10-K

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2022

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from             to             

Commission file number 001-08895

Healthpeak Properties, Inc.

(Exact name of registrant as specified in its charter)

Maryland	33-0091377
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

4600 South Syracuse Street, Suite 500

Denver, CO 80237

(Address of principal executive offices) (Zip Code)

(720) 428-5050

(Registrant’s telephone number, including area code)

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	PEAK	New York Stock Exchange

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

None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes ☒  No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes ☒  No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		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.   ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.   ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act.) Yes ☐ No ☒

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter: $10.2 billion.

As of February 6, 2023, there were 546,782,509 shares of the registrant’s $1.00 par value common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive Proxy Statement for the registrant’s 2023 Annual Meeting of Stockholders, to be filed with the Securities and Exchange Commission no later than 120 days after December 31, 2022, have been incorporated by reference into Part III of this Report.

Table of Contents

Healthpeak Properties, Inc.

Form 10-K

For the Fiscal Year Ended December 31, 2022

Table of Contents

Cautionary Language Regarding Forward-Looking Statements		1
Risk Factors Summary		1
Part I		3
Item 1.	Business	3
Item 1A.	Risk Factors	12
Item 1B.	Unresolved Staff Comments	29
Item 2.	Properties	29
Item 3.	Legal Proceedings	32
Item 4.	Mine Safety Disclosures	32
Part II		33
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	33
Item 6.	[Reserved]	36
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	36
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	57
Item 8.	Financial Statements and Supplementary Data	58
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	127
Item 9A.	Controls and Procedures	127
Item 9B.	Other Information	129
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	129
Part III		130
Item 10.	Directors, Executive Officers, and Corporate Governance	130
Item 11.	Executive Compensation	130
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	130
Item 13.	Certain Relationships and Related Transactions, and Director Independence	130
Item 14.	Principal Accountant Fees and Services	130
Part IV		131
Item 15.	Exhibits and Financial Statement Schedules	131
Item 16.	Form 10-K Summary	135
	Signatures	136

Table of Contents

All references in this report to “Healthpeak,” the “Company,” “we,” “us” or “our” mean Healthpeak Properties, Inc., together with its consolidated subsidiaries. Unless the context suggests otherwise, references to “Healthpeak Properties, Inc.” mean the parent company without its subsidiaries.

Cautionary Language Regarding Forward-Looking Statements

Statements in this Annual Report on Form 10-K that are not historical factual statements are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements include, among other things, statements regarding our and our officers’ intent, belief or expectation as identified by the use of words such as “may,” “will,” “project,” “expect,” “believe,” “intend,” “anticipate,” “seek,” “target,” “forecast,” “plan,” “potential,” “estimate,” “could,” “would,” “should” and other comparable and derivative terms or the negatives thereof. Forward-looking statements reflect our current expectations and views about future events and are subject to risks and uncertainties that could cause actual results, including our future financial condition and results of operations, to differ materially from those expressed or implied by any forward-looking statements. You are urged to carefully review the disclosures we make concerning risks and uncertainties that may affect our business and future financial performance, including those made below under “Summary Risk Factors” and in “Item 1A, Risk Factors” in this report.

Forward-looking statements are based on certain assumptions and analysis made in light of our experience and perception of historical trends, current conditions and expected future developments as well as other factors that we believe are appropriate under the circumstances. While forward-looking statements reflect our good faith belief and assumptions we believe to be reasonable based upon current information, we can give no assurance that our expectations or forecasts will be attained. Further, we cannot guarantee the accuracy of any such forward-looking statement contained in this Annual Report. Except as required by law, we do not undertake, and hereby disclaim, any obligation to update any forward-looking statements, which speak only as of the date on which they are made.

Risk Factors Summary

Investors should consider the risks and uncertainties described below that may affect our business and future financial performance. These and other risks and uncertainties are more fully described in “Item 1A, Risk Factors” in this report. Additional risks not presently known to us or that we currently deem immaterial may also affect us. If any of these risks occur, our business, financial condition or results of operations could be materially and adversely affected.

As more fully set forth under “Item 1A, Risk Factors” in this report, principal risks and uncertainties that may affect our business, financial condition, or results of operations include:

•macroeconomic trends, including inflation, interest rates, labor costs, and unemployment;

•the ability of our existing and future tenants, operators, and borrowers to conduct their respective businesses in a manner that generates sufficient income to make rent and loan payments to us;

•the financial condition of our tenants, operators, and borrowers, including potential bankruptcies and downturns in their businesses, and their legal and regulatory proceedings;

•our concentration of real estate investments in the healthcare property sector, which makes us more vulnerable to a downturn in a specific sector than if we invested across multiple sectors;

•the illiquidity of real estate investments;

•our ability to identify and secure new or replacement tenants and operators;

•our property development, redevelopment, and tenant improvement activity risks, including project abandonments, project delays, and lower profits than expected;

•changes within the life science industry;

•significant regulation, funding requirements, and uncertainty faced by our life science tenants;

•the ability of the hospitals on whose campuses our medical office buildings (“MOBs”) are located and their affiliated healthcare systems to remain competitive or financially viable;

•our ability to develop, maintain, or expand hospital and health system client relationships;

1

Table of Contents

•operational risks associated with third party management contracts, including the additional regulation and liabilities of our properties operated through structures permitted by the Housing and Economic Recovery Act of 2008, which includes most of the provisions previously proposed in the REIT Investment Diversification and Empowerment Act of 2007 (commonly referred to as “RIDEA”);

•economic conditions, natural disasters, weather, and other conditions that negatively affect geographic areas where we have concentrated investments;

•uninsured or underinsured losses, which could result in significant losses and/or performance declines by us or our tenants and operators;

•our investments in joint ventures and unconsolidated entities, including our lack of sole decision making authority and our reliance on our partners’ financial condition and continued cooperation;

•our use of fixed rent escalators, contingent rent provisions, and/or rent escalators based on the Consumer Price Index;

•competition for suitable healthcare properties to grow our investment portfolio;

•our ability to foreclose or exercise rights on collateral securing our real estate-related loans;

•investment of substantial resources and time in transactions that are not consummated;

•our ability to successfully integrate or operate acquisitions;

•the potential impact on us and our tenants, operators, and borrowers from litigation matters, including rising liability and insurance costs;

•environmental compliance costs and liabilities associated with our real estate investments;

•epidemics, pandemics, or other infectious diseases, including the coronavirus disease (“Covid”), and health and safety measures intended to reduce their spread;

•the loss or limited availability of our key personnel;

•our reliance on information technology systems and the potential impact of system failures, disruptions, or breaches;

•increased borrowing costs, including due to rising interest rates;

•cash available for distribution to stockholders and our ability to make dividend distributions at expected levels;

•the availability of external capital on acceptable terms or at all, including due to rising interest rates, changes in our credit ratings and the value of our common stock, volatility or uncertainty in the capital markets, and other factors;

•our ability to manage our indebtedness level and covenants in and changes to the terms of such indebtedness;

•the failure of our tenants, operators, and borrowers to comply with federal, state, and local laws and regulations, including resident health and safety requirements, as well as licensure, certification, and inspection requirements;

•required regulatory approvals to transfer our senior housing properties;

•compliance with the Americans with Disabilities Act and fire, safety, and other regulations;

•laws or regulations prohibiting eviction of our tenants;

•the requirements of, or changes to, governmental reimbursement programs such as Medicare or Medicaid;

•legislation to address federal government operations and administrative decisions affecting the Centers for Medicare and Medicaid Services;

•our participation in the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) Provider Relief Fund and other Covid-related stimulus and relief programs;

•our ability to maintain our qualification as a real estate investment trust (“REIT”);

•changes to U.S. federal income tax laws, and potential deferred and contingent tax liabilities from corporate acquisitions;

•calculating non-REIT tax earnings and profits distributions;

•ownership limits in our charter that restrict ownership in our stock; and

•provisions of Maryland law and our charter that could prevent a transaction that may otherwise be in the interest of our stockholders.

2

Table of Contents

PART I

ITEM 1.    Business

General Overview

Healthpeak Properties, Inc. is a Standard & Poor’s (“S&P”) 500 company that acquires, develops, owns, leases, and manages healthcare real estate across the United States (“U.S.”). Our company was originally founded in 1985. We are a Maryland corporation and qualify as a self-administered REIT. Our corporate headquarters are located in Denver, Colorado, and we have additional offices in California, Tennessee, and Massachusetts.

During 2020, we began the process of disposing of our senior housing triple-net and senior housing operating property (“SHOP”) portfolios. As of December 31, 2020, we concluded that the planned dispositions represented a strategic shift that had and will have a major effect on our operations and financial results. Therefore, the assets are classified as discontinued operations in all periods presented herein. In September 2021, we successfully completed the disposition of both portfolios. See Note 5 to the Consolidated Financial Statements for further information regarding discontinued operations.

In conjunction with the disposal of our senior housing triple-net and SHOP portfolios, we focused our strategy on investing in a diversified portfolio of high-quality healthcare properties across our three core asset classes of life science, medical office, and continuing care retirement community (“CCRC”) real estate. Under the life science and medical office segments, we invest through the acquisition, development, and management of life science facilities, MOBs, and hospitals. Under the CCRC segment, our properties are operated through RIDEA structures. We have other non-reportable segments that are comprised primarily of loans receivable, marketable debt securities, and an interest in an unconsolidated joint venture that owns 19 senior housing assets (our “SWF SH JV”).

At December 31, 2022, our portfolio of investments, including properties in our unconsolidated joint ventures, consisted of interests in 480 properties. The following table summarizes information for our reportable segments, excluding discontinued operations, for the year ended December 31, 2022 (dollars in thousands):

Segment	Total Portfolio Adjusted NOI(1)		Percentage of Total Portfolio Adjusted NOI(1)		Number of Properties
Life science	$	552,533	50	%	149
Medical office	432,969		39	%	297
CCRC	103,841		9	%	15
Other non-reportable	16,920		2	%	19
	$	1,106,263	100	%	480

_______________________________________

(1)Total Portfolio metrics include results of operations from disposed properties through the disposition date. See “Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations—Non-GAAP Financial Measures” for additional information regarding Adjusted NOI and see Note 16 to the Consolidated Financial Statements for a reconciliation of Adjusted NOI by segment to net income (loss).

For a description of our significant activities during 2022, see “Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview of Transactions” in this report.

UPREIT Reorganization

On February 7, 2023, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with New Healthpeak, Inc., a Maryland corporation (“New Healthpeak”) and our wholly owned subsidiary, and Healthpeak Merger Sub, Inc., a Maryland corporation (“Merger Sub”) that is a wholly owned subsidiary of New Healthpeak. The purpose of the transactions contemplated by the Merger Agreement is for us to implement a corporate reorganization into a new holding company structure commonly referred to as an Umbrella Partnership Real Estate Investment Trust, or UPREIT (the “Reorganization”).

Pursuant to the Merger Agreement, Merger Sub will merge with and into our company, with our company continuing as the surviving corporation and a wholly owned subsidiary of New Healthpeak (the “Merger”). The Merger is expected to be effective as of February 10, 2023 (the “Effective Time”). As part of the Merger, our name will change to Healthpeak Properties Interim, Inc., and, effective immediately after the Effective Time, New Healthpeak’s name will be changed to Healthpeak Properties, Inc. The Merger is expected to be conducted in accordance with Section 3-106.2 of the Maryland General Corporation Law. Accordingly, the Merger will not require the approval of our stockholders, and the Merger will not give rise to statutory dissenters’ rights.

In connection with the Reorganization and immediately following the Merger, we will convert from a Maryland corporation to a Maryland limited liability company named Healthpeak OP, LLC (“Healthpeak OP”).

3

Table of Contents

Following the Merger, the business, management and board of directors of New Healthpeak will be identical to the business, management and board of directors of our company immediately before the Merger, except that the business of the company is expected to be conducted exclusively through Healthpeak OP. The consolidated assets and liabilities of New Healthpeak immediately following the Merger will be identical to the consolidated assets and liabilities of our company immediately prior to the Merger. New Healthpeak will not hold any assets directly other than its ownership interest in Healthpeak OP and certain de minimis assets that may be held for certain administrative functions. None of the properties owned by us or our subsidiaries or any interests therein will be transferred as part of the Reorganization. All material indebtedness of our company immediately prior to the Merger will remain the indebtedness of Healthpeak OP after the Merger.

