Ventas (VTR) 10-Q 4 Nov 09 2009 Q3 Quarterly report Financial data

Statement Of Financial Position

Statement Of Financial Position Unclassified - Real Estate Operations (USD $)
In Thousands	9 Months Ended Sep. 30, 2009	9 Months Ended Dec. 31, 2008
Real estate investments:
Land	$557,123	$555,015
Buildings and improvements	5,641,309	5,593,024
Construction in progress	8,611	12,591
Real Estate Investment Property, at Cost, Total	6,207,043	6,160,630
Accumulated depreciation	(1,126,516)	(987,691)
Net real estate property	5,080,527	5,172,939
Loans receivable, net	125,410	123,289
Net real estate investments	5,205,937	5,296,228
Cash and cash equivalents	70,889	176,812
Escrow deposits and restricted cash	96,477	55,866
Deferred financing costs, net	27,804	22,032
Other	186,203	220,480
Total assets	5,587,310	5,771,418
Liabilities:
Senior notes payable and other debt	2,615,142	3,136,998
Deferred revenue	4,628	7,057
Accrued interest	35,481	21,931
Accounts payable and other accrued liabilities	175,125	168,198
Deferred income taxes	254,622	257,499
Total liabilities	3,084,998	3,591,683
Commitments and contingencies	-	-
Ventas stockholders' equity:
Preferred stock, $1.00 par value; 10,000 shares authorized, unissued	0	0
Common stock, $0.25 par value; 300,000 shares authorized; 156,605 and 143,302 shares issued at September 30, 2009 and December 31, 2008, respectively	39,155	35,825
Capital in excess of par value	2,570,146	2,264,125
Accumulated other comprehensive income (loss)	15,080	(21,089)
Retained earnings (deficit)	(139,478)	(117,806)
Treasury stock, 0 and 15 shares at September 30, 2009 and December 31, 2008, respectively	0	(457)
Total Ventas stockholders' equity	2,484,903	2,160,598
Noncontrolling interest	17,409	19,137
Total equity	2,502,312	2,179,735
Total liabilities and equity	$5,587,310	$5,771,418

1_Statement Of Financial Positi

Statement Of Financial Position Unclassified - Real Estate Operations (Parenthetical) (USD $)
Share data in Thousands, except Per Share data	Sep. 30, 2009	Dec. 31, 2008
Preferred stock, par value	$1	$1
Preferred stock, shares authorized	10,000	10,000
Common stock, par value	0.25	0.25
Common stock, shares authorized	300,000	300,000
Common stock, shares issued	156,605	143,302
Treasury stock, shares	0	15

Statement Of Income Real Estate

Statement Of Income Real Estate Investment Trusts (USD $)
In Thousands, except Per Share data	3 Months Ended Sep. 30, 2009	3 Months Ended Sep. 30, 2008	9 Months Ended Sep. 30, 2009	9 Months Ended Sep. 30, 2008
Revenues:
Rental income	$126,002	$121,172	$374,084	$358,893
Resident fees and services	106,515	108,610	312,853	323,648
Income from loans and investments	3,214	3,426	9,828	5,373
Interest and other income	99	1,913	493	3,529
Total revenues	235,830	235,121	697,258	691,443
Expenses:
Interest	43,660	50,745	133,942	153,927
Depreciation and amortization	50,349	49,997	148,897	176,960
Property-level operating expenses	76,338	81,698	224,370	230,497
General, administrative and professional fees (including non-cash stock-based compensation expense of $3,078 and $3,326 for the three months ended 2009 and 2008, respectively, and $9,215 and $7,816 for the nine months ended 2009 and 2008, respectively)	9,657	11,626	30,610	29,493
Foreign currency loss (gain)	32	(45)	31	(151)
Loss on extinguishment of debt	0	344	6,080	460
Merger-related expenses and deal costs	5,894	1,248	11,450	3,128
Total expenses	185,930	195,613	555,380	594,314
Income before reversal of contingent liability, income taxes, discontinued operations and noncontrolling interest	49,900	39,508	141,878	97,129
Reversal of contingent liability	0	23,328	0	23,328
Income tax benefit	410	415	1,352	14,165
Income from continuing operations	50,310	63,251	143,230	134,622
Discontinued operations	120	1,555	71,352	32,514
Net income	50,430	64,806	214,582	167,136
Net income attributable to noncontrolling interest, net of tax	625	1,040	2,168	2,063
Net income attributable to common stockholders	$49,805	$63,766	$212,414	$165,073
Basic:
Income from continuing operations attributable to common stockholders	0.32	0.44	0.93	0.96
Discontinued operations	$0	0.01	0.47	0.23
Net income attributable to common stockholders	0.32	0.45	1.4	1.19
Diluted:
Income from continuing operations attributable to common stockholders	0.32	0.44	0.93	0.96
Discontinued operations	$0	0.01	0.47	0.23
Net income attributable to common stockholders	0.32	0.45	1.4	1.19
Weighted average shares used in computing earnings per common share:
Basic	156,250	140,759	151,309	138,433
Diluted	156,516	141,141	151,439	138,859
Dividends declared per common share	0.5125	0.5125	1.5375	1.5375

