SCHEDULE OF AGREEMENTS SUBSTANTIALLY IDENTICAL IN ALL MATERIAL RESPECTS TO AGREEMENTS INCORPORATED BY REFERENCE AS EXHIBITS 4.2, 4.3, 4.4.2, 4.5.2, 4.6.2, 4.7.2,
Exhibit 4.10
SCHEDULE OF AGREEMENTS
SUBSTANTIALLY IDENTICAL IN ALL MATERIAL RESPECTS
TO AGREEMENTS INCORPORATED BY REFERENCE AS EXHIBITS 4.2, 4.3, 4.4.2, 4.5.2, 4.6.2, 4.7.2,
4.8.3 AND 4.9.2 PURSUANT TO
INSTRUCTION 2 TO ITEM 601 OF REGULATION S-K
1. Pursuant to the terms of the Indenture dated as of April 17, 2002 among Ventas Realty, Limited Partnership and Ventas Capital Corporation (collectively, the “Issuers”), the Guarantors named therein and U.S. Bank National Association, as trustee (the “Trustee”), relating to the Issuers’ 8 3/4% Senior Notes due 2009 (the “2009 Senior Notes”), the Issuers have executed and delivered Supplemental Indentures (to which ElderTrust Operating Limited Partnership is a party) adding each of the subsidiaries listed in the tables below as Guarantors of the 2009 Senior Notes, which Supplemental Indentures are substantially identical in all material respects to the agreement incorporated by reference as Exhibit 4.2 to this Annual Report on Form 10-K.
| Date of Supplemental |
Subsidiary Guarantor(s) | |
| June 1, 2004 | ET Sub-Xxxxx I Limited Partnership, L.L.P. | |
| ET Xxxxx Finance, L.L.C. | ||
| ET Xxxxx Finance, Inc.
| ||
| December 15, 2004 | Ventas Framingham, LLC | |
| Ventas Management, LLC
| ||
| April 4, 2005 | Ventas Sun LLC | |
| Ventas Cal Sun LLC
| ||
| June 7, 2005 | Ventas Provident, LLC (formerly VTRP Merger Sub, LLC)
| |
| June 21, 2005 | PSLT GP, LLC | |
| PSLT OP, L.P. | ||
| PSLT-BLC Properties Holdings, LLC | ||
| Brookdale Living Communities of Arizona-EM, LLC | ||
| Brookdale Living Communities of California, LLC | ||
| Brookdale Living Communities of California-RC, LLC | ||
| Brookdale Living Communities of California-San Marcos, LLC | ||
| Brookdale Living Communities of Illinois-2960, LLC | ||
| Brookdale Living Communities of Illinois-II, LLC | ||
| BLC of California-San Marcos, L.P. | ||
| Brookdale Holdings, LLC | ||
| Brookdale Living Communities of Indiana-OL, LLC | ||
| Brookdale Living Communities of Massachusetts-RB, LLC | ||
| Brookdale Living Communities of Minnesota, LLC | ||
| Brookdale Living Communities of New York-GB, LLC | ||
| Brookdale Living Communities of Washington-PP, LLC | ||
| The Ponds of Pembroke Limited Partnership | ||
| River Oaks Partners | ||
| PSLT-ALS Properties Holdings, LLC | ||
| PSLT-ALS Properties I, LLC
| ||
| September 14, 2005 | ET Sub-Woodbridge, L.P.
| |
| December 21, 2005 | Ventas Finance I, Inc. | |
| Ventas Finance I, LLC | ||
| Ventas Specialty I, Inc. | ||
| Ventas Specialty I, LLC
| ||
| November 21, 2006 | VSCRE Holdings, LLC
|
| Date of Supplemental |
Subsidiary Guarantor(s) | |
| United Rehab Realty Holding, LLC | ||
| BCC Martinsburg Realty, LLC | ||
| BCC Ontario Realty, LLC | ||
| BCC Xxxxxx Realty, LLC | ||
| BCC Washington Township Realty, LLC | ||
| EC Lebanon Realty, LLC | ||
| XX Xxxxxxxx Place Realty, LLC | ||
| XX Xxxxxxxxx Parc Realty, LLC | ||
| EC Halcyon Realty, LLC | ||
| BCC Altoona Realty, LLC | ||
| BCC Altoona Realty GP, LLC | ||
| BCC Altoona Realty, LP | ||
| BCC Reading Realty, LLC | ||
| BCC Reading Realty GP, LLC | ||
| BCC Reading Realty, LP | ||
