EXCELLENCE. SUSTAINED. INVESTOR PRESENTATION JANUARY 2017

EXCELLENCE. SUSTAINED. INVESTOR PRESENTATION JANUARY 2017 FORWARD-LOOKING STATEMENTS This presentation contains “forward-looking statements” within...
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EXCELLENCE. SUSTAINED.

INVESTOR PRESENTATION JANUARY 2017

FORWARD-LOOKING STATEMENTS This presentation contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, among others, statements of expectations, beliefs, future plans and strategies, anticipated results from operations and developments and other matters that are not historical facts. The forward-looking statements are based on management’s beliefs as well as on a number of assumptions concerning future events. Readers of these materials are cautioned not to put undue reliance on these forward-looking statements, which are not a guarantee of performance and are subject to a number of uncertainties and other factors that could cause actual events or results to differ materially from those expressed or implied by the forward-looking statements. The most important factors that could prevent the Company from achieving its stated goals include, but are not limited to: (a) the ability and willingness of the Company’s tenants, operators, borrowers, managers and other third parties to satisfy their obligations under their respective contractual arrangements with the Company, including, in some cases, their obligations to indemnify, defend and hold the Company harmless from and against various claims, litigation and liabilities; (b) the ability of the Company’s tenants, operators, borrowers and managers to maintain the financial strength and liquidity necessary to satisfy their respective obligations and liabilities to third parties, including without limitation obligations under their existing credit facilities and other indebtedness; (c) the Company’s success in implementing its business strategy and the Company's ability to identify, underwrite, finance, consummate and integrate diversifying acquisitions and investments, including investments in different asset types and outside the United States; (d) macroeconomic conditions such as a disruption of or a lack of access to the capital markets, changes in the debt rating on U.S. government securities, default or delay in payment by the United States of its obligations, and changes in the federal or state budgets resulting in the reduction or nonpayment of Medicare or Medicaid reimbursement rates; (e) the nature and extent of future competition, including new construction in the markets in which the Company’s seniors housing communities and medical office buildings are located; (f) the extent of future or pending healthcare reform and regulation, including cost containment measures and changes in reimbursement policies, procedures and rates; (g) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors; (h) the ability of the Company’s tenants, operators and managers, as applicable, to comply with laws, rules and regulations in the operation of the Company’s properties, to deliver high-quality services, to attract and retain qualified personnel and to attract residents and patients; (i) the Company’s ability and willingness to maintain its qualification as a REIT in light of economic, market, legal, tax and other considerations; (j) the ability and willingness of the Company’s tenants to renew their leases with the Company upon expiration of the leases, the Company’s ability to reposition its properties on the same or better terms in the event of nonrenewal or in the event the Company exercises its right to replace an existing tenant or manager, and obligations, including indemnification obligations, the Company may incur in connection with the replacement of an existing tenant or manager; (k) consolidation activity in the seniors housing and healthcare industries resulting in a change of control of, or a competitor’s investment in, one or more of the Company’s tenants, operators, borrowers or managers or significant changes in the senior management of the Company’s tenants, operators, borrowers or managers; and (l) the other factors set forth in the Company‘s periodic filings with the Securities and Exchange Commission.

1

TABLE OF CONTENTS Ventas & Market Introduction (4-22) Operational Excellence in Seniors Housing (23-29) The Hospital Growth Opportunity (30-35) Our Medical Office Building Platform (36-38) Our Life Science Platform (39-43) Post-Acute Portfolio (44-46) Closing (47) Appendix Definitions and SEC Reg. G Compliance (51-59)

2

VENTAS & MARKET INTRODUCTION EXCELLENCE. SUSTAINED.

VENTAS INVESTMENT THESIS EXCELLENCE. SUSTAINED. We are the premier provider of capital to leading senior living and healthcare operators and research institutions Ventas is positioned at the intersection of two large and dynamic markets: healthcare and real estate • Each represents nearly 20% of U.S. GDP • Demand tailwind of large growing senior population + longevity megatrend • $1T, fragmented real estate market ripe for investment Excellence Demonstrated: track record of consistent growth and income through cycles for almost two decades We will sustain excellence with superior People, Properties and Platforms • Diversified business model and financial strength • High-quality portfolio partnered with leading operators across asset classes • Extraordinary external growth opportunities • Attractive dividend yield with room to grow • Outstanding cohesive team

4

LONG-TERM SUSTAINABLE GROWTH AND INCOME WITH FINANCIAL STRENGTH Annual FFO / Sh Growth since 20011

2016(E) Norm. FFO / Sh Growth2

Annual Cash Dividend / Sh Growth since 20011

11%

4%-5%

8%

TSR CAGR since 12/31/19993

Credit Rating

Completed Spin-Off of SNFs in 2015

25%

BBB+

>$4B Enterprise Value

Leading S&P 500 Company3

2016(E) Net Debt / EBITDA2

Diversified Portfolio4

$34B

5.7x-5.8x

7x investment growth ~5 years • Significant multiple expansion since investment creates value

• 92% occupancy • Stable, growing cash flows

Senior Living

Life Science

• ~$3B initial investment w/ consistent cash flow growth outperformance • High-quality real estate in top coastal MSAs with high wealth, home values and barriers to entry

• University-based, new life science and innovation centers with long leases and strong credit • Adjacent business line that diversifies cash flows and is a new channel for growth

• Top 10 national senior care provider • Nearly doubled investment in ~5 years to fuel Atria growth • Trophy development projects underway

• Exclusive capital partner to leading developer • Funding significant projects with life science and innovation centers associated with top research institutions