2_Statement Of Income Real Esta

Statement Of Income Real Estate Investment Trusts (Parenthetical) (USD $)
In Thousands	3 Months Ended Sep. 30, 2009	3 Months Ended Sep. 30, 2008	9 Months Ended Sep. 30, 2009	9 Months Ended Sep. 30, 2008
General, administrative and professional fees, non-cash stock-based compensation expense	$3,078	$3,326	$9,215	$7,816

Statement Of Shareholders Equit

Statement Of Shareholders Equity And Other Comprehensive Income (USD $)
In Thousands	Common Stock Par Value	Capital in Excess of Par Value	Accumulated Other Comprehensive Income (Loss)	Retained Earnings (Deficit)	Treasury Stock	Total Ventas Stockholders' Equity	Noncontrolling Interest	Total
Beginning Balance at Dec. 31, 2007	$33,416	$1,840,823	$17,416	($51,560)	($626)	$1,839,469	$31,454	$1,870,923
Comprehensive Income:
Beginning Balance at Dec. 31, 2007	33,416	1,840,823	17,416	(51,560)	(626)	1,839,469	31,454	1,870,923
Comprehensive Income:
Net income				222,603		222,603	2,684	225,287
Foreign currency translation			(26,142)			(26,142)		(26,142)
Unrealized loss on interest rate swaps			(579)			(579)		(579)
Reclassification adjustment for realized loss on interest rate swap included in net income during the year			1,103			1,103		1,103
Unrealized gain (loss) on marketable debt securities			(12,887)			(12,887)		(12,887)
Comprehensive income						184,098		186,782
Acquisitions with noncontrolling interest							731	731
Distributions to noncontrolling interest							(15,732)	(15,732)
Dividends to common stockholders- $1.5375 per share in 2009 and $2.05 per share in 2008				(288,849)		(288,849)		(288,849)
Issuance of common stock	2,309	406,231				408,540		408,540
Issuance of common stock for stock plans	64	15,901			1,047	17,012		17,012
Grant of restricted stock, net of forfeitures	36	1,170			(878)	328		328
Ending Balance at Dec. 31, 2008	35,825	2,264,125	(21,089)	(117,806)	(457)	2,160,598	19,137	2,179,735
Comprehensive Income:
Net income				212,414		212,414	2,168	214,582
Foreign currency translation			20,424			20,424		20,424
Unrealized gain (loss) on marketable debt securities			15,389			15,389		15,389
Other			356			356		356
Comprehensive income						248,583		250,751
Purchase of noncontrolling interest		517				517	(1,226)	(709)
Contributions from noncontrolling interest							1,435	1,435
Distributions to noncontrolling interest							(7,159)	(7,159)
Income tax benefit attributable to noncontrolling interest							1,311	1,311
Other							1,743	1,743
Dividends to common stockholders- $1.5375 per share in 2009 and $2.05 per share in 2008				(234,086)		(234,086)		(234,086)
Issuance of common stock	3,266	295,935				299,201		299,201
Issuance of common stock for stock plans	25	9,750			175	9,950		9,950
Grant of restricted stock, net of forfeitures	39	(181)			282	140		140
Ending Balance at Sep. 30, 2009	$39,155	$2,570,146	$15,080	($139,478)	$0	$2,484,903	$17,409	$2,502,312

3_Statement Of Shareholders Equ

Statement Of Shareholders Equity And Other Comprehensive Income (Parenthetical) (USD $)
	9 Months Ended Sep. 30, 2009	12 Months Ended Dec. 31, 2008
Dividends to common stockholders, per share	1.5375	2.05

Statement Of Cash Flows Indirec

Statement Of Cash Flows Indirect Real Estate (USD $)
In Thousands	9 Months Ended Sep. 30, 2009	9 Months Ended Sep. 30, 2008
Cash flows from operating activities:
Net income	$214,582	$167,136
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization (including amounts in discontinued operations)	149,162	180,780
Amortization of deferred revenue and lease intangibles, net	(5,151)	(7,202)
Other amortization expenses	4,295	3,618
Stock-based compensation	9,215	7,816
Straight-lining of rental income	(8,961)	(11,215)
Loss (gain) on extinguishment of debt	6,080	(63)
Net gain on sale of real estate assets (including amounts in discontinued operations)	(67,011)	(25,869)
Income tax benefit	(1,352)	(14,165)
Reversal of contingent liability	0	(23,328)
Provision for loan losses	0	5,994
Other	87	704
Changes in operating assets and liabilities:
Increase in other assets	(4,277)	(1,294)
Increase in accrued interest	13,550	25,424
Increase (decrease) in accounts payable and other liabilities	12,978	(6,528)
Net cash provided by operating activities	323,197	301,808
Cash flows from investing activities:
Net investment in real estate property	(23,728)	(47,287)
Investment in loans receivable	(7,373)	(98,826)
Purchase of marketable debt securities	0	(63,680)
Proceeds from real estate disposals	96,561	58,379
Proceeds from loans receivable	7,908	122
Capital expenditures	(7,184)	(12,174)
Other	0	322
Net cash provided by (used in) investing activities	66,184	(163,144)
Cash flows from financing activities:
Net change in borrowings under revolving credit facilities	(291,456)	(172,216)
Proceeds from debt	304,202	10,359
Repayment of debt	(555,290)	(83,146)
Payment of deferred financing costs	(13,422)	(655)
Issuance of common stock, net	299,201	408,540
Cash distribution to common stockholders	(234,086)	(215,381)
Contributions from noncontrolling interest	635	0
Distributions to noncontrolling interest	(7,496)	(5,332)
Other	2,003	6,952
Net cash used in financing activities	(495,709)	(50,879)
Net (decrease) increase in cash and cash equivalents	(106,328)	87,785
Effect of foreign currency translation on cash and cash equivalents	405	(196)
Cash and cash equivalents at beginning of period	176,812	28,334
Cash and cash equivalents at end of period	70,889	115,923
Assets and liabilities assumed from acquisitions:
Real estate investments	8,455	38,578
Other assets	(9,294)	521
Debt assumed	0	34,629
Deferred taxes	0	650
Other liabilities	(1,886)	3,571
Noncontrolling interest	$1,047	$249

