well-20240429

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 29, 2024

Welltower Inc.

(Exact name of registrant as specified in its charter)

Delaware

1-8923

34-1096634

(State or other jurisdiction
of Incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

4500 Dorr Street,

Toledo,

Ohio

43615

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (419) 247-2800

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, $1.00 par value per share

WELL

New York Stock Exchange

Guarantee of 4.800% Notes due 2028 issued by Welltower OP LLC

WELL/28

New York Stock Exchange

Guarantee of 4.500% Notes due 2034 issued by Welltower OP LLC

WELL/34

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On April 29, 2024, Welltower Inc. (the “Company”) issued a press release that announced operating results for its first quarter ended March 31, 2024. The press release refers to a supplemental information package that is available on the Company's website (www.welltower.com), free of charge. Copies of the press release and supplemental information package have been furnished as Exhibits 99.1 and 99.2, respectively, to this Current Report, and are incorporated herein by reference.

The information included in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press release of Welltower Inc. dated April 29, 2024.

99.2 Welltower Inc. Supplemental Information Package for the quarter ended March 31, 2024.

104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


WELLTOWER INC.

By:			/s/ Matthew McQueen
Name:			Matthew McQueen
Title:			Executive Vice President – General Counsel & Corporate Secretary

Dated: April 29, 2024

Document

FOR IMMEDIATE RELEASE

April 29, 2024

For more information contact:

Tim McHugh (419) 247-2800

Welltower Reports First Quarter 2024 Results

Toledo, Ohio, April 29, 2024…..Welltower Inc. (NYSE:WELL) today announced results for the quarter ended March 31, 2024.

Recent Highlights

•Reported net income attributable to common stockholders of $0.22 per diluted share

•Reported quarterly normalized funds from operations ("FFO") attributable to common stockholders of $1.01 per diluted share, an increase of 18.8% over the prior year

•Reported total portfolio year-over-year same store NOI ("SSNOI") growth of 12.9%, driven by SSNOI growth in our Seniors Housing Operating ("SHO") portfolio of 25.5%

•SHO portfolio year-over-year same store revenue increased 10.3% in the first quarter, with 340 basis points ("bps") of year-over-year average occupancy growth and Revenue per Occupied Room ("RevPOR") growth of 4.8%

•During the first quarter, we completed $449 million of pro rata gross investments, including $208 million in acquisitions and loan funding and $241 million in development funding

•Since the beginning of the year, we have closed or have definitive agreements to close $2.8 billion in pro rata acquisitions and loan funding across 28 transactions

•Improved net debt to Adjusted EBITDA to 4.03x at March 31, 2024

•As of March 31, 2024, we had approximately $6.5 billion of available liquidity inclusive of $2.5 billion of available cash and restricted cash and full capacity under our $4.0 billion line of credit

Capital Activity and Liquidity

During the first quarter, net debt to consolidated enterprise value improved to 17.4% at March 31, 2024 from 20.9% at December 31, 2023. We sourced over $2.5 billion of attractively priced capital, including equity and proceeds from dispositions and loan repayments to fund accretive capital deployment opportunities and to further strengthen our already robust liquidity profile. Additionally during the quarter, we extinguished $1.35 billion of senior unsecured notes at maturity and $167 million of pro rata secured debt utilizing cash on hand. As of March 31, 2024, our share of variable rate debt was approximately 7.6%.

Investment Activity Completed During the Quarter

In the first quarter, we completed $449 million of pro rata gross investments, including $208 million in acquisitions and loan funding and $241 million in development funding. We opened ten development projects, including partial conversions and expansions, for an aggregate pro rata investment amount of $166 million. Additionally, during the first quarter we completed pro rata property dispositions and loan repayments of $107 million.

Announced Future Investment Activity

Subsequent to quarter end we have closed or are under contract to close on $2.6 billion in pro rata acquisitions and loan funding across 15 transactions. Transactions under contract and not yet closed are subject to customary closing conditions.

Affinity Living Communities As previously disclosed, we entered into a definitive agreement to acquire a portfolio of 25 age-restricted active adult communities for $969 million through a privately negotiated, off-market transaction, subject to customary closing conditions. The transaction is expected to be funded through cash and the assumption of $523 million of below market rate debt with an average interest rate of 3.8% and a nine-year weighted average maturity.

Revera Joint Venture As previously disclosed, we entered into definitive agreements to dissolve our existing Revera joint venture relationship across the U.S., United Kingdom and Canada. The transaction included acquiring the remaining interests in 110 properties from Revera while simultaneously selling interests in 31 properties to Revera. During 2023, we closed the U.S. and U.K. portions of the transaction. On April 1, 2024, we closed the Canadian portion, which included acquiring Revera's interests in 71 properties and selling our interests in 14 properties in a largely cash neutral transaction. Operations for the 71 retained properties previously


						Page 1 of 11


1Q24			Earnings Release						April 29, 2024

transitioned to new operators. The Revera joint venture has been fully dissolved following the completion of the Canadian portion of the transaction.

Environmental, Social and Governance (“ESG”) In recognition of our leading environmental efforts, Welltower earned the 2024 ENERGY STAR® Partner of the Year Award for the sixth consecutive year and received recognition at the level of Sustained Excellence, the Environmental Protection Agency's highest honor in the ENERGY STAR program, for the fourth consecutive year.

Dividend On April 29, 2024, the Board of Directors declared a cash dividend for the quarter ended March 31, 2024 of $0.61 per share. This dividend, which will be paid on May 22, 2024 to stockholders of record as of May 13, 2024, will be our 212th consecutive quarterly cash dividend. The declaration and payment of future quarterly dividends remains subject to review and approval by the Board of Directors.

Outlook for 2024 Net income attributable to common stockholders guidance has been revised to a range of $1.48 to $1.61 per diluted share from the previous range of $1.21 to $1.37 per diluted share, primarily due to a change in projected gains/losses/impairments and depreciation and amortization. We increased the guidance range of full year normalized FFO attributable to common stockholders to a range of $4.02 to $4.15 per diluted share from the previous range of $3.94 to $4.10 per diluted share. In preparing our guidance, we have updated or confirmed the following assumptions:

•Same Store NOI: We expect average blended SSNOI growth of 9% to 12%, which is comprised of the following components:

◦Seniors Housing Operating approximately 17% to 22%

◦Seniors Housing Triple-net approximately 2.5% to 4.0%

◦Outpatient Medical approximately 2% to 3%

◦Long-Term/Post-Acute Care approximately 2% to 3%

•Investments: Our earnings guidance includes only those acquisitions announced or closed to date. Furthermore, no transitions or restructures beyond those announced to date are included.

•General and Administrative Expenses: We anticipate general and administrative expenses to be approximately $201 million to $209 million and stock-based compensation expense to be approximately $39 million.

•Development: We anticipate funding an additional $660 million of development in 2024 relating to projects underway on March 31, 2024.

•Dispositions: We expect pro rata disposition proceeds of $1.2 billion at a blended yield of 5.4% in the next twelve months. This includes approximately $1.0 billion of consideration from expected property sales and $110 million of expected proceeds from loan repayments.

•Pandemic Relief Funds: Our initial 2024 earnings guidance did not include the recognition of any pandemic relief funds which may be received during the year. During the three months ended March 31, 2024, we recognized approximately $1 million at our share related to Provider Relief Funds and similar programs in the United Kingdom and Canada. Our updated guidance does not include any additional funds in 2024. In 2023, we recognized approximately $13 million at our share relating to Provider Relief Funds and similar programs in the United Kingdom and Canada.

Our guidance does not include any additional investments, dispositions or capital transactions beyond those we have announced, nor any other expenses, impairments, unanticipated additions to the loan loss reserve or other additional normalizing items. Please see the Supplemental Reporting Measures section for further discussion and our definition of normalized FFO and SSNOI and Exhibit 3 for a reconciliation of the outlook for net income available to common stockholders to normalized FFO attributable to common stockholders. We will provide additional detail regarding our 2024 outlook and assumptions on the first quarter 2024 conference call.

Conference Call Information We have scheduled a conference call on Tuesday, April 30, 2024 at 9:00 a.m. Eastern Time to discuss our first quarter 2024 results, industry trends and portfolio performance. Telephone access will be available by dialing (888) 340-5024 or (646) 960-0135 (international). For those unable to listen to the call live, a taped rebroadcast will be available beginning two hours after completion of the call through May 7, 2024. To access the rebroadcast, dial (800) 770-2030 or (609) 800-9909 (international). The conference ID number is 8230248. To participate in the webcast, log on to www.welltower.com 15 minutes before the call to download the necessary software. Replays will be available for 90 days.

Supplemental Reporting Measures We believe that net income and net income attributable to common stockholders ("NICS"), as defined by U.S. generally accepted accounting principles ("U.S. GAAP"), are the most appropriate earnings measurements. However, we consider funds from operations ("FFO"), normalized FFO, net operating income ("NOI"), same store NOI ("SSNOI"), revenue per occupied room ("RevPOR"), same store RevPOR ("SS RevPOR"), expense per occupied room ("ExpPOR"), same store ExpPOR ("SS ExpPOR"), EBITDA and Adjusted EBITDA to be useful supplemental measures of our operating performance. Excluding EBITDA and Adjusted EBITDA, these supplemental measures are disclosed on our pro rata ownership basis. Pro rata amounts are derived by reducing consolidated amounts for minority partners’ noncontrolling ownership interests and adding our minority ownership share of unconsolidated amounts. We do not control unconsolidated investments. While we consider pro rata disclosures useful, they may not accurately depict the legal and economic implications of our joint venture arrangements and should be used with caution.


						Page 2 of 11


1Q24			Earnings Release						April 29, 2024

Historical cost accounting for real estate assets in accordance with U.S. GAAP implicitly assumes that the value of real estate assets diminishes predictably over time as evidenced by the provision for depreciation. However, since real estate values have historically risen or fallen with market conditions, many industry investors and analysts have considered presentations of operating results for real estate companies that use historical cost accounting to be insufficient. In response, the National Association of Real Estate Investment Trusts ("NAREIT") created FFO as a supplemental measure of operating performance for REITs that excludes historical cost depreciation from net income. FFO attributable to common stockholders, as defined by NAREIT, means net income attributable to common stockholders, computed in accordance with U.S. GAAP, excluding gains (or losses) from sales of real estate and impairments of depreciable assets, plus real estate depreciation and amortization, and after adjustments for unconsolidated entities and noncontrolling interests. Normalized FFO attributable to common stockholders represents FFO attributable to common stockholders adjusted for certain items detailed in Exhibit 2. We believe that normalized FFO attributable to common stockholders is a useful supplemental measure of operating performance because investors and equity analysts may use this measure to compare the operating performance of Welltower between periods or as compared to other REITs or other companies on a consistent basis without having to account for differences caused by unanticipated and/or incalculable items.

We define NOI as total revenues, including tenant reimbursements, less property operating expenses. Property operating expenses represent costs associated with managing, maintaining and servicing tenants for our properties. These expenses include, but are not limited to, property-related payroll and benefits, property management fees paid to managers, marketing, housekeeping, food service, maintenance, utilities, property taxes and insurance. General and administrative expenses represent general overhead costs that are unrelated to property operations and unallocable to the properties. These expenses include, but are not limited to, payroll and benefits related to corporate employees, professional services, office expenses and depreciation of corporate fixed assets. SSNOI is used to evaluate the operating performance of our properties using a consistent population which controls for changes in the composition of our portfolio. As used herein, same store is generally defined as those revenue-generating properties in the portfolio for the relevant year-over-year reporting periods. Acquisitions and development conversions are included in the same store amounts five full quarters after acquisition or being placed into service. Land parcels, loans and sub-leases, as well as any properties sold or classified as held for sale during the period, are excluded from the same store amounts. Redeveloped properties (including major refurbishments of a Seniors Housing Operating property where 20% or more of units are simultaneously taken out of commission for 30 days or more or Outpatient Medical properties undergoing a change in intended use) are excluded from the same store amounts until five full quarters post completion of the redevelopment. Properties undergoing operator transitions and/or segment transitions are also excluded from the same store amounts until five full quarters post completion of the operator transition or segment transition. In addition, properties significantly impacted by force majeure, acts of God or other extraordinary adverse events are excluded from same store amounts until five full quarters after the properties are placed back into service. SSNOI excludes non-cash NOI and includes adjustments to present consistent property ownership percentages and to translate Canadian properties and UK properties using a consistent exchange rate. Normalizers include adjustments that in management’s opinion are appropriate in considering SSNOI, a supplemental, non-GAAP performance measure. None of these adjustments, which may increase or decrease SSNOI, are reflected in our financial statements prepared in accordance with U.S. GAAP. Significant normalizers (defined as any that individually exceed 0.50% of SSNOI growth per property type) are separately disclosed and explained. We believe NOI and SSNOI provide investors relevant and useful information because they measure the operating performance of our properties at the property level on an unleveraged basis. We use NOI and SSNOI to make decisions about resource allocations and to assess the property level performance of our properties. No reconciliation of the forecasted range for SSNOI on a combined basis or by property type is included in this release because we are unable to quantify certain amounts that would be required to be included in the comparable GAAP financial measure without unreasonable efforts, and we believe such reconciliation would imply a degree of precision that could be confusing or misleading to investors.

