LETTER TO COMPANY'S STOCKHOLDERS
Published on September 23, 2002
EXHIBIT (a)(1)(G)
September 23, 2002
To Our Stockholders:
The Board of Directors of LTC Properties, Inc., (the Company) has approved a commencement as of
September 23, 2002, of a tender Offer (the Offer) to purchase up to 1,500,000 shares (constituting approximately 8% of the shares presently outstanding) of the Companys common stock at $8.50 per share (the Purchase
Price), net to seller in cash, upon the terms and conditions set forth in the enclosed Offer To Purchase and related Letter Of Transmittal.
In arriving at its decision, the Board of Directors gave careful consideration to a number of factors including the fact that as of August 31, 2002, the Company had approximately $30,600,000 of cash
and cash equivalents in its banks which is a sufficient amount to complete this Offer to Purchase and pay the Companys scheduled debt maturities through September 30, 2003. Given the Companys cash position and its anticipated investment
opportunities, the Offer represents the opportunity to return a portion of the Companys cash to the Companys stockholders, permitting them to invest it according to their preferences and objectives. After considering other alternatives,
such as retaining all the excess funds for possible future investments or paying a special dividend, the Board of Directors concluded that the Offer was the preferable alternative consistent with the Companys long-term goal of seeking to
increase stockholder value.
The Offer provides stockholders who are considering a sale of all or a portion of
their shares with the opportunity to sell their shares to the Company for $8.50 per share, and, subject to the terms and conditions of the Offer, to sell those shares without the usual transaction costs associated with open market sales. In
addition, the Offer gives stockholders the opportunity to sell at a price greater than the market price prevailing prior to the announcement of the Offer. The Offer also allows stockholders to sell a portion of their shares while retaining a
continuing equity interest in the Company.
Stockholders should note that the Purchase Price of $8.50 per share
represents a significant premium over the closing price of the shares ($7.08 per Share) as reported on the NYSE Composite Tape on September 18, 2002, the day prior to announcement of the Offer. The market price of the shares following consummation
of the Offer may be lower than the Purchase Price. Accordingly, any Shares not tendered pursuant to the Offer and any tendered shares not accepted for payment by reason of proration or otherwise, may have a market price following consummation of the
Offer that is lower than the Purchase Price.
Also accompanying this letter is a Letter Of Transmittal to be used
for tendering your shares. The Offer To Purchase and Letter Of Transmittal set forth the terms and conditions of the Offer and provide instructions as to how to tender your shares. We urge you to read the enclosed materials carefully and consider
all factors set forth therein before making your decision with respect to the Offer.
On behalf of the Board of
Directors, management and employees of LTC, I thank you for your continued support of our Company.
Very truly yours,
Andre C. Dimitriadis
Chairman, President and
Chief
Executive Officer