EX-99.4 16 a12-20008_1ex99d4.htm EX-99.4

Exhibit 99.4

 

JOINDER TO, AMENDMENT AND CONFIRMATION OF GUARANTEES
AND SECURITY AGREEMENTS

(Amended Lease No. 2)

 

THIS JOINDER TO, AMENDMENT AND CONFIRMATION OF GUARANTEES AND SECURITY AGREEMENTS (this “Confirmation”) is made and entered into as of August 31, 2012, by and among FIVE STAR QUALITY CARE, INC., a Maryland corporation (“Guarantor”), each of the parties identified on the signature page hereof as a Tenant (jointly and severally, “Tenant”), each of the parties identified on the signature page hereof as a Subtenant (collectively, “Subtenants”) and each of the parties identified on the signature page hereof as a Landlord (collectively, “Landlord”).

 

W I T N E S S E T H :

 

WHEREAS, pursuant to the terms of that certain Amended and Restated Master Lease Agreement (Lease No. 2), dated as of August 4, 2009 (as the same has been amended, restated or otherwise modified from time to time, “Amended Lease No. 2”), Landlord leases to Tenant, and Tenant leases from Landlord, certain property, all as more particularly described in Amended Lease No. 2; and

 

WHEREAS, the payment and performance of all of the obligations of Tenant with respect to Amended Lease No. 2 are guaranteed by (i) that certain Amended and Restated Guaranty Agreement (Lease No. 2), dated as of August 4, 2009, made by Guarantor for the benefit of Landlord (as the same has been amended, restated or otherwise modified or confirmed from time to time, the “Parent Guaranty”); and (ii) that certain Amended and Restated Subtenant Guaranty Agreement (Lease No. 2), dated as of August 4, 2009, made by certain of the Subtenants for the benefit of Landlord (as the same has been amended, restated or otherwise modified or confirmed from time to time, the “Subtenant Guaranty”; and, together with the Parent Guaranty, collectively, the “Guarantees”); and

 

WHEREAS, the payment and performance of all of the obligations of Tenant with respect to Amended Lease No. 2 are secured by (i) that certain Amended and Restated Subtenant Security Agreement (Lease No. 2), dated as of August 4, 2009, by and among certain of the Subtenants and Landlord (as the same has been amended, restated or otherwise modified or confirmed from time to time, the “Subtenant Security Agreement”); and (ii) that certain Amended and Restated Security Agreement (Lease No. 2), dated as of August 4, 2009, by and among Tenant and Landlord (as the same has been amended, restated or otherwise modified or confirmed from time to time, the “Tenant Security Agreement”, and together with the Subtenant Security Agreement, collectively, the “Security Agreements”); and

 

WHEREAS, pursuant to that certain Fifth Amendment to Amended and Restated Master Lease Agreement (Lease No. 2), dated as of the date hereof (the “Fifth Amendment”), Amended Lease No. 2 is being amended to add thereto those certain senior living facilities commonly known as: (i) Forum at Desert Harbor, located at 13840 North Desert Harbor Drive, Peoria, AZ 85381; (ii) Forum at Tucson, located at 2500 North Rosemont Blvd., Tucson, AZ 85712; (iii) Park Summit at Coral Springs, located at 8500 Royal Palm Blvd., Coral Springs, FL 33065; (iv) Gables at Winchester located at 299 Cambridge Street, Winchester, MA 01890; and (v) Forum at Memorial Woods, located at 777 North Post Oak Road, Houston, TX 77024, all as more particularly described in the Fifth Amendment; and

 



 

WHEREAS, in connection with the foregoing, and as a condition precedent to the execution of the Fifth Amendment by Landlord, Landlord has required that certain of the Subtenants join in the Subtenant Guaranty and Subtenant Security Agreement, and that the parties hereto confirm that the Guarantees and the Security Agreements remain in full force and effect and apply to Amended Lease No. 2 as amended by the Fifth Amendment;

 

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the mutual receipt and legal sufficiency of which are hereby acknowledged, the parties hereto hereby agree, effective as of the date hereof, as follows:

 

1.              Joinder to Subtenant Guaranty.  Five Star Desert Harbor LLC, Five Star Tucson Forum LLC, Five Star Coral Springs LLC, Five Star Gables LLC and Five Star Memorial Woods LLC each a Delaware limited liability company (each, a “New Subtenant” and collectively the “New Subtenants”) hereby join in the Subtenant Guaranty as if each New Subtenant had originally executed and delivered the Subtenant Guaranty as a Subtenant Guarantor thereunder.  From and after the date hereof, all references in the Subtenant Guaranty to the Subtenant Guarantors shall include the New Subtenants, and each New Subtenant shall be considered a Subtenant Guarantor for all purposes under the Subtenant Guaranty.

 

2.              Joinder to Subtenant Security Agreement.  The New Subtenants hereby join in the Subtenant Security Agreement as if each New Subtenant had originally executed and delivered the Subtenant Security Agreement as a Subtenant thereunder.  From and after the date hereof, all references in the Subtenant Security Agreement to the Subtenants shall include the New Subtenants and each New Subtenant shall be considered a Subtenant for all purposes under the Subtenant Security Agreement.

 

3.              Amendment to Disputes Provisions in Guarantees.  Each of the Guarantees is amended by deleting Section 15 therefrom in its entirety and replacing it with Section 15 as set forth on Exhibit A attached hereto and made a part hereof.

 

4.              Amendment to Disputes Provisions in Security Agreements.  Each of the Security Agreements is amended by deleting Section 11 therefrom in its entirety and replacing it with Section 11 as set forth on Exhibit B attached hereto and made a part hereof.

 

5.              Amendment of Subtenant Security Agreement.  The Subtenant Security Agreement is hereby amended by (a) replacing Exhibit A attached thereto with Schedule 1 attached hereto; (b) replacing Schedule 1 attached thereto with Schedule 2 attached hereto; and (c) replacing Schedule 2 attached thereto with Schedule 3 attached hereto.

 

6.              Amendment of Tenant Security Agreement.  The Tenant Security Agreement is hereby amended by replacing Schedule 2 attached thereto with Schedule 4 attached hereto.

 

7.              Confirmation of Guarantees and Security Agreements. Each of the parties to the Guarantees and the Security Agreements (including, without limitation, the New Subtenants) hereby confirms that all references in the Guarantees and the Security Agreements to “Amended Lease No. 2” shall refer to Amended Lease No. 2 as amended by the Fifth Amendment, and the Guarantees, as amended and confirmed hereby, and the Security Agreements, as amended and confirmed hereby, are hereby ratified and confirmed in all respects.

