AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CARETRUST PARTNERSHIP, L.P. a Delaware limited partnershipCareTrust REIT, Inc. • April 15th, 2014 • Real estate investment trusts • Delaware
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF CARETRUST PARTNERSHIP, L.P., dated as of , 2014, is entered into by and among CareTrust GP, LLC, a Delaware limited liability company, (the “Initial General Partner”), CareTrust REIT, Inc., a Maryland corporation (the “Special Limited Partner”), and any additional partner that is admitted from time to time to the Partnership.
CTR PARTNERSHIP, L.P. and CARETRUST CAPITAL CORP., as Issuers, CARETRUST REIT, INC., as Parent and a Guarantor, AND WELLS FARGO BANK, NATIONAL ASSOCIATION, TRUSTEE INDENTURE Dated as of May 24, 2017 Debt SecuritiesCareTrust REIT, Inc. • May 24th, 2017 • Real estate investment trusts • New York
INDENTURE, dated as of May 24, 2017, between CTR Partnership, L.P. (the “Partnership”), a Delaware limited partnership, and CareTrust Capital Corp., a Delaware corporation (“CareTrust Capital”, and together with the Partnership, the “Issuers” or each, an “Issuer”), CareTrust REIT, Inc., a Maryland corporation (the “Parent” or the “Guarantor”), and Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, as Trustee (the “Trustee”).
CTR PARTNERSHIP, L.P. and CARETRUST CAPITAL CORP., as Issuers, CARETRUST REIT, INC., as Parent and a Guarantor, CARETRUST GP, LLC, as General Partner and a Guarantor, the other GUARANTORS named herein, as Guarantors, and WELLS FARGO BANK, NATIONAL...Supplemental Indenture • June 5th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • New York
INDENTURE, dated as of May 30, 2014, among CTR Partnership, L.P., a Delaware limited partnership, and CareTrust Capital Corp., a Delaware corporation (each, an “Issuer”, and together, the “Issuers”), CareTrust REIT, Inc., a Maryland corporation (“Parent”), as Guarantor, CareTrust GP, LLC, a Delaware limited liability company (“General Partner”), as Guarantor, each of the other Guarantors named herein, as Guarantors, and Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, as Trustee (the “Trustee”).
SECOND AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • December 19th, 2022 • CareTrust REIT, Inc. • Real estate investment trusts • New York
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT AMENDS AND RESTATES THAT CERTAIN CREDIT AND GUARANTY AGREEMENT DATED AUGUST 5, 2015, AS AMENDED AND RESTATED BY THAT CERTAIN AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT DATED FEBRUARY 8, 2019, AS AMENDED BY THAT CERTAIN FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT DATED AS OF JULY 23, 2019 (AS AMENDED, THE "EXISTING CREDIT AGREEMENT"), ENTERED INTO BETWEEN CTR PARTNERSHIP, L.P., AS BORROWER, CARETRUST REIT, INC., AS REIT GUARANTOR, THE OTHER GUARANTORS PARTY THERETO, KEYBANK NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT, KEYBANC CAPITAL MARKETS, RAYMOND JAMES BANK, N.A. AND BMO CAPITAL MARKETS, AS JOINT LEAD ARRANGERS AND BOOK MANAGERS, RAYMOND JAMES BANK, N.A. AND BMO CAPITAL MARKETS, AS CO-SYNDICATION AGENTS, BARCLAYS BANK PLC AND RBC CAPITAL MARKETS, AS CO-DOCUMENTATION AGENTS, AND THE VARIOUS LENDERS PARTY THERETO
CareTrust REIT, Inc. 5,775,000 Shares Common Stock, par value $0.01 per share UNDERWRITING AGREEMENTUnderwriting Agreement • April 15th, 2019 • CareTrust REIT, Inc. • Real estate investment trusts • New York
CareTrust REIT, Inc., a Maryland corporation (“CareTrust”), and CTR Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), confirm their agreement with the several underwriters named in Schedule I hereto (the “Underwriters”), for whom BMO Capital Markets Corp. and KeyBanc Capital Markets Inc. are acting as representatives (collectively, in such capacity, the “Representatives”), with respect to the issuance and sale by CareTrust and the purchase by the Underwriters, acting severally and not jointly, of an aggregate of 5,775,000 shares (the “Firm Shares”) of common stock, par value $0.01 per share, of CareTrust (the “Common Stock”) from CareTrust. In addition, the Underwriters have been granted an option to purchase up to an aggregate of 866,250 additional shares of Common Stock (the “Optional Shares”), if and to the extent that the Representatives, as managers of the offering, shall have determined to exercise, on behalf of the Underwriters, the right to purcha
MASTER LEASE Between THE ENTITIES IDENTIFIED ON SCHEDULE 1 HERETO, collectively, as “Landlord” and THE ENTITIES IDENTIFIED ON SCHEDULE 2 HERETO, collectively, as “Tenant” May 30, 2014Master Lease • June 5th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • New York
THIS MASTER LEASE (this “Lease”) is entered into as of May 30, 2014, by and among each of the entities identified on Schedule 1 (collectively, “Landlord”), and each of the entities identified as “Tenant” on Schedule 2 (individually and collectively, “Tenant”). Notwithstanding anything in this Lease to the contrary, Landlord and Tenant hereby agree that this Lease shall not be effective until 11:59 p.m. on May 31, 2014.
