-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OHp4us05Vlp1IB3ni0UMg0DpN++SjlmV4ChU/9Y/pRY8PeGjjc3c3lng4mjyHFTf EfMowl/3/xU81CYEu6eSZw== 0001157523-05-000946.txt : 20050202 0001157523-05-000946.hdr.sgml : 20050202 20050202142451 ACCESSION NUMBER: 0001157523-05-000946 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050201 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050202 DATE AS OF CHANGE: 20050202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LTC PROPERTIES INC CENTRAL INDEX KEY: 0000887905 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 710720518 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11314 FILM NUMBER: 05568758 BUSINESS ADDRESS: STREET 1: 22917 PACIFIC COAST HWY STREET 2: SUITE 350 CITY: MALIBU STATE: CA ZIP: 90265 BUSINESS PHONE: 3104556010 MAIL ADDRESS: STREET 1: 22917 PACIFIC COAST HWY STREET 2: SUITE 350 CITY: MALIBU STATE: CA ZIP: 90265 8-K 1 a4813086.txt LTC PROPERTIES 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20459 __________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report: February 1, 2005 (Date of earliest event reported) LTC PROPERTIES, INC. (Exact name of Registrant as specified in its charter) Maryland 1-11314 71-0720518 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) file number) Identification No) 22917 Pacific Coast Highway, Suite 350 Malibu, California 90265 (Address of principal executive offices) (805) 981-8655 (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ Item 5.02. -- Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers On February 2, 2005, LTC Properties, Inc. ("LTC") announced the February 1, 2005 election of Mr. Boyd W. Hendrickson to the Board of Directors, increasing the number of Board Members from five to six and the total independent members from three to four. At the Board Meeting held February 2, 2005, Mr. Hendrickson was appointed to be Chairman of LTC's Nominating and Corporate Governance Committee. Additionally, Mr. Hendrickson will be a member of the Audit Committee and the Compensation Committee. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. Such information shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the company, whether made before or after the date hereof, regardless of any general incorporation language in such filing. Item 9.01. -- Financial Statements and Exhibits (a) Financial Statements of Business Acquired. None. (b) Pro Forma Financial Information None. (c) Exhibits. 99.1 Press Release issued February 2, 2005. SIGNATURE Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. LTC PROPERTIES, INC. Dated: February 2, 2005 By: /s/ WENDY L. SIMPSON -------------------- Wendy L. Simpson Vice Chairman, Chief Financial Officer and Treasurer EX-99.1 2 a4813086ex991.txt PRESS RELEASE EXHIBIT 99.1 LTC Announces Election of New Board Member MALIBU, Calif.--(BUSINESS WIRE)--Feb. 2, 2005--LTC Properties, Inc. (NYSE:LTC) announced today that Mr. Boyd W. Hendrickson has been elected as a new Board Member, increasing the total number of Board Members from five to six and total independent members from three to four. Mr. Hendrickson is Chief Executive Officer and Member of the Board of Skilled Healthcare Group ("Skilled Healthcare"). Skilled Healthcare is located in Foothill Ranch, California and is a privately held owner/operator of skilled nursing and assisted living facilities. LTC stated that Mr. Hendrickson brings 35 years of health care operational experience to the Board as well as experience as a past Board Member of The American Federation of Hospitals, Beverly Enterprises, PharMerica and Superior Bank. LTC added that Skilled Healthcare and LTC have no relationships other than Mr. Hendrickson's board membership. The Company is a self-administered real estate investment trust that primarily invests in long-term care and other health care related facilities through mortgage loans, facility lease transactions and other investments. For more information on LTC Properties, Inc., visit the Company's website at www.ltcproperties.com. CONTACT: LTC Properties, Inc. Andre C. Dimitriadis or Wendy L. Simpson, 805-981-8655 -----END PRIVACY-ENHANCED MESSAGE-----