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Filing Details

Accession Number:: 0000740260-12-000170
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-12-26 18:23:12
Reporting Period:: 2012-12-21

Filing Date:: 2012-12-26
Accepted Time:: 2012-12-26 18:23:12
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
740260	Ventas Inc	VTR	Real Estate Investment Trusts (6798)	611055020

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1203367	J Matthew Lustig	30 Rockefeller Plaza New York, NY 10020		Yes	No	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2012-12-21	3,700,186	$0.00	0	No	4	S	Indirect	See footnotes (1), (2) and (3)

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See footnotes (1), (2) and (3)

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	5,823	Direct

Footnotes

Prometheus Senior Quarters LLC, a Delaware limited liability company ("Prometheus"), Lazard Senior Housing Partners LP, a Delaware limited partnership ("LSHP"), and LSHP Coinvestment Partnership I LP, a Delaware limited partnership ("LSHP Coinvest"), collectively, may be deemed to beneficially own 3,700,186 shares of the Issuer's common stock (the "Shares"). The managing members of Prometheus are LFSRI II-CADIM Alternative Partnership L.P., LF Strategic Realty Investors II L.P. and LFSRI II Alternative Partnership L.P., each a Delaware limited partnership (the "Managing Members" and, together with each of LSHP and LSHP Coinvest, the "Funds"). Prior to the Transaction described herein, the general partner of LSHP was Lazard Senior Housing Partners GP LLC, a Delaware limited liability company ("LSHP GP"), the general partner of LSHP Coinvest was LSHP Coinvestment I GP LLC, a Delaware limited liability company ("LSHP Coinvest GP"), the general partner of each of the Managing Members
[Continued from previous] was Lazard Freres Real Estate Investors L.L.C., a New York limited liability company ("LFREI"), and the managing member of each of LFREI, LSHP GP and LSHP Coinvest GP was Lazard Alternative Investments LLC, a Delaware limited liability company ("LAI"). Prior to the Transaction described herein, Mr. Lustig, in his capacity as Managing Director of LAI, Managing Principal of LFREI, and Managing Principal and Chief Executive Officer of each of LSHP GP and LSHP Coinvest GP, may have been deemed to be a beneficial owner of the Shares to the extent of any pecuniary interest he may have had in the Shares.
[Continued from previous] On December 21, 2012, the Issuer acquired 100% of the Funds (the "Transaction"), including the Shares and all other assets owned by the Funds, for an aggregate purchase price of approximately $242 million, plus the transferors' proportionate share of an additional $44 million payment made by the Issuer to extinguish its obligation related to the earnout arising from the 2011 merger transaction involving the Issuer pursuant to which the Shares were acquired. Following the Transaction, Mr. Lustig does not have beneficial ownership of any of the Shares.
As of December 21, 2012, Reporting Person also owns options to purchase 8,191 shares of Issuer's common stock.