RevPOR represents the average revenues generated per occupied room per month and ExpPOR represents the average expenses per occupied room per month at our Seniors Housing Operating properties. These metrics are calculated as our pro rata version of total resident fees and services revenues or property operating expenses from the income statement, divided by average monthly occupied room days. SS RevPOR and SS ExpPOR are used to evaluate the RevPOR and ExpPOR performance of our properties under a consistent population, which eliminates changes in the composition of our portfolio. They are based on the same pool of properties used for SSNOI and includes any revenue or expense normalizations used for SSNOI. We use RevPOR, ExpPOR, SS RevPOR and SS ExpPOR to evaluate the revenue-generating capacity and profit potential of our Seniors Housing Operating portfolio independent of fluctuating occupancy rates. They are also used in comparison against industry and competitor statistics, if known, to evaluate the quality of our Seniors Housing Operating portfolio.


						Page 3 of 11


1Q24			Earnings Release						April 29, 2024

supplemental measures because they provide additional information to assess and evaluate the performance of our operations. Our leverage ratios include net debt to Adjusted EBITDA and consolidated enterprise value. Net debt is defined as total long-term debt, excluding operating lease liabilities, less cash and cash equivalents and restricted cash. Consolidated enterprise value represents the sum of net debt, the fair market value of our common stock and noncontrolling interests.

Our supplemental reporting measures and similarly entitled financial measures are widely used by investors, equity and debt analysts and ratings agencies in the valuation, comparison, rating and investment recommendations of companies. Our management uses these financial measures to facilitate internal and external comparisons to historical operating results and in making operating decisions. Additionally, they are utilized by the Board of Directors to evaluate management. The supplemental reporting measures do not represent net income or cash flow provided from operating activities as determined in accordance with U.S. GAAP and should not be considered as alternative measures of profitability or liquidity. Finally, the supplemental reporting measures, as defined by us, may not be comparable to similarly entitled items reported by other real estate investment trusts or other companies. Please see the exhibits for reconciliations of supplemental reporting measures and the supplemental information package for the quarter ended March 31, 2024, which is available on Welltower's website (www.welltower.com), for information and reconciliations of additional supplemental reporting measures.

About Welltower Welltower Inc. (NYSE:WELL), a real estate investment trust ("REIT") and S&P 500 company headquartered in Toledo, Ohio, is driving the transformation of health care infrastructure. Welltower invests with leading seniors housing operators, post-acute providers and health systems to fund the real estate infrastructure needed to scale innovative care delivery models and improve people’s wellness and overall health care experience. Welltower owns interests in properties concentrated in major, high-growth markets in the United States, Canada and the United Kingdom, consisting of seniors housing and post-acute communities and outpatient medical properties. More information is available at www.welltower.com. We routinely post important information on our website at www.welltower.com in the “Investors” section, including corporate and investor presentations and financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included on our website under the heading “Investors”. Accordingly, investors should monitor such portion of our website in addition to following our press releases, public conference calls and filings with the Securities and Exchange Commission. The information on our website is not incorporated by reference in this press release, and our web address is included as an inactive textual reference only.

Forward-Looking Statements and Risk Factors This press release contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely to historical matters, Welltower is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause Welltower’s actual results to differ materially from Welltower’s expectations discussed in the forward-looking statements. This may be a result of various factors, including, but not limited to: the status of the economy; the status of capital markets, including availability and cost of capital; issues facing the health care industry, including compliance with, and changes to, regulations and payment policies, responding to government investigations and punitive settlements and operators’/tenants’ difficulty in cost effectively obtaining and maintaining adequate liability and other insurance; changes in financing terms; competition within the health care and seniors housing industries; negative developments in the operating results or financial condition of operators/tenants, including, but not limited to, their ability to pay rent and repay loans; Welltower’s ability to transition or sell properties with profitable results; the failure to make new investments or acquisitions as and when anticipated; natural disasters, health emergencies (such as the COVID-19 pandemic) and other acts of God affecting Welltower’s properties; Welltower’s ability to re-lease space at similar rates as vacancies occur; Welltower’s ability to timely reinvest sale proceeds at similar rates to assets sold; operator/tenant or joint venture partner bankruptcies or insolvencies; the cooperation of joint venture partners; government regulations affecting Medicare and Medicaid reimbursement rates and operational requirements; liability or contract claims by or against operators/tenants; unanticipated difficulties and/or expenditures relating to future investments or acquisitions; environmental laws affecting Welltower’s properties; changes in rules or practices governing Welltower’s financial reporting; the movement of U.S. and foreign currency exchange rates; Welltower’s ability to maintain its qualification as a REIT; key management personnel recruitment and retention; and other risks described in Welltower’s reports filed from time to time with the SEC. Welltower undertakes no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events or otherwise, or to update the reasons why actual results could differ from those projected in any forward-looking statements.


						Page 4 of 11


1Q24			Earnings Release						April 29, 2024

Welltower Inc.

Financial Exhibits


Consolidated Balance Sheets (unaudited)
(in thousands)
	March 31,
	2024		2023
Assets
Real estate investments:
Land and land improvements	$	4,754,699	$	4,324,541
Buildings and improvements	37,841,775		34,161,466
Acquired lease intangibles	2,158,915		1,990,830
Real property held for sale, net of accumulated depreciation	422,225		215,583
Construction in progress	1,342,410		1,121,446
Less accumulated depreciation and intangible amortization	(9,537,562)		(8,417,151)
Net real property owned	36,982,462		33,396,715
Right of use assets, net	348,892		322,896
Real estate loans receivable, net of credit allowance	1,426,094		954,156
Net real estate investments	38,757,448		34,673,767
Other assets:
Investments in unconsolidated entities	1,719,646		1,596,413
Goodwill	68,321		68,321
Cash and cash equivalents	2,388,488		571,902
Restricted cash	89,847		66,894
Straight-line rent receivable	469,976		357,359
Receivables and other assets	1,059,859		1,159,233
Total other assets	5,796,137		3,820,122
Total assets	$	44,553,585	$	38,493,889

Liabilities and equity
Liabilities:
Unsecured credit facility and commercial paper	$	—	$	—
Senior unsecured notes	12,171,913		12,486,229
Secured debt	2,033,232		2,474,837
Lease liabilities	381,320		415,169
Accrued expenses and other liabilities	1,419,212		1,521,499
Total liabilities	16,005,677		16,897,734
Redeemable noncontrolling interests	300,915		392,195
Equity:
Common stock	592,637		497,928
Capital in excess of par value	35,105,097		27,160,014
Treasury stock	(114,842)		(112,925)
Cumulative net income	9,272,190		8,830,623
Cumulative dividends	(17,126,302)		(15,815,926)
Accumulated other comprehensive income	(180,837)		(111,559)
Total Welltower Inc. stockholders’ equity	27,547,943		20,448,155
Noncontrolling interests	699,050		755,805
Total equity	28,246,993		21,203,960
Total liabilities and equity	$	44,553,585	$	38,493,889


						Page 5 of 11


1Q24			Earnings Release						April 29, 2024


Consolidated Statements of Income (unaudited)
(in thousands, except per share data)
		Three Months Ended
		March 31,
		2024		2023
Revenues:
	Resident fees and services	$	1,360,274	$	1,131,685
	Rental income	417,652		384,059
	Interest income	52,664		36,405
	Other income	29,151		8,580
	Total revenues	1,859,741		1,560,729
Expenses:
	Property operating expenses	1,096,913		957,753
	Depreciation and amortization	365,863		339,112
	Interest expense	147,318		144,403
	General and administrative expenses	53,318		44,371
	Loss (gain) on derivatives and financial instruments, net	(3,054)		930
	Loss (gain) on extinguishment of debt, net	6		5
	Provision for loan losses, net	1,014		777
	Impairment of assets	43,331		12,629
	Other expenses	14,131		22,745
	Total expenses	1,718,840		1,522,725
Income (loss) from continuing operations before income taxes
	and other items	140,901		38,004
Income tax (expense) benefit		(6,191)		(3,045)
Income (loss) from unconsolidated entities		(7,783)		(7,071)
Gain (loss) on real estate dispositions, net		4,707		747
Income (loss) from continuing operations		131,634		28,635

Net income (loss)		131,634		28,635
Less:	Net income (loss) attributable to noncontrolling interests (1)	4,488		2,962
Net income (loss) attributable to common stockholders		$	127,146	$	25,673
Average number of common shares outstanding:
	Basic	574,049		492,061
	Diluted	577,530		494,494
Net income (loss) attributable to common stockholders per share:
	Basic	$	0.22	$	0.05
	Diluted(2)	$	0.22	$	0.05
Common dividends per share		$	0.61	$	0.61

(1) Includes amounts attributable to redeemable noncontrolling interests.
(2) Includes adjustment to the numerator for income (loss) attributable to OP Units and DownREIT Units.


						Page 6 of 11


1Q24			Earnings Release						April 29, 2024


FFO Reconciliations					Exhibit 1
(in thousands, except per share data)			Three Months Ended
			March 31,
			2024		2023
Net income (loss) attributable to common stockholders			$	127,146	$	25,673
Depreciation and amortization			365,863		339,112
Impairments and losses (gains) on real estate dispositions, net			38,624		11,882
Noncontrolling interests(1)			(11,996)		(13,327)
Unconsolidated entities(2)			37,066		22,722
NAREIT FFO attributable to common stockholders			556,703		386,062
Normalizing items, net(3)			28,505		33,471
Normalized FFO attributable to common stockholders			$	585,208	$	419,533

Average diluted common shares outstanding			577,530		494,494

Per diluted share data attributable to common stockholders:
	Net income (loss)(4)		$	0.22	$	0.05
	NAREIT FFO		$	0.96	$	0.78
	Normalized FFO		$	1.01	$	0.85


Normalized FFO Payout Ratio:
	Dividends per common share		$	0.61	$	0.61
	Normalized FFO attributable to common stockholders per share		$	1.01	$	0.85
		Normalized FFO payout ratio	60%		72%

Other items:(5)
Net straight-line rent and above/below market rent amortization(6)			$	(35,004)	$	(33,384)
Non-cash interest expenses(7)			9,386		5,878
Recurring cap-ex, tenant improvements, and lease commissions			(51,616)		(36,913)
Stock-based compensation			11,342		9,124

(1) Represents noncontrolling interests' share of net FFO adjustments.
(2) Represents Welltower's share of net FFO adjustments from unconsolidated entities.
(3) See Exhibit 2.
(4) Includes adjustment to the numerator for income (loss) attributable to OP Units and DownREIT Units.
(5) Amounts presented net of noncontrolling interests' share and including Welltower's share of unconsolidated entities.
(6) Excludes normalized other impairment (see Exhibit 2).
(7) Excludes normalized foreign currency loss (gain) (see Exhibit 2).


						Page 7 of 11


1Q24			Earnings Release						April 29, 2024


Normalizing Items	Exhibit 2
(in thousands, except per share data)	Three Months Ended
	March 31,
	2024			2023
Loss (gain) on derivatives and financial instruments, net	$	(3,054)	(1)	$	930
Loss (gain) on extinguishment of debt, net	6			5
Provision for loan losses, net	1,014		(2)	777
Income tax benefits	—			(246)
Other impairment	9,356		(3)	—
Other expenses	14,131		(4)	22,745

Casualty losses, net of recoveries	2,158		(5)	4,487
Foreign currency loss (gain)	609		(6)	(227)
Normalizing items attributable to noncontrolling interests and unconsolidated entities, net	4,285		(7)	5,000
Net normalizing items	$	28,505		$	33,471

Average diluted common shares outstanding	577,530			494,494
Net normalizing items per diluted share	$	0.05		$	0.07

(1) Primarily related to mark-to-market of the equity warrants received as part of the Safanad/HC-One transactions.
(2) Primarily related to reserves for loan losses under the current expected credit losses accounting standard.

(3) Represents the write off of straight-line rent receivable balances relating to leases placed on cash recognition.
(4) Primarily related to non-capitalizable transaction costs.
(5) Primarily relates to casualty losses net of any insurance recoveries.
(6) Primarily relates to foreign currency gains and losses related to accrued interest on intercompany loans and third party debt denominated in a foreign currency.
(7) Primarily related to hypothetical liquidation at book value adjustments related to in substance real estate investments.


Outlook Reconciliation: Year Ending December 31, 2024							Exhibit 3
(in millions, except per share data)	Prior Outlook				Current Outlook
	Low		High		Low		High
FFO Reconciliation:
Net income attributable to common stockholders	$	694	$	785	$	879	$	957
Impairments and losses (gains) on real estate dispositions, net(1,2)	(78)		(78)		(154)		(154)
Depreciation and amortization(1)	1,636		1,636		1,638		1,638
NAREIT FFO attributable to common stockholders	2,252		2,343		2,363		2,441
Normalizing items, net(1,3)	—		—		29		29
Normalized FFO attributable to common stockholders	$	2,252	$	2,343	$	2,392	$	2,470

Diluted per share data attributable to common stockholders:
Net income	$	1.21	$	1.37	$	1.48	$	1.61
NAREIT FFO	$	3.94	$	4.10	$	3.97	$	4.10
Normalized FFO	$	3.94	$	4.10	$	4.02	$	4.15

Other items:(1)
Net straight-line rent and above/below market rent amortization	$	(138)	$	(138)	$	(138)	$	(138)
Non-cash interest expenses	36		36		48		48
Recurring cap-ex, tenant improvements, and lease commissions	(226)		(226)		(235)		(235)
Stock-based compensation	39		39		40		40

(1) Amounts presented net of noncontrolling interests' share and Welltower's share of unconsolidated entities.
(2) Includes estimated gains on projected dispositions.
(3) See Exhibit 2.


