Exhibit 99.3

METROPOLITAN SENIOR HOUSING, LLC, MSH OPERATING, LLC,

SUNRISE HBLR, LLC AND HBLR OPERATING, LLC

COMBINED BALANCE SHEETS

AS OF SEPTEMBER 30, 2012 (UNAUDITED) AND DECEMBER 31, 2011

See notes to combined financial statements.

METROPOLITAN SENIOR HOUSING, LLC, MSH OPERATING, LLC,

SUNRISE HBLR, LLC AND HBLR OPERATING, LLC

COMBINED STATEMENTS OF OPERATIONS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2012 AND 2011 (UNAUDITED)

See notes to combined financial statements.

METROPOLITAN SENIOR HOUSING, LLC, MSH OPERATING, LLC,

SUNRISE HBLR, LLC AND HBLR OPERATING, LLC

COMBINED STATEMENT OF CHANGES IN MEMBERS’ DEFICIT

FOR THE PERIOD ENDED SEPTEMBER 30, 2012 (UNAUDITED)

See notes to combined financial statements.

METROPOLITAN SENIOR HOUSING, LLC, MSH OPERATING, LLC,

SUNRISE HBLR, LLC AND HBLR OPERATING, LLC

COMBINED STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2012 AND 2011 (UNAUDITED)

See notes to combined financial statements.

METROPOLITAN SENIOR HOUSING, LLC, MSH OPERATING, LLC,
SUNRISE HBLR, LLC AND HBLR OPERATING, LLC

NOTES TO COMBINED FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2012 AND
AND FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2012 AND 2011 (UNAUDITED)

1.                      ORGANIZATION AND PRESENTATION

Organization —Metropolitan Senior Housing, LLC (“MSH”) and MSH Operating, LLC (“MSH Op”), collectively (the “MSH Companies”) were each formed under the laws of the State of Delaware on June 29, 2000.  MSH shall terminate on December 31, 2025, unless substantially all of its assets are sold or the members elect to dissolve MSH prior to that time.  MSH Op shall continue in perpetuity unless substantially all of its assets are sold or the member elects to dissolve MSH Op.   As of December 31, 2011, MSH was owned 75% by HVP Sun Investor, LLC (“HVP”) and 25% by Sunrise Senior Living Investment Inc. (“SSLII”), a wholly owned subsidiary of Sunrise Senior Living, Inc. (“SSLI”), and MSH Op was owned 100% by HVP.

Sunrise HBLR, LLC (“HBLR”) (formerly known as Sun Gem, LLC) and HBLR Operating, LLC (“HBLR Op”), collectively (the “HBLR Companies”) were each formed under the laws of the state of Delaware on September 27, 2004 and March 22, 2007, respectively.  HBLR shall terminate on December 31, 2032, unless substantially all of its assets are sold or the members elect to dissolve the entities prior to this date.  HBLR Op shall continue in perpetuity unless substantially all of its assets are sold or the member elects to dissolve HBLR Op.  As of December 31, 2011, HBLR was owned 80% by Heitman Value Partners SUN Investor II (“HVPII”) and 20% by SSLII and HBLR Op was owned 100% by HVPII.

MSH and HBLR own 100% of the interests in 16 limited liability companies, each of which owns, operates, leases, manages and will dispose of individual assisted living facilities (“Facilities”).  The Facilities are as follows:

MSH and HBLR were organized to develop and own assisted living facilities that are leased to MSH Op and HBLR Op.  MSH Op and HBLR Op operate the assisted living facilities and provide senior living services to seniors.

On October 1, 2012 HVP and HVPII sold their interest in the MSH Companies and the HBLR Companies to SSLII (see Note 3).

Senior living services include a residence, meals, and nonmedical assistance to elderly residents for a monthly fee. The Facilities’ services are generally not covered by health insurance, and, therefore, monthly fees are generally payable by the residents, their family, or another responsible party.

Presentation —Our accompanying unaudited combined financial statements include all normal recurring adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the nine months ended September 30, 2012 and 2011. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) have been condensed or omitted. These combined financial statements should be read together with our audited combined financial statements and the notes thereto for the year ended December 31, 2011 included in this Form 8-K/A. Operating results are not necessarily indicative of the results that may be expected for the year ending December 31, 2012.  We have reclassified certain amounts to conform with the current period presentation.

2.                      NOTES PAYABLE

On March 22, 2007, the HBLR Companies entered into separate loan agreements for its four Facilities with Prudential Insurance Company of America (“Prudential”) for $78,000,000.  The loans bear interest at 5.89% and are secured by the HBLR Facilities. The loans are cross collateralized by the assets of the HBLR Companies and are cross-defaulted. The loans mature on April 15, 2014. Principal and interest payments are $477,806 and are payable monthly.