| BCC Berwick Realty, LLC | ||
| BCC Berwick Realty GP, LLC | ||
| BCC Berwick Realty, LP | ||
| BCC Lewistown Realty, LLC | ||
| BCC Lewistown Realty GP, LLC | ||
| BCC Lewistown Realty, LP | ||
| BCC State College Realty, LLC | ||
| BCC State College Realty GP, LLC | ||
| BCC State College Realty, LP | ||
| South Beaver Holdings, LLC | ||
| BCC South Beaver Realty, LLC | ||
| Shippensburg Realty Holdings, LLC | ||
| BCC Shippensburg Realty, LLC | ||
| IPC (AP) Holding, LLC | ||
| AL (AP) Holding, LLC | ||
| Xxxxxxx Park Nominee, LLC | ||
| Xxxxxxx Park Nominee, LP | ||
| IPC (HCN) Holding, LLC | ||
| AL (HCN) Holding, LLC | ||
| Bloomsburg Nominee, LLC | ||
| Bloomsburg Nominee, LP | ||
| Sagamore Hills Nominee, LLC | ||
| Sagamore Hills Nominee, LP | ||
| Lebanon Nominee, LLC | ||
| Lebanon Nominee, LP | ||
| Saxonburg Nominee, LLC | ||
| Saxonburg Nominee, LP | ||
| Loyalsock Nominee, LLC | ||
| Loyalsock Nominee, LP | ||
| IPC (MT) Holding, LLC | ||
| AL (MT) Holding, LLC | ||
| Lewisburg Nominee, LLC | ||
| Lewisburg Nominee, LP | ||
| Hendersonville Nominee, LLC | ||
| Hendersonville Nominee, XX | ||
| Xxxx Nominee, LLC | ||
| Lima Nominee, LP | ||
| Kingsport Nominee, LLC | ||
| Kingsport Nominee, LP | ||
| Xenia Nominee, LLC | ||
| Xenia Nominee, LP | ||
| Knoxville Nominee, LLC |
| Date of Supplemental |
Subsidiary Guarantor(s) | |
| Knoxville Nominee, LP | ||
| Chippewa Nominee, LLC | ||
| Chippewa Nominee, LP | ||
| Dillsburg Nominee, LLC | ||
| Dillsburg Nominee, LP
| ||
| May 10, 2007 | Ventas MOB Holdings, LLC | |
| Ventas Nexcore Holdings, LLC | ||
| Ventas Broadway MOB, LLC | ||
| Ventas Casper Holdings, LLC | ||
| Ventas SSL Ontario III, Inc. | ||
| SZR Mississauga Inc. | ||
| Ventas SSL Xxxx Valley, Inc. | ||
| SZR Markham Inc. | ||
| Ventas SSL Beacon Hill, Inc. | ||
| SZR Richmond Hill Inc. | ||
| Ventas SSL Ontario II, Inc. | ||
| Ventas Grantor Trust #2 | ||
| SZR Windsor Inc. | ||
| SZR Oakville Inc. | ||
| Ventas SSL Vancouver, Inc. | ||
| Ventas of Vancouver Limited | ||
| SZR Burlington Inc. | ||
| Ventas Grantor Trust #1 | ||
| Ventas SSL, Inc. | ||
| Ventas SSL Holdings, Inc. | ||
| Ventas SSL Holdings, LLC | ||
| Ventas REIT US Holdings, Inc. | ||
| SZR Willowbrook, LLC | ||
| SZR US UPREIT Three, LLC | ||
| SZR Lincoln Park, LLC | ||
| SZR North Hills, LLC | ||
| SZR Westlake Village LLC | ||
| SZR Xxxxx Xxxxx, LLC | ||
| SZR Columbia, LLC | ||
| SZR Xxxxxxx, LLC | ||
| SZR Rockville, LLC | ||
| SZR San Mateo, LLC | ||
| SZR US Finance, Inc. | ||
| SZR US Investments, Inc.
| ||
| October 18, 2007 | Ventas University MOB, LLC
|
2. Pursuant to the terms of the Indenture dated as of June 7, 2005 among the Issuers, the Guarantors named therein and the Trustee, relating to the Issuers’ 6 3/4% Senior Notes due 2010 (the “2010 Senior Notes”), the Issuers have executed and delivered Supplemental Indentures (to which ElderTrust Operating Limited Partnership is a party) adding each of the subsidiaries listed in the tables below as Guarantors of the 2010 Senior Notes, which Supplemental Indentures are substantially identical in all material respects to the agreement incorporated by reference as Exhibit 4.3 to this Annual Report on Form 10-K.
| Date of Supplemental |
Subsidiary Guarantor(s) | |
| September 14, 2005 | ET Sub-Woodbridge, L.P.