NOTE 1-DESCRIPTION OF BUSINESS

NOTE 1-DESCRIPTION OF BUSINESS
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 1-DESCRIPTION OF BUSINESS	NOTE 1DESCRIPTION OF BUSINESS Ventas, Inc. (together with its subsidiaries, unless otherwise indicated or except where the context otherwise requires, we, us or our) is a real estate investment trust (REIT) with a geographically diverse portfolio of seniors housing and healthcare properties in the United States and Canada. As of September30, 2009, this portfolio consisted of 501 assets: 243 seniors housing communities, 187 skilled nursing facilities, 40 hospitals and 31 medical office buildings (MOBs) and other properties in 43 states and two Canadian provinces. With the exception of our seniors housing communities that are managed by Sunrise Senior Living, Inc. (together with its subsidiaries, Sunrise) pursuant to long-term management agreements and the majority of our MOBs, we lease our properties to healthcare operating companies under triple-net or absolute-net leases, which require the tenants to pay all property-related expenses. We also had real estate loan investments relating to seniors housing and healthcare companies as of September30, 2009. We conduct substantially all of our business through our wholly owned subsidiaries, Ventas Realty, Limited Partnership (Ventas Realty), PSLT OP, L.P. and Ventas SSL, Inc. Our primary business consists of acquiring, financing and owning seniors housing and healthcare properties and leasing those properties to third parties or operating those properties through independent third party managers.

NOTE 2-ACCOUNTING POLICIES

NOTE 2-ACCOUNTING POLICIES
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 2-ACCOUNTING POLICIES	NOTE 2ACCOUNTING POLICIES The accompanying Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information set forth in the Accounting Standards Codification (ASC), as published by the Financial Accounting Standards Board (FASB), and with the Securities and Exchange Commission (the Commission) instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of results for the interim period have been included. Operating results for the three- and nine-month periods ended September30, 2009 are not necessarily an indication of the results that may be expected for the year ending December31, 2009. The accompanying Consolidated Financial Statements and related notes should be read in conjunction with the consolidated financial statements and notes thereto included in our Current Report on Form 8-K filed with the Commission on August7, 2009. Certain prior period amounts have been reclassified to conform to the current period presentation. Revenue Recognition Certain of our leases, excluding our master lease agreements with Kindred Healthcare, Inc. (together with its subsidiaries, Kindred) (the Kindred Master Leases) but including the majority of our leases with Brookdale Senior Living Inc. (together with its subsidiaries, Brookdale Senior Living), provide for periodic and determinable increases in base rent. Base rental revenues under these leases are recognized on a straight-line basis over the terms of the applicable lease. Income on our straight-line revenue is recognized when collectibility is reasonably assured. In the event we determine that collectibility of straight-line revenue is not reasonably assured, we establish an allowance for estimated losses. Recognizing rental income on a straight-line basis results in recognized revenue exceeding cash amounts contractually due from our tenants during the first half of the term for leases that have straight-line treatment. The cumulative excess is included in other assets, net of allowances, on our Consolidated Balance Sheets and totaled $75.4 million and $68.2 million at September30, 2009 and December31, 2008, respectively. Certain of our other leases, including the Kindred Master Leases, provide for an annual increase in rental payments only if certain revenue parameters or other substantive contingencies are met. We recognize the increased rental revenue under these leases only if the revenue parameters or other substantive contingencies are met, rather than on a straight-line basis over the term of the applicable lease. We recognize income from rent, lease termination fees and other income when all of the following criteria are met: (i)the agreement has been fully executed and delivered; (ii)services have been rendered; (iii)the amount is fixed or determinable; and (iv)collectibility is reasonably assured. Resident fees and services are rec