On December 12, 2006, the MSH Companies entered into separate loan agreements for its 12 Facilities with Berkadia Commercial Mortgage LLC (“Berkadia”) for $190,000,000. The loans bear interest at 6.00% and are secured by the MSH Facilities. The loans are cross collateralized by the assets of the MSH Companies and are cross-defaulted. The loans mature on January 1, 2014 and contain an automatic extension period of one year, unless the MSH Companies default on the loans.  Principal and interest payments are $1,139,147 and are payable monthly.

A summary of the loans’ terms and balances as of September 30, 2012 and December 31, 2011 are as follows:

*As part of the October 1, 2012 transaction, the MSH Companies loans with Berkadia were paid off in the amount of $181,364,790 (see Note 3).

Principal maturities of the HBLR Companies notes payable as of September 30, 2012, are as follows:

At September 30, 2012 and December 31, 2011, the Companies were in compliance with the non-financial covenants under the loan agreements.

3.                      SUBSEQUENT EVENT

On August 22, 2012, SSLI and Health Care REIT, Inc. (“HCN”) entered into an agreement (“Merger Agreement”) for HCN to acquire all of the outstanding common stock of SSLI for $14.50 per share in an all-cash transaction.  The transaction is not subject to any financing contingency, but still requires regulatory and Sunrise shareholder approval.

The closing of the Merger (the “Closing”) is conditioned on (1) adoption of the Merger Agreement by holders of a majority of the outstanding shares of SSLI common stock; (2) expiration or termination of applicable waiting periods for the Merger under the Hart Scott Rodino Act; (3) completion of certain reorganization transactions in all material respects so that SSLI’s real estate assets and equity interests in subsidiaries and joint ventures that hold real estate (the “real estate business”) and SSLI’s subsidiaries that operate and manage senior living facilities (the “management business”) are held in separate SSLI subsidiaries (the “Reorganization”); (4) material compliance with covenants; (5) accuracy of each party’s representations, subject to materiality thresholds; and (6) absence of injunctions or orders that prohibit or restrain the consummation of the Mergers (together, the “Closing Conditions”). The reorganization transactions are being effected because, pursuant to the Merger Agreement, HCN

may request Sunrise to sell its management business to a third party (the “Management Business Sale”) or spin-off its management business contemporaneously to the Closing. As part of the Reorganization, immediately following the Holding Company Merger and prior to the Merger, SSLI will be converted from a corporation into a Delaware limited liability company (the “Management Business LLC”) and its real estate business will be distributed to Holdco.

On September 13, 2012, in conjunction with the Merger Agreement above, Red Fox Management, LP (“Buyer”), a new entity formed by affiliates of Kohlberg Kravis Roberts & Co. L.P., Beecken Petty O’Keefe & Company and Coastwood Senior Housing Partners LLC, entered into a Membership Interest Purchase Agreement (the “Management Business Sale Agreement”) with SSLI and Holdco to acquire SSLI’s management business for approximately $130,000,000. HCN will also acquire a 20% interest in the Buyer.  Pursuant to the Management Business Sale Agreement, Holdco (which, immediately following the Holding Company Merger, will be the sole member of the Management Business LLC) will sell the Management Business LLC to the Buyer (or a wholly owned subsidiary of the Buyer) immediately following the completion of the Holding Company Merger and the Reorganization and immediately prior to the completion of the Merger.

The Management Business Sale Agreement provides that it will automatically terminate upon the termination of the Merger Agreement and provides for certain other termination rights for both SSLI and the Buyer.  The consummation of the Management Business Sale is conditioned on the satisfaction or waiver of customary closing conditions, including (1) expiration or termination of applicable waiting periods for the Management Business Sale under the Hart Scott Rodino Act; (2) receipt of certain state approvals; and (3) completion of the Reorganization by Sunrise in all material respects.

On October 1, 2012, SSLII purchased HVP’s interest in the MSH Companies and HVPII’s interest in the HBLR Companies. The purchase price for the acquisition was approximately $171,000,000. Following the closing of these purchases, SSLII owns 100% of the equity interests in the MSH Companies and the HBLR Companies. The acquisitions were made pursuant to Purchase and Sale Agreements, dated as of August 21, 2012, between SSLII, HVP and HVPII.

As part of the October 1, 2012 transactions, SSLII entered into a credit agreement with HCN in the amount of $365,000,000 with principal payments that bear interest at the average of the one-month London InterBank Offered Rate plus 5.0%.  The credit agreement matures on December 31, 2013. The credit agreement with HCN allowed for SSLII to purchase the HBLR Companies’ equity interests of approximately $53,000,000.  The remaining $312,000,000 was for SSLII to pay off the MSH Companies’ loan and purchase the MSH Companies’ equity interests.  Pursuant to the transaction, $194,752,664 was disbursed to pay off the MSH Companies’ loans with Berkadia which is inclusive of principals, interests, fees, and other expenses.

On October 1, 2012, in connection with the closing, HVP, HVPII and SSLII entered into mutual releases of all claims arising in connection with the ownership and operation of the MSH and HBLR Facilities and the MSH Companies and the HBLR Companies, subject to certain customary carve-outs.

The Companies reviewed subsequent events through December 6, 2012, the date the combined financial statements were issued.

******