| |
| December 21, 2005 | Ventas Finance I, Inc. | |
| Ventas Finance I, LLC | ||
| Ventas Specialty I, Inc. | ||
| Ventas Specialty I, LLC
| ||
| November 21, 2006 | VSCRE Holdings, LLC | |
| United Rehab Realty Holding, LLC | ||
| BCC Martinsburg Realty, LLC | ||
| BCC Ontario Realty, LLC | ||
| BCC Xxxxxx Realty, LLC | ||
| BCC Washington Township Realty, LLC | ||
| EC Lebanon Realty, LLC | ||
| XX Xxxxxxxx Place Realty, LLC | ||
| XX Xxxxxxxxx Parc Realty, LLC | ||
| EC Halcyon Realty, LLC | ||
| BCC Altoona Realty, LLC | ||
| BCC Altoona Realty GP, LLC | ||
| BCC Altoona Realty, LP | ||
| BCC Reading Realty, LLC | ||
| BCC Reading Realty GP, LLC | ||
| BCC Reading Realty, LP | ||
| BCC Berwick Realty, LLC | ||
| BCC Berwick Realty GP, LLC | ||
| BCC Berwick Realty, LP | ||
| BCC Lewistown Realty, LLC | ||
| BCC Lewistown Realty GP, LLC | ||
| BCC Lewistown Realty, LP | ||
| BCC State College Realty, LLC | ||
| BCC State College Realty GP, LLC | ||
| BCC State College Realty, LP | ||
| South Beaver Holdings, LLC | ||
| BCC South Beaver Realty, LLC | ||
| Shippensburg Realty Holdings, LLC | ||
| BCC Shippensburg Realty, LLC | ||
| IPC (AP) Holding, LLC | ||
| AL (AP) Holding, LLC | ||
| Xxxxxxx Park Nominee, LLC | ||
| Xxxxxxx Park Nominee, LP | ||
| IPC (HCN) Holding, LLC | ||
| AL (HCN) Holding, LLC | ||
| Bloomsburg Nominee, LLC | ||
| Bloomsburg Nominee, LP | ||
| Sagamore Hills Nominee, LLC | ||
| Sagamore Hills Nominee, LP | ||
| Lebanon Nominee, LLC | ||
| Lebanon Nominee, LP | ||
| Saxonburg Nominee, LLC | ||
| Saxonburg Nominee, LP |
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| Loyalsock Nominee, LLC | ||
| Loyalsock Nominee, LP | ||
| IPC (MT) Holding, LLC | ||
| AL (MT) Holding, LLC | ||
| Lewisburg Nominee, LLC | ||
| Lewisburg Nominee, LP | ||
| Hendersonville Nominee, LLC | ||
| Hendersonville Nominee, XX | ||
| Xxxx Nominee, LLC | ||
| Lima Nominee, LP | ||
| Kingsport Nominee, LLC | ||
| Kingsport Nominee, LP | ||
| Xenia Nominee, LLC | ||
| Xenia Nominee, LP | ||
| Knoxville Nominee, LLC | ||
| Knoxville Nominee, LP | ||
| Chippewa Nominee, LLC | ||
| Chippewa Nominee, LP | ||
| Dillsburg Nominee, LLC | ||
| Dillsburg Nominee, LP
| ||
| May 10, 2007 | Ventas MOB Holdings, LLC | |
| Ventas Nexcore Holdings, LLC | ||
| Ventas Broadway MOB, LLC | ||
| Ventas Casper Holdings, LLC | ||
| Ventas SSL Ontario III, Inc. | ||
| SZR Mississauga Inc. | ||
| Ventas SSL Xxxx Valley, Inc. | ||
| SZR Markham Inc. | ||
| Ventas SSL Beacon Hill, Inc. | ||
| SZR Richmond Hill Inc. | ||
| Ventas SSL Ontario II, Inc. | ||
| Ventas Grantor Trust #2 | ||
| SZR Windsor Inc. | ||
| SZR Oakville Inc. | ||
| Ventas SSL Vancouver, Inc. | ||
| Ventas of Vancouver Limited | ||
| SZR Burlington Inc. | ||
| Ventas Grantor Trust #1 | ||
| Ventas SSL, Inc. | ||
| Ventas SSL Holdings, Inc. | ||
| Ventas SSL Holdings, LLC | ||
| Ventas REIT US Holdings, Inc. | ||
| SZR Willowbrook, LLC | ||
| SZR US UPREIT Three, LLC | ||
| SZR Lincoln Park, LLC | ||
| SZR North Hills, LLC | ||
| SZR Westlake Village LLC | ||
| SZR Xxxxx Xxxxx, LLC | ||
| SZR Columbia, LLC | ||
| SZR Xxxxxxx, LLC | ||
| SZR Rockville, LLC | ||
| SZR San Mateo, LLC | ||
| SZR US Finance, Inc. | ||
| SZR US Investments, Inc.
| ||
| October 18, 2007 | Ventas University MOB, LLC |
3. Pursuant to the terms of the Indenture dated as of April 17, 2002 among the Issuers, the Guarantors named therein and the Trustee, relating to the Issuers’ 9% Senior Notes due 2012 (the “2012 Senior Notes”), the Issuers have executed and delivered Supplemental Indentures (to which ElderTrust Operating Limited Partnership is a party) adding each of the subsidiaries listed in the tables below as Guarantors of the 2012 Senior Notes, which Supplemental Indentures are substantially identical in all material respects to the agreement incorporated by reference as Exhibit 4.4.2 to this Annual Report on Form 10-K.
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| June 1, 2004 | ET Sub-Xxxxx I Limited Partnership, L.L.P. | |
| ET Xxxxx Finance, L.L.C. | ||
| ET Xxxxx Finance, Inc.
| ||
| December 15, 2004 | Ventas Framingham, LLC | |
| Ventas Management, LLC
| ||
| April 4, 2005 | Ventas Sun LLC | |
| Ventas Cal Sun LLC
| ||
| June 7, 2005 | Ventas Provident, LLC (formerly VTRP Merger Sub, LLC)
| |
| June 21, 2005 | PSLT GP, LLC | |
| PSLT OP, L.P. | ||
| PSLT-BLC Properties Holdings, LLC | ||
| Brookdale Living Communities of Arizona-EM, LLC | ||
| Brookdale Living Communities of California, LLC | ||
| Brookdale Living Communities of California-RC, LLC | ||
| Brookdale Living Communities of California-San Marcos, LLC | ||
| Brookdale Living Communities of Illinois-2960, LLC | ||
| Brookdale Living Communities of Illinois-II, LLC | ||
| BLC of California-San Marcos, L.P. | ||
| Brookdale Holdings, LLC | ||
| Brookdale Living Communities of Indiana-OL, LLC | ||
| Brookdale Living Communities of Massachusetts-RB, LLC | ||
| Brookdale Living Communities of Minnesota, LLC | ||
| Brookdale Living Communities of New York-GB, LLC | ||
| Brookdale Living Communities of Washington-PP, LLC | ||
| The Ponds of Pembroke Limited Partnership | ||
| River Oaks Partners | ||
| PSLT-ALS Properties Holdings, LLC | ||
| PSLT-ALS Properties I, LLC
| ||
| September 14, 2005 | ET Sub-Woodbridge, L.P.