• Attractive yield, superior risk adjusted return • $2B pro forma investment

Acute Care

• Superior risk-adjusted return • High-quality facilities with significant market share

• Scalable platform, creating $3B revenue provider in 6 key markets • Key not-for-profit relationships

9

CONSISTENT OUTSTANDING EXECUTION IN 20161 4%-5% Normalized FFO /

>$600M Strategic Dispositions and

6% Dividend / Share Increase2

$4M Annual Benefit from Positive

5.7x-5.8x Year-End Net Debt /

7% Premium Value SNF Disposition to

$1.5B Life Science and Innovation

$3B Revenues Pro Forma Leading

Share Growth (Expected)

Adjusted EBITDA

Center Acquisition with Leading Research Universities and Wexford Platform Growth

1. As announced in the Company’s 01/10/2017 press release. 2. Represents the quarterly dividend rate increase announced for Q4 2016.

Loan Repayments

Sunrise Agreement

Facilitate Kindred SNF Exit + 8 Year LTAC Lease Extension

Acute Care Platform in 6 Key Markets with #2 For-Profit Private Hospital Company

10

DIVERSE AND HIGH-QUALITY VTR PORTFOLIO Q4 2017(E)1 Life Science International Hospitals Loans U.S. Acute Care Hospitals

Skilled Nursing Life Science

Specialty Hospitals

1% 6%

Seniors Housing Operating

7%

5%

30%

$2B NOI

1% 6%

Skilled Nursing  >$4B Spin-Off of Majority of Skilled Nursing Portfolio  Kindred SNF Exit

19%

Medical Office

 Entry into Attractive Institutional-Quality Life Science and Innovation Centers Associated with Leading Research Universities with $1.5B Life Science Acquisition  Growth Including Near-Term Ground-Up Developments

24%

U.S. Acute Care Hospitals Seniors Housing NNN

 $1.3B Acquisition of Ardent’s Hospital Real Estate Network  Commitment to Fund Ardent’s Acquisition of LHP, Making it a $3B Revenues Provider

1. Data per Q3 2016 press release, supplemental and earnings conference call dated 10/28/2016. Pro forma for the expected $700M sale of 36 Kindred SNFs to Kindred on or prior to October 31, 2018 as announced on 11/14/2016; however there can be no assurance that the sale of the SNFs will occur or the terms or timing of such sale. Pro forma for the $700M loan to Ardent for its acquisition of LHP Hospital Group as announced on 10/05/2016 and expected to close in Q1 2017, pending customary regulatory reviews and approvals. Pro forma for additional anticipated acquisition activity totaling ~$1B, including the aforementioned $700M loan to Ardent, and disposition activity totaling ~$900M, including the aforementioned $700M Kindred SNF sale, as announced in the Company’s preliminary 2017 outlook on 01/10/2017.

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ATTRACTIVE AND DYNAMIC OPPORTUNITIES VTR AT THE INTERSECTION OF HEALTHCARE AND REAL ESTATE • Healthcare 20% by 20241

>$17T U.S. GDP

Large and growing aging population increases demand for healthcare and senior living products

• Senior population has immense spending power and wealth • Healthcare spending projected to grow 5.8% annually (2014–2024)1

VTR

~20% Real Estate2

• Senior housing and healthcare real estate market is large, fragmented and ripe for consolidation ($1T real estate market) • Healthcare real estate under-owned by REITs – $640K

5x

Faster Growth in 75+ Population1

Average 75+ Net Worth3

More Healthcare Spending from Seniors5

10,000

73%

2.5x

Boomers Turning Medicare Eligible Daily2

Of U.S. Healthcare Spending from 50+ Population4

More Physician Office Visits from Seniors6

34M

$12T

40%

Of Wealth Transfer to Boomers over Next 30-40 Years4

Of 85+ Cohort Need Help with 3+ Activities of Daily Living4

75+ By 2030 (+14M)1

1. 2. 3. 4. 5. 6.

Source: US Census Bureau, Population Division. Source: Pew Research Center. Federal Reserve Survey of Consumer Finances. Bank of America Merrill Lynch, Thematic Investing (May 2016). ISI Real Estate Research; Bureau of Labor Statistics. Marcus and Millichap, CMS.

13

LIFE SCIENCE INDUSTRY EXPERIENCING CONTINUED GROWTH Current Life Science Tenants 2014 R&D ($M) Drexel, Old Dominion, IIT $88

Duke $868

Universities & Research institutions have increased R&D spending

Wake Forest $172 Penn State $250 Miami $254 Maryland $382

U. of Penn $656

University Life Sciences Research Spending

Current tenants account for 10% of university life science R&D spend (~$4B)

$6B

+4.0%

$21B

+3.7%

$9B

$12B

+3.2%

2005

2014

$4B $15B

Biological sciences

Biotech M&A Market ($ billions) Pharma/Biotech M&A has grown at a +27% CAGR since 2012

+3.6%

$28B

Wash. U. $586

Yale $640

CAGR

$38B

Medical sciences

Other

Chronically Ill Individuals in U.S. (millions)

Global Healthcare M&A Volume (deals below $10 billion)

$259bn

In 2015, 48% of U.S. population has at least 1 chronic illness and 24% have at least 2

$210bn $150bn

$78bn 2012

$173bn

$100bn 2013 Pharma/Biotech

$131bn

2014 Services

$158bn

2015 Medtech

118

125

133

141

149

157

164

171

1995 2000 2005 2010 2015 2020 2025 2030

Source: Projection of Chronic Illness Prevalence and Cost Inflation (Wu, Shin-Yi et al. 2000); National Science Foundation; CDA CDER Note: Latest data as of 2014; federal scientific research funding represents total funds that are committed by federal agencies to support science-related research at higher education institutions across the U.S.

