VENTAS REALTY, LIMITED PARTNERSHIP VENTAS CAPITAL CORPORATION $200,000,000 6-1/2% Senior Notes due 2016 UNDERWRITING AGREEMENT Dated April 7, 2009 Banc of America Securities LLC Citigroup Global Markets Inc. UBS Securities LLC Calyon Securities (USA)...Underwriting Agreement • April 13th, 2009 • Ventas Inc • Real estate investment trusts • New York
The Issuers propose to issue and sell to the Underwriters $200,000,000 aggregate principal amount of 6 1/2% Senior Notes due 2016 (the “Notes”). The Notes will be issued under an indenture dated as of September 19, 2006, as supplemented by a second supplemental indenture (the “Indenture”), among the Issuers, Ventas, the guarantors party thereto and U.S. Bank National Association, as trustee (the “Trustee”). The Issuers’ obligations under the Notes and the Indenture will be fully and unconditionally guaranteed, jointly and severally (the “Guarantees”), at the Closing Time (as defined in Section 2(b) hereof), by Ventas and its direct or indirect subsidiaries identified as guarantors on Schedule B hereto (Ventas, together with such direct and indirect subsidiaries, the “Guarantors”). All references herein to the Notes include the related guarantees, unless the context otherwise requires.
