Unless otherwise indicated or except where the context otherwise requires, the
terms "we," "us," "our," "Company" and other similar terms in Item 2 of this
Quarterly Report on Form 10-Q refer to Ventas, Inc. and its consolidated
subsidiaries.

Cautionary Statements

Forward-Looking Statements

This Quarterly Report on Form 10-Q includes forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended (the
"Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). 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. Forward-looking statements include, among other things,
statements regarding our and our officers' intent, belief or expectation as
identified by the use of words such as "may," "will," "project," "expect,"
"believe," "intend," "anticipate," "seek," "target," "forecast," "plan,"
"potential," "opportunity," "estimate," "could," "would," "should" and other
comparable and derivative terms or the negatives thereof. Forward-looking
statements are based on management's beliefs as well as on a number of
assumptions concerning future events. You should not 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. We do not undertake a duty to update these
forward-looking statements, which speak only as of the date on which they are
made. You are urged to carefully review the disclosures we make concerning risks
and uncertainties that may affect our business and future financial performance,
including those made below and in our filings with the Securities and Exchange
Commission, such as in the sections titled "Cautionary Statements - Summary Risk
Factors," "Risk Factors" and "Management's Discussion and Analysis of Financial
Condition and Results of Operations" in the Company's Annual Report on Form 10-K
for the year ended December 31, 2021 (the "2021 Annual Report").

Certain factors that could affect our future results and our ability to achieve
our stated goals include, but are not limited to: (a) the impact of the ongoing
COVID-19 pandemic and its extended consequences, including of the Delta, Omicron
or any other variant, on our revenue, level of profitability, liquidity and
overall risk exposure and the implementation and impact of regulations related
to the CARES Act and other stimulus legislation and any future COVID-19 relief
measures; (b) our ability to achieve the anticipated benefits and synergies
from, and effectively integrate, our acquisitions and investments, including our
acquisition of New Senior Investment Group Inc. ("New Senior"); (c) our exposure
and the exposure of our tenants, managers and borrowers to complex healthcare
and other regulation and the challenges and expense associated with complying
with such regulation; (d) the potential for significant general and commercial
claims, legal actions, regulatory proceedings or enforcement actions that could
subject us or our tenants, managers or borrowers to increased operating costs
and uninsured liabilities; (e) the impact of market and general economic
conditions, including economic and financial market events, inflation, changes
in interest rates, supply chain pressures, events that affect consumer
confidence, our occupancy rates and resident fee revenues, and the actual and
perceived state of the real estate markets, labor markets and public capital
markets; (f) our ability, and the ability of our tenants, managers and
borrowers, to navigate the trends impacting our or their businesses and the
industries in which we or they operate; (g) the risk of bankruptcy, insolvency
or financial deterioration of our tenants, managers, borrowers and other
obligors and our ability to foreclose successfully on the collateral securing
our loans and other investments in the event of a borrower default; (h) our
ability to identify and consummate future investments in or dispositions of
healthcare assets and effectively manage our portfolio opportunities and our
investments in co-investment vehicles, joint ventures and minority interests;
(i) risks related to development, redevelopment and construction projects; (j)
our ability to attract and retain talented employees; (k) the limitations and
significant requirements imposed upon our business as a result of our status as
a REIT and the adverse consequences (including the possible loss of our status
as a REIT) that would result if we are not able to comply; (l) the risk of
changes in healthcare law or regulation or in tax laws, guidance and
interpretations, particularly as applied to REITs, that could adversely affect
us or our tenants, managers or borrowers; (m) increases in our borrowing costs
as a result of becoming more leveraged or as a result of changes in interest
rates and phasing out of LIBOR rates; (n) our reliance on third parties to
operate a majority of our assets and our limited control and influence over such
operations and results; (o) our dependency on a limited number of tenants and
managers for a significant portion of our revenues and operating income; (p) the
adequacy of insurance coverage provided by our policies and policies maintained
by our tenants, managers or other counterparties; (q) the occurrence of cyber
incidents that could disrupt our operations, result in the loss of confidential
information or damage our business relationships and reputation; (r) the impact
of merger, acquisition and investment activity in the healthcare industry or
otherwise affecting our tenants, managers or borrowers; (s) disruptions to the
management and operations of our business and the uncertainties caused by
activist investors; and 
other natural events and the physical effects of climate change.

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Note regarding third-party information

This Quarterly Report includes information that has been derived from SEC
filings that has been provided to us by our tenants and managers or been derived
from SEC filings or other publicly available information of our tenants and
managers. We believe that such information is accurate and that the sources from
which it has been obtained are reliable. However, we cannot guarantee the
accuracy of such information and have not independently verified the assumptions
on which such information is based.

Company presentation

Ventas, Inc., an S&P 500 company, is a real estate investment trust operating at
the intersection of healthcare and real estate. We hold a highly diversified
portfolio of senior housing communities, medical office buildings ("MOBs"), life
science, research and innovation centers, hospitals and other healthcare
facilities, which we generally refer to as "healthcare real estate," located
throughout the United States, Canada and the United Kingdom. As of March 31,
2022, we owned or had investments in approximately 1,300 properties (including
properties classified as held for sale). Our company was originally founded in
1983 and is headquartered in Chicago, Illinois with additional corporate offices
in Louisville, Kentucky and New York, New York.

We primarily invest in a diversified portfolio of healthcare real estate assets
through wholly owned subsidiaries and other co-investment entities. We operate
through three reportable business segments: triple-net leased properties, senior
living operations, which we also refer to as SHOP, and office operations. See
our Consolidated Financial Statements and the related notes, including "Note 2 -
Accounting Policies" and "Note 16 - Segment Information," included in Item 1 of
this Quarterly Report on Form 10-Q. Our senior housing communities are either
subject to triple-net leases, in which case they are included in our triple-net
leased properties reportable business segment, or operated by independent
third-party managers, in which case they are included in our senior living
operations reportable business segment.

As of March 31, 2022, we leased a total of 332 properties (excluding properties
within our office operations reportable business segment) to various healthcare
operating companies under triple-net or absolute-net leases that obligate the
tenants to pay all property-related expenses, including maintenance, utilities,
repairs, taxes, insurance and capital expenditures. Our three largest tenants,
Brookdale Senior Living Inc. (together with its subsidiaries, "Brookdale Senior
Living"), Ardent Health Partners, LLC (together with its subsidiaries, "Ardent")
and Kindred Healthcare, LLC (together with its subsidiaries, "Kindred") leased
from us 121 properties, 30 properties and 29 properties, respectively, as of
March 31, 2022.

As of March 31, 2022, pursuant to long-term management agreements, we engaged
independent operators, such as Atria Senior Living, Inc. (together with its
subsidiaries, including Holiday Retirement ("Holiday"), "Atria") and Sunrise
Senior Living, LLC (together with its subsidiaries, "Sunrise"), to manage 555
senior housing communities for us.

