Health Care REIT, Inc. (NYSE:HCN), Kohlberg Kravis Roberts & Co. (NYSE:KKR), Beecken Petty O'Keefe & Company and CoastWood Senior Housing Partners signed a membership interest purchase agreement to acquire management business and certain other assets from Sunrise Senior Living Inc. (NYSE:SRZ) for approximately $130 million on September 13, 2012. Under the terms of the agreement, Health Care REIT will also invest approximately $26 million for a 20% interest in the business. Upon closing, a subsidiary of Sunrise Senior Living Management will employ all employees of Sunrise and operate under the “Sunrise” name and brand. The transaction will automatically terminate upon the termination of the merger agreement for the acquisition of Sunrise Senior Living by Health Care REIT and provides for certain other termination rights for both Sunrise Senior Living and the buyers.

The transaction is subject expiration or termination of applicable waiting periods for the management business sale under the Hart Scott Rodino Act, receipt of certain state approvals and completion of certain internal reorganization transactions by Sunrise in all material respects. The transaction is expected to close in the first half of 2013. The acquisition is expected to close immediately prior to Health Care REIT's previously announced acquisition of Sunrise Senior Living Inc.

Epstein Becker & Green, P.C. and Munsch Hardt Kopf & Harr, P.C. acted as legal advisor to Kohlberg Kravis Roberts and Beecken Petty O'Keefe. Ziemowit Smulkowski, Christopher Sheaffer, Colby Gifford and Brian Richards of Paul Hastings LLP acted as legal advisors for Beecken. Marni Lerner, Chris May, Andrew Nightingale, Megan Vasios, Scott Kobak, Brandon Greer, Andrea Wahlquist, Jeannine McSweeney, Steve Todrys, Jason Vollbracht, Beatrice Larkin, Lori Lesser and Mindy Lok of Simpson Thacher & Bartlett LLP acted as legal advisor for Kohlberg Kravis Roberts. Adam O. Emmerich and David K. Lam of Wachtell, Lipton, Rosen & Katz acted as legal advisor for Sunrise Senior Living. David J. Zampa and Matthew McQueen of Sidley Austin LLP and Mary Ellen Pisanelli of Shumaker, Loop & Kendrick, LLP acted as legal advisors for Health Care REIT. Goldman, Sachs & Co. and Keybanc Capital Markets Inc. acted as broker for Sunrise Senior Living.

Health Care REIT, Inc. (NYSE:HCN), Kohlberg Kravis Roberts & Co. (NYSE:KKR), Beecken Petty O'Keefe & Company and CoastWood Senior Housing Partners completed the acquisition of management business and certain other assets from Sunrise Senior Living Inc. (NYSE:SRZ) on January 9, 2013.