Ventas Issues Secured Debt Financing Commitment for Ardent Health Services to Merge with LHP Hospital Group, Inc.

Ardent-LHP Transaction Creates Second Largest Private, For-Profit
Hospital Operator in the U.S.

Reinforces Ventas’s Position as the Premier Capital Partner for
Leading Senior Living and Healthcare Providers

CHICAGO–(BUSINESS WIRE)–Ventas, Inc. (NYSE: VTR) (“Ventas” or the “Company”) announced today
that it has issued a commitment to provide secured debt financing in the
amount of $700 million to a subsidiary of Ardent Health Services
(“Ardent”) in connection with Ardent’s agreement to acquire LHP Hospital
Group, Inc. (“LHP”), also announced earlier today. Terms of the purchase
were not disclosed. The transaction is expected to close in the first
quarter of 2017, pending customary regulatory reviews and approvals.

To complete the purchase of LHP, Ventas is providing a commitment to
make a five-year LIBOR-based loan (“the Loan”), guaranteed by Ardent’s
parent company, and bearing an initial interest rate of approximately
8%. Ardent will also receive a significant equity contribution from its
majority owner, an affiliate of Equity Group Investments (“EGI”). The
transaction is structured to enable Ardent to maintain its strong
balance sheet and potential for future growth and investment.

“This commitment is aligned with our position as the premier capital
partner to leading senior living and healthcare providers and our
strategy of building a formidable, high quality hospital business,” said
Ventas Chairman and Chief Executive Officer Debra A. Cafaro. “The LHP
acquisition validates our investment last year in Ardent’s experienced
management team and scalable infrastructure, and its ability to
consolidate the large, fragmented hospital sector.”

“We are excited by Ardent’s acquisition of LHP, which expands Ardent’s
business by 50% and creates the second largest private, for-profit
hospital operator in the United States with over $3 billion in revenues.
This transaction enhances Ardent’s scale and diversification by adding a
high-quality portfolio with significant market share in attractive
markets. Ardent will also benefit from LHP’s strong margins, excellent
payor mix, significant synergy opportunities and outstanding joint
venture partner relationships with leading not-for-profit and academic
medical centers. This accretive, well-structured loan will enhance
Ventas’s ability to drive reliable growth and income from our
diversified portfolio for the benefit of shareholders.”

Ventas expects the Loan to be accretive to 2017 normalized funds from
operations on a leverage neutral basis. Ventas expects to fund the
transaction using proceeds of asset sales and loan repayments, cash on
hand and other capital sources. The acquisition agreement between Ardent
and LHP and Ventas’s Loan commitment are subject to customary conditions
to closing and approvals. There can be no assurance that the acquisition
of LHP will occur or that Ventas will fund the Loan.

Following the completion of Ardent’s acquisition of LHP, Ardent will
benefit from significant scale and diversification, operating 19
high-quality hospitals with more than 3,200 beds across six states and
employing approximately 18,000 employees, including more than 475
physicians. With LHP, Ardent will also gain significant relationships
with outstanding joint venture partners, including leading
not-for-profit and academic medical centers such as Ascension,
Hackensack Meridian Health and Portneuf Health Care. Existing Ardent
management will lead the combined company with the assistance of key LHP
executives, and expects to realize meaningful synergies in the
transaction. Headquartered in Plano, Texas, LHP is owned by affiliates
of the private equity firm CCMP Capital Advisors, LLC and the CPP
Investment Board as well as certain members of management and its board
of directors.

Ventas owns substantially all of Ardent’s current real estate, including
10 of its 14 hospitals and related medical facilities. Ardent is owned
by an entity consisting of an affiliate of EGI, Ardent management, and
Ventas, which owns a 9.9% equity stake.

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 buildings, skilled
nursing facilities, specialty hospitals and general acute care
hospitals. 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.

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. All
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
expectations. 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. These
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 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, 2015 and for the year ending December 31, 2016; (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 impact of market or issuer events
on the liquidity or value of the Company’s investments in marketable
securities; (w) 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;
(x) 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 (y) 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.

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