						Page 8 of 11


1Q24			Earnings Release						April 29, 2024


SSNOI Reconciliation					Exhibit 4
(in thousands)	Three Months Ended
	March 31,
	2024		2023		% growth
Net income (loss)	$	131,634	$	28,635
Loss (gain) on real estate dispositions, net	(4,707)		(747)
Loss (income) from unconsolidated entities	7,783		7,071
Income tax expense (benefit)	6,191		3,045
Other expenses	14,131		22,745
Impairment of assets	43,331		12,629
Provision for loan losses, net	1,014		777
Loss (gain) on extinguishment of debt, net	6		5
Loss (gain) on derivatives and financial instruments, net	(3,054)		930
General and administrative expenses	53,318		44,371
Depreciation and amortization	365,863		339,112
Interest expense	147,318		144,403
Consolidated NOI	762,828		602,976
NOI attributable to unconsolidated investments(1)	32,090		26,354
NOI attributable to noncontrolling interests(2)	(22,796)		(25,057)
Pro rata NOI	772,122		604,273
Non-cash NOI attributable to same store properties	(11,530)		(28,727)
NOI attributable to non-same store properties	(222,298)		(101,335)
Currency and ownership adjustments(3)	(713)		3,779
Normalizing adjustments, net(4)	1,558		(545)
Same Store NOI (SSNOI)	$	539,139	$	477,445	12.9%

Seniors Housing Operating	266,907		212,749		25.5%
Seniors Housing Triple-net	93,740		90,310		3.8%
Outpatient Medical	119,184		116,879		2.0%
Long-Term/Post-Acute Care	59,308		57,507		3.1%
Total SSNOI	$	539,139	$	477,445	12.9%

(1) Represents Welltower's interests in joint ventures where Welltower is the minority partner.
(2) Represents minority partners' interests in joint ventures where Welltower is the majority partner.
(3) Includes adjustments to reflect consistent property ownership percentages and foreign currency exchange rates for properties in the U.K. and Canada.
(4) Includes other adjustments described in the accompanying Supplement.


						Page 9 of 11


1Q24			Earnings Release						April 29, 2024


Reconciliation of SHO SS RevPOR Growth						Exhibit 5
(in thousands except SS RevPOR)	Three Months Ended
	March 31,
	2024			2023
Consolidated SHO revenues	$	1,366,760		$	1,136,681
Unconsolidated SHO revenues attributable to WELL(1)	63,581			59,581
SHO revenues attributable to noncontrolling interests(2)	(43,523)			(52,518)
SHO pro rata revenues(3)	1,386,818			1,143,744
Non-cash and non-RevPOR revenues on same store properties	(1,295)			(1,935)
Revenues attributable to non-same store properties	(381,958)			(239,416)
Currency and ownership adjustments(4)	(1,317)			6,049



SHO SS RevPOR revenues(5)	$	1,002,248		$	908,442

Average occupied units/month(6)	59,502			57,143
SHO SS RevPOR(7)	$	5,630		$	5,373
SS RevPOR YOY growth	4.8		%

























(1) Represents Welltower's interests in joint ventures where Welltower is the minority partner.
(2) Represents minority partners' interests in joint ventures where Welltower is the majority partner.
(3) Represents SHO revenues at Welltower pro rata ownership.
(4) Includes where appropriate adjustments to reflect consistent property ownership percentages, to translate Canadian properties at a USD/CAD rate of 1.36 and to translate UK properties at a GBP/USD rate of 1.25.


(5) Represents SS SHO RevPOR revenues at Welltower pro rata ownership.
(6) Represents average occupied units for SS properties on a pro rata basis.
(7) Represents pro rata SS average revenues generated per occupied room per month.


						Page 10 of 11


1Q24			Earnings Release						April 29, 2024


Net Debt to Adjusted EBITDA Reconciliation	Exhibit 6
(in thousands)	Three Months Ended
	March 31, 2024
Net income (loss)	$	131,634
Interest expense	147,318
Income tax expense (benefit)	6,191
Depreciation and amortization	365,863
EBITDA	651,006
Loss (income) from unconsolidated entities	7,783
Stock-based compensation	11,342
Loss (gain) on extinguishment of debt, net	6
Loss (gain) on real estate dispositions, net	(4,707)
Impairment of assets	43,331
Provision for loan losses, net	1,014
Loss (gain) on derivatives and financial instruments, net	(3,054)
Other expenses	14,131

Casualty losses, net of recoveries	2,158
Other impairment(1)	9,356
Adjusted EBITDA	$	732,366

Total debt(2)	$	14,285,686
Cash and cash equivalents and restricted cash	(2,478,335)
Net debt	$	11,807,351

Adjusted EBITDA annualized	$	2,929,464
Net debt to Adjusted EBITDA ratio	4.03x

(1) Represents the write off of straight-line rent receivable balances for leases placed on cash recognition.
(2) Amounts include unamortized premiums/discounts, other fair value adjustments and financing lease liabilities. Excludes operating lease liabilities related to ASC 842 of $300,779,000 for the three months ended March 31, 2024.


Net Debt to Consolidated Enterprise Value				Exhibit 7
(in thousands, except share price)
	March 31, 2024			December 31, 2023
Common shares outstanding	590,934			564,241
Period end share price	$	93.44		$	90.17
Common equity market capitalization	$	55,216,873		$	50,877,611



Net debt	$	11,807,351		$	13,739,143

Noncontrolling interests(1)	999,965			967,351
Consolidated enterprise value	$	68,024,189		$	65,584,105
Net debt to consolidated enterprise value	17.4		%	20.9		%


(1) Includes amounts attributable to both redeemable noncontrolling interests and noncontrolling interests as reflected on our consolidated balance sheets.


						Page 11 of 11

Document

http://api.rkd.refinitiv.com/api/FilingsRetrieval3/.78819857.0000766704-24-000020welltowersupplemental_2024.jpg.ashx


Table of Contents


Overview			1

Portfolio			2

Investment			6

Financial			10

Glossary			15

Supplemental Reporting Measures			16

Forward Looking Statements and Risk Factors			20


Overview


(dollars and occupancy at Welltower pro rata ownership; dollars in thousands)

Portfolio Composition(1)			Beds/Unit Mix
	Average Age	Properties	Total		Wellness Housing	Independent Living	Assisted Living	Memory Care	Long-Term/ Post-Acute Care
Seniors Housing Operating	17	994	120,401		20,767	45,676	37,958	15,370	630
Seniors Housing Triple-net	18	360	27,842		—	5,001	13,671	8,791	379
Outpatient Medical	18	450	26,680,153	(2)	n/a	n/a	n/a	n/a	n/a
Long-Term/Post-Acute Care	32	292	37,225		—	—	1,022	—	36,203
Total	19	2,096


NOI Performance	Same Store(3)							In-Place Portfolio(4)
	Properties	1Q23 NOI		1Q24 NOI		% Change		Properties	Annualized In-Place NOI		% of Total
Seniors Housing Operating	665	$	212,749	$	266,907	25.5	%	899	$	1,344,032	51.5	%
Seniors Housing Triple-net	332	90,310		93,740		3.8	%	357	407,064		15.6	%
Outpatient Medical	378	116,879		119,184		2.0	%	422	526,384		20.2	%
Long-Term/Post-Acute Care	195	57,507		59,308		3.1	%	259	332,320		12.7	%
Total	1,570	$	477,445	$	539,139	12.9	%	1,937	$	2,609,800	100.0	%


Portfolio Performance					Facility Revenue Mix
Stable Portfolio(5)	Occupancy		EBITDAR Coverage(6)	EBITDARM Coverage(6)	Private Pay		Medicaid		Medicare		Other Government(7)
Seniors Housing Operating	83.9	%	n/a	n/a	97.6	%	1.0	%	0.4	%	1.0	%
Seniors Housing Triple-net	83.2	%	1.02	1.23	88.6	%	4.2	%	0.5	%	6.7	%
Outpatient Medical	94.2	%	n/a	n/a	100.0	%	—		—		—
Long-Term/Post-Acute Care (8)	79.3	%	1.23	1.62	27.6	%	47.7	%	24.7	%	—	%
Total			1.06	1.31	93.0	%	3.9	%	1.7	%	1.4	%

Notes:

(1) Includes land parcels and properties under development.

(2) Indicates the total square footage of Outpatient Medical properties.

(3) See pages 17 and 18 for reconciliation.

(4) Excludes land parcels, loans, developments and investments held for sale. See page 17 for reconciliation.

(5) Data as of March 31, 2024 for Seniors Housing Operating and Outpatient Medical and December 31, 2023 for remaining asset types.

(6) Represents trailing twelve month coverage metrics.

(7) Represents various federal and local reimbursement programs in the United Kingdom and Canada.

(8) Long-Term/Post Acute Care coverage now includes 95 properties leased to Integra Healthcare Properties with EBITDARM and EBITDAR coverage of 1.58x and 1.13x, respectively, on a trailing twelve month basis as of December 31, 2023. Excluding these properties, Long-Term/Post-Acute Care EBITDARM and EBITDAR coverage is 1.67x and 1.36x, respectively, on a trailing twelve month basis as of December 31, 2023.


Portfolio


(dollars in thousands at Welltower pro rata ownership)
In-Place NOI Diversification(1)
By Partner:	Total Properties	Seniors Housing Operating		Seniors Housing Triple-net		Outpatient Medical		Long-Term/ Post-Acute Care		Total		% of Total
Cogir Management Corporation	105	$	176,880	$	—	$	—	$	—	$	176,880	6.8	%
Sunrise Senior Living	91	170,568		—		—		—		170,568		6.5	%
Integra Healthcare Properties	147	—		—		—		156,272		156,272		6.0	%
Avery Healthcare	91	76,420		69,700		—		—		146,120		5.6	%
Oakmont Management Group	63	112,844		—		—		—		112,844		4.3	%
Aspire	53	—		—		—		84,572		84,572		3.2	%
Belmont Village	21	81,564		—		—		—		81,564		3.1	%
Sagora Senior Living	43	56,396		24,492		—		—		80,888		3.1	%
StoryPoint Senior Living	81	51,360		25,832		—		—		77,192		3.0	%
Atria Senior Living	91	76,808		—		—		—		76,808		2.9	%
Remaining	1,151	541,192		287,040		526,384		91,476		1,446,092		55.5	%
Total	1,937	$	1,344,032	$	407,064	$	526,384	$	332,320	$	2,609,800	100.0	%

By Country:
United States	1,674	$	1,061,112	$	327,168	$	526,384	$	325,496	$	2,240,160	85.8	%
United Kingdom	129	118,344		76,472		—		—		194,816		7.5	%
Canada	134	164,576		3,424		—		6,824		174,824		6.7	%
Total	1,937	$	1,344,032	$	407,064	$	526,384	$	332,320	$	2,609,800	100.0	%

By MSA:
Los Angeles	74	$	90,316	$	20,580	$	42,336	$	2,220	$	155,452	6.0	%
New York / New Jersey	76	74,284		14,412		38,764		3,608		131,068		5.0	%
Dallas	71	62,816		6,608		29,960		4,496		103,880		4.0	%
Greater London	49	72,720		17,380		—		—		90,100		3.5	%
Washington D.C.	40	44,668		6,648		12,424		18,548		82,288		3.2	%
Houston	38	13,044		3,684		48,516		—		65,244		2.5	%
Philadelphia	45	13,036		5,476		20,920		23,756		63,188		2.4	%
Montréal	25	56,364		—		—		—		56,364		2.2	%
Chicago	49	30,064		6,400		10,204		5,944		52,612		2.0	%
San Francisco	24	29,476		11,012		1,600		4,044		46,132		1.8	%
Raleigh	13	9,320		29,736		3,200		—		42,256		1.6	%
Charlotte	29	7,308		10,412		23,840		—		41,560		1.6	%
San Diego	17	20,012		7,084		9,740		2,980		39,816		1.5	%
Seattle	30	19,472		3,656		15,304		336		38,768		1.5	%
Tampa	37	860		3,624		5,968		27,904		38,356		1.5	%
Miami	41	2,372		1,416		15,196		13,780		32,764		1.3	%
Minneapolis	21	328		18,344		13,856		—		32,528		1.2	%
Pittsburgh	27	16,164		4,900		3,764		7,324		32,152		1.2	%
Baltimore	16	5,528		1,776		12,596		11,900		31,800		1.2	%
Boston	20	21,404		5,412		2,492		—		29,308		1.1	%
Remaining	1,195	754,476		228,504		215,704		205,480		1,404,164		53.7	%
Total	1,937	$	1,344,032	$	407,064	$	526,384	$	332,320	$	2,609,800	100.0	%

Notes:

(1) Represents current quarter annualized In-Place NOI. See page 17 for reconciliation.


