Form 8-K - Current report

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): October 28, 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 October 28, 2024, Welltower Inc. issued a press release that announced operating results for its third quarter ended September 30, 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 October 28, 2024, announcing earnings for the quarter ended September 30, 2024.

99.2 Welltower Inc. Supplemental Information Package for the quarter ended September 30, 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: October 28, 2024

FOR IMMEDIATE RELEASE

October 28, 2024

For more information contact:

Tim McHugh (419) 247-2800

Welltower Reports Third Quarter 2024 Results

Toledo, Ohio, October 28, 2024…..Welltower Inc. (NYSE:WELL) today announced results for the quarter ended September 30, 2024.

Recent Highlights

•Reported net income attributable to common stockholders of $0.73 per diluted share

•Reported quarterly normalized funds from operations attributable to common stockholders of $1.11 per diluted share, an increase of 20.7% over the prior year

•Reported total portfolio year-over-year same store NOI ("SSNOI") growth of 12.6%, driven by SSNOI growth in our Seniors Housing Operating ("SHO") portfolio of 23.0%

•SHO portfolio year-over-year same store revenue increased 8.9% in the third quarter, driven by 310 basis points ("bps") of year-over-year average occupancy growth and Revenue Per Occupied Room ("RevPOR") growth of 4.9%

•SHO portfolio year-over-year SSNOI margin expanded by 300 bps in the third quarter driven primarily by strong RevPOR growth, which continued to meaningfully outpace Expense per Occupied Room ("ExpPOR") growth

•During the third quarter, we completed $2.4 billion of pro rata gross investments, including $2.2 billion in acquisitions and loan funding and $203 million in development funding

•Since the beginning of the year, we have closed or have definitive agreements to close $6.1 billion in pro rata acquisitions and loan funding

•Improved net debt to Adjusted EBITDA to 3.73x at September 30, 2024 from 5.14x at September 30, 2023

•As of September 30, 2024, we had approximately $8.8 billion of available liquidity inclusive of $3.8 billion of available cash and restricted cash and full capacity under our $5.0 billion line of credit

•As previously announced, the Board of Directors approved a 10% increase in the quarterly dividend per share, reflecting our solid financial performance, low payout ratio owing to outsized levels of cash flow growth and the Board's confidence in the Company's strong growth prospects going forward

Capital Activity and Liquidity

Liquidity Update During the third quarter, net debt to consolidated enterprise value improved to 13.1% as of September 30, 2024 from 20.9% as of December 31, 2023. We sourced over $3.6 billion of attractively priced capital, including the assumption of below-market debt, issuance of exchangeable debt, equity and proceeds from dispositions and loan repayments to fund accretive capital deployment opportunities and to further strengthen our already robust liquidity profile. As of September 30, 2024, our share of variable rate debt was approximately 5.6%.

Expanded Senior Unsecured Revolving Credit Facility As previously reported, in July we closed on an expanded $5.0 billion senior unsecured revolving credit facility, which replaced our $4.0 billion existing line of credit. The new facility is comprised of a $3.0 billion revolving line of credit maturing in June 2028 that can be extended for an additional year and a $2.0 billion revolving line of credit maturing in June 2029. The revolving lines of credit will bear interest at a borrowing rate of 72.5 bps over the adjusted SOFR rate and an annual facility fee of 12.5 bps.

Exchangeable Senior Unsecured Notes Issuance In July, Welltower OP issued $1,035,000,000 aggregate principal amount of 3.125% exchangeable senior unsecured notes maturing July 15, 2029 (the "Exchangeable Notes") unless earlier exchanged, purchased or redeemed. The Exchangeable Notes will pay interest semi-annually in arrears on January 15 and July 15 of each year.


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3Q24			Earnings Release						October 28, 2024

Notable Portfolio Activity

In the third quarter, we completed $2.4 billion of pro rata gross investments, including $2.2 billion in acquisitions and loan funding and $203 million in development funding. We opened nine development projects, including partial conversions and expansions, for an aggregate pro rata investment amount of $294 million. Additionally, during the third quarter we completed pro rata property dispositions and loan repayments of $384 million.

Affinity Living Communities As previously announced, 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. During the quarter, we acquired 20 properties for approximately $691 million spread across two tranches, with the last tranche expected to close by the end of the year.

Triple-net to Seniors Housing Operating Transitions During the second and third quarters, we reached agreements to convert 52 triple-net leased properties to Seniors Housing Operating (RIDEA) structures, allowing us to directly participate in the underlying cash flow growth of the communities. The transition to highly-aligned RIDEA 4.0 structures will deepen our partnership with several leading managers, build on success within their existing portfolios, and ensure that both Welltower and our partners benefit from the communities' future growth potential. During the third quarter, we completed the conversion of 41 of these properties.

Environmental, Social and Governance ("ESG")

We received the GRESB Green Star recognition for the fourth consecutive year, highlighting our achievement of performing above the industry average in energy performance, social commitments and governance practices.

Dividend On October 28, 2024, the Board of Directors declared a cash dividend for the quarter ended September 30, 2024 of $0.67 per share. This dividend, which will be paid on November 21, 2024 to stockholders of record as of November 13, 2024, will be our 214th 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 $1.75 to $1.81 per diluted share from the previous range of $1.52 to $1.60 per diluted share. We increased the guidance range of full year normalized FFO attributable to common stockholders to a range of $4.27 to $4.33 per diluted share from the previous range of $4.13 to $4.21 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 11.5% to 13.0%, which is comprised of the following components:

◦Seniors Housing Operating approximately 22.0% to 24.0%

◦Seniors Housing Triple-net approximately 4.0% to 5.0%

◦Outpatient Medical approximately 2.0% to 3.0%

◦Long-Term/Post-Acute Care approximately 2.0% to 3.0%

•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 $205 million to $211 million and stock-based compensation expense to be approximately $40 million, exclusive of approximately $33.5 million of expected expense related to the Special Performance Option Awards and the 2022-2025 OPP Awards.

•Development: We anticipate funding an additional $247 million of development in 2024 relating to projects underway as of September 30, 2024.

•Dispositions: We expect pro rata disposition proceeds of $899 million at a blended yield of 8.4% in the next twelve months. This includes approximately $790 million of consideration from expected property sales and $109 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 nine months ended September 30, 2024, we recognized approximately $2 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, nor any other expenses, impairments, unanticipated additions to the loan loss reserve or other additional normalizing items beyond those disclosed. 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 third quarter 2024 conference call.

Conference Call Information We have scheduled a conference call on Tuesday, October 29, 2024 at 9:00 a.m. Eastern Time to discuss our third quarter 2024 results, industry trends and portfolio performance. Telephone access will be available by dialing (888)


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3Q24			Earnings Release						October 28, 2024

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 November 5, 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.

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 acquisitions of controlling interests, 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.


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3Q24			Earnings Release						October 28, 2024

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 share 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 include any revenue and 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 on disposition of properties and acquisitions of controlling interests, impairment of assets, 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. 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 September 30, 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/


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3Q24			Earnings Release						October 28, 2024

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.


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3Q24			Earnings Release						October 28, 2024

Welltower Inc.

Financial Exhibits


Consolidated Balance Sheets (unaudited)
(in thousands)
	September 30,
	2024		2023
Assets
Real estate investments:
Land and land improvements	$	5,075,391	$	4,373,058
Buildings and improvements	40,646,767		35,010,855
Acquired lease intangibles	2,268,889		1,961,799
Real property held for sale, net of accumulated depreciation	110,689		355,380
Construction in progress	1,374,996		1,338,076
Less accumulated depreciation and intangible amortization	(10,276,509)		(8,868,627)
Net real property owned	39,200,223		34,170,541
Right of use assets, net	358,160		338,693
Investments in sales-type leases, net	469,260		—
Real estate loans receivable, net of credit allowance	1,840,453		1,181,265
Net real estate investments	41,868,096		35,690,499
Other assets:
Investments in unconsolidated entities	1,742,836		1,568,096
Goodwill	68,321		68,321
Cash and cash equivalents	3,564,942		2,582,037
Restricted cash	219,466		104,674
Straight-line rent receivable	518,387		405,154
Receivables and other assets	971,650		1,235,921
Total other assets	7,085,602		5,964,203
Total assets	$	48,953,698	$	41,654,702

Liabilities and equity
Liabilities:
Unsecured credit facility and commercial paper	$	—	$	—
Senior unsecured notes	13,295,096		13,453,985
Secured debt	2,468,527		2,380,253
Lease liabilities	392,360		365,115
Accrued expenses and other liabilities	1,733,712		1,636,730
Total liabilities	17,889,695		17,836,083
Redeemable noncontrolling interests	270,182		244,793
Equity:
Common stock	620,107		533,918
Capital in excess of par value	37,949,035		30,056,076
Treasury stock	(114,876)		(112,313)
Cumulative net income	9,976,753		9,061,133
Cumulative dividends	(17,901,600)		(16,435,416)
Accumulated other comprehensive income	(195,138)		(149,362)
Total Welltower Inc. stockholders' equity	30,334,281		22,954,036
Noncontrolling interests	459,540		619,790
Total equity	30,793,821		23,573,826
Total liabilities and equity	$	48,953,698	$	41,654,702


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3Q24			Earnings Release						October 28, 2024