 

2



 

8.              No Impairment, Etc.  The obligations, covenants, agreements and duties of the parties under the Guarantees and Security Agreements shall not be impaired in any manner by the execution and delivery of the Fifth Amendment or any other amendment, change or modification to Amended Lease No. 2, and in no event shall any ratification or confirmation of such Guarantees or such Security Agreements, or the obligations, covenants, agreements and the duties of the parties under the Guarantees or the Security Agreements, including, without limitation, this Confirmation, be required in connection with any such amendment, change or modification.

 

[Remainder of page left intentionally blank; Signature pages follow]

 

3



 

IN WITNESS WHEREOF, the parties hereto have caused this Confirmation to be duly executed as a sealed instrument as of the date first set forth above.

 

 

GUARANTOR:

 

 

 

FIVE STAR QUALITY CARE, INC.

 

 

 

By:

/s/ Bruce J. Mackey Jr.

 

 

Bruce J. Mackey Jr.

 

 

President

 

 

 

TENANT:

 

 

 

FIVE STAR QUALITY CARE TRUST,

 

FS TENANT HOLDING COMPANY TRUST,

 

FS COMMONWEALTH LLC, and

 

FS PATRIOT LLC

 

 

 

By:

/s/ Bruce J. Mackey Jr.

 

 

Bruce J. Mackey Jr.

 

 

President of each of the foregoing entities

 

4



 

 

SUBTENANTS:

 

 

 

FIVE STAR CORAL SPRINGS LLC,

 

FIVE STAR DESERT HARBOR LLC,

 

FIVE STAR GABLES LLC,

 

FIVE STAR MEMORIAL WOODS LLC,

 

FIVE STAR QUALITY CARE-CA II, LLC,

 

FIVE STAR QUALITY CARE-COLORADO, LLC,

 

FIVE STAR QUALITY CARE-FL, LLC

 

FIVE STAR QUALITY CARE-GA, LLC,

 

FIVE STAR QUALITY CARE-GHV, LLC,

 

FIVE STAR QUALITY CARE-IA, LLC,

 

FIVE STAR QUALITY CARE-IN, LLC,

 

FIVE STAR QUALITY CARE-KS, LLC,

 

FIVE STAR QUALITY CARE-MD, LLC,

 

FIVE STAR QUALITY CARE-NE, INC.,

 

FIVE STAR QUALITY CARE-NE, LLC,

 

FIVE STAR QUALITY CARE-TX, LLC,

 

FIVE STAR QUALITY CARE-VA, LLC,

 

FIVE STAR QUALITY CARE-WI, LLC,

 

FIVE STAR TUCSON FORUM LLC,

 

FS LAFAYETTE TENANT TRUST,

 

FS LEISURE PARK TENANT TRUST,

 

FS LEXINGTON TENANT TRUST,

 

FS TENANT POOL I TRUST,

 

FS TENANT POOL II TRUST,

 

FS TENANT POOL III TRUST,

 

FS TENANT POOL IV TRUST, and

 

FSQC-AL, LLC

 

 

 

By:

/s/ Bruce J. Mackey Jr.

 

 

Bruce J. Mackey Jr.

 

 

President of each of the foregoing entities

 

 

 

MORNINGSIDE OF ANDERSON, L.P., and
MORNINGSIDE OF ATHENS, LIMITED PARTNERSHIP

 

 

 

By:

LifeTrust America, Inc.,

 

 

General Partner of each of

 

 

the foregoing entities

 

 

 

 

 

By:

/s/ Bruce J. Mackey Jr.

 

 

 

Bruce J. Mackey Jr.

 

 

 

President

 

5



 

 

LANDLORD:

 

 

 

 

 

CCC FINANCING I TRUST,

 

CCC INVESTMENTS I, L.L.C.,

 

CCC OF KENTUCKY TRUST,

 

CCC PUEBLO NORTE TRUST,

 

CCDE SENIOR LIVING LLC,

 

CCOP SENIOR LIVING LLC,

 

HRES1 PROPERTIES TRUST,

 

O.F.C. CORPORATION,

 

SNH CHS PROPERTIES TRUST,

 

SNH SOMERFORD PROPERTIES TRUST,

 

SNH/LTA PROPERTIES GA LLC,

 

SNH/LTA PROPERTIES TRUST,

 

SPTIHS PROPERTIES TRUST, and

 

SPTMNR PROPERTIES TRUST

 

 

 

 

By:

/s/ David J. Hegarty

 

 

David J. Hegarty

 

 

President of each of the foregoing entities

 

 

 

 

 

LEISURE PARK VENTURE LIMITED PARTNERSHIP

 

 

 

 

By:

CCC Leisure Park Corporation,

 

 

its General Partner

 

 

 

 

 

By:

/s/ David J. Hegarty

 

 

 

David J. Hegarty

 

 

 

President

 

 

 

 

CCC RETIREMENT COMMUNITIES II, L.P.

 

 

 

 

By:

Crestline Ventures LLC,

 

 

its General Partner

 

 

 

 

 

By:

/s/ David J. Hegarty

 

 

 

David J. Hegarty

 

 

 

President

 

 

 

 

CCC FINANCING LIMITED, L.P.

 

 

 

 

By:

CCC Retirement Trust,

 

 

its General Partner

 

 

 

 

 

By:

/s/ David J. Hegarty

 

 

 

David J. Hegarty

 

 

 

President

 

6



 

EXHIBIT A

 

DISPUTES PROVISION — GUARANTEES

 

15.          Disputes.

 

(a)      Any disputes, claims or controversies between or among the parties (i) arising out of or relating to this Guaranty, or (ii) brought by or on behalf of any shareholder of any party (which, for purposes of this Section 15, shall mean any shareholder of record or any beneficial owner of shares of any party, or any former shareholder of record or beneficial owner of shares of any party), either on his, her or its own behalf, on behalf of any party or on behalf of any series or class of shares of any party or shareholders of any party against any party or any trustee, director, officer, manager (including Reit Management & Research LLC or its successor), agent or employee of any party, including disputes, claims or controversies relating to the meaning, interpretation, effect, validity, performance or enforcement of this Guaranty, including this arbitration agreement, the declaration of trust, limited liability company agreement, partnership agreement or analogous governing instruments, as applicable, of any party, or the bylaws of any party (all of which are referred to as “Disputes”), or relating in any way to such a Dispute or Disputes, shall on the demand of any party to such Dispute be resolved through binding and final arbitration in accordance with the Commercial Arbitration Rules (the “Rules”) of the American Arbitration Association (“AAA”) then in effect, except as those Rules may be modified in this Section 15.  For the avoidance of doubt, and not as a limitation, Disputes are intended to include derivative actions against trustees, directors, officers or managers of any party and class actions by a shareholder against those individuals or entities and any party.  For the avoidance of doubt, a Dispute shall include a Dispute made derivatively on behalf of one party against another party.