Portfolio


(dollars, units and occupancy at Welltower pro rata ownership; dollars in thousands)
Seniors Housing Operating

Total Portfolio Performance(1)	1Q23			2Q23			3Q23			4Q23			1Q24
Properties	885			886			883			915			935
Units	89,240			89,932			90,953			99,387			101,395
Total occupancy	79.0		%	79.6		%	80.7		%	82.2		%	82.5		%
Total revenues	$	1,143,744		$	1,178,975		$	1,221,753		$	1,287,666		$	1,386,818
Operating expenses	894,981			902,068			933,463			982,077			1,034,982
NOI	$	248,763		$	276,907		$	288,290		$	305,589		$	351,836
NOI margin	21.7		%	23.5		%	23.6		%	23.7		%	25.4		%
Recurring cap-ex	$	26,848		$	32,791		$	31,685		$	49,297		$	37,104
Other cap-ex	$	45,557		$	66,002		$	68,281		$	85,506		$	70,428


Same Store Performance(2)	1Q23			2Q23			3Q23			4Q23			1Q24
Properties	665			665			665			665			665
Units	71,396			71,396			71,397			71,340			71,341
Occupancy	80.0		%	80.8		%	82.2		%	83.5		%	83.4		%
Same store revenues	$	909,268		$	935,048		$	962,566		$	980,403		$	1,003,135
Compensation	405,757			411,465			419,371			428,978			427,507
Utilities	49,419			41,362			48,072			44,909			49,072
Food	35,847			37,503			38,155			39,878			39,180
Repairs and maintenance	26,274			27,565			29,135			28,582			28,457
Property taxes	36,782			36,190			36,125			35,034			37,359
All other	142,440			149,249			149,454			157,684			154,653
Same store operating expenses	696,519			703,334			720,312			735,065			736,228
Same store NOI	$	212,749		$	231,714		$	242,254		$	245,338		$	266,907
Same store NOI margin %	23.4		%	24.8		%	25.2		%	25.0		%	26.6		%
Year over year NOI growth rate													25.5		%
Year over year revenue growth rate													10.3		%


Partners(3)	Properties	Pro Rata Units	Welltower Ownership %(4)		Top Markets	1Q24 NOI		% of Total
Cogir Management Corporation	105	15,533	85.6	%	Southern California	$	32,634	9.3	%
Sunrise Senior Living	91	8,096	96.1	%	Northern California	19,709		5.6	%
Oakmont Management Group	63	6,557	100.0	%	New York / New Jersey	18,426		5.2	%
Belmont Village	21	2,804	95.0	%	Greater London, UK	18,191		5.2	%
Atria Senior Living	91	10,728	100.0	%	Dallas	15,365		4.4	%
Avery Healthcare	41	3,245	97.6	%	Montréal	15,074		4.3	%
Legend Senior Living	40	3,198	93.8	%	Washington D.C.	12,611		3.6	%
Brandywine Living	29	2,722	100.0	%	Toronto	8,200		2.3	%
Sagora Senior Living	21	3,194	99.6	%	Chicago	7,401		2.1	%
StoryPoint Senior Living	60	6,973	100.0	%	Boston	5,637		1.6	%
Care UK	26	1,870	100.0	%	Top Markets	153,248		43.6	%
Clover	36	3,950	90.4	%	All Other	198,588		56.4	%
Pegasus	30	3,348	99.7	%	Total	$	351,836	100.0	%
Senior Resource Group	12	1,258	46.6	%
Remaining	233	24,595
Total	899	98,071

Notes:

(1) Properties, units and occupancy exclude land parcels and properties under development.

(2) See pages 17 and 18 for reconciliation.

(3) Represents partner concentration based on annualized In-Place NOI for the quarter ended March 31, 2024. Property count and pro rata units represent the In-Place portfolio.

(4) Welltower ownership percentage weighted based on In-Place NOI. See page 17 for reconciliation.


Portfolio


(dollars in thousands at Welltower pro rata ownership)
Payment Coverage Stratification
	EBITDARM Coverage(1)								EBITDAR Coverage(1)
% of In-Place NOI	Seniors Housing Triple-net		Long-Term/ Post- Acute Care		Total		Weighted Average Maturity	Number of Leases	Seniors Housing Triple-net		Long-Term/ Post- Acute Care		Total		Weighted Average Maturity	Number of Leases
<.85x	0.4	%	—	%	0.4	%	9	2	2.6	%	—	%	2.6	%	9	4
.85x-.95x	—	%	—	%	—	%	—	—	1.5	%	1.3	%	2.8	%	5	5
.95x-1.05x	2.3	%	—	%	2.3	%	9	2	2.6	%	—	%	2.6	%	17	4
1.05x-1.15x	1.9	%	0.4	%	2.3	%	5	4	3.5	%	3.0	%	6.5	%	8	5
1.15x-1.25x	2.1	%	0.9	%	3.0	%	11	3	2.9	%	—	%	2.9	%	10	2
1.25x-1.35x	5.7	%	0.1	%	5.8	%	8	5	—	%	—	%	—	%	—	—
>1.35	1.2	%	4.3	%	5.5	%	17	13	0.5	%	1.4	%	1.9	%	15	9
Total	13.6	%	5.7	%	19.3	%	11	29	13.6	%	5.7	%	19.3	%	11	29


Revenue and Lease Maturity(2)
	Rental Income
Year	Seniors Housing Triple-net		Outpatient Medical		Long-Term / Post-Acute Care		Interest Income		Total Revenues		% of Total
2024	$	13,495	$	50,449	$	—	$	39,088	$	103,032	6.9	%
2025	5,837		40,593		720		16,667		63,817		4.3	%
2026	3,304		49,666		9,287		40,118		102,375		6.8	%
2027	—		45,040		1,232		11,953		58,225		3.9	%
2028	—		46,576		6,404		103,633		156,613		10.4	%
2029	1,035		42,595		—		3,322		46,952		3.1	%
2030	42,330		39,955		29,031		361		111,677		7.4	%
2031	6,571		52,905		4,430		233		64,139		4.3	%
2032	94,226		44,474		—		351		139,051		9.3	%
2033	55,028		32,495		—		—		87,523		5.8	%
Thereafter	154,579		129,182		280,219		1,718		565,698		37.8	%
	$	376,405	$	573,930	$	331,323	$	217,444	$	1,499,102	100.0	%

Weighted Avg Maturity Years	10		7		14		3		9

Notes:

(1) Represents trailing twelve month coverage metrics as of December 31, 2023 for stable portfolio only. Agreements included represent 69% of total Seniors Housing Triple-net and Long-Term/Post-Acute Care In-Place NOI. See page 17 for a reconciliation. Agreements with mixed units use the predominant type based on investment balance.

(2) Excludes all land parcels, developments and investments held for sale. Rental income represents annualized cash base rent for effective lease agreements. The amounts are derived from the current contracted monthly cash base rent, net of collectability reserves, if applicable. Rental income does not include common area maintenance charges, the amortization of above/below market lease intangibles or other non cash income. Interest income represents contractual rate of interest for loans, net of collectability reserves if applicable.


Portfolio


(dollars, square feet and occupancy at Welltower pro rata ownership; dollars in thousands except per square feet)
Outpatient Medical
Total Portfolio Performance(1)	1Q23			2Q23			3Q23			4Q23			1Q24
Properties	419			420			422			426			427
Square feet	20,188,159			20,236,315			20,748,969			21,043,557			21,148,949
Occupancy	94.0		%	94.4		%	94.5		%	94.5		%	94.2		%
Total revenues	$	185,190		$	186,802		$	195,136		$	192,822		$	203,849
Operating expenses	58,977			59,358			63,831			55,060			65,162
NOI	$	126,213		$	127,444		$	131,305		$	137,762		$	138,687
NOI margin	68.2		%	68.2		%	67.3		%	71.4		%	68.0		%
Revenues per square foot	$	36.69		$	36.92		$	37.62		$	36.65		$	38.55
NOI per square foot	$	25.01		$	25.19		$	25.31		$	26.19		$	26.23
Recurring cap-ex	$	10,666		$	7,400		$	18,340		$	21,106		$	14,512
Other cap-ex	$	5,118		$	4,397		$	8,545		$	10,151		$	7,826


Same Store Performance(2)	1Q23			2Q23			3Q23			4Q23			1Q24
Properties	378			378			378			378			378
Occupancy	94.7		%	94.9		%	95.0		%	94.8		%	94.7		%
Same store revenues	$	172,500		$	171,576		$	174,464		$	167,390		$	176,084
Same store operating expenses	55,621			53,748			56,714			47,070			56,900
Same store NOI	$	116,879		$	117,828		$	117,750		$	120,320		$	119,184
NOI margin	67.8		%	68.7		%	67.5		%	71.9		%	67.7		%
Year over year NOI growth rate													2.0		%


Portfolio Diversification by Tenant(3)	Rental Income		% of Total		Quality Indicators
Kelsey-Seybold	$	45,543	7.9	%	Health system affiliated properties as % of NOI(3)	88.9	%
UnitedHealth	18,404		3.2	%	Health system affiliated tenants as % of rental income(3)	60.4	%
Common Spirit Health	17,976		3.1	%	Investment grade tenants as % of rental income	55.6	%
Novant Health	17,485		3.0	%	Retention (trailing twelve months)(3)	92.7	%
Providence Health & Services	16,739		2.9	%	In-house managed properties as % of square feet(3,4)	86.0	%
Remaining portfolio	457,783		79.9	%	Average remaining lease term (years)(3)	6.6
Total	$	573,930	100.0	%	Average building size (square feet)(3)	59,095
					Average age (years)	18


Expirations(3)	2024		2025		2026		2027		2028		Thereafter
Occupied square feet	1,696,000		1,335,971		1,785,862		1,588,107		1,652,794		11,863,093
% of occupied square feet	8.5	%	6.7	%	9.0	%	8.0	%	8.3	%	59.5	%

Notes:

(1) Property count, occupancy, square feet and per square foot metrics exclude properties under development and all land parcels. Per square foot amounts are annualized.

(2) Includes 378 same store properties representing 18,642,638 square feet. See pages 17 and 18 for reconciliation.

(3) Excludes all land parcels, developments and investments held for sale. Rental income represents annualized cash base rent for effective lease agreements. The amounts are derived from the current contracted monthly cash base rent, net of collectability reserves, if applicable. Rental income does not include common area maintenance charges, the amortization of above/below market lease intangibles or other non cash income. Retention includes month-to-month tenants retained.

(4) Excludes tenant managed properties.


Investment

(dollars in thousands at Welltower pro rata ownership)

Relationship Investment History

http://api.rkd.refinitiv.com/api/FilingsRetrieval3/.78819857.0000766704-24-000020chart-09f62a2364264c70bc5.jpg.ashx


Detail of Acquisitions/JVs(1)
	2020			2021		2022		2023		1Q24		20-24 Total
Count		12		35		27		52		3		129
Total		$	910,217	$	4,101,534	$	2,785,739	$	4,222,706	$	61,034	$	12,081,230
Low		6,201		5,000		6,485		2,950		6,786		2,950
Median		48,490		45,157		66,074		65,134		23,753		48,875
High		235,387		1,576,642		389,149		644,443		30,495		1,576,642


Investment Timing
	Acquisitions and Loan Funding(2)		Yield		Construction Conversions(3)		Year 1 Yield		Dispositions and Loan Repayments		Yield
January	$	66,655	6.7	%	$	98,565	5.5	%	$	77,834	4.2	%
February	75,547		6.9	%	47,853		1.3	%	29,050		7.0	%
March	65,732		6.8	%	19,185		0.6	%	110		7.5	%
Total	$	207,934	6.8	%	$	165,603	3.7	%	$	106,994	5.0	%

Notes:

(1) Includes non-yielding asset acquisitions.

(2) Excludes land acquisitions and includes advances for non-real estate loans and excludes advances for development loans.

(3) Includes expansion conversions.


Investment


(dollars in thousands at Welltower pro rata ownership, except per bed / unit / square foot)
Gross Investment Activity

	First Quarter 2024
	Properties	Beds / Units / Square Feet		Investment Per Bed / Unit / SqFt		Pro Rata Amount		Yield
Acquisitions and Loan Funding(1)
Seniors Housing Operating	3	363	units	$	168,138	$	61,034



Loan funding						146,900
Total acquisitions and loan funding(2)	3					207,934		6.8	%

Development Funding(3)
Development projects:
Seniors Housing Operating	37	6,298	units			162,798

Outpatient Medical	14	1,154,635	sf			73,130

Total development projects	51					235,928
Redevelopment and expansion projects:
Seniors Housing Operating	3	293	units			2,371

Outpatient Medical	2	24,097	sf			2,996
Total redevelopment and expansion projects	5					5,367

Total development funding	56					241,295		7.1	%

Total gross investments						449,229		6.9	%

Dispositions and Loan Repayments(4)
Seniors Housing Operating	10	907	units	281,147		70,522



Loan repayments						36,472

Total dispositions and loan repayments(5)	10					106,994		5.0	%

Net investments (dispositions)						$	342,235

Notes:

(1) Acquisitions represent purchase price excluding accounting adjustments pursuant to U.S. GAAP for all consolidated and unconsolidated property acquisitions and pro rata amounts include joint venture real estate loans receivable. Loan advances represent cash funded for real estate and non-real estate loans receivable, excluding development loans.

(2) Acquisition yields represents annualized contractual or projected cash rent/NOI to be generated divided by investment amount, excluding land parcels. Loan funding yield represents annualized contractual interest divided by investment amount.

(3) Amounts represent cash funded for all developments/expansions including construction in progress, loans and in-substance real estate. Yield represents projected annualized cash rent/NOI to be generated upon conversion/stabilization divided by commitment amount.

(4) Amounts represent proceeds received for loan repayments and consolidated and unconsolidated property sales.

(5) Yield represents annualized cash rent/interest/NOI that was being generated pre-disposition divided by proceeds. Pro rata amounts include joint venture real estate loans receivable.