| |
| December 21, 2005 | Ventas Finance I, Inc. | |
| Ventas Finance I, LLC | ||
| Ventas Specialty I, Inc. | ||
| Ventas Specialty I, LLC
| ||
| November 21, 2006 | VSCRE Holdings, LLC | |
| United Rehab Realty Holding, LLC | ||
| BCC Martinsburg Realty, LLC | ||
| BCC Ontario Realty, LLC | ||
| BCC Xxxxxx Realty, LLC | ||
| BCC Washington Township Realty, LLC | ||
| EC Lebanon Realty, LLC | ||
| XX Xxxxxxxx Place Realty, LLC | ||
| XX Xxxxxxxxx Parc Realty, LLC | ||
| EC Halcyon Realty, LLC | ||
| BCC Altoona Realty, LLC |
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| BCC Altoona Realty GP, LLC | ||
| BCC Altoona Realty, LP | ||
| BCC Reading Realty, LLC | ||
| BCC Reading Realty GP, LLC | ||
| BCC Reading Realty, LP | ||
| BCC Berwick Realty, LLC | ||
| BCC Berwick Realty GP, LLC | ||
| BCC Berwick Realty, LP | ||
| BCC Lewistown Realty, LLC | ||
| BCC Lewistown Realty GP, LLC | ||
| BCC Lewistown Realty, LP | ||
| BCC State College Realty, LLC | ||
| BCC State College Realty GP, LLC | ||
| BCC State College Realty, LP | ||
| South Beaver Holdings, LLC | ||
| BCC South Beaver Realty, LLC | ||
| Shippensburg Realty Holdings, LLC | ||
| BCC Shippensburg Realty, LLC | ||
| IPC (AP) Holding, LLC | ||
| AL (AP) Holding, LLC | ||
| Xxxxxxx Park Nominee, LLC | ||
| Xxxxxxx Park Nominee, LP | ||
| IPC (HCN) Holding, LLC | ||
| AL (HCN) Holding, LLC | ||
| Bloomsburg Nominee, LLC | ||
| Bloomsburg Nominee, LP | ||
| Sagamore Hills Nominee, LLC | ||
| Sagamore Hills Nominee, LP | ||
| Lebanon Nominee, LLC | ||
| Lebanon Nominee, LP | ||
| Saxonburg Nominee, LLC | ||
| Saxonburg Nominee, LP | ||
| Loyalsock Nominee, LLC | ||
| Loyalsock Nominee, LP | ||
| IPC (MT) Holding, LLC | ||
| AL (MT) Holding, LLC | ||
| Lewisburg Nominee, LLC | ||
| Lewisburg Nominee, LP | ||
| Hendersonville Nominee, LLC | ||
| Hendersonville Nominee, XX | ||
| Xxxx Nominee, LLC | ||
| Lima Nominee, LP | ||
| Kingsport Nominee, LLC | ||
| Kingsport Nominee, LP | ||
| Xenia Nominee, LLC | ||
| Xenia Nominee, LP | ||
| Knoxville Nominee, LLC | ||
| Knoxville Nominee, LP | ||
| Chippewa Nominee, LLC | ||
| Chippewa Nominee, LP | ||
| Dillsburg Nominee, LLC | ||
| Dillsburg Nominee, LP
| ||
| May 10, 2007 | Ventas MOB Holdings, LLC | |
| Ventas Nexcore Holdings, LLC | ||
| Ventas Broadway MOB, LLC | ||
| Ventas Casper Holdings, LLC |
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| Ventas SSL Ontario III, Inc. | ||
| SZR Mississauga Inc. | ||
| Ventas SSL Xxxx Valley, Inc. | ||
| SZR Markham Inc. | ||
| Ventas SSL Beacon Hill, Inc. | ||
| SZR Richmond Hill Inc. | ||
| Ventas SSL Ontario II, Inc. | ||
| Ventas Grantor Trust #2 | ||
| SZR Windsor Inc. | ||
| SZR Oakville Inc. | ||
| Ventas SSL Vancouver, Inc. | ||
| Ventas of Vancouver Limited | ||
| SZR Burlington Inc. | ||
| Ventas Grantor Trust #1 | ||
| Ventas SSL, Inc. | ||
| Ventas SSL Holdings, Inc. | ||
| Ventas SSL Holdings, LLC | ||
| Ventas REIT US Holdings, Inc. | ||
| SZR Willowbrook, LLC | ||
| SZR US UPREIT Three, LLC | ||
| SZR Lincoln Park, LLC | ||
| SZR North Hills, LLC | ||
| SZR Westlake Village LLC | ||
| SZR Xxxxx Xxxxx, LLC | ||
| SZR Columbia, LLC | ||
| SZR Xxxxxxx, LLC | ||
| SZR Rockville, LLC | ||
| SZR San Mateo, LLC | ||
| SZR US Finance, Inc. | ||
| SZR US Investments, Inc.
| ||
| October 18, 2007 | Ventas University MOB, LLC
|
4. Pursuant to the terms of the Indenture dated as of October 15, 2004 among the Issuers, the Guarantors named therein and the Trustee, relating to the Issuers’ 6 5/8% Senior Notes due 2014 (the “2014 Senior Notes”), the Issuers have executed and delivered Supplemental Indentures (to which ElderTrust Operating Limited Partnership is a party) adding each of the subsidiaries listed in the tables below as Guarantors of the applicable series of Senior Notes, which Supplemental Indentures are substantially identical in all material respects to the agreement incorporated by reference as Exhibit 4.5.2 to this Annual Report on Form 10-K.
