Ventas Acquisition of Real Estate Assets of Atria Senior Living Group

October 22, 2010

Transaction Overview

Atria will spin-off management company (“Atria Management Co.”) immediately prior to close

Atria Management Co. (including its tenured senior management) will manage assets after closing

Atria current management team will have significant ownership in Atria Management Co. including Earnout

Atria will remain headquartered in Louisville, KY as an independent, privately-owned management company

Purchase Price

AtriaManagementStructure and

Alignment

Timing

FinancialProfile

Total consideration of $3.1 billion

― Fixed 24.96 million shares of Ventas common stock (with a value of $1.35 billion based on Ventas’s 10-dayvolume weighted average price of $54.09)

― $150 million in cash

― $1.6 billion of net debt

Ventas may make an earnout payment (“Earnout”) in 2015 or 2016 equal to 10% of the excess value the assetsproduce over a 7% compound annual unlevered return on invested capital including CapEx

Expected to be breakeven to Ventas 2011 normalized Funds from Operations (“FFO”) per share and beaccretive thereafter1

2011 capitalization rate (E) of 6.5% on stabilized assets

2011 NOI(E) at $186 - $196 million on revenues of approximately $640 million

Anticipated close in the first half of 2011 subject to satisfaction of closing conditions

Acquisition of 118 High-Quality, Private Pay Seniors Housing Assets Totaling ~13,500 Units Located inMajor Metropolitan Markets

Ventas to Become Largest Owner of Seniors Housing Communities in U.S.

1) Please see the Company’s previously issued statements for its definition of Normalized FFO and other guidance assumptions. 2

Strategic Rationale

Transaction to result in higher, long-term internal FFO per share growth rate

Potentially valuable purchase options

Ventas benefits from NOI growth through use of TRS/RIDEA management structure

Assets have superior NOI growth prospects

NOI is expected to grow high single digits per year through:

― Increasing occupancies from current level of 87% and rate growth

― Redevelopment of assets in high-wealth markets such as Orange County, Westchester County and

Marin County

Increased FFOGrowth Rate

StrategicGrowth

High-QualityPortfolio Located

in MajorMetropolitan

Markets

118 high-quality, private pay assets located in major metropolitan markets with concentrations in

coastal and strong wealth demographic areas

Newer assets with median age of 12 years

Average monthly rate of over $4,300

68% of NOI from New York metropolitan area, New England and California

$230,000 per unit approximates replacement cost due to excellent locations and larger acreage

High-Quality Assets Managed by Atria

Transaction Significantly Advances Ventas’s Strategic Objectives 3

Strategic Rationale

Enhanced Scaleand Strong

Financial Profile

$14 billion pro forma enterprise value / Top 10 U.S. REITs

Excellent balance sheet/financial strength: 33% debt to enterprise value at closing

Ventas intends to maintain its three investment grade ratings and continue positive ratings momentum

Larger balance sheet and greater portfolio and earnings diversification should allow Ventas to improve its long-

term cost of capital

ExcellentSupply/Demand

Fundamentals

Ventas to become largest owner of seniors housing communities in U.S.

Excellent time in cycle to invest: economic recovery + limited new supply + demographic demand

Over-85 demographic growing at 3x total population

High-Quality Assets Managed by Atria

Transaction Provides Ventas with Increased Scale and Growth Opportunities,While Maintaining Strong Balance Sheet

Private pay assets increase to 67% of NOI from 58%; Seniors housing moves to 59% of NOI

Improved tenant and operator diversification

− Kindred Healthcare improves to 29% from 37% of NOI

− No operator >29% of portfolio NOI

Ventas will own over 700 assets in 44 states and 2 Canadian provinces - Seniors Housing, SNFs, LTACs and MOBs

Increased Tenantand Asset ClassDiversification

4

Atria is an Excellent Senior Living Manager

Atria is the 4th Largest Operator of Assisted Living in the U.S.

Owned by private equity funds managed by an affiliate of Lazard Real Estate Partners (“LREP”)

Operates >120 high-quality, private pay assisted and independent living communities in 27 states

with over 13,000 residents

Portfolio concentrated in strong wealth demographic, high barrier to entry markets

− New York metropolitan area, New England, and Northern and Southern California

Approximately 14,600 units with a median community size of 111 units and a median community age of 12 years

Excellent IT/Reporting and operating platform – scalable for growth

Outstanding record of providing quality care for seniors

Over 8,000 employees

Based in Louisville, Kentucky

New Atria Management Co. – Independent, Privately Owned Manager

Experienced management team led by CEO John Moore, CFO Mark Jessee and COO Julie Harding

Management team will have minority ownership stake in Atria Management Co. including Earnout

LREP will own majority of Atria Management Co.