 

(b)      There shall be three arbitrators.  If there are only two parties to the Dispute (with, for purposes of this Section 15, any and all parties involved in the Dispute and owned by the same ultimate parent entity treated as one party), each party shall select one arbitrator within 15 days after receipt by respondent of a copy of the demand for arbitration.  Such arbitrators may be affiliated or interested persons of such parties.  If either party fails to timely select an arbitrator, the other party to the Dispute shall select the second arbitrator who shall be neutral and impartial and shall not be affiliated with or an interested person of either party. If there are more than two parties to the Dispute, all claimants, on the one hand, and all respondents, on the other hand, shall each select, by the vote of a majority of the claimants or the respondents, as the case may be, one arbitrator. Such arbitrators may be affiliated or interested persons of the claimants or the respondents, as the case may be.  If either all claimants or all respondents fail to timely select an arbitrator then such arbitrator (who shall be neutral, impartial and unaffiliated with any party) shall be appointed by the AAA.  The two arbitrators so appointed shall jointly appoint the third and presiding arbitrator (who shall be neutral, impartial and unaffiliated with any party) within 15 days of the appointment of the second arbitrator.  If the third arbitrator has not been appointed within the time limit specified herein, then the AAA shall provide a list of proposed arbitrators in accordance with the Rules, and the arbitrator shall be appointed by the AAA in accordance with a listing, striking and ranking procedure, with each party having a

 



 

limited number of strikes, excluding strikes for cause.

 

(c)                  The place of arbitration shall be Boston, Massachusetts unless otherwise agreed by the parties.

 

(d)                 There shall be only limited documentary discovery of documents directly related to the issues in dispute, as may be ordered by the arbitrators.

 

(e)                  In rendering an award or decision (the “Award”), the arbitrators shall be required to follow the laws of the Commonwealth of Massachusetts.  Any arbitration proceedings or Award rendered hereunder and the validity, effect and interpretation of this arbitration agreement shall be governed by the Federal Arbitration Act, 9 U.S.C. §1 et seq.  The Award shall be in writing and may, but shall not be required to, briefly state the findings of fact and conclusions of law on which it is based.

 

(f)                   Except to the extent expressly provided by Section 15 or as otherwise agreed by the parties, each party involved in a Dispute shall bear its own costs and expenses (including attorneys’ fees), and the arbitrators shall not render an award that would include shifting of any such costs or expenses (including attorneys’ fees) or, in a derivative case or class action, award any portion of any party’s award to the claimant or the claimant’s attorneys.  Except to the extent otherwise agreed by the parties, each party (or, if there are more than two parties to the Dispute, all claimants, on the one hand, and all respondents, on the other hand, respectively) shall bear the costs and expenses of its (or their) selected arbitrator and the parties (or, if there are more than two parties to the Dispute, all claimants, on the one hand, and all respondents, on the other hand) shall equally bear the costs and expenses of the third appointed arbitrator.

 

(g)                  An Award shall be final and binding upon the parties thereto and shall be the sole and exclusive remedy between such parties relating to the Dispute, including any claims, counterclaims, issues or accounting presented to the arbitrators.  Judgment upon the Award may be entered in any court having jurisdiction.  To the fullest extent permitted by law, no application or appeal to any court of competent jurisdiction may be made in connection with any question of law arising in the course of arbitration or with respect to any award made except for actions relating to enforcement of this agreement to arbitrate or any arbitral award issued hereunder and except for actions seeking interim or other provisional relief in aid of arbitration proceedings in any court of competent jurisdiction.

 

(h)                 Any monetary award shall be made and payable in U.S. dollars free of any tax, deduction or offset.  Each party against which the Award assesses a monetary obligation shall pay that obligation on or before the 30th day following the date of the Award or such other date as the Award may provide.

 

(i)                     This Section 15 is intended to benefit and be enforceable by the shareholders, trustees, directors, officers, managers (including Reit Management & Research LLC or its successor), agents or employees of any party and the parties and shall be binding on the shareholders of any party and the parties, as applicable, and shall be in addition to, and not in substitution for, any other rights to indemnification or contribution that such individuals or entities may have by contract or otherwise.

 



 

EXHIBIT B

 

DISPUTES PROVISION — SECURITY AGREEMENT

 

Section 11.                                   Disputes.

 

(a)                 Any disputes, claims or controversies between or among the parties (i) arising out of or relating to this Agreement, or (ii) brought by or on behalf of any shareholder of any party (which, for purposes of this Section 11, shall mean any shareholder of record or any beneficial owner of shares of any party, or any former shareholder of record or beneficial owner of shares of any party), either on his, her or its own behalf, on behalf of any party or on behalf of any series or class of shares of any party or shareholders of any party against any party or any trustee, director, officer, manager (including Reit Management & Research LLC or its successor), agent or employee of any party, including disputes, claims or controversies relating to the meaning, interpretation, effect, validity, performance or enforcement of this Agreement, including this arbitration agreement, the declaration of trust, limited liability company agreement, partnership agreement or analogous governing instruments, as applicable, of any party, or the bylaws of any party (all of which are referred to as “Disputes”), or relating in any way to such a Dispute or Disputes, shall on the demand of any party to such Dispute be resolved through binding and final arbitration in accordance with the Commercial Arbitration Rules (the “Rules”) of the American Arbitration Association (“AAA”) then in effect, except as those Rules may be modified in this Section 11.  For the avoidance of doubt, and not as a limitation, Disputes are intended to include derivative actions against trustees, directors, officers or managers of any party and class actions by a shareholder against those individuals or entities and any party.  For the avoidance of doubt, a Dispute shall include a Dispute made derivatively on behalf of one party against another party.

 

(b)                 There shall be three arbitrators.  If there are only two parties to the Dispute (with, for purposes of this Section 11, any and all parties involved in the Dispute and owned by the same ultimate parent entity treated as one party), each party shall select one arbitrator within 15 days after receipt by respondent of a copy of the demand for arbitration.  Such arbitrators may be affiliated or interested persons of such parties.  If either party fails to timely select an arbitrator, the other party to the Dispute shall select the second arbitrator who shall be neutral and impartial and shall not be affiliated with or an interested person of either party. If there are more than two parties to the Dispute, all claimants, on the one hand, and all respondents, on the other hand, shall each select, by the vote of a majority of the claimants or the respondents, as the case may be, one arbitrator. Such arbitrators may be affiliated or interested persons of the claimants or the respondents, as the case may be.  If either all claimants or all respondents fail to timely select an arbitrator then such arbitrator (who shall be neutral, impartial and unaffiliated with any party) shall be appointed by the AAA.  The two arbitrators so appointed shall jointly appoint the third and presiding arbitrator (who shall be neutral, impartial and unaffiliated with any party) within 15 days of the appointment of the second arbitrator.  If the third arbitrator has not been appointed within the time limit specified herein, then the AAA shall provide a list of proposed arbitrators in accordance with the Rules, and the arbitrator shall be appointed by the AAA in accordance with a listing, striking and ranking procedure, with each party having a

 



 

limited number of strikes, excluding strikes for cause.