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THE VENTAS ADVANTAGE ENSURING EXCELLENCE. SUSTAINED.

PEOPLE

ADVANTAGED REAL ESTATE ASSETS IN ATTRACTIVE MARKETS

OUR PEOPLE OUR PROCESSES OUR CULTURE

ADVANTAGE PROPERTIES

PLATFORMS

LEADING OPERATORS ACROSS THE SITES OF CARE

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2016 EXPECTATIONS & PRELIMINARY 2017 OUTLOOK1 2016 Expectations • Approximating the high end of previously announced norm. FFO / share guidance range

Highlights

• Continued same-store NOI growth

• Same-store cash NOI growth in-line

• Strategic recycling of capital and disposition of nearly all of skilled nursing portfolio at ~$600M gain

• Continued portfolio enhancement and accelerated capital recycling

• Invest in future growth through new Wexford ground up developments

• Further strengthening healthy balance sheet and financial position

• Drive an even stronger financial profile and liquidity

• Benefit of profits from various transactions and fees

• Recurrence of profit benefits not expected from transactions and fees

Normalized FFO / Share

Approximating the high end of prior guidance of $4.10-$4.13

$4.12-$4.18

Same-Store Growth (Cash)

Total Company: Within prior 2.5%-3% guidance Segments: Within previously disclosed ranges

Total Company: 1.5%-2.5% Segments: Each expected to contribute positively

~2%

Typically ~100bps lower than cash driven by straight-line rent

New Investments (GAAP Yield)

$1.6B (7%-8%)

~$1B (7%-8%)

Asset Sales & Loan Repayments (GAAP Yield)

>$600M (~8%)

~$900M (7%-8%)

~$150M

~$300M

Net Debt / EBITDA

5.7x-5.8x

Consistent with year-end 2016

Debt Refinancing & Retirement

>$900M

$1B with extended tenors

348M

358M

Total Company SameStore Growth (GAAP)

Key Financial Metrics + Assumptions

Preliminary 2017 Outlook

(Re)development Funding2

Weighted Average Diluted Shares 1. As announced in the Company’s 01/10/2017 press release. 2. Represents expected VTR cash funding excluding third party debt.

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KEY 2017 OUTLOOK DRIVERS1 $4.12 to $4.18 2017 Normalized FFO Per Share Outlook 1.5% to 2.5% Same-Store Cash NOI Growth2

Carryover Impact of 2016 Acquisitions $1B 2017 Acquisitions at a 7%-8% GAAP Yield Funded Principally with $900M Disposition Proceeds at a 7%-8% GAAP Yield Carryover impact of 2016 dispositions + fees from tenants and borrowers Extended duration on ~$1B of refinanced debt and higher rates

2016 deleveraging impact (higher 2017 share count)

1. As announced in the Company’s press release on 01/10/2017; tentative, preliminary and subject to change. 2. GAAP typically ~100bps lower than cash driven by straight-line rent.

16

A $1T DOMESTIC REAL ESTATE MARKET ASSETS SHOULD FLOW TO MOST EFFICIENT OWNERS

Outpatient Facilities/ MOBs Life Science / Biotech Facilities Post-Acute Facilities

5% 10%

• Early stages of securitized public real estate • Dynamic policy environment

39%

15% Private Pay Seniors Housing

31%

• Domestic market is large and growing

Hospitals

• Care delivery increasingly interconnected • Consolidating and fragmented market with significant capital needs

18

SIGNIFICANT RUNWAY FOR GROWTH EARLY INNINGS OF HEALTHCARE REIT OWNERSHIP PERCENTAGE OF REAL ESTATE OWNED BY REITS Successful Model for Separating Real Estate from Operating Business 50%-55% 40%-50%

20%-25% 12%-15%

Healthcare

Multifamily Housing (Top 50)1

Malls

Hotels (Top 25)2

1. Based on number of units owned by top 50 multifamily housing owners. 2. Based on number of units owned by top 25 hotel owners. 19

HEALTHCARE DELIVERY IS CONVERGING REQUIRING SOLUTIONS ACROSS SITES OF CARE AND GEOGRAPHIES

CommunityBased Care

Hospitals

PostAcute Care

Seniors Housing Life Science

Leading operators consolidating + Care delivery increasingly interconnected + Dynamic policy environment = Need for broad and deep CAPITAL AND REAL ESTATE SOLUTIONS

20

CONSOLIDATION IS ON THE HORIZON WINNING OPERATORS WILL EMERGE

MARKET SHARE OF TOP 10 OPERATORS

Highly fragmented markets Benefits of scale and integration

Dynamic policy environment

90%

90%

80%

Other Operators

Accelerating consolidation Winners will emerge

10% Hospitals1

10% Post-Acute Care2

20%

Top 10 Operators

Consolidators will need capital partners

Seniors Housing

Source: MedPAC, Provider, LTPAC Health IT, ASHA, NIC, Becker's Hospital Review, AHA, Company estimates. 1. Includes all community hospitals (nonfederal, short-term general and special hospitals). 2. Includes SNF and HH operators. 21

FUTURE GROWTH PROSPECTS ARE BRIGHT

DRIVE OPERATIONAL EXCELLENCE WITH LEADING OPERATORS

BUILD ON ADVANTAGED PLATFORMS WITHIN ASSET CLASSES

CAPITALIZE ON HEALTHCARE CONVERGENCE

EXPLORE NEW MARKETS

MOBs and SHOP

E.g., Hospitals, Life Science and Redevelopment

Real estate solutions across sites of care

New asset classes and geographies

Opportunity to Change the Way Leading Healthcare Providers Think about Capital Sources

22

OPERATIONAL EXCELLENCE IN SENIORS HOUSING EXCELLENCE. EXEMPLIFIED.