With New Atria Relationship, Ventas Will Now Be Doing Businesswith 4 of the Top 5 Assisted Living Operators 5

Atria’s Operating Philosophy

Atria’s Focus is “Non-Medical” Assisted Living

Atria provides residents with independent and assisted living services as well as special programs for early stage Alzheimer'sresidents and residents with memory impairment

“Non-medical” focus drives an average length of stay of 29 months, compared to an industry average of 23 months(1)

Despite focus on lower acuity, Atria operates with assisted living licenses where possible and requires at least one licensednurse on staff at every community

Private pay focus

1) American Seniors Housing Association: The State of Seniors Housing Report 20092) Data as of year end 2009

OPERATIONS MIX BY RESIDENT2

Independent Living 44%

Independent Living with Medication Management 21%

Assisted Living 26%

Alzheimer’s Care 9%

TOTAL 100%

6

Atria Has National Footprint with Coastal Concentrations

Well Diversified Portfolio Clustered in Affluent Coastal Markets in the Northeast and California

PHYSICAL PLANT INFORMATION

Total Properties 118

IL Only Units 10%

IL/AL Units 81%

ALZ Units 9%

Total Units ~13,500

Median Building Age 12 yrs.

Number of States 25

7

Houston

New York

Louisville

Los Angeles

San Francisco

Atria Properties

Ventas Becomes Largest Owner ofPrivate Pay Seniors Housing Assets

Atria Transaction Broadens Ventas’s National Footprint in Seniors Housing

Roslyn, NY

8

LouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisvilleLouisville

Los Angeles

San Francisco

New York

HoustonLegacy Ventas Properties

Sunrise Properties

Atria Properties

Atria’s High-Quality Assets

9

Ardsley, NY

Grapevine, TXSan Juan Capistrano, CA

Lynbrook, NY

Atria’s High-Quality Assets

10

Chandler, AZ

Darien, CT

Camarillo, CA

Encinitas, CA

Diversified Portfolio

1111

Atria Transaction Increases Private Pay and Lowers Government-Reimbursed NOI1

Private Pay Assets:58%

Private Pay Assets:67%

Base Case With Atria

SNF22%

Hospitals11%

SeniorsHousing

59%

MOBs6%

LoanInvestments

2%

SNF

27%

Hospitals

14%

Seniors

Housing

48%

MOBs

8%

Loan

Investments

2%

Excellent Supply/Demand Fundamentals in Seniors Housing

1) Based on annualized 2Q 2010 Ventas NOI assuming all events occurred at the beginning of the period and pro forma the Lillibridge transaction. Ventas’s receipt of a $3 millioncash payment from Sunrise in the 2nd quarter for expense overages is included in NOI, but not annualized. Percentages are rounded to the nearest whole number.

Significantly Improved Tenant/Operator Diversification

1212

Base Case With Atria

Every Tenant/Operator ≤29% of Ventas’s NOI

Transaction Adds Another Top Operator to Ventas’s Portfolio of Industry Leaders1

SunriseOperating

Assets19%

MOBs

8%

Kindred37%

Brookdale18%

Senior Care

8%

Emeritus3%

Other3%

CSL2%

Loan

Investments2%

Sunrise

Operating

Assets15%

MOBs

6%

Kindred

29%

Brookdale

14%

Senior Care6%

Emeritus

2%

Other

3%

CSL

2%

Loan

Investments2%

Atria

OperatingAssets

21%

1) Based on annualized 2Q 2010 Ventas NOI assuming all events occurred at the beginning of the period and pro forma the Lillibridge transaction. Ventas’s receipt of a $3 millioncash payment from Sunrise in the 2nd quarter for expense overages is included in NOI, but not annualized. Percentages are rounded to the nearest whole number.