NOTE 3-CONCENTRATION OF CREDIT

NOTE 3-CONCENTRATION OF CREDIT RISK
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 3-CONCENTRATION OF CREDIT RISK	NOTE 3CONCENTRATION OF CREDIT RISK As of September30, 2009, approximately 39.3%, 22.2% and 14.3% of our properties, based on the gross book value of real estate investments, were managed or operated by Sunrise, Brookdale Senior Living (whose subsidiaries include Brookdale Living Communities, Inc. (Brookdale) and Alterra Healthcare Corporation (Alterra)) and Kindred, respectively. Seniors housing communities and skilled nursing facilities constituted approximately 75.0% and 12.8%, respectively, of our portfolio, based on the gross book value of real estate investments, as of September30, 2009. Our properties are located in 43 states and two Canadian provinces, with properties in only two states accounting for 10% or more of total revenues during the nine months ended September30, 2009. Triple-Net Leased Properties Approximately 26.5% and 25.5% of our total revenues and 38.6% and 38.1% of our total net operating income (NOI) (including amounts in discontinued operations) for the nine months ended September30, 2009 and 2008, respectively, were derived from the Kindred Master Leases. The properties leased to Kindred pursuant to the Kindred Master Leases are grouped into bundles, with each bundle containing a varying number of properties. All properties within a bundle have initial primary terms ranging from ten to fifteen years from May1, 1998 and, provided certain conditions are satisfied, are subject to three five-year renewal terms. Kindred has renewed, through April30, 2015, its leases covering all 109 assets owned by us (one of which we subsequently sold in June 2009 (see Note 4Dispositions)) whose initial base term will expire on April30, 2010. The lease term for each of ten bundles will expire on April30, 2013 unless Kindred provides us with a renewal notice with respect to those individual bundles on or before April30, 2012. The ten bundles expiring in 2013 contain an aggregate of 89 assets currently representing approximately $117 million of annual base rent. Each of these bundles covers not less than six assets, including at least one hospital. Kindred is required to continue to perform all of its obligations under the applicable lease for any assets that are not renewed until expiration of the term on April30, 2013, including without limitation, payment of all rental amounts. For any bundles not renewed, we will have at least one year to arrange for the repositioning of the applicable properties with new operators. In addition, we own or have the rights to all licenses and certificates of need at the properties, and Kindred has extensive and detailed obligations to cooperate and ensure an orderly transition of the properties not renewed to another operator. We cannot assure you, if Kindred does not renew one or more bundles, that we would be successful in identifying suitable replacement operators or that we will be able to enter into leases with new tenants or operators on terms as favorable to us as our current leases, if at all. Approximately 12.9% and 12.8% of our total revenues and 19.1% and 19.3% of our total NOI (including amounts in discontinued operations) for the nine months ended September30, 2009 and 2008,

NOTE 4-DISPOSITIONS

NOTE 4-DISPOSITIONS
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 4-DISPOSITIONS	NOTE 4DISPOSITIONS We present separately, as discontinued operations, in all periods presented the results of operations for all long-lived assets disposed of or held for sale. 2009 Dispositions In June 2009, we sold six skilled nursing facilities to Kindred for total consideration of $58.0 million, consisting of a $55.7 million aggregate sale price and a $2.3 million lease termination fee. The proceeds from the sale are currently being held in an Internal Revenue Code Section1031 exchange escrow account with a qualified intermediary. Cash rent for these assets for the May1, 2008 to April30, 2009 lease year was approximately $5.6 million. We recognized a net gain from the sale of these assets of $38.9 million in the second quarter of 2009. During the first quarter of 2009, we sold five seniors housing assets, one hospital and one MOB to the existing tenants for an aggregate sale price (before expenses) of $95.5 million. We recognized a net gain from the sales of these assets of $27.8 million in the first quarter of 2009. 2008 Dispositions In December 2008, we sold five seniors housing communities to the existing tenant for an aggregate sale price of $62.5 million. We realized a gain from the sale of these assets of $21.5 million in the fourth quarter of 2008, $8.3 million of which was deferred due to a $10.0 million loan we made to the buyer in conjunction with the sale and will be recognized over a period of three years from the date of sale. We recognized $0.1 million and $0.4 million, respectively, of the gain during the three and nine months ended September30, 2009. In April 2008, we sold seven properties for an aggregate sale price of $69.1 million. We recognized a net gain from the sale of these assets of $25.9 million in the second quarter of 2008. In addition, we received a lease termination fee from the existing tenant of $1.6 million. Set forth below is a summary of the results of operations for the three- and nine-month periods ended September30, 2009 and 2008 with respect to the properties sold during the nine months ended September30, 2009 and the year ended December31, 2008: FortheThreeMonths EndedSeptember30, For the Nine Months Ended September30, 2009 2008 2009 2008 (In thousands) Revenues: Rental income $ $ 4,426 $ 3,360 $ 15,454 Interest and other income 24 2,423 1,683 4,450 5,783 17,137 Expenses: Interest 1,923 1,173 6,672 Depreciation and amortization 972 269 3,820 2,895 1,442 10,492 Income before gain on sale of real estate assets 1,555 4,341 6,645 Gain on sale of real estate assets 120 67,011 25,869 Discontinued operations $ 120 $ 1,555 $ 71,352 $ 32,514

NOTE 5-INTANGIBLES

NOTE 5-INTANGIBLES
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 5-INTANGIBLES	NOTE 5INTANGIBLES At September30, 2009, net intangible assets consisted of above market resident leases ($1.5 million), in-place resident leases ($4.9 million) and other intangibles ($2.3 million). At December31, 2008, net intangible assets consisted of above market resident leases ($1.6 million), in-place resident leases ($5.3 million) and other intangibles ($2.1 million). The weighted average amortization period of intangible assets at September30, 2009 was approximately three years. At September30, 2009 and December31, 2008, net intangible liabilities, comprised of below market resident leases, were $1.9 million and $2.3 million, respectively. The weighted average amortization period of intangible liabilities at September30, 2009 was approximately three years.