Consolidated Statements of Income (unaudited)
(in thousands, except per share data)
		Three Months Ended				Nine Months Ended
		September 30,				September 30,
		2024		2023		2024		2023
Revenues:
	Resident fees and services	$	1,511,524	$	1,199,808	$	4,265,271	$	3,490,942
	Rental income	430,486		384,507		1,183,949		1,152,005
	Interest income	69,046		42,220		185,163		117,335
	Other income	44,607		35,478		105,905		127,938
	Total revenues	2,055,663		1,662,013		5,740,288		4,888,220
Expenses:
	Property operating expenses	1,212,701		995,273		3,420,911		2,911,698
	Depreciation and amortization	403,779		339,314		1,151,687		1,020,371
	Interest expense	139,050		156,532		419,792		453,272
	General and administrative expenses	77,901		46,106		186,784		134,764
	Loss (gain) on derivatives and financial instruments, net	(9,906)		2,885		(18,785)		5,095
	Loss (gain) on extinguishment of debt, net	419		1		2,130		7
	Provision for loan losses, net	4,193		4,059		10,370		7,292
	Impairment of assets	23,421		7,388		69,146		21,103
	Other expenses	20,239		38,220		83,054		72,034
	Total expenses	1,871,797		1,589,778		5,325,089		4,625,636
Income (loss) from continuing operations before income taxes
	and other items	183,866		72,235		415,199		262,584
Income tax (expense) benefit		4,706		(4,584)		(2,586)		(11,132)
Income (loss) from unconsolidated entities		(4,038)		(4,031)		(6,925)		(51,434)
Gain (loss) on real estate dispositions and acquisitions of controlling interests, net		272,266		71,102		443,416		69,681
Income (loss) from continuing operations		456,800		134,722		849,104		269,699

Net income (loss)		456,800		134,722		849,104		269,699
Less: Net income (loss) attributable to noncontrolling interests(1)		6,951		7,252		17,395		13,516
Net income (loss) attributable to common stockholders		$	449,849	$	127,470	$	831,709	$	256,183
Average number of common shares outstanding:
	Basic	611,290		521,848		595,353		504,420
	Diluted	618,306		525,138		600,191		507,353
Net income (loss) attributable to common stockholders per share:
	Basic	$	0.74	$	0.24	$	1.40	$	0.51
	Diluted(2)	$	0.73	$	0.24	$	1.39	$	0.50
Common dividends per share		$	0.67	$	0.61	$	1.89	$	1.83

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


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3Q24			Earnings Release						October 28, 2024


FFO Reconciliations											Exhibit 1
(in thousands, except per share data)		Three Months Ended						Nine Months Ended
		September 30,						September 30,
		2024			2023			2024			2023
Net income (loss) attributable to common stockholders		$	449,849		$	127,470		$	831,709		$	256,183
Depreciation and amortization		403,779			339,314			1,151,687			1,020,371
Impairments and losses (gains) on real estate dispositions and acquisitions of controlling interests, net		(248,845)			(63,714)			(374,270)			(48,578)
Noncontrolling interests(1)		(5,801)			(8,789)			(24,145)			(34,957)
Unconsolidated entities(2)		36,835			24,843			101,312			78,349
NAREIT FFO attributable to common stockholders		635,817			419,124			1,686,293			1,271,368
Normalizing items, net(3)		52,285			66,404			224,549			84,557
Normalized FFO attributable to common stockholders		$	688,102		$	485,528		$	1,910,842		$	1,355,925




Average diluted common shares outstanding		618,306			525,138			600,191			507,353

Per diluted share data attributable to common stockholders:
	Net income (loss)(4)	$	0.73		$	0.24		$	1.39		$	0.50
	NAREIT FFO	$	1.03		$	0.80		$	2.81		$	2.51
	Normalized FFO	$	1.11		$	0.92		$	3.18		$	2.67



Normalized FFO Payout Ratio:
	Dividends per common share	$	0.67		$	0.61		$	1.89		$	1.83
	Normalized FFO attributable to common stockholders per share	$	1.11		$	0.92		$	3.18		$	2.67
	Normalized FFO payout ratio	60		%	66		%	59		%	69		%

Other items:(5)
Net straight-line rent and above/below market rent amortization(6)		$	(48,093)		$	(32,340)		$	(120,201)		$	(96,060)
Non-cash interest expenses(7)		11,406			7,191			30,604			19,643
Recurring cap-ex, tenant improvements, and lease commissions		(81,196)			(50,026)			(200,160)			(127,633)
Stock-based compensation(8)		9,918			8,578			31,286			28,193

(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).
(8) Excludes normalized stock compensation expense related to the Special Performance Options and OPP awards (see Exhibit 2).


						Page 8 of 13


3Q24			Earnings Release						October 28, 2024


Normalizing Items								Exhibit 2
(in thousands, except per share data)	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2024			2023		2024		2023
Loss (gain) on derivatives and financial instruments, net	$	(9,906)	(1)	$	2,885	$	(18,785)	$	5,095
Loss (gain) on extinguishment of debt, net	419		(2)	1		2,130		7
Provision for loan losses, net	4,193		(3)	4,059		10,370		7,292
Income tax benefits	—			—		—		(246)
Other impairment	—			12,309		97,674		12,309
Other expenses	20,239		(4)	38,220		83,054		72,034
Leasehold interest termination	—			—		—		(65,485)
Special Performance Options and OPP Awards	29,838		(5)	—		29,838		—
Casualty losses, net of recoveries	3,224		(6)	1,014		7,335		9,069
Foreign currency loss (gain)	(1,766)		(7)	82		(1,357)		(490)
Normalizing items attributable to noncontrolling interests and unconsolidated entities, net	6,044		(8)	7,834		14,290		44,972
Net normalizing items	$	52,285		$	66,404	$	224,549	$	84,557

Average diluted common shares outstanding	618,306			525,138		600,191		507,353
Net normalizing items per diluted share	$	0.08		$	0.13	$	0.37	$	0.17

(1) Primarily related to mark-to-market of the equity warrants received as part of the Safanad/HC-One transactions.
(2) Primarily related to the closing of the expanded senior unsecured revolving credit facility.
(3) Primarily related to reserves for loan losses under the current expected credit losses accounting standard.
(4) Primarily related to non-capitalizable transaction costs.
(5) Primarily related to true-up accruals from the one-time 2021 Special Performance Option Awards and 2022-2025 Outperformance Program (“OPP”) Awards which were deemed probable this quarter based upon their respective financial metric hurdles. These accruals will be reversed if their respective hurdles are not eventually met.
(6) Primarily relates to casualty losses net of any insurance recoveries.
(7) Primarily relates to foreign currency gains and losses related to accrued interest on intercompany loans and third party debt denominated in a foreign currency.
(8) Primarily relates to hypothetical liquidation at book value adjustments related to in substance real estate investments.


						Page 9 of 13


3Q24			Earnings Release						October 28, 2024


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	$	918	$	966	$	1,067	$	1,104
Impairments and losses (gains) on real estate dispositions and acquisitions of controlling interests, net(1,2)	(249)		(249)		(387)		(387)
Depreciation and amortization(1)	1,650		1,650		1,691		1,691
NAREIT FFO attributable to common stockholders	2,319		2,367		2,371		2,408
Normalizing items, net(1,3)	172		172		228		228
Normalized FFO attributable to common stockholders	$	2,491	$	2,539	$	2,599	$	2,636

Diluted per share data attributable to common stockholders:
Net income	$	1.52	$	1.60	$	1.75	$	1.81
NAREIT FFO	$	3.84	$	3.92	$	3.90	$	3.96
Normalized FFO	$	4.13	$	4.21	$	4.27	$	4.33

Other items:(1)
Net straight-line rent and above/below market rent amortization	$	(144)	$	(144)	$	(159)	$	(159)
Non-cash interest expenses	44		44		45		45
Recurring cap-ex, tenant improvements, and lease commissions	(251)		(251)		(257)		(257)
Stock-based compensation	41		41		41		41

(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. Also includes estimated stock compensation expense related to the one-time 2021 Special Stock Performance Option Awards and the 2022-2025 OPP Awards for the fourth quarter assuming the performance-based metrics continue to be probable of achievement.