VENTAS SENIORS HOUSING PORTFOLIO1

Seniors Housing Operating

Specialty Hospitals International Hospitals Loans U.S. Acute Care Hospitals Skilled Nursing

1% 6% 5% 1%

Life Science

6%

7% 30%

$2B NOI

• ~50% SHOP / 50% NNN seniors housing portfolio • Tremendous industry tailwinds −Growth in the seniors population −Benefits of communal living

19%

Medical Office

• Outstanding SHOP assets in advantaged markets + high-quality NNN leases

24%

Seniors Housing NNN

• 1.5%-3% 2016(E) same-store NOI growth

1. Data per Q3 2016 press release, supplemental and earnings conference call dated 10/28/2016. Pro forma for the expected $700M sale of 36 Kindred SNFs to Kindred on or prior to October 31, 2018 as announced on 11/14/2016; however there can be no assurance that the sale of the SNFs will occur or the terms or timing of such sale. Pro forma for the $700M loan to Ardent for its acquisition of LHP Hospital Group as announced on 10/05/2016 and expected to close in Q1 2017, pending customary regulatory reviews and approvals. Pro forma for additional anticipated acquisition activity totaling ~$1B, including the aforementioned $700M loan to Ardent, and disposition activity totaling ~$900M, including the aforementioned $700M Kindred SNF sale, as announced in the Company’s preliminary 2017 outlook on 01/10/2017. 24

ATTRACTIVE SHOP ASSETS VTR SHOP PORTFOLIO HAS HIGH-QUALITY ASSETS IN ATTRACTIVE LOCATIONS

Median household income

Median home value

75+ population growth

Building age

Ventas SHOP1,2

Industry benchmarks

$77,176

$55,5512

$416,026

$192,4322

11.8%

11.6%2

16

213

Note: Demographic figures reflect 3-mile radius from each community. 1. SHOP portfolio represents U.S. portfolio; metrics weighted by NOI; from 3Q16 Ventas supplemental. 2. Demographic data provided by Nielsen and reflects 2016 projections, unless otherwise noted; certain Canadian data is unavailable; population growth reflects 2016-2021 Nielsen projections. 3. 3Q16 NIC data; AL/IL supply excluding new construction. 25

SHOP ASSETS IN ATTRACTIVE LOCATIONS

• >65% of SHOP NOI in highbarrier-to-entry coastal markets1

22%

• Median home values 2.2x national average

West Coast NOI1

44%

East Coast NOI1 SHOP

• Median household income 1.4x national average • 3Q16 occupancy 100bps higher than NIC industry average2

Top 30 MSAs

Note: Data as of the second quarter ended 9/30/2016, unless otherwise noted. 1. Percentage of U.S. SHOP NOI in coastal markets as shown on map. 2. 3Q16 NIC Primary and Secondary Market data. 26

VENTAS SHOP STRATEGY WE HAVE A FOCUSED SHOP PARTNERSHIP STRATEGY VTR SHOP1

VTR SHOP STRATEGY

Focused on building scale with winners driving operational excellence

All Others

Offers partner for future growth and redevelopment 32% Sunrise 61% Atria

>90%

Two Focused Operators

Reduces intra-portfolio competition and portfolio overlap Builds deeper strategic relationships

Atria 5-year NOI CAGR nearly 400bps better than industry average

1. NOI diversification; Data as of the third quarter ended 09/30/2016. 27

NATIONAL SCALE DRIVES EFFICIENCY EXAMPLE: ATRIA DRIVES EFFICIENCY THROUGH HR AND COST SAVINGS ROBUST PROCESSES FOCUSED ON ATTRACTING, DEVELOPING AND RETAINING TALENT

Growth Opportunities

Robust Training

Transition Support

Incentives

SAVINGS REALIZED ACROSS CORPORATE AND LOCAL COSTS

22%

Insurance savings through VTR aggregation

13%

Food savings through national culinary program1

11%

Property management savings via national service contracts

9%

Collateral production savings via in-house print shop

Source: Atria internal data, 2010-2014. 1. Food cost savings represent change from 2010 costs relative to CPI index for food (2010-2014). 28

SALES AND MARKETING OPPORTUNITIES EXAMPLE: ATRIA SELLS VALUE PROPOSITION OF SENIORS HOUSING THROUGH MARKETING

Assisted living 40-60% cheaper than recreating benefits at home

Social Life Dining

Emergency Assistance

Exercise / Physical Activity

Housekeeping

Transportation

Independence

High-cost market: New York, NY Re-create benefits at home1: $12,011 Assisted Living rent2: $5,752 Low-cost market: Phoenix, AZ Re-create benefits at home1: $7,388 Assisted Living rent2: $4,098

~1% Penetration Rate Increase = Full U.S. Occupancy 1. APFM national average (05/06/2015) adjusted based on local COLA adjustments from Sperling's Best Places (New York: 1.46, Phoenix: 1.04); includes home health rate inflation (24%) based on Department of Social Services CT daily rate for Medicaid covered client adjustment. 2. 3Q16 NIC Average Rent by market (New York, NY and Phoenix, AZ). 29

THE HOSPITAL GROWTH OPPORTUNITY EXCELLENCE. FORWARD.