Through our Lillibridge Healthcare Services, Inc. ("Lillibridge") subsidiary and
our ownership interest in PMB Real Estate Services LLC ("PMBRES"), we also
provide MOB management, leasing, marketing, facility development and advisory
services to highly rated hospitals and health systems throughout the United
States. In addition, from time to time, we make secured and non-mortgage loans
and other investments relating to senior housing and healthcare operators or
properties.

We aim to enhance shareholder value by delivering consistent, superior total
returns through a strategy of (1) generating reliable and growing cash flows,
(2) maintaining a balanced, diversified portfolio of high-quality assets and
(3) preserving our financial strength, flexibility and liquidity.

Our ability to access capital in a timely and cost-effective manner is critical
to the success of our business strategy because it affects our ability to
satisfy existing obligations, including the repayment of maturing indebtedness,
and to make future investments. Factors such as general market conditions,
interest rates, credit ratings on our securities, expectations of our potential
future earnings and cash distributions, and the trading price of our common
stock impact our access to and cost of external capital. For that reason, we
generally attempt to match the long-term duration of our investments in real
property with long-term financing through the issuance of shares of our common
stock or the incurrence of long-term fixed rate debt.

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First Quarter 2022 Highlights

Ongoing impact and response to the COVID-19 pandemic and its wider consequences

During fiscal 2020 and 2021 and continuing into fiscal 2022, our business has
been and is expected to continue to be impacted by both the COVID-19 pandemic
itself, including actions taken to prevent the spread of the virus and its
variants, and its extended consequences. The trajectory and future impact of the
COVID-19 pandemic remains highly uncertain. The extent of the pandemic's
continuing and ultimate effect on our operational and financial performance will
depend on a variety of factors, including the impact of new variants of the
virus and the effectiveness of available vaccines against those variants;
ongoing clinical experience, which may differ considerably across regions and
fluctuate over time; and on other future developments, including the ultimate
duration, spread and intensity of the outbreak, the availability of testing, the
extent to which governments impose, roll-back or re-impose preventative
restrictions and the availability of ongoing government financial support to our
business, tenants and operators. Due to these uncertainties, we are not able at
this time to estimate the ultimate impact of the COVID-19 pandemic on our
business, results of operations, financial condition and cash flows.

Investments and disposals

•During the first quarter of 2022, we acquired 18 MOBs leased to affiliates of
Ardent, one behavioral health center and one senior housing community for an
aggregate purchase price of $349.2 million. In April, we acquired one research
and innovation center in Philadelphia, Pennsylvania for $46.1 million.

• During the first quarter of 2022, we sold a vacant plot of land for $5.6 million and recognized a gain on the sale of $2.2 million.

Other items

•During the first quarter of 2022, we received $34.0 million in grants in
connection with our Phase 4 applications to the Provider Relief Fund
administered by the U.S. Department of Health & Human Services ("HHS") on behalf
of the assisted living communities in our senior living operations segment to
partially mitigate losses attributable to COVID-19.

•Subsequent to March 31, 2022, Ventas and Sunrise entered into a revised
management agreement for 92 communities with a term expiring May 31, 2035. Under
the new management agreement, Sunrise will receive a management fee based on a
percentage of revenue and net operating income generated by the applicable
communities. Sunrise is also entitled to certain incentive fees if specified
performance targets are met. Ventas has the right to freely terminate the
management agreement as to all communities if certain performance metrics are
not met and may freely terminate the management agreement as to certain
specified communities at any time. In addition, Ventas may also terminate the
management agreement as it relates to three communities per year subject to the
payment of a fee and an aggregate cap on such terminations over the term of the
agreement.

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Concentration risk

We use concentration ratios to identify, understand and evaluate the potential
impact of economic downturns and other adverse events that may affect our asset
types, geographic locations, business models, and tenants, operators and
managers. We evaluate concentration risk in terms of investment mix and
operations mix. Investment mix measures the percentage of our investments that
is concentrated in a specific asset type or that is operated or managed by a
particular tenant, operator or manager. Operations mix measures the percentage
of our operating results that is attributed to a particular tenant, operator or
manager, geographic location or business model.

The following tables reflect our concentration risk at the dates and for the periods presented:

                                                               As of March 31, 2022        As of December 31, 2021
Investment mix by asset type (1):
Senior housing communities                                                   67.0  %                       67.4  %
MOBs                                                                         17.7                          17.1
Life science, research and innovation centers                                 6.6                           6.7
Health systems                                                                4.9                           5.0

Inpatient rehabilitation (“IRF”) and long-term acute care (“LTAC”) facilities

                                               1.5                           1.5
Skilled nursing facilities ("SNFs")                                           0.6                           0.6
Secured loans receivable and investments, net                                 1.7                           1.7
Total                                                                       100.0  %                      100.0  %
Investment mix by tenant, operator and manager (1):
Atria (2)                                                                    26.7  %                       27.0  %
Sunrise                                                                       9.9                          10.0
Brookdale Senior Living                                                       7.7                           7.8
Le Groupe Maurice                                                             7.3                           7.3

Ardent                                                                        5.3                           4.7
Kindred                                                                       0.8                           1.0
All other                                                                    42.3                          42.2
Total                                                                       100.0  %                      100.0  %

______________________________

(1)The ratios are based on the gross book value of consolidated real estate investments (excluding buildings classified as held for sale) at each closing date. (2) Includes assets managed by Holiday, which was acquired by Atria in July 2021.

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                                                                      For 

three months ended March, 31st,

                                                                         2022                      2021

Mix of activities by tenant and operator and business model: Revenue (1): Senior residence activities

                                                      64.0  %                   58.3  %
Brookdale Senior Living (2)                                                    3.7                       4.1
Kindred                                                                        3.3                       3.6
Ardent                                                                         3.2                       3.5
All others                                                                    25.8                      30.5
Total                                                                        100.0  %                  100.0  %
Net operating income ("NOI"):
Senior living operations                                                      37.1  %                   26.6  %
Brookdale Senior Living (2)                                                    7.8                       8.8
Kindred                                                                        7.0                       7.8
Ardent                                                                         6.8                       7.5
All others                                                                    41.3                      49.3
Total                                                                        100.0  %                  100.0  %
Operations mix by geographic location (3):
California                                                                    15.0  %                   15.4  %
New York                                                                       7.4                       7.7
Texas                                                                          6.6                       6.0
Pennsylvania                                                                   4.8                       4.6
North Carolina                                                                 4.4                       3.7
All others                                                                    61.8                      62.6
Total                                                                        100.0  %                  100.0  %

______________________________

(1)Total revenues include office building and other services revenue, revenue
from loans and investments and interest and other income (including amounts
related to assets classified as held for sale).
(2)Results exclude eight senior housing communities which are included in the
senior living operations reportable business segment.
(3)Ratios are based on total revenues (including amounts related to assets
classified as held for sale) for each period presented.

See "Non-GAAP Financial Measures" included elsewhere in this Quarterly Report on
Form 10-Q for additional disclosure and reconciliations of net income
attributable to common stockholders, as computed in accordance with GAAP, to
NOI.