						Page 10 of 13


3Q24			Earnings Release						October 28, 2024


SSNOI Reconciliation					Exhibit 4
(in thousands)	Three Months Ended
	September 30,
	2024		2023		% growth
Net income (loss)	$	456,800	$	134,722
Loss (gain) on real estate dispositions and acquisitions of controlling interests, net	(272,266)		(71,102)
Loss (income) from unconsolidated entities	4,038		4,031
Income tax expense (benefit)	(4,706)		4,584
Other expenses	20,239		38,220
Impairment of assets	23,421		7,388
Provision for loan losses, net	4,193		4,059
Loss (gain) on extinguishment of debt, net	419		1
Loss (gain) on derivatives and financial instruments, net	(9,906)		2,885
General and administrative expenses	77,901		46,106
Depreciation and amortization	403,779		339,314
Interest expense	139,050		156,532
Consolidated NOI	842,962		666,740
NOI attributable to unconsolidated investments(1)	32,043		29,488
NOI attributable to noncontrolling interests(2)	(17,332)		(22,838)
Pro rata NOI	857,673		673,390
Non-cash NOI attributable to same store properties	(24,835)		(26,713)
NOI attributable to non-same store properties	(290,656)		(165,506)
Currency and ownership adjustments(3)	(2,273)		1,027
Normalizing adjustments, net(4)	1,219		(1,749)
Same Store NOI (SSNOI)	$	541,128	$	480,449	12.6%

Seniors Housing Operating	278,849		226,714		23.0%
Seniors Housing Triple-net	76,591		72,412		5.8%
Outpatient Medical	127,766		125,068		2.2%
Long-Term/Post-Acute Care	57,922		56,255		3.0%
Total SSNOI	$	541,128	$	480,449	12.6%

(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 11 of 13


3Q24			Earnings Release						October 28, 2024


Net Debt to Adjusted EBITDA Reconciliation			Exhibit 5
(in thousands)	Three Months Ended
	September 30,
	2024		2023
Net income (loss)	$	456,800	$	134,722
Interest expense	139,050		156,532
Income tax expense (benefit)	(4,706)		4,584
Depreciation and amortization	403,779		339,314
EBITDA	994,923		635,152
Loss (income) from unconsolidated entities	4,038		4,031
Stock-based compensation	39,756		8,578
Loss (gain) on extinguishment of debt, net	419		1
Loss (gain) on real estate dispositions and acquisitions of controlling interests, net	(272,266)		(71,102)
Impairment of assets	23,421		7,388
Provision for loan losses, net	4,193		4,059
Loss (gain) on derivatives and financial instruments, net	(9,906)		2,885
Other expenses	20,239		38,220

Casualty losses, net of recoveries	3,224		1,014
Other impairment(1)	—		12,309
Adjusted EBITDA	$	808,041	$	642,535

Total debt(2)	$	15,854,937	$	15,899,420
Cash and cash equivalents and restricted cash	(3,784,408)		(2,686,711)
Net debt	$	12,070,529	$	13,212,709

Adjusted EBITDA annualized	$	3,232,164	$	2,570,140
Net debt to Adjusted EBITDA ratio	3.73x		5.14		x

(1) Represents the write-off of straight-line rent receivable and unamortized lease incentive 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 $301,046,000 and $299,933,000 for the three months ended September 30, 2024 and 2023, respectively.


Net Debt to Consolidated Enterprise Value				Exhibit 6
(in thousands, except share price)
	September 30, 2024			December 31, 2023
Common shares outstanding	618,396			564,241
Period end share price	$	128.03		$	90.17
Common equity market capitalization	$	79,173,240		$	50,877,611



Net debt	$	12,070,529		$	13,739,143

Noncontrolling interests(1)	729,722			967,351
Consolidated enterprise value	$	91,973,491		$	65,584,105
Net debt to consolidated enterprise value	13.1		%	20.9		%


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


						Page 12 of 13


3Q24			Earnings Release						October 28, 2024


Reconciliation of SHO SS RevPOR Growth				Exhibit 7
(in thousands except SS RevPOR)	Three Months Ended
	September 30,
	2024			2023
Consolidated SHO revenues	$	1,530,350		$	1,203,899
Unconsolidated SHO revenues attributable to WELL(1)	64,494			59,550
SHO revenues attributable to noncontrolling interests(2)	(21,921)			(41,696)
SHO pro rata revenues(3)	1,572,923			1,221,753
Non-cash and non-RevPOR revenues on same store properties	(2,559)			(2,391)
Revenues attributable to non-same store properties	(513,653)			(254,327)
Currency and ownership adjustments(4)	(5,363)			426



SHO SS RevPOR revenues(5)	$	1,051,348		$	965,461

Average occupied units/month(6)	55,662			53,598
SHO SS RevPOR(7)	$	6,245		$	5,955
SS RevPOR YOY growth	4.9		%

























(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) 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 13 of 13


Table of Contents


Overview			1

Portfolio			2

Investment			6

Financial			11

Glossary			16

Supplemental Reporting Measures			17

Forward Looking Statements and Risk Factors			21


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	1,084	130,101		25,525	45,795	41,220	16,931	630
Seniors Housing Triple-net	19	312	23,544		—	4,126	11,468	7,543	407
Outpatient Medical	19	447	26,660,083	(2)	n/a	n/a	n/a	n/a	n/a
Long-Term/Post-Acute Care	32	294	37,515		—	—	1,022	—	36,493
Total	20	2,137


NOI Performance	Same Store(3)							In-Place Portfolio(4)
	Properties	3Q23 NOI		3Q24 NOI		% Change		Properties	Annualized In-Place NOI		% of Total
Seniors Housing Operating	620	$	226,714	$	278,849	23.0	%	1,007	$	1,612,952	57.0	%
Seniors Housing Triple-net	272	72,412		76,591		5.8	%	294	339,640		12.0	%
Outpatient Medical	412	125,068		127,766		2.2	%	426	543,176		19.2	%
Long-Term/Post-Acute Care	186	56,255		57,922		3.0	%	280	332,136		11.8	%
Total	1,490	$	480,449	$	541,128	12.6	%	2,007	$	2,827,904	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	84.3	%	n/a	n/a	96.8	%	1.6	%	0.4	%	1.2	%
Seniors Housing Triple-net	82.8	%	1.09	1.28	89.1	%	1.8	%	0.2	%	8.9	%
Outpatient Medical	94.4	%	n/a	n/a	100.0	%	—		—		—
Long-Term/Post-Acute Care (8)	81.7	%	1.74	2.13	24.3	%	47.6	%	28.1	%	—	%
Total			1.35	1.63	92.6	%	4.0	%	1.9	%	1.5	%

Notes:

(1) Includes land parcels and properties under development.

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

(3) See pages 18 and 19 for reconciliation.

(4) Excludes land parcels, loans, developments and investments held for sale. See page 18 for reconciliation.

(5) Data as of September 30, 2024 for Seniors Housing Operating and Outpatient Medical and June 30, 2024 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 120 properties leased to Integra Healthcare Properties with EBITDAR and EBITDARM coverage of 1.87x and 2.30x, respectively, on a trailing twelve month basis as of June 30, 2024. Excluding these properties, Long-Term/Post-Acute Care EBITDAR and EBITDARM coverage is 1.49x and 1.80x, respectively, on a trailing twelve month basis as of June 30, 2024.


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	125	$	233,728	$	—	$	—	$	—	$	233,728	8.3	%
Sunrise Senior Living	93	179,236		—		—		—		179,236		6.3	%
Avery Healthcare	92	82,908		72,800		—		—		155,708		5.5	%
Integra Healthcare Properties	139	—		—		—		149,988		149,988		5.3	%
Oakmont Management Group	65	136,764		—		—		—		136,764		4.8	%
StoryPoint Senior Living	98	110,676		—		—		—		110,676		3.9	%
Sagora Senior Living	59	61,556		25,804		—		—		87,360		3.1	%
Aspire Healthcare	53	—		—		—		85,048		85,048		3.0	%
Belmont Village	21	78,440		—		—		—		78,440		2.8	%
Legend Senior Living	47	69,804		—		—		1,248		71,052		2.5	%
Remaining	1,215	659,840		241,036		543,176		95,852		1,539,904		54.5	%
Total	2,007	$	1,612,952	$	339,640	$	543,176	$	332,136	$	2,827,904	100.0	%

By Country:
United States	1,736	$	1,276,720	$	251,724	$	543,176	$	325,396	$	2,397,016	84.8	%
United Kingdom	137	135,416		84,640		—		—		220,056		7.8	%
Canada	134	200,816		3,276		—		6,740		210,832		7.4	%
Total	2,007	$	1,612,952	$	339,640	$	543,176	$	332,136	$	2,827,904	100.0	%

By MSA:
Los Angeles	73	$	93,572	$	20,696	$	40,768	$	1,332	$	156,368	5.5	%
New York / New Jersey	82	66,496		15,996		38,420		3,356		124,268		4.4	%
Dallas	75	63,844		6,724		30,196		4,556		105,320		3.7	%
Greater London	49	77,904		18,044		—		—		95,948		3.4	%
Washington D.C.	42	41,260		6,648		11,932		18,784		78,624		2.8	%
Houston	40	12,376		3,632		55,944		—		71,952		2.5	%
Philadelphia	49	16,420		5,492		20,104		24,692		66,708		2.4	%
Chicago	49	43,760		6,428		9,452		6,000		65,640		2.3	%
Montréal	25	65,132		—		—		—		65,132		2.3	%
San Francisco	24	39,260		10,836		888		2,424		53,408		1.9	%
Charlotte	30	15,204		10,040		24,444		—		49,688		1.8	%
Seattle	27	26,428		1,144		15,608		1,916		45,096		1.6	%
Raleigh	13	9,100		30,368		3,180		—		42,648		1.5	%
San Diego	19	19,236		7,304		10,324		3,028		39,892		1.4	%
Boston	21	30,016		5,412		2,412		—		37,840		1.3	%
Minneapolis	23	22,120		948		13,304		—		36,372		1.3	%
Tampa	38	(604)		2,220		6,052		28,048		35,716		1.3	%
Detroit	29	22,244		2,488		5,120		4,380		34,232		1.2	%
Miami	41	3,536		1,416		14,748		13,816		33,516		1.2	%
Baltimore	16	5,504		1,776		13,108		11,900		32,288		1.1	%
Remaining	1,242	940,144		182,028		227,172		207,904		1,557,248		55.1	%
Total	2,007	$	1,612,952	$	339,640	$	543,176	$	332,136	$	2,827,904	100.0	%

Notes:

(1) Represents current quarter annualized In-Place NOI. See page 18 for reconciliation.