SEPARATION AND DISTRIBUTION AGREEMENT by and between THE ENSIGN GROUP, INC. and CARETRUST REIT, INC. dated as of May 23, 2014Separation and Distribution Agreement • June 5th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • Delaware
This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”) is entered into as of May 23, 2014, by and between THE ENSIGN GROUP, INC., a Delaware corporation (“Ensign”), and CARETRUST REIT, INC., a Maryland corporation and a direct, wholly owned subsidiary of Ensign (“CareTrust”). Ensign and CareTrust are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in Section 1.1.
OPPORTUNITIES AGREEMENTOpportunities Agreement • April 15th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • Delaware
This OPPORTUNITIES AGREEMENT (this “Agreement”) is entered into as of , 2014, by and between THE ENSIGN GROUP, INC., a Delaware corporation (“Ensign”), and CARETRUST REIT, INC., a Maryland corporation and a direct, wholly owned subsidiary of Ensign (“CareTrust”). Ensign and CareTrust are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in that certain Separation and Distribution Agreement, dated as of the date hereof (the “Separation Agreement”), by and between Ensign and CareTrust.
TAX MATTERS AGREEMENTTax Matters Agreement • June 5th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts
This TAX MATTERS AGREEMENT is dated as of May 30, 2014, by and among THE ENSIGN GROUP, INC., a Delaware corporation (“Ensign”), by and on behalf of itself and each Affiliate of Ensign (as determined after the Distribution), and CARETRUST REIT, INC., a Maryland corporation and currently a direct, wholly owned subsidiary of Ensign (“PropCo”), by and on behalf of itself and each Affiliate of PropCo (as determined after the Distribution). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Separation and Distribution Agreement.
CareTrust REIT, Inc. Common Stock, par value $0.01 per share EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • March 4th, 2019 • CareTrust REIT, Inc. • Real estate investment trusts • New York
GUARANTY OF MASTER LEASEGuaranty of Master Lease • June 5th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • New York
GUARANTY OF MASTER LEASE (this “Guaranty”) made as of May 30, 2014, by THE ENSIGN GROUP, INC., a Delaware corporation (“Guarantor”), to each of the entities identified as “Landlord” on Schedule 1 attached hereto (collectively, “Landlord”).
EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN THE ENSIGN GROUP, INC. AND CARETRUST REIT, INC.Employee Matters Agreement • June 5th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • Delaware
This EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of May 30, 2014 is by and between THE ENSIGN GROUP, INC., a Delaware corporation (“Ensign”) and CARETRUST REIT, INC., a Maryland corporation and a direct, wholly owned subsidiary of Ensign (“CareTrust”). Ensign and CareTrust are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.”
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • May 7th, 2020 • CareTrust REIT, Inc. • Real estate investment trusts • New York
SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of May 7, 2020, among Gulf Coast Buyer 1, LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), CTR Partnership, L.P., a Delaware limited partnership (“Partnership”), CareTrust Capital Corp., a Delaware corporation (together with Partnership, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee under the Indenture referred to below (the “Trustee”).
THIRD AMENDMENT TO MASTER LEASEMaster Lease • May 2nd, 2017 • CareTrust REIT, Inc. • Real estate investment trusts
THIS THIRD AMENDMENT TO MASTER LEASE (this “Third Amendment”) is entered into as of March 21, 2017 (the “Third Amendment Date”), by and between the entities listed as “Tenant” on the signature pages attached hereto (each referred to herein individually and collectively as “Tenant”) and CTR PARTNERSHIP, L.P., a Delaware limited partnership ("Landlord").