NOTE 6-LOANS RECEIVABLE

NOTE 6-LOANS RECEIVABLE
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 6-LOANS RECEIVABLE	NOTE 6LOANS RECEIVABLE As of December31, 2008, we held a receivable for three outstanding first mortgage loans (the Sunwest Loans) in the aggregate principal amount of $20.0 million.These loans, made in 2005, originally accrued interest at a non-default annual rate of 9%.During the third quarter of 2008, the borrowers defaulted on certain of their obligations under the Sunwest Loans, including the monthly payment of principal and interest to us.The Sunwest Loans were originally secured by four seniors housing communities containing approximately 300 units and were jointly and severally guaranteed by Sunwest Management, Inc. (Sunwest) and two of its principals. Receivers were appointed at, and we initiated foreclosure actions on, each asset securing the Sunwest Loans during 2008.We also commenced a collection and enforcement action against the guarantors.During 2008, we recorded aprovision forloan losses on the Sunwest Loansof $6.0 million, which was based on estimated discounted cash flows and other valuation metrics, including the fair value of the collateral. The foreclosure of two seniors housing communities securing one of the Sunwest Loans is currently stayed by receivership proceedings instituted by the Commission involving Sunwest and the other guarantors. Our collection and enforcement action against the Sunwest guarantors was dismissed without prejudice due to the receivership proceedings, but may be reinstated by us at anytime. On September30, 2009, we completed the non-judicial foreclosure of a seniors housing community located in Merced, California related to one of the Sunwest Loans.Immediately upon foreclosure, we sold the property to an affiliate of one of our existing tenants for approximately $6.3 million.In connection with the sale, we provided $5.0 million of first mortgage financing to the purchaser, secured by, among other things, the property, and received cash consideration of $1.2 million after expenses.The loan matures in September 2012, bears interest at a variable rate of 30-day LIBOR plus 6.5%per annum and is guaranteed by our tenant. We did not recognize any gain or loss as a result of this transaction. The net carrying value of the remaining two Sunwest Loans at September30, 2009 was $8.8 million. Although we cannot give any assurances regarding the value of our recovery on the collateral for the remaining Sunwest Loans, we currently expect that the estimated fair value of the foreclosed assets, if foreclosure proceedings are successful, will approximate the current net carrying value. If foreclosure proceedings are successful, we may take ownership of the seniors housing communities and engage healthcare operators to operate them under a management or lease arrangement, or we may sell one or more of the properties.

NOTE 7-SENIOR NOTES PAYABLE AND

NOTE 7-SENIOR NOTES PAYABLE AND OTHER DEBT
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 7-SENIOR NOTES PAYABLE AND OTHER DEBT	NOTE 7SENIOR NOTES PAYABLE AND OTHER DEBT The following is a summary of our senior notes payable and other debt as of September30, 2009 and December31, 2008: September30, 2009 December31, 2008 (In thousands) Unsecured revolving credit facilities $ 9,713 $ 300,207 83/4% Senior Notes due 2009 49,807 63/4% Senior Notes due 2010 1,375 122,980 37/8% Convertible Senior Notes due 2011 230,000 230,000 9% Senior Notes due 2012 82,433 191,821 65/8% Senior Notes due 2014 71,654 175,000 71/8% Senior Notes due 2015 142,669 170,000 61/2% Senior Notes due 2016 400,000 200,000 63/4% Senior Notes due 2017 225,000 225,000 Mortgage loans and other 1,485,268 1,474,325 Total 2,648,112 3,139,140 Unamortized fair value adjustment 12,337 14,256 Unamortized commission fees and discounts (45,307 ) (16,398 ) Senior notes payable and other debt $ 2,615,142 $ 3,136,998 As of September30, 2009, our indebtedness had the following maturities: PrincipalAmount Due at Maturity Unsecured RevolvingCredit Facilities (1) ScheduledPeriodic Amortization TotalMaturities (In thousands) 2009 $ 14,620 $ $ 8,134 $ 22,754 2010 169,946 26,946 196,892 2011 288,511 25,533 314,044 2012 388,937 9,713 21,953 420,603 2013 150,962 16,364 167,326 Thereafter 1,454,187 72,306 1,526,493 Total maturities $ 2,467,163 $ 9,713 $ 171,236 $ 2,648,112 (1) At September30, 2009, we had $70.9 million of unrestricted cash and cash equivalents and $55.7 million held in an Internal Revenue Code Section1031 exchange escrow account with a qualified intermediary, for cash available of $116.9 million, net of amounts outstanding on our unsecured revolving credit facilities. The principal amounts due at maturity above reflect our intent to extend $9.4 million of 2009 maturities to 2010 pursuant to our extension options with the lenders. As of September30, 2009, our joint venture partners share of total debt was $159.9 million. Unsecured Revolving Credit Facilities In March 2009, we amended the terms of our unsecured revolving credit facilities to, among other things, extend the maturity of a portion of the borrowing capacity thereunder to April26, 2012. In connection with the amendments, we increased our aggregate borrowing capacity under the unsecured revolving credit facilities to $867.0 million, of which $277.0 million matures on April26, 2010 and $590.0 million matures in 2012 (the 2012 capacity). The U.S. credit facility also includes an accordion feature that permits us to further expand our aggregate borrowing capacity to $1.0 billion upon satisfaction of certain conditions. In November 2009, we received commitments from two financial institutions that increased our 2012 capacity by $125.0

