First Amendment to Amended and Restated Master Lease Agreement between Health Care REIT, Inc. and Alterra Healthcare Corporation

Contract Categories: Real Estate › Lease Agreements
Summary

This amendment, effective July 16, 2001, updates the master lease agreement between Health Care REIT, Inc. (and its affiliates) as landlords and Alterra Healthcare Corporation as tenant. It adds four new facilities to the lease, sets new financial terms including an earnout payment and lease rate, and outlines conditions for disbursement of funds for repairs and a commitment fee. The amendment also updates certain exhibits and makes all representations and warranties effective as of the amendment date. Key obligations include financial reporting, repair escrow management, and payment of fees.

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EX-10.41.2 76 y10687exv10w41w2.txt EXHIBIT 10.41.2 EXHIBIT 10.41.2 FIRST AMENDMENT TO AMENDED AND RESTATED MASTER LEASE AGREEMENT THIS FIRST AMENDMENT TO AMENDED AND RESTATED MASTER LEASE AGREEMENT ("Amendment") is dated as of July 16, 2001 (the "Effective Date") among HEALTH CARE REIT, INC., a corporation organized under the laws of the State of Delaware ("HCRI" and a "Landlord"), HCRI NORTH CAROLINA PROPERTIES, LLC, a limited liability company organized under the laws of the State of Delaware ("HCRI-NC" and a "Landlord"), HCRI TENNESSEE PROPERTIES, INC., a corporation organized under the laws of the State of Delaware ("HCRI-TN" and a "Landlord"), and HCRI TEXAS PROPERTIES, LTD., a limited partnership organized under the laws of the State of Texas ("HCRI-TX" and a "Landlord"), each Landlord having its principal office located at One SeaGate, Suite 1500, P.O. Box 1475, Toledo, Ohio ###-###-####, and ALTERRA HEALTHCARE CORPORATION, a corporation organized under the laws of the State of Delaware ("Tenant"), having its chief executive office located at 10000 Innovation Drive, Milwaukee, Wisconsin 53226. R E C I T A L S A. Landlord and Tenant entered into an Amended and Restated Master Lease Agreement dated effective as of July 1, 2001 (the "Lease"). B. Landlord and Tenant desire to amend the Lease to include four additional Facilities located in Valparaiso, Indiana and Vero Beach, Florida (the "Additional Facilities") and as otherwise set forth herein. NOW, THEREFORE, in consideration of the foregoing recitals and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows. 1. Definitions. Any capitalized terms not defined in this Amendment shall have the meaning set forth in the Lease. 2. Section 1.4 of the Lease is hereby amended to add the following: "Earnout Amount" means $250,000.00. 3. Effective Date. The definition of Effective Date in Section 1.4 of the Lease is hereby amended to read in its entirety as follows: "Effective Date" means the date of this Amendment as set forth in the first paragraph hereof. 4. Lease Advance. The definition of Lease Advance in Section 1.4 of the Lease is hereby amended to read in its entirety as follows: "Lease Advance" means [i] the Initial Lease Advance; [ii] the Lease Advance by Landlord to Tenant of even date of $12,750,000.00; [iii] the advance (if any) of the Earnout Amount made pursuant to Section 2.8; or [iv] any other advance of funds by Landlord to Tenant pursuant to the term of this Lease. 5. Lease Rate. The definition of Lease Rate in Section 1.4 of the Lease is hereby amended to add the following: Notwithstanding anything to the contrary set forth in this definition of Lease Rate, commencing on the Effective Date of this Amendment, the Lease Rate for the remainder of the Initial Term is 10.72%. 