Investment


(dollars in thousands at Welltower pro rata ownership)
Development Summary(1)
		Unit Mix
	Facility MSA	Total	Wellness Housing	Independent Living	Assisted Living		Memory Care	Commitment Amount		Future Funding		Estimated Conversion(2)

Seniors Housing Operating
	Phoenix, AZ	204	204	—	—		—	$	51,179	$	2,870	4Q23 - 2Q24
	San Diego, CA	96	—	—	56		40	42,340		656		2Q24
	Houston, TX	130	130	—	—		—	34,216		603		3Q23 - 2Q24
	Hartford, CT	128	128	—	—		—	22,058		—		2Q24
	Hartford, CT	122	122	—	—		—	20,650		—		2Q24
	Cincinnati, OH	122	122	—	—		—	15,602		1,474		2Q24
	Washington D.C.	302	—	190	89		23	157,660		17,116		3Q24
	Vancouver, BC	85	—	—	45		40	58,597		2,635		3Q24
	Dallas, TX	55	55	—	—		—	17,280		1,538		1Q24 - 3Q24
	Norwich, UK	80	—	—	52		28	9,669		2,903		3Q24
	Boston, MA	160	—	82	37		41	149,274		23,904		4Q24
	Kansas City, MO	265	265	—	—		—	70,864		29,820		4Q24
	Miami, FL	91	—	—	55		36	69,951		24,185		4Q24
	Phoenix, AZ	199	199	—	—		—	51,794		2,312		2Q24 - 4Q24
	Tampa, FL	206	206	—	—		—	49,646		13,139		2Q24 - 4Q24
	Sacramento, CA	100	—	—	70		30	43,815		15,869		4Q24
	Kansas City, MO	134	134	—	—		—	20,980		—		4Q24
	Little Rock, AR	283	283	—	—		—	13,456		3,430		3Q24 - 4Q24
	Cambridge, UK	70	—	—	45		25	10,284		4,999		4Q24
	San Jose, CA	685	509	—	143		33	175,381		4,242		1Q25
	Washington D.C.	137	—	53	47		37	120,793		33,549		1Q25
	Chattanooga, TN	243	243	—	—		—	62,116		46,838		3Q24 - 1Q25
	San Jose, CA	158	—	—	158		—	61,929		29,042		1Q25
	Phoenix, AZ	110	110	—	—		—	40,195		18,520		3Q24 - 1Q25
	Columbus, OH	409	409	—	—		—	82,069		36,815		2Q25
	Sherman, TX	237	237	—	—		—	75,618		43,779		3Q24 - 2Q25
	Naples, FL	188	188	—	—		—	52,568		19,356		4Q24 - 2Q25
	London, UK	62	—	—	40		22	8,903		5,339		3Q25
	Dallas, TX	141	141	—	—		—	47,261		36,580		4Q24 - 4Q25
	Brighton and Hove, UK	70	—	—	45		25	11,023		7,101		4Q25
	Birmingham, UK	77	—	—	18		59	18,375		14,765		1Q26
	Killeen, TX	256	256	—	—		—	68,505		44,591		4Q23 - 3Q26
	Tallahassee, FL	206	206	—	—		—	48,469		44,089		4Q25 - 3Q26
	Various(3)	272	76	196	—		—	28,569		11,016		1Q24 - 4Q24





	Subtotal	6,083	4,223	521	900		439	1,811,089		543,075





Outpatient Medical				Rentable Square Ft	Preleased %		Health System Affiliation	Commitment Amount		Future Funding		Estimated Conversion
	Houston, TX			156,462	100	%	Yes	113,125		32,982		1Q24 - 2Q24
	Oklahoma City, OK			134,285	100	%	Yes	88,912		7,774		2Q24
	Santa Fe, NM			90,000	100	%	Yes	45,977		18,027		3Q24
	Houston, TX			51,134	100	%	Yes	28,723		14,616		3Q24
	Houston, TX			135,255	100	%	Yes	86,559		49,790		4Q24
	Houston, TX			111,803	100	%	Yes	78,282		48,942		4Q24
	Houston, TX			36,248	100	%	Yes	32,991		17,698		4Q24
	Houston, TX			50,323	100	%	Yes	30,156		18,480		4Q24
	Dallas, TX			12,000	100	%	Yes	6,330		4,279		4Q24
	Houston, TX			116,000	100	%	Yes	76,800		65,719		1Q25
	Durango, CO			33,290	100	%	Yes	24,112		19,556		3Q24 - 1Q25
	Oklahoma City, OK			47,636	100	%	Yes	40,543		29,976		2Q25
	Dallas, TX			141,269	59	%	Yes	57,896		54,724		3Q25
	Subtotal			1,115,705				710,406		382,563

Total Development Projects								$	2,521,495	$	925,638

(1) Includes development and redevelopment projects (construction in progress, development loans and in-substance real estate) but excludes expansion projects. Commitment amount represents current cash amount funded plus unfunded commitments to complete development, but excludes capitalized interest.

(2) Estimated conversion ranges relate to projects to be delivered in phases.

(3) Includes two redevelopment projects.


Investment


(dollars in thousands at Welltower pro rata ownership)
Development Funding Projections(1)
					Projected Future Funding
	Projects	Beds / Units / Square Feet	Stable Yields(2)		2024 Funding		Funding Thereafter		Total Unfunded Commitments		Committed Balances
Seniors Housing Operating	35	6,083	7.3	%	$	351,697	$	191,378	$	543,075	$	1,811,089

Outpatient Medical	13	1,115,705	6.3	%	308,716		73,847		382,563		710,406
Total	48		7.0	%	$	660,413	$	265,225	$	925,638	$	2,521,495


Development Project Conversion Estimates(1)
Quarterly Conversions							Annual Conversions
	Amount		Year 1 Yields(2)		Stable Yields(2)			Amount		Year 1 Yields(2)		Stable Yields(2)
1Q24 actual	$	162,557	3.7	%	6.6	%	2024 actual	$	162,557	3.7	%	6.6	%
2Q24 estimate	388,082		2.9	%	6.5	%	2024 estimate	1,448,939		1.9	%	7.1	%
3Q24 estimate	317,906		0.6	%	7.7	%	2025 estimate	937,207		2.9	%	6.8	%
4Q24 estimate	742,951		2.0	%	7.1	%	2026 estimate	135,349		—	%	8.0	%
1Q25 estimate	561,326		4.0	%	7.0	%	Total	$	2,684,052	2.3	%	7.0	%
2Q25 estimate	250,798		1.7	%	6.3	%
3Q25 estimate	66,799		0.7	%	6.9	%
4Q25 estimate	58,284		(0.3)	%	7.2	%
1Q26 estimate	18,375		(3.4)	%	10.9	%

3Q26 estimate	116,974		0.5	%	7.5	%



Total	$	2,684,052	2.3	%	7.0	%


Unstabilized Properties
	12/31/2023 Properties	Stabilizations	Construction Conversions(3)	Acquisitions/ Dispositions	03/31/2024 Properties	Beds / Units
Seniors Housing Operating	44	(2)	1	—	43	6,194
Seniors Housing Triple-net	10	(3)	—	—	7	934

Total	54	(5)	1	—	50	7,128


Occupancy	12/31/2023 Properties	Stabilizations	Construction Conversions(3)		Acquisitions/ Dispositions		Progressions		03/31/2024 Properties
0% - 50%	21	—	—		—		(5)		16
50% - 70%	21	(1)	1		—		(1)		20
70% +	12	(4)	—		—		6		14
Total	54	(5)	1		—		—		50

Occupancy	03/31/2024 Properties	Months In Operation	Revenues		% of Total Revenues(4)		Gross Investment Balance		% of Total Gross Investment
0% - 50%	16	11	$	88,874	1.2	%	$	866,877	1.8	%
50% - 70%	20	24	172,291		2.3	%	938,069		2.0	%
70% +	14	29	165,498		2.2	%	559,736		1.2	%
Total	50	21	$	426,663	5.7	%	$	2,364,682	5.0	%

Notes:

(1) Includes development and redevelopment projects (construction in progress, development loans and in substance real estate) and excludes expansion projects. Projects expected to be delivered in phases over multiple quarters are reflected in the last quarter.

(2) Actual yields may vary.

(3) Includes expansion and development loan conversions.

(4) Percent of total revenues based on current quarter annualized pro rata total revenues on page 11.


Financial


(dollars in thousands at Welltower pro rata ownership)
Components of NAV

Stabilized NOI				Pro rata beds/units/square feet
Seniors Housing Operating(1)	$	1,344,032		98,071	units
Seniors Housing Triple-net	407,064			26,144	units
Outpatient Medical	526,384			20,935,057	square feet
Long-Term/Post-Acute Care	332,320			31,554	beds
Total In-Place NOI(2)	2,609,800
Incremental stabilized NOI(3)	116,098
Total stabilized NOI	$	2,725,898

Obligations
Lines of credit and commercial paper(4)	$	—
Senior unsecured notes(4)	12,328,089
Secured debt(4)	2,905,614
Financing lease liabilities	80,541
Total debt	$	15,314,244
Add (Subtract):
Other liabilities (assets), net(5)	$	424,081
Cash and cash equivalents and restricted cash	(2,478,335)
Net obligations	$	13,259,990

Other Assets
Land parcels(6)	$	427,215		Effective Interest Rate(9)
Real estate loans receivable(7)	2,147,555			11.0%
Non-real estate loans receivable(8)	290,619			10.7%
Joint venture real estate loans receivables(10)	269,190			5.8%

Property dispositions(11)	1,043,796
Development properties:(12)
Current balance	1,606,448
Unfunded commitments	933,157
Committed balances	$	2,539,605
Projected yield	7.0		%
Projected NOI	$	177,772

Common Shares Outstanding(13)	593,424

Notes:

(1) Includes $3,272,000 attributable to our proportional share of income (loss) from unconsolidated management company investments.

(2) See page 17 for reconciliation.

(3) Represents incremental NOI from Seniors Housing Operating unstabilized properties.

(4) Represents principal amounts due and do not include unamortized premiums/discounts, deferred loan expenses or other fair value adjustments as reflected on the balance sheet. Includes $827,372,000 of foreign secured debt.

(5) Includes liabilities / (assets) that impact cash or NOI and excludes non real estate loans and non-cash items such as the following (in thousands):


Unearned revenues	$	369,726
Below market tenant lease intangibles, net	21,202
Deferred taxes, net	(29,848)
Intangible assets, net	(153,211)
Other non-cash liabilities / (assets), net	6,015
Total non-cash liabilities/(assets), net	$	213,884

(6) Includes land parcels, predevelopment projects and redevelopment projects.

(7) Represents $2,169,850,000 of real estate loans, excluding development loans and including certain in substance real estate developments and held to maturity debt securities, and net of $22,295,000 of credit allowances.

(8) Represents $461,945,000 of non-real estate loans, net of $171,326,000 of credit allowances.

(9) Average cash-pay interest rates are 7.6%, 1.0% and 5.8% for real estate, non-real estate loans and joint venture real estate loans, respectively. Rates exclude non-accrual/interest-free loans.

(10) Represents our partners' share of Welltower loans made to select joint ventures secured by the joint venture owned properties.

(11) Represents proceeds from expected property dispositions in the next twelve months.

(12) See pages 8-9. Includes expansion projects. Includes partial conversions to date.

(13) Includes OP Units and DownREIT Units.


Financial


(dollars in thousands at Welltower pro rata ownership)
Net Operating Income(1)
	1Q23		2Q23		3Q23		4Q23		1Q24
Revenues:
Seniors Housing Operating
Resident fees and services	$	1,138,916	$	1,173,630	$	1,216,368	$	1,280,154	$	1,379,295

Interest income	2,318		1,850		1,928		2,968		4,716
Other income	2,510		3,495		3,457		4,544		2,807
Total revenues	1,143,744		1,178,975		1,221,753		1,287,666		1,386,818

Seniors Housing Triple-net

Rental income	119,786		118,115		110,705		115,615		110,967
Interest income	31,540		32,657		33,523		36,150		35,478
Other income	1,675		1,202		1,168		924		955
Total revenues	153,001		151,974		145,396		152,689		147,400

Outpatient Medical
Rental income	182,044		185,133		192,732		190,211		200,593
Interest income	91		95		98		382		852
Other income	3,055		1,574		2,306		2,229		2,404
Total revenues	185,190		186,802		195,136		192,822		203,849

Long-Term/Post-Acute Care
Rental income	80,423		75,766		77,516		96,146		104,046
Interest income	6,367		8,264		10,981		15,784		15,823
Other income	193		65,490		315		6		244
Total revenues	86,983		149,520		88,812		111,936		120,113

Corporate
Other income	5,147		16,807		33,802		30,021		28,729
Total revenues	5,147		16,807		33,802		30,021		28,729

Total
Rental income	382,253		379,014		380,953		401,972		415,606
Resident fees and services	1,138,916		1,173,630		1,216,368		1,280,154		1,379,295
Interest Income	40,316		42,866		46,530		55,284		56,869
Other Income	12,580		88,568		41,048		37,724		35,139
Total revenues	1,574,065		1,684,078		1,684,899		1,775,134		1,886,909

Property operating expenses:
Seniors Housing Operating	894,981		902,068		933,463		982,077		1,034,982
Seniors Housing Triple-net	7,917		7,996		7,849		6,662		7,559
Outpatient Medical	58,977		59,358		63,831		55,060		65,162
Long-Term/Post-Acute Care	4,040		2,827		2,386		3,298		3,448
Corporate	3,877		4,135		3,980		5,957		3,636
Total property operating expenses	969,792		976,384		1,011,509		1,053,054		1,114,787

Net operating income:
Seniors Housing Operating	248,763		276,907		288,290		305,589		351,836
Seniors Housing Triple-net	145,084		143,978		137,547		146,027		139,841
Outpatient Medical	126,213		127,444		131,305		137,762		138,687
Long-Term/Post-Acute Care	82,943		146,693		86,426		108,638		116,665
Corporate	1,270		12,672		29,822		24,064		25,093
Net operating income	$	604,273	$	707,694	$	673,390	$	722,080	$	772,122

Note:

(1) Please see discussion of Supplemental Reporting Measures on page 16. Includes amounts from investments sold or held for sale. NOI related to DownREITs included at 100%.