Portfolio


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

Total Portfolio Performance(1)	3Q23			4Q23			1Q24			2Q24			3Q24
Properties	883			915			935			947			1,029
Units	90,953			99,387			101,395			105,076			114,213
Total occupancy	80.7		%	82.2		%	82.5		%	82.8		%	83.8		%
Total revenues	$	1,221,753		$	1,287,666		$	1,386,818		$	1,453,891		$	1,572,923
Operating expenses	933,463			982,077			1,034,982			1,066,391			1,167,375
NOI	$	288,290		$	305,589		$	351,836		$	387,500		$	405,548
NOI margin	23.6		%	23.7		%	25.4		%	26.7		%	25.8		%
Recurring cap-ex	$	31,685		$	49,297		$	37,104		$	56,151		$	66,515
Other cap-ex	$	68,281		$	85,506		$	70,428		$	82,217		$	129,242


Same Store Performance(2)	3Q23			4Q23			1Q24			2Q24			3Q24
Properties	620			620			620			620			620
Units	64,753			64,754			64,769			64,763			64,761
Occupancy	82.8		%	84.1		%	84.1		%	84.7		%	85.9		%
Same store revenues	$	966,636		$	984,967		$	1,012,161		$	1,025,805		$	1,052,869
Compensation	439,099			448,281			448,200			450,198			461,698
Utilities	47,995			43,915			47,438			40,446			47,381
Food	36,696			38,220			38,154			37,787			39,651
Repairs and maintenance	27,974			27,681			26,717			26,840			27,900
Property taxes	33,827			32,397			34,607			35,502			33,646
All other	154,331			158,494			156,737			159,437			163,744
Same store operating expenses	739,922			748,988			751,853			750,210			774,020
Same store NOI	$	226,714		$	235,979		$	260,308		$	275,595		$	278,849
Same store NOI margin %	23.5		%	24.0		%	25.7		%	26.9		%	26.5		%
Year over year NOI growth rate													23.0		%
Year over year revenue growth rate													8.9		%


Partners(3)	Properties	Pro Rata Units	Welltower Ownership %(4)		Top Markets	3Q24 NOI		% of Total
Cogir Management Corporation	125	19,521	95.1	%	Southern California	$	34,920	8.6	%
Sunrise Senior Living	93	8,281	94.4	%	Northern California	26,715		6.6	%
Oakmont Management Group	65	6,702	100.0	%	Greater London	19,792		4.9	%
StoryPoint Senior Living	98	10,637	100.0	%	Montreal	17,421		4.3	%
Avery Healthcare	42	3,285	96.8	%	New York / New Jersey	16,477		4.1	%
Belmont Village	21	2,804	95.0	%	Dallas	15,753		3.9	%
Legend Senior Living	46	3,825	94.1	%	Chicago	10,777		2.7	%
Sagora Senior Living	43	5,579	99.6	%	Toronto	7,950		2.0	%
Care UK	29	2,056	100.0	%	Boston	5,395		1.3	%
Discovery Senior Living	36	5,012	99.3	%	Washington D.C.	5,159		1.3	%
Axis Residential	20	3,045	100.0	%	Top markets	160,359		39.7	%
Quality Senior Living	26	2,950	100.0	%	All other	245,189		60.3	%
Brandywine Living	29	2,722	100.0	%	Total	$	405,548	100.0	%
New Perspective Senior Living	19	2,184	99.7	%
Remaining	315	33,586
Total	1,007	112,189

Notes:

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

(2) See pages 18 and 19 for reconciliation.

(3) Represents partner concentration based on annualized In-Place NOI for the quarter ended September 30, 2024. Property count and pro rata units represent the In-Place portfolio.

(4) Welltower ownership percentage weighted based on In-Place NOI. See page 18 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	0.3	%	—	%	0.3	%	9	2	0.3	%	—	%	0.3	%	9	2
.85x-.95x	—	%	—	%	—	%	—	—	1.1	%	0.4	%	1.5	%	7	3
.95x-1.05x	—	%	—	%	—	%	—	—	2.3	%	0.8	%	3.1	%	8	5
1.05x-1.15x	1.5	%	0.4	%	1.9	%	7	4	1.3	%	—	%	1.3	%	10	2
1.15x-1.25x	1.6	%	0.8	%	2.4	%	8	2	4.9	%	—	%	4.9	%	8	4
1.25x-1.35x	1.7	%	—	%	1.7	%	10	3	—	%	—	%	—	%	3	1
>1.35	5.1	%	5.7	%	10.8	%	13	16	0.3	%	5.7	%	6.0	%	17	10
Total	10.2	%	6.9	%	17.1	%	11	27	10.2	%	6.9	%	17.1	%	11	27


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	$	—	$	29,752	$	—	$	3,579	$	33,331	2.2	%
2025	5,837		37,327		720		18,453		62,337		4.2	%
2026	3,296		41,487		9,334		60,772		114,889		7.7	%
2027	—		47,584		1,259		57,872		106,715		7.2	%
2028	—		45,045		6,566		102,719		154,330		10.4	%
2029	1,083		46,779		—		3,359		51,221		3.4	%
2030	12,100		40,819		29,297		139		82,355		5.5	%
2031	6,571		47,104		4,503		222		58,400		3.9	%
2032	94,808		50,411		—		339		145,558		9.8	%
2033	58,464		32,338		1,019		—		91,821		6.2	%
Thereafter	129,685		169,925		282,465		1,663		583,738		39.5	%
	$	311,844	$	588,571	$	335,163	$	249,117	$	1,484,695	100.0	%

Weighted Avg Maturity Years	10		7		14		3		9

Notes:

(1) Represents trailing twelve month coverage metrics as of June 30, 2024 for stable portfolio only. Agreements included represent 72% of total Seniors Housing Triple-net and Long-Term/Post-Acute Care In-Place NOI. See page 18 for a reconciliation. Agreements with mixed units use the predominant type based on investment balance.

(2) Excludes all land parcels, developments and investments classified as held for sale, as well as Seniors Housing Triple-net and Long-Term / Post-Acute Care leases accounted for on a cash basis where substantially all contractual rental income during the most recent period was not collected. 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)	3Q23			4Q23			1Q24			2Q24			3Q24
Properties	422			426			427			425			426
Square feet	20,748,969			21,043,557			21,148,949			21,208,417			21,320,290
Occupancy	94.5		%	94.5		%	94.2		%	94.2		%	94.4		%
Total revenues	$	195,136		$	192,822		$	203,849		$	202,352		$	209,602
Operating expenses	63,831			55,060			65,162			63,440			64,795
NOI	$	131,305		$	137,762		$	138,687		$	138,912		$	144,807
NOI margin	67.3		%	71.4		%	68.0		%	68.6		%	69.1		%
Revenues per square foot	$	37.62		$	36.65		$	38.55		$	38.16		$	39.32
NOI per square foot	$	25.31		$	26.19		$	26.23		$	26.20		$	27.17
Recurring cap-ex	$	18,340		$	21,106		$	14,512		$	11,098		$	14,382
Other cap-ex	$	8,545		$	10,151		$	7,826		$	14,389		$	10,649


Same Store Performance(2)	3Q23			4Q23			1Q24			2Q24			3Q24
Properties	412			412			412			412			412
Occupancy	94.9		%	94.8		%	94.4		%	94.4		%	94.5		%
Same store revenues	$	186,092		$	179,708		$	188,597		$	186,714		$	189,196
Same store operating expenses	61,024			53,089			62,244			60,380			61,430
Same store NOI	$	125,068		$	126,619		$	126,353		$	126,334		$	127,766
NOI margin	67.2		%	70.5		%	67.0		%	67.7		%	67.5		%
Year over year NOI growth rate													2.2		%


Portfolio Diversification by Tenant(3)	Rental Income		% of Total		Quality Indicators
Kelsey-Seybold	$	52,616	8.9	%	Health system affiliated properties as % of NOI(3)	89.7	%
UnitedHealth	18,534		3.1	%	Health system affiliated tenants as % of rental income(3)	61.6	%
Novant Health	17,701		3.0	%	Investment grade tenants as % of rental income(3)	57.4	%
Providence Health & Services	17,013		2.9	%	Retention (trailing twelve months)(3)	93.4	%
Common Spirit Health	16,011		2.7	%	In-house managed properties as % of square feet(3,4)	86.7	%
Remaining portfolio	466,696		79.4	%	Average remaining lease term (years)(3)	7.0
Total	$	588,571	100.0	%	Average building size (square feet)(3)	60,418
					Average age (years)	19


Expirations(3)	2024		2025		2026		2027		2028		Thereafter
Occupied square feet	1,017,915		1,193,562		1,468,348		1,575,967		1,588,562		13,291,805
% of occupied square feet	5.1	%	5.9	%	7.3	%	7.8	%	7.9	%	66.0	%

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 412 same store properties representing 20,294,678 square feet. See pages 18 and 19 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


Detail of Acquisitions/JVs(1)
	2020			2021		2022		2023		1Q24		2Q24		3Q24		20-24 Total
Count		12		35		27		52		3		12		18		159
Total		$	910,217	$	4,101,534	$	2,785,739	$	4,222,706	$	61,034	$	937,122	$	2,150,572	$	15,168,924
Low		6,201		5,000		6,485		2,950		6,786		15,923		16,669		2,950
Median		48,490		45,157		66,074		65,134		23,753		34,725		50,469		48,104
High		235,387		1,576,642		389,149		644,443		30,495		374,281		577,477		1,576,642


Investment Timing
	Acquisitions and Loan Funding(2)		Yield		Construction Conversions(3)		Year 1 Yield		Dispositions and Loan Repayments		Yield
July	$	297,730	4.3	%	$	7,424	2.5	%	$	21,245	7.4	%
August	792,895		5.7	%	120,845		2.2	%	31,078		7.8	%
September	1,123,446		7.9	%	165,258		(1.0)	%	331,239		6.1	%
Total	$	2,214,071	6.7	%	$	293,527	0.4	%	$	383,562	6.3	%

Notes:

(1) Includes non-yielding asset acquisitions.