VENTAS ACUTE CARE HOSPITAL PORTFOLIO1 • Ardent-LHP business model well positioned for post-ACA environment

Specialty Hospitals International Hospitals Loans U.S. Acute Care Hospitals

1% 6%

Seniors Housing Operating

7%

5%

Skilled Nursing Life Science

30%

1% 6%

• ~3x EBITDARM coverage (operator cash flow / rent) • 6 diversified states with strong market share

$2B NOI

• Well-capitalized tenant with ≥1x net debt / EBITDA and ~4x net debt / adjusted EBITDAR

19%

Medical Office

−1/3 Ardent + 1/4 LHP Medicaid expansion states

24%

Seniors Housing NNN

• Ardent: strong performance through Q3 2016 −Good margins; improving with LHP • VTR Ardent-LHP Loan: sale-leaseback potential and strong risk adjusted return

1. Data per Q3 2016 press release, supplemental and earnings conference call dated 10/28/2016. Pro forma for the expected $700M sale of 36 Kindred SNFs to Kindred on or prior to October 31, 2018 as announced on 11/14/2016; however there can be no assurance that the sale of the SNFs will occur or the terms or timing of such sale. Pro forma for the $700M loan to Ardent for its acquisition of LHP Hospital Group as announced on 10/05/2016 and expected to close in Q1 2017, pending customary regulatory reviews and approvals. Pro forma for additional anticipated acquisition activity totaling ~$1B, including the aforementioned $700M loan to Ardent, and disposition activity totaling ~$900M, including the aforementioned $700M Kindred SNF sale, as announced in the Company’s preliminary 2017 outlook on 01/10/2017.

31

DEMOGRAPHIC FUNDAMENTALS SUPPLY CONSTRAINED AND UTILIZATION INCREASING U.S. NUMBER OF HOSPITAL BEDS (000s)

900

DAILY VOLUMES (000s)1

1,043

1,050 872

1,000

950

850 824

985

2010

2015F

929

900 802

800

973

805

796

787

850 800

849 809

750 50 0

0 1995

2000

2005

2010

2015

2020F

1995

2000

2005

2020F

Source: AHA Hospital Statistics. 1. Daily volumes is "US Adjusted Average Daily Census (000s)" – average number of patients receiving care each day during a reported period, adjusted for inpatient vs. outpatient. 32

HOSPITALS ARE EVOLVING

HOSPITALS remain the NERVE CENTER of healthcare delivery

SHORTER LENGTHS OF STAY

HIGHER VOLUMES

HIGHEST ACUITY CARE

33

MARKET CONSOLIDATION RESULTS IN BETTER MARGINS AND CREDIT

HOSPITALS INCREASINGLY CONSOLIDATING

CONSOLIDATED HOSPITALS HAVE STRONGER MARGINS... 8%

50%

40%

Unaffiliated hospitals

50

38% 0

1990

50%

60%

65%

MHS

15

MHS

Non-MHS

6%

Log Revenue ($M)

62%

35%

Total Margin1 (%)

% of Community Hospitals

100

6.3%

4% 4.7%

2%

3.1% 1.9%

2000

2007

2012

... AND HAVE BETTER CREDIT

0%

InvestorOwned Hospitals

Tax-Exempt Hospitals

12 9

6 3 0 CCC+ B-

B

B+ BB- BB BB+ 3B 3B+ Credit Rating2

Ardent-LHP Synergies Will Improve Margins Sources: AHA Chartbook, Journal of Healthcare Finance, "How Prepared are US Hospitals for the Affordable Care Act," Capital IQ. 1. Net income / Total Revenues. 2. n =24 ; all healthcare providers. 34

CAPITAL SOURCE TO PROVIDERS TO HELP THEM GROW, CONSOLIDATE AND SERVE PATIENTS CONSOLIDATION OPPORTUNITIES GREATER THAN EVER / VTR FINANCIAL STRENGTH, KNOWLEDGE AND RELATIONSHIPS CREATE ADVANTAGE Nongovernment, tax-exempt

State and local government

20%

GROWTH OPPORTUNITIES Public companies looking to spin off assets Private capital-backed hospital systems

21%

59%

Investorowned

Grow with tax-exempt hospitals

LHP provides entrée with valuable not-for-profit partnerships ~5,000 HOSPITALS

VTR Will Remain Selective / Focus on High-Quality Investments

35

OUR MEDICAL OFFICE BUILDING PLATFORM EXCELLENCE. ESTABLISHED.

VENTAS MEDICAL OFFICE PORTFOLIO1 • Top platform International Hospitals Loans U.S. Acute Care Hospitals Skilled Nursing Life Science

1% 6% 5% 1% 6%

19%

Medical Office

Specialty Hospitals

• 400+ customers Seniors Housing Operating

7%

• ~92% total occupancy

30%

• 96% affiliated or on campus

$2B NOI

• 85% of affiliations are investmentgrade health systems and HCA2 24%

Seniors Housing NNN

• Core business with reliable cash flow

1. Data per Q3 2016 press release, supplemental and earnings conference call dated 10/28/2016. Pro forma for the expected $700M sale of 36 Kindred SNFs to Kindred on or prior to October 31, 2018 as announced on 11/14/2016; however there can be no assurance that the sale of the SNFs will occur or the terms or timing of such sale. Pro forma for the $700M loan to Ardent for its acquisition of LHP Hospital Group as announced on 10/05/2016 and expected to close in Q1 2017, pending customary regulatory reviews and approvals. Pro forma for additional anticipated acquisition activity totaling ~$1B, including the aforementioned $700M loan to Ardent, and disposition activity totaling ~$900M, including the aforementioned $700M Kindred SNF sale, as announced in the Company’s preliminary 2017 outlook on 01/10/2017. 2. Represents cash NOI from assets with investment-grade systems and HCA.