NOTE 8-FAIR VALUES OF FINANCIAL

NOTE 8-FAIR VALUES OF FINANCIAL INSTRUMENTS
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 8-FAIR VALUES OF FINANCIAL INSTRUMENTS	NOTE 8FAIR VALUES OF FINANCIAL INSTRUMENTS As of September30, 2009 and December31, 2008, the carrying amounts and fair values of our financial instruments were as follows: September30, 2009 December31, 2008 Carrying Amount FairValue Carrying Amount Fair Value (In thousands) Cash and cash equivalents $ 70,889 $ 70,889 $ 176,812 $ 176,812 Loans receivable, net 125,410 120,048 123,289 111,942 Marketable debt securities 67,800 67,800 51,550 51,550 Senior notes payable and other debt, gross (2,648,112 ) (2,582,815 ) (3,139,140 ) (2,949,268 ) Fair value estimates are subjective in nature and depend on a number of important assumptions, including estimates of future cash flows, risks, discount rates and relevant comparable market information associated with each financial instrument. The use of different market assumptions and estimation methodologies may have a material effect on the reported estimated fair value amounts. Accordingly, the estimates presented above are not necessarily indicative of the amounts we would realize in a current market exchange. At September30, 2009, we held marketable debt securities, classified as available-for-sale, with an aggregate amortized cost basis and fair value of $65.3 million and $67.8 million, respectively. At December31, 2008, these securities had an aggregate amortized cost basis and fair value of $64.4 million and $51.6 million, respectively. The contractual maturities of our marketable debt securities range from October1, 2012 to April15, 2016. We do not intend to sell these securities and it is more likely than not that we will not be required to sell these securities prior to maturity.

NOTE 9-LITIGATION

NOTE 9-LITIGATION
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 9-LITIGATION	NOTE 9LITIGATION Legal Proceedings Defended and Indemnified by Third Parties Kindred, Brookdale, Alterra, Sunrise and our other tenants, operators and managers are parties to certain legal actions and regulatory investigations arising in the normal course of their business. In certain cases, the tenant, operator or manager, as applicable, has agreed to indemnify, defend and hold us harmless against these actions and investigations. We cannot assure you that the resolution of any litigation or investigations, either individually or in the aggregate, would not have a material adverse effect on Kindreds, Brookdales, Alterras, Sunrises or such other tenants, operators and managers liquidity, financial condition or results of operations, which, in turn, could have a Material Adverse Effect on us. Litigation Related to the Sunrise REIT Acquisition On May3, 2007, we filed a lawsuit against HCP, Inc. (HCP) in the United States District Court for the Western District of Kentucky, entitled Ventas, Inc. v. HCP, Inc., Case No.07-cv-238-JGH. We asserted claims of tortious interference with contract and tortious interference with prospective business advantage. Our complaint alleged that HCP interfered with our purchase agreement to acquire the assets and liabilities of Sunrise Senior Living Real Estate Investment Trust (Sunrise REIT) and with the process for unitholder consideration of the purchase agreement. The complaint alleged, among other things, that HCP made certain improper and misleading public statements and/or offers to acquire Sunrise REIT and that HCPs actions caused us to suffer substantial damages, including, among other things, the payment of materially greater consideration to acquire Sunrise REITresulting from the substantial increase in the purchase price above the original contract price necessary to obtain unitholder approval and the delay in closing the acquisition, as well as the negative movements in theforeign currency exchange rates and the per share price of our common equity during such delay. We sought substantial monetary relief and punitive damages against HCP. On July2, 2007, HCP filed its response to our complaint, along with a motion to dismiss the lawsuit. On December19, 2007, the District Court denied HCPs motion to dismiss. On April8, 2008, HCP filed a motion requesting permission from the District Court to add a counterclaim against us. The counterclaim alleged that Sunrise REIT failed to conduct a fair sale process when it put itself up for sale in 2006 and that we, as the alleged successor to Sunrise REIT, were responsible for those actions. On July25, 2008, the District Court granted HCPs motion to amend its answer to include the counterclaim. HCP sought compensatory and punitive damages. On November13, 2008, HCP filed a motion requesting permission to amend its counterclaim to assert an additional count for an alleged negligent misrepresentation made by Sunrise REIT for which HCP contended that we, as the alleged successor of Sunrise REIT, were responsible. On December8, 2008, the District Court granted HCP permission to amend its counterclaim, subject to our right to file a motion challenging all