 

(c)                  The place of arbitration shall be Boston, Massachusetts unless otherwise agreed by the parties.

 

(d)                 There shall be only limited documentary discovery of documents directly related to the issues in dispute, as may be ordered by the arbitrators.

 

(e)                  In rendering an award or decision (the “Award”), the arbitrators shall be required to follow the laws of the Commonwealth of Massachusetts.  Any arbitration proceedings or Award rendered hereunder and the validity, effect and interpretation of this arbitration agreement shall be governed by the Federal Arbitration Act, 9 U.S.C. §1 et seq.  The Award shall be in writing and may, but shall not be required to, briefly state the findings of fact and conclusions of law on which it is based.

 

(f)                   Except to the extent expressly provided by Section 11 or as otherwise agreed by the parties, each party involved in a Dispute shall bear its own costs and expenses (including attorneys’ fees), and the arbitrators shall not render an award that would include shifting of any such costs or expenses (including attorneys’ fees) or, in a derivative case or class action, award any portion of any party’s award to the claimant or the claimant’s attorneys.  Except to the extent otherwise agreed by the parties, each party (or, if there are more than two parties to the Dispute, all claimants, on the one hand, and all respondents, on the other hand, respectively) shall bear the costs and expenses of its (or their) selected arbitrator and the parties (or, if there are more than two parties to the Dispute, all claimants, on the one hand, and all respondents, on the other hand) shall equally bear the costs and expenses of the third appointed arbitrator.

 

(g)                  An Award shall be final and binding upon the parties thereto and shall be the sole and exclusive remedy between such parties relating to the Dispute, including any claims, counterclaims, issues or accounting presented to the arbitrators.  Judgment upon the Award may be entered in any court having jurisdiction.  To the fullest extent permitted by law, no application or appeal to any court of competent jurisdiction may be made in connection with any question of law arising in the course of arbitration or with respect to any award made except for actions relating to enforcement of this agreement to arbitrate or any arbitral award issued hereunder and except for actions seeking interim or other provisional relief in aid of arbitration proceedings in any court of competent jurisdiction.

 

(h)                 Any monetary award shall be made and payable in U.S. dollars free of any tax, deduction or offset.  Each party against which the Award assesses a monetary obligation shall pay that obligation on or before the 30th day following the date of the Award or such other date as the Award may provide.

 

(i)                     This Section 11 is intended to benefit and be enforceable by the shareholders, trustees, directors, officers, managers (including Reit Management & Research LLC or its successor), agents or employees of any party and the parties and shall be binding on the shareholders of any party and the parties, as applicable, and shall be in addition to, and not in substitution for, any other rights to indemnification or contribution that such individuals or entities may have by contract or otherwise.

 



 

SCHEDULE 1

 

EXHIBIT A

 

SUBLEASES

 

1.                                      Sublease Agreement, dated December 31, 2001, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-Colorado, LLC, Delaware limited liability company, as subtenant, as amended by that certain Letter Agreement dated March 1, 2004 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of June 30, 2008, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

2.                                      Sublease Agreement, dated December 31, 2001, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-KS, LLC, a Delaware limited liability company, as subtenant, as amended by that certain Letter Agreement dated March 1, 2004 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated June 30, 2008, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

3.                                      Sublease Agreement, dated January 11, 2002, by and between FS Tenant Holding Company Trust, a Maryland business trust, and FS Leisure Park Tenant Trust, a Maryland business trust, as amended by that certain Letter Agreement dated June 30, 2008 by and among FS Tenant Holding Company Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among FS Tenant Holding Company Trust, as sublandlord and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

4.                                      Sublease Agreement, dated January 11, 2002, by and between FS Tenant Holding Company Trust, a Maryland business trust, and FS Lafayette Tenant Trust, a Maryland business trust, as amended by that certain Letter Agreement dated June 30, 2008 by and among FS Tenant Holding Company Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among FS Tenant Holding Company Trust, as sublandlord and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

5.                                      Sublease Agreement, dated January 11, 2002, by and between FS Tenant Holding Company Trust, a Maryland business trust, and FS Lexington Tenant Trust, a Maryland business trust, as amended by that certain Letter Agreement dated June 30, 2008 by and among FS Tenant Holding Company Trust, as sublandlord, and Certain Affiliates of Five

 



 

Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among FS Tenant Holding Company Trust, as sublandlord and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

6.                                      Sublease Agreement, dated January 11, 2002, by and between FS Tenant Holding Company Trust, a Maryland business trust, and FS Tenant Pool IV Trust, a Maryland business trust, as amended by that certain Letter Agreement dated June 30, 2008 by and among FS Tenant Holding Company Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among FS Tenant Holding Company Trust, as sublandlord and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

7.                                      Sublease Agreement, dated November 19, 2004, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Morningside of Anderson, L.P., a Delaware limited partnership, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

8.                                      Sublease Agreement, dated November 19, 2004, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Morningside of Athens, Limited Partnership, a Delaware limited partnership, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

9.                                      Sublease Agreement, dated May 6, 2005, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-CA II, LLC, a Delaware limited liability company, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

10.                               Sublease Agreement, dated October 31, 2005, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-GHV, LLC, a Maryland limited liability company, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Partial Termination of Sublease Agreement, dated May 6, 2011 by and between Five Star Quality Care Trust,

 



 

a Maryland business trust, as sublandlord, and Five Star Quality Care-GHV, LLC, a Maryland limited liability company, as subtenant.

 

11.                               Second Amended and Restated Sublease Agreement, dated November 1, 2006, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-GA, LLC, a Delaware limited liability company, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Partial Termination of Second Amended and Restated Sublease Agreement, dated as of May 1, 2011, by and between Five Star Quality Care Trust, as sublandlord, and Five Star Quality Care-GA, LLC, as subtenant, as further amended by that certain Partial Termination of Second Amended and Restated Sublease Agreement, dated as of June 1, 2011, by and between Five Star Qualify Care Trust, as sublandlord, and Five Star Quality Care-GA, LLC, as subtenant.

 

12.                               Sublease Agreement, dated February 7, 2008, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-TX, LLC, a Maryland limited liability company, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

13.                               Sublease Agreement, dated August 1, 2008, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and FSQC-AL, LLC, as subtenant, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

14.                               Sublease Agreement, dated November 1, 2008, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-IN, LLC, as subtenant, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.

 

15.                               Amended and Restated Sublease Agreement, dated as of August 4, 2009, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-MD, LLC, a Delaware limited liability company, as subtenant.

 

16.                               Second Amended and Restated Sublease Agreement, dated as of August 4, 2009, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-WI, LLC, a Delaware limited liability company, as subtenant.