(2) Includes advances for non-real estate loans. Excludes land acquisitions and 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

	Third Quarter 2024
	Properties	Beds / Units / Square Feet		Investment Per Bed / Unit / SqFt		Pro Rata Amount		Yield
Acquisitions and Loan Funding(1)
Seniors Housing Operating	37	5,036	units	$	241,835	$	1,217,302
Seniors Housing Triple-net	3	186	units	299,957		355,793

Long-Term/Post-Acute Care						577,477
Loan funding						63,499
Total acquisitions and loan funding(2)	40					2,214,071		6.7	%

Development Funding(3)
Development projects:
Seniors Housing Operating	35	6,133	units			123,537

Outpatient Medical	12	858,214	sf			73,437
Total development projects	47					196,974
Redevelopment and expansion projects:
Seniors Housing Operating	3	521	units			5,276

Outpatient Medical						1,138
Total redevelopment and expansion projects	3					6,414

Total development funding	50					203,388		6.8	%

Total gross investments						2,417,459		6.6	%

Dispositions and Loan Repayments(4)
Seniors Housing Operating	2	202	units	67,327		12,770
Seniors Housing Triple-net						75,000

Long-Term/Post-Acute Care						144,369
Loan repayments						151,423

Total dispositions and loan repayments(5)	2					383,562		6.3	%

Net investments (dispositions)						$	2,033,897

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. Includes acquisition of additional ownership interest in properties which are excluded from property, unit and per unit metrics.

(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. Includes disposition of partial ownership interest in properties which are excluded from property, unit and per unit metrics.

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

	Year-To-Date 2024
	Properties	Beds / Units / Square Feet		Investment Per Bed / Unit / SqFt		Pro Rata Amount		Yield
Acquisitions and Loan Funding(1)
Seniors Housing Operating	53	7,031	units	$	244,610	$	2,093,555
Seniors Housing Triple-net	5	296	units	298,446		388,341
Outpatient Medical	1	103,652	sf	439		45,555
Long-Term/Post-Acute Care	2	412	beds	106,311		621,277
Loan funding						696,702
Total acquisitions and loan funding(2)	61					3,845,430		7.0	%

Development Funding(3)
Development projects:
Seniors Housing Operating	40	6,956	units			433,192

Outpatient Medical	15	1,270,329	sf			239,568
Total development projects	55					672,760
Redevelopment and expansion projects:
Seniors Housing Operating	4	542	units			17,771

Outpatient Medical	2	36,332	sf			5,592
Total redevelopment and expansion projects	6					23,363

Total development funding	61					696,123		7.0	%

Total gross investments						4,541,553		7.0	%

Dispositions and Loan Repayments(4)
Seniors Housing Operating	27	3,154	units	236,526		446,560
Seniors Housing Triple-net						75,000
Outpatient Medical	4	304,881	sf	375		55,799
Long-Term/Post-Acute Care	1	160	beds	137,500		166,369
Loan repayments						325,316

Total dispositions and loan repayments(5)	32					1,069,044		5.9	%

Net investments (dispositions)						$	3,472,509

Notes:

(3) Amounts represent cash funded and capitalized interest 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.

(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
	Boston, MA	159	—	81	38		40	$	157,758	$	13,942	4Q24
	Washington D.C.	298	—	184	89		25	156,499		11,793		3Q24 - 4Q24
	Miami, FL	93	—	—	39		54	69,299		5,858		4Q24
	Sacramento, CA	100	—	—	70		30	47,623		7,071		4Q24
	Hartford, CT	128	128	—	—		—	22,081		—		4Q24
	Hartford, CT	122	122	—	—		—	20,689		—		4Q24
	San Jose, CA	685	509	—	143		33	175,381		3,786		1Q25
	Tampa, FL	206	206	—	—		—	49,325		4,318		4Q24 - 1Q25
	Kansas City, MO	134	134	—	—		—	21,007		—		1Q25
	Little Rock, AR	283	283	—	—		—	14,823		1,667		4Q24 - 1Q25
	Cambridge, UK	70	—	—	45		25	9,172		1,871		1Q25
	Washington D.C.	137	—	53	47		37	130,331		25,221		2Q25
	Columbus, OH	409	409	—	—		—	82,069		20,567		2Q25
	Sherman, TX	237	237	—	—		—	74,846		17,084		3Q24 - 2Q25
	Kansas City, MO	263	263	—	—		—	70,864		12,455		2Q25
	Dallas, TX	201	201	—	—		—	65,655		45,684		1Q25 - 2Q25
	Naples, FL	188	188	—	—		—	52,343		12,460		1Q25 - 2Q25
	Phoenix, AZ	110	110	—	—		—	39,705		7,809		1Q25 - 2Q25
	Houston, TX	80	80	—	—		—	22,424		14,700		1Q25 - 2Q25
	Dallas, TX	43	43	—	—		—	11,514		8,221		1Q25 - 2Q25
	London, UK	62	—	—	40		22	8,903		3,802		3Q25
	Chattanooga, TN	243	243	—	—		—	61,587		38,568		4Q24 - 4Q25
	Brighton and Hove, UK	70	—	—	45		25	11,023		5,534		4Q25
	Killeen, TX	256	256	—	—		—	68,241		36,233		4Q23 - 1Q26
	Dallas, TX	141	141	—	—		—	46,344		31,599		4Q24 - 1Q26
	Birmingham, UK	77	—	—	18		59	18,375		13,227		1Q26
	Dallas, TX	230	230	—	—		—	84,674		57,926		2Q25 - 3Q26
	San Jose, CA	158	—	—	158		—	61,929		28,905		3Q26
	Tallahassee, FL	206	206	—	—		—	48,086		41,698		3Q25 - 3Q26
	Atlanta, GA	192	192	—	—		—	47,069		42,154		1Q25 - 4Q26
	Various(3)	271	76	195	—		—	28,569		5,070		1Q24 - 4Q24




	Subtotal	5,852	4,257	513	732		350	1,778,208		519,223





Outpatient Medical				Rentable Square Ft	Preleased %		Health System Affiliation	Commitment Amount		Future Funding		Estimated Conversion
	Houston, TX			135,255	100	%	Yes	86,559		22,142		4Q24
	Houston, TX			111,803	100	%	Yes	78,282		19,365		4Q24
	Houston, TX			36,248	100	%	Yes	32,991		7,063		4Q24
	Houston, TX			50,323	100	%	Yes	30,156		5,030		4Q24
	Dallas, TX			12,000	100	%	Yes	6,330		1,524		4Q24
	Houston, TX			51,134	100	%	Yes	28,723		4,833		1Q25
	Durango, CO			33,290	100	%	Yes	24,112		10,009		4Q24 - 1Q25
	Houston, TX			116,000	100	%	Yes	76,800		38,124		2Q25
	Oklahoma City, OK			47,636	100	%	Yes	40,543		15,902		2Q25
	Dallas, TX			143,046	82.2	%	Yes	58,362		43,988		3Q25
	Waco, TX			12,324	100	%	Yes	7,846		6,059		3Q25


	Subtotal			749,059				470,704		174,039

Total Development Projects								$	2,248,912	$	693,262

(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	32	5,852	7.3	%	$	153,713	$	365,510	$	519,223	$	1,778,208

Outpatient Medical	11	749,059	6.5	%	93,066		80,973		174,039		470,704
Total	43		7.1	%	$	246,779	$	446,483	$	693,262	$	2,248,912


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	$	654,277	1.9	%	7.0	%
2Q24 actual	198,193		2.5	%	6.7	%	2024 estimate	736,836		1.6	%	7.8	%
3Q24 actual	293,527		0.4	%	7.4	%	2025 estimate	1,137,358		2.2	%	6.8	%
4Q24 estimate	736,836		1.6	%	7.8	%	2026 estimate	374,718		1.1	%	6.9	%
1Q25 estimate	322,543		5.1	%	6.9	%	Total	$	2,903,189	1.8	%	7.1	%
2Q25 estimate	667,094		1.2	%	6.7	%
3Q25 estimate	75,111		1.4	%	7.4	%
4Q25 estimate	72,610		(0.7)	%	7.2	%
1Q26 estimate	132,960		0.5	%	7.9	%