Performance and Expiration of Triple-Net Leases

Although our lease expirations are staggered, the non-renewal of some or all of
our triple-net leases that expire in any given year could have a material
adverse effect on us. During the three months ended March 31, 2022, we had no
triple-net lease renewals or expirations without renewal that, in the aggregate,
had a material impact on our financial condition or results of operations for
that period.

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Significant Accounting Policies and Estimates

Our Consolidated Financial Statements included in Part I, Item 1 of this
Quarterly Report on Form 10-Q 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 SEC
instructions to Form 10-Q and Article 10 of Regulation S-X. GAAP requires us to
make estimates and assumptions regarding future events that affect the reported
amounts of assets and liabilities, the disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting periods. We base these estimates on
our experience and assumptions we believe to be reasonable under the
circumstances. However, if our judgment or interpretation of the facts and
circumstances relating to various transactions or other matters had been
different, we may have applied a different accounting treatment, resulting in a
different presentation of our financial statements. We periodically reevaluate
our estimates and assumptions, and in the event they prove to be different from
actual results, we make adjustments in subsequent periods to reflect more
current estimates and assumptions about matters that are inherently uncertain.

Our 2021 Annual Report contains additional information regarding the critical
accounting policies that affect our more significant estimates and judgments
used in the preparation of our Consolidated Financial Statements included in
Part I, Item 1 of this Quarterly Report on Form 10-Q. There have been no
material changes to these policies in 2022. Please refer to "Note 2 - Accounting
Policies" of the Notes to Consolidated Financial Statements included in Part I,
Item 1 of this Quarterly Report on Form 10-Q for information regarding recently
adopted accounting standards.

Results of Operations

As of March 31, 2022, we operated through three reportable business segments:
triple-net leased properties, senior living operations and office operations. In
our triple-net leased properties reportable business segment, we invest in and
own senior housing and healthcare properties throughout the United States and
the United Kingdom and lease those properties to healthcare operating companies
under "triple-net" or "absolute-net" leases that obligate the tenants to pay all
property-related expenses. In our senior living operations reportable business
segment, we invest in senior housing communities throughout the United States
and Canada and engage independent operators, such as Atria and Sunrise, to
manage those communities. In our office operations reportable business segment,
we primarily acquire, own, develop, lease and manage MOBs and life science,
research and innovation centers throughout the United States. Information
provided for "non-segment" includes income from loans and investments and other
miscellaneous income and various corporate-level expenses not directly
attributable to any of our three reportable business segments. Assets included
in "non-segment" consist primarily of corporate assets, including cash,
restricted cash, loans receivable and investments, and miscellaneous accounts
receivable.

Our chief operating decision makers evaluate performance of the combined
properties in each reportable business segment and determine how to allocate
resources to those segments, in significant part, based on segment net operating
income ("NOI") and related measures. For further information regarding our
reportable business segments and a discussion of our definition of segment NOI,
see "Note 16 - Segment Information" of the Notes to Consolidated Financial
Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q. See
"Non-GAAP Financial Measures" included elsewhere in this Quarterly Report on
Form 10-Q for additional disclosure and reconciliations of net income
attributable to common stockholders, as computed in accordance with GAAP, to
NOI.

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Three months completed March 31, 2022 and 2021

The table below shows our results of operations for the three months ended March
31, 2022 and 2021 and the effect of changes in those results from period to
period on our net income attributable to common stockholders (dollars in
thousands):

                                                        For the Three Months Ended March             (Decrease) Increase
                                                                      31,                               to Net Income
                                                            2022                2021                 $                  %
Segment NOI:
Triple-net leased properties                            $  147,553          $ 155,060          $   (7,507)              (4.8) %
Senior living operations                                   175,591            110,821              64,770               58.4
Office operations                                          137,974            135,236               2,738                2.0
Non-segment                                                 11,866             21,615              (9,749)             (45.1)
Total segment NOI                                          472,984            422,732              50,252               11.9
Interest and other income                                      536                341                 195               57.2
Interest expense                                          (110,794)          (110,767)                (27)                 -
Depreciation and amortization                             (289,064)          (314,148)             25,084                8.0
General, administrative and professional fees              (42,998)           (40,309)             (2,689)              (6.7)
Loss on extinguishment of debt, net                              -            (27,090)             27,090              100.0
Transaction expenses and deal costs                        (19,992)            (4,617)            (15,375)                   nm
Allowance on loans receivable and investments                   54              8,902              (8,848)             (99.4)
Other                                                       27,190              9,428              17,762                    nm

Profit (loss) before unconsolidated entities, real estate disposals, income taxes and non-controlling interests

                                                   37,916            (55,528)             93,444                    nm
Loss from unconsolidated entities                           (4,269)              (250)             (4,019)                   nm
Gain on real estate dispositions                             2,455              2,533                 (78)              (3.1)
Income tax benefit (expense)                                 4,490             (2,153)              6,643                    nm
Income (loss) from continuing operations                    40,592            (55,398)             95,990                    nm
Net income (loss)                                           40,592            (55,398)             95,990                    nm

Net income attributable to non-controlling interests 1,860

     1,811                 (49)              (2.7)

Net income (loss) attributable to common shareholders $38,732 ($57,209) $95,941

                    nm


______________________________

nm – not significant

NOI-Triple-Net segment Leased properties

The following table summarizes results of operations in our triple-net leased
properties reportable business segment, including assets sold or classified as
held for sale as of March 31, 2022 (dollars in thousands):

                                                        For the Three Months Ended March             (Decrease) Increase
                                                                      31,                               to Segment NOI
                                                            2022                2021                 $                  %
Segment NOI-Triple-Net Leased Properties:
Rental income                                           $  151,561          $ 159,885          $   (8,324)              (5.2) %
Less: Property-level operating expenses                     (4,008)            (4,825)                817               16.9
Segment NOI                                             $  147,553          $ 155,060          $   (7,507)              (4.8)



In our triple-net leased properties reportable business segment, our revenues
generally consist of fixed rental amounts (subject to contractual escalations)
received from our tenants in accordance with the applicable lease terms. We
report revenues and property-level operating expenses within our triple-net
leased properties reportable business segment for real estate tax and insurance
expenses that are paid from escrows collected from our tenants.

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The segment NOI decrease in our triple-net leased portfolio was primarily driven
by rental income from communities that were transitioned to our senior housing
operating portfolio or sold prior to the first quarter of 2022, partially offset
by an increase in rental income for one property acquired after the first
quarter of 2021.

Occupancy rates may affect the profitability of our tenants' operations. For
senior housing communities and post-acute properties in our triple-net leased
properties reportable business segment, occupancy generally reflects average
operator-reported unit and bed occupancy, respectively, for the reporting
period. Because triple-net financials are delivered to us following the
reporting period, occupancy is reported in arrears. The following table sets
forth average continuing occupancy rates related to the triple-net leased
properties we owned at March 31, 2022 and 2021 for the fourth quarter of 2022
and 2021, respectively. The table excludes non-stabilized properties, properties
owned through investments in unconsolidated real estate entities, certain
properties for which we do not receive occupancy information and properties
acquired or properties that transitioned operators for which we do not have a
full quarter of occupancy results.