Financial


(dollars in thousands)
Leverage and EBITDA Reconciliations(1)
	Twelve Months Ended			Three Months Ended
	March 31, 2024			March 31, 2024
Net income (loss)	$	461,138		$	131,634
Interest expense	610,761			147,318
Income tax expense (benefit)	9,510			6,191
Depreciation and amortization	1,427,852			365,863
EBITDA	2,509,261			651,006
Loss (income) from unconsolidated entities	54,154			7,783
Stock-based compensation	38,829			11,342
Loss (gain) on extinguishment of debt, net	8			6
Loss (gain) on real estate dispositions, net	(71,858)			(4,707)
Impairment of assets	66,799			43,331
Provision for loan losses, net	10,046			1,014
Loss (gain) on derivatives and financial instruments, net	(6,104)			(3,054)
Other expenses	99,727			14,131
Leasehold interest termination(2)	(65,485)			—
Casualty losses, net of recoveries	7,778			2,158
Other impairment(3)	25,998			9,356
Total adjustments	159,892			81,360
Adjusted EBITDA	$	2,669,153		$	732,366

Interest Coverage Ratios
Interest expense	$	610,761		$	147,318
Capitalized interest	54,173			13,809
Non-cash interest expense	(27,695)			(9,284)
Total interest	$	637,239		$	151,843
EBITDA	$	2,509,261		$	651,006
Interest coverage ratio	3.94		x	4.29		x
Adjusted EBITDA	$	2,669,153		$	732,366
Adjusted Interest coverage ratio	4.19		x	4.82		x

Fixed Charge Coverage Ratios
Total interest	$	637,239		$	151,843
Secured debt principal amortization	51,021			11,887
Total fixed charges	$	688,260		$	163,730
EBITDA	$	2,509,261		$	651,006
Fixed charge coverage ratio	3.65		x	3.98		x
Adjusted EBITDA	$	2,669,153		$	732,366
Adjusted Fixed charge coverage ratio	3.88		x	4.47		x

Net Debt to EBITDA Ratios
Total debt(4)				$	14,285,686
Less: cash and cash equivalents and restricted cash				(2,478,335)
Net debt				$	11,807,351
EBITDA Annualized				$	2,604,024
Net debt to EBITDA ratio				4.53		x
Adjusted EBITDA Annualized				$	2,929,464
Net debt to Adjusted EBITDA ratio				4.03		x

Notes:

(1) Please see discussion of Supplemental Reporting Measures on page 16.

(2) Primarily related to the gain associated with the loss of control and derecognition of leasehold interests in 7 properties.

(3) Represents the write off of straight-line rent receivable balances relating to leases placed on cash recognition.

(4) Includes unamortized premiums/discounts, other fair value adjustments and financing lease liabilities of $80,541,000. Excludes operating lease liabilities of $300,779,000 related to ASC 842 adoption.


Financial


(in thousands except share price)
Leverage and Current Capitalization(1)
			% of Total
Book capitalization
Lines of credit and commercial paper(2)	$	—	—	%
Long-term debt obligations(2)(3)	14,285,686		35.40	%
Cash and cash equivalents and restricted cash	(2,478,335)		(6.14)	%
Net debt to consolidated book capitalization	$	11,807,351	29.26	%
Total equity(4)	28,547,908		70.74	%
Consolidated book capitalization	$	40,355,259	100.00	%
Joint venture debt, net(5)	834,838
Total book capitalization	$	41,190,097

Undepreciated book capitalization
Lines of credit and commercial paper(2)	$	—	—	%
Long-term debt obligations(2)(3)	14,285,686		28.64	%
Cash and cash equivalents and restricted cash	(2,478,335)		(4.97)	%
Net debt to consolidated undepreciated book capitalization	$	11,807,351	23.67	%
Accumulated depreciation and amortization	9,537,562		19.12	%
Total equity(4)	28,547,908		57.21	%
Consolidated undepreciated book capitalization	$	49,892,821	100.00	%
Joint venture debt, net(5)	834,838
Total undepreciated book capitalization	$	50,727,659

Enterprise value
Lines of credit and commercial paper(2)	$	—	—	%
Long-term debt obligations(2)(3)	14,285,686		21.00	%
Cash and cash equivalents and restricted cash	(2,478,335)		(3.64)	%
Net debt to consolidated enterprise value	$	11,807,351	17.36	%
Common shares outstanding	590,934
Period end share price	93.44
Common equity market capitalization	$	55,216,873	81.17	%
Noncontrolling interests(4)	999,965		1.47	%
Consolidated enterprise value	$	68,024,189	100.00	%
Joint venture debt, net(5)	834,838
Total enterprise value	$	68,859,027

Secured debt as % of total assets
Secured debt(2)	$	2,033,232	3.76	%
Gross asset value(6)	$	54,091,147

Total debt as % of gross asset value
Total debt(2)(3)	$	14,285,686	26.41	%
Gross asset value(6)	$	54,091,147

Unsecured debt as % of unencumbered assets
Unsecured debt(2)	$	12,171,913	25.07	%



Unencumbered gross assets(7)	$	48,557,528

Notes:

(1) Please see discussion of Supplemental Reporting Measures on page 16.

(2) Amounts include unamortized premiums/discounts and other fair value adjustments as reflected on the balance sheet.

(3) Includes financing lease liabilities of $80,541,000 and excludes operating lease liabilities of $300,779,000 related to ASC 842 adoption.

(4) Includes all noncontrolling interests (redeemable and permanent) as reflected on our balance sheet.

(5) Net of Welltower's share of unconsolidated debt and minority partners' share of Welltower consolidated debt.

(6) Gross asset value equals total assets plus accumulated depreciation as reflected on the balance sheet.

(7) Unencumbered gross assets equals gross asset value for consolidated properties that are not financed with secured debt.


Financial


(dollars in thousands)
Debt Maturities and Scheduled Principal Amortization(1)
Year	Lines of Credit and Commercial Paper(2)			Senior Unsecured Notes(3,4,5,6,7)			Consolidated Secured Debt			Share of Unconsolidated Secured Debt			Noncontrolling Interests' Share of Consolidated Secured Debt			Combined Debt(8)			% of Total		Wtd. Avg. Interest Rate (9)
2024	$	—		$	—		$	307,236		$	143,300		$	(50,027)		$	400,509		2.63	%	4.75	%
2025	—			1,260,000			379,484			507,757			(32,087)			2,115,154			13.88	%	4.03	%
2026	—			700,000			152,652			48,961			(20,132)			881,481			5.79	%	4.03	%
2027	—			1,906,204			206,191			118,661			(33,157)			2,197,899			14.43	%	4.66	%
2028	—			2,480,035			105,956			26,112			(15,013)			2,597,090			17.05	%	3.79	%
2029	—			1,050,000			318,012			36,367			(1,150)			1,403,229			9.21	%	3.81	%
2030	—			750,000			57,066			34,356			(124)			841,298			5.52	%	3.13	%
2031	—			1,350,000			6,978			33,415			(130)			1,390,263			9.13	%	2.77	%
2032	—			1,050,000			47,952			3,929			(135)			1,101,746			7.23	%	3.38	%
2033	—			—			395,502			7,229			(35,360)			367,371			2.41	%	4.88	%
Thereafter	—			1,781,850			93,747			66,997			(4,931)			1,937,663			12.74	%	5.04	%
Totals	$	—		$	12,328,089		$	2,070,776		$	1,027,084		$	(192,246)		$	15,233,703		100.00	%

Weighted Avg. Interest Rate(9)	—			3.94		%	4.62		%	3.66		%	3.91		%	4.02		%

Weighted Avg. Maturity Years	—			6.3			4.8			4.4			3.7			6.0

% Floating Rate Debt(8)	100.00		%	5.63		%	23.15		%	0.88		%	16.13		%	7.56		%


Debt by Local Currency(1)
	Lines of Credit and Commercial Paper(2)		Senior Unsecured Notes(3,4,5,6,7)		Consolidated Secured Debt		Share of Unconsolidated Secured Debt		Noncontrolling Interests' Share of Consolidated Secured Debt		Combined Debt(8)		Investment Hedges(10)
United States	$	—	$	10,595,000	$	1,354,921	$	764,284	$	(40,963)	$	12,673,242	$	—
United Kingdom	—		1,326,885		—		—		—		1,326,885		2,098,637
Canada	—		406,204		715,855		262,800		(151,283)		1,233,576		1,920,236
Totals	$	—	$	12,328,089	$	2,070,776	$	1,027,084	$	(192,246)	$	15,233,703	$	4,018,873

Notes:

(1) Represents principal amounts due excluding unamortized premiums/discounts or other fair value adjustments as reflected on the balance sheet.

(2) Our unsecured commercial paper program and our unsecured revolving credit facility had a zero balance as of March 31, 2024. The unsecured revolving credit facility is comprised of a $1,000,000,000 tranche that matures on June 4, 2026 and a $3,000,000,000 tranche that matures on June 4, 2025. Both tranches may be extended for two successive terms of six months at our option. Commercial paper borrowings are backstopped by the unsecured revolving credit facility.

(3) 2027 includes a $1,000,000,000 unsecured term loan and a CAD $250,000,000 unsecured term loan (approximately $184,638,000 USD at March 31, 2024). The loans mature on July 19, 2026. The interest rates on the loans are adjusted SOFR + 0.85% for USD and CDOR + 0.85% for CAD. Both term loans may be extended for two successive terms of six months at our option.

(4) 2027 includes CAD $300,000,000 of 2.95% senior unsecured notes (approximately $221,566,000 USD at March 31, 2024) that matures on January 15, 2027.

(5) 2028 includes $1,035,000,000 of 2.75% exchangeable senior unsecured notes that mature on May 15, 2028 unless earlier exchanged, purchased or redeemed.

(6) 2028 includes £550,000,000 of 4.80% senior unsecured notes (approximately $695,035,000 USD at March 31, 2024). The notes mature on November 20, 2028.

(7) Thereafter includes £500,000,000 of 4.50% senior unsecured notes (approximately $631,850,000 USD at March 31, 2024). The notes mature on December 1, 2034.

(8) Excludes operating lease liabilities of $300,779,000 and finance lease liabilities of $80,541,000 related to ASC 842.

(9) Based on variable interest rates and foreign currency exchange rates in effect as of March 31, 2024. The interest rate on the unsecured revolving credit facility is adjusted SOFR + 0.775%. Commercial paper, senior notes and secured debt average interest rate represents the face value note rate. Includes the impact of notional swaps and caps to convert fixed rate debt to SOFR-based floating rate debt, and SOFR-based floating rate debt and CDOR-based floating rate debt to fixed rate debt.

(10) Represents notional value of foreign currency derivative contracts at end of period spot FX rates. The fair market value of the gains (losses) of these contracts is currently USD $33,743,000, as represented in other assets (liabilities) on the balance sheet. We supplement our local currency debt with foreign currency derivative contracts to offset the translation and economic exposures related to our international investments. Currently, our foreign currency derivatives are comprised of cross-currency swaps.


Glossary

Age: Current year, less the year built, adjusted for major renovations. Average age is weighted by pro rata NOI.

Cap-ex, Tenant Improvements, Leasing Commissions: Represents amounts incurred for: 1) recurring and non-recurring capital expenditures required to maintain and re-tenant our properties; 2) second generation tenant improvements; and 3) leasing commissions paid to third party leasing agents to secure new tenants.

Construction Conversion: Represents completed construction projects that were placed into service and began generating NOI.

EBITDAR: Earnings before interest, taxes, depreciation, amortization and rent. The company uses unaudited, periodic financial information provided solely by tenants/borrowers to calculate EBITDAR and has not independently verified the information.

EBITDAR Coverage: Represents the ratio of EBITDAR to contractual rent for leases or interest and principal payments for loans. EBITDAR coverage is a measure of a property’s ability to generate sufficient cash flows for the operator/borrower to pay rent and meet other obligations. The coverage shown excludes properties that are unstabilized, closed or for which data is not available or meaningful.

EBITDARM: Earnings before interest, taxes, depreciation, amortization, rent and management fees. The company uses unaudited, periodic financial information provided solely by tenants/borrowers to calculate EBITDARM and has not independently verified the information.

EBITDARM Coverage: Represents the ratio of EBITDARM to contractual rent for leases or interest and principal payments for loans. EBITDARM coverage is a measure of a property’s ability to generate sufficient cash flows for the operator/borrower to pay rent and meet other obligations, assuming that management fees are not paid. The coverage shown excludes properties that are unstabilized, closed or for which data is not available or meaningful.