6. Earnout Disbursement. Article 2 of the Lease is hereby amended to add the following Section 2.8: 2.8 Earnout Disbursement. If Tenant achieves an Additional Facility Coverage Ratio (hereinafter defined) of not less than 1.30 to 1.00 for eight consecutive quarters during the first four years of the Initial Term (including, if applicable, quarters prior to the commencement of the Initial Term), as evidenced by financial statements satisfactory to Landlord and provided that the Allocated Lease Amount for the Additional Facilities after payment of the Earnout Payment is less than ninety percent (90%) of the appraisal value of the Additional Facilities, Landlord shall disburse the Earnout Amount to Tenant upon Tenant's satisfaction of the following disbursement requirements: [i] Tenant shall pay all of Landlord's reasonable out-of-pocket expenses, including, without limitation, attorneys' fees and expenses, incurred in connection with the Earnout Amount disbursement; [ii] no uncured Event of Default exists under this Lease and no event has occurred which, with the giving of notice, the passage of time or both, would constitute an Event of Default; and [iii] no material adverse change in the condition of Landlord or the Leased Property exists. For purposes of this Section 2.8 only, the Additional Facility Coverage Ratio shall be determined in the same manner as the Portfolio Coverage Ratio (defined in Section 15.7.1(c)) except all references to Portfolio shall be deleted and shall be replaced with Additional Facilities in both Section 15.7.1(b) and (c). For purposes of this Section 2.8, the calculation of the Additional Facility Coverage Ratio shall be made as if the Earnout Amount was included in the Lease Amount at the - 2 - commencement of the period of 16 consecutive quarters for which the calculation is being made. Landlord shall not be obligated to disburse the Earnout Amount if Tenant does not satisfy the foregoing disbursement requirements within six months after the Additional Facility Coverage Ratio requirement has been satisfied. 7. Repairs. Article 2 of the Lease is hereby amended to add the following Section 2.9: a. Roof Repair Escrow. Tenant acknowledges that there are certain roof repairs and other miscellaneous repairs (collectively "Repairs") required at Alterra Sterling House of Valparaiso and Alterra Clare Bridge Cottage at Valparaiso (collectively "Valparaiso Facilities"). Tenant agrees to cause the seller of the Valparaiso Facilities to escrow $150,000.00 ("Escrow Amount") of the proceeds from the sale of the Valparaiso Facilities at the time of the Landlord's purchase of the Valparaiso Facilities. b. Budget. As soon as possible but in no event later than 30 days after the Effective Date of this Amendment, Tenant shall provide Landlord with a budget setting forth the total cost for the Repairs of the Valparaiso Facilities, together with a construction contract for the Repairs. Upon approval of the budget and the construction contract, Landlord shall release as much of the Escrow Amount as is necessary to retain 125% of the cost of the Repairs in escrow ("Amended Escrow Amount"). c. Disbursement of Amended Escrow Amount. Landlord may make disbursements of the Amended Escrow Amount from time to time as repairs progress, but shall not be obligated to disburse more frequently than once in each calendar month and shall not be obligated to disburse until at least five Business Days following receipt of all documentation required for such disbursement. d. Documents Required for Disbursement. Prior to the disbursement of any Amended Escrow Amount, Tenant shall have provided Landlord with the following: [i] budget; [ii] construction contract; [iii] disbursement voucher; and [iv] sworn statements, waivers of lien or such other documents as may be required to ensure Landlord that there are no mechanics liens. e. Disbursement of Remaining Funds. Landlord shall not be obligated to make any disbursement except from the - 3 - Amended Escrow Amount. In the event that all costs for the Repairs have been paid and upon the earlier of [i] a sufficient amount of time passing to ensure that there are no mechanics liens; or [ii] Landlord receiving the appropriate lien waivers under Indiana law to release any and all mechanics liens, Landlord shall disburse any funds remaining in the Amended Escrow Amount to Tenant. 8. Commitment Fee. Article 2 of the Lease is hereby amended to add the following Section 2.9: 2.9 Commitment Fee. On the Effective Date of this Amendment, Tenant shall pay a commitment fee to Landlord of $127,500.00. 