May 12, 2011 Prometheus Senior Quarters LLC c/o Lazard Frères Real Estate Investors L.L.C. 30 Rockefeller Plaza, 50th Floor New York, New York 10020 Lazard Senior Housing Partners LP c/o Lazard Real Estate Partners LLC 30 Rockefeller Plaza, 50th Floor...Ownership Limit Waiver • May 18th, 2011 • Ventas Inc • Real estate investment trusts
Reference is hereby made to that certain Merger Agreement (as amended through the date hereof, the “Agreement”), dated October 21, 2010, by and among Ventas, Inc., a Delaware corporation (“Acquiror”), Ventas SL I, LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of Acquiror, Ventas SL II, LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of Acquiror, Ventas SL III, LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of Acquiror, Atria Holdings LLC, a Delaware limited liability company (“Atria Holdings”), Lazard Senior Housing Partners LP, a Delaware limited partnership (“Senior Housing LP”), and LSHP Coinvestment Partnership I LP, a Delaware limited partnership (“Coinvestment LP”), Atria Senior Living Group, Inc., a Delaware corporation, One Lantern Senior Living Inc, a Delaware corporation, and LSHP Coinvestment I Inc, a Delaware corporation (“Coinvestment Inc”). Prometheus Senior Quarters LLC, a