                                                               Average Occupancy for                                       Average Occupancy for
                                          Number of              the Three Months                     Number of              the Three Months
                                     Properties Owned at        Ended December 31,               Properties Owned at        Ended December 31,
                                       March 31, 2022                  2021                        March 31, 2021                  2020
Senior housing communities                   261                       75.2%                             284                       79.2%
SNFs                                         16                        79.5                              16                        79.7
IRFs and LTACs                               35                        57.0                              35                        57.2


The occupancy declines are primarily the result of the impacts of COVID-19 on senior housing and SNF operations.

The following table compares results of operations for our 331 same-store
triple-net leased properties. See "Non-GAAP Financial Measures-NOI" included
elsewhere in this Quarterly Report on Form 10-Q for additional disclosure
regarding same-store NOI for each of our reportable business segments (dollars
in thousands).

                                                        For the Three Months Ended March             (Decrease) Increase
                                                                      31,                               to Segment NOI
                                                            2022                2021                 $                   %

Same Store Segment NOI-Triple-Net Leased Properties: Rental income

                                           $  149,371          $ 149,428          $       (57)                -  %
Less: Property-level operating expenses                     (3,798)            (3,834)                  36               0.9
Segment NOI                                             $  145,573          $ 145,594          $       (21)                -



Segment NOI in our same-store triple-net leased portfolio was flat during the
first quarter of 2022 as compared to the same period in 2021 driven by
contractual escalators offset by reduced payments from select senior housing
tenants due to the continued pandemic impact.

NOI-Senior Living Operations Segment

The following table summarizes the results of operations for our reportable retirement residences segment, including assets sold or classified as held for sale in March 31, 2022 (dollars in thousands):

                                                        For the Three Months Ended March              Increase (Decrease)
                                                                      31,                               to Segment NOI
                                                            2022                2021                 $                  %
Segment NOI-Senior Living Operations:
Resident fees and services                              $  651,121          $ 528,650          $  122,471               23.2  %
Less: Property-level operating expenses                   (475,530)          (417,829)            (57,701)             (13.8)
Segment NOI                                             $  175,591          $ 110,821          $   64,770               58.4



                                       36
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                                                                                                                                        Average Monthly Revenue Per
                                                                                          Average Unit Occupancy for the Three          Occupied Room
For the Three
                                          Number of Properties at March 31,                      Months Ended March 31,                    Months Ended March 31,
                                         2022                            2021                   2022                  2021                 2022                2021
Total communities                         546                             439                      80.0  %              76.3  %       $      4,373          $ 4,649



Resident fees and services include all amounts earned from residents at our
senior housing communities, such as rental fees related to resident leases,
extended health care fees and other ancillary service income. Property-level
operating expenses related to our senior living operations reportable business
segment include labor, food, utilities, marketing, management and other costs of
operating the properties. For senior housing communities in our senior living
operations reportable business segment, occupancy generally reflects average
operator-reported unit occupancy for the reporting period. Average monthly
revenue per occupied room reflects average resident fees and services per
operator-reported occupied unit for the reporting period.

The increase in our senior living operations reportable business segment NOI was
primarily driven by the acquisition of over 100 independent living communities
from New Senior in September 2021, an overall increase in occupancy and higher
HHS grants received, which are reflected as a reduction in property-level
operating expenses. During the first quarter of 2022 and 2021, HHS grants
received reduced property-level operating expenses by $32.8 million, net of
management fees of $1.1 million, and $13.6 million, respectively.

The following table compares the operating results of our 321 seniors’ residences on a comparable store basis (in thousands of dollars):

                                                        For the Three Months Ended March             Increase (Decrease)
                                                                      31,                               to Segment NOI
                                                            2022                2021                 $                  %
Same-Store Segment NOI-Senior Living Operations:
Resident fees and services                              $  479,716          $ 436,890          $   42,826                9.8  %
Less: Property-level operating expenses                   (344,704)          (329,563)            (15,141)              (4.6)
Segment NOI                                             $  135,012          $ 107,327          $   27,685               25.8



                                                                                                                                        Average Monthly Revenue Per
                                                                                          Average Unit Occupancy for the Three          Occupied Room
For the Three
                                          Number of Properties at March 31,                      Months Ended March 31,                    Months Ended March 31,
                                         2022                            2021                   2022                  2021                 2022                2021
Same-store communities                    321                             321                      83.0  %              78.8  %       $      4,821          $ 4,625



The increase in our same-store senior living operations reportable business
segment NOI was primarily driven by an overall increase in occupancy and revenue
per occupied room from strong in place resident rate increases in the U.S. and
improving re-leasing spreads as well as higher HHS grants received, which are
reflected as a reduction in property-level operating expenses, partially offset
by higher operating expenses, driven by macro inflationary impacts including
labor, utilities and other operating expenses. During the first quarter of 2022
and 2021, HHS grants received reduced property-level operating expenses by $21.1
million, net of management fees of $1.1 million, and $7.6 million, respectively.

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Segment NOI-Office Operations

The following table summarizes results of operations in our office operations
reportable business segment, including assets sold or classified as held for
sale as of March 31, 2022 (dollars in thousands). For properties in our office
operations reportable business segment, occupancy generally reflects occupied
square footage divided by net rentable square footage as of the end of the
reporting period.

                                                        For the Three Months Ended March              Increase (Decrease)
                                                                      31,                               to Segment NOI
                                                            2022                2021                 $                   %
Segment NOI-Office Operations:
Rental income                                           $  200,540          $ 197,455          $     3,085                1.6  %
Office building and other services revenue                     617              2,345               (1,728)             (73.7)
Total revenues                                             201,157            199,800                1,357                0.7

Less:

Property-level operating expenses                          (63,183)           (63,946)                 763                1.2
Office building and other services costs                         -               (618)                 618              100.0
Segment NOI                                             $  137,974          $ 135,236          $     2,738                2.0



                                                                                                                                       Annualized Average Rent Per
                                                                                                                                           Occupied Square Foot
                                                                                                                                     for the Three Months Ended March
                                        Number of Properties at March 31,                       Occupancy at March 31,                             31,
                                       2022                            2021                   2022                   2021                 2022                2021
Total office buildings                  361                             373                       90.5  %              89.3  %       $     36              $    34



The increase in office operations reportable business segment NOI for the three
months ended March 31, 2022 compared to the same period in 2021 was primarily
due to successful new leasing, sustained tenant retention, improved parking
revenues, revenues from exiting tenants and the acquisitions of 18 MOBs and one
behavioral health center during the first quarter of 2022, partially offset by
dispositions of non-core assets during 2021.