TRANSITION SERVICES AGREEMENT by and between THE ENSIGN GROUP, INC. and CARETRUST REIT, INC. dated as of May 30, 2014Transition Services Agreement • June 5th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • Delaware
THIS TRANSITION SERVICES AGREEMENT (as the same may be amended or supplemented from time to time, this “Agreement”) is entered into as of May 30, 2014, by and between The Ensign Group, Inc., a Delaware corporation (“Ensign”), and CareTrust REIT, Inc., a Maryland corporation (“CareTrust”). Ensign and CareTrust are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in Section 1.1.
CONTRIBUTION AGREEMENT DATED AS OF MAY 30, 2014 BY AND AMONG CTR PARTNERSHIP, L.P., CARETRUST GP, LLC, CARETRUST REIT, INC. AND THE ENSIGN GROUP, INC.Contribution Agreement • June 5th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • Delaware
THIS CONTRIBUTION AGREEMENT is made and entered into as of May 30, 2014 (this “Agreement”), by and among The Ensign Group, Inc., a Delaware corporation (“Ensign”), CTR Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), CareTrust GP, LLC, a Delaware limited liability company (the “General Partner”), and CareTrust REIT, Inc., a Maryland corporation (“CareTrust,” and together with the Operating Partnership and the General Partner, the “CareTrust Entities”). Ensign, CareTrust, the General Partner and the Operating Partnership are sometimes referred to herein, individually, as a “Party” and, collectively, as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in Article V.
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONSPurchase and Sale Agreement and Joint Escrow Instructions • August 10th, 2015 • CareTrust REIT, Inc. • Real estate investment trusts
THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this “Amendment”) is entered into as of July 30, 2015, by and between by and between the entities listed as “Seller” on the signature pages attached hereto (each referred to herein individually and collectively as “Seller”) and CTR PARTNERSHIP, L.P., a Delaware limited partnership (“Buyer”).
FIFTH AMENDED AND RESTATED LOAN AGREEMENT for a loan in the amount ofLoan Agreement • June 5th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • New York
This Fifth Amended and Restated Loan Agreement is entered into as of May 30, 2014, among GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders (defined below), together with its successors, “Agent”), the financial institutions who are or hereafter become parties to this Agreement (together with GECC collectively, or individually, as the context may require, “Lender”), and VALLEY HEALTH HOLDINGS LLC, SKY HOLDINGS AZ LLC, TERRACE HOLDINGS AZ LLC, ENSIGN HIGHLAND LLC, PLAZA HEALTH HOLDINGS LLC, RILLITO HOLDINGS LLC, MEADOWBROOK HEALTH ASSOCIATES LLC, MOUNTAINVIEW COMMUNITYCARE LLC, CEDAR AVENUE HOLDINGS LLC, GRANADA INVESTMENTS LLC, each a Nevada limited liability company (each, a “Borrower” and collectively, the “Borrowers”).
AMENDMENT TO CHANGE IN CONTROL AND SEVERANCE AGREEMENTChange in Control and Severance Agreement • May 10th, 2023 • CareTrust REIT, Inc. • Real estate investment trusts
THIS AMENDMENT TO CHANGE IN CONTROL AND SEVERANCE AGREEMENT (this “Amendment”) is made and entered into this [ ]th day of [ ], [ ] by and between CareTrust REIT, Inc., a corporation for itself and its several subsidiaries and affiliates (collectively the “Company”), and [ ] (the “Executive”).
MASTER LEASE Between CTR PARTNERSHIP, L.P., a Delaware limited partnership, as “Landlord” and Entities Identified Herein as “Tenant” Dated: July 30, 2015 Liberty PortfolioMaster Lease • August 10th, 2015 • CareTrust REIT, Inc. • Real estate investment trusts • Maryland
THIS MASTER LEASE (this “Lease”) is entered into as of July 30, 2015, by and between CTR PARTNERSHIP, L.P., a Delaware limited partnership (“Landlord”), and those entities identified as “Tenant” on the signature pages hereto (“Tenant”).
CareTrust REIT, Inc. Common Stock, par value $0.01 per share EQUITY DISTRIBUTION AGREEMENTDistribution Agreement • May 13th, 2016 • CareTrust REIT, Inc. • Real estate investment trusts • New York
CareTrust REIT, Inc., a Maryland corporation (the “Company”), and CTR Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), confirm their agreement (this “Agreement”) with BMO Capital Markets Corp., Barclays Capital Inc., Canaccord Genuity Inc., KeyBanc Capital Markets Inc., Raymond James & Associates, Inc. and Wells Fargo Securities, LLC (each an “Agent” and collectively, the “Agents”) with respect to the issuance and sale from time to time by the Company of shares (the “Shares”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”), having an aggregate offering price of up to $125,000,000 (the “Maximum Amount”) through or to the Agents, as sales agent or principal, on the terms and subject to the conditions set forth in this Agreement.