9. Representations and Warranties. Article 22 of the Lease is hereby amended to make all representations and warranties effective as of the Effective Date. 10. Legal Description. Exhibit A of the Lease is hereby amended by the addition of Exhibit A-37 through Exhibit A-39 hereto. 11. Permitted Exceptions. Exhibit B of the Lease is hereby amended by the addition of Exhibit B-37 through Exhibit B-39 hereto. 12. Facility Information. Exhibit C of the Lease is hereby amended to read in its entirety as set forth on Exhibit C hereto. 13. Government Authorizations; Zoning Permits. Exhibit G of the Lease is hereby amended by the addition of those items set forth on Exhibit G hereto. 14. Affirmation. Except as specifically modified by this amendment, the terms and provisions of the Lease are hereby affirmed and shall remain in full force and effect. 15. Binding Effect. This Amendment will be binding upon and inure to the benefit of the successors and permitted assigns of Landlord and Tenant. 16. Further Modification. The Lease may be further modified only by writing signed by Landlord and Tenant. 17. Counterparts. This Amendment may be executed in multiple counterparts, each of which shall be deemed an original hereof, but all of which will constitute one and the same document. - 4 - IN WITNESS WHEREOF, Landlord and Tenant have executed this Amendment as of the date first set forth above. Signed and acknowledged in the presence of: HEALTH CARE REIT, INC. /s/ Rita J. Rogge /s/ Erin C. Ibele Signature__________________________________ By:_______________________________ Rita J. Rogge Print Name_________________________________ VP & Corp. Secretary /s/ Margaret G. Strick Title:_________________________ Signature__________________________________ Margaret G. Strick Print Name_________________________________ Signed and acknowledged in the presence of: HCRI NORTH CAROLINA PROPERTIES, LLC By: Health Care REIT, Inc. Member /s/ Rita J. Rogge /s/ Erin C. Ibele Signature__________________________________ By:___________________________ Rita J. Rogge Print Name_________________________________ VP & Corp. Secretary /s/ Margaret G. Strick Title:_____________________ Signature__________________________________ Margaret G. Strick Print Name_________________________________ Signed and acknowledged in the presence of: HCRI TENNESSEE PROPERTIES, INC. /s/ Rita J. Rogge /s/ Erin C. Ibele Signature__________________________________ By:___________________________ Rita J. Rogge Print Name_________________________________ VP & Corp. Secretary /s/ Margaret G. Strick Title:_____________________ Signature__________________________________ Margaret G. Strick Print Name_________________________________ Signed and acknowledged in the presence of: HCRI TEXAS PROPERTIES, LTD. By: Health Care REIT, Inc. General Partner /s/ Rita J. Rogge /s/ Erin C. Ibele Signature__________________________________ By:___________________________ Rita J. Rogge Print Name_________________________________ VP & Corp. Secretary /s/ Margaret G. Strick Title:_____________________ Signature__________________________________ Margaret G. Strick Print Name_________________________________ Signed and acknowledged in the presence of: ALTERRA HEALTHCARE CORPORATION /s/ Peter Ferge /s/ Kristin A. Ferge Signature__________________________________ By:_______________________________ Peter Ferge Print Name_________________________________ VP /s/ Lisa Ulicki Title:_________________________ Signature__________________________________ Lisa Ulicki 39-1771281 Print Name_________________________________ Tax I.D. No.:_____________________ S-1 STATE OF OHIO ) ) SS: COUNTY OF LUCAS ) The foregoing instrument was acknowledged before me this 16 day of July, 2001 by Erin C. Ibele, the VP & Corp. Secretary of Health Care REIT, Inc., a Delaware corporation, on behalf of the corporation. /s/ Rita J. Rogge __________________________________ Notary Public 8/26/05 My Commission Expires:_____________________ [SEAL] STATE OF OHIO ) ) SS: COUNTY OF LUCAS ) The foregoing instrument was acknowledged before me this 16 day of July, 2001 by Erin C. Ibele, the VP & Corp. Secretary of Health Care REIT, Inc., a Delaware corporation and the sole member of HCRI North Carolina Properties, LLC, a limited liability company organized