Business Strategy

We invest in and manage our real estate portfolio for the long-term to maximize benefit to our stockholders and support the growth of our dividends. Our strategy consists of four core elements:

(i)Our real estate: Our portfolio is grounded in high-quality properties in desirable locations. We focus on three purposely selected private pay asset classes—life science, medical office, and continuing care retirement community—to provide stability through inevitable market cycles.

(ii)Our financials: We maintain a strong investment-grade balance sheet with ample liquidity as well as long-term fixed-rate debt financing with staggered maturities to reduce our exposure to interest rate volatility and refinancing risk.

(iii)Our partnerships: We work with leading pharmaceutical and biotechnical companies, healthcare companies, operators, and service providers and are responsive to their space and capital needs. We provide high-quality property management services to encourage tenants to renew, expand, and relocate into our properties, which drives increased occupancy, rental rates, and property values.

(iv)Our platform: We have a people-first culture that we believe attracts, develops, and retains top talent. We continually strive to create and maintain an industry-leading platform with systems and tools that allow us to effectively and efficiently manage our assets and investment activity.

Internal Growth Strategies

We believe our real estate portfolio holds the potential for increased future cash flows as it is well-maintained and in desirable locations. Our strategy for maximizing the benefits from these opportunities is to: (i) work with new or existing tenants and operators to address their space and capital needs and (ii) provide high-quality property management services in order to motivate tenants to renew, expand, or relocate into our properties.

We expect to continue our internal growth as a result of our ability to:

•Build and maintain long-term leasing and management relationships with quality tenants and operators. In choosing locations for our properties, we focus on the physical environment, adjacency to established businesses (e.g., hospital systems) and educational centers, proximity to sources of business growth, and other local demographic factors.

•Replace tenants at the best available market terms and lowest possible transaction costs. We believe we are well-positioned to attract new tenants and achieve attractive rental rates and operating cash flow as a result of the location, design, and maintenance of our properties, together with our reputation for high-quality building services, responsiveness to tenants, and our ability to offer space alternatives within our portfolio.

•Extend and modify terms of existing leases prior to expiration. We structure lease extensions, early renewals, or modifications, which reduce the cost associated with lease downtime, while securing the tenancy and relationship of our high quality tenants on a long-term basis.

Investment Strategies

The delivery of healthcare services requires real estate and, as a result, tenants and operators depend on real estate, in part, to maintain and grow their businesses. We believe the healthcare real estate market provides investment opportunities due to the: (i) compelling long-term demographics driving the demand for healthcare services; (ii) specialized nature of healthcare real estate investing; and (iii) ongoing consolidation of the fragmented healthcare real estate sector.

4

Table of Contents

While we emphasize healthcare real estate ownership, we may also provide real estate secured financing to, or invest in equity or debt securities of, healthcare operators or other entities engaged in healthcare real estate ownership. We may also acquire all or substantially all of the securities or assets of other REITs, operating companies, or similar entities where such investments would be consistent with our investment strategies. We may co-invest alongside institutional or development investors through partnerships or limited liability companies.

We monitor our investments based on the percentage of our total assets that may be invested in any one property type, investment vehicle, or geographic location, the number of properties that may be leased to a single tenant or operator, or loans that may be made to a single borrower. In allocating capital, we target opportunities with the most attractive risk/reward profile for our portfolio as a whole. We may take additional measures to mitigate risk, including diversifying our investments (by sector, geography, tenant, or operator), structuring transactions as master leases, requiring tenant or operator insurance and indemnifications, and/or obtaining credit enhancements in the form of guarantees, letters of credit, or security deposits.

We believe we are well-positioned to achieve external growth through acquisitions, development, and redevelopment. Other factors that contribute to our competitive position include:

•our reputation gained through over three decades of successful operations and the strength of our existing portfolio of properties;

•our relationships with leading pharmaceutical and biotechnology tenants, healthcare operators and systems, investment banks and other market intermediaries, corporations, private equity firms, not-for-profit organizations, and companies seeking to monetize existing assets or develop new facilities;

•our relationships with institutional buyers and sellers of high-quality healthcare real estate;

•our track record and reputation for executing acquisitions responsively and efficiently, which provides confidence to domestic and foreign institutions and private investors who seek to sell healthcare real estate in our market areas;

•our relationships with nationally recognized financial institutions that provide capital to the healthcare and real estate industries; and

•our control of land sites held for future development.

Financing Strategies

Our REIT qualification requires us to distribute at least 90% of our REIT taxable income (excluding net capital gains); therefore, we do not retain a significant amount of earnings. As a result, we regularly access the public equity and debt markets to raise the funds necessary to finance acquisitions and debt investments, develop and redevelop properties, and refinance maturing debt. 

We may finance acquisitions and other investments primarily through the following vehicles:

•cash flow from operations;

•sale or exchange of ownership interests in properties or other investments;

•borrowings under our credit facility or commercial paper program;

•issuance of additional debt, including unsecured notes, term loans, and mortgage debt; and/or

•issuance of common stock or preferred stock or its equivalent.

We maintain a disciplined investment-grade balance sheet by actively managing our debt to equity levels and maintaining access to multiple sources of liquidity. Our debt obligations are primarily long-term fixed rate with staggered maturities.

We finance our investments based on our evaluation of available sources of funding. For short-term purposes, we may utilize our revolving line of credit facility or commercial paper program, arrange for other short-term borrowings from banks or other sources, or issue equity securities pursuant to our at-the-market equity offering program. We arrange for longer-term financing by offering debt and equity, placing mortgage debt, and obtaining capital from institutional lenders and joint venture partners.

5

Table of Contents

Segments

Life science

Our life science properties, which contain laboratory and office space, are leased primarily to biotechnology, medical device and pharmaceutical companies, scientific research institutions, government agencies, and other organizations involved in the life science industry. While these properties have certain characteristics similar to commercial office buildings, they generally accommodate heavier floor loads and contain more advanced electrical, mechanical, heating, ventilating, and air conditioning systems. The facilities generally have specialty equipment including emergency generators, fume hoods, lab bench tops, and related amenities. In addition to improvements funded by us as the landlord, many of our life science tenants make significant investments to improve their leased space to accommodate biology, chemistry, or medical device research initiatives.

Life science properties are primarily configured in business park or campus settings and include multiple buildings. The business park and campus settings allow us the opportunity to provide flexible, contiguous/adjacent expansion to accommodate the growth of existing tenants. Our properties are located in well-established geographical markets known for scientific research and drug discovery, including San Francisco (49%) and San Diego (24%), California, and Boston, Massachusetts (24%) (based on total square feet). At December 31, 2022, 92% of our life science properties were triple-net leased (based on leased square feet).

The following table provides information about our most significant life science tenant concentration for the year ended December 31, 2022:

Tenants	Percentage of Segment Revenues		Percentage of Total Revenues
Amgen, Inc.	6	%	2	%

Medical office

Our medical office segment includes medical office buildings (MOBs) and hospitals. MOBs typically contain physicians’ offices and examination rooms, and may also include pharmacies, hospital ancillary service space, and outpatient services such as diagnostic centers, rehabilitation clinics, and day-surgery operating rooms. While these facilities have certain similarities to commercial office buildings, they require additional plumbing, electrical, and mechanical systems to accommodate multiple exam rooms that may require sinks in every room and specialized equipment such as x-ray machines and MRIs. MOBs are often built to accommodate higher structural loads for such specialized equipment and may contain vaults or other unique construction. Our MOBs are typically multi-tenant properties leased to healthcare providers (hospitals and physician practices), with approximately 87% of our MOBs located on or adjacent to hospital campuses and 98% affiliated with hospital systems as of December 31, 2022 (based on total square feet). Occasionally, we invest in MOBs located on hospital campuses subject to ground leases. At December 31, 2022, approximately 65% of our MOBs were triple-net leased (based on leased square feet) with the remaining leased under gross or modified gross leases.

The following table provides information about our most significant medical office tenant concentration for the year ended December 31, 2022:

Tenant	Percentage of Segment Revenues		Percentage of Total Revenues
HCA Healthcare, Inc. (HCA)	23	%	8	%

Our medical office segment also includes nine hospitals. Services provided by our tenants and operators in hospitals are paid for by private sources, third-party payors (e.g., insurance and HMOs), or through Medicare and Medicaid programs. Our hospital property types include acute care, long-term acute care, and specialty and rehabilitation hospitals. All of our hospitals are triple-net leased.

Continuing care retirement community, or CCRC

CCRCs are retirement communities that include independent living, assisted living, memory care, and skilled nursing units to provide a continuum of care in an integrated campus. Our CCRCs are owned through RIDEA structures, which is permitted by the Housing and Economic Recovery Act of 2008, and includes most of the provisions previously proposed in the REIT Investment Diversification and Empowerment Act of 2007. The services provided by our third-party manager-operators under a RIDEA structure at our properties are primarily paid for by the residents directly or through private insurance and are less reliant on government reimbursement programs such as Medicare and Medicaid.

6

Table of Contents

A RIDEA structure allows us, through a taxable REIT subsidiary (“TRS”), to receive cash flow from the operations of a healthcare facility in compliance with REIT tax requirements. The criteria for operating a healthcare facility through a RIDEA structure require us to lease the facility to an affiliate TRS and for such affiliate TRS to engage an independent qualifying management company (also known as an eligible independent contractor or third-party operator) to manage and operate the day-to-day business of the facility in exchange for a management fee. As a result, under a RIDEA structure, we are required to rely on a third-party operator to hire and train all facility employees, enter into third-party contracts for the benefit of the facility, including resident/patient agreements, comply with laws, including healthcare laws, and provide resident care. We are substantially limited in our ability to control or influence day-to-day operations under a RIDEA structure, and thus rely on the third-party operator to manage and operate the business.

Through our TRS entities, we bear all operational risks and liabilities associated with the operation of these properties, with limited exceptions, such as a third-party operator’s gross negligence or willful misconduct. These operational risks and liabilities include those relating to any employment matters of our operator, compliance with healthcare and other laws, liabilities relating to personal injury-tort matters, resident-patient quality of care claims, and any governmental reimbursement matters, even though we have limited ability to control or influence our third-party operators’ management of these risks.

The management agreements we have in RIDEA structures related to CCRCs have original terms ranging from 10 to 15 years, with mutual renewal options. There are base management fees and incentive management fees payable to our third-party operators if operating results of the RIDEA properties exceed pre-established thresholds. Conversely, there are also provisions in the management agreements that reduce management fees payable to our third-party operators if operating results do not meet certain pre-established thresholds.

CCRCs are different from other housing and care options for seniors because they typically provide written agreements or long-term contracts between residents and the communities (frequently lasting the term of the resident’s lifetime), which offer a continuum of housing, services, and healthcare on one campus or site. CCRCs are appealing as they allow residents to “age in place” and typically the individual is independent and in relatively good health upon entry.

As third-party operators manage our RIDEA properties in exchange for the receipt of a management fee, we are not directly exposed to the credit risk of these operators in the same manner or to the same extent as a triple-net tenant.

Other non-reportable segment

At December 31, 2022, we had the following investments in our other non-reportable segments: (i) our unconsolidated joint venture with a sovereign wealth fund that owns 19 senior housing assets (which we refer to as our SWF SH JV), (ii) loans receivable, and (iii) marketable debt securities.

The properties in our SWF SH JV are owned through RIDEA structures and include independent living facilities and assisted living facilities, which cater to different segments of the elderly population based upon their personal needs. These facilities are often in apartment-like buildings with private residences ranging from single rooms to large apartments.

Competition

Investing in real estate serving the healthcare industry is highly competitive. We face competition from other REITs, investment companies, pension funds, private equity investors, sovereign funds, healthcare operators, lenders, developers, and other institutional investors, some of whom may have greater flexibility (e.g., non-REIT competitors), greater resources, and lower costs of capital than we do. Increased competition and resulting capitalization rate compression make it more challenging for us to identify and successfully capitalize on opportunities that meet our objectives. Our ability to compete may also be impacted by global, national, and local economic trends, availability of investment alternatives, availability and cost of capital, construction and renovation costs, existing laws and regulations, new legislation, and population trends.