The following table compares the operating results of our 332 same-store office properties (in thousands of dollars):

                                                        For the Three Months Ended March             Increase (Decrease)
                                                                      31,                               to Segment NOI
                                                            2022                2021                 $                  %
Same-Store Segment NOI-Office Operations:
Rental income                                           $  192,093          $ 180,307          $   11,786                6.5  %
Less: Property-level operating expenses                    (59,811)           (56,753)             (3,058)              (5.4)
Segment NOI                                             $  132,282          $ 123,554          $    8,728                7.1



                                                                                                                                       Annualized Average Rent Per
                                                                                                                                           Occupied Square Foot
                                                                                                                                     for the Three Months Ended March
                                         Number of Properties at March 31,                      Occupancy at March 31,                             31,
                                        2022                            2021                   2022                  2021                 2022      

2021

Same-store office buildings              332                             332                      91.8  %              91.5  %       $     37              $    35



The increase in our same-store office operations reportable business segment NOI
for the three months ended March 31, 2022 over the same period in 2021 was
primarily due to contractual rent escalators, successful new leasing, sustained
tenant retention, improved parking income and revenues from exiting tenants.

                                       38
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NOI-Non-Segment

Information provided for non-segment NOI includes income from loans and
investments and other miscellaneous income not directly attributable to any of
our three reportable business segments. The $9.7 million decrease in non-segment
NOI for the three months ended March 31, 2022 over the same period in 2021 was
primarily due to lower income from loans receivable investments as a result of
repayments during the course of 2021 of loan investments held by the Company.

Company Results

Interest Expense

Interest expense was relatively flat for the three months ended March 31, 2022
compared to the same period in 2021 due to an increase of $3.1 million from an
increased debt balance and $0.6 million of lower capitalized interest, offset by
a decrease of $3.7 million due to a lower interest rate. Our weighted average
effective interest rate was 3.49% and 3.62% for the three months ended March 31,
2022 and 2021, respectively. Capitalized interest for the three months ended
March 31, 2022 and 2021 was $2.5 million and $3.1 million, respectively.

Depreciation and amortization

The $25.1 million decrease in depreciation and amortization expense was
primarily due to $78.5 million of impairments recognized in the first quarter of
2021 for properties sold or classified as held for sale, partially offset by
$41.9 million of depreciation on assets acquired from New Senior, and $14.3
million of impairments recognized in the first quarter of 2022.

General, administrative and professional expenses

The $2.7 million increase in general, administrative and professional fees was
primarily due to the inclusion of a portion of New Senior's overhead and the
return to a more normalized business environment.

Loss on extinguishment of debt, net

The $27.1 million decrease in loss on extinguishment of debt, net is primarily
related to the first quarter 2021 make whole redemption for the entirety of the
$400.0 million aggregate principal amount of 3.10% seniors notes due January
2023.

Transaction expenses and transaction costs

The $15.4 million increase in transaction expenses and deal costs was primarily
due to $12.0 million of costs incurred in connection with stockholder relations
matters as well as costs associated with operator transitions.

Provision on loans receivable and investments

The $8.8 million decrease in allowance on loans receivable and investments was
due to a change in our estimate of credit losses during the first quarter of
2021 and the corresponding reversal of allowances as of March 31, 2021.

Other

The $17.8 million increase in other income was primarily due to an increase of
$8.6 million due to insurance proceeds received during the first quarter of 2022
and expenses incurred during the first quarter of 2021 relating to winter storms
and an increase of $7.6 million in unrealized gain on stock warrants received in
connection with the Brookdale Senior Living lease modification in the third
quarter of 2020.

Loss from non-consolidated entities

the $4.0 million The increase in the loss of non-consolidated entities is mainly attributable to our share of the increase in the net loss of our investees.

                                       39
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Gain on disposal of real estate

Gain on real estate dispositions was relatively flat for the three months ended
March 31, 2022 compared to the same period in 2021, and relates to the sale of a
vacant land parcel in the first quarter of 2022 and the sale of two MOBs and one
triple-net leased property in the first quarter of 2021.

Tax benefit (expense)

The $4.5 million of income tax benefit for the three months ended March 31, 2022
as compared to the $2.2 million of income tax expense for the same period in
2021 was primarily due to operating losses at certain of our TRS entities and a
net benefit for the unwind of certain tax credit structure during the first
quarter of 2022.

Non-GAAP Financial Measures

We consider certain non-GAAP financial measures to be useful supplemental
measures of our operating performance. A non-GAAP financial measure is a measure
of historical or future financial performance, financial position or cash flows
that excludes or includes amounts that are not so excluded from or included in
the most directly comparable measure calculated and presented in accordance with
U.S. GAAP. Described below are the non-GAAP financial measures used by
management to evaluate our operating performance and that we consider most
useful to investors, together with reconciliations of these measures to the most
directly comparable GAAP measures.

The non-GAAP financial measures we present in this Quarterly Report on Form 10-Q
may not be comparable to those presented by other real estate companies due to
the fact that not all real estate companies use the same definitions. You should
not consider these measures as alternatives to net income attributable to common
stockholders (determined in accordance with GAAP) as indicators of our financial
performance or as alternatives to cash flow from operating activities
(determined in accordance with GAAP) as measures of our liquidity, nor are these
measures necessarily indicative of sufficient cash flow to fund all of our
needs. In order to facilitate a clear understanding of our consolidated
historical operating results, you should examine these measures in conjunction
with net income attributable to common stockholders as presented in our
Consolidated Financial Statements and other financial data included elsewhere in
this Quarterly Report on Form 10-Q.

Funds from operations and normalized funds from operations attributable to common shareholders

Historical cost accounting for real estate assets implicitly assumes that the
value of real estate assets diminishes predictably over time. However, since
real estate values historically have risen or fallen with market conditions,
many industry investors deem presentations of operating results for real estate
companies that use historical cost accounting to be insufficient by themselves.
For that reason, we consider Funds From Operations attributable to common
stockholders ("FFO") and Normalized FFO to be appropriate supplemental measures
of operating performance of an equity REIT. We believe that the presentation of
FFO, combined with the presentation of required GAAP financial measures, has
improved the understanding of operating results of REITs among the investing
public and has helped make comparisons of REIT operating results more
meaningful. Management generally considers FFO to be a useful measure for
understanding and comparing our operating results because, by excluding gains
and losses related to sales of previously depreciated operating real estate
assets, impairment losses on depreciable real estate and real estate asset
depreciation and amortization (which can differ across owners of similar assets
in similar condition based on historical cost accounting and useful life
estimates), FFO can help investors compare the operating performance of a
company's real estate across reporting periods and to the operating performance
of other companies. We believe that Normalized FFO is useful because it allows
investors, analysts and our management to compare our operating performance to
the operating performance of other real estate companies and between periods on
a consistent basis without having to account for differences caused by
non-recurring items and other non-operational events such as transactions and
litigation. In some cases, we provide information about identified non-cash
components of FFO and Normalized FFO because it allows investors, analysts and
our management to assess the impact of those items on our financial results.