3Q26 estimate	194,689		1.8	%	6.1	%
4Q26 estimate	47,069		(0.1)	%	7.1	%


Total	$	2,903,189	1.8	%	7.1	%


Unstabilized Properties
	06/30/2024 Properties	Stabilizations	Construction Conversions(3)	Acquisitions/ Dispositions	09/30/2024 Properties	Beds / Units
Seniors Housing Operating	46	(1)	5	5	55	7,787
Seniors Housing Triple-net	8	(1)	—	(3)	4	453

Total	54	(2)	5	2	59	8,240


Occupancy	06/30/2024 Properties	Stabilizations	Construction Conversions(3)		Acquisitions/ Dispositions		Progressions		09/30/2024 Properties
0% - 50%	15	—	5		2		(4)		18
50% - 70%	21	(2)	—		—		2		21
70% +	18	—	—		—		2		20
Total	54	(2)	5		2		—		59

Occupancy	09/30/2024 Properties	Months In Operation	Revenues		% of Total Revenues(4)		Gross Investment Balance		% of Total Gross Investment
0% - 50%	18	12	$	66,474	0.8	%	$	729,488	1.4	%
50% - 70%	21	31	211,677		2.5	%	984,640		1.9	%
70% +	20	31	266,751		3.2	%	976,588		1.9	%
Total	59	21	$	544,902	6.5	%	$	2,690,716	5.2	%

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 12.


Financial


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

Stabilized NOI				Pro rata beds/units/square feet
Seniors Housing Operating(1)	$	1,612,952		112,189	units
Seniors Housing Triple-net	339,640			20,847	units
Outpatient Medical	543,176			21,476,752	square feet
Long-Term/Post-Acute Care	332,136			33,755	beds
Total In-Place NOI(2)	2,827,904
Incremental stabilized NOI(3)	132,660
Total stabilized NOI	$	2,960,564

Obligations
Lines of credit and commercial paper(4)	$	—
Senior unsecured notes(4)	13,443,735
Secured debt(4)	3,404,813
Financing lease liabilities	95,894
Total debt	$	16,944,442
Add (Subtract):
Other liabilities (assets), net(5)	$	760,473
Cash and cash equivalents and restricted cash	(3,824,350)
Net obligations	$	13,880,565

Other Assets
Land parcels(6)	$	291,204		Effective Interest Rate(9)
Real estate loans receivable(7)	2,691,196			10.7%
Non-real estate loans receivable(8)	212,884			10.0%
Joint venture real estate loans receivables(10)	278,950			5.7%
Property dispositions(11)	789,875
Development properties:(12)
Current balance	1,555,650
Unfunded commitments	693,262
Committed balances	$	2,248,912
Projected yield	7.1		%
Projected NOI	$	159,673

Common Shares Outstanding(13)	620,253

Notes:

(1) Includes $2,500,000 attributable to our proportional share of income (loss) from unconsolidated management company investments.

(2) See page 18 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 $732,157,000 of foreign secured debt.

(5) Includes liabilities / (assets) that impact cash or NOI and excludes non-real estate loans and non-cash items such straight-line rent receivable, unearned revenues, intangible assets and above/below market lease intangibles.

(6) Includes land parcels and predevelopment projects.

(7) Represents $2,717,729,000 of real estate loans, excluding development loans and including certain in substance real estate developments and held to maturity debt securities, and net of $26,533,000 of credit allowances.

(8) Represents $239,726,000 of non-real estate loans, net of $26,842,000 of credit allowances.

(9) Average cash-pay interest rates are 7.0%, 1.2% and 5.7% 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 including properties subject to sales-type leases expected to be sold to tenants.

(12) See pages 9-10. 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)
	3Q23		4Q23		1Q24		2Q24		3Q24
Revenues:
Seniors Housing Operating
Resident fees and services	$	1,216,368	$	1,280,154	$	1,379,295	$	1,435,064	$	1,554,263

Interest income	1,928		2,968		4,716		15,748		15,966
Other income	3,457		4,544		2,807		3,079		2,694
Total revenues	1,221,753		1,287,666		1,386,818		1,453,891		1,572,923

Seniors Housing Triple-net

Rental income	110,705		115,615		110,967		30,113		115,763
Interest income	33,523		36,150		35,478		34,594		35,542
Other income	1,168		924		955		1,032		773
Total revenues	145,396		152,689		147,400		65,739		152,078

Outpatient Medical
Rental income	192,732		190,211		200,593		198,924		206,709
Interest income	98		382		852		848		852
Other income	2,306		2,229		2,404		2,580		2,041
Total revenues	195,136		192,822		203,849		202,352		209,602

Long-Term/Post-Acute Care
Rental income	77,516		96,146		104,046		104,312		105,234
Interest income	10,981		15,784		15,823		16,034		20,382
Other income	315		6		244		43		201
Total revenues	88,812		111,936		120,113		120,389		125,817

Corporate
Other income	33,802		30,021		28,729		31,873		43,653
Total revenues	33,802		30,021		28,729		31,873		43,653

Total
Rental income	380,953		401,972		415,606		333,349		427,706
Resident fees and services	1,216,368		1,280,154		1,379,295		1,435,064		1,554,263
Interest Income	46,530		55,284		56,869		67,224		72,742
Other Income	41,048		37,724		35,139		38,607		49,362
Total revenues	1,684,899		1,775,134		1,886,909		1,874,244		2,104,073

Property operating expenses:
Seniors Housing Operating	933,463		982,077		1,034,982		1,066,391		1,167,375
Seniors Housing Triple-net	7,849		6,662		7,559		7,231		6,103
Outpatient Medical	63,831		55,060		65,162		63,440		64,795
Long-Term/Post-Acute Care	2,386		3,298		3,448		3,458		3,436
Corporate	3,980		5,957		3,636		4,713		4,691
Total property operating expenses	1,011,509		1,053,054		1,114,787		1,145,233		1,246,400

Net operating income:
Seniors Housing Operating	288,290		305,589		351,836		387,500		405,548
Seniors Housing Triple-net	137,547		146,027		139,841		58,508		145,975
Outpatient Medical	131,305		137,762		138,687		138,912		144,807
Long-Term/Post-Acute Care	86,426		108,638		116,665		116,931		122,381
Corporate	29,822		24,064		25,093		27,160		38,962
Net operating income	$	673,390	$	722,080	$	772,122	$	729,011	$	857,673

Note:

(1) Please see discussion of Supplemental Reporting Measures on page 17. 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
	September 30, 2024			September 30, 2024
Net income (loss)	$	937,544		$	456,800
Interest expense	574,366			139,050
Income tax expense (benefit)	(2,182)			(4,706)
Depreciation and amortization	1,532,417			403,779
EBITDA	3,042,145			994,923
Loss (income) from unconsolidated entities	8,933			4,038
Stock-based compensation	69,542			39,756
Loss (gain) on extinguishment of debt, net	2,130			419
Loss (gain) on real estate dispositions and acquisitions of controlling interests, net	(441,633)			(272,266)
Impairment of assets	84,140			23,421
Provision for loan losses, net	12,887			4,193
Loss (gain) on derivatives and financial instruments, net	(26,000)			(9,906)
Other expenses	119,361			20,239

Casualty losses, net of recoveries	8,373			3,224
Other impairment(2)	102,007			—
Total adjustments	(60,260)			(186,882)
Adjusted EBITDA	$	2,981,885		$	808,041

Interest Coverage Ratios
Interest expense	$	574,366		$	139,050
Capitalized interest	58,502			15,668
Non-cash interest expense	(33,116)			(9,008)
Total interest	$	599,752		$	145,710
EBITDA	$	3,042,145		$	994,923
Interest coverage ratio	5.07		x	6.83		x
Adjusted EBITDA	$	2,981,885		$	808,041
Adjusted Interest coverage ratio	4.97		x	5.55		x

Fixed Charge Coverage Ratios
Total interest	$	599,752		$	145,710
Secured debt principal amortization	44,841			10,417
Total fixed charges	$	644,593		$	156,127
EBITDA	$	3,042,145		$	994,923
Fixed charge coverage ratio	4.72		x	6.37		x
Adjusted EBITDA	$	2,981,885		$	808,041
Adjusted Fixed charge coverage ratio	4.63		x	5.18		x

Net Debt to EBITDA Ratios
Total debt(3)				$	15,854,937
Less: cash and cash equivalents and restricted cash				(3,784,408)
Net debt				$	12,070,529
EBITDA Annualized				$	3,979,692
Net debt to EBITDA ratio				3.03		x
Adjusted EBITDA Annualized				$	3,232,164
Net debt to Adjusted EBITDA ratio				3.73		x

Notes:

(1) Please see discussion of Supplemental Reporting Measures on page 17.

(2) Represents the write-off of straight-line rent receivable and unamortized lease incentive balances relating to leases placed on cash recognition.

