-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OQAUAWyebj0LSoL1NwRaR52iGhY8JEy587JAI3XR7MrQHM+TiTrOIHcFvKy1eomF y0x+JqlVkDSxbkEGZ3WpFg== 0000948046-11-000027.txt : 20110211 0000948046-11-000027.hdr.sgml : 20110211 20110211163521 ACCESSION NUMBER: 0000948046-11-000027 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110211 DATE AS OF CHANGE: 20110211 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DEUTSCHE BANK AG\ CENTRAL INDEX KEY: 0000948046 IRS NUMBER: 13294498 STATE OF INCORPORATION: I8 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: TAUNUSANLAGE 12 D-60325 CITY: FRANKFURT AM MAIN GE STATE: I8 MAIL ADDRESS: STREET 1: TAUNUSANLAGE 12 D-60325 CITY: FRANKFURT AM MAIN STATE: I8 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SENIOR HOUSING PROPERTIES TRUST CENTRAL INDEX KEY: 0001075415 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 043445278 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-56905 FILM NUMBER: 11599650 BUSINESS ADDRESS: STREET 1: 400 CENTRE STREET CITY: NEWTON STATE: MA ZIP: 02458 BUSINESS PHONE: 6173323990 SC 13G/A 1 seniorhousingamend.htm SENIOR HOUSING PROPERTIES TRUST seniorhousingamend.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 3)

Senior Housing Properties Trust
---------------------------------------
NAME OF ISSUER:


Common Stock (Par Value $.01)
---------------------------------------
TITLE OF CLASS OF SECURITIES


81721M109
-------------------------------------
CUSIP NUMBER


December 31, 2010
---------------------------------------
(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:

[x] Rule 13d-1(b)

[ ] Rule 13d-1(c)

[ ] Rule 13d-1(d)


 
 
 


 

1.
NAME OF REPORTING PERSONS

Deutsche Bank AG*

2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 
(A)
[ ]
 
(B)
[ ]

3.
SEC USE ONLY

4.
CITIZENSHIP OR PLACE OF ORGANIZATION

Germany

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.          SOLE VOTING POWER
6,522,291
6.          SHARED VOTING POWER
0
7.          SOLE DISPOSITIVE POWER
10,236,942
8.          SHARED DISPOSITIVE POWER
0

9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

10,236,942

10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

[ ]

11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

7.22%

12.
TYPE OF REPORTING PERSON

FI

* In accordance with Securities Exchange Act Release No. 39538 (January 12, 1998), this amended filing reflects the securities beneficially owned by the Private Clients and Asset Management business group ("PCAM") of Deutsche Bank AG and its subsidiaries and affiliates (collectively, "DBAG"). This filing does not reflect securities, if any, beneficially owned by any other business group of DBAG. Consistent with Rule 13d-4 under the Securities Exchange Act of 1934 ("Act"), this filing shall not be construed as an admission that PCAM is, for purposes of Section 13(d) under the Act, the beneficial owner of any securities covered by the filing.

 
 
 


 

1.
NAME OF REPORTING PERSONS

Deutsche Investment Management Americas

2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 
(A)
[ ]
 
(B)
[ ]

3.
SEC USE ONLY

4.
CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.          SOLE VOTING POWER
201,855
6.          SHARED VOTING POWER
0
7.          SOLE DISPOSITIVE POWER
201,855
8.          SHARED DISPOSITIVE POWER
0

9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

201,855

10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

[ ]

11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

0.14%

12.
TYPE OF REPORTING PERSON

IA, CO

 
 
 


 

1.
NAME OF REPORTING PERSONS

Deutsche Bank Trust Company Americas

2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 
(A)
[ ]
 
(B)
[ ]

3.
SEC USE ONLY

4.
CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.          SOLE VOTING POWER
3,600
6.          SHARED VOTING POWER
0
7.          SOLE DISPOSITIVE POWER
46,700
8.          SHARED DISPOSITIVE POWER
0

9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

46,700

10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

[ ]

11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

0.03%

12.
TYPE OF REPORTING PERSON

BK, CO

 
 
 


 

1.           NAME OF REPORTING PERSONS

RREEF America, L.L.C.

2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 
(A)
[ ]
 
(B)
[ ]

3.
SEC USE ONLY

4.
CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5.          SOLE VOTING POWER
6,316,836
6.          SHARED VOTING POWER
0
7.          SOLE DISPOSITIVE POWER
9,988,387
8.          SHARED DISPOSITIVE POWER
0

9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

9,988,387

10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES

[ ]

11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

7.04%

12.
TYPE OF REPORTING PERSON

IA, CO

 
 
 


 

Item 1(a).
Name of Issuer:

 
Senior Housing Properties Trust (the "Issuer")

Item 1(b).
Address of Issuer's Principal Executive Offices:

 
400 Centre Street
Newton, MA 02458
United States

Item 2(a).
Name of Person Filing:

 
This statement is filed on behalf of Deutsche Bank AG ("Reporting Person").