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| April 4, 2005 | Ventas Sun LLC | |
| Ventas Cal Sun LLC
| ||
| June 7, 2005 | Ventas Provident, LLC (formerly VTRP Merger Sub, LLC)
| |
| June 21, 2005 | PSLT GP, LLC | |
| PSLT OP, L.P. | ||
| PSLT-BLC Properties Holdings, LLC | ||
| Brookdale Living Communities of Arizona-EM, LLC | ||
| Brookdale Living Communities of California, LLC | ||
| Brookdale Living Communities of California-RC, LLC | ||
| Brookdale Living Communities of California-San Marcos, LLC | ||
| Brookdale Living Communities of Illinois-2960, LLC | ||
| Brookdale Living Communities of Illinois-II, LLC | ||
| BLC of California-San Marcos, L.P. | ||
| Brookdale Holdings, LLC | ||
| Brookdale Living Communities of Indiana-OL, LLC | ||
| Brookdale Living Communities of Massachusetts-RB, LLC | ||
| Brookdale Living Communities of Minnesota, LLC | ||
| Brookdale Living Communities of New York-GB, LLC | ||
| Brookdale Living Communities of Washington-PP, LLC | ||
| The Ponds of Pembroke Limited Partnership | ||
| River Oaks Partners | ||
| PSLT-ALS Properties Holdings, LLC | ||
| PSLT-ALS Properties I, LLC
| ||
| September 14, 2005 | ET Sub-Woodbridge, L.P.
| |
| December 21, 2005 | Ventas Finance I, Inc. | |
| Ventas Finance I, LLC | ||
| Ventas Specialty I, Inc. | ||
| Ventas Specialty I, LLC
| ||
| November 21, 2006 | VSCRE Holdings, LLC | |
| United Rehab Realty Holding, LLC | ||
| BCC Martinsburg Realty, LLC | ||
| BCC Ontario Realty, LLC | ||
| BCC Xxxxxx Realty, LLC | ||
| BCC Washington Township Realty, LLC | ||
| EC Lebanon Realty, LLC | ||
| XX Xxxxxxxx Place Realty, LLC | ||
| XX Xxxxxxxxx Parc Realty, LLC | ||
| EC Halcyon Realty, LLC | ||
| BCC Altoona Realty, LLC | ||
| BCC Altoona Realty GP, LLC | ||
| BCC Altoona Realty, LP | ||
| BCC Reading Realty, LLC | ||
| BCC Reading Realty GP, LLC | ||
| BCC Reading Realty, LP | ||
| BCC Berwick Realty, LLC |
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| BCC Berwick Realty GP, LLC | ||
| BCC Berwick Realty, LP | ||
| BCC Lewistown Realty, LLC | ||
| BCC Lewistown Realty GP, LLC | ||
| BCC Lewistown Realty, LP | ||
| BCC State College Realty, LLC | ||
| BCC State College Realty GP, LLC | ||
| BCC State College Realty, LP | ||
| South Beaver Holdings, LLC | ||
| BCC South Beaver Realty, LLC | ||
| Shippensburg Realty Holdings, LLC | ||
| BCC Shippensburg Realty, LLC | ||
| IPC (AP) Holding, LLC | ||
| AL (AP) Holding, LLC | ||
| Xxxxxxx Park Nominee, LLC | ||
| Xxxxxxx Park Nominee, LP | ||
| IPC (HCN) Holding, LLC | ||
| AL (HCN) Holding, LLC | ||
| Bloomsburg Nominee, LLC | ||
| Bloomsburg Nominee, LP | ||
| Sagamore Hills Nominee, LLC | ||
| Sagamore Hills Nominee, LP | ||
| Lebanon Nominee, LLC | ||
| Lebanon Nominee, LP | ||
| Saxonburg Nominee, LLC | ||
| Saxonburg Nominee, LP | ||
| Loyalsock Nominee, LLC | ||
| Loyalsock Nominee, LP | ||
| IPC (MT) Holding, LLC | ||
| AL (MT) Holding, LLC | ||
| Lewisburg Nominee, LLC | ||
| Lewisburg Nominee, LP | ||
| Hendersonville Nominee, LLC | ||
| Hendersonville Nominee, XX | ||
| Xxxx Nominee, LLC | ||
| Lima Nominee, LP | ||
| Kingsport Nominee, LLC | ||
| Kingsport Nominee, LP | ||
| Xenia Nominee, LLC | ||
| Xenia Nominee, LP | ||
| Knoxville Nominee, LLC | ||
| Knoxville Nominee, LP | ||
| Chippewa Nominee, LLC | ||
| Chippewa Nominee, LP | ||
| Dillsburg Nominee, LLC | ||
| Dillsburg Nominee, LP
| ||
| May 10, 2007 | Ventas MOB Holdings, LLC | |
| Ventas Nexcore Holdings, LLC | ||
| Ventas Broadway MOB, LLC | ||
| Ventas Casper Holdings, LLC | ||
| Ventas SSL Ontario III, Inc. | ||
| SZR Mississauga Inc. | ||
| Ventas SSL Xxxx Valley, Inc. | ||
| SZR Markham Inc. | ||
| Ventas SSL Beacon Hill, Inc. | ||
| SZR Richmond Hill Inc. |