 



 

17.                               Amended and Restated Sublease Agreement, dated as of August 4, 2009, by and between FS Tenant Holding Company Trust, a Maryland business trust, as sublandlord and FS Tenant Pool I Trust, a Maryland business trust, as subtenant.

 

18.                               Amended and Restated Sublease Agreement, dated as of August 4, 2009, by and between FS Tenant Holding Company Trust, a Maryland business trust, as sublandlord, and FS Tenant Pool II Trust, a Maryland business trust, as subtenant.

 

19.                               Amended and Restated Sublease Agreement, dated as of August 4, 2009, by and between FS Tenant Holding Company Trust, a Maryland business trust, as sublandlord, and FS Tenant Pool III Trust, a Maryland business trust, as subtenant.

 

20.                               Sublease Agreement, dated as of August 4, 2009, by and between FVE FM Financing, Inc., a Maryland corporation, as sublandlord, and FS Tenant Pool III Trust, a Maryland business trust, as subtenant, as assigned by that certain Bill of Sale, Assignment and Assumption Agreement, dated as of September 1, 2009, by and between FS Tenant Pool III Trust, as assignor, and Five Star Desert Harbor LLC, a Delaware limited liability company, as assignee, as further assigned by that certain Bill of Sale, Assignment and Assumption Agreement, dated as of August 31, 2012, by and between FVE FM Financing, Inc., as assignor, and Five Star Quality Care Trust, a Maryland business trust, as assignee.

 

21.                               Sublease Agreement, dated as of August 4, 2009, by and between FVE FM Financing, Inc., a Maryland corporation, as sublandlord, and FS Tenant Pool III Trust, a Maryland business trust, as subtenant, as assigned by that certain Bill of Sale, Assignment and Assumption Agreement, dated as of September 1, 2009, by and between FS Tenant Pool III Trust, as assignor, and Five Star Tucson Forum LLC, a Delaware limited liability company, as assignee, as further assigned by that certain Bill of Sale, Assignment and Assumption Agreement, dated as of August 31, 2012, by and between FVE FM Financing, Inc., as assignor, and Five Star Quality Care Trust, a Maryland business trust, as assignee.

 

22.                               Sublease Agreement, dated as of August 4, 2009, by and between FVE FM Financing, Inc., a Maryland corporation, as sublandlord, and FS Tenant Pool I Trust, a Maryland business trust, as subtenant, as assigned by that certain Bill of Sale, Assignment and Assumption Agreement, dated as of January 1, 2010, by and between FS Tenant Pool I Trust, as assignor, and Five Star Coral Springs LLC, a Delaware limited liability company, as assignee, as further assigned by that certain Bill of Sale, Assignment and Assumption Agreement, dated as of August 31, 2012, by and between FVE FM Financing, Inc., as assignor, and Five Star Quality Care Trust, a Maryland business trust, as assignee.

 

23.                               Sublease Agreement, dated as of August 4, 2009, by and between FVE FM Financing, Inc., a Maryland corporation, as sublandlord, and FS Tenant Pool II Trust, a Maryland business trust, as subtenant, as assigned by that certain Bill of Sale, Assignment and Assumption Agreement, dated as of November 1, 2009, by and between FS Tenant Pool II Trust, as assignor, and Five Star Gables LLC, a Delaware limited liability company, as assignee, as further assigned by that certain Bill of Sale, Assignment and Assumption

 



 

Agreement, dated as of August 31, 2012, by and between FVE FM Financing, Inc., as assignor, and Five Star Quality Care Trust, a Maryland business trust, as assignee.

 

24.                               Sublease Agreement, dated as of August 4, 2009, by and between FVE FM Financing, Inc., a Maryland corporation, as sublandlord, and FS Tenant Pool III Trust, a Maryland business trust, as subtenant, as assigned by that certain Bill of Sale, Assignment and Assumption Agreement, dated as of February 1, 2010, by and between FS Tenant Pool III Trust, as assignor, and Five Star Memorial Woods LLC, a Delaware limited liability company, as assignee, as further assigned by that certain Bill of Sale, Assignment and Assumption Agreement, dated as of August 31, 2012, by and between FVE FM Financing, Inc., as assignor, and Five Star Quality Care Trust, a Maryland business trust, as assignee.

 

25.                               Amended and Restated Sublease Agreement, dated August 1, 2010, but effective as of October 1, 2009, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-IA, LLC, a Delaware limited liability company, as subtenant.

 

26.                               Amended and Restated Sublease Agreement, dated August 1, 2010, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-NE, Inc., a Delaware corporation, as subtenant.

 

27.                               Amended and Restated Sublease Agreement, dated August 1, 2010, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-NE, LLC, a Delaware limited liability company, as subtenant.

 

28.                               Sublease Agreement, dated June 20, 2011, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-VA, LLC, a Delaware limited liability company, as subtenant.

 

29.                               Sublease Agreement, dated July 22, 2011, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-FL, LLC, a Delaware limited liability company, as subtenant.

 



 

SCHEDULE 2

 

SCHEDULE 1

 

Subtenant Name, Organizational Structure
& Corporate Identification Number:

 

Chief Executive Office &
Principal Place of Business:

 

Other Names

Five Star Coral Springs LLC,
a Delaware limited liability company

No.  DE 4707938

 

400 Centre Street

Newton, MA 02458

 

None.

Five Star Desert Harbor LLC,
a Delaware limited liability company

No.  DE 4707959

 

400 Centre Street

Newton, MA 02458

 

None.

Five Star Gables LLC,
a Delaware limited liability company

No.  DE 4707955

 

400 Centre Street

Newton, MA 02458

 

None.

Five Star Memorial Woods LLC,
a Delaware limited liability company

No.  DE 4707953

 

400 Centre Street

Newton, MA 02458

 

None.

Five Star Quality Care-CA II, LLC, a Delaware limited liability company

No.  DE 3872799

 

400 Centre Street

Newton, MA 02458

 

None.

Five Star Quality Care-Colorado, LLC, a Delaware limited liability company

No.  DE 3141518

 

400 Centre Street

Newton, MA 02458

 

SHOPCO-Colorado, LLC

Five Star Quality Care-FL, LLC, a Delaware limited liability company
No.  DE 3487186

 

400 Centre Street

Newton, MA 02458

 

None

Five Star Quality Care-GA, LLC, a Delaware limited liability company

No.  DE 3141197

 

400 Centre Street

Newton, MA 02458

 

SHOPCO-GA, LLC

Five Star Quality Care-GHV, LLC, a Maryland limited liability company

No.  MD W10441350

 

400 Centre Street

Newton, MA 02458

 

None.

Five Star Quality Care-IA, LLC, a Delaware limited liability company

No. DE 3141200

 

400 Centre Street

Newton, MA 02458

 

SHOPCO-IA, LLC

Five Star Quality Care-IN, LLC, a Maryland limited liability company

No.  MD W12573952

 

400 Centre Street

Newton, MA 02458

 

None.