Item 2(b).
Address of Principal Business Office or, if none, Residence:

 
Theodor-Heuss-Allee 70
 
60468 Frankfurt am Main
 
Federal Republic of Germany

Item 2(c).
Citizenship:

 
The citizenship of the Reporting Person is set forth on the cover page.

Item 2(d).
Title of Class of Securities:

 
The title of the securities is common stock, $.01 par value ("Common Stock").

Item 2(e).
CUSIP Number:

 
The CUSIP number of the Common Stock is set forth on the cover page.

Item 3.
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 
(a)
[ ]
Broker or dealer registered under section 15 of the Act;

 
(b)
[ ]
Bank as defined in section 3(a)(6) of the Act;

 
(c)
[ ]
Insurance Company as defined in section 3(a)(19) of the Act;

 
(d)
[ ]
Investment Company registered under section 8 of the Investment Company Act of 1940;

 
(e)
[X]
An investment adviser in accordance with Rule 13d-1(b) (1)(ii)(E);

Deutsche Investment Management Americas

Deutsche Bank Trust Company Americas

RREEF America, L.L.C.

 
(f)
[ ]
An employee benefit plan, or endowment fund in accordance with Rule 13d-1 (b)(1)(ii)(F);

 
(g)
[ ]
parent holding company or control person in accordance with Rule 13d-1 (b)(1)(ii)(G);

 
(h)
[ ]
A savings association as defined in section 3(b) of the Federal Deposit Insurance Act;

 
(i)
[ ]
A church plan that is excluded from the definition of an investment company under section  3(c)(14) of the Investment Company Act of 1940;

 
(j)
[X]
A non-U.S. institution in accordance with Group, in accordance with Rule 13d-1 (b)(1)(ii)(J).

 
(k)
[ ]
Group, in accordance with Rule 13d-1 (b)(1)(ii)(J).

Item 4.
Ownership.

 
(a)
Amount beneficially owned:

 
The Reporting Person owns the amount of the Common Stock as set forth on the cover page.

 
(b)
Percent of class:

 
The Reporting Person owns the percentage of the Common Stock as set forth on the cover page.

 
(a)
Number of shares as to which such person has:

 
(i)
sole power to vote or to direct the vote:

The Reporting Person has the sole power to vote or direct the vote of the Common Stock as set forth on the cover page.

 
(ii)
shared power to vote or to direct the vote:

The Reporting Person has the shared power to vote or direct the vote of the Common Stock as set forth on the cover page.

 
(iii)
sole power to dispose or to direct the disposition of:

The Reporting Person has the sole power to dispose or direct the disposition of the Common Stock as set forth on the cover page.

 
(iv)
shared power to dispose or to direct the disposition of:

The Reporting Person has the shared power to dispose or direct the disposition of the Common Stock as set forth on the cover page.

Item 5.
Ownership of Five Percent or Less of a Class.

Not applicable.

Item 6.
Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

Subsidiary                                                                           Item 3 Classification

Deutsche Investment Management Americas              Investment Advisor

Deutsche Bank Trust Company Americas                     Bank

RREEF America, L.L.C.                                                      Investment Advisor

Item 8.
Identification and Classification of Members of the Group.

Not applicable.

Item 9.
Notice of Dissolution of Group.

Not applicable.

Item 10.
Certification.

By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to a bank organized under the laws of the Federal Republic of Germany is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution. I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.


 
 
 


 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated:           February 11, 2011




Deutsche Bank AG
 
By:
/s/ Gregory M. Kaled
 
Name:
Gregory M. Kaled
 
Title:
Assistant Vice President

 
By:
/s/ Cesar A. Coy
 
Name:
Cesar A. Coy
 
Title:
Assistant Vice President

 
 
 


SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated:           February 11, 2011




Deutsche Investment Management Americas
 
By:
/s/ Jeffrey A. Ruiz
 
Name:
Jeffrey A. Ruiz
 
Title:
Director


 
 
 


 
SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated:           February 11, 2011




Deutsche Bank Trust Company Americas
 
By:
/s/ Jeffrey A. Ruiz
 
Name:
Jeffrey A. Ruiz
 
Title:
Director


 
 
 


 
SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated:           February 11, 2011




RREEF America, L.L.C.
 
By:
/s/ Amy Persohn
 
Name:
Amy Persohn
 
Title:
Director



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