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| Ventas SSL Ontario II, Inc. | ||
| Ventas Grantor Trust #2 | ||
| SZR Windsor Inc. | ||
| SZR Oakville Inc. | ||
| Ventas SSL Vancouver, Inc. | ||
| Ventas of Vancouver Limited | ||
| SZR Burlington Inc. | ||
| Ventas Grantor Trust #1 | ||
| Ventas SSL, Inc. | ||
| Ventas SSL Holdings, Inc. | ||
| Ventas SSL Holdings, LLC | ||
| Ventas REIT US Holdings, Inc. | ||
| SZR Willowbrook, LLC | ||
| SZR US UPREIT Three, LLC | ||
| SZR Lincoln Park, LLC | ||
| SZR North Hills, LLC | ||
| SZR Westlake Village LLC | ||
| SZR Xxxxx Xxxxx, LLC | ||
| SZR Columbia, LLC | ||
| SZR Xxxxxxx, LLC | ||
| SZR Rockville, LLC | ||
| SZR San Mateo, LLC | ||
| SZR US Finance, Inc. | ||
| SZR US Investments, Inc.
| ||
| October 18, 2007 | Ventas University MOB, LLC
|
5. Pursuant to the terms of the Indenture dated as of June 7, 2005 among the Issuers, the Guarantors named therein and the Trustee, relating to the Issuers’ 7 1/8% Senior Notes due 2015 (the “2015 Senior Notes”), the Issuers have executed and delivered Supplemental Indentures (to which ElderTrust Operating Limited Partnership is a party) adding each of the subsidiaries listed in the tables below as Guarantors of the 2015 Senior Notes, which Supplemental Indentures are substantially identical in all material respects to the agreement incorporated by reference as Exhibit 4.6.2 to this Annual Report on Form 10-K.
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| September 14, 2005 | ET Sub-Woodbridge, L.P.
| |
| December 21, 2005 | Ventas Finance I, Inc. | |
| Ventas Finance I, LLC | ||
| Ventas Specialty I, Inc. | ||
| Ventas Specialty I, LLC
| ||
| November 21, 2006 | VSCRE Holdings, LLC | |
| United Rehab Realty Holding, LLC | ||
| BCC Martinsburg Realty, LLC | ||
| BCC Ontario Realty, LLC | ||
| BCC Xxxxxx Realty, LLC | ||
| BCC Washington Township Realty, LLC | ||
| EC Lebanon Realty, LLC | ||
| XX Xxxxxxxx Place Realty, LLC | ||
| XX Xxxxxxxxx Parc Realty, LLC | ||
| EC Halcyon Realty, LLC | ||
| BCC Altoona Realty, LLC | ||
| BCC Altoona Realty GP, LLC | ||
| BCC Altoona Realty, LP | ||
| BCC Reading Realty, LLC | ||
| BCC Reading Realty GP, LLC | ||
| BCC Reading Realty, LP | ||
| BCC Berwick Realty, LLC | ||
| BCC Berwick Realty GP, LLC | ||
| BCC Berwick Realty, LP | ||
| BCC Lewistown Realty, LLC | ||
| BCC Lewistown Realty GP, LLC | ||
| BCC Lewistown Realty, LP | ||
| BCC State College Realty, LLC | ||
| BCC State College Realty GP, LLC | ||
| BCC State College Realty, LP | ||
| South Beaver Holdings, LLC | ||
| BCC South Beaver Realty, LLC | ||
| Shippensburg Realty Holdings, LLC | ||
| BCC Shippensburg Realty, LLC | ||
| IPC (AP) Holding, LLC | ||
| AL (AP) Holding, LLC | ||
| Xxxxxxx Park Nominee, LLC | ||
| Xxxxxxx Park Nominee, LP | ||
| IPC (HCN) Holding, LLC | ||
| AL (HCN) Holding, LLC | ||
| Bloomsburg Nominee, LLC | ||
| Bloomsburg Nominee, LP | ||
| Sagamore Hills Nominee, LLC | ||
| Sagamore Hills Nominee, LP | ||
| Lebanon Nominee, LLC | ||
| Lebanon Nominee, LP | ||
| Saxonburg Nominee, LLC | ||
| Saxonburg Nominee, LP |
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| Loyalsock Nominee, LLC | ||
| Loyalsock Nominee, LP | ||
| IPC (MT) Holding, LLC | ||
| AL (MT) Holding, LLC | ||
| Lewisburg Nominee, LLC | ||
| Lewisburg Nominee, LP | ||
| Hendersonville Nominee, LLC | ||
| Hendersonville Nominee, XX | ||
| Xxxx Nominee, LLC | ||
| Lima Nominee, LP | ||
| Kingsport Nominee, LLC | ||
| Kingsport Nominee, LP | ||
| Xenia Nominee, LLC | ||
| Xenia Nominee, LP | ||
| Knoxville Nominee, LLC | ||
| Knoxville Nominee, LP | ||
| Chippewa Nominee, LLC | ||
| Chippewa Nominee, LP | ||
| Dillsburg Nominee, LLC | ||
| Dillsburg Nominee, LP
| ||
| May 10, 2007 | Ventas MOB Holdings, LLC | |