Income from our investments depends on our tenants’ and operators’ ability to compete with other companies on multiple levels, including: (i) the quality of care provided, (ii) reputation, (iii) success of product or drug development, (iv) price, (v) the range of services offered, (vi) the physical appearance of a facility, (vii) alternatives for healthcare delivery, (viii) the supply of competing properties, (ix) physicians, (x) staff, (xi) referral sources, (xii) location, (xiii) the size and demographics of the population in surrounding areas, and (xiv) the financial condition of our tenants and operators. For a discussion of the risks associated with competitive conditions affecting our business, see “Item 1A, Risk Factors” in this report.

7

Table of Contents

Government Regulation, Licensing, and Enforcement

Overview

Our healthcare facility operators (which include our TRS entities when we use a RIDEA structure) and tenants are subject to extensive and complex federal, state, and local healthcare laws and regulations relating to quality of care, licensure and certificate of need, resident rights (including abuse and neglect), consumer protection, government reimbursement, fraud and abuse practices, and similar laws governing the operation of healthcare facilities. We expect the healthcare industry, in general, will continue to face increased regulation and pressure in the areas of fraud, waste and abuse, cost control, healthcare management, and provision of services, among others. Federal, state, and local officials are increasingly focusing their efforts on enforcement of these laws and regulations. In addition, our operators are subject to a variety of laws, regulations, and executive orders relating to operators’ response to the Covid pandemic, which can vary based on the provider type and jurisdiction, complicating compliance efforts. These regulations are wide ranging and can subject our tenants and operators to civil, criminal, and administrative sanctions, including enhanced or additional penalties, sanctions, and other adverse actions that may arise under new regulations adopted in response to Covid. Affected tenants and operators may find it increasingly difficult to comply with this complex and evolving regulatory environment because of a relative lack of guidance in many areas as certain of our healthcare properties are subject to oversight from several government agencies, and the laws may vary from one jurisdiction to another. Changes in laws, regulations, reimbursement enforcement activity, and regulatory non-compliance by our tenants and operators can all have a significant effect on their operations and financial condition, which in turn may adversely impact us, as detailed below and set forth under “Item 1A, Risk Factors” in this report.

The following is a discussion of certain laws and regulations generally applicable to our operators, and in certain cases, to us.

Fraud and Abuse Enforcement

There are various extremely complex U.S. federal and state laws and regulations governing healthcare providers’ referrals, relationships and arrangements and prohibiting fraudulent and abusive practices by such providers. These laws include: (i) U.S. federal and state false claims acts, which, among other things, prohibit providers from filing false claims or making false statements to receive payment from Medicare, Medicaid, or other U.S. federal or state healthcare programs; (ii) U.S. federal and state anti-kickback and fee-splitting statutes, including the Medicare and Medicaid anti-kickback statute, which prohibit or restrict the payment or receipt of remuneration to induce referrals or recommendations of healthcare items or services; (iii) U.S. federal and state physician self-referral laws (commonly referred to as the “Stark Law”), which generally prohibit referrals by physicians to entities with which the physician or an immediate family member has a financial relationship; and (iv) the federal Civil Monetary Penalties Law, which prohibits, among other things, the knowing presentation of a false or fraudulent claim for certain healthcare services. Violations of U.S. healthcare fraud and abuse laws carry civil, criminal, and administrative sanctions, including punitive sanctions, monetary penalties, imprisonment, denial of Medicare and Medicaid reimbursement, payment suspensions, and potential exclusion from Medicare, Medicaid, or other federal or state healthcare programs. These laws are enforced by a variety of federal, state, and local agencies and in the U.S. can also be enforced by private litigants through, among other things, federal and state false claims acts, which allow private litigants to bring qui tam or “whistleblower” actions. Our tenants and operators that participate in government reimbursement programs are subject to these laws and may become the subject of governmental enforcement actions or whistleblower actions if they fail to comply with applicable laws. Additionally, the licensed operators of our U.S. long-term care facilities that participate in government reimbursement programs are required to have compliance and ethics programs that meet the requirements of federal laws and regulations relating to the Social Security Act. Where we have used a RIDEA structure, we are dependent on management companies to fulfill our compliance obligations, and we have developed a program to periodically monitor compliance with such obligations.

8

Table of Contents

Laws and Regulations Governing Privacy and Security

There are various U.S. federal and state privacy laws and regulations, including the privacy and security rules contained in the Health Insurance Portability and Accountability Act of 1996 (commonly referred to as “HIPAA”), that provide for the privacy and security of personal health information. An increasing focus of the U. S. Federal Trade Commission’s (“FTC’s”) consumer protection regulation is the impact of technological change on protection of consumer privacy. The FTC, as well as state attorneys general, have taken enforcement action against companies that do not abide by their representations to consumers regarding electronic security and privacy. To the extent we or our affiliated operating entities are a covered entity or business associate under HIPAA and the Health Information Technology for Economic and Clinical Health Act (the “HITECH Act”), compliance with those requirements require us to, among other things, conduct a risk analysis, implement a risk management plan, implement policies and procedures, and conduct employee training. In most cases, we are dependent on our tenants and management companies to fulfill our compliance obligations, and we have developed a program to periodically monitor compliance with such obligations. Because of the far reaching nature of these laws, there can be no assurance we would not be required to alter one or more of our systems and data security procedures to be in compliance with these laws. Our failure to protect health information could subject us to civil or criminal liability and adverse publicity, and could harm our business and impair our ability to attract new customers and residents. We may be required to notify individuals, as well as government agencies and the media, if we experience a data breach.

Reimbursement

Sources of revenue for some of our tenants and operators include, among others, governmental healthcare programs, such as the federal Medicare programs and state Medicaid programs, and non-governmental third-party payors, such as insurance carriers and HMOs. Our tenants and operators who participate in governmental healthcare programs are subject to government reviews, audits, and investigations to verify compliance with these programs and applicable laws and regulations. As federal and state governments focus on healthcare reform initiatives, and as the federal government and many states face significant current and future budget deficits, efforts to reduce costs by these payors will likely continue, which may result in reduced or slower growth in reimbursement for certain services provided by some of our tenants and operators. Governmental healthcare programs are highly regulated and are subject to frequent and substantial legislative, regulatory, and interpretive changes, which could adversely affect reimbursement rates and the method and timing of payment under these programs. Additionally, new and evolving payor and provider programs in the U.S., including Medicare Advantage, Dual Eligible, Accountable Care Organizations, Post-Acute Care Payment Models, SNF Value-Based Purchasing Programs, and Bundled Payments could adversely impact our tenants’ and operators’ liquidity, financial condition, or results of operations.

Healthcare Licensure and Certificate of Need

Certain healthcare facilities in our portfolio are subject to extensive national, federal, state, and local licensure, certification, and inspection laws and regulations. A healthcare facility’s failure to comply with these laws and regulations could result in a revocation, suspension, restriction, or non-renewal of the facility’s license and loss of a certificate of need, which could adversely affect the facility’s operations and ability to bill for items and services provided at the facility. In addition, various licenses and permits are required to handle controlled substances (including narcotics), operate pharmacies, handle radioactive materials, and operate equipment. Many states in the U.S. require certain healthcare providers to obtain a certificate of need, which requires prior approval for the construction, expansion, or closure of certain healthcare facilities. The approval process related to state certificate of need laws may impact the ability of some of our tenants and operators to expand or change their businesses.

Product Approvals

While our life science tenants include some well-established companies, other tenants are less established and, in some cases, may not yet have a product approved by the Food and Drug Administration, or other regulatory authorities, for commercial sale. Creating a new pharmaceutical product or medical device requires substantial investments of time and capital, in part because of the extensive regulation of the healthcare industry. It also entails considerable risk of failure in demonstrating that the product is safe and effective and in gaining regulatory approval and market acceptance.

Entrance Fee Communities

Our CCRCs are operated as entrance fee communities. Generally, an entrance fee is an upfront fee or consideration paid by a resident, a portion of which may be refundable, in exchange for some form of long-term benefit, typically consisting of a right to receive certain personal or health care services. In certain states (including the ones in which we operate) entrance fee communities are subject to significant state regulatory oversight, including, for example, oversight of each facility’s financial condition, establishment and monitoring of reserve requirements and other financial restrictions, the right of residents to cancel their contracts within a specified period of time, the right of residents to receive a refund of their entrance fees, lien rights in favor of the residents, restrictions on change of ownership, and similar matters.

9

Table of Contents

Americans with Disabilities Act (“ADA”)

Our properties must comply with the ADA and any similar state or local laws to the extent that such properties are “public accommodations” as defined in those statutes. The ADA may require removal of barriers to access by persons with disabilities in certain public areas of our properties where such removal is readily achievable. To date, we have not received any notices of noncompliance with the ADA that have caused us to incur substantial capital expenditures to address ADA concerns. Should barriers to access by persons with disabilities be discovered at any of our properties, we may be directly or indirectly responsible for additional costs that may be required to make facilities ADA-compliant. Noncompliance with the ADA could result in the imposition of fines or an award of damages to private litigants. The obligation to make readily achievable accommodations pursuant to the ADA is an ongoing one, and we continue to assess our properties and make modifications as appropriate in this respect.

Environmental Matters

A wide variety of federal, state, and local environmental and occupational health and safety laws and regulations affect healthcare facility operations. These complex federal and state statutes, and their enforcement, involve a myriad of regulations, many of which involve strict liability on the part of the potential offender. Some of these federal and state statutes may directly impact us. Under various federal, state, and local environmental laws, ordinances, and regulations, an owner of real property or a secured lender, such as us, may be liable for the costs of removal or remediation of hazardous or toxic substances at, under or disposed of in connection with such property, as well as other potential costs relating to hazardous or toxic substances (including government fines and damages for injuries to persons and adjacent property). The cost of any required remediation, removal, fines, personal or property damages, and any related liability therefore could exceed or impair the value of the property and/or the assets. In addition, the presence of such substances, or the failure to properly dispose of or remediate such substances, may adversely affect the value of such property and the owner’s ability to sell or rent such property or to borrow using such property as collateral, which, in turn, could reduce our earnings. For a description of the risks associated with environmental matters, see “Item 1A, Risk Factors” in this report.

Insurance

We obtain various types of insurance to mitigate the impact of property, business interruption, liability, flood, windstorm, earthquake, fire, environmental, and terrorism-related losses. We attempt to obtain appropriate policy terms, conditions, limits, and deductibles considering the relative risk of loss, the cost of such coverage, and current industry practice. There are, however, certain types of extraordinary losses, such as those due to acts of war or other events, that may be either uninsurable or not economically insurable. In addition, we have a large number of properties that are exposed to earthquake, flood, and windstorm occurrences, which carry higher deductibles.

We maintain property insurance for all of our properties. Tenants under triple-net leases are required to provide primary property, business interruption, and liability insurance. We maintain separate general and professional liability insurance for our CCRCs and the senior housing facilities owned by our SWF SH JV. Additionally, our corporate general liability insurance program also extends coverage for all of our properties beyond the aforementioned. We periodically review whether we or our RIDEA operators will bear responsibility for maintaining the required insurance coverage for the applicable CCRCs and senior housing facilities owned by our SWF SH JV, but the costs of such insurance are facility expenses paid from the revenues of those properties, regardless of who maintains the insurance.

We also maintain directors and officers liability insurance, which provides protection for claims against our directors and officers arising from their responsibilities as directors and officers. Such insurance also extends to us in certain situations.

Sustainability

We believe that environmental, social, and governance (“ESG”) initiatives are a vital part of corporate responsibility, which supports our primary goal of increasing stockholder value through profitable growth. We continue to advance our commitment to sustainability, with a focus on achieving goals in each of the ESG dimensions. Our Board of Directors oversees ESG matters, with the Nominating and Corporate Governance Committee overseeing sustainability and corporate governance matters, the Audit Committee overseeing risk management, and the Compensation and Human Capital Committee overseeing human capital management. We use an integrated approach to ESG throughout our business to identify risks and opportunities, capture efficiencies and cost savings, and report on the issues most relevant to stakeholders.