We use the National Association of Real Estate Investment Trusts ("Nareit")
definition of FFO. Nareit defines FFO as net income attributable to common
stockholders (computed in accordance with GAAP) excluding gains (or losses) from
sales of real estate property, including gain (or loss) on re-measurement of
equity method investments and impairment write-downs of depreciable real estate,
plus real estate depreciation and amortization, and after adjustments for
unconsolidated partnerships and entities. Adjustments for unconsolidated
partnerships and entities will be calculated to reflect FFO on the same basis.
We define Normalized FFO as FFO excluding the following income and expense items
(which may be recurring in nature): (a) transaction costs and expenses,
including amortization of intangibles, transition and integration expenses and
deal costs and expenses, including expenses and recoveries relating to
acquisition lawsuits; (b) the impact of any expenses related to asset impairment
and valuation allowances, the write-off of unamortized deferred financing fees,
or additional costs, expenses,
                                       40
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discounts, make-whole payments, penalties or premiums incurred as a result of
early retirement or payment of our debt; (c) the non-cash effect of income tax
benefits or expenses, the non-cash impact of changes to our executive equity
compensation plan, derivative transactions that have non-cash mark-to-market
impacts on our Consolidated Statements of Income and non-cash charges related to
leases; (d) the financial impact of contingent consideration, severance-related
costs and charitable donations to the Ventas Charitable Foundation; (e) gains
and losses for non-operational foreign currency hedge agreements and changes in
the fair value of financial instruments; (f) gains and losses on non-real estate
dispositions and other unusual items related to unconsolidated entities; (g) net
expenses or recoveries related to natural disasters and (h) any other
incremental items set forth in the Normalized FFO reconciliation included
herein.

The following table summarizes our FFO and Normalized FFO for the three months
ended March 31, 2022 and 2021 (dollars in thousands). The increase in Normalized
FFO for the three months ended March 31, 2022 over the same period in 2021 is
primarily due to increased net operating income at our senior housing
communities as a result of improved occupancy, higher revenue per occupied room,
acquisitions since the first quarter of 2021, including the acquisition of over
100 independent living communities from New Senior, and higher HHS grants
received, partially offset by lower interest income on loan investments.

                                                                    For the 

Three months completed March, 31st,

                                                                         2022                  2021
Net income (loss) attributable to common stockholders               $     38,732          $   (57,209)
Adjustments:
Depreciation and amortization on real estate assets                      288,103              312,869

Depreciation of real estate assets related to non-controlling interests

                                                                 (4,449)              (4,618)

Depreciation of real estate assets related to non-consolidated entities

                                                                   7,265                4,018
Gain on real estate dispositions                                          (2,455)              (2,533)

Gain on real estate disposals related to non-controlling interests

                                                                     17                    -
FFO attributable to common stockholders                                  327,213              252,527

Adjustments:

Change in fair value of financial instruments                            (29,881)             (21,008)
Non-cash income tax (benefit) expense                                     (5,805)               1,344
Loss on extinguishment of debt, net                                            -               27,090
Gain on transactions related to unconsolidated entities                       (3)                 (21)
Transaction expenses and deal costs                                       21,288                5,360
Amortization of other intangibles                                            268                  116
Other items related to unconsolidated entities                               131                  101
Non-cash impact of changes to equity plan                                  7,206                8,741
Natural disaster (recoveries) expenses, net                               (3,709)               5,127

Allowance on loan investments, net of noncontrolling interests               (53)              (8,900)
Normalized FFO attributable to common stockholders                  $    316,655          $   270,477



                                       41
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NO I

We also consider NOI an important supplemental measure because it allows
investors, analysts and our management to assess our unlevered property-level
operating results and to compare our operating results with those of other real
estate companies and between periods on a consistent basis. We define NOI as
total revenues, less interest and other income, property-level operating
expenses and office building and other services costs. Cash receipts may differ
due to straight-line recognition of certain rental income and the application of
other GAAP policies.

The following table provides a reconciliation of net income attributable to common shareholders to NOI (in thousands of dollars):

                                                                    For the 

Three months completed March, 31st,

                                                                         2022                  2021
Net income (loss) attributable to common stockholders               $     38,732          $   (57,209)
Adjustments:
Interest and other income                                                   (536)                (341)
Interest expense                                                         110,794              110,767
Depreciation and amortization                                            289,064              314,148
General, administrative and professional fees                             42,998               40,309
Loss on extinguishment of debt, net                                            -               27,090
Transaction expenses and deal costs                                       19,992                4,617
Allowance on loans receivable and investments                                (54)              (8,902)
Other                                                                    (27,190)              (9,428)
Net income attributable to noncontrolling interests                        1,860                1,811
Loss from unconsolidated entities                                          4,269                  250
Income tax (benefit) expense                                              (4,490)               2,153
Gain on real estate dispositions                                          (2,455)              (2,533)
NOI                                                                 $    472,984          $   422,732



See "Results of Operations" for discussions regarding both segment NOI and
same-store segment NOI. We define same-store as properties owned, consolidated
and operational for the full period in both comparison periods and that are not
otherwise excluded; provided, however, that we may include selected properties
that otherwise meet the same-store criteria if they are included in
substantially all of, but not a full, period for one or both of the comparison
periods, and in our judgment such inclusion provides a more meaningful
presentation of our segment performance.

Newly acquired development properties and recently developed or redeveloped
properties in our senior living operations reportable business segment will be
included in same-store once they are stabilized for the full period in both
periods presented. These properties are considered stabilized upon the earlier
of (a) the achievement of 80% sustained occupancy or (b) 24 months from the date
of acquisition or substantial completion of work. Recently developed or
redeveloped properties in our office operations reportable business segment and
triple-net leased properties reportable business segment will be included in
same-store once substantial completion of work has occurred for the full period
in both periods presented. Our senior living operations and triple-net leased
properties that have undergone operator or business model transitions will be
included in same-store once operating under consistent operating structures for
the full period in both periods presented.

Properties are excluded from same-store if they are: (i) sold, classified as
held for sale or properties whose operations were classified as discontinued
operations in accordance with GAAP; (ii) impacted by materially disruptive
events such as flood or fire; (iii) for SHOP, those properties that are
currently undergoing a materially disruptive redevelopment; (iv) for our office
operations reportable business segment and triple-net lease properties
reportable business segment, those properties for which management has an
intention to institute, or has instituted, a redevelopment plan because the
properties may require major property-level expenditures to maximize value,
increase NOI, or maintain a market-competitive position and/or achieve property
stabilization, most commonly as a result of an expected or actual material
change in occupancy or NOI; or (v) for SHOP reportable business segment and
triple-net leased reportable business segment, those properties that are
scheduled to undergo operator or business model transitions, or have
transitioned operators or business models after the start of the prior
comparison period.