NOTE 10 -INCOME TAXES

NOTE 10 -INCOME TAXES
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 10 -INCOME TAXES	NOTE 10 INCOME TAXES Certain of our subsidiaries, such as the entities acquired or formed in connection with the Sunrise REIT acquisition, have elected to be treated as taxable REIT subsidiaries (TRS or TRS entities) and, therefore, are subject to federal and state income taxes. Although the TRS entities were not liable for any cash federal income taxes for the three- or nine-month periods ended September30, 2009, federal income taxes of certain of these TRS entities may increase in future years as we exhaust net operating loss carryforwards and as additional seniors housing communities are developed and occupied. Such increases could be significant. The consolidated provision for income taxes for the three-month periods ended September30, 2009 and 2008 was a deferred benefit of $0.4 million and $0.4 million, respectively, which was primarily due to the TRS entities. The deferred benefit for the three-month periods ended September30, 2009 and 2008 was reduced by income tax expense of $0.4 million and $0.6 million, respectively, related to the noncontrolling interest share of net income. The consolidated provision for income taxes for the nine-month periods ended September30, 2009 and 2008 was a deferred benefit of $1.4 million and $14.2 million, respectively, which was also primarily due to the TRS entities. The deferred benefit for the nine-month periods ended September30, 2009 and 2008 was reduced by income tax expense of $1.3 million and $1.4 million, respectively, related to the noncontrolling interest share of net income. Realization of a deferred tax benefit is dependent in part upon generating sufficient taxable income in future periods. Our net operating loss carryforwards are currently scheduled to expire in subsequent years through 2028. Each TRS is a tax paying component for purposes of classifying deferred tax assets and liabilities. Net deferred tax liabilities related to TRS entities totaled $254.6 million and $257.5 million at September30, 2009 and December31, 2008, respectively, and related primarily to book and tax basis differences for fixed and intangible assets and to net operating losses. Generally, we are subject to audit under the statute of limitations by the Internal Revenue Service for the year ended December31, 2006 and subsequent years and are subject to audit by state taxing authorities for the year ended December31, 2005 and subsequent years. The potential impact on income tax expense of years open under the statute of limitations for Canadian entities acquired as part of the Sunrise REIT acquisition is not expected to be material.

NOTE 11-CAPITAL STOCK

NOTE 11-CAPITAL STOCK
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 11-CAPITAL STOCK	NOTE 11CAPITAL STOCK In April 2009, we filed an automatic shelf registration statement on Form S-3 with the Commission relating to the sale, from time to time, of an indeterminate amount of debt securities and related guarantees, common stock, preferred stock, depositary shares and warrants. The registration statement replaced our previous automatic shelf registration statement, which expired pursuant to the Commissions rules. In April 2009, we completed the sale of 13,062,500 shares of our common stock in an underwritten public offering pursuant to the shelf registration statement. We received $299.7 million in net proceeds from the sale, which we used, together with our net proceeds from the sale of the 2016 Notes, to fund our cash tender offers with respect to the outstanding senior notes of the Issuers, to repay debt and for general corporate purposes. See Note 7Senior Notes Payable and Other Debt.

NOTE 12-EARNINGS PER COMMON SHA

NOTE 12-EARNINGS PER COMMON SHARE
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 12-EARNINGS PER COMMON SHARE	NOTE 12EARNINGS PER COMMON SHARE The following table shows the amounts used in computing basic and diluted earnings per common share: For the Three Months Ended September30, For the Nine Months Ended September30, 2009 2008 2009 2008 (In thousands, except per share amounts) Numerator for basic and diluted earnings per share: Income from continuing operations attributable to common stockholders $ 49,685 $ 62,211 $ 141,062 $ 132,559 Discontinued operations 120 1,555 71,352 32,514 Net income attributable to common stockholders $ 49,805 $ 63,766 $ 212,414 $ 165,073 Denominator: Denominator for basic earnings per shareweighted average shares 156,250 140,759 151,309 138,433 Effect of dilutive securities: Stock options 171 243 94 272 Restricted stock awards 95 21 36 23 Convertible notes 118 131 Denominator for diluted earnings per shareadjusted weighted average shares 156,516 141,141 151,439 138,859 Basic earnings per share: Income from continuing operations attributable to common stockholders $ 0.32 $ 0.44 $ 0.93 $ 0.96 Discontinued operations 0.00 0.01 0.47 0.23 Net income attributable to common stockholders $ 0.32 $ 0.45 $ 1.40 $ 1.19 Diluted earnings per share: Income from continuing operations attributable to common stockholders $ 0.32 $ 0.44 $ 0.93 $ 0.96 Discontinued operations 0.00 0.01 0.47 0.23 Net income attributable to common stockholders $ 0.32 $ 0.45 $ 1.40 $ 1.19

NOTE 13-COMPREHENSIVE INCOME

NOTE 13-COMPREHENSIVE INCOME
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 13-COMPREHENSIVE INCOME	NOTE 13COMPREHENSIVE INCOME Comprehensive income is comprised of the following: FortheThreeMonths Ended September30, For the Nine Months Ended September30, 2009 2008 2009 2008 (In thousands) Net income $ 50,430 $ 64,806 $ 214,582 $ 167,136 Other comprehensive income: Unrealized loss on interest rate swap (600 ) Foreign currency translation 13,475 (5,467 ) 20,424 (10,444 ) Reclassification adjustment for realized loss on interest rate swap included in net income during the period 13 1,144 Unrealized gain (loss) on marketable debt securities 2,982 (2,542 ) 15,389 (2,681 ) Other 34 356 Total other comprehensive income (loss) 16,491 (7,996 ) 36,169 (12,581 ) Comprehensive income 66,921 56,810 250,751 154,555 Less: Income attributable to noncontrolling interest 625 1,040 2,168 2,063 Comprehensive income attributable to common stockholders $ 66,296 $ 55,770 $ 248,583 $ 152,492