(3) Includes unamortized premiums/discounts, other fair value adjustments and financing lease liabilities of $91,314,000. Excludes operating lease liabilities of $301,046,000 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)	15,854,937		36.75	%
Cash and cash equivalents and restricted cash	(3,784,408)		(8.77)	%
Net debt to consolidated book capitalization	$	12,070,529	27.98	%
Total equity(4)	31,064,003		72.02	%
Consolidated book capitalization	$	43,134,532	100.00	%
Joint venture debt, net(5)	822,935
Total book capitalization	$	43,957,467

Undepreciated book capitalization
Lines of credit and commercial paper(2)	$	—	—	%
Long-term debt obligations(2)(3)	15,854,937		29.69	%
Cash and cash equivalents and restricted cash	(3,784,408)		(7.09)	%
Net debt to consolidated undepreciated book capitalization	$	12,070,529	22.60	%
Accumulated depreciation and amortization	10,276,509		19.24	%
Total equity(4)	31,064,003		58.16	%
Consolidated undepreciated book capitalization	$	53,411,041	100.00	%
Joint venture debt, net(5)	822,935
Total undepreciated book capitalization	$	54,233,976

Enterprise value
Lines of credit and commercial paper(2)	$	—	—	%
Long-term debt obligations(2)(3)	15,854,937		17.23	%
Cash and cash equivalents and restricted cash	(3,784,408)		(4.11)	%
Net debt to consolidated enterprise value	$	12,070,529	13.12	%
Common shares outstanding	618,396
Period end share price	128.03
Common equity market capitalization	$	79,173,240	86.08	%
Noncontrolling interests(4)	729,722		0.79	%
Consolidated enterprise value	$	91,973,491	100.00	%
Joint venture debt, net(5)	822,935
Total enterprise value	$	92,796,426

Secured debt as % of total assets
Secured debt(2)	$	2,468,527	4.17	%
Gross asset value(6)	$	59,230,207

Total debt as % of gross asset value
Total debt(2)(3)	$	15,854,937	26.77	%
Gross asset value(6)	$	59,230,207

Unsecured debt as % of unencumbered assets
Unsecured debt(2)	$	13,295,096	25.25	%



Unencumbered gross assets(7)	$	52,660,448

Notes:

(1) Please see discussion of Supplemental Reporting Measures on page 17.

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

(3) Includes financing lease liabilities of $91,314,000 and excludes operating lease liabilities of $301,046,000 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(3,4,5,6,7,8)			Consolidated Secured Debt			Share of Unconsolidated Secured Debt			Noncontrolling Interests' Share of Consolidated Secured Debt			Combined Debt(9)			% of Total		Wtd. Avg. Interest Rate (10)
2024	$	—		$	—		$	96,016		$	98,880		$	(1,172)		$	193,724		1.15	%	4.83	%
2025	—			1,260,000			279,372			498,250			(1,042)			2,036,580			12.09	%	3.86	%
2026	—			700,000			231,413			47,538			(1,963)			976,988			5.80	%	3.99	%
2027	—			1,906,945			448,710			74,485			(2,225)			2,427,915			14.41	%	4.59	%
2028	—			2,521,890			157,797			26,303			(144)			2,705,846			16.06	%	3.81	%
2029	—			2,085,000			388,642			42,616			(719)			2,515,539			14.93	%	3.54	%
2030	—			750,000			118,537			33,555			(124)			901,968			5.35	%	3.17	%
2031	—			1,350,000			44,632			30,902			(133)			1,425,401			8.46	%	2.79	%
2032	—			1,050,000			57,116			2,802			(135)			1,109,783			6.59	%	3.38	%
2033	—			—			404,981			6,083			(35,362)			375,702			2.23	%	4.86	%
Thereafter	—			1,819,900			354,662			9,474			(4,934)			2,179,102			12.93	%	4.89	%
Totals	$	—		$	13,443,735		$	2,581,878		$	870,888		$	(47,953)		$	16,848,548		100.00	%

Weighted Avg. Interest Rate(10)	—			3.87		%	4.34		%	3.58		%	4.67		%	3.92		%

Weighted Avg. Maturity Years	—			5.7			6.0			1.9			8.2			5.5

% Floating Rate Debt(10)	100.00		%	5.17		%	9.79		%	0.07		%	2.24		%	5.62		%


Debt by Local Currency(1)
	Lines of Credit and Commercial Paper(2)		Senior Unsecured Notes(3,4,5,6,7,8)		Consolidated Secured Debt		Share of Unconsolidated Secured Debt		Noncontrolling Interests' Share of Consolidated Secured Debt		Combined Debt(9)		Investment Hedges(11)
United States	$	—	$	11,630,000	$	2,090,931	$	622,928	$	(41,203)	$	14,302,656	$	—
United Kingdom	—		1,406,790		—		—		—		1,406,790		2,225,017
Canada	—		406,945		490,947		247,960		(6,750)		1,139,102		2,145,710
Totals	$	—	$	13,443,735	$	2,581,878	$	870,888	$	(47,953)	$	16,848,548	$	4,370,727

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 September 30, 2024. The unsecured revolving credit facility is comprised of a $2,000,000,000 tranche that matures on July 24, 2029 and a $3,000,000,000 tranche that matures on July 24, 2028. The $3,000,000,000 tranche 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 $184,975,000 USD at September 30, 2024). The loans mature on July 19, 2026. The interest rates on the loans are adjusted SOFR + 0.85% for USD and adjusted CORRA + 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 $221,970,000 USD at September 30, 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 $736,890,000 USD at September 30, 2024). The notes mature on November 20, 2028.

(7) 2029 includes $1,035,000,000 of 3.125% exchangeable senior unsecured notes that mature on July 15, 2029 unless earlier exchanged, purchased or redeemed.

(8) Thereafter includes £500,000,000 of 4.50% senior unsecured notes (approximately $669,900,000 USD at September 30, 2024). The notes mature on December 1, 2034.

(9) Excludes operating lease liabilities of $301,046,000 and finance lease liabilities of $91,314,000 related to ASC 842.

(10) Based on variable interest rates and foreign currency exchange rates in effect as of September 30, 2024. The interest rate on the unsecured revolving credit facility is adjusted SOFR + 0.725%. 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 CORRA-based floating rate debt to fixed rate debt.

(11) 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 $(81,172,000), 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 share 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 on disposition of properties and acquisitions of controlling interests, impairment of assets, 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	3Q23		4Q23		1Q24		2Q24		3Q24
Net income (loss)	$	134,722	$	88,440	$	131,634	$	260,670	$	456,800
Loss (gain) on real estate dispositions and acquisitions of controlling interests, net	(71,102)		1,783		(4,707)		(166,443)		(272,266)
Loss (income) from unconsolidated entities	4,031		2,008		7,783		(4,896)		4,038
Income tax expense (benefit)	4,584		(4,768)		6,191		1,101		(4,706)
Other expenses	38,220		36,307		14,131		48,684		20,239
Impairment of assets	7,388		14,994		43,331		2,394		23,421
Provision for loan losses, net	4,059		2,517		1,014		5,163		4,193
Loss (gain) on extinguishment of debt, net	1		—		6		1,705		419
Loss (gain) on derivatives and financial instruments, net	2,885		(7,215)		(3,054)		(5,825)		(9,906)
General and administrative expenses	46,106		44,327		53,318		55,565		77,901
Depreciation and amortization	339,314		380,730		365,863		382,045		403,779
Interest expense	156,532		154,574		147,318		133,424		139,050
Consolidated net operating income	666,740		713,697		762,828		713,587		842,962
NOI attributable to unconsolidated investments(1)	29,488		30,785		32,090		32,720		32,043
NOI attributable to noncontrolling interests(2)	(22,838)		(22,402)		(22,796)		(17,296)		(17,332)
Pro rata net operating income (NOI)(3)	$	673,390	$	722,080	$	772,122	$	729,011	$	857,673


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	$	1,572,923	$	152,078	$	209,602	$	125,817	$	43,653	$	2,104,073
Property operating expenses	(1,167,375)		(6,103)		(64,795)		(3,436)		(4,691)		(1,246,400)
NOI(3)	405,548		145,975		144,807		122,381		38,962		857,673
Adjust:
Interest income	(15,966)		(35,542)		(852)		(20,382)		—		(72,742)
Other income	(2,311)		77		164		(201)		(38,946)		(41,217)
Sold / held for sale(4)	(2,785)		(4,876)		89		(2,195)		—		(9,767)
Non operational(5)	10,609		—		(174)		(320)		—		10,115
Non In-Place NOI(6)	(5,386)		(21,103)		(8,240)		(16,249)		(16)		(50,994)
Timing adjustments(7)	13,529		379		—		—		—		13,908
Total adjustments	(2,310)		(61,065)		(9,013)		(39,347)		(38,962)		(150,697)
In-Place NOI	403,238		84,910		135,794		83,034		—		706,976
Annualized In-Place NOI	$	1,612,952	$	339,640	$	543,176	$	332,136	$	—	$	2,827,904


Same Store Property Reconciliation
	Seniors Housing Operating	Seniors Housing Triple-net	Outpatient Medical	Long-Term /Post-Acute Care	Total
Total properties	1,084	312	447	294	2,137
Recent acquisitions/ development conversions(8)	(114)	(4)	(12)	(88)	(218)
Under development	(31)	—	(11)	—	(42)
Under redevelopment(9)	(2)	—	—	(4)	(6)
Current held for sale	(23)	—	—	(10)	(33)
Land parcels, loans and sub-leases(4)	(15)	(19)	(9)	—	(43)
Transitions(10)	(271)	(17)	—	(2)	(290)
Other(11)	(8)	—	(3)	(4)	(15)
Same store properties	620	272	412	186	1,490

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 12 for more information.