                                       42
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To eliminate the impact of exchange rate movements, all portfolio
performance-based disclosures assume constant exchange rates across comparable
periods, using the following methodology: the current period's results are shown
in actual reported USD, while prior comparison period's results are adjusted and
converted to USD based on the average exchange rate for the current period.

Cash and capital resources

Our primary sources of liquidity are operating cash flow, proceeds from the issuance of debt and equity securities, borrowings under our unsecured revolving credit facility and proceeds from the sale of assets .

For the next 12 months, our principal liquidity needs are to: (i) fund operating
expenses; (ii) meet our debt service requirements; (iii) repay maturing mortgage
and other debt; (iv) fund acquisitions, investments and commitments and any
development and redevelopment activities; (v) fund capital expenditures; and
(vi) make distributions to our stockholders and unitholders, as required for us
to continue to qualify as a REIT. Depending upon the availability of external
capital, we believe our liquidity is sufficient to fund these uses of cash. We
expect that these liquidity needs generally will be satisfied by a combination
of the following: cash flows from operations, cash on hand, debt assumptions and
financings (including secured financings), issuances of debt and equity
securities, dispositions of assets (in whole or in part through joint venture
arrangements with third parties) and borrowings under our revolving credit
facilities and commercial paper program. However, an inability to access
liquidity through multiple capital sources concurrently could have a material
adverse effect on us.

Our material contractual obligations arising in the normal course of business
primarily consist of long-term debt and related interest payments, and operating
obligations which include ground lease obligations. During the three months
ended March 31, 2022, there were no significant changes to our contractual
obligations from those disclosed in the section "Management's Discussion and
Analysis of Financial Condition and Results of Operations" in our 2021 Annual
Report. See "Note 10 - Senior Notes Payable And Other Debt" of the Notes to
Consolidated Financial Statements included in Part I, Item 1 of this Quarterly
Report on Form 10-Q for further information regarding our significant debt
activities.

While continuing decreased revenue and net operating income as a result of the
COVID-19 pandemic could lead to downgrades of our long-term credit rating and
therefore adversely impact our cost of borrowing, we currently believe we will
continue to have access to one or more debt markets during the duration of the
pandemic and could seek to enter into secured debt financings or issue debt and
equity securities to satisfy our liquidity needs, although no assurances can be
made in this regard.

Credit facilities, commercial paper and unsecured term loans

We have a $2.75 billion unsecured revolving credit facility initially priced at
LIBOR plus 0.825% based on the Company's debt rating. The unsecured revolving
credit facility matures in January 2025, but may be extended at our option,
subject to the satisfaction of certain conditions, for two additional periods of
six months each. The credit facility also includes an accordion feature that
permits us to increase our aggregate borrowing capacity thereunder to up to
$3.75 billion, subject to the satisfaction of certain conditions.

As of March 31, 2022, we had $2.7 billion of undrawn capacity on our unsecured
revolving credit facility with $46.0 million borrowings outstanding and an
additional $25.0 million restricted to support outstanding letters of credit. We
limit our use of the unsecured revolving credit facility, to the extent
necessary, to support our commercial paper program when commercial paper notes
are outstanding.

Our wholly owned subsidiary, Ventas Realty, Limited Partnership ("Ventas
Realty"), may issue from time to time unsecured commercial paper notes up to a
maximum aggregate amount outstanding at any time of $1.0 billion. The notes are
sold under customary terms in the U.S. commercial paper note market and are
ranked pari passu with all of Ventas Realty's other unsecured senior
indebtedness. The notes are fully and unconditionally guaranteed by Ventas, Inc.
As of March 31, 2022, we had $636.9 million in borrowings outstanding under our
commercial paper program.

From March 31, 2022we had a $200.0 million unsecured term loan priced at LIBOR plus 0.90% which matures in 2023. The term loan also includes an accordion feature which effectively allows us to increase our total borrowings up to $800.0 millionsubject to the satisfaction of certain conditions.

From March 31, 2022we had a C$500.0 million unsecured term loan facility at Canadian dollar offered rate (“CDOR”) plus 0.90% which matures in 2025.

                                       43
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Senior Notes

We may, from time to time, seek to retire or purchase our outstanding senior
notes for cash or in exchange for equity securities in open market purchases,
privately negotiated transactions or otherwise. Such repurchases or exchanges,
if any, will depend on prevailing market conditions, our liquidity requirements,
contractual restrictions, prospects for capital and other factors. The amounts
involved may be material.

Equity Offerings

We participate in an "at-the-market" equity offering program ("ATM program"),
pursuant to which we may, from time to time, sell up to $1.0 billion aggregate
gross sales price of shares of our common stock. There were no issuances under
the ATM program for the three months ended March 31, 2022. As of March 31, 2022,
$1.0 billion aggregate gross sales price of shares of our common stock remains
available for issuance under the ATM program.

Derivatives and hedging

In the normal course of our business, interest rate fluctuations affect future
cash flows under our variable rate debt obligations, loans receivable and
marketable debt securities, and foreign currency exchange rate fluctuations
affect our operating results. We follow established risk management policies and
procedures, including the use of derivative instruments, to mitigate the impact
of these risks.

Dividends

During the three months ended March 31, 2022, we declared a dividend of $0.45
per share of our common stock. In order to continue to qualify as a REIT, we
must make annual distributions to our stockholders of at least 90% of our REIT
taxable income (excluding net capital gain). In addition, we will be subject to
income tax at the regular corporate rate to the extent we distribute less than
100% of our REIT taxable income, including any net capital gains. We intend to
pay dividends greater than 100% of our taxable income, after the use of any net
operating loss carryforwards, for 2022.

We expect that our cash flows will exceed our REIT taxable income due to
depreciation and other non-cash deductions in computing REIT taxable income and
that we will be able to satisfy the 90% distribution requirement. However, from
time to time, we may not have sufficient cash on hand or other liquid assets to
meet this requirement or we may decide to retain cash or distribute such greater
amount as may be necessary to avoid income and excise taxation. If we do not
have sufficient cash on hand or other liquid assets to enable us to satisfy the
90% distribution requirement, or if we desire to retain cash, we may borrow
funds, issue additional equity securities, pay taxable stock dividends, if
possible, distribute other property or securities or engage in a transaction
intended to enable us to meet the REIT distribution requirements or any
combination of the foregoing.

Cash flow

The following table presents our sources and uses of cash flows for the three months ended March 31, 2022 and 2021 (in thousands of dollars):

                                                     For the Three Months Ended March
                                                                   31,                         (Decrease) Increase to Cash
                                                         2022                2021                  $                   %
Cash, cash equivalents and restricted cash at
beginning of period                                  $  196,597          $ 451,640          $   (255,043)             (56.5) %
Net cash provided by operating activities               274,553            237,593                36,960               15.6
Net cash used in investing activities                  (437,326)          (102,612)             (334,714)                   nm

Net cash provided by (used in) financing activities 165,382 (377,067)

              542,449              143.9
Effect of foreign currency translation                      241                658                  (417)             (63.4)

Cash, cash equivalents and restricted cash, end of period

                                               $  199,447          $ 210,212          $    (10,765)              (5.1) %


______________________________

nm – not significant

                                       44
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Cash flow from operating activities

Cash flows from operating activities increased $37.0 million during the three
months ended March 31, 2022 compared to the same period in 2021 primarily due to
increased net operating income at our senior housing communities, including the
net benefit of HHS grants received, and acquisitions since the first quarter of
2021, including the acquisition of over 100 independent living communities from
New Senior, partially offset by lower interest income on loan investments and
increased transaction expenses and deal costs primarily due to expenses relating
to the stockholder relations matters in the first quarter of 2022.

