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Published on 11/27/2006 in the Prospect News Convertibles Daily.

Ventas prices $200 million five-year convertibles at 3.875%, up 20%, reoffered at 98.5

Boston, Nov. 27 - Ventas Inc. priced its $200 million offering of five-year convertible senior unsecured notes at a coupon of 3.875% and a 20% initial conversion premium.

The deal, priced after the close Wednesday, came at the cheap end of talk which put the coupon at 3.375% and 3.875% and the initial conversion premium at between 20% and 25%.

Market sources previously said the notes would be reoffered at 98.5, lowered from the original intention to sell them at par.

There is an over-allotment option for a further $30 million.

JP Morgan and Banc of America Securities LLC are the bookrunners of the Rule 144A offering.

The conversion price is $45.07 and the conversion ratio 22.1867.

The convertibles will be non-callable, and there are no puts.

There will be a contingent conversion hurdle at 125% of the conversion price.

There will be a net-share settlement option.

Ventas, a Louisville, Ky.-based health care real estate investment trust, said the proceeds of the deal will be used to repay a revolving loan and for general purposes.


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