(4) Includes 15 Seniors Housing Triple-net properties accounted for as sales-type leases expected to be sold to tenants.

(5) Primarily includes development properties and land parcels.

(6) Primarily represents non-cash NOI.

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

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

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

(10) 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.

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


Supplemental Reporting Measures


(dollars in thousands at Welltower pro rata ownership)

Same Store NOI Reconciliation	3Q23		4Q23		1Q24		2Q24		3Q24		Y/o/Y
Seniors Housing Operating
NOI	$	288,290	$	305,589	$	351,836	$	387,500	$	405,548
Non-cash NOI on same store properties	(1,073)		(995)		(647)		(1,177)		(840)
NOI attributable to non-same store properties	(58,152)		(71,438)		(91,639)		(115,228)		(125,424)
Currency and ownership adjustments(1)	531		1,068		(16)		(285)		(1,372)
Normalizing adjustment for government grants(2)	(3,490)		(26)		(198)		(72)		(185)




Other normalizing adjustments(3)	608		1,781		972		4,857		1,122
SSNOI	226,714		235,979		260,308		275,595		278,849		23.0	%

Seniors Housing Triple-net
NOI	137,547		146,027		139,841		58,508		145,975
Non-cash NOI on same store properties	(9,253)		(11,923)		(8,872)		(8,360)		(7,015)
NOI attributable to non-same store properties	(55,570)		(60,658)		(56,123)		26,505		(61,552)
Currency and ownership adjustments(1)	(312)		36		(346)		(241)		(817)





SSNOI	72,412		73,482		74,500		76,412		76,591		5.8	%

Outpatient Medical
NOI	131,305		137,762		138,687		138,912		144,807
Non-cash NOI on same store properties	(5,131)		(5,686)		(3,418)		(4,080)		(7,010)
NOI attributable to non-same store properties	(3,194)		(4,766)		(8,861)		(9,269)		(10,224)
Currency and ownership adjustments(1)	833		66		45		37		(89)



Other normalizing adjustments(3)	1,255		(757)		(100)		734		282
SSNOI	125,068		126,619		126,353		126,334		127,766		2.2	%

Long-Term/Post-Acute Care
NOI	86,426		108,638		116,665		116,931		122,381
Non-cash NOI on same store properties	(11,256)		(11,195)		(10,189)		(10,220)		(9,970)
NOI attributable to non-same store properties	(18,768)		(41,108)		(48,861)		(49,252)		(54,494)
Currency and ownership adjustments(1)	(25)		—		(16)		9		5



Other normalizing adjustments(3)	(122)		—		—		111		—
SSNOI	56,255		56,335		57,599		57,579		57,922		3.0	%

Corporate
NOI	29,822		24,064		25,093		27,160		38,962
NOI attributable to non-same store properties	(29,822)		(24,064)		(25,093)		(27,160)		(38,962)
SSNOI	—		—		—		—		—

Total
NOI	673,390		722,080		772,122		729,011		857,673
Non-cash NOI on same store properties	(26,713)		(29,799)		(23,126)		(23,837)		(24,835)
NOI attributable to non-same store properties	(165,506)		(202,034)		(230,577)		(174,404)		(290,656)
Currency and ownership adjustments(1)	1,027		1,170		(333)		(480)		(2,273)
Normalizing adjustments, net	(1,749)		998		674		5,630		1,219
SSNOI	$	480,449	$	492,415	$	518,760	$	535,920	$	541,128	12.6	%

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 for amounts recognized related to Health and Human Services Provide Relief Fund in the United States and similar programs in the United Kingdom and Canada.

(3) 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	$	1,271,302	$	126,292	$	132,756	$	1,530,350
Unconsolidated SHO revenues attributable to Welltower(1)	32,656		3,862		27,976		64,494
SHO revenues attributable to noncontrolling interests(2)	(19,230)		(338)		(2,353)		(21,921)
Pro rata SHO revenues(3)	1,284,728		129,816		158,379		1,572,923
SHO interest and other income	(8,015)		(374)		(587)		(8,976)
SHO revenues attributable to sold and held for sale properties	(950)		—		(11,451)		(12,401)
Currency and ownership adjustments(4)	(14,640)		—		(1,519)		(16,159)
SHO local revenues	1,261,123		129,442		144,822		1,535,387
Average occupied units/month	70,424		4,147		16,710		91,281
RevPOR/month in USD	$	5,921	$	10,320	$	2,865	$	5,561
RevPOR/month in local currency(4)			£	8,600	$	3,925


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

	United States					United Kingdom					Canada					Total
	3Q23		3Q24			3Q23		3Q24			3Q23		3Q24			3Q23		3Q24
SHO SS RevPOR Growth
Consolidated SHO revenues	$	970,588	$	1,271,302		$	112,267	$	126,292		$	121,044	$	132,756		$	1,203,899	$	1,530,350
Unconsolidated SHO revenues attributable to WELL(1)	30,953		32,656			2,990		3,862			25,607		27,976			59,550		64,494
SHO revenues attributable to noncontrolling interests(2)	(17,171)		(19,230)			(265)		(338)			(24,260)		(2,353)			(41,696)		(21,921)
SHO pro rata revenues(3)	984,370		1,284,728			114,992		129,816			122,391		158,379			1,221,753		1,572,923
Non-cash and non-RevPOR revenues on same store properties	(2,128)		(1,847)			—		(307)			(263)		(405)			(2,391)		(2,559)
Revenues attributable to non-same store properties	(178,815)		(408,597)			(852)		(73)			(74,660)		(104,983)			(254,327)		(513,653)
Currency and ownership adjustments(4)	182		—			(1,906)		(5,517)			2,150		154			426		(5,363)




SHO SS RevPOR revenues(5)	$	803,609	$	874,284		$	112,234	$	123,919		$	49,618	$	53,145		$	965,461	$	1,051,348
Avg. occupied units/month(6)	42,998		44,676			3,907		4,147			6,693		6,839			53,598		55,662
SHO SS RevPOR(7)	$	6,179	$	6,470		$	9,497	$	9,879		$	2,451	$	2,569		$	5,955	$	6,245
SS RevPOR YOY growth			4.7		%			4.0		%			4.8		%			4.9		%

SHO SSNOI Growth
Consolidated SHO NOI	$	226,086	$	315,200		$	21,443	$	33,216		$	37,380	$	46,047		$	284,909	$	394,463
Unconsolidated SHO NOI attributable to WELL(1)	8,459		11,051			900		688			9,679		10,970			19,038		22,709
SHO NOI attributable to noncontrolling interests(2)	(8,565)		(10,147)			(268)		(338)			(6,824)		(1,139)			(15,657)		(11,624)
SHO pro rata NOI(3)	225,980		316,104			22,075		33,566			40,235		55,878			288,290		405,548
Non-cash NOI on same store properties	(1,070)		(841)			(3)		1			—		—			(1,073)		(840)
NOI attributable to non-same store properties	(36,154)		(92,115)			(852)		52			(21,146)		(33,361)			(58,152)		(125,424)
Currency and ownership adjustments(4)	16		—			(333)		(1,435)			848		63			531		(1,372)
Normalizing adjustment for government grants(8)	(3,490)		(185)			—		—			—		—			(3,490)		(185)




Other normalizing adjustments(9)	608		1,201			—		—			—		(79)			608		1,122
SHO pro rata SSNOI(5)	$	185,890	$	224,164		$	20,887	$	32,184		$	19,937	$	22,501		$	226,714	$	278,849
SHO SSNOI growth			20.6		%			54.1		%			12.9		%			23.0		%

SHO SSNOI/Unit
Trailing four quarters' SSNOI(5)			$	848,235				$	116,734				$	85,762				$	1,050,731
Average units in service(10)			51,864					5,114					7,783					64,761
SSNOI/unit in USD			$	16,355				$	22,826				$	11,019				$	16,225
SSNOI/unit in local currency(4)								£	19,022				$	15,095

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 12 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 19 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 for amounts recognized related to Health and Human Services Provide Relief Fund in the United States and similar programs in the United Kingdom and Canada.

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

(10) 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 October 28, 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.

Cover Page	Oct. 28, 2024
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Oct. 28, 2024
Entity Registrant Name	Welltower Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	1-8923
Entity Tax Identification Number	34-1096634
Entity Address, Address Line One	4500 Dorr Street,
Entity Address, City or Town	Toledo,
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	43615
City Area Code	419
Local Phone Number	247-2800
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000766704
Amendment Flag	false
Common stock, $1.00 par value per share
Document Information [Line Items]
Title of 12(b) Security	Common stock, $1.00 par value per share
Trading Symbol	WELL
Security Exchange Name	NYSE
Guarantee of 4.800% Notes due 2028 issued by Welltower OP LLC
Document Information [Line Items]
Title of 12(b) Security	Guarantee of 4.800% Notes due 2028 issued by Welltower OP LLC
Trading Symbol	WELL/28
Security Exchange Name	NYSE
Guarantee of 4.500% Notes due 2034 issued by Welltower OP LLC
Document Information [Line Items]
Title of 12(b) Security	Guarantee of 4.500% Notes due 2034 issued by Welltower OP LLC
Trading Symbol	WELL/34
Security Exchange Name	NYSE