Cash flow from investing activities

Cash flows from investing activities decreased $334.7 million during the three
months ended March 31, 2022 compared to the same period in 2021 primarily due to
the $349.2 million paid in connection with the acquisition of 18 MOBs, one
behavioral health center and one senior housing community, partially offset by
lower development project expenditures in the first quarter of 2022.

Cash flow from financing activities

Cash flows from financing activities increased $542.4 million during the three
months ended March 31, 2022 compared to the same period in 2021 primarily due
to the March 2021 redemption of $400.0 million senior notes due 2023, and
increased borrowings under our commercial paper program and proceeds from debt
in the first quarter of 2022.

Capital expenditure

The terms of our triple-net leases generally obligate our tenants to pay all
capital expenditures necessary to maintain and improve our triple-net leased
properties. However, from time to time, we may fund the capital expenditures for
our triple-net leased properties through loans or advances to the tenants, which
may increase the amount of rent payable with respect to the properties in
certain cases. We may also fund capital expenditures for which we may become
responsible upon expiration of our triple-net leases or in the event that our
tenants are unable or unwilling to meet their obligations under those leases. We
also expect to fund capital expenditures related to our senior living operations
and office operations reportable business segments with the cash flows from the
properties or through additional borrowings. We expect that these liquidity
needs generally will be satisfied by a combination of the following: cash flows
from operations, cash on hand, debt assumptions and financings (including
secured financings), issuances of debt and equity securities, dispositions of
assets (in whole or in part through joint venture arrangements with third
parties) and borrowings under our revolving credit facilities.

To the extent that unanticipated capital expenditure needs arise or significant
borrowings are required, our liquidity may be affected adversely. Our ability to
borrow additional funds may be restricted in certain circumstances by the terms
of the instruments governing our outstanding indebtedness.

We are party to certain agreements that obligate us to develop senior housing or
healthcare properties funded through capital that we and, in certain
circumstances, our joint venture partners provide. As of March 31, 2022, we had
15 properties under development pursuant to these agreements, including six
properties that are owned by an unconsolidated real estate entity. In addition,
from time to time, we engage in redevelopment projects with respect to our
existing senior housing communities to maximize the value, increase NOI,
maintain a market-competitive position, achieve property stabilization or change
the primary use of the property.

Off-balance sheet arrangements

We own interests in certain unconsolidated entities as described in "Note 7 -
Investments In Unconsolidated Entities." Except in limited circumstances, our
risk of loss is limited to our investment in the joint venture and any
outstanding loans receivable. In addition, we have certain properties which
serve as collateral for debt that is owed by a previous owner of certain of our
facilities, as described under "Note 10 - Senior Notes Payable And Other Debt"
to the Consolidated Financial Statements. Our risk of loss for these certain
properties is limited to the outstanding debt balance plus penalties, if any.
Further, we use financial derivative instruments to hedge interest rate and
foreign currency exchange rate exposure. Finally, at March 31, 2022, we had
$25.0 million outstanding letters of credit obligations. We have no other
material off-balance sheet arrangements that we expect would materially affect
our liquidity and capital resources except those described above.

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Financial information about the guarantor and the issuer

Ventas, Inc. has fully and unconditionally guaranteed the obligation to pay principal and interest on outstanding senior notes issued by our wholly-owned subsidiary, Ventas Realty. None of our other subsidiaries is obligated to Ventas Realty senior notes outstanding.

Ventas, Inc. has also fully and unconditionally guaranteed the obligation to pay
principal and interest with respect to the outstanding senior notes issued by
our 100% owned subsidiary, Ventas Canada Finance Limited ("Ventas Canada"). None
of our other subsidiaries is obligated with respect to Ventas Canada's
outstanding senior notes, all of which were issued on a private placement basis
in Canada.

Under certain circumstances, contractual and legal restrictions, including those
contained in the instruments governing our subsidiaries' outstanding mortgage
indebtedness, may restrict our ability to obtain cash from our subsidiaries for
the purpose of meeting our debt service obligations, including our payment
guarantees with respect to Ventas Realty's and Ventas Canada's senior notes.

                                       46
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The following summarizes our guarantor and issuer balance sheet and statement of
income information as of March 31, 2022 and December 31, 2021 and for the three
months ended March 31, 2022 and the year ended December 31, 2021 (in thousands).

                           Balance Sheet Information

                                                              As of March 31, 2022
                                                           Guarantor          Issuer
Assets
Investment in and advances to affiliates                 $ 17,789,558      $ 3,045,738
Total assets                                               17,922,405        3,155,639
Liabilities and equity
Intercompany loans                                         11,313,313       (3,863,941)
Total liabilities                                          11,537,000        4,133,468

Holder of redeemable PO units and non-controlling interests 96,646

Total equity (deficit)                                      6,288,759       

(977,829)

Total liabilities and equity                               17,922,405        3,155,639



                                                             As of December 31, 2021
                                                           Guarantor          Issuer
Assets

Investment in and advances to affiliates                 $ 17,448,874      $ 3,045,738

Total assets                                               17,561,305        3,156,840
Liabilities and equity

Intercompany loans                                         10,742,915       (3,563,060)

Total liabilities                                          10,972,521        4,097,362

Holder of redeemable OP units and non-controlling interests 98,356

         -
Total equity (deficit)                                      6,490,428         (940,522)
Total liabilities and equity                               17,561,305        3,156,840



                        Statement of Income Information

                                                             For the Three Months Ended March 31, 2022
                                                               Guarantor                    Issuer
Equity earnings in affiliates                             $          44,555          $               -
Total revenues                                                       46,321                     36,683

Profit (loss) before unconsolidated entities, real estate disposals, income taxes and non-controlling interests

              39,202                    (40,293)
Net income (loss)                                                    38,732                    (40,293)
Net income (loss) attributable to common stockholders                38,732                    (40,293)



                                                              For the Year Ended December 31, 2021
                                                               Guarantor                  Issuer
Equity earnings in affiliates                             $        133,143          $              -
Total revenues                                                     137,348                   158,255

Profit (loss) before unconsolidated entities, real estate disposals, income taxes and non-controlling interests

             49,694                  (215,773)
Net income (loss)                                                   49,008                  (215,777)
Net income (loss) attributable to common stockholders               49,008                  (215,777)


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