37

SECULAR TRENDS ATTRACTIVE INCREASING POPULATION, INCREASING VISITS, INCREASING SPEND

INCREASING POPULATION

10,000

2.5x

New seniors eligible for Medicare daily1

Number of visits 65+ cohort makes to physician offices relative to the rest of the population3

34M 75+ individuals by 2030 (+14M)2

1. 2. 3. 4.

GROWING PHYSICIAN VISITS

HIGHER SPENDING Seniors 65+ spend 5x more per person4 $6,000 $5,200

$4,000

$2,000

$0

$1,000 $1B equity market capitalization • Favorable NNN lease structures

19%

Medical Office

−11 universities with avg. Aa2 rating

24%

Seniors Housing NNN

−10 year weighted average lease term

−2% annual rent escalators • Exclusive pipeline agreement for

growth

−Near-term development opportunities 1. Data per Q3 2016 press release, supplemental and earnings conference call dated 10/28/2016. Pro forma for the expected $700M sale of 36 Kindred SNFs to Kindred on or prior to October 31, 2018 as announced on 11/14/2016; however there can be no assurance that the sale of the SNFs will occur or the terms or timing of such sale. Pro forma for the $700M loan to Ardent for its acquisition of LHP Hospital Group as announced on 10/05/2016 and expected to close in Q1 2017, pending customary regulatory reviews and approvals. Pro forma for additional anticipated acquisition activity totaling ~$1B, including the aforementioned $700M loan to Ardent, and disposition activity totaling ~$900M, including the aforementioned $700M Kindred SNF sale, as announced in the Company’s preliminary 2017 outlook on 01/10/2017.

40

HIGH-QUALITY OPERATING PORTFOLIO WITH INSTITUTIONAL-QUALITY TENANTS Class-A Operating Properties



4.1 million square feet of purposebuilt real estate with average age of 6 years

 

Located on or contiguous to major campuses

Excellent Amenities for Tenants

13 LEED-certified buildings

High-quality Properties

Note: Statistics represent 23 operating properties.

New Relationships with Institutional-quality Tenants

41

ADDITIONAL GROWTH FROM NEAR-TERM DEVELOPMENT PROPERTIES The Chesterfield

W.F. Innovation Quarter – Bailey Power Plant

University

Duke (Durham, NC)

Wake Forest (Winston Salem, NC)

Endowment1

$7.3 billion

$1.2 billion

Life sciences R&D spend2

$868 million

$172 million

Location

On-campus

Adjacent to campus

Square feet

286K

111K

Tenants

Duke University

Wake Forest

Opening

2017

2017 / 2018

Property

1. 2015 endowments; National Association of College and University Business Officers and Commonfund Institute. 2. 2014 data from National Science Foundation

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ENHANCES VENTAS’S RELATIONSHIPS WITH LEADING UNIVERSITIES, ACADEMIC MEDICAL CENTERS AND RESEARCH COMPANIES Geographic Presence and University Affiliations MSA with Lillibridge presence

Key Highlights for Leading Tenants



Relationships with 11 top research universities that account for 10% of all university life science R&D spending



Average university credit rating of Aa2 (49% of rev.)

Top 10 Tenants by Revenue No.

Credit Rating / market cap

Tenant

Sq. ft. (000s)

1

Wake Forest

661

Aa3

2

Alexion

517

$27B1

3

Yale

283

Aaa

4

Penn Medicine

268

Aa1

5

Univ. of Maryland

145

Aa1

6

Old Dominion

122

A12

7

Inmar

243

B2

8

Therapeutic Proteins

86

NR

9

Paragon

58

NR

10

Eisai, Inc.

169

$16B3

Total

2,552

1. Alexion is not rated; has market capitalization of $27 billion. 2. Only rated by S&P; Moody’s equivalent rating is displayed. 3. Eisai is a Japanese company not rated by Moody’s or S&P; has market capitalization of US $16 billion. 43

POST-ACUTE PORTFOLIO EXCELLENCE. EVOLVED.

PRO FORMA VENTAS POST-ACUTE PORTFOLIO1 Specialty Hospitals

• 1% SNFs post-sale – successful deemphasis of SNF starting with CCP spin off

International Hospitals 7% Loans U.S. Acute 1% Care Hospitals 6% Skilled Nursing

1%

Life Science

5%

6%

Seniors Housing Operating 30%

$2B NOI

• ~5.8x Kindred adjusted net debt / EBITDAR2 −SNF sale deleveraging and accretive

19%

Medical Office

• Strong 2x Q3 specialty hospital EBITDARM coverage (operator cash flow / rent)

24%

Seniors Housing NNN

• Guaranteed leases • Cash flow stability – no rent rollover until 2023

1. Data per Q3 2016 press release, supplemental and earnings conference call dated 10/28/2016. Pro forma for the expected $700M sale of 36 Kindred SNFs to Kindred on or prior to October 31, 2018 as announced on 11/14/2016; however there can be no assurance that the sale of the SNFs will occur or the terms or timing of such sale. Pro forma for the $700M loan to Ardent for its acquisition of LHP Hospital Group as announced on 10/05/2016 and expected to close in Q1 2017, pending customary regulatory reviews and approvals. . 2. Calculated as Kindred’s net debt (long-term debt plus 2016 guided rent expenses multiplied by 6) less cash and cash equivalents, divided by 2016 guided Core EBITDAR. Based on Kindred’s Q3 2016 earnings release and conference call on 11/08/2016.