10

Table of Contents

Environment: Our environmental management programs strive to make our buildings more sustainable and capture cost efficiencies that ultimately benefit our investors, employees, tenants, business partners, and other stakeholders, while reducing our carbon footprint and providing a positive impact on the communities in which we operate. We regularly assess the risks and financial impacts to our business posed by climate change, including transition risks, physical climate risks, potential business disruption, and regulatory requirements, and work with our property managers, operators, and tenants to implement projects to mitigate these risks and impacts. For a description of the risks associated with climate risk matters, see “Item 1A, Risk Factors” in this report.

Social: See “—Human Capital Matters” below.

Governance: Our transparent corporate governance initiatives incorporate sustainability as a critical component in achieving our business objectives and properly managing risks.

Our recent ESG highlights include:

•Reported a reduction of 3.4% in Scope 1 and Scope 2 greenhouse gas emissions (“GHG”) in 2021 compared to 2020 on a like-for-like comparative basis (as defined below)

•2 new LEED certifications and 65 new ENERGY STAR certifications obtained in 2022

•Named an ENERGY STAR Partner of the Year in 2022

•Received a Green Star rating from the Global Real Estate Sustainability Benchmark (“GRESB”) for the eleventh consecutive year, recognizing top ESG performance in our sector

•Named to CDP’s Leadership band for our climate disclosure for the tenth consecutive year, most recently with a score of “A-” in 2022

•Named to Newsweek’s America’s Most Responsible Companies list for the fourth consecutive year

•Named a constituent in the FTSE4Good Index for the eleventh consecutive year and S&P Global North America Dow Jones Sustainability Index for the tenth consecutive year

•Named to the S&P Global Sustainability Yearbook for the eighth consecutive year

•Named to the Bloomberg Gender-Equality Index for the fourth consecutive year

•Named to Fortune’s inaugural Modern Board 25 list for the first time

•Named a Wall Street Journal Best-Managed Company for the first time

Under our “like-for-like” methodology, direct and indirect GHG emissions are compared on a year-over-year basis using Scope 1 and Scope 2 GHG emissions for the properties that we have owned for two full consecutive calendar years, excluding non-stabilized developments and redevelopments.

In 2021, we completed two green bond offerings with aggregate gross proceeds of $950 million. The aggregate proceeds, net of discounts and debt issuance costs, of $938 million from the two green bonds have been allocated to eligible green projects.

For additional information regarding our ESG initiatives and our approach to climate change, please visit our website at www.healthpeak.com/ESG.

Human Capital Matters

Our employees represent our greatest asset, and as of December 31, 2022, we had 199 full-time employees. Our Board of Directors, through its Compensation and Human Capital Committee, retains oversight of human capital management, including corporate culture, diversity, inclusion, talent acquisition, retention, employee satisfaction, engagement, and succession planning. We report on human capital matters at each regularly scheduled Board of Directors meeting and periodically throughout the year. The most significant human capital measures or objectives that we focus on in managing our business and our related human capital initiatives include the following:

•Workforce Diversity: We believe we are a stronger organization when our workforce represents a diversity of ideas and experiences. We value and embrace diversity in our employee recruiting, hiring, and development practices. Our workforce was made up of 46% female employees and 37% racially or ethnically diverse employees as of December 31, 2022. Through our We Stand Together initiative, we launched numerous initiatives to help further our commitment to enhancing racial diversity and awareness, including augmenting recruiting practices to hire more diverse talent; implementing diversity, equity and inclusion training for senior leadership and employees; and sponsoring community outreach programs that support the education of underrepresented groups.

11

Table of Contents

•Inclusion and Belonging: We promote a work environment that emphasizes respect, fairness, inclusion, and dignity. We are committed to providing equal opportunity and fair treatment to all individuals based on merit, without discrimination based on race, color, religion, national origin, citizenship, marital status, gender (including pregnancy), gender identity, gender expression, sexual orientation, age, disability, veteran status, or other characteristics protected by law. We do not tolerate discrimination or harassment. All employees are required to attend a biennial training on unconscious bias.

•Engagement: High employee engagement and satisfaction are both critical to attracting and retaining top talent and benefit our business in many ways. We conduct an annual employee engagement survey through an independent third party, measuring our progress on important employee issues and identifying opportunities for growth and improvement.

•Training and Development: We conduct annual employee training on our Code of Business Conduct and Ethics, as well as biennial training on harassment prevention. We also provide training and development to all employees, focusing on career development, professional development, and REIT essentials.

•Compensation and Benefits: We aim to ensure merit-based, equitable compensation practices to attract, retain, and recognize talent. We provide competitive compensation and benefit packages to our employees.

•Health, Safety, and Wellness: The health, safety, and wellness of our employees are vital to our success. We are committed to protecting the well-being and safety of employees through special training and other measures. We maintain a hybrid work model, which we believe maximizes company-wide productivity, and provide employees with resources, including virtual tools and ergonomic equipment, to maximize work-from-home efficiency.

•Community Partnership: Our Social Responsibility Committee is responsible for oversight of our charitable and volunteer activities. We partner with organizations that share our desire to support research, education, and other activities related to healthcare, senior communities, and disaster relief.

For additional information on human capital matters, please see our most recent proxy statement or ESG report, each of which is available on our website at www.healthpeak.com.

Available Information

Our website address is www.healthpeak.com. Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act are available on our website, free of charge, as soon as reasonably practicable after we electronically file such materials with, or furnish them to, the U.S. Securities and Exchange Commission (“SEC”). Additionally, the SEC maintains a website that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including us, at www.sec.gov. References to our website throughout this Annual Report on Form 10-K are provided for convenience only and the content on our website does not constitute a part of this Annual Report on Form 10-K.

ITEM 1A.    Risk Factors

The section below discusses the most significant risk factors that may materially adversely affect our business, results of operations, and financial condition.

As set forth below, we believe that the risks we face generally fall into the following categories:

•risks related to our business and operations;

•risks related to our capital structure and market conditions;

•risks related to the regulatory environment; and

•risks related to tax, including REIT-related risks, and our jurisdiction of incorporation.

12

Table of Contents

Risks Related to Our Business and Operations

We may be negatively impacted by macroeconomic trends, including rising inflation and interest rates, increased labor costs, and historically low unemployment.

Many of our costs, including labor costs, costs of construction materials, interest, utilities, and other operating costs, have been, and may continue to be, affected by inflation and price volatility. In addition, interest rates rose substantially in 2022 and may continue to rise. Increased interest rates have caused, and may continue to cause, increased interest costs for variable rate debt and new debt. We may not be able to offset additional costs caused by inflation, increased interest rates or other macroeconomic trends by passing them through, or increasing the rates we charge, to tenants and residents. These increased costs may adversely affect our business, results of operations, and financial condition.

In addition, rising labor costs and personnel shortages have increased, and may continue to increase, the cost of our, or our tenants’, operators’, and borrowers’, workforce. Competitive pressures, including historically low unemployment, may require that we or our tenants, operators, or borrowers enhance pay and benefits packages to compete effectively for such personnel. To the extent we or our tenants, operators, or borrowers cannot hire a sufficient number of qualified personnel, we or they may need to utilize high-cost alternatives to meet labor needs, including contract and overtime labor, or our business may operate below capacity, which may affect our ability to effectively manage risk and pursue potential revenue and growth opportunities.

Decreases in our tenants’, operators’, or borrowers’ revenues, or increases in their expenses, could affect their ability to meet their financial and other contractual obligations to us.

Occupancy levels at, and rental income from, our medical office and senior housing properties depend on our ability and the ability of our tenants, operators, and borrowers to compete with respect to (i) the quality of care provided, (ii) reputation, (iii) price, (iv) the range of services offered, (v) the physical appearance of a property, (vi) family preference, (vii) referral sources, and (xiii) location.

In addition, our medical office and senior housing tenants, operators, and borrowers compete with certain companies that have superior resources and attributes and/or provide similar healthcare services or alternatives such as home health agencies, telemedicine, life care at home, community-based service programs, retirement communities, and convalescent centers.

Furthermore, these tenants, operators, and borrowers face a competitive labor market. A shortage of care givers or other trained personnel, union activities, wage laws, or general inflationary pressures on wages may require our tenants, operators, and borrowers to enhance pay and benefits packages, or to use more expensive contract personnel, and they may be unable to offset these added costs by increasing the rates charged to residents or patients. An inability to attract and retain qualified personnel, including personnel possessing the expertise needed to operate in the life science, medical office, and senior housing sectors, could negatively impact the ability of our tenants, operators, and borrowers to meet their obligations to us.

Although we generally have the right under specified circumstances to terminate a lease, evict a tenant or terminate our operator, or demand immediate repayment of outstanding loan amounts or other obligations to us, we may be unable to enforce these rights or we may determine not to do so if we believe that doing so would be more detrimental than alternative approaches. If widespread default or nonpayment of outstanding obligations from our tenants, operators, or borrowers occurs at a time when terminating our agreements with them and replacing them would be difficult or impossible, we could elect instead to amend our agreements on materially less favorable terms to us. The failure of our tenants, operators, or borrowers to meet their financial and other contractual obligations to us could have a material adverse effect on our business, results of operations, and financial condition.

We may be negatively impacted by the insolvency or bankruptcy of one or more of our major tenants, operators, or borrowers.

A downturn in our tenants’, operators’, or borrowers’ businesses could lead to voluntary or involuntary bankruptcy or similar insolvency proceedings, including assignment for the benefit of creditors, liquidation, or winding-up. Bankruptcy and insolvency laws afford certain rights to a defaulting tenant, operator, or borrower that has filed for bankruptcy or reorganization that may render certain of our remedies unenforceable or, at the least, delay our ability to pursue such remedies and realize any related recoveries.

13

Table of Contents

A debtor has the right to assume, or to assume and assign to a third party, or to reject its executory contracts and unexpired leases in a bankruptcy proceeding. If a debtor were to reject its leases with us, obligations under such rejected leases would cease. The claim against the rejecting debtor for remaining rental payments due under the lease would be an unsecured claim, which would be limited by the statutory cap set forth in the U.S. Bankruptcy Code. This statutory cap may be substantially less than the remaining rent actually owed under the lease. In addition, a debtor may also assert in bankruptcy proceedings that certain leases should be re-characterized as financing agreements, which could result in our being deemed a lender instead of a landlord. A lender’s rights and remedies, as compared to a landlord’s, generally are materially less favorable, and our rights as a lender may be subject to lower priority for payment under the U.S. Bankruptcy Code.

Furthermore, the automatic stay provisions of the U.S. Bankruptcy Code would preclude us from enforcing our remedies unless we first obtain relief from the court having jurisdiction over the bankruptcy case. This would effectively limit or delay our ability to collect unpaid rent or interest payments, and we may ultimately not receive any payment at all. In addition, we would likely be required to fund certain expenses and obligations (e.g., real estate taxes, insurance, debt costs, and maintenance expenses) to preserve the value of our properties, avoid the imposition of liens on our properties, or transition our properties to a new tenant or operator.

If we are unable to transition affected properties, they would likely experience prolonged operational disruption, leading to lower occupancy rates and further depressed revenues. Publicity about the operator’s financial condition and insolvency proceeds may also negatively impact their and our reputations, decreasing customer demand and revenues. Any or all of these risks could have a material adverse effect on our revenues, results of operations, and cash flows. These risks could be magnified where we lease multiple properties to a single operator under a master lease, as an operator failure or default under a master lease would expose us to these risks across multiple properties.

We depend on real estate investments, particularly in the healthcare property sector, making us more vulnerable to a downturn or slowdown in that specific sector than if we were investing across multiple sectors.

We concentrate our investments in the healthcare property sector. A downturn or slowdown in this sector, such as occurred during the Covid pandemic, would have a greater adverse impact on our business than if we had investments across multiple sectors, and could negatively impact the ability of our tenants, operators, and borrowers to meet their obligations to us, as well as the ability to maintain historical rental and occupancy rates, which could have a material adverse effect on our business, results of operations, and financial condition. In addition, such downturns could have a material adverse effect on the value of our properties and our ability to sell properties at prices or on terms acceptable or favorable to us.

The illiquidity of our real estate investments may prohibit us from timely responding to economic or investment performance changes.