under the laws of the State of Delaware on behalf of the limited liability company. /s/ Rita J. Rogge __________________________________ Notary Public 8/26/05 My Commission Expires:_____________________ [SEAL] STATE OF OHIO ) ) SS: COUNTY OF LUCAS ) The foregoing instrument was acknowledged before me this 16 day of July, 2001 by Erin C. Ibele, the VP & Corp. Secretary of HCRI Tennessee Properties, Inc., a corporation organized under the laws of the State of Delaware on behalf of the corporation. /s/ Rita J. Rogge __________________________________ Notary Public 8/26/05 My Commission Expires:_____________________ [SEAL] S-2 STATE OF OHIO ) ) SS: COUNTY OF LUCAS ) The foregoing instrument was acknowledged before me this 16 day of July, 2001 by Erin C. Ibele, the VP & Corp. Secretary of Health Care REIT, Inc., a Delaware corporation and the general partner of HCRI Texas Properties, Ltd., a limited liability partnership organized under the laws of the State of Texas on behalf of the limited partnership. /s/ Rita J. Rogge __________________________________ Notary Public 8/26/05 My Commission Expires:_____________________ [SEAL] STATE OF WISCONSIN ) ) SS: COUNTY OF MILWAUKEE ) The foregoing instrument was acknowledged before me this 14 day of July, 2001 by Kristin A. Ferge, the VP of Alterra Healthcare Corporation, a Delaware corporation, on behalf of the corporation. /s/ JC Hansen __________________________________ Notary Public 5/26/02 My Commission Expires:_____________________ [SEAL] THIS INSTRUMENT PREPARED BY: OKSANA M. LUDD, ESQ. SHUMAKER, LOOP & KENDRICK, LLP 1000 JACKSON TOLEDO, OHIO 43624 S-3 EXHIBIT A-37: LEGAL DESCRIPTION Alterra Sterling House of Valparaiso A parcel of land in the East 1/2 of the Northwest 1/4 of Section 13, Township 35 North, Range 6 West of the Second Principal Meridian in the City of Valparaiso, Porter County, Indiana and being a part of a tract of land conveyed to August Dravininkas as Trustee by a Quit-Claim Deed dated January 11, 1991 and recorded January 11, 1991 as Document Number 91-00582 in Deed Record 413, page 360, in the Office of the Recorder of Porter County, Indiana; said parcel described as follows (the basis of bearings is the line between the monumentation found at the Northeast and Southeast corners of said Northwest 1/4 having a direction of South 00 degrees 00 minutes 00 seconds East): Beginning at a railroad rail located at the Northeast corner of said Northwest 1/4; thence North 89 degrees 47 minutes 16 seconds West along the North line of said Northwest 1/4 405.19 feet to a 5/8 inch diameter rerod with PTGR/Bonar Group Identification Cap at the Northeast corner of the Fourth Addition to Dravininkas Glendale Acres as per plat thereof recorded in Plat File 15-D-8A in the Office of the Recorder of Porter County, Indiana; thence South 00 degrees 00 minutes 00 seconds East along the East line of said Fourth Addition 323.00 feet to a 5/8 inch diameter rerod with PTGR/Bonar Group Identification Cap; thence South 89 degrees 47 minutes 16 seconds East parallel with said North line 405.19 feet to a 5/8 inch diameter rerod with PTGR/Bonar Group Identification Cap on the East line of said Northwest 1/4; thence North 00 degrees 00 minutes 00 seconds West along said East line 323.00 feet to the Point of Beginning. EXHIBIT A-38: LEGAL DESCRIPTION Alterra Clare Bridge Cottage of Valparaiso A parcel of land in the East 1/2 of the Northwest 1/4 of Section 13, Township 35 North, Range 6 West of the Second Principal Meridian in the City of Valparaiso, Porter County, Indiana and being a part of a tract of land conveyed to August Dravininkas as Trustee by a Quit-Claim Deed dated January 11, 1991 and recorded January 11, 1991 as Document Number 91-00582 in Deed Record 413, page 360, in the Office of the Recorder of Porter County, Indiana; said parcel described as follows (the basis of bearings is the line between the monumentation found at the Northeast and Southeast corners of said Northwest 1/4 having a direction of South 00 degrees 00 minutes 00 seconds East): Commencing at a railroad rail located at the Northeast corner of said Northwest 1/4; thence South 00 degrees 00 minutes 