Five Star Quality Care-KS, LLC, a Delaware limited liability company

No.  DE 3155963

 

400 Centre Street

Newton, MA 02458

 

SHOPCO-KS, LLC

Five Star Quality Care-MD, LLC, a Delaware limited liability company

No.  DE 3561210

 

400 Centre Street

Newton, MA 02458

 

None.

Five Star Quality Care-NE, Inc., a Delaware corporation

No.  DE 3162188

 

400 Centre Street

Newton, MA 02458

 

SHOPCO-NE, Inc.

Five Star Quality Care-NE, LLC, a Delaware limited liability company

No.  DE 3141204

 

400 Centre Street

Newton, MA 02458

 

SHOPCO-NE, LLC

Five Star Quality Care-TX, LLC, a Maryland limited liability company

No.  MD W11898319

 

400 Centre Street

Newton, MA 02458

 

None.

Five Star Quality Care-VA, LLC, a Delaware limited liability company

No.  DE 3561214

 

400 Centre Street

Newton, MA 02458

 

None

Five Star Quality Care-WI, LLC, a Delaware limited liability company

No.  DE 3141217

 

400 Centre Street

Newton, MA 02458

 

SHOPCO-WI, LLC

 



 

Subtenant Name, Organizational Structure
& Corporate Identification Number:

 

Chief Executive Office &
Principal Place of Business:

 

Other Names

Five Star Tucson Forum LLC,
a Delaware limited liability company

No.  DE 4707961

 

400 Centre Street

Newton, MA 02458

 

None.

FS Lafayette Tenant Trust,
a Maryland business trust

No.  MD B06518989

 

400 Centre Street

Newton, MA 02458

 

None.

FS Leisure Park Tenant Trust,
a Maryland business trust

No.  MD B06547053

 

400 Centre Street

Newton, MA 02458

 

None.

FS Lexington Tenant Trust,

a Maryland business trust

No.  MD B06519029

 

400 Centre Street

Newton, MA 02458

 

None.

FS Tenant Pool I Trust,

a Maryland business trust

No.  MD B06519011

 

400 Centre Street

Newton, MA 02458

 

None.

FS Tenant Pool II Trust,

a Maryland business trust

No.  MD B06518146

 

400 Centre Street

Newton, MA 02458

 

None.

FS Tenant Pool III Trust,

a Maryland business trust

No.  MD B06519037

 

400 Centre Street

Newton, MA 02458

 

None.

FS Tenant Pool IV Trust,

a Maryland business trust

No.  MD B06519045

 

400 Centre Street

Newton, MA 02458

 

None.

FSQC-AL, LLC, a Maryland limited liability company

No.  MD W10831154

 

400 Centre Street

Newton, MA 02458

 

None.

Morningside of Anderson, L.P., a Delaware limited partnership

No.  DE 2926362

 

400 Centre Street

Newton, MA 02458

 

None.

Morningside of Athens, Limited Partnership, a Delaware limited partnership

No.  DE 3499189

 

400 Centre Street

Newton, MA 02458

 

None.

 



 

SCHEDULE 3

 

SCHEDULE 2

 

The Facilities

 

State

 

Facility

 

Subtenant

 

 

 

 

 

ALABAMA:

 

ASHTON GABLES IN RIVERCHASE

2184 Parkway Lake Drive

Birmingham, Alabama 35244

 

FSQC-AL, LLC

 

 

 

 

 

 

 

LAKEVIEW ESTATES

2634 Valleydale Road

Birmingham, Alabama 35244

 

FSQC-AL, LLC

 

 

 

 

 

ARIZONA:

 

FORUM AT DESERT HARBOR

13840 North Desert Harbor Drive

Peoria, Arizona 85381

 

Five Star Desert Harbor LLC

 

 

 

 

 

 

 

THE FORUM AT PUEBLO NORTE

7090 East Mescal Street

Scottsdale, Arizona 85254

 

FS Tenant Pool II Trust

 

 

 

 

 

 

 

FORUM AT TUCSON

2500 North Rosemont Blvd.

Tucson, Arizona 85712

 

Five Star Tucson Forum LLC

 

 

 

 

 

CALIFORNIA:

 

LA SALETTE HEALTH AND REHABILITATION CENTER

537 East Fulton Street

Stockton, California 95204

 

Five Star Quality Care-CA II, LLC

 

 

 

 

 

 

 

THOUSAND OAKS HEALTHCARE CENTER

93 W. Avenida de Los Arboles

Thousand Oaks, California 91360

 

Five Star Quality Care-CA II, LLC

 

 

 

 

 

COLORADO:

 

SKYLINE RIDGE NURSING & REHABLITATION CENTER

515 Fairview Avenue

Canon City, Colorado 81212

 

Five Star Quality Care-Colorado, LLC

 

 

 

 

 

 

 

SPRINGS VILLAGE CARE CENTER

110 West Van Buren Street

Colorado Springs, Colorado 80907

 

Five Star Quality Care-Colorado, LLC

 



 

State

 

Facility

 

Subtenant

 

 

 

 

 

 

 

WILLOW TREE CARE CENTER

2050 South Main Street

Delta, Colorado 81416

 

Five Star Quality Care-Colorado, LLC

 

 

 

 

 

 

 

CEDARS HEALTHCARE CENTER

1599 Ingalls Street

Lakewood, Colorado 80214

 

Five Star Quality Care-Colorado, LLC

 

 

 

 

 

DELAWARE:

 

MILLCROFT

225 Possum Park Road

Newark, Delaware 19711

 

FS Tenant Pool I Trust

 

 

 

 

 

 

 

FORWOOD MANOR

1912 Marsh Road

Wilmington, Delaware 19810

 

FS Tenant Pool II Trust

 

 

 

 

 

 

 

FOULK MANOR SOUTH

407 Foulk Road

Wilmington, Delaware 19803

 

FS Tenant Pool IV Trust

 

 

 

 

 

 

 

SHIPLEY MANOR

2733 Shipley Road

Wilmington, DE 19810

 

FS Tenant Pool I Trust

 

 

 

 

 

FLORIDA:

 

PARK SUMMIT AT CORAL SPRINGS

8500 Royal Palm Blvd.

Coral Springs, Florida 33065

 

 

Five Star Coral Springs LLC

 

 

 

 

 

 

 

FORUM AT DEER CREEK

3001 Deer Creek Country Club Boulevard

Deerfield Beach, Florida 33442

 

FS Tenant Pool III Trust

 

 

 

 

 

 

 

SPRINGWOOD COURT

12780 Kenwood Lane

Fort Myers, Florida 33907

 

FS Tenant Pool IV Trust

 

 

 

 

 

 

 