Tenant/Operators Have Experience and Scale

Excellent Tenant/Operators

Atria Senior Living

Kindred (NYSE: KND)

Quality SNF, LTAC and Rehab

Largest post-acute provider

One of the Most Admired Healthcare Companies in the World

Sunrise, Inc. (NYSE: SRZ)

High quality, high acuity, mission-driven leader

Only globally recognized senior living brand

Brookdale (NYSE: BKD)

Largest U.S. senior living provider

Experienced, cycle-tested management team

Demonstrated access to capital

Industry-Leading Tenant/Operators Provide Transparency and Credibility 13

Atria Transaction Provides Increased Granular,Apartment-Like Cash Flows

Ventas To Receive 36% of its NOIFrom >18,500 Individual Seniors

1) Based on annualized 2Q 2010 Ventas NOI assuming all events occurred at the beginning of the period and pro forma the Lillibridge and Atria transaction. Ventas’s receipt of a $3 millioncash payment from Sunrise in the 2nd quarter for expense overages is included in NOI, but not annualized. Percentages are rounded to the nearest whole number.

58%

36%

Seniors HousingOperating Assets1

Other VTR NOI1

Seniors Housing Operating Assets Should Provide Higher Growth Potential

6%

MOBs1

14

Ventas Continues to Execute on ItsStrategic Growth & Diversification Plan

1515

Ventas Today

598 Properties

~$8bn Market Cap

Largest Tenant = 37% of NOI; 22 Tenants/Operators

58% Private Pay

No Near Term Maturities / Staggered Debt

Bank, Bond, Convert, and Secured Financing

250+ Employees

2nd Largest Healthcare REIT (by Enterprise Value)

9th Largest REIT (by Equity Cap)

13th Largest REIT (by Enterprise Value)

Ventas + Atria Post Transaction

Over 700 Properties

~$10bn Market Cap

Largest Tenant = 29% of NOI; 23 Tenants/Operators

67% Private Pay

No Near Term Maturities / Staggered Debt

Bank, Bond, Convert, and Secured Financing

250+ Employees

2nd Largest Healthcare REIT (by Enterprise Value)

8th Largest REIT (by Equity Cap)

10th Largest REIT (by Enterprise Value)

Ventas Becomes a Bigger, More Diversified, and Stronger Enterprise with Atria

Potential Value GrowthPotential Value GrowthThroughThrough Redevelopment OpportunitiesRedevelopment Opportunities

16

Redevelopment program repositions well-located communities

Redevelopment assets are located in high income, infill locations with high rate/NOI potential

Since 2007, Atria has invested $105mm in 14 completed redevelopment projects

― 10 redevelopment assets completed prior to 2010 have delivered an approximate 16% unlevered IRR

― 4 redevelopment assets recently completed (all in 2010) are expected to deliver a 15-20% average unlevered IRR

Since December 2008, Atria has converted 129 apartments to address the growing demand for specialized dementia care

― All but 2 of those apartments were occupied as of 8/31/10 (98.4%)

― Refurbishment of Life Guidance neighborhoods has created a “best-in-class” product

Currently 6 assets are being redeveloped for a total cost of $83.7mm

― Expected unlevered IRR of ~20%

― Two “like-new” assets located on Long Island and Westchester County to open in 2011/2012

Pipeline of 14 identified redevelopment opportunities to commence as market conditions warrant

― Median home value of over $400k in these targeted markets

Higher NOI Growth and Value Creation from Redevelopment of Targeted Assets in Excellent Markets

Redevelopment Opportunities Should Increase Ventas’s Long-Term Growth Rate

Redevelopment Projects Have Provided Superior ReturnsRedevelopment Projects Have Provided Superior Returns

17

Golden Creek (Irvine, CA)

Before After

Project Stats:

―Feb 2009 to 2Q2010

―Refurb of physical plant and redevelop36 AL units into a 33 unit ALZ wing

―Invested ~$14mm

―Projected 23.6% IRR by 20151

1) Based on 100 bps improvement in total facility cap rate after redevelopment.

Tamalpais Creek(Novato, CA)

Project Stats:

―Feb 2009 to June 2010

―Refurb of physical plant and redevelop16 AL units into a 11 unit ALZ wing

―Invested ~$13mm

―Projected 20%+ IRR by 20151

Excellent Seniors Housing Industry FundamentalsExcellent Seniors Housing Industry Fundamentals

18

0

50

100

150

200

250

2010 2015 2020 2025 2030 2035 2040 2045

Gro

wth

inP

op

ula

tio

n(%

,2

01

0B

ase

)