| Ventas Nexcore Holdings, LLC | ||
| Ventas Broadway MOB, LLC | ||
| Ventas Casper Holdings, LLC | ||
| Ventas SSL Ontario III, Inc. | ||
| SZR Mississauga Inc. | ||
| Ventas SSL Xxxx Valley, Inc. | ||
| SZR Markham Inc. | ||
| Ventas SSL Beacon Hill, Inc. | ||
| SZR Richmond Hill Inc. | ||
| Ventas SSL Ontario II, Inc. | ||
| Ventas Grantor Trust #2 | ||
| SZR Windsor Inc. | ||
| SZR Oakville Inc. | ||
| Ventas SSL Vancouver, Inc. | ||
| Ventas of Vancouver Limited | ||
| SZR Burlington Inc. | ||
| Ventas Grantor Trust #1 | ||
| Ventas SSL, Inc. | ||
| Ventas SSL Holdings, Inc. | ||
| Ventas SSL Holdings, LLC | ||
| Ventas REIT US Holdings, Inc. | ||
| SZR Willowbrook, LLC | ||
| SZR US UPREIT Three, LLC | ||
| SZR Lincoln Park, LLC | ||
| SZR North Hills, LLC | ||
| SZR Westlake Village LLC | ||
| SZR Xxxxx Xxxxx, LLC | ||
| SZR Columbia, LLC | ||
| SZR Xxxxxxx, LLC | ||
| SZR Rockville, LLC | ||
| SZR San Mateo, LLC | ||
| SZR US Finance, Inc. | ||
| SZR US Investments, Inc.
| ||
| October 18, 2007 | Ventas University MOB, LLC
|
6. Pursuant to the terms of the Indenture dated as of December 9, 2005 among the Issuers, the Guarantors named therein and the Trustee, relating to the Issuers’ 6 1/2% Senior Notes due 2016 (the “2016 Senior Notes”), the Issuers have executed and delivered a Supplemental Indenture (to which ElderTrust Operating Limited Partnership is a party) adding each of the subsidiaries listed in the tables below as Guarantors of the 2016 Senior Notes, which Supplemental Indenture is substantially identical in all material respects to the agreement incorporated by reference as Exhibit 4.7.2 to this Annual Report on Form 10-K.
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| November 21, 2006 | VSCRE Holdings, LLC | |
| United Rehab Realty Holding, LLC | ||
| BCC Martinsburg Realty, LLC | ||
| BCC Ontario Realty, LLC | ||
| BCC Xxxxxx Realty, LLC | ||
| BCC Washington Township Realty, LLC | ||
| EC Lebanon Realty, LLC | ||
| XX Xxxxxxxx Place Realty, LLC | ||
| XX Xxxxxxxxx Parc Realty, LLC | ||
| EC Halcyon Realty, LLC | ||
| BCC Altoona Realty, LLC | ||
| BCC Altoona Realty GP, LLC | ||
| BCC Altoona Realty, LP | ||
| BCC Reading Realty, LLC | ||
| BCC Reading Realty GP, LLC | ||
| BCC Reading Realty, LP | ||
| BCC Berwick Realty, LLC | ||
| BCC Berwick Realty GP, LLC | ||
| BCC Berwick Realty, LP | ||
| BCC Lewistown Realty, LLC | ||
| BCC Lewistown Realty GP, LLC | ||
| BCC Lewistown Realty, LP | ||
| BCC State College Realty, LLC | ||
| BCC State College Realty GP, LLC | ||
| BCC State College Realty, LP | ||
| South Beaver Holdings, LLC | ||
| BCC South Beaver Realty, LLC | ||
| Shippensburg Realty Holdings, LLC | ||
| BCC Shippensburg Realty, LLC | ||
| IPC (AP) Holding, LLC | ||
| AL (AP) Holding, LLC | ||
| Xxxxxxx Park Nominee, LLC | ||
| Xxxxxxx Park Nominee, LP | ||
| IPC (HCN) Holding, LLC | ||
| AL (HCN) Holding, LLC | ||
| Bloomsburg Nominee, LLC | ||
| Bloomsburg Nominee, LP | ||
| Sagamore Hills Nominee, LLC | ||
| Sagamore Hills Nominee, LP | ||
| Lebanon Nominee, LLC | ||
| Lebanon Nominee, LP | ||
| Saxonburg Nominee, LLC | ||
| Saxonburg Nominee, LP | ||
| Loyalsock Nominee, LLC | ||
| Loyalsock Nominee, LP | ||
| IPC (MT) Holding, LLC | ||
| AL (MT) Holding, LLC | ||
| Lewisburg Nominee, LLC | ||
| Lewisburg Nominee, LP |
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| Hendersonville Nominee, LLC | ||
| Hendersonville Nominee, XX | ||
| Xxxx Nominee, LLC | ||
| Lima Nominee, LP | ||
| Kingsport Nominee, LLC | ||
| Kingsport Nominee, LP | ||
| Xenia Nominee, LLC | ||
| Xenia Nominee, LP | ||
| Knoxville Nominee, LLC | ||
| Knoxville Nominee, LP | ||
| Chippewa Nominee, LLC | ||
| Chippewa Nominee, LP | ||