FOUNTAINVIEW

111 Executive Center Drive

West Palm Beach, Florida 33401

 

FS Tenant Pool II Trust

 

 

 

 

 

 

 

PALMS AT ST. LUCIE WEST
501 N.W. Cashmere Boulevard
Port St. Lucie, Florida 34986

 

Five Star Quality Care-FL, LLC

 

 

 

 

 

GEORGIA:

 

MORNINGSIDE OF ATHENS

1291 Cedar Shoals Drive

Athens, Georgia 30605

 

Morningside of Athens, Limited Partnership

 



 

State

 

Facility

 

Subtenant

 

 

 

 

 

 

 

SENIOR LIVING OF MARSH VIEW

7410 Skidway Road

Savannah, Georgia 31406

 

Five Star Quality Care-GA, LLC

 

 

 

 

 

INDIANA:

 

MEADOWOOD RETIREMENT COMMUNITY

2455 Tamarack Trail

Bloomington, Indiana 47408

 

Five Star Quality Care-IN, LLC

 

 

 

 

 

IOWA:

 

PACIFIC PLACE

20937 Kane Avenue

Pacific Junction, Iowa 51561

 

Five Star Quality Care-IA, LLC

 

 

 

 

 

 

 

WEST BRIDGE CARE & REHABILITATION

1015 West Summit Street

Winterset, Iowa 50273

 

Five Star Quality Care-IA, LLC

 

 

 

 

 

KANSAS:

 

WOODHAVEN CARE CENTER

510 W. 7th Street

Ellinwood, Kansas 67526

 

Five Star Quality Care-KS, LLC

 

 

 

 

 

KENTUCKY:

 

LAFAYETTE AT COUNTRY PLACE

690 Mason Headley Road

Lexington, Kentucky 40504

 

FS Lafayette Tenant Trust

 

 

 

 

 

 

 

LEXINGTON AT COUNTRY PLACE

700 Mason Headley Road

Lexington, Kentucky 40504

 

FS Lexington Tenant Trust

 

 

 

 

 

MARYLAND:

 

HEARTFIELDS AT BOWIE

7600 Laurel Bowie Road

Bowie, Maryland 20715

 

Five Star Quality Care-MD, LLC

 

 

 

 

 

 

 

HEARTFIELDS AT FREDERICK

1820 Latham Drive

Frederick, Maryland 21701

 

Five Star Quality Care-MD, LLC

 

 

 

 

 

MASSACHUSETTS:

 

GABLES AT WINCHESTER

299 Cambridge Street

Winchester, Massachusetts 01890

 

Five Star Gables LLC

 

 

 

 

 

NEBRASKA:

 

MORYS HAVEN

1112 15th Street

Columbus, Nebraska 68601

 

Five Star Quality Care-NE, Inc.

 



 

State

 

Facility

 

Subtenant

 

 

 

 

 

 

 

WEDGEWOOD CARE CENTER

800 Stoeger Drive

Grand Island, Nebraska 68803

 

Five Star Quality Care-NE, LLC

 

 

 

 

 

 

 

CRESTVIEW HEALTH CARE CENTER

1100 West First Street

Milford, Nebraska 68405

 

Five Star Quality Care-NE, LLC

 

 

 

 

 

 

 

UTICA COMMUNITY CARE CENTER

1350 Centennial Avenue

Utica, Nebraska 68456

 

Five Star Quality Care-NE, Inc.

 

 

 

 

 

NEW JERSEY:

 

LEISURE PARK

1400 Route 70

Lakewood, New Jersey 08701

 

FS Leisure Park Tenant Trust

 

 

 

 

 

PENNSYLVANIA:

 

FRANCISCAN MANOR

71 Darlington Road

Patterson Township, Beaver Falls,
Pennsylvania 15010

 

Five Star Quality Care-GHV, LLC

 

 

 

 

 

 

 

MOUNT VERNON OF ELIZABETH

145 Broadlawn Drive

Elizabeth, Pennsylvania 15037

 

Five Star Quality Care-GHV, LLC

 

 

 

 

 

 

 

OVERLOOK GREEN

5250 Meadowgreen Drive

Whitehall, Pennsylvania 15236

 

Five Star Quality Care-GHV, LLC

 

 

 

 

 

SOUTH CAROLINA:

 

MORNINGSIDE OF ANDERSON

1304 McLees Road

Anderson, South Carolina 29621

 

Morningside of Anderson, L.P.

 

 

 

 

 

 

 

MYRTLE BEACH MANOR

9547 Highway 17 North

Myrtle Beach, South Carolina 29572

 

FS Tenant Pool I Trust

 

 

 

 

 

TEXAS:

 

HERITAGE PLACE AT BOERNE

120 Crosspoint Drive

Boerne, Texas 78006

 

Five Star Quality Care-TX, LLC

 

 

 

 

 

 

 

FORUM AT PARK LANE

7831 Park Lane

Dallas, Texas 75225

 

FS Tenant Pool III Trust

 



 

State

 

Facility

 

Subtenant

 

 

 

 

 

 

 

HERITAGE PLACE AT FREDERICKSBURG

96 Frederick Road

Fredericksburg, Texas 78624

 

Five Star Quality Care-TX, LLC

 

 

 

 

 

 

 

FORUM AT MEMORIAL WOODS

777 North Post Oak Road

Houston, Texas 77024

 

Five Star Memorial Woods LLC

 

 

 

 

 

VIRGINIA:

 

CHESAPEAKE PROPERTY

1005 Elysian Place

Chesapeake, Virginia 23320

 

Five Star Quality Care-VA, LLC

 

 

 

 

 

WISCONSIN:

 

GREENTREE HEALTH & REHABILITATION CENTER

70 Greentree Road

Clintonville, Wisconsin 54929

 

Five Star Quality Care-WI, LLC

 

 

 

 

 

 

 

PINE MANOR HEALTH CARE CENTER

Village of Embarrass

1625 East Main Street

Clintonville, Wisconsin 54929

 

Five Star Quality Care-WI, LLC

 

 

 

 

 

 

 

MANORPOINTE-OAK CREEK INDEPENDENT SENIOR APARTMENTS AND MEADOWMERE/MITCHELL MANOR-OAK CREEK ASSISTED LIVING

700 East Stonegate Drive and 701 East
Peutz Road

Oak Creek, Wisconsin 53154

 

Five Star Quality Care-WI, LLC

 

 

 

 

 

 

 

RIVER HILLS WEST HEALTHCARE CENTER

321 Riverside Drive

Pewaukee, Wisconsin 53072

 

Five Star Quality Care-WI, LLC

 

 

 

 

 

 

 

THE VIRGINIA HEALTH & REHABILITATION CENTER

1451 Cleveland Avenue

Waukesha, Wisconsin 53186

 

Five Star Quality Care-WI, LLC

 



 

SCHEDULE 4

 