Our real estate investments can be relatively illiquid due to: (i) restrictions on our ability to sell properties under applicable REIT tax laws, (ii) other tax-related considerations, (iii) regulatory hurdles, and (iv) market conditions. As a result, we may be unable to recognize full value for any property that we seek to sell. Our inability to timely respond to economic or investment performance changes could have a material adverse effect on our business, results of operations, and financial condition.

Identifying and securing new or replacement tenants or operators can be time consuming and costly.

Healthcare properties can be highly customized, and the improvements generally required to conform a property to healthcare use are costly, sometimes tenant-specific, and may be subject to regulatory requirements. A new or replacement tenant or operator may require different features in a property, depending on that tenant’s or operator’s particular business. In addition, infrastructure improvements for life science properties typically are significantly more expensive than improvements to other property types due to the highly specialized nature of the properties and the greater lease square footage often required by life science tenants. Therefore, we may incur substantial expenditures to modify a life science property and experience delays before we are able to secure a new or replacement tenant or operator or to accommodate multiple tenants or operators, which may have a material adverse effect on our business, results of operations, and financial condition.

In addition, we may fail to identify suitable replacements or enter into leases, management agreements, or other arrangements with new tenants or operators on a timely basis or on terms as favorable to us as our current leases, if at all. We also may be required to fund certain expenses and obligations, such as real estate taxes, debt costs, insurance costs, and maintenance expenses, to preserve the value of, and avoid the imposition of liens on, our properties while they are being repositioned. In addition, we may incur certain obligations and liabilities, including obligations to indemnify the replacement tenant or operator. Identifying and securing new or replacement tenants or operators can be time consuming and costly, which could have a material adverse effect on our business, results of operations, and financial condition.

14

Table of Contents

Property development, redevelopment, and tenant improvement risks can render a project less profitable or unprofitable and delay or prevent its undertaking or completion.

Our property development, redevelopment, and tenant improvement projects could be canceled, abandoned, delayed or, if completed, fail to perform in accordance with expectations due to, among other things:

•the inability to obtain financing on favorable terms or at all, or the lack of liquidity we deem necessary or appropriate for the project;

•legal and regulatory hurdles, including moratoriums on development and redevelopment activities;

•the failure to obtain, or costs associated with obtaining, necessary zoning, entitlements, and permits;

•cost increases; and

•other factors over which we have limited or no control, including: (i) changes in market and economic conditions; (ii) natural disasters and other catastrophic events; (iii) health crises or other pandemics; (iv) labor conditions, including a labor shortage or work stoppage; (v) shortages of construction materials; (vi) environmental conditions; or (vii) civil unrest and acts of war or terrorism.

Project costs may materially exceed original estimates due to, among other things:

•increased interest rates;

•increased costs for materials, transportation, environmental remediation, labor, or other inputs, including those caused by a shortage of construction materials or labor;

•negligent construction or construction defects;

•damage, vandalism, or accidents; and

•increased operating costs, including insurance premiums, utilities, real estate taxes, and costs of complying with changes in government regulations or increases in tariffs.

Delays in project completion also delay the commencement of related rental payments, including increases in rental payments following tenant improvement projects, and may provide tenants the right to terminate leases or cause us to incur additional costs, including through rent abatement.

Demand for a project may decrease prior to a project’s completion, and resulting lease-up rates, rental rates, lease commencement dates, and occupancy levels may fail to meet expectations. Tenants that have pre-leased at a project may file for bankruptcy or become insolvent, or elect to terminate their lease prior to delivery if they are acquired or for other reasons. Finally, a project may have defects that we do not discover through the inspection processes, including latent defects not discovered until after we put a property in service.

In addition, changes in federal, state, and local legislation and regulation on climate change could require increased capital expenditures to improve the energy efficiency or resiliency of our existing properties and increase the costs of new developments without a corresponding increase in revenue.

The foregoing risks could result in not achieving anticipated returns on investment and could have a material adverse effect on our business, results of operations, and financial condition.

Life science industry changes could have a material adverse effect on our business, results of operations and financial condition.

If economic, financial, regulatory, or industry conditions adversely affect the life science industry, we may be unable to lease or re-lease our life science properties in a timely manner or at favorable rates or with favorable terms. In addition, because life science property infrastructure improvements are typically significantly more costly than improvements to other property types due to their highly specialized nature, and life science tenants typically require greater lease square footage relative to medical office tenants, repositioning efforts would have a disproportionate adverse effect on our life science segment performance. Further, life science industry consolidation could reduce the rentable square footage requirements of our client tenants and prospective client tenants, which may adversely impact our revenues from lease payments. Finally, our life science investments could also be adversely affected if the life science industry migrates from the U.S. to other countries or to areas outside of our primary life science markets in the greater San Francisco, San Diego, and Boston areas.

15

Table of Contents

Our life science tenants face significant regulation, funding requirements, and uncertainty.

Our life science tenants face substantial requirements for, and risks related to, the research, development, clinical testing, manufacture, and commercialization of their products and technologies, including:

•significant funding requirements, including for rent payments due to us;

•federal, state, and foreign regulatory approvals that may be costly or difficult to obtain, may take several years and be subject to delay, may not be obtained at all, require validation through clinical trials that may face delays or difficulties, or ultimately be unsuccessful;

•product and technology efficacy risks;

•acceptance risks among doctors and patients;

•significant regulatory and liability risks, including the possible later discovery of safety concerns and other defects and potential loss of approvals, competition from new products, and the expiration of patent protection;

•healthcare reforms and reimbursement policies of government or private healthcare payors, including pricing controls for prescription drug prices;

•intellectual property and technology risks under patent, copyright, and trade secret laws; and

•economic feasibility risks.

Our life science tenants’ ability to raise capital depends on the actual or perceived viability of their products and technologies, their financial and operating condition and outlook, and the overall financial, banking, and economic environment. If venture capital firms, private investors, the public markets, companies in the life science industry, the government, or other sources of funding are difficult to obtain or unavailable to support our tenants’ activities, including as a result of general economic conditions or adverse market conditions that negatively impact our tenants’ ability to raise capital, our tenants’ business would be adversely affected or could fail. If our life science tenants’ businesses are adversely affected, they may fail to make their rent payments to us, which could have a material adverse effect on our business, results of operations, and financial condition.

The hospitals on whose campuses our MOBs are located and their affiliated healthcare systems could fail to remain competitive or financially viable, which could adversely impact their ability to attract physicians and physician groups to our MOBs and our other properties that serve the healthcare industry.

The viability of hospitals depends on factors such as: (i) the quality and mix of healthcare services provided, (ii) competition for patients and physicians, (iii) demographic trends in the surrounding community, (iv) market position, (v) growth potential, and (vi) changes to the reimbursement system, as well as the ability of the affiliated healthcare systems to provide economies of scale and access to capital. In addition, hospitals could be negatively affected by widespread cancellations of elective procedures due to health and safety measures or otherwise. If a hospital whose campus is located near one of our MOBs is unable to meet its financial obligations, and if an affiliated healthcare system is unable to support that hospital or goes bankrupt, the hospital may be unable to successfully compete or could be forced to close or relocate, which could adversely impact its ability to attract physicians and other healthcare-related users. Because we rely on our proximity to, and affiliations with, these hospitals to create tenant demand for space in our MOBs, their inability to remain competitive or financially viable, or to attract physicians and physician groups, could adversely affect our MOB operations and have a material adverse effect on us.

We may be unable to develop, maintain, or expand hospital and health system client relationships.

We invest significant time in developing, maintaining, and expanding relationships with both new and existing hospital and health system clients. If we fail to maintain these relationships, including through a lack of responsiveness, failure to adapt to the current market, or employment of individuals with inadequate experience, our reputation and relationships will be harmed and we may lose business to competitors, which could have a material adverse effect on us.

We assume operational risks with respect to our senior housing properties managed in RIDEA structures that could have a material adverse effect on our business, results of operations, and financial condition.

Although the RIDEA structure gives us certain oversight approval rights (e.g., budgets and material contracts) and the right to review operational and financial reporting information, our operators are ultimately in control of the day-to-day business of the property. As a result, we have limited rights to direct or influence the business or operations of our CCRCs and in the properties owned by our SWF SH JV, all of which are under RIDEA structures, and we depend on our operators to operate these properties in a manner that complies with applicable law, minimizes legal risk, and maximizes the value of our investment.

16

Table of Contents

Under a RIDEA structure, our TRS is ultimately responsible for all operational risks and other liabilities of the properties, other than those arising out of certain actions by our operator, such as gross negligence or willful misconduct. Operational risks include, and our resulting revenues therefore depend on, among other things: (i) occupancy rates; (ii) the entrance fees and rental rates charged to residents; (iii) the requirements of, or changes to, governmental reimbursement programs such as Medicare or Medicaid, to the extent applicable, including changes to reimbursement rates; (iv) our operators’ reputations and ability to attract and retain residents; (v) general economic conditions and market factors that impact seniors, including general inflationary pressures; (vi) competition from other senior housing providers; (vii) compliance with federal, state, local, and industry-regulated licensure, certification and inspection laws, regulations and standards; (viii) litigation involving our properties or residents/patients; (ix) the availability and cost of general and professional liability insurance coverage or increases in insurance policy deductibles; and (x) the ability to control operating expenses.

Operators of our CCRCs and the SWF SH JV properties primarily depend on private sources for their revenues and the ability of their patients and residents to pay fees. Costs associated with independent and assisted living services are not generally reimbursable under governmental reimbursement programs such as Medicare and Medicaid. Accordingly, our operators of these properties depend on attracting seniors with appropriate levels of income and assets, which may be affected by many factors, including: (i) prevailing economic and market trends, including general inflationary pressures; (ii) consumer confidence; (iii) demographics; (iv) property condition and safety; (v) public perception about such properties; and (vi) social and environmental factors.

In addition, epidemics, pandemics, and severe flu seasons or any other widespread illness could result in early move-outs or delayed move-ins during quarantine periods or during periods when actual or perceived risks of such illnesses are heightened, and have reduced, and could continue to reduce, our operators’ revenues.

If our operators fail to effectively conduct operations on our behalf, or to maintain and improve our properties, it could adversely affect our business reputation as the owner of the properties, as well as the business reputation of our operators and their ability to attract and retain patients and residents in our properties, which could have a material adverse effect on our and our operators’ business, results of operations, and financial condition.

Economic conditions, natural disasters, weather, and other events or conditions that negatively affect geographic areas where we have concentrated investments could have a material adverse effect on our business, results of operations, and financial condition.

We are subject to increased exposure to adverse conditions affecting the geographies in which our properties are located, including: (i) downturns in local economies and increases in unemployment rates; (ii) changes in local real estate conditions, including increases in real estate taxes; (iii) increased competition; (iv) decreased demand; (v) changes in state and local legislation; and (vi) local climate events and natural disasters and other catastrophic events, such as pandemics, earthquakes, hurricanes, windstorms, flooding, wildfires, and mudslides and other physical climate risks, including water stress and heat stress. These risks could significantly disrupt our businesses in the region, harm our ability to compete effectively, result in increased costs, and divert management attention, any or all of which could have a material adverse effect on our business, results of operations, and financial condition.

In addition, significant climate changes in areas where we own property could result in extreme weather and changes in precipitation and temperature, all of which could result in physical damage to or a decrease in demand for properties located in these areas or affected by these conditions. If changes in the climate have material effects, such as property destruction, or occur for extended periods, this could have a material adverse effect on business, results of operations and financial condition.

Uninsured or underinsured losses could result in a significant loss of capital invested in a property, lower than expected future revenues, and unanticipated expense.

A large number of our properties are located in areas exposed to earthquakes, hurricanes, windstorms, flooding, water stress, heat stress, and other common natural disasters and physical climate risks. In particular, (i) a significant portion of our life science development projects and approximately 67% of our life science portfolio (based on gross asset value as of December 31, 2022) was concentrated in California, which is known to be subject to earthquakes, wildfires, and other natural disasters, and (ii) approximately 69% of our CCRC portfolio (based on gross asset value as of December 31, 2022) was concentrated in Florida, which is known to be subject to hurricanes. While we maintain insurance coverage for earthquakes, fires, hurricanes, windstorms, floods, and other natural disasters and physical climate risks, we may be unable to purchase the limits and terms we desire on a commercially reasonable basis. We maintain earthquake insurance for our properties that are located in the vicinity of active earthquake zones in amounts and with deductibles we believe are commercially reasonable. Because of our significant concentration in the seismically active regions of South San Francisco, California, and San Diego, California, an earthquake in these areas could damage a significant portion of our life science portfolio. Similarly, a hurricane in Florida could damage a significant portion of our CCRC portfolio. As a result, aggregate deductible amounts may be material, and our insurance coverage may be materially insufficient to cover our losses. Furthermore, there are certain exposures for which we do not purchase insurance because we do not believe it is economically feasible to do so or there is no viable insurance market.