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENTCredit and Guaranty Agreement • November 9th, 2023 • CareTrust REIT, Inc. • Real estate investment trusts
This First Amendment to Second Amended and Restated Credit and Guaranty Agreement (this “Amendment”) is made as of this 10th day of October, 2023, by and among CTR PARTNERSHIP, L.P., a Delaware limited partnership (the “Borrower”), CARETRUST REIT, INC., a Maryland corporation (the “REIT Guarantor”), the other Guarantors identified herein, KEYBANK NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”), on behalf of itself and certain other lenders (each a “Lender” and collectively, the “Lenders”) and the Lenders party hereto. Unless otherwise defined herein, terms defined in the Credit Agreement set forth below shall have the same meaning herein.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • December 2nd, 2016 • CareTrust REIT, Inc. • Real estate investment trusts • Texas
THIS PURCHASE AND SALE AGREEMENT (“Agreement”) is made and entered into this 29th day of September, 2016 (the “Effective Date”), by and among; Senior Care Resources, Inc., a Texas corporation and SCC Partners, Inc., a Texas corporation, (each an “Operator” and collectively, the “Operators”); Royse City NH Realty, Ltd., a Texas limited partnership, BP NH Realty, Ltd., a Texas limited partnership, Decatur NH Realty, Ltd., a Texas limited partnership, Lakeside NH Realty, Ltd., a Texas limited partnership, (the “Fee Owners”) (the Operators and the Fee Owners are collectively referred to herein as the “Seller”), and CTR Partnership, L.P., a Delaware limited partnership, or its permitted assignee(s) (collectively the “Buyer”), on the terms and conditions set forth herein.
EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN THE ENSIGN GROUP, INC. AND CARETRUST REIT, INC.Employee Matters Agreement • April 15th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • Delaware
This EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of , 2014 is by and between THE ENSIGN GROUP, INC., a Delaware corporation (“Ensign”) and CARETRUST REIT, INC., a Maryland corporation and a direct, wholly owned subsidiary of Ensign (“CareTrust”). Ensign and CareTrust are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.”
CONTRIBUTION AGREEMENT DATED AS OF , 2014 BY AND AMONG THE ENSIGN GROUP, INC., CARETRUST PARTNERSHIP, L.P., CARETRUST GP, LLC AND CARETRUST REIT, INC.Contribution Agreement • April 15th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • Delaware
THIS CONTRIBUTION AGREEMENT is made and entered into as of , 2014 (this “Agreement”), by and among The Ensign Group, Inc., a Delaware corporation (“Ensign”), CareTrust Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), CareTrust GP, LLC, a Delaware limited liability company (the “General Partner”), and CareTrust REIT, Inc., a Maryland corporation (“CareTrust,” and together with the Operating Partnership and the General Partner, the “CareTrust Entities”). Ensign, CareTrust, the General Partner and the Operating Partnership are sometimes referred to herein, individually, as a “Party” and, collectively, as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in Article V.
GUARANTY OF MASTER LEASEGuaranty of Master Lease • August 10th, 2015 • CareTrust REIT, Inc. • Real estate investment trusts • Maryland
THIS GUARANTY OF MASTER LEASE (this “Guaranty”) is executed as of July 30, 2015 (the “Effective Date”) by PRISTINE SENIOR LIVING, LLC, an Indiana limited liability company (“PSL”), CHRISTOPHER T. COOK, an individual (“CTC”), and STEPHEN C. RYAN, an individual (“SCR”; individually or collectively as PSL, CTC and SCR, as the context requires, “Guarantor”), in favor of CTR PARTNERSHIP, L.P., a Delaware limited partnership (“Landlord”).
EQUITY DISTRIBUTION AGREEMENTTerms Agreement • February 24th, 2023 • CareTrust REIT, Inc. • Real estate investment trusts • New York
Raymond James & Associates, Inc. 880 Carillon Parkway St. Petersburg, Florida 33716 Robert W. Baird & Co. Incorporated 777 East Wisconsin Avenue Milwaukee, Wisconsin 53202
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • April 2nd, 2019 • CareTrust REIT, Inc. • Real estate investment trusts • Texas
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is entered into as of this 27th day of January, 2019 (the “Effective Date”), by and between BME TEXAS HOLDINGS LLC, a Delaware limited liability company (“Assignor”), and CTR PARTNERSHIP, LP, a Delaware limited partnership and its successors and/or assigns (“Assignee”), with respect to the following facts:
SECOND AMENDMENT TO MASTER LEASEMaster Lease • February 7th, 2017 • CareTrust REIT, Inc. • Real estate investment trusts
THIS SECOND AMENDMENT TO MASTER LEASE (this “Second Amendment”) is entered into as of March 7, 2016, by and between the entities listed as “Tenant” on the signature pages attached hereto (each referred to herein individually and collectively as “Tenant”) and CTR PARTNERSHIP, L.P., a Delaware limited partnership ("Landlord").