NOTE 14-SEGMENT INFORMATION

NOTE 14-SEGMENT INFORMATION
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 14-SEGMENT INFORMATION	NOTE 14SEGMENT INFORMATION We operate through two reportable business segments: triple-net leased properties and senior living operations. Our triple-net leased properties segment consists of acquiring, financing and owning seniors housing and healthcare properties in the United States and leasing those properties to healthcare operating companies under triple-net or absolute-net leases, which require the tenants to pay all property-related expenses. Our senior living operations segment consists of investments in seniors housing communities located in the United States and Canada for which we engage Sunrise to manage the operations. Our MOB segment consists of leasing space primarily to physicians and other healthcare businesses and engaging third parties to manage those operations. Due to our limited operation of and allocation of capital to the MOBs, the MOB segment is not individually reported and is included in All Other because it does not meet the quantitative thresholds of disclosure at the current time. We evaluate performance of the combined properties in each segment based on net operating income from continuing operations before interest (excluding income from loans and investments), income taxes, depreciation and amortization, foreign currency gains/losses, general, administrative and professional fees, merger-related expenses and deal costs, gains/losses on extinguishment of debt and noncontrolling interest. There are no intersegment sales or transfers. All other revenues consist primarily of rental income related to the MOBs, income from loans and investments and other miscellaneous income. Summary information by business segment is as follows: For the three months ended September30, 2009: Triple-Net Leased Properties Senior Living Operations All Other Total (In thousands) Revenues: Rental income $ 116,926 $ $ 9,076 $ 126,002 Resident fees and services 106,515 106,515 Income from loans and investments 3,214 3,214 Interest and other income 44 3 52 99 Total revenues $ 116,970 $ 106,518 $ 12,342 $ 235,830 Segment net operating income $ 116,926 $ 33,384 $ 9,083 $ 159,393 Interest and other income 44 3 52 99 Interest expense (21,221 ) (21,500 ) (939 ) (43,660 ) Depreciation and amortization (29,984 ) (17,174 ) (3,191 ) (50,349 ) General, administrative and professional fees (9,657 ) (9,657 ) Loss on extinguishment of debt (32 ) (32 ) Merger-related expenses and deal costs (11 ) (5,805 ) (78 ) (5,894 ) Income (loss) before reversal of contingent liability, income taxes, discontinued operations and noncontrolling interest $ 65,754 $ (11,124 ) $ (4,730 ) $ 49,900 For the three months ended September30, 20

NOTE 15-CONDENSED CONSOLIDATING

NOTE 15-CONDENSED CONSOLIDATING INFORMATION
	9 Months Ended Sep. 30, 2009 USD / shares
Notes to Financial Statements [Abstract]
NOTE 15-CONDENSED CONSOLIDATING INFORMATION	NOTE 15CONDENSED CONSOLIDATING INFORMATION We and certain of our direct and indirect wholly owned subsidiaries (the Subsidiary Guarantors) have fully and unconditionally guaranteed, on a joint and several basis, the obligation to pay principal and interest with respect to the outstanding senior notes of the Issuers. Ventas Capital is a wholly owned direct subsidiary of Ventas Realty that was formed to facilitate the offering of the senior notes and has no assets or operations. In addition, Ventas Realty and the Subsidiary Guarantors have fully and unconditionally guaranteed, on a joint and several basis, the obligation to pay principal and interest with respect to our outstanding convertible senior notes. In April 2009, ElderTrust Operating Limited Partnership (ETOP), of which we owned substantially all of the partnership units, was liquidated and dissolved. Accordingly, the financial results of ETOP and its direct and indirect wholly owned subsidiaries are no longer separately reported but are now included among the Subsidiary Guarantors. We have other subsidiaries (Non-Guarantor Subsidiaries) that are not included among the Subsidiary Guarantors, and such subsidiaries are not obligated with respect to the senior notes or the senior convertible notes. Contractual and legal restrictions, including those contained in the instruments governing certain Non-Guarantor Subsidiaries outstanding indebtedness, may under certain circumstances restrict our ability to obtain cash from our Non-Guarantor Subsidiaries for the purpose of meeting our debt service obligations, including our guarantee of payment of principal and interest on the senior notes and our primary obligation to pay principal and interest on the convertible senior notes. Certain of our real estate assets are also subject to mortgages. The following summarizes our condensed consolidating information as of September30, 2009 and December31, 2008 and for the three- and nine-month periods ended September30, 2009 and 2008: CONDENSED CONSOLIDATING BALANCE SHEET As of September30, 2009 Ventas, Inc. Wholly Owned Subsidiary Guarantors Issuers Non- Guarantor Subsidiaries Consolidated Elimination Consolidated (In thousands) Assets Net real estate investments $ 9,658 $ 2,181,855 $ 779,461 $ 2,234,963 $ $ 5,205,937 Cash and cash equivalents 5,448 17,968 47,473 70,889 Escrow deposits and restricted cash 215 9,509 67,225 19,528 96,477 Deferred financing costs, net 1,336 1,462 14,647 10,359 27,804 Investment in and advances to affiliates 1,169,788 1,238,007 (2,407,795 ) Other 19 66,690 86,532 32,962 186,203 Total assets $ 1,181,016 $ 2,264,964 $ 2,203,840 $ 2,345,285 $ (2,407,795 ) $ 5,587,310 Liabilities and equity Liabilities: Se

Document Information

Document Information
	9 Months Ended Sep. 30, 2009 USD / shares
Document Information [Text Block]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	2009-09-30

Entity Information

Entity Information (USD $)
	9 Months Ended Sep. 30, 2009	Oct. 30, 2009
Entity [Text Block]
Trading Symbol	VTR
Entity Registrant Name	VENTAS INC
Entity Central Index Key	0000740260
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		156,605,778