17

Table of Contents

If one of our properties experiences a loss that is uninsured or that exceeds policy coverage limits, we could lose our investment in the damaged property as well as the anticipated future cash flows from such property. If the damaged property is subject to recourse indebtedness, we could continue to be liable for the indebtedness even if the property is irreparably damaged. In addition, even if damage to our properties is covered by insurance, a disruption of business caused by a casualty event may result in loss of revenues for us. Any business interruption insurance may not fully compensate the lender or us for such loss of revenue. Our insurance coverage does not include damages from business interruptions, loss of revenue or earnings or any related effects caused by pandemics, including the Covid pandemic. Generally, insurance coverage for pandemics has not been readily available and, if and when it does become available, may not be on commercially reasonable terms. Further, even if such coverage is available on commercially reasonable terms, we may be unable to receive insurance proceeds that would compensate us fully for our liabilities, costs, and expenses in the event of a pandemic.

Our CCRC and senior housing operators also face various forms of class-action lawsuits from time to time, such as wage and hour and consumer rights actions, which generally are not covered by insurance. These class actions could result in significant defense costs, as well as settlements or verdicts that materially decrease anticipated revenues from a property and can result in the loss of a portion or all of our invested capital. We may also incur significant out-of-pocket costs associated with legal proceedings or other claims from residents and patients at our properties. Any of the foregoing risks could have a material adverse effect on our business, results of operations, and financial condition.

Our use of joint ventures may limit our returns on and our flexibility with jointly owned investments.

From time to time, we develop, acquire, and/or recapitalize properties in joint ventures with other persons or entities when circumstances warrant the use of these structures. Our participation in joint ventures is subject to risks that may not be present with other methods of ownership, including:

•our joint venture partners could have investment and financing goals that are inconsistent with our objectives, including the timing, terms, and strategies for any investments, and what levels of debt to incur or carry;

•because we lack sole decision-making authority, we could experience impasses or disputes relating to certain decisions, including budget approvals, acquisitions, sales of assets, debt financing, execution of lease agreements, and vendor approvals, which could result in delayed decisions and missed opportunities and could require us to expend additional resources on litigation or arbitration to resolve;

•our joint venture partners may have competing interests that create conflicts of interest in our markets;

•our ability to transfer our interest in a joint venture to a third party may be restricted;

•the market for our interest may be limited and/or valued lower than fair market value;

•our joint venture partners may be structured differently than us for tax purposes, and this could create conflicts of interest and risks to our REIT status;

•our joint venture partners might become insolvent, fail to fund their share of required capital contributions or fail to fulfill their obligations as a joint venture partner, which may require us to infuse our own capital into the venture on behalf of the partner despite other competing uses for such capital;

•our joint venture agreements may contain anti-competitive restrictions that impact certain of our non-joint venture assets and require us to manage the non-joint venture assets in a manner we otherwise would not; and

•our joint venture agreements may in certain circumstances grant our partners a right of first refusal to acquire certain of our non-joint venture assets.

In addition, in some instances, our joint venture partner will have the right to cause us to sell our interest, or acquire their interest, at a time when we otherwise would not have initiated such a transaction. Our ability to acquire our partner’s interest will be limited if we lack sufficient capital resources. This could require us to sell our interest in the joint venture when we might otherwise prefer to retain it. Any of the foregoing risks could have a material adverse effect on our business, results of operations, and financial condition.

Rent escalators or contingent rent provisions in our leases could hinder our profitability and growth.

We derive a significant portion of our revenues from leasing properties pursuant to leases that generally provide for fixed rental rates, subject to annual escalations. If inflation exceeds our annual escalations, as it often recently has, our growth and profitability may be limited.

Under certain leases, a portion of the tenant’s rental payment to us is based on the property’s revenues (i.e., contingent rent). If a tenant’s revenue at a rental property with contingent rent declines, our rental revenues would decrease.

18

Table of Contents

Additionally, some of our leases provide that annual rent is modified based on changes in the Consumer Price Index or other thresholds (i.e., contingent rent escalators). If the Consumer Price Index does not increase or other applicable thresholds are not met, rental rates may not increase as anticipated or at all, which could hinder our profitability and growth. Furthermore, if economic conditions result in significant increases in the Consumer Price Index, but the escalations under our leases with contingent rent escalators are capped or the increase in the Consumer Price Index exceeds our tenants’ ability to pay, our growth and profitability also may be limited.

Competition may make it difficult to identify and purchase, or develop, suitable healthcare properties to grow our investment portfolio, to finance acquisitions on favorable terms, or to retain or attract tenants and operators.

We face significant competition from other REITs, investment companies, private equity and hedge fund investors, sovereign funds, healthcare operators, lenders, developers, and other institutional investors, some of whom may have greater resources and lower costs of capital than we do. Increased competition and resulting capitalization rate compression make it more challenging for us to identify and successfully capitalize on opportunities that meet our business goals and could improve the bargaining power of property owners seeking to sell, thereby impeding our investment, acquisition, and development activities. Similarly, our properties face competition for tenants and operators from other properties in the same market, which may affect our ability to attract and retain tenants and operators, or may reduce the rents we are able to charge. The failure to capitalize on our development pipeline, identify, and purchase a sufficient quantity of healthcare properties at favorable prices, finance acquisitions on commercially favorable terms, or attract and retain profitable tenants could have a material adverse effect on our business, results of operations, and financial condition.

We may be unable to successfully foreclose or exercise rights on the collateral securing our real estate-related loans and, even if we are successful in our foreclosure or realization efforts, we may be unable to successfully operate, occupy, or reposition the underlying real estate.

If a borrower defaults under one of our mortgages, we may look to foreclose on the loan or take additional actions, including acquiring title to the collateral via statutory or judicial foreclosure or commencing collection litigation. We may determine that substantial improvements or repairs to the property are necessary in order to maximize the property’s investment potential. In some cases, because our collateral consists of the equity interests in an entity that directly or indirectly owns the applicable real property or interests in other operating properties, we may not have full recourse with respect to assets of that entity, or that entity may have incurred unexpected liabilities, either of which would preclude us from fully recovering our investment. Borrowers may contest enforcement of foreclosure or other remedies, seek bankruptcy protection against our exercise of enforcement or other remedies, and/or bring claims for lender liability in response to actions to enforce mortgage obligations. Because many of the properties securing our mortgage loans are licensed senior housing health care facilities, we would also need to navigate and comply with various healthcare regulatory matters in a variety of states in connection with any foreclosure effort. Foreclosure or collections-related costs, high loan-to-value ratios, healthcare regulatory issues or consents, or declines in the value of the property, may prevent us from realizing an amount equal to our mortgage balance upon foreclosure or conclusion of litigation, and we may be required to record a valuation allowance for such losses. Even if we are able to successfully foreclose on the collateral securing our real estate-related loans, we may acquire properties for which we may be unable to expeditiously secure tenants or operators, if at all, or that are burdened with healthcare regulatory compliance issues that need to be addressed, or we may acquire equity interests that we are unable to immediately resell or otherwise liquidate due to limitations under the securities laws, either of which would adversely affect our ability to fully recover our investment.

We may invest substantial resources and time in transactions that are not consummated.

We regularly review potential transactions in order to maximize stockholder value. Our review process may require significant management attention, and a potential transaction could be abandoned or rejected by us or the other parties involved after we expend significant resources and time.

We may not be able to successfully integrate or operate acquisitions, or may incur unanticipated liabilities.

Successful integration of acquired companies depends primarily on our ability to consolidate operations, systems, procedures, properties, and personnel, and to eliminate redundancies and reduce costs. We may encounter difficulties in these integrations. Potential difficulties associated with acquisitions include: (i) our ability to effectively monitor and manage our expanded portfolio of properties; (ii) the loss of key employees; (iii) the disruption of our ongoing business or that of the acquired entity; (iv) possible inconsistencies in standards, controls, procedures, and policies; and (v) the assumption of unexpected liabilities and claims, including:

•liabilities relating to the cleanup or remediation of undisclosed environmental conditions;

•unasserted claims of vendors, residents, patients, or other persons dealing with the seller;

•liabilities, claims, and litigation, whether or not incurred in the ordinary course of business, relating to periods prior to our acquisition;

19

Table of Contents

•claims for indemnification by general partners, directors, officers, and others indemnified by the seller;

•claims for return of government reimbursement payments; and

•liabilities for taxes relating to periods prior to our acquisition.

In addition, acquired companies and their properties may fail to perform as expected, including with respect to estimated cost savings. Inaccurate assumptions regarding future rental or occupancy rates could result in overly optimistic estimates of future revenues. Similarly, we may underestimate future operating expenses or the costs necessary to bring properties up to standards established for their intended use or for property improvements.

If we have difficulties with any of these areas, or if we later discover additional liabilities or experience unforeseen costs relating to our acquired companies, we may not achieve the anticipated economic benefits from our acquisitions, and this may have a material adverse effect on our business, results of operations, and financial condition.

We may be affected by unfavorable resolution of litigation or disputes and rising liability and insurance costs as a result thereof or other market factors.

Our tenants, operators, property managers, and borrowers are from time to time parties to litigation, including, for example, disputes regarding the quality of care at healthcare properties. The effect of litigation may materially increase the costs incurred by our tenants, operators, property managers, and borrowers, including costs to monitor and report quality of care compliance. In addition, the cost of professional liability, medical malpractice, property, business interruption, and insurance policies can be significant and may increase or not be available at a reasonable cost or at all. Cost increases could cause our tenants and borrowers to be unable to make their lease or mortgage payments or fail to purchase the appropriate liability and malpractice insurance, or cause our borrowers to be unable to meet their obligations to us, potentially decreasing our revenues and increasing our collection and litigation costs. Cost increases could also lead our operators and property managers to increase the fees they charge, which could have a material adverse effect on our business, results of operations, and financial condition.

Furthermore, with respect to our CCRC properties and the properties in our SWF SH JV, all of which are operated in RIDEA structures, we directly bear the costs of any such increases in litigation, monitoring, reporting, and insurance due to our direct exposure to the cash flows of such properties. We are responsible for these claims, litigation, and liabilities, with limited indemnification rights against our operators, which are typically based on the gross negligence or willful misconduct by the operator. Although our leases provide us with certain information rights with respect to our tenants, one or more of our tenants may be or become party to pending litigation or investigation of which we are unaware or in which we do not have a right to participate or evaluate. In such cases, we would be unable to determine the potential impact of such litigation or investigation on our tenants or our business or results. Moreover, negative publicity of any of our operators’, property managers’, or tenants’ litigation, other legal proceedings or investigations may also negatively impact their and our reputation, resulting in lower customer demand and revenues, which could have a material adverse effect on our financial condition, results of operations, and cash flow.

We may also be named as defendants in lawsuits arising out of our alleged actions or the alleged actions of our tenants, operators, or property managers for which such tenants, operators, or property managers may have agreed to indemnify us. Unfavorable resolution of any such litigation or negative publicity as a result of such litigation could have a material adverse effect on our business, results of operations, and financial condition. Regardless of the outcome, litigation or other legal proceedings may result in substantial costs, disruption of our normal business operations, and the diversion of management attention. We may be unable to prevail in, or achieve a favorable settlement of, any pending or future legal action against us.

Even when a tenant or operator is obligated to indemnify us for liability incurred as a result of a lawsuit pursuant to the terms of its agreement with us, the tenant may fail to satisfy those obligations and, in such event, we would have to incur the costs that should have been covered by the tenant, operator, or property manager and to determine whether to expend additional resources to seek the contractually owed indemnity from that tenant, operator, or property manager, including potentially through litigation or arbitration. In some instances, we may decide not to enforce our indemnification rights if we believe that enforcement of such rights would be more detrimental to our business than alternative approaches. Regardless, such an event would divert management attention and may result in a disruption to our normal business operations, any or all of which could have an adverse effect on our business, results of operations, and financial condition.

