Attached files
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8-K - FORM 8-K - Ventas, Inc. | c17372e8vk.htm |
EX-2.1 - EXHIBIT 2.1 - Ventas, Inc. | c17372exv2w1.htm |
EX-10.4 - EXHIBIT 10.4 - Ventas, Inc. | c17372exv10w4.htm |
EX-10.3 - EXHIBIT 10.3 - Ventas, Inc. | c17372exv10w3.htm |
EX-10.2 - EXHIBIT 10.2 - Ventas, Inc. | c17372exv10w2.htm |
EX-10.1 - EXHIBIT 10.1 - Ventas, Inc. | c17372exv10w1.htm |
Exhibit 99.1
Ventas, Inc. |
111 S. Wacker Drive, Suite 4800 | Chicago, Illinois 60606 | (877) 4-VENTAS | www.ventasreit.com |
Contact:
|
David J. Smith | |
(877) 4-VENTAS |
VENTAS COMPLETES $3.1 BILLION ACQUISITION OF REAL ESTATE
ASSETS OF ATRIA SENIOR LIVING GROUP
ASSETS OF ATRIA SENIOR LIVING GROUP
CHICAGO, IL (May 12, 2011) Ventas, Inc. (NYSE: VTR) (Ventas or the Company) announced today
that it has completed its previously announced $3.1 billion acquisition of 118 private pay seniors
housing communities of privately-owned Atria Senior Living Group. Prior to the closing, Atria
Senior Living Group spun off its management business to Atria Senior Living, Inc., (Atria), a new
company which will continue to manage the acquired properties.
We are gratified to acquire this exceptional portfolio of seniors housing communities located
in affluent coastal markets managed by Atria Senior Living, an industry leading manager, Ventas
Chairman and Chief Executive Officer Debra A. Cafaro said. This transaction demonstrates Ventass
strength at structuring and completing complex, multi-party transactions collaboratively. We are
excited to join forces with Lazard Real Estate Partners and Atrias management team.
Atria, based in Louisville, Kentucky, is the 4th largest operator of assisted
living properties in the U.S. It is owned by private equity funds managed by Lazard Real Estate
Partners.
Ventas, Inc., an S&P 500 company, is a leading healthcare real estate investment trust. Its
diverse portfolio of more than 700 assets in 44 states (including the District of Columbia) and two
Canadian provinces consists of seniors housing communities, skilled nursing facilities, hospitals,
medical office buildings and other properties. After giving effect to the pending Nationwide Health
Properties transaction, Ventass portfolio will consist of more than 1,300 properties in 48 states
(including the District of Columbia) and two Canadian provinces. Through its Lillibridge
subsidiary, Ventas provides management, leasing, marketing, facility development and advisory
services to highly rated hospitals and health systems throughout the United States. More
information about Ventas and Lillibridge can be found at www.ventasreit.com and
www.lillibridge.com.
This press release includes forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. All statements regarding the Companys or its tenants, operators, managers or
borrowers expected future financial position, results of operations, cash flows, funds from
operations, dividends and dividend plans, financing plans, business strategy, budgets, projected
costs, operating metrics, capital expenditures, competitive positions, acquisitions, investment
opportunities, dispositions, merger integration, growth opportunities, expected lease income,
continued qualification as a real estate investment trust (REIT), plans and objectives of
management for future operations and statements that include words such as anticipate, if,
believe, plan, estimate, expect, intend, may, could, should, will and other
similar expressions are forward-looking statements. Such forward-looking statements are inherently
uncertain, and security holders must recognize that actual results may differ from the Companys
expectations. The Company does not undertake a duty to update such forward-looking statements,
which speak only as of the date on which they are made.
-MORE-
Ventas Closes Atria Acquisition
May 12, 2011
Page 2
May 12, 2011
Page 2
The Companys actual future results and trends may differ materially depending on a variety of
factors discussed in the Companys filings with the Securities and Exchange Commission. These
factors include without limitation: (a) the ability and willingness of the Companys tenants,
operators, borrowers, managers and other third parties to meet and/or perform their obligations
under their respective contractual arrangements with the Company, including, in some cases, their
obligations to indemnify, defend and hold harmless the Company from and against various claims,
litigation and liabilities; (b) the ability of the Companys tenants, operators, borrowers and
managers to maintain the financial strength and liquidity necessary to satisfy their respective
obligations and liabilities to third parties, including without limitation obligations under their
existing credit facilities and other indebtedness; (c) the Companys success in implementing its
business strategy and the Companys ability to identify, underwrite, finance, consummate and
integrate diversifying acquisitions or investments, including its pending transaction with NHP and
those in different asset types and outside the United States; (d) the nature and extent of future
competition; (e) the extent of future or pending healthcare reform and regulation, including cost
containment measures and changes in reimbursement policies, procedures and rates; (f) increases in
the Companys cost of borrowing as a result of changes in interest rates and other factors; (g) the
ability of the Companys operators and managers, as applicable, to deliver high quality services,
to attract and retain qualified personnel and to attract residents and patients; (h) changes in
general economic conditions and/or economic conditions in the markets in which the Company may,
from time to time, compete, and the effect of those changes on the Companys revenues and its
ability to access the capital markets or other sources of funds; (i) the Companys ability to pay
down, refinance, restructure and/or extend its indebtedness as it becomes due; (j) the Companys
ability and willingness to maintain its qualification as a REIT due to economic, market, legal, tax
or other considerations; (k) final determination of the Companys taxable net income for the year
ended December 31, 2010 and for the year ending December 31, 2011; (l) the ability and willingness
of the Companys tenants to renew their leases with the Company upon expiration of the leases and
the Companys ability to reposition its properties on the same or better terms in the event such
leases expire and are not renewed by the Companys tenants or in the event the Company exercises
its right to replace an existing tenant upon default; (m) risks associated with the Companys
senior living operating portfolio, such as factors causing volatility in the Companys operating
income and earnings generated by its properties, including without limitation national and regional
economic conditions, costs of materials, energy, labor and services, employee benefit costs,
insurance costs and professional and general liability claims, and the timely delivery of accurate
property-level financial results for those properties; (n) the movement of U.S. and Canadian
exchange rates; (o) year-over-year changes in the Consumer Price Index and the effect of those
changes on the rent escalators, including the rent escalator for Master Lease 2 with Kindred, and
the Companys earnings; (p) the Companys ability and the ability of its tenants, operators,
borrowers and managers to obtain and maintain adequate liability and other insurance from reputable
and financially stable providers; (q) the impact of increased operating costs and uninsured
professional liability claims on the liquidity, financial condition and results of operations of
the Companys tenants, operators, borrowers and managers, and the ability of the Companys tenants,
operators, borrowers and managers to accurately estimate the magnitude of those claims; (r) risks
associated with the Companys MOB portfolio and operations, including its ability to successfully
design, develop and manage MOBs, to accurately estimate its costs in fixed fee-for-service projects
and to retain key personnel; (s) the ability of the hospitals on or near whose campuses the
Companys MOBs are located and their affiliated health systems to remain competitive and
financially viable and to attract physicians and physician groups; (t) the Companys ability to
maintain or expand its relationships with its existing and future hospital and health system
clients; (u) risks associated with the Companys investments in joint ventures and unconsolidated
entities, including its lack of sole decision-making authority and its reliance on its joint
venture partners financial condition; (v) the impact of market or issuer events on the liquidity
or value of the Companys investments in marketable securities; and (w) the impact of any
financial, accounting, legal or regulatory issues or litigation that may affect the Company or its
major tenants, operators or managers. Many of these factors are beyond the control of the Company
and its management.
-END-