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KINDRED HEALTHCARE Diverse Business Mix

Impact of LTAC Criteria4

2% 12%

• KND ~$50M end of 2017 LTAC

38%

run-rate EBITDARM impact

85% Rehab2

SNF

23%



~0.1x-0.2x5

EBITDARM coverage

88%

KND Mitigated Run-Rate Impact (End of 2017)

impact to VTR

specialty hospital

VTR = 31/82 KND LTACs

~$50M KND Impact

Impact Expected to Improve through 2018 2x

Home Health & Hospice

39%

10%

13% 1 2 Kindred HCRMC3 Kindred Genesis Genesis HCRMC

Pro Forma Revenues for Announced Exit of SNF Business

• “Win-win” sale of 7 LTACs • Successful transition Q3

1.8x-1.9x

EBITDARM

Cash Rent Q3'15 Q2’16 TTM TTM VTR VTR Post-Acute Specialty Hospital EBITDARM Coverage EBITDARM Coverage

Q3'15 TTM VTR Q2’16 Pro Forma Specialty Post-Acute Hospital EBITDARM EBITDARM Coverage Coverage

1. Based on YTD Q3 2016 revenue before eliminations. Pro forma for Kindred’s announced plan to exit its SNF business. 2. Based on YTD Q3 2016 revenue. SNF category corresponds to inpatient services in Genesis 10K and includes AL facilities. Pro forma for the sale of Genesis’s home health and hospice business. 3. Based on 2015 revenue. Rehab revenue reported as 'Other' in ManorCare Annual Report. SNF revenue reported as 'Long-Term Care' in ManorCare Annual report and includes the operations of SNFs, ALFs and Memory Care facilities. 4. Information based on Kindred’s third quarter 2016 earnings conference call on 11/08/2016. 5. Excludes the impact of timing, lease escalations and organic operator EBITDARM growth.

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SUMMARY

Ventas is an S&P 500 diversified provider of capital to leading senior living and healthcare operators and research institutions. Ventas has a long and successful history of outperformance, stability, growth and income with a strong balance sheet.

Massive, fragmented healthcare real estate market with strong demand tailwinds and longevity megatrend provide opportunities for growth. The “Ventas Advantage” of people, platforms and properties will fuel Ventas’s continued success.

47

EXCELLENCE. SUSTAINED.

1 Welcome Overviewv9.ppt

48

DEFINITIONS AND SEC REG. G COMPLIANCE

DEFINITION OF TERMS NAREIT Funds from Operations (“FFO”) 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 joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis. The Company believes that income from continuing operations is the most comparable GAAP measure. Normalized FFO We consider normalized FFO to be an appropriate measure of the operating performance of an equity REIT. This measure of operating performance allows investors, analysts and our management to compare 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 unanticipated items and other events such as transactions and litigation. Normalized FFO is calculated as NAREIT FFO excluding the following income and expense items (which may be recurring in nature): (i) Deal Costs, (ii) the impact of any expenses related to asset impairment and valuation allowances, the write-off of unamortized deferred financing fees, or additional costs, expenses, discounts, make whole payments, penalties or premiums incurred as a result of early retirement or payment of the Company’s debt, (iii) the non-cash effect of income tax benefits or expenses and derivative transactions that have non-cash mark to market impacts on the Company’s income statement, (iv) the financial impact of contingent consideration, severance-related costs and charitable donations to the Ventas Charitable Foundation, (v) gains and losses for non-operational foreign currency hedge agreements and changes in the fair value of financial instruments and (vi) gains and losses on non-real estate dispositions related to unconsolidated entities. Comparable Results Reported results excluding from all current and prior periods the effects of the CCP spin-off as if the Spin-Off had been completed at the beginning of the prior period; provides comparable baseline of results for current period relative to prior period results.

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DEFINITION OF TERMS (CONT’D) Seniors Housing Operating Portfolio (“SHOP”) In our senior living operations segment, we invest in seniors housing communities throughout the United States and Canada and engage independent operators, such as Atria and Sunrise, to manage those communities pursuant to long-term management agreements. Ventas realizes the income and expense, including the management fees paid to its independent operators, of the SHOP portfolio in its financial statements. Triple-Net Leased (“NNN”) Portfolio Under our triple-net leased properties segment, we invest in seniors 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, including maintenance, utilities, repairs, taxes, insurance and capital expenditures. The NNN portfolio includes leased seniors housing assets, specialty hospitals, skilled nursing facilities, U.S. acute care hospitals and international hospitals. Office Operations Portfolio In our office operations segment, we primarily acquire, own, develop, lease and manage MOBs and life science and innovation centers throughout the United States. Loan Portfolio In our loan portfolio, we make secured and non-mortgage loans relating to seniors housing and healthcare operators or properties. Annualized Revenue & NOI A period’s reported revenue and Property NOI, extrapolated on a per diem, monthly or quarterly basis to an annualized result. Results may be adjusted for certain one-time or out-of-period items, reflect only Ventas’s share of ownership and are presented in U.S. dollars (“USD”) based on the applicable exchange rates where revenue and expenses are translated from a foreign currency. Property Net Operating Income (“Property NOI”) For owned assets, reported property-level revenues less reported property-level operating expenses. For debt investments, total interest income.