00 seconds East along the East line of said Northeast 1/4 323.0 feet to a 5/8 inch diameter rerod with PTGR/Bonar Group Identification Cap, said point being the Southeast corner of a tract of land conveyed to Sterling House Corporation per Warranty Deed dated November 12, 1997 and recorded December 4, 1997 as Document Number 97-29435 in Deed Record 484, page 453, in the Office of the Recorder of Porter County, Indiana, said point also being the Point of Beginning; thence North 89 degrees 47 minutes 16 seconds West along the South line of said Sterling tract 405.19 feet to a 5/8 inch diameter rerod with PTGR/Bonar Group Identification Cap at the Southwest corner of said Sterling tract, said point also being on the East line of the Fourth Addition to Dravininkas Glendale Acres as per plat thereof recorded in Plat File 15-D-8A in the Office of the Recorder of Porter County, Indiana; thence South 00 degrees 00 minutes 00 seconds East along said East line 308.28 feet to a 5/8 inch diameter rerod with PTGR/Bonar Group Identification Cap at the Southeast corner of said Fourth Addition, said point being the Northwest corner of a tract of land conveyed to the City of Valparaiso per a Deed of Dedication (for Appletree Lane) dated January 8, 1993 and recorded January 11, 1993 as Document Number 93-00667 in Deed Record 433, page 341, in the Office of the Recorder of Porter County, Indiana; thence North 89 degrees 52 minutes 00 seconds East along the North line of said City of Valparaiso tract, said line being the North right-of-way line of Appletree Lane, 405.19 feet to a 5/8 inch diameter rerod with PTGR/Bonar Group Identification Cap on the East line of said Northwest 1/4; thence North 00 degrees 00 minutes 00 seconds West along said East line 305.84 feet to the Point of Beginning. EXHIBIT A-39: LEGAL DESCRIPTION Alterra Sterling House of Vero Beach Alterra Clare Bridge Cottage of Vero Beach PARCEL NO. 1: The South 1/2 of the Southwest 1/4 of Government Lot 3, Section 18, Township 33 South, Range 40 East, less that portion of access road for Indian River Boulevard as described in Official Records Book 722, page 2269, Indian River County, Florida. Said less and except parcel being described as follows: A parcel of land being 70.00 feet in width lying in the Northeast Quarter (1/4) of Section 13, Township 33 South, Range 39 East, and Northwest Quarter (1/4), Section 18, Township 33 South, Range 40 East, Indian River County, Florida being more particularly described as follows: Begin at the East Quarter Section corner of said Section 13, thence Westerly, along the East-West Quarter Section line of said Section 13, a distance of 40.73 feet (for the purpose of this description said East-West Quarter Section line bears North 89 degrees 16' 45" West); thence North 27 degrees 58' 54" West a distance of 239.20 feet, more or less to a point on the Easterly right-of-way line of Indian River Boulevard said point being also a point on a curve, concave to the Northwest, having a radius of 647.96 feet and whose radius point bears North 48 degrees 48' 12" West; thence Northerly, along the arc of said curve and said Easterly right-of-way line through a central angle of 6 degrees 47' 28" a distance of 76.80 feet; thence South 27 degrees 58' 54" East, a distance of 309.01 feet, more or less, to a point on the East-West Quarter Section line of aforementioned Section 18, thence Westerly, along said East-West Quarter Section line, a distance of 39.08 feet more or less, to the Point of Beginning. PARCELS 2, 3, AND 4: A parcel of land situated in part of the South 1/4 of the Northeast 1/4 of Section 13, Township 33 South, Range 39 East, lying East of the East right-of-way of Indian River Boulevard (150 foot right-of-way) consisting of parcels described in Official Records Book 708, page 1861 and Official Records Book 814, page 751, being more particularly described as follows: Commencing at the Southeast corner of the Southeast 1/4 quarter of the Northeast 1/4 of Section 13, Township 33 South, Range 39 East, run North 00 degrees 40' 20" East along the East line of said Southeast 1/4 of the Northeast 1/4 of Section 13, a distance of 71.64 