| Dillsburg Nominee, LLC | ||
| Dillsburg Nominee, LP
| ||
| May 10, 2007 | Ventas MOB Holdings, LLC | |
| Ventas Nexcore Holdings, LLC | ||
| Ventas Broadway MOB, LLC | ||
| Ventas Casper Holdings, LLC | ||
| Ventas SSL Ontario III, Inc. | ||
| SZR Mississauga Inc. | ||
| Ventas SSL Xxxx Valley, Inc. | ||
| SZR Markham Inc. | ||
| Ventas SSL Beacon Hill, Inc. | ||
| SZR Richmond Hill Inc. | ||
| Ventas SSL Ontario II, Inc. | ||
| Ventas Grantor Trust #2 | ||
| SZR Windsor Inc. | ||
| SZR Oakville Inc. | ||
| Ventas SSL Vancouver, Inc. | ||
| Ventas of Vancouver Limited | ||
| SZR Burlington Inc. | ||
| Ventas Grantor Trust #1 | ||
| Ventas SSL, Inc. | ||
| Ventas SSL Holdings, Inc. | ||
| Ventas SSL Holdings, LLC | ||
| Ventas REIT US Holdings, Inc. | ||
| SZR Willowbrook, LLC | ||
| SZR US UPREIT Three, LLC | ||
| SZR Lincoln Park, LLC | ||
| SZR North Hills, LLC | ||
| SZR Westlake Village LLC | ||
| SZR Xxxxx Xxxxx, LLC | ||
| SZR Columbia, LLC | ||
| SZR Xxxxxxx, LLC | ||
| SZR Rockville, LLC | ||
| SZR San Mateo, LLC | ||
| SZR US Finance, Inc. | ||
| SZR US Investments, Inc.
| ||
| October 18, 2007 | Ventas University MOB, LLC
|
7. Pursuant to the terms of the Indenture dated as of September 19, 2006, as amended by the First Supplemental Indenture dated as of September 19, 2006, among the Issuers, the Guarantors named therein and the Trustee, relating to the Issuers’ 6 3/4% Senior Notes due 2017 (the “2017 Senior Notes”), the Issuers have executed and delivered a Supplemental Indenture (to which ElderTrust Operating Limited Partnership is a party) adding each of the subsidiaries listed in the tables below as Guarantors of the 2017 Senior Notes, which Supplemental Indenture is substantially identical in all material respects to the agreement incorporated by reference as Exhibit 4.8.3 to this Annual Report on Form 10-K.
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| May 10, 2007 | Ventas MOB Holdings, LLC | |
| Ventas Nexcore Holdings, LLC | ||
| Ventas Broadway MOB, LLC | ||
| Ventas Casper Holdings, LLC | ||
| Ventas SSL Ontario III, Inc. | ||
| SZR Mississauga Inc. | ||
| Ventas SSL Xxxx Valley, Inc. | ||
| SZR Markham Inc. | ||
| Ventas SSL Beacon Hill, Inc. | ||
| SZR Richmond Hill Inc. | ||
| Ventas SSL Ontario II, Inc. | ||
| Ventas Grantor Trust #2 | ||
| SZR Windsor Inc. | ||
| SZR Oakville Inc. | ||
| Ventas SSL Vancouver, Inc. | ||
| Ventas of Vancouver Limited | ||
| SZR Burlington Inc. | ||
| Ventas Grantor Trust #1 | ||
| Ventas SSL, Inc. | ||
| Ventas SSL Holdings, Inc. | ||
| Ventas SSL Holdings, LLC | ||
| Ventas REIT US Holdings, Inc. | ||
| SZR Willowbrook, LLC | ||
| SZR US UPREIT Three, LLC | ||
| SZR Lincoln Park, LLC | ||
| SZR North Hills, LLC | ||
| SZR Westlake Village LLC | ||
| SZR Xxxxx Xxxxx, LLC | ||
| SZR Columbia, LLC | ||
| SZR Xxxxxxx, LLC | ||
| SZR Rockville, LLC | ||
| SZR San Mateo, LLC | ||
| SZR US Finance, Inc. | ||
| SZR US Investments, Inc.
| ||
| October 18, 2007 | Ventas University MOB, LLC
|
8. Pursuant to the terms of the Indenture dated as of December 1, 2006 among Ventas, Inc., the Guarantors named therein and the Trustee, relating to Ventas, Inc.’s 3 7/8% Convertible Senior Notes due 2011 (the “Convertible Notes”), Ventas, Inc. has executed and delivered a Supplemental Indenture (to which ElderTrust Operating Limited Partnership is a party) adding each of the subsidiaries listed in the tables below as Guarantors of the Convertible Notes, which Supplemental Indenture is substantially identical in all material respects to the agreement incorporated by reference as Exhibit 4.9.2 to this Annual Report on Form 10-K.
| Date of Supplemental Indenture |
Subsidiary Guarantor(s) | |
| October 18, 2007 | Ventas University MOB, LLC
|
