Health Care REIT and Revera Create US$1.35B Joint Venture

Revera Inc. and Health Care REIT, Inc. have completed a transaction resulting in shared ownership of 47 Canadian retirement residences previously owned by Revera. As a result of the transaction, Health Care REIT now owns a 75 per cent interest in the approximately US$1.35 billion portfolio and Revera owns the remaining 25 per cent interest. Revera continues to manage these residences, earning fees through an incentive-based management contract. Health Care REIT is Revera's strategic partner for retirement living properties in Canada and each company has rights of first opportunity on acquisitions and new developments within defined geographic areas. The 47 retirement residences comprising the portfolio have approximately 5,000 suites and are located primarily in major Canadian markets in Ontario, British Columbia, Saskatchewan, Alberta and Manitoba.

Goodmans LLP acted as counsel to HCN – Revera Joint Venture Limited Partnership and the other joint venture entities with a team led by Stephen Pincus, Michelle Roth and Jon Northup and including Ira Barkin and Andrea Fellows (real estate); Daniel Gormley, Gail Jaffe, Lauren MacLeod, David Wallace, Joanna Creed and Andrew La-hey (corporate); Ken Saddington (tax); Richard Annan (competition) and Joel Schachter (Investment Canada).

Revera was represented in-house by Frank Cerrone, Senior Vice President, General Counsel and Secretary and externally by Foley & Lardner LLP with a team led by Christopher Donovan and including Michael Okaty, Jamshed Patel, Taylor Pancake, Matt Jassak, Bruce Marin and Katherine Kraschel. Torys LLP acted as special Canadian counsel to Revera with a team led by Corrado Cardarelli and Richard Johnson (tax); including Graham Rawlinson (real estate/ corporate) and Jessica Bullock (pensions).

Health Care REIT was represented in-house by Megan Wolfinger, Counsel. It was represented externally by Sidley Austin LLP with a team led by David Zampa and Matthew McQueen and including Bill Fay and Jonathan Blackburn; Arnold & Porter LLP with a team led by Joe Howe and Cindy Mann as special REIT counsel; and Shumaker, Loop & Kendrick, LLP, with a team led by Mary Ellen Pisanelli and Greg Shope. Borden Ladner Gervais LLP acted as special Canadian counsel to Health Care REIT with a team led by Paul Mingay and Noella Milne and including Jeff Barnes and Stephen Fyfe.

Counsel to the lead lender, First National Financial Limited Partnership, and various other mortgage lenders, was Torys LLP with a team led by David Dell and including Nina Mansoori and Yinka Olusoga.