Health System - Affiliated: Outpatient medical properties are considered affiliated with a health system if one or more of the following conditions are met: 1) the land parcel is contained within the physical boundaries of a hospital campus; 2) the land parcel is located adjacent to the campus; 3) the building is physically connected to the hospital regardless of the land ownership structure; 4) a ground lease is maintained with a health system entity; 5) a master lease is maintained with a health system entity; 6) significant square footage is leased to a health system entity; 7) the property includes an ambulatory surgery center with a hospital partnership interest; or (8) a significant square footage is leased to a physician group that is either employed, directly or indirectly by a health system, or has a significant clinical and financial affiliation with the health system.

Long-Term/Post-Acute Care: Includes all skilled nursing, rehabilitation and long-term/post-acute care facilities where the majority of individuals require 24-hour nursing or medical care. Generally, these properties are licensed for Medicaid and/or Medicare reimbursement and are subject to triple-net operating leases. Most of these facilities focus on higher acuity patients and offer rehabilitation units specializing in cardiac, orthopedic, dialysis, neurological or pulmonary rehabilitation.

MSA: For the United States and Canada, we use the Metropolitan Statistical Area as defined by the U.S. Census Bureau and the Census Metropolitan Areas as defined by Statistics Canada, respectively. For the United Kingdom, we generally use the Metro Region as defined by EuroStat with Greater London defined as a 55-mile radius around the city’s center.

Occupancy: Outpatient Medical occupancy represents the percentage of total rentable square feet leased and occupied, including month-to-month leases, as of the date reported. Occupancy for all other property types represents average quarterly operating occupancy based on the most recent quarter of available data and excludes properties that are unstabilized, closed or for which data is not available or meaningful. The company uses unaudited, periodic financial information provided solely by tenants/borrowers to calculate occupancy and has not independently verified the information. Occupancy metrics are reflected at our pro rata share.

Outpatient Medical: Outpatient medical buildings include properties offering ambulatory medical services such as primary and secondary care, outpatient surgery, diagnostic procedures and rehabilitation. These properties are typically affiliated with a health system and may be located on a hospital campus. They are specifically designed and constructed for use by health care professionals to provide services to patients. They also include medical office buildings that typically contain sole and group physician practices and may provide laboratory and other specialty services.

Seniors Housing Operating (SHO): Includes independent, assisted living and dementia care properties in the U.S. and Canada and all care homes in the U.K. generally structured to take advantage of the REIT Investment Diversification and Empowerment Act of 2007, as well as Wellness Housing properties.

Seniors Housing Triple-net (SH-NNN): Includes independent, assisted living and dementia care properties in the U.S. and Canada and all care homes in the U.K. subject to triple-net operating leases and loans receivable.

Square Feet: Net rentable square feet calculated utilizing Building Owners and Managers Association measurement standards.

Stable: Generally, a triple-net rental property is considered stable (versus unstabilized or under development) when it has achieved EBITDAR coverage of 1.00x or greater for three consecutive months or, if targeted performance has not been achieved, 12 months following the budgeted stabilization date. Triple-net properties for which income is recognized on a cash basis and for which substantially all contractual rent during the period has not been collected are excluded from the stable portfolio. A Seniors Housing Operating facility is considered stable upon the earliest of 90% occupancy, NOI at or above the underwritten target or 12 months past the underwritten stabilization date. Excludes assets held for sale and assets disposed of during the current quarter.

Unstabilized: An acquisition that does not meet the stable criteria upon closing or a construction property that has opened but not yet reached stabilization.


Supplemental Reporting Measures

We believe that revenues and net income, as defined by U.S. generally accepted accounting principles ("U.S. GAAP"), are the most appropriate earnings measurements. However, we consider EBITDA, Adjusted EBITDA, RevPOR, ExpPOR, SS RevPOR, SS ExpPOR, NOI, In-Place NOI ("IPNOI") and Same Store NOI ("SSNOI") to be useful supplemental measures of our operating performance. Excluding EBITDA and Adjusted EBITDA, these supplemental measures are disclosed on our pro rata ownership basis. Pro rata amounts are derived by reducing consolidated amounts for minority partners’ noncontrolling ownership interests and adding our minority ownership share of unconsolidated amounts. We do not control unconsolidated investments. While we consider pro rata disclosures useful, they may not accurately depict the legal and economic implications of our joint venture arrangements and should be used with caution.

We define NOI as total revenues, including tenant reimbursements, less property operating expenses. Property operating expenses represent costs associated with managing, maintaining and servicing tenants for our properties. These expenses include, but are not limited to, property-related payroll and benefits, property management fees paid to managers, marketing, housekeeping, food service, maintenance, utilities, property taxes and insurance. General and administrative expenses represent general overhead costs that are unrelated to property operations and are unallocable to the properties. These expenses include, but are not limited to, payroll and benefits related to corporate employees, professional services, office expenses and depreciation of corporate fixed assets. IPNOI represents NOI excluding interest income, other income and non-IPNOI and adjusted for timing of current quarter portfolio changes such as acquisitions, development conversions, segment transitions, dispositions and investments held for sale. SSNOI is used to evaluate the operating performance of our properties using a consistent population which controls for changes in the composition of our portfolio. As used herein, same store is generally defined as those revenue-generating properties in the portfolio for the relevant year-over-year reporting periods. Acquisitions and development conversions are included in the same store amounts five full quarters after acquisition or being placed into service. Land parcels, loans and sub-leases, as well as any properties sold or classified as held for sale during the period, are excluded from the same store amounts. Redeveloped properties (including major refurbishments of a Seniors Housing Operating property where 20% or more of units are simultaneously taken out of commission for 30 days or more or Outpatient Medical properties undergoing a change in intended use) are excluded from the same store amounts until five full quarters post completion of the redevelopment. Properties undergoing operator transitions and/or segment transitions are also excluded from the same store amounts until five full quarters post completion of the operator transition or segment transition. In addition, properties significantly impacted by force majeure, acts of God or other extraordinary adverse events are excluded from same store amounts until five full quarters after the properties are placed back into service. SSNOI excludes non-cash NOI and includes adjustments to present consistent property ownership percentages and to translate Canadian properties and UK properties using a consistent exchange rate. Normalizers include adjustments that in management’s opinion are appropriate in considering SSNOI, a supplemental, non-GAAP performance measure. None of these adjustments, which may increase or decrease SSNOI, are reflected in our financial statements prepared in accordance with U.S. GAAP. Significant normalizers (defined as any that individually exceed 0.50% of SSNOI growth per property type) are separately disclosed and explained. We believe NOI, IPNOI and SSNOI provide investors relevant and useful information because they measure the operating performance of our properties at the property level on an unleveraged basis. We use NOI, IPNOI and SSNOI to make decisions about resource allocations and to assess the property level performance of our properties.

RevPOR represents the average revenues generated per occupied room per month and ExpPOR represents the average expenses per occupied room at our Seniors Housing Operating properties. These metrics are calculated as our pro rata version of total resident fees and services revenues or property operating expenses from the income statement divided by average monthly occupied room days. SS RevPOR and SS ExpPOR are used to evaluate the RevPOR and ExpPOR performance of our properties under a consistent population which eliminates changes in the composition of our portfolio. They are based on the same pool of properties used for SSNOI and includes any revenue or expense normalizations used for SSNOI. We use RevPOR, ExpPOR, SS RevPOR and SS ExpPOR to evaluate the revenue-generating capacity and profit potential of our Seniors Housing Operating portfolio independent of fluctuating occupancy rates. They are also used in comparison against industry and competitor statistics, if known, to evaluate the quality of our Seniors Housing Operating portfolio.

We measure our credit strength both in terms of leverage ratios and coverage ratios. The leverage ratios indicate how much of our balance sheet capitalization is related to long-term debt, net of cash and restricted cash. We expect to maintain capitalization ratios and coverage ratios sufficient to maintain a capital structure consistent with our current profile. The ratios are based on EBITDA and Adjusted EBITDA. EBITDA is defined as earnings (net income per income statement) before interest expense, income taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA excluding unconsolidated entities and including adjustments for stock-based compensation expense, provision for loan losses, gains/losses on extinguishment of debt, gains/losses/impairments on properties, gains/losses on derivatives and financial instruments, other expenses, other impairment charges and other adjustments deemed appropriate in management's opinion. We believe that EBITDA and Adjusted EBITDA, along with net income, are important supplemental measures because they provide additional information to assess and evaluate the performance of our operations. We primarily use these measures to determine our interest coverage ratio, which represents EBITDA and Adjusted EBITDA divided by total interest, and our fixed charge coverage ratio, which represents EBITDA and Adjusted EBITDA divided by fixed charges. Fixed charges include total interest and secured debt principal amortization. Our leverage ratios include net debt to Adjusted EBITDA, book capitalization, undepreciated book capitalization and consolidated enterprise value. Book capitalization represents the sum of net debt (defined as total long-term debt, excluding operating lease liabilities, less cash and cash equivalents and restricted cash), total equity and redeemable noncontrolling interests. Undepreciated book capitalization represents book capitalization adjusted for accumulated depreciation and amortization. Consolidated enterprise value represents book capitalization adjusted for the fair market value of our common stock. Our leverage ratios are defined as the proportion of net debt to total capitalization.

Our supplemental reporting measures and similarly entitled financial measures are widely used by investors, equity and debt analysts and rating agencies in the valuation, comparison, rating and investment recommendations of companies. Our management uses these financial measures to facilitate internal and external comparisons to historical operating results and in making operating decisions. Additionally, these measures are utilized by the Board of Directors to evaluate management. None of the supplemental reporting measures represent net income or cash flow provided from operating activities as determined in accordance with U.S. GAAP and should not be considered as alternative measures of profitability or liquidity. Finally, the supplemental reporting measures, as defined by us, may not be comparable to similarly entitled items reported by other real estate investment trusts or other companies. Multi-period amounts may not equal the sum of the individual quarterly amounts due to rounding.


Supplemental Reporting Measures


(dollars in thousands)
Non-GAAP Reconciliations

NOI Reconciliation	1Q23		2Q23		3Q23		4Q23		1Q24
Net income (loss)	$	28,635	$	106,342	$	134,722	$	88,440	$	131,634
Loss (gain) on real estate dispositions, net	(747)		2,168		(71,102)		1,783		(4,707)
Loss (income) from unconsolidated entities	7,071		40,332		4,031		2,008		7,783
Income tax expense (benefit)	3,045		3,503		4,584		(4,768)		6,191
Other expenses	22,745		11,069		38,220		36,307		14,131
Impairment of assets	12,629		1,086		7,388		14,994		43,331
Provision for loan losses, net	777		2,456		4,059		2,517		1,014
Loss (gain) on extinguishment of debt, net	5		1		1		—		6
Loss (gain) on derivatives and financial instruments, net	930		1,280		2,885		(7,215)		(3,054)
General and administrative expenses	44,371		44,287		46,106		44,327		53,318
Depreciation and amortization	339,112		341,945		339,314		380,730		365,863
Interest expense	144,403		152,337		156,532		154,574		147,318
Consolidated net operating income	602,976		706,806		666,740		713,697		762,828
NOI attributable to unconsolidated investments(1)	26,354		25,150		29,488		30,785		32,090
NOI attributable to noncontrolling interests(2)	(25,057)		(24,262)		(22,838)		(22,402)		(22,796)
Pro rata net operating income (NOI)(3)	$	604,273	$	707,694	$	673,390	$	722,080	$	772,122


In-Place NOI Reconciliation
At Welltower pro rata ownership	Seniors Housing Operating		Seniors Housing Triple-net		Outpatient Medical		Long-Term /Post-Acute Care		Corporate		Total
Revenues	$	1,386,818	$	147,400	$	203,849	$	120,113	$	28,729	$	1,886,909
Property operating expenses	(1,034,982)		(7,559)		(65,162)		(3,448)		(3,636)		(1,114,787)
NOI(3)	351,836		139,841		138,687		116,665		25,093		772,122
Adjust:
Interest income	(4,716)		(35,478)		(852)		(15,823)		—		(56,869)
Other income	(2,666)		(106)		35		(244)		(24,087)		(27,068)
Sold / held for sale	(7,329)		(17)		(1,229)		191		—		(8,384)
Non operational(4)	3,581		1		(1,018)		(643)		—		1,921
Non In-Place NOI(5)	(6,289)		(2,475)		(4,046)		(17,066)		(1,006)		(30,882)
Timing adjustments(6)	1,591		—		19		—		—		1,610
Total adjustments	(15,828)		(38,075)		(7,091)		(33,585)		(25,093)		(119,672)
In-Place NOI	336,008		101,766		131,596		83,080		—		652,450
Annualized In-Place NOI	$	1,344,032	$	407,064	$	526,384	$	332,320	$	—	$	2,609,800


Same Store Property Reconciliation
	Seniors Housing Operating	Seniors Housing Triple-net	Outpatient Medical	Long-Term /Post-Acute Care	Total
Total properties	994	360	450	292	2,096
Recent acquisitions/ development conversions(7)	(69)	(11)	(40)	(58)	(178)
Under development	(34)	—	(13)	—	(47)
Under redevelopment(8)	(5)	—	(2)	(4)	(11)
Current held for sale	(37)	—	(6)	(29)	(72)
Land parcels, loans and sub-leases	(15)	(4)	(8)	—	(27)
Transitions(9)	(159)	(13)	—	(2)	(174)
Other(10)	(10)	—	(3)	(4)	(17)
Same store properties	665	332	378	195	1,570

Notes:

(1) Represents Welltower's interests in joint ventures where Welltower is the minority partner.

(2) Represents minority partners' interests in joint ventures where Welltower is the majority partner.

(3) Represents Welltower's pro rata share of NOI. See page 11 for more information.

(4) Primarily includes development properties and land parcels.

