Ventas, Sunrise Senior Living Forge New Management Agreement to Incentivize NOI Growth

Sunrise Senior Living and Ventas (NYSE: VTR) have entered into a revised management agreement that the companies say will help drive alignment and net operating income (NOI) growth in the months and years ahead.

The new agreement consolidates multiple contracts between the two companies into a single master agreement and maintains the companies’ existing average term through 2035. McLean, Virginia-based Sunrise manages 92 Ventas-owned communities across the U.S.

Other provisions include a new management fee structure that Ventas says will help drive NOI performance and reduce emphasis on revenue; incentive payments based on mutually agreed-upon NOI growth targets; and enhanced operating flexibility achieved through selective dispositions.


Ventas also is under the new agreement expanding data collaboration and analytics with Sunrise under Ventas’ Operational Insights platform. Additionally, the two companies have agreed to assist and cooperate with achieving environment, social and governance (ESG) commitments, with a particular focus on diversity, equity and inclusion.

The new agreement “aligns incentives toward profitable growth,” according to Justin Hutchens, Ventas’s executive vice president of senior housing.

“Our enhanced partnership with Sunrise represents the latest step to advance our senior housing strategy and position the portfolio to capture the upside from the senior housing growth trajectory,” he said in a press release on the move.


Sunrise and Ventas have partnered with one another since 2007, and the senior living operator is “excited to continue to enhance our relationship with today’s announcement,” according to CEO Jack Callison.

Excluding grants from the federal government, Ventas reported same-store senior housing operating portfolio (SHOP) NOI growth of 14.2%, year-over-year, in the first quarter of 2022. Looking ahead to Q2, Ventas is forecasting year-over-year same-store cash NOI growth in its SHOP segment of between 2% and 10%.

The revised agreement is the latest move in the Chicago-based real estate investment trust’s (REIT) “right asset, right market, right operator” strategy. Ventas has overhauled more than two-thirds of its senior housing portfolio through acquisitions, dispositions, development lease resolutions or operator transition since 2020.

Ventas is slated to hold its first-quarter 2022 earnings call Friday morning.

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