Ventas, Inc. Common Stock ($0.25 par value) ATM EQUITY OFFERINGSM SALES AGREEMENTEquity Offeringsm Sales Agreement • March 8th, 2013 • Ventas Inc • Real estate investment trusts • New York
Ventas, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Barclays Capital Inc. (“Barclays”), Citigroup Global Markets Inc. (“Citi”), Goldman, Sachs & Co. (“Goldman”), J.P. Morgan Securities LLC (“JP Morgan”) or RBC Capital Markets, LLC (“RBC”), as sales agent and/or principal (each, an “Agent”, and collectively, the “Agents”), shares (the “Shares”) of the Company’s common stock, $0.25 par value (the “Common Stock”), having an aggregate gross sales price of not to exceed $750,000,000, on the terms set forth in this ATM Equity OfferingSM Sales Agreement. The Company agrees that whenever it determines to sell Shares directly to an Agent as principal it will enter into a separate written Terms Agreement (each, a “Terms Agreement”), in substantially the form of Annex I hereto, relating to such sale in accordance wit