(5) Primarily represents non-cash NOI.

(6) Represents timing adjustments for current quarter acquisitions, construction conversions and segment or operator transitions.

(7) Acquisitions and development conversions will enter the same store pool five full quarters after acquisition or certificate of occupancy.

(8) Redevelopment properties will enter the same store pool after five full quarters of operations post redevelopment completion.

(9) Transitioned properties will enter the same store pool after five full quarters of operations with the new operator In-Place or under the new structure.

(10) Represents properties that are either closed or being closed.


Supplemental Reporting Measures


(dollars in thousands at Welltower pro rata ownership)

Same Store NOI Reconciliation	1Q23		2Q23		3Q23		4Q23		1Q24		Y/o/Y
Seniors Housing Operating
NOI	$	248,763	$	276,907	$	288,290	$	305,589	$	351,836
Non-cash NOI on same store properties	(851)		(783)		(242)		(186)		(195)
NOI attributable to non-same store properties	(35,153)		(36,448)		(42,435)		(61,368)		(86,107)
Currency and ownership adjustments(1)	357		303		113		437		(374)

Normalizing adjustment for management fee(2)	(4,298)		(4,709)		(895)		(702)		—

Normalizing adjustment for casualty related expenses, net(3)	3,931		1,791		284		715		1,945


Other normalizing adjustments(4)	—		(5,347)		(2,861)		853		(198)
SSNOI	212,749		231,714		242,254		245,338		266,907		25.5	%

Seniors Housing Triple-net
NOI	145,084		143,978		137,547		146,027		139,841
Non-cash NOI on same store properties	(12,010)		(9,667)		(9,150)		(4,731)		2,510
NOI attributable to non-same store properties	(43,201)		(43,594)		(36,016)		(48,832)		(48,268)
Currency and ownership adjustments(1)	437		(112)		(317)		56		(343)




Other normalizing adjustments(4)	—		—		—		308		—
SSNOI	90,310		90,605		92,064		92,828		93,740		3.8	%

Outpatient Medical
NOI	126,213		127,444		131,305		137,762		138,687
Non-cash NOI on same store properties	(5,167)		(4,730)		(4,605)		(5,527)		(3,253)
NOI attributable to non-same store properties	(6,984)		(7,451)		(10,143)		(12,117)		(16,081)
Currency and ownership adjustments(1)	2,995		2,293		818		42		20

Normalizing adjustment for casualty related expenses, net(3)	361		272		375		160		(189)

Other normalizing adjustments(4)	(539)		—		—		—		—
SSNOI	116,879		117,828		117,750		120,320		119,184		2.0	%

Long-Term/Post-Acute Care
NOI	82,943		146,693		86,426		108,638		116,665
Non-cash NOI on same store properties	(10,699)		(13,815)		(11,733)		(11,672)		(10,592)
NOI attributable to non-same store properties	(14,727)		(75,160)		(16,649)		(39,015)		(46,749)
Currency and ownership adjustments(1)	(10)		(22)		(25)		—		(16)



Other normalizing adjustments(4)	—		—		(122)		—		—
SSNOI	57,507		57,696		57,897		57,951		59,308		3.1	%

Corporate
NOI	1,270		12,672		29,822		24,064		25,093
NOI attributable to non-same store properties	(1,270)		(12,672)		(29,822)		(24,064)		(25,093)
SSNOI	—		—		—		—		—

Total
NOI	604,273		707,694		673,390		722,080		772,122
Non-cash NOI on same store properties	(28,727)		(28,995)		(25,730)		(22,116)		(11,530)
NOI attributable to non-same store properties	(101,335)		(175,325)		(135,065)		(185,396)		(222,298)
Currency and ownership adjustments(1)	3,779		2,462		589		535		(713)
Normalizing adjustments, net	(545)		(7,993)		(3,219)		1,334		1,558
SSNOI	$	477,445	$	497,843	$	509,965	$	516,437	$	539,139	12.9	%

Notes:

(1) Includes adjustments to reflect consistent property ownership percentages, to translate Canadian properties at a USD/CAD rate of 1.36 and to translate UK properties at a GBP/USD rate of 1.25.

(2) Represents normalizing adjustment related to the disposition of our ownership interest in three Seniors Housing Operating management company investments.

(3) Represents normalizing adjustment for casualty related expenses net of any insurance reimbursements.

(4) Represents aggregate normalizing adjustments which are individually less than 0.50% of SSNOI growth per property type.


Supplemental Reporting Measures


(dollars in thousands, except RevPOR, SS RevPOR and SSNOI/unit)

SHO RevPOR Reconciliation	United States		United Kingdom		Canada		Total
Consolidated SHO revenues	$	1,100,895	$	117,242	$	148,623	$	1,366,760
Unconsolidated SHO revenues attributable to Welltower(1)	32,397		2,937		28,247		63,581
SHO revenues attributable to noncontrolling interests(2)	(17,503)		(292)		(25,728)		(43,523)
Pro rata SHO revenues(3)	1,115,789		119,887		151,142		1,386,818
SHO interest and other income	(3,923)		(71)		(1,894)		(5,888)
SHO revenues attributable to sold and held for sale properties	(3,511)		—		(26,065)		(29,576)
Currency and ownership adjustments(4)	(2,878)		(1)		(2,046)		(4,925)
SHO local revenues	1,105,477		119,815		121,137		1,346,429
Average occupied units/month	61,801		3,998		14,743		80,542
RevPOR/month in USD	$	5,979	$	10,017	$	2,746	$	5,588
RevPOR/month in local currency(4)			£	8,348	$	3,762


Reconciliations of SHO SS RevPOR Growth, SSNOI Growth and SSNOI/Unit

	United States					United Kingdom					Canada					Total
	1Q23		1Q24			1Q23		1Q24			1Q23		1Q24			1Q23		1Q24
SHO SS RevPOR Growth
Consolidated SHO revenues	$	913,152	$	1,100,895		$	109,328	$	117,242		$	114,201	$	148,623		$	1,136,681	$	1,366,760
Unconsolidated SHO revenues attributable to WELL(1)	35,175		32,397			1,174		2,937			23,232		28,247			59,581		63,581
SHO revenues attributable to noncontrolling interests(2)	(18,433)		(17,503)			(11,234)		(292)			(22,851)		(25,728)			(52,518)		(43,523)
SHO pro rata revenues(3)	929,894		1,115,789			99,268		119,887			114,582		151,142			1,143,744		1,386,818
Non-cash and non-RevPOR revenues on same store properties	(1,702)		(881)			—		(33)			(233)		(381)			(1,935)		(1,295)
Revenues attributable to non-same store properties	(116,244)		(215,771)			(53,638)		(65,159)			(69,534)		(101,028)			(239,416)		(381,958)
Currency and ownership adjustments(4)	4,420		150			1,154		(1,006)			475		(461)			6,049		(1,317)




SHO SS RevPOR revenues(5)	$	816,368	$	899,287		$	46,784	$	53,689		$	45,290	$	49,272		$	908,442	$	1,002,248
Avg. occupied units/month(6)	48,991		50,941			1,952		2,065			6,200		6,496			57,143		59,502
SHO SS RevPOR(7)	$	5,632	$	5,901		$	8,100	$	8,690		$	2,469	$	2,535		$	5,373	$	5,630
SS RevPOR YOY growth			4.8		%			7.3		%			2.7		%			4.8		%

SHO SSNOI Growth
Consolidated SHO NOI	$	203,132	$	268,650		$	19,197	$	29,726		$	30,568	$	49,037		$	252,897	$	347,413
Unconsolidated SHO NOI attributable to WELL(1)	5,859		10,335			(558)		480			6,825		10,967			12,126		21,782
SHO NOI attributable to noncontrolling interests(2)	(8,860)		(9,744)			(1,962)		(547)			(5,438)		(7,068)			(16,260)		(17,359)
SHO pro rata NOI(3)	200,131		269,241			16,677		29,659			31,955		52,936			248,763		351,836
Non-cash NOI on same store properties	(851)		(177)			—		—			—		(18)			(851)		(195)
NOI attributable to non-same store properties	(11,389)		(37,321)			(8,078)		(16,328)			(15,686)		(32,458)			(35,153)		(86,107)
Currency and ownership adjustments(4)	(96)		56			219		(246)			234		(184)			357		(374)

Normalizing adjustment for management fee(8)	(4,195)		—			—		—			(103)		—			(4,298)		—

Normalizing adjustment for casualty related expenses(9)	3,931		2,233			—		—			—		(288)			3,931		1,945


Other normalizing adjustments(10)	—		(198)			—		—			—		—			—		(198)
SHO pro rata SSNOI(5)	$	187,531	$	233,834		$	8,818	$	13,085		$	16,400	$	19,988		$	212,749	$	266,907
SHO SSNOI growth			24.7		%			48.4		%			21.9		%			25.5		%

SHO SSNOI/Unit
Trailing four quarters' SSNOI(5)			$	864,375				$	45,590				$	76,248				$	986,213
Average units in service(11)			61,453					2,469					7,419					71,341
SSNOI/unit in USD			$	14,066				$	18,465				$	10,277				$	13,824
SSNOI/unit in local currency(4)								£	15,388				$	14,078

Notes:

(1) Represents Welltower's interests in joint ventures where Welltower is the minority partner.

(2) Represents minority partners' interests in joint ventures where Welltower is the majority partner.

(3) Represents SHO revenues/NOI at Welltower pro rata ownership. See page 11 for more information.

(4) Includes where appropriate adjustments to reflect consistent property ownership percentages, to translate Canadian properties at a USD/CAD rate of 1.36 and to translate UK properties at a GBP/USD rate of 1.25.

(5) Represents SS SHO RevPOR revenues/SSNOI at Welltower pro rata ownership. See page 18 for more information.

(6) Represents average occupied units for SS properties related solely to referenced country on a pro rata basis.

(7) Represents pro rata SS average revenues generated per occupied room per month.

(8) Represents normalizing adjustment related to the disposition of our ownership interest in three Seniors Housing Operating management company investments.

(9) Represents normalizing adjustment for casualty related expenses net of any insurance reimbursements.

(10) Represents aggregate normalizing adjustments which are individually less than .50% of SSNOI growth.

(11) Represents average units in service for SS properties related solely to referenced country on a pro rata basis.


Forward-Looking Statement and Risk Factors

Forward-Looking Statements and Risk Factors

This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely to historical matters, Welltower is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause Welltower’s actual results to differ materially from Welltower’s expectations discussed in the forward-looking statements. This may be a result of various factors, including, but not limited to: the status of the economy; the status of capital markets, including availability and cost of capital; issues facing the health care industry, including compliance with, and changes to, regulations and payment policies, responding to government investigations and punitive settlements and operators’/tenants’ difficulty in cost effectively obtaining and maintaining adequate liability and other insurance; changes in financing terms; competition within the health care and seniors housing industries; negative developments in the operating results or financial condition of operators/tenants, including, but not limited to, their ability to pay rent and repay loans; Welltower’s ability to transition or sell properties with profitable results; the failure to make new investments or acquisitions as and when anticipated; natural disasters, health emergencies (such as the COVID-19 pandemic) and other acts of God affecting Welltower’s properties; Welltower’s ability to re-lease space at similar rates as vacancies occur; Welltower’s ability to timely reinvest sale proceeds at similar rates to assets sold; operator/tenant or joint venture partner bankruptcies or insolvencies; the cooperation of joint venture partners; government regulations affecting Medicare and Medicaid reimbursement rates and operational requirements; liability or contract claims by or against operators/tenants; unanticipated difficulties and/or expenditures relating to future investments or acquisitions; environmental laws affecting Welltower’s properties; changes in rules or practices governing Welltower’s financial reporting; the movement of U.S. and foreign currency exchange rates; Welltower’s ability to maintain its qualification as a REIT; key management personnel recruitment and retention; and other risks described in Welltower’s reports filed from time to time with the SEC. Welltower undertakes no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events or otherwise, or to update the reasons why actual results could differ from those projected in any forward-looking statements.

Additional Information

The information in this supplemental information package should be read in conjunction with our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, our earnings press release dated April 29, 2024 and other information filed with, or furnished to, the SEC. The Supplemental Reporting Measures and reconciliations of Non-GAAP measures are an integral part of the information presented herein.

You can access our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act at www.welltower.com as soon as reasonably practicable after they are filed with, or furnished to, the SEC. You can also review these SEC filings and other information by accessing the SEC’s website at http://www.sec.gov. We routinely post important information on our website at www.welltower.com in the “Investors” section, including corporate and investor presentations and financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included on our website under the heading “Investors.” Accordingly, investors should monitor such portion of our website in addition to following our press releases, public conference calls and filings with the SEC. The information on or connected to our website is not, and shall not be deemed to be, a part of, or incorporated into this supplemental information package.

About Welltower

Welltower Inc. (NYSE:WELL), a REIT and S&P 500 company headquartered in Toledo, Ohio, is driving the transformation of health care infrastructure. Welltower invests with leading seniors housing operators, post-acute providers and health systems to fund the real estate and infrastructure needed to scale innovative care delivery models and improve people’s wellness and overall health care experience. Welltower owns interests in properties concentrated in major, high-growth markets in the United States, Canada and the United Kingdom, consisting of seniors housing and post-acute communities and outpatient medical properties. More information is available at www.welltower.com.

http://api.rkd.refinitiv.com/api/FilingsRetrieval3/.78819857.0000766704-24-000020welltoweraddressa29.gif.ashx