Ventas Completes First Tranche of Skilled Nursing Facility Sales to Facilitate Kindred Healthcare’s Exit from its Skilled Nursing Segment

  • Company Receives $488 Million in Proceeds from Completed Sale of 22
  • Remaining SNF Sales Totaling over $200 Million Expected to be
    Complete by Year End 2017
  • Sale Price Represents Seven Percent Yield on Current Cash Rent
  • SNF Portfolio Will Represent Only One Percent of Company Net
    Operating Income upon Completion

CHICAGO–(BUSINESS WIRE)–$VTR–Ventas, Inc. (NYSE: VTR) has completed the first phase of its pending
sale of 36 owned skilled nursing facilities (the “Ventas SNFs”) that are
currently operated by Kindred Healthcare, Inc. (NYSE: KND) (“Kindred”)
to facilitate Kindred’s exit from its skilled nursing facility (“SNF”)
business. Upon today’s completion of Kindred’s SNF sale to an affiliate
of BlueMountain Capital Management, LLC, Ventas received its allocable
portion of proceeds for the 22 Ventas SNFs sold in this phase for a
total purchase price of $488 million which represents a seven percent
cash yield on rent for these assets.

“We are delighted to work with Kindred to position both companies for
continued success,” said Debra A. Cafaro, Ventas Chairman and Chief
Executive Officer. “We are also pleased with the successful completion
of the majority of our skilled nursing facility sales as we continue to
deemphasize our SNF business in a profitable way. These actions
differentiate our high-quality portfolio of leading properties.”

Ventas continues to expect to receive aggregate proceeds of $700 million
for the sale of the 36 Ventas SNFs by year end 2017, inclusive of the
completed sale. This total anticipated sale price represents a seven
percent cash yield on current annual cash rent of $50 million and an
eight percent GAAP yield. Ventas is expected to record a gain exceeding
$600 million for the sale of the 36 Ventas SNFs. Following the sales of
the Ventas SNFs, the Company’s percentage of net operating income
(“NOI”) received from SNFs will be only one percent of its aggregate NOI.

As disclosed in the Company’s second quarter 2017 earnings press release
dated July 28, 2017, the timing and volume of SNF closings will have a
significant impact on 2017’s second half results because larger, earlier
dispositions coupled with the anticipated repayment of LIBOR-based debt
will reduce funds from operations (“FFO”) based metrics by approximately
$0.01 per share per month. The early completion announced today of the
majority of the Ventas SNF sales is therefore expected to reduce 2017
normalized FFO by approximately $0.01 per share per month commencing
September 1, 2017.

Ventas, Inc., an S&P 500 company, is a leading real estate investment
trust. Its diverse portfolio of approximately 1,300 assets in the United
States, Canada and the United Kingdom consists of seniors housing
communities, medical office buildings, life science and innovation
centers, inpatient rehabilitation and long-term acute care facilities,
health systems and skilled nursing facilities. 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. References to “Ventas” or the
“Company” mean Ventas, Inc. and its consolidated subsidiaries unless
otherwise expressly noted. More information about Ventas and Lillibridge
can be found at

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.
statements regarding the Company’s or its tenants’, operators’,
borrowers’ or managers’ expected future financial condition, results of
operations, cash flows, funds from operations, dividends and dividend
plans, financing opportunities and plans, capital markets transactions,
business strategy, budgets, projected costs, operating metrics, capital
expenditures, competitive positions, acquisitions, investment
opportunities, dispositions, merger or acquisition 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.
These forward-looking statements are
inherently uncertain, and actual results may differ from the Company’s
The Company does not undertake a duty to update
these forward-looking statements, which speak only as of the date on
which they are made.