SCHEDULE 2

 

THE FACILITIES

 

ALABAMA:

 

ASHTON GABLES IN RIVERCHASE

2184 Parkway Lake Drive

Birmingham, Alabama  35244

 

LAKEVIEW ESTATES

2634 Valleydale Road

Birmingham, Alabama  35244

 

ARIZONA:

 

FORUM AT DESERT HARBOR

13840 North Desert Harbor Drive

Peoria, Arizona  85381

 

THE FORUM AT PUEBLO NORTE

7090 East Mescal Street

Scottsdale, Arizona  85254

 

FORUM AT TUCSON

2500 North Rosemont Blvd.

Tucson, Arizona  85712

 

CALIFORNIA:

 

LA SALETTE HEALTH AND REHABILITATION CENTER

537 East Fulton Street

Stockton, California  95204

 

THOUSAND OAKS HEALTHCARE CENTER

93 W. Avenida de Los Arboles

Thousand Oaks, California  91360

 

COLORADO:

 

SKYLINE RIDGE NURSING & REHABLITATION CENTER

515 Fairview Avenue

Canon City, Colorado  81212

 



 

SPRINGS VILLAGE CARE CENTER

110 West Van Buren Street

Colorado Springs, Colorado  80907

 

WILLOW TREE CARE CENTER

2050 South Main Street

Delta, Colorado  81416

 

CEDARS HEALTHCARE CENTER

1599 Ingalls Street

Lakewood, Colorado  80214

 

DELAWARE:

 

MILLCROFT

255 Possum Park Road

Newark, Delaware  19711

 

FORWOOD MANOR

1912 Marsh Road

Wilmington, Delaware  19810

 

FOULK MANOR SOUTH

407 Foulk Road

Wilmington, Delaware  19803

 

SHIPLEY MANOR

2723 Shipley Road

Wilmington, Delaware  19810

 

FLORIDA:

 

PARK SUMMIT AT CORAL SPRINGS

8500 Royal Palm Blvd.

Coral Springs, Florida  33065

 

FORUM AT DEER CREEK

3001 Deer Creek Country Club Boulevard

Deerfield Beach, Florida  33442

 

SPRINGWOOD COURT

12780 Kenwood Lane

Fort Myers, Florida  33907

 

FOUNTAINVIEW

111 Executive Center Drive

West Palm Beach, Florida  33401

 



 

PALMS AT ST. LUCIE WEST

501 N.W. Cashmere Boulevard

Port St. Lucie, Florida  34986

 

GEORGIA:

 

MORNINGSIDE OF ATHENS

1291 Cedar Shoals Drive

Athens, Georgia  30605

 

SENIOR LIVING OF MARSH VIEW

7410 Skidway Road

Savannah, Georgia  31406

 

INDIANA:

 

MEADOWOOD RETIREMENT COMMUNITY

2455 Tamarack Trail

Bloomington, Indiana  47408

 

IOWA:

 

PACIFIC PLACE

20937 Kane Avenue

Pacific Junction, Iowa  51561

 

WEST BRIDGE CARE & REHABILITATION

1015 West Summit Street

Winterset, Iowa  50273

 

KANSAS:

 

WOODHAVEN CARE CENTER

510 W. 7th Street

Ellinwood, Kansas  67526

 

KENTUCKY:

 

LAFAYETTE AT COUNTRY PLACE

690 Mason Headley Road

Lexington, Kentucky  40504

 

LEXINGTON AT COUNTRY PLACE

700 Mason Headley Road

Lexington, Kentucky  40504

 



 

MARYLAND:

 

HEARTFIELDS AT BOWIE

7600 Laurel Bowie Road

Bowie, Maryland  20715

 

HEARTFIELDS AT FREDERICK

1820 Latham Drive

Frederick, Maryland  21701

 

MASSACHUSETTS:

 

BRAINTREE REHABILITATION HOSPITAL

250 Pond Street

Braintree, Massachusetts  02184

 

GABLES AT WINCHESTER

299 Cambridge Street

Winchester, Massachusetts  01890

 

NEW ENGLAND REHABILITATION HOSPITAL

2 Rehabilitation Way

Woburn, Massachusetts  01801

 

NEBRASKA:

 

MORYS HAVEN

1112 15th Street

Columbus, Nebraska  68601

 

WEDGEWOOD CARE CENTER

800 Stoeger Drive

Grand Island, Nebraska  68803

 

CRESTVIEW HEALTH CARE CENTER

1100 West First Street

Milford, Nebraska  68405

 

UTICA COMMUNITY CARE CENTER

1350 Centennial Avenue

Utica, Nebraska  68456

 

NEW JERSEY:

 

LEISURE PARK

1400 Route 70

Lakewood, New Jersey  08701

 



 

PENNSYLVANIA:

 

FRANCISCAN MANOR

71 Darlington Road

Patterson Township, Beaver Falls, Pennsylvania  15010

 

MOUNT VERNON OF ELIZABETH

145 Broadlawn Drive

Elizabeth, Pennsylvania  15037

 

OVERLOOK GREEN

5250 Meadowgreen Drive

Whitehall, Pennsylvania  15236

 

SOUTH CAROLINA:

 

MORNINGSIDE OF ANDERSON

1304 McLees Road

Anderson, South Carolina  29621

 

MYRTLE BEACH MANOR

9547 Highway 17 North

Myrtle Beach, South Carolina  29572

 

TEXAS:

 

HERITAGE PLACE AT BOERNE

120 Crosspoint Drive

Boerne, Texas  78006

 

FORUM AT PARK LANE

7831 Park Lane

Dallas, Texas  75225

 

HERITAGE PLACE AT FREDERICKSBURG

96 Frederick Road

Fredericksburg, Texas  78624

 

FORUM AT MEMORIAL WOODS

777 North Post Oak Road

Houston, Texas  77024

 

VIRGINIA:

 

CHESAPEAKE PROPERTY

1005 Elysian Place

Chesapeake, Virginia  23320

 



 

WISCONSIN:

 

GREENTREE HEALTH & REHABILITATION CENTER

70 Greentree Road

Clintonville, Wisconsin  54929

 

PINE MANOR HEALTH CARE CENTER

Village of Embarrass

1625 East Main Street

Clintonville, Wisconsin  54929

 

MANORPOINTE-OAK CREEK INDEPENDENT SENIOR APARTMENTS AND MEADOWMERE/MITCHELL MANOR-OAK CREEK ASSISTED LIVING

700 East Stonegate Drive and 701 East Peutz Road

Oak Creek, Wisconsin  53154

 

RIVER HILLS WEST HEALTHCARE CENTER

321 Riverside Drive

Pewaukee, Wisconsin  53072

 

THE VIRGINIA HEALTH & REHABILITATION CENTER

1451 Cleveland Avenue

Waukesha, Wisconsin  53186