20

Table of Contents

Environmental compliance costs and liabilities associated with our real estate-related investments may be substantial and may materially impair the value of those investments.

Federal, state and local laws, ordinances, and regulations may require us, as a current or previous owner of real estate, to investigate and clean up certain hazardous or toxic substances released at a property. We may be held liable to a governmental entity or to third parties for injury or property damage and for investigation and cleanup costs incurred in connection with the contamination. The costs of cleanup and remediation could be substantial. In addition, some environmental laws create a lien on the contaminated site in favor of the government for damages and the costs it incurs in connection with the contamination, and/or impose fines and penalties on the property owner with respect to such contamination.

Although we currently carry environmental insurance on our properties in an amount that we believe is commercially reasonable and generally require our tenants and operators to indemnify us for environmental liabilities they cause, such liabilities could exceed the amount of our insurance, the financial ability of the tenant or operator to indemnify us, or the value of the contaminated property. As the owner of a site, we may also be held liable to third parties for damages and injuries resulting from environmental contamination emanating from the site. We may also experience environmental costs and liabilities arising from conditions not known to us or disrupted during development. The cost of defending against these claims, complying with environmental regulatory requirements, conducting remediation of any contaminated property, or paying personal injury or other claims or fines could be substantial and could have a material adverse effect on our business, results of operations, and financial condition. In addition, the presence of contamination or the failure to remediate contamination may materially adversely affect our ability to use, develop, sell, or lease the property or to borrow using the property as collateral.

We may be impacted by epidemics, pandemics, or other infectious diseases, including Covid, and health and safety measures intended to reduce their spread.

Epidemics, pandemics, or other infectious diseases, including the ongoing Covid pandemic and those caused by possible new variants, as well as both future widespread and localized outbreaks of infectious diseases and other health concerns, and the health and safety measures taken to reduce the spread or lessen the impact, could cause a material disruption to our industry or deteriorate the economy as a whole. The impacts of such events could be severe and far-reaching, and may impact our operations in several ways, including: (i) tenants could experience deteriorating financial conditions and be unable or unwilling to pay rent on time and in full; (ii) we may have to restructure tenants' obligations and may not be able to do so on terms that are favorable to us; (iii) inquiries and tours at our properties could decrease; (iv) move-ins and new tenanting efforts, and re-letting efforts could slow or stop altogether; (v) move-outs and potential early termination of leases thereunder could increase; (vi) operating expenses, including the costs of certain essential services or supplies, including payments to third-party contractors, service providers, and employees essential to ensure continuity in our building operations may increase; (vii) procedures normally conducted on our properties may be disrupted, adversely affecting the economic viability of our tenants; and (viii) costs of development, including expenditures for materials utilized in construction and labor essential to complete existing developments in progress, may increase substantially.

The loss or limited availability of our key personnel could disrupt or impair our operations.

We depend on the efforts of our executive officers for the success of our business. Although they are covered by our Executive Severance Plan and Change in Control Plan, which provide many of the benefits typically found in executive employment agreements, none of our executive officers have employment agreements with us. The loss or limited availability of the services of any of our executive officers, or our inability to recruit and retain qualified personnel, could, at least temporarily, disrupt, or impair our operations.

We rely on information technology in our operations, and any material failure, inadequacy, interruption, or security failure of that technology could harm our business.

We rely on information technology networks and systems to process, transmit, and store electronic information, and to manage or support a variety of business processes, including financial transactions and records, and to maintain personal identifying information and tenant and lease data. We utilize software and cloud-based technology from vendors, on whom our systems depend. We rely on commercially available systems, software, tools, and monitoring to provide security for the processing, transmission, and storage of confidential tenant and customer data, including individually identifiable information relating to financial accounts. Although we have taken steps to protect the security of our information systems, with multiple layers of controls around the data maintained in those systems, it is possible that our safety and security measures will not prevent the systems’ improper functioning or damage, or the improper access or disclosure of personally identifiable information such as in the event of cyber-attacks. The risk of security breaches has generally increased as the number, intensity, and sophistication of attacks and intrusions have increased, and we have seen a significant increase in cyber phishing attacks. The risk of security breaches has also increased under our hybrid work model. Furthermore, because our operators also rely on the Internet, information technology networks, systems, and software, some of our data may be vulnerable to cyber-attacks on our operators.

21

Table of Contents

Security breaches of our or our operators’ networks and systems, including those caused by physical or electronic break-ins, computer viruses, malware, worms, attacks by hackers or foreign governments, disruptions from unauthorized access and tampering, including through social engineering such as phishing attacks, coordinated denial-of-service attacks, and similar breaches could result in, among other things: (i) system disruptions; (ii) shutdowns; (iii) unauthorized access to or disclosure of confidential information; (iv) misappropriation of our or our business partners’ proprietary or confidential information; (v) breach of our legal, regulatory, or contractual obligations; (vi) inability to access or rely upon critical business records or systems; or (vii) other delays in our operations. In some cases, it may be difficult to anticipate or immediately detect such incidents and the damage they cause. We may be required to expend significant financial resources to protect against or to remediate such security breaches. In addition, our technology infrastructure and information systems are vulnerable to damage or interruption from natural disasters, power loss, and telecommunications failures. Any failure to maintain proper function, security, and availability of our and our operators’ information systems and the data maintained in those systems could interrupt our operations, damage our reputation, subject us to liability claims or regulatory penalties, harm our business relationships, or increase our security and insurance costs, which could have a material adverse effect on our business, financial condition, and results of operations.

Risks Related to Our Capital Structure and Market Conditions

Increased borrowing costs could materially adversely impact our ability to refinance existing debt, sell properties and conduct acquisition, investment, and development activities, and could cause our stock price to decline.

Increased borrowing costs and attendant negative impacts on our business can reduce the amount investors are willing to pay for our common stock. Because REIT stocks are often perceived as high-yield investments, investors may perceive less relative benefit to owning REIT stocks as borrowing costs increase.

Additionally, we have and may incur additional debt obligations that have variable interest rates and related payments that vary with the movement of certain indices. Recent increases in interest rates have increased interest costs for our variable rate debt and our new debt, and interest rates may continue to rise. These interest rates make the financing of any acquisition and development activity more costly. In addition, increased interest rates could decrease the amount third parties are willing to pay for our properties, thereby limiting our ability to reposition our portfolio promptly in response to changes in economic or other conditions.

Rising borrowing costs could limit our ability to refinance existing debt when it matures, or cause us to pay higher interest rates upon refinancing and increase interest expense on refinanced indebtedness. If our prevailing borrowing costs are higher than the interest rates of our senior notes at their maturity, we will incur additional interest expense upon any replacement debt.

We manage a portion of our exposure to interest rate risk by accessing debt with staggered maturities and through the use of derivative instruments, primarily interest rate cap and swap agreements. These agreements involve risk, including that counterparties may fail to honor their obligations under these arrangements, that these arrangements may not be effective in reducing our exposure to interest rate changes, that the amount of income we earn from hedging transactions may be limited by federal tax provisions governing REITs and that these arrangements may cause us to incur higher debt service costs than would otherwise be the case. Failure to hedge effectively against interest rate risk could adversely affect our results of operations and financial condition.

Cash available for distribution to stockholders may be insufficient to make dividend distributions at expected levels and are made at the discretion of our Board of Directors.

Decreases in cash available for distributions may result in us being unable to make dividend distributions at expected levels. Our failure to make distributions commensurate with market expectations would likely result in a decrease in the market price of our common stock. Further, all distributions are made at the discretion of our Board of Directors in accordance with Maryland law and depend on: (i) our earnings; (ii) our financial condition; (iii) debt and equity capital available to us; (iv) our expectations for future capital requirements and operating performance; (v) restrictive covenants in our financial or other contractual arrangements, including those in our credit facility agreement; (vi) maintenance of our REIT qualification; and (vii) other factors as our Board of Directors may deem relevant from time to time.

If access to external capital is unavailable on acceptable terms or at all, it could have a material adverse effect on our ability to meet commitments as they become due or make investments necessary to grow our business.

We periodically rely on external sources of capital (including debt and equity financing) to fulfill our capital requirements. The availability of external capital sources depends upon several factors, some of which we have little or no control over, including:

•general availability of capital, including less favorable terms, rising interest rates, and increased borrowing costs;

•the market price of the shares of our equity securities and the credit ratings of our debt and any preferred securities we may issue;

22

Table of Contents

•the market’s perception of our growth potential and our current and potential future earnings and cash distributions;

•our degree of financial leverage and operational flexibility;

•the financial integrity of our lenders, which might impair their ability to meet their commitments to us or their willingness to make additional loans to us, and our inability to replace the financing commitment of any such lender on favorable terms, or at all;

•the stability of the market value of our properties;

•the financial performance and general market perception of our tenants and operators;

•changes in the credit ratings on U.S. government debt securities or default or delay in payment by the United States of its obligations;

•issues facing the healthcare industry, including healthcare reform and changes in government reimbursement policies; and

•the performance of the national and global economies generally, including any economic downturn and volatility in the financial markets.

If access to capital is unavailable on acceptable terms or at all, it could have a material adverse impact on our ability to fund operations, repay or refinance our debt obligations, fund dividend payments, acquire properties, and make the investments in development and redevelopment activities, as well as capital expenditures, needed to grow our business.

Our level of indebtedness may increase and materially adversely affect our future operations.

Our outstanding indebtedness as of December 31, 2022 was approximately $6.5 billion. We may incur additional indebtedness, which may be substantial. Any significant additional indebtedness would likely negatively affect the credit ratings of our debt and require us to dedicate a substantial portion of our cash flow to interest and principal payments. Greater demands on our cash resources may reduce funds available to us to pay dividends, conduct development activities, make capital expenditures and acquisitions, or carry out other aspects of our business strategy. Increased indebtedness can also make us more vulnerable to general adverse economic and industry conditions and create competitive disadvantages for us compared to other companies with comparatively lower debt levels. Increased future debt service obligations may limit our operational flexibility, including our ability to finance or refinance our properties, contribute properties to joint ventures, or sell properties as needed.

Covenants in our debt instruments limit our operational flexibility, and breaches of these covenants could result in adverse actions by our creditors.

The terms of our current secured and unsecured debt instruments require us to comply with a number of customary financial and other covenants, such as maintaining leverage ratios, minimum tangible net worth requirements, REIT status, and certain levels of debt service coverage. Our ability to incur additional debt and to conduct business in general is subject to compliance with these covenants, which limits our operational flexibility. For example, mortgages on our properties contain customary covenants such as those that limit or restrict our ability, without the consent of the lender, to further encumber or sell the applicable properties, or to replace the applicable tenant or operator. Breaches of certain covenants may result in defaults under the mortgages on our properties and cross-defaults under certain of our other indebtedness, even if we satisfy our payment obligations to the respective obligee. Covenants that limit our operational flexibility, as well as defaults resulting from the breach of any of these covenants, could have a material adverse effect on our business, results of operations, and financial condition.

Volatility, disruption, or uncertainty in the financial markets may impair our ability to raise capital, obtain new financing or refinance existing obligations, and fund real estate and development activities.

Increased or prolonged market disruption, volatility, or uncertainty could have a material adverse effect on our ability to raise capital, obtain new financing or refinance our existing obligations as they mature, and fund real estate and development activities. Our lenders and other financial institutions could also require us to agree to more restrictive covenants, grant liens on our assets as collateral and/or accept other terms that are not commercially beneficial to us in order to obtain financing. One or more of our lenders under our credit facility could refuse or fail to fund their financing commitment to us as a result of lender liquidity and/or viability challenges, which financing commitments we may not be able to replace on favorable terms, or at all. Market volatility could also lead to significant uncertainty in the valuation of our investments and those of our joint ventures, which may result in a substantial decrease in the value of our properties and those of our joint ventures. As a result, we may be unable to recover the carrying amount of such investments and the associated goodwill, if any, which may require us to recognize impairment charges in earnings.