Growth in Total Population Growth in 85+

85+ Population Expected to Grow 3x the Rate of the Total Population1…

With Limited Current Supply of Seniors Housing2

0%

1%

2%

3%

4%

5%

0

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

4,500

5,000

4Q07 1Q08 2Q08 3Q08 4Q08 1Q09 2Q09 3Q09 4Q09 1Q10 2Q10

Top 31 MSA Majority IL/AL Starts TTM Starts % Average Supply

1) Source: U.S. Census Bureau2) Source: NIC-MAP

Financial Impact to Ventas

Timeline and Pro Forma Effects

Purchase Price = $3.1 billion

Breakeven to 2011 normalized FFO per share and accretive thereafter3

Closing expected in 1H11, subject to satisfaction of closing conditions

Transaction Provides Future Earnings Growth and Maintains Investment Grade Balance Sheet

1) As of 12/31/10. Estimates the effects of the transaction. Actual results may differ.2) Based on December 31, 2010 balance sheet pro forma for the acquisition and using a current stock price3) Please see the Company’s previously issued statements for its definition of Normalized FFO and other guidance assumptions.

Ventas Credit Statistics Remain Outstanding

Metric Pro Forma1

Net Debt / AdjustedEBITDA

~5.6x

Debt / Enterprise Value2 ~33%

0

500

1,000

1,500

2,000

2,500

3,000

3,500

Sources Uses

($m

m)

RevolverDraw,

UnsecuredBonds,

CommonStock Issuedto Seller and

Assumed Debt

PurchasePrice & Deal

Costs

19

Highly Strategic Transaction for VentasHighly Strategic Transaction for Ventas

20

6th Diversifying Acquisition Since 2004

High-Quality, Private Pay Assets Located in Major Metropolitan Markets with Coastal Concentrations

― Located in Strong Wealth Demographic Areas

High Same-Store NOI Growth Expected

― Strong Supply/Demand Fundamentals

― Upside in Current 87% Occupancy and Rate Growth

― Long-Term Growth from Redevelopment Opportunities

Increased Internal FFO per Share Growth Rate

Increased Scale and Strong Balance Sheet - $14B Enterprise Value / Reduced Cost of Capital

― Intend to Maintain Investment Grade Ratings

Increased Tenant/Operator Diversification

― Kindred ≤ 29% of NOI

― Over 700 assets / 44 states and 2 Canadian Provinces

― MOBs, SNFs, LTACs and Seniors Housing

Ventas Will Become Largest Owner of Seniors Housing Communities in the U.S.

― Relationships with 4 of the Top 5 Assisted Living Operators

Excellent Time in Cycle to Invest: Limited Supply and Increasing Demand

Ventas Continued Track Record of Creating Shareholder Value throughExecution of its Strategic Growth & Diversification Plan

Acquisition Solidifies Ventas as Leading REIT Creating Value for Shareholders

Forward-Looking Statements

This presentation contains “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. These forward-looking statements include, among others, statements of expectations,

beliefs, future plans and strategies, anticipated results from operations and developments and other matters that are not historical facts. The

forward-looking statements are based on management’s beliefs as well as on a number of assumptions concerning future events. Readers of these

materials are cautioned not to put undue reliance on these forward-looking statements, which are not a guarantee of performance and are subject

to a number of uncertainties and other factors that could cause actual events or results to differ materially from those expressed or implied by the

forward-looking statements. The most important factors that could prevent the Company from achieving its stated goals include, but are not limited

to: (a) the ability and willingness of the Company’s tenants, operators, borrowers, managers and other third parties to meet and/or perform the

obligations under their various contractual arrangements with the Company, including, in some cases, their obligations to indemnify, defend and

hold the Company harmless 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 or investments, including

those in different asset types and outside the United States; (d) the extent of future or pending healthcare reform and regulation, including cost

containment measures and changes in reimbursement policies, procedures and rates; (e) the ability of the Company’s operators and managers, as

applicable, to deliver high quality services, to attract and retain qualified personnel and to attract residents and patients; (f) the Company’s ability

and willingness to maintain its qualification as a REIT due to economic, market, legal, tax or other considerations; (g) risks associated with the

Company’s senior living operating portfolio, such as factors causing volatility in the Company’s operating income and earnings generated by its

properties, including without limitation national and regional economic conditions, costs of materials, energy, labor and services, employee benefit

costs, insurance costs and professional and general liability claims, and timely delivery of accurate property-level financial results for those

properties; and (h) the other factors set forth in the Company‘s periodic filings with the Securities and Exchange Commission.

21

Ventas Acquisition of Real Estate Assets Of Atria Senior Living Group

October 22, 2010