Atria Senior Living Group, a provider of independent living, assisted living and memory care services, has signed a definitive agreement to merge its real estate with Ventas, a healthcare real estate investment trust.
As part of this transaction, Ventas will purchase Atria’s portfolio of senior living communities in exchange for an estimated USD3.1bn, including USD1.35bn in Ventas stock, USD150m in cash and USD1.6bn in debt either to be assumed or repaid.
Atria will continue to manage the portfolio of communities and will remain an independent, privately-owned management company.
Subject to certain approvals, the transaction is expected to close in the first half of 2011.
Atria will enter into a long-term management agreement with Ventas. Atria’s existing owners – private equity funds managed by Lazard Real Estate Partners – will continue to own the majority interest in Atria. In addition, Atria’s management team will continue to run the company and will become minority owners of the company.
Matthew J. Lustig, Atria’s chairman, will assume a seat on Ventas’ board of directors.
“This new relationship with Ventas will combine Atria’s senior housing management and operations expertise with the strength of an S&P 500 company known for making high quality, long-term real estate investments,” says John A. Moore, Atria chief executive officer. “We are excited that Atria will have the opportunity to continue to grow as a premier provider of senior living services. This puts us in a position to keep our residents, employees and commitment to quality as our utmost priorities. Ventas’ commitment to make a long term investment in our real estate will serve as the basis for the continued growth of the Atria platform.”
“The acquisition of Atria’s high quality real estate portfolio establishes Ventas as the largest owner of senior living communities in the United States and positions the company for substantial future growth,” says Ventas chairman, president and chief executive officer Debra A. Cafaro. “We are also excited about our new relationship with Atria as it aligns us with an experienced management team, an outstanding platform of infrastructure and systems, and a base of employees who are committed to providing premier care to senior residents.”