feet to a point of interSection with the Easterly line of that certain 70 foot access easement as shown on Indian River Boulevard right-of-way plans by Kimley Horn and Associates, dated September 1984, file and drawing No. 4395-01-04, Sheet 2 of 5, recorded in Official Records Book 722, page 2269; and also being the Point of Beginning. From said Point of Beginning, run North 27 degrees 56' 01" West along said Easterly line of the 70 foot access easement, a distance of 227.52 feet to a point of cusp; said point of cusp lying on the Easterly right-of-way of Indian River Boulevard (150 foot right-of-way); from said point of cusp, run Northeasterly along a curve, also being the Easterly right-of-way of Indian River Boulevard, concave to the Northwest, having a radius of 647.96 feet, a central angle of 33 degrees 44' 09", and an arc length of 381.52 feet to the point of tangency; said point of tangency also being the interSection of the aforementioned East right-of-way of Indian River Boulevard and the East line of the Southeast 1/4 of the Northeast 1/4 of Section 13; from said Point of Tangency, run South 00 degrees 40' 20" West along the said East line of the Southeast 1/4 of the Northeast 1/4 of Section 13, a distance of 559.49 feet to the Point of Beginning. - 2 - EXHIBIT B-37: PERMITTED EXCEPTIONS [*TO FOLLOW*] EXHIBIT B-38: PERMITTED EXCEPTIONS [*TO FOLLOW*] EXHIBIT B-39: PERMITTED EXCEPTIONS [*TO FOLLOW*] EXHIBIT C: FACILITY INFORMATION
FACILITY TYPE (PER LICENSE) FACILITY NAME/ADDRESS ALLOCATED LEASE AMOUNT BEDS/UNITS - -------------------------------------- ---------------------- --------------------------- 1. Clare Bridge of Bradenton $3,550,000 Assisted Living 6101 Pointe W Blvd. 40 beds Bradenton, FL 34209 34 units Manatee County 2. Clare Bridge of Sarasota $3,650,000 Assisted Living 8450 McIntosh Road 38 beds Sarasota, FL 34238 34 units Sarasota County 3. Sterling House of Ponca City $1,650,000 Assisted Living 1500 E. Bradley Avenue 39 beds Ponca City, OK 74604 39 units Kay County 4. Sterling House of Norman $1,539,000 Assisted Living 1701 Alameda Street 39 beds Norman, OK 73071 39 units Cleveland County 5. Sterling House of Lawton $1,600,000 Assisted Living 6302 W. Lee Road 42 beds Lawton, OK 73505 42 units Comanchie County 6. Sterling House of Bartlesville $1,480,000 Assisted Living 5420 S.E. Adams Blvd. 39 beds Bartlesville, OK 74006 39 units Washington County 7. Sterling House of Enid $1,480,000 Assisted Living 4613 W. Willow Road 39 beds Enid, OK 73703 39 units Garfield County 8. Sterling House of Stillwater $1,480,000 Assisted Living 1616 McElroy Road 39 beds Stillwater, OK 74075 39 units Payne County 9. Sterling House of Shawnee $1,480,000 Assisted Living 3947 Kickapoo 39 beds Shawnee, OK 74804 39 units Pottowatomie County 10. Sterling House of Midwest City $1,480,000 Assisted Living 615 W. Blue Ridge Drive 39 beds Midwest City, OK 73110 39 units Oklahoma County 11. Sterling House of Claremore $1,582,500 Assisted Living 1605 N. Highway 88 43 beds Claremore, OK 74017 43 units Rogers County 12. Sterling House of Waxahachie $1,582,500 Assisted Living 2250 Brown Street 60 beds Waxahachie, TX 75165 50 units Ellis County
FACILITY TYPE (PER LICENSE) FACILITY NAME/ADDRESS ALLOCATED LEASE AMOUNT BEDS/UNITS - ------------------------------------------- ---------------------- --------------------------- 13. Sterling House of Palestine $1,582,500 Assisted Living 101 Trinity Court 43 beds Palestine, TX 75801 43 units Anderson County 14. Sterling House of Muskogee $1,582,500 Assisted Living 3211 E. Chandler Road 43 beds Muskogee, OK 74403 43 units Muskogee County 15. Sterling House of Owasso $1,595,000 Assisted Living 12807 E. 86th Place N. 43 beds Owasso, OK 74055 43 units Tulsa County 16. Sterling House of Texarkana $1,595,000 Assisted Living 4204 Moores Lane 60 beds Texarkana, TX 75503 50 units Bowie County 17. Sterling House of N. Oklahoma City $1,595,000 Assisted Living 2435 N.W. 122nd Street 43 beds N. Oklahoma City, OK 73120 43 units Oklahoma County 18. Sterling House of Chickasha $1,480,000 Assisted Living 801 Country Club Road 39 beds Chickasha, OK 73018 39 units Grady County 19. Sterling