TSR AWARD AGREEMENTCaretrust • February 9th, 2023 • CareTrust REIT, Inc. • Real estate investment trusts • Delaware
FIRST AMENDMENT TO MASTER LEASEMaster Lease • February 7th, 2017 • CareTrust REIT, Inc. • Real estate investment trusts
THIS FIRST AMENDMENT TO MASTER LEASE (this “Amendment”) is entered into as of September 30, 2015, by and between by and between the entities listed as “Tenant” on the signature pages attached hereto (each referred to herein individually and collectively as “Tenant”) and CTR PARTNERSHIP, L.P., a Delaware limited partnership ("Landlord").
FOURTH AMENDMENT TO MASTER LEASEMaster Lease • November 8th, 2017 • CareTrust REIT, Inc. • Real estate investment trusts
THIS FOURTH AMENDMENT TO MASTER LEASE (this “Fourth Amendment”) is entered into as of November 2, 2017 (the “Fourth Amendment Date”), by and between the entities listed as “Tenant” on the signature pages attached hereto (each referred to herein individually and collectively as “Tenant”), the entities and individuals listed as “Guarantor” on the signature pages attached hereto (each referred to herein individually and collectively as “Guarantor”), and CTR PARTNERSHIP, L.P., a Delaware limited partnership ("Landlord").
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • December 2nd, 2016 • CareTrust REIT, Inc. • Real estate investment trusts
THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) is entered into as of November 15, 2016, by and among SENIOR CARE RESOURCES, INC., a Texas corporation, and SCC PARTNERS, INC., a Texas corporation (collectively, the “Operators”), ROYSE CITY NH REALTY, LTD., a Texas limited partnership, BP NH REALTY, LTD., a Texas limited partnership, DECATUR NH REALTY, LTD., a Texas limited partnership, LAKESIDE NH REALTY, LTD., a Texas limited partnership (collectively, the “Fee Owners”) (the Operators and the Fee Owners are collectively referred to herein as “Seller”), and CTR PARTNERSHIP, L.P., a Delaware limited partnership (“Buyer”).
CTR PARTNERSHIP, L.P. and CARETRUST CAPITAL CORP., as Issuers, CARETRUST REIT, INC., as Parent and a Guarantor, CARETRUST GP, LLC, as General Partner and a Guarantor, the other GUARANTORS named herein, as Guarantors, and WELLS FARGO BANK, NATIONAL...Supplemental Indenture • May 24th, 2017 • CareTrust REIT, Inc. • Real estate investment trusts • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of May 24, 2017, among CTR Partnership, L.P., a Delaware limited partnership, and CareTrust Capital Corp., a Delaware corporation (each, an “Issuer”, and together, the “Issuers”), CareTrust REIT, Inc., a Maryland corporation (“Parent”), as Guarantor, CareTrust GP, LLC, a Delaware limited liability company (“General Partner”), as Guarantor, each of the other Guarantors named herein, as Guarantors, and Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, as Trustee (the “Trustee”) to the Indenture, dated as of May 24, 2017, between the Issuers, the Parent, the Guarantors from time to time party thereto and the Trustee (the “Base Indenture” and, as supplemented by this First Supplemental Indenture, the “Indenture”).
REGISTRATION RIGHTS AGREEMENT CTR PARTNERSHIP, L.P. AND CARETRUST CAPITAL CORP.Registration Rights Agreement • June 5th, 2014 • CareTrust REIT, Inc. • Real estate investment trusts • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 30, 2014, by and among CTR Partnership, L.P., a Delaware limited liability partnership and CareTrust Capital Corp., a Delaware corporation (together, the “Issuers”), CareTrust REIT, Inc., a Maryland corporation (“CareTrust”), CareTrust GP, LLC, a Delaware general partnership (the “General Partner”), the guarantors party hereto (collectively with CareTrust and the General Partner, the “Guarantors”), and Wells Fargo Securities, LLC, SunTrust Robinson Humphrey, Inc. and RBC Capital Markets LLC, on behalf of themselves and as representatives (“Representatives”) of the several initial purchasers listed on Exhibit A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 5.875% Senior Notes due 2021 (the “Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The