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2016 GUIDANCE & PRELIMINARY 2017 OUTLOOK1,2,3 EPS, FFO & FAD GUIDANCE ATTRIBUTABLE TO COMMON SHAREHOLDERS Tentative / Preliminary & Subject to Change 2016 Guidance Preliminary 2017 Outlook FY2016 - Guidance Low Income from Continuing Operations

High

$525 100 (2)

Gain on Real Estate Dispositions Other Adjustments3 Net Income Attributable to Common Stockholders

$623

Depreciation & Amortization Adjustments

901 (100) 0

Gain on Real Estate Dispositions Other Adjustments3 FFO (NAREIT) Attributable to Common Stockholders

$1,424

Merger-Related Expenses, Deal Costs & Re-Audit Costs

29 (27)

Other Adjustments3 Normalized FFO Attributable to Common Stockholders % Year-Over-Year Comparable Growth

$1,426

Non-Cash Items Included in Normalized FFO Capital Expenditures Normalized FAD Attributable to Common Stockholders

(16) (111) $1,299

Merger-Related Expenses, Deal Costs & Re-Audit Costs FAD Attributable to Common Stockholders Weighted Average Diluted Shares

2016 - Per Share

(29)

Low

$568 90 (2) $656 870 (90) 0 $1,436 31 (31) $1,436

(18) (116) $1,302 (31)

High

$1.51

$1.63

0.29 (0.01)

0.26 (0.01)

$1.79

$1.89

2.59 (0.29) 0.00

2.50 (0.26) 0.00

$4.09

$4.13

0.08 (0.08)

0.09 (0.09)

$4.10 4%

$4.13 5%

FY2017 - Preliminary Outlook Low

High

$613 649 (6) $1,256 871 (649) (13) $1,465 15 (3) $1,477

1 (131) $1,347 (15)

2017 - Per Share Low

$633 679 (8) $1,304 887 (679) (15) $1,497 10 (9) $1,498

High

$1.71

$1.77

1.81 (0.02)

1.89 (0.02)

$3.50

$3.64

2.43 (1.81) (0.04)

2.48 (1.89) (0.04)

$4.09

$4.18

0.04 (0.01)

0.03 (0.03)

$4.12 0%

$4.18 1%

(2) (141) $1,355 (10)

$1,270

$1,271

$1,332

$1,346

347,897

347,897

358,491

358,491

High 3.0%

Low 1.5%

High 2.5%

Same-Store Cash NOI Growth Guidance Total Same-Store Cash NOI Growth

Low 2.5%

1. The Company’s guidance constitutes forward-looking statements within the meaning of the federal securities laws and is based on a number of assumptions that are subject to change and many of which are outside the control of the Company. Actual results may differ materially from the Company's expectations depending on factors discussed in the Company’s filings with the Securities and Exchange Commission. 2. Totals and per share amounts may not add due to rounding. Per share quarterly amounts may not add to annual per share amounts due to changes in the Company's weighted average diluted share count, if any. Same-store Cash NOI is at constant currency. 3. See page 25 of the Q3 2016 supplemental for detailed breakout of adjustments for each respective category.

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53

1. Totals and per share amounts may not add due to rounding. Per share quarterly amounts may not add to annual per share amounts due to material changes in the Company’s weighted average 2. CCP impacts calculated based on net income related to discontinued operations, less the de minimis share of discontinued operations net income not related to CCP assets, assuming (a) G&A of $2.5 million in Q1’15 and Q2’15 ($0.01 per share per quarter), and $1.3 million in Q3’15 ($0.00 per share) and (b) interest expense of $6.9 million in Q1’15 and Q2’15 ($0.02 per share per quarter), and $4.3 million in Q3’15 ($0.01 per share); these adjustments differ from the respective amounts found in discontinued operations.

FFO AND FAD RECONCILIATION INCLUDING COMPARABLE EARNINGS ($ IN 000S, EXCEPT PER SHARE AMOUNTS)1,2

NON-GAAP FINANCIAL MEASURES

($ IN 000S, EXCEPT PER SHARE AMOUNTS)

1. Per share amounts may not add due to rounding.

NORMALIZED FFO

NON-GAAP FINANCIAL MEASURES

54

55

1. The following information considers the pro forma effect on net income, interest and depreciation and amortization of the Com pany’s investments and other capital transactions that were completed during the three months ended September 30, 2016 and June 30, 2016, as if the transactions had been consummated as of the beginning of the period. The above table illustrates net debt to pro forma earnings before interest, taxes, depreciation and amortization (including non-cash stockbased compensation expense), excluding gains or losses on extinguishment of debt, income or loss from noncontrolling interest and unconsolidated entities (excluding cash distributions), merger-related expenses and deal costs, expenses related to the reaudit and re-review of our historical financial statements in 2014, net gains on real estate activity, gains or losses on re-measurement of equity interest upon acquisition and changes in the fair value of financial instruments (including amounts in discontinued operations) (“Adjusted Pro Forma EBITDA”).

ADJUSTED PRO FORMA1 EBITDA AND NET DEBT TO ADJUSTED PRO FORMA1 EBITDA ($ IN 000S)

NON-GAAP FINANCIAL MEASURES

1. Amounts above are adjusted to exclude discontinued operations for all periods presented. 2. Amounts above are not restated for changes between categories from quarter to quarter.

NOI RECONCILIATION BY SEGMENT1,2 ($ IN 000S)

NON-GAAP FINANCIAL MEASURES

56

1. Amounts above are adjusted to exclude discontinued operations for all periods presented. 2. Amounts above are not restated for changes between categories from quarter to quarter.

NOI RECONCILIATION BY SEGMENT (CONT’D)1,2

($ IN 000S)

NON-GAAP FINANCIAL MEASURES

57