The Company’s actual future results and trends may differ materially
from expectations depending on a variety of factors discussed in the
Company’s filings with the Securities and Exchange Commission.
factors include without limitation: (a) the ability and willingness of
the Company’s tenants, operators, borrowers, managers and other third
parties to satisfy 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 Company’s 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 Company’s success in implementing its business
strategy and the Company’s ability to identify, underwrite, finance,
consummate and integrate diversifying acquisitions and investments; (d)
macroeconomic conditions such as a disruption of or lack of access to
the capital markets, changes in the debt rating on U.S. government
securities, default or delay in payment by the United States of its
obligations, and changes in the federal or state budgets resulting in
the reduction or nonpayment of Medicare or Medicaid reimbursement rates;
(e) the nature and extent of future competition, including new
construction in the markets in which the Company’s seniors housing
communities and medical office buildings (“MOBs”)
are located;
(f) the extent and effect of future or pending healthcare reform and
regulation, including cost containment measures and changes in
reimbursement policies, procedures and rates; (g) increases in the
Company’s borrowing costs as a result of changes in interest rates and
other factors; (h) the ability of the Company’s tenants, operators and
managers, as applicable, to comply with laws, rules and regulations in
the operation of the Company’s properties, to deliver high-quality
services, to attract and retain qualified personnel and to attract
residents and patients; (i) changes in general economic conditions or
economic conditions in the markets in which the Company may, from time
to time, compete, and the effect of those changes on the Company’s
revenues, earnings and funding sources; (j) the Company’s ability to pay
down, refinance, restructure or extend its indebtedness as it becomes
due; (k) the Company’s ability and willingness to maintain its
qualification as a REIT in light of economic, market, legal, tax and
other considerations; (l) final determination of the Company’s taxable
net income for the year ended December 31, 2016 and for the year ending
December 31, 2017; (m) the ability and willingness of the Company’s
tenants to renew their leases with the Company upon expiration of the
leases, the Company’s ability to reposition its properties on the same
or better terms in the event of nonrenewal or in the event the Company
exercises its right to replace an existing tenant, and obligations,
including indemnification obligations, the Company may incur in
connection with the replacement of an existing tenant; (n) risks
associated with the Company’s senior living operating portfolio, such as
factors that can cause volatility in the Company’s operating income and
earnings generated by those properties, including without limitation
national and regional economic conditions, costs of food, 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; (o)
changes in exchange rates for any foreign currency in which the Company
may, from time to time, conduct business; (p) year-over-year changes in
the Consumer Price Index or the UK Retail Price Index and the effect of
those changes on the rent escalators contained in the Company’s leases
and the Company’s earnings; (q) the Company’s ability and the ability of
its tenants, operators, borrowers and managers to obtain and maintain
adequate property, liability and other insurance from reputable,
financially stable providers; (r) the impact of increased operating
costs and uninsured professional liability claims on the Company’s
liquidity, financial condition and results of operations or that of the
Company’s tenants, operators, borrowers and managers, and the ability of
the Company and the Company’s tenants, operators, borrowers and managers
to accurately estimate the magnitude of those claims; (s) risks
associated with the Company’s MOB portfolio and operations, including
the Company’s ability to successfully design, develop and manage MOBs
and to retain key personnel; (t) the ability of the hospitals on or near
whose campuses the Company’s MOBs are located and their affiliated
health systems to remain competitive and financially viable and to
attract physicians and physician groups; (u) risks associated with the
Company’s 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 Company’s
ability to obtain the financial results expected from its development
and redevelopment projects; (w) the impact of market or issuer events on
the liquidity or value of the Company’s investments in marketable
securities; (x) consolidation activity in the seniors housing and
healthcare industries resulting in a change of control of, or a
competitor’s investment in, one or more of the Company’s tenants,
operators, borrowers or managers or significant changes in the senior
management of the Company’s tenants, operators, borrowers or managers;
(y) the impact of litigation or any financial, accounting, legal or
regulatory issues that may affect the Company or its tenants, operators,
borrowers or managers; and (z) changes in accounting principles, or
their application or interpretation, and the Company’s ability to make
estimates and the assumptions underlying the estimates, which could have
an effect on the Company’s earnings.

The Company routinely announces material information to investors and
the marketplace using press releases, SEC filings, public conference
calls, webcasts and the Company’s website at
The information that the Company posts to its website may be deemed to
be material. Accordingly, the Company encourages investors and others
interested in the Company to routinely monitor and review the
information that the Company posts on its website, in addition to
following the Company’s press releases, SEC filings and public
conference calls and webcasts. You may automatically receive e-mail
alerts and other information about the Company when you enroll your
e-mail address by visiting the “Sign up to Receive Email Updates”
section of the Company’s website at

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Ventas, Inc.
Ryan K. Shannon
(877) 4-VENTAS