House of Desoto $1,595,000 Assisted Living 747 W. Pleasant Run 60 beds Desoto, TX 75115 50 units Dallas County 20. Sterling House of Oklahoma City $1,480,000 Assisted Living 2500 S.W. 89th Street 39 beds Oklahoma City, OK 73159 39 units Oklahoma County 21. Sterling House of Duncan $1,450,000 Assisted Living 915 Plato Road 39 beds Duncan, OK 73533 39 units Stephens County 22. Sterling House of Cedar Hill $1,661,000 Assisted Living 602 E. Beltline Road 60 beds Cedar Hill, TX 75104 50 units Dallas County 23. Sterling House of Findlay $2,000,000 Assisted Living 725 Fox Run Road 37 beds Findlay, OH 45840 37 units Hancock County 24. Sterling House of Troy $2,200,000 Assisted Living 81 S. Stanfield Road 37 beds Troy, OH 45373 37 units Miami County 25. Sterling House of Georgetown $2,300,000 Assisted Living 2600 University Drive E 54 beds Georgetown, TX 78626 54 units Williamson County
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FACILITY TYPE (PER LICENSE) FACILITY NAME/ADDRESS ALLOCATED LEASE AMOUNT BEDS/UNITS - -------------------------------------- ---------------------- --------------------------- 26. Sterling House of Piqua $2,120,000 Assisted Living 1744 W. High Street 37 beds Piqua, OH 45356 37 units Miami County 27. Sterling House of Clarksville $2,622,279 Assisted Living 2183 Memorial Drive 49 beds Clarksville, TN 37043 49 units Montgomery County 28. Sterling House of Canton $2,398,100 Assisted Living 1119 Perry Drive N.W. 42 beds Canton, OH 44708 42 units Stark County 29. Clare Bridge of Oklahoma City $3,200,000 Assisted Living 12401 Dorset Drive 38 beds Oklahoma City, OK 73120 34 units Oklahoma County (Still in retainage) 30. Sterling House of N. Augusta $2,890,000 Assisted Living 105 N. Hills Drive 52 beds N. Augusta, SC 29841 52 units Aiken County 31. Clare Bridge of Salem $5,620,298 Assisted Living 1355 Boone Road S.E. 60 beds Salem, OR 97306 60 units Marion County 32. Clare Bridge of Asheville $3,692,675 Assisted Living 4 Walden Ridge Drive 38 beds Asheville, NC 28803 34 units Buncombe County 33. Sterling House of Columbia $2,635,620 Assisted Living 5011 Trotwood Avenue 49 beds Columbia, TN 38401 49 units Maury County 34. Clare Bridge of Wilmington $3,200,939 Assisted Living 3501 Converse Drive 38 beds Wilmington, NC 28403 34 units New Hanover County 35. Clare Bridge of Everett $6,876,202 Assisted Living 2015 Lake Heights Drive 52 beds Everett, WA 98208 46 units Snohomish County 36. Sterling House of Edmond $1,739,000 Assisted Living 116 W. Danforth Road 43 beds Edmond, OK 73003 43 units Oklahoma County 37. Alterra Sterling House of Valparaiso $2,670,000 Residential Care 2601 Valparaiso St. 42 beds Valparaiso, IN 46383 42 units Porter County 38. Alterra Clare Bridge Cottage of Valparaiso $3,070,000 Residential Care 2501 Valparaiso St. 36 beds Valparaiso, IN 46383 32 units Porter County
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FACILITY TYPE (PER LICENSE) FACILITY NAME/ADDRESS ALLOCATED LEASE AMOUNT BEDS/UNITS - -------------------------------------------------- ---------------------- --------------------------- 39. Alterra Sterling House of Vero Beach $3,560,000 Residential Care 410 4th Court 42 beds Vero Beach, FL 32962 42 units Indian River County 40. Alterra Clare Bridge Cottage of Vero Beach $3,450,000 Residential Care 420 4th Court 36 beds Vero Beach, FL 32962 32 units Indian River County ---------------------- TOTAL $94,415,113 ======================
- 4 - EXHIBIT G: GOVERNMENT AUTHORIZATIONS TO BE OBTAINED; ZONING PERMITS Government Authorizations - None Zoning : Clare Bridge Cottage of Valparaiso (2501 Valparaiso Street) 1. Special Exception granted by Valparaiso Board of Zoning Appeals on August 18, 1998 2. Driveway and Right-of-Way Cut Permit issued on September 22, 1998 Sterling House of Valparaiso (2601 Valparaiso Street) 1. Special Exception granted by Valparaiso Board of Zoning Appeals on August 19, 1997 2. Driveway and Right-of-Way Cut Permit issued on October 28, 1997 Clare Bridge Cottage of Vero Beach (410 4th Court) and Sterling House of Vero Beach (450 4th Court) 1. Special Exception Use granted by Indian River Board of County Commissioners on September 26, 1995