23

Table of Contents

Adverse changes in our credit ratings could impair our ability to obtain additional debt and equity financing on favorable terms.

Our credit ratings affect the amount and type of capital, as well as the terms of any financing we may obtain. The credit ratings of our senior unsecured debt are based on, among other things, our operating performance, liquidity and leverage ratios, overall financial position, level of indebtedness, and pending or future changes in the regulatory framework applicable to our operators and our industry. If we are unable to maintain our current credit ratings, we would likely incur higher borrowing costs, which would make it more difficult or expensive to obtain additional financing or refinance existing obligations and commitments. An adverse change in our outlook may ultimately lead to a downgrade in our credit ratings, which would trigger additional borrowing costs or other potentially negative consequences under our current credit facilities and debt instruments. Also, if our credit ratings are downgraded, or general market conditions were to ascribe higher risk to our ratings, our industry, or us, our access to capital and the cost of any future debt financing will be further negatively impacted. In addition, the terms of future debt agreements could include more restrictive covenants, or require incremental collateral, which may further restrict our business operations or be unavailable due to our covenant restrictions then in effect. There is no guarantee that debt or equity financings will be available in the future to fund future acquisitions or general operating expenses, or that such financing will be available on terms consistent with our historical agreements or expectations.

Risks Related to the Regulatory Environment

Tenants, operators, and borrowers that fail to comply with federal, state, local, and international laws and regulations, including resident health and safety requirements, as well as licensure, certification and inspection requirements, may cease to operate or be unable to meet their financial and other contractual obligations to us.

Our tenants, operators, and borrowers across our segments are subject to or impacted by extensive, frequently changing federal, state, and local laws and regulations. See “Item 1, Business—Government Regulation, Licensing, and Enforcement—Healthcare Licensure and Certificate of Need” for a discussion of certain of these laws and regulations. Unannounced surveys, inspections, or audits occur frequently, including following a regulator’s receipt of a complaint about a facility, and these surveys, inspections, and audits can result in deficiencies and further adverse action. Our tenants’, operators’, or borrowers’ failure to comply with any of the laws, regulations, or requirements applicable to them could result in: (i) loss of accreditation; (ii) denial of reimbursement; (iii) imposition of fines; (iv) suspension or decertification from government healthcare programs; (v) civil liability; and (vi) in certain instances, suspension or denial of admissions, criminal penalties, loss of license, or closure of the property and/or the incurrence of considerable costs arising from an investigation or regulatory action, which may have an adverse effect on properties that we own and lease to a third party tenant in our Life Science and MOB segments, that we own and operate through a RIDEA structure in our CCRC segment or our SWF SH JV, or on which we hold a mortgage, and therefore may materially adversely impact us.

Furthermore, we are required under RIDEA to rely on our operators to oversee and direct these aspects of the properties’ operations to ensure compliance with applicable laws and regulations. If one or more of our healthcare properties fails to comply with applicable laws and regulations, our TRS would be responsible (except in limited circumstances, such as the gross negligence or willful misconduct of our operators, where we would have a contractual claim against them), which could subject our TRS to penalties including loss or suspension of licenses, certification or accreditation, exclusion from government healthcare programs (i.e., Medicare, Medicaid), administrative sanctions, and civil monetary penalties. Some states also reserve the right to sanction affiliates of a licensee when they take administrative action against the licensee, and require a licensee to report all healthcare-related administrative actions that have been brought against any of the licensee’s affiliates, even in other states. Additionally, when we receive individually identifiable health information relating to residents of our healthcare properties, we are subject to federal and state data privacy and security laws and rules, and could be subject to liability in the event of an audit, complaint, cybersecurity attack, or data breach. Furthermore, our TRS has exposure to professional liability claims that could arise out of resident claims, such as quality of care, and the associated litigation costs.

24

Table of Contents

Required regulatory approvals can delay or prohibit transfers of our senior housing properties.

Transfers of senior housing properties, including in connection with the foreclosure of a real-estate secured loan, to successor owners or operators are typically subject to regulatory approvals or ratifications, including change of ownership approvals for licensure and Medicare / Medicaid (if applicable) that are not required for transfers of other types of commercial operations and other types of real estate. The sale of, or replacement of any operator at, our senior housing facilities, or the foreclosure of a loan secured by senior housing real estate, could be delayed by the regulatory approval process of any federal, state, or local government agency necessary for the transfer of the property or the replacement of the operator licensed to manage the property, during which time the property may experience performance declines. We may also elect to use an interim licensing structure to facilitate such transfers, which structure expedites the transfer by allowing a third party to operate under our license until the required regulatory approvals are obtained, but could subject us to fines or penalties if the third party fails to comply with applicable laws and regulations and fails to indemnify us for such fines or penalties pursuant to the terms of its agreement with us.

Compliance with the Americans with Disabilities Act and fire, safety, and other regulations may require us to make expenditures that adversely affect our cash flows.

Our properties must comply with applicable ADA and any similar state and local laws. These laws may require removal of barriers to access by persons with disabilities in public areas of our properties. Noncompliance could result in the incurrence of additional costs associated with bringing the properties into compliance, the imposition of fines or an award of damages to private litigants in individual lawsuits or as part of a class action. We could be required to expend funds to comply with the provisions of the ADA and similar state and local laws on behalf of tenants, which could adversely affect our results of operations and financial condition.

In addition, we are required to operate our properties in compliance with fire and safety regulations, building codes, and other land use regulations. New and revised regulations and codes may be adopted by governmental agencies and bodies and become applicable to our properties. For example, new safety laws for senior housing properties were adopted following the particularly damaging 2018 hurricane season. Compliance could require substantial capital expenditures, both for significant upgrades and for tenant relocations that may be necessary depending on the scope and duration of upgrades, and may restrict our ability to renovate our properties. These expenditures and restrictions could have a material adverse effect on our financial condition and cash flows.

Laws or regulations prohibiting eviction of our tenants, even on a temporary basis, could have a material adverse effect on our revenues if our tenants fail to make their contractual rent payments to us.

Various federal, state, and local governments have enacted, and may continue to enact, laws, regulations, and moratoriums or take other actions that could limit our ability to evict tenants until such laws, regulations, or moratoriums are reversed or lifted. In particular, several state and local governments implemented eviction moratoriums as a result of the Covid pandemic that applied to both residential and commercial tenants. Although these moratoriums have generally terminated or expired, federal, state, and local governments could enact moratoriums under similar circumstances in the future. While we generally have arrangements and other agreements that give us the right under specified circumstances to terminate a lease or evict a tenant for nonpayment of contractual rent, such laws, regulations and moratoriums may restrict our ability to begin eviction proceedings even where no rent or only partial rent is being paid. Further, under current laws and regulations, eviction proceedings for delinquent tenants are already costly and time-consuming, and, if there are existing backlogs or backlogs develop in courts due to higher than normal eviction proceedings, we may incur significant costs and it may take a significant amount of time to ultimately evict any tenant who is not meeting their contractual rent obligations. If we are restricted, delayed, or prohibited from evicting tenants for failing to make contractual rent payments, it may have a material adverse effect on our business, results of operations, and financial condition.

The requirements of, or changes to, governmental reimbursement programs such as Medicare or Medicaid may adversely affect our tenants’, operators’, and borrowers’ ability to meet their financial and other contractual obligations to us.

Certain of our tenants, operators, and borrowers, as well as our owned assets in the CCRC segment and SWF SH JV, are affected, directly or indirectly, by a complex set of federal, state, and local laws and regulations pertaining to governmental reimbursement programs, including the CARES Act and other similar relief legislation enacted as a result of the Covid pandemic. These laws and regulations are subject to frequent and substantial changes that are sometimes applied retroactively. See “Item 1, Business—Government Regulation, Licensing, and Enforcement.” For example, to the extent that our tenants, operators, or borrowers, or assets owned in our CCRC segment or through the SFW SH JV, receive a significant portion of their revenues from governmental payors, primarily Medicare and Medicaid, they are generally subject to, among other things:

•statutory and regulatory changes;

•retroactive rate adjustments and recoupment efforts;

25

Table of Contents

•recovery of program overpayments or set-offs;

•federal, state, and local litigation and enforcement actions, including those relating to Covid and the failure to satisfy the terms and conditions of financial relief;

•administrative proceedings;

•policy interpretations;

•payment or other delays by fiscal intermediaries or carriers;

•government funding restrictions (at a program level or with respect to specific properties);

•reduced reimbursement rates under managed care contracts;

•changes in reimbursement rates, methods, or timing under governmental reimbursement programs;

•interruption or delays in payments due to any ongoing governmental investigations and audits at such properties; and

•reputational harm of publicly disclosed enforcement actions, audits, or investigations related to billing and reimbursements.

The failure to comply with the extensive laws, regulations and other requirements applicable to their business and the operation of our properties could result in, among other challenges: (i) becoming ineligible to receive reimbursement from governmental reimbursement programs or being compelled to repay amounts received, including under the CARES Act; (ii) becoming subject to prepayment reviews or claims for overpayments; (iii) bans on admissions of new patients or residents; (iv) civil or criminal penalties; and (v) significant operational changes, including requirements to increase staffing or the scope of care given to residents. These laws and regulations are enforced by a variety of federal, state, and local agencies and can also be enforced by private litigants through, among other things, federal and state false claims acts, which allow private litigants to bring qui tam or “whistleblower” actions.

We are unable to predict future changes to or interpretations of federal, state, and local statutes and regulations, including the Medicare and Medicaid statutes and regulations, or the intensity of enforcement efforts with respect to such statutes and regulations. Any changes in the regulatory framework or the intensity or extent of governmental or private enforcement actions could have a material adverse effect on our tenants, operators, borrowers, and/or assets.

Sometimes, governmental payors freeze or reduce payments to healthcare providers, or provide annual reimbursement rate increases that are smaller than expected, due to budgetary and other pressures. In addition, the federal government periodically makes changes in the statutes and regulations relating to Medicare and Medicaid reimbursement that may impact state reimbursement programs, particularly Medicaid reimbursement and managed care payments. We cannot make any assessment as to the ultimate timing or the effect that any future changes may have on our tenants’, operators’, and borrowers’ costs of doing business, or the cost of doing business for or the assets owned in our CCRC segment or through the SFW SH JV, and on the amount of reimbursement by government and other third-party payors. The failure of any of our tenants, operators, or borrowers to comply with these laws and regulations, and significant limits on the scope of services reimbursed, reductions in reimbursement rates and fees, or increases in provider or similar types of taxes, could materially adversely affect their ability to meet their financial and contractual obligations to us.

Furthermore, executive orders and legislation may amend the Patient Protection and Affordable Care Act, along with the Health Care and Education Reconciliation Act of 2010 (collectively, the “Affordable Care Act”) and related regulations in whole or in part. We also anticipate that Congress, state legislatures, and third-party payors may continue to review and assess alternative healthcare delivery and payment systems and may propose and adopt legislation or policy changes or implementations effecting additional fundamental changes in the healthcare system. For example, the Department of Health and Human Services has focused on tying Medicare payments to quality or value through alternative payment models, which generally aim to make providers attentive to the total costs of treatments. Medicare no longer reimburses hospitals for care related to certain preventable adverse events and imposes payment reductions on hospitals for preventable readmissions. These punitive approaches could be expanded to additional types of providers in the future. Additionally, the patient driven payment model utilized by the Centers for Medicare and Medicaid Services to calculate reimbursement rates for patients in skilled nursing properties (which is among the unit types in our CCRCs) could result in decreases in payments to our operators and tenants or increase our operators’ and tenants’ costs. If any such changes significantly and adversely affect our tenants’ or borrowers’ profitability, they could in turn negatively affect our tenants’ or borrowers’ ability and willingness to comply with the terms of their leases and/or loan documents with us and/or renew their leases with us upon expiration or repay their loans upon maturity, which could impact our business, prospects, financial condition, or results of operations.

26

Table of Contents

We could be negatively impacted by legislation to address federal government operations and administrative decisions affecting the Centers for Medicare and Medicaid Services.

Congressional consideration of legislation pertaining to the federal debt ceiling, the Affordable Care Act, tax reform, and entitlement programs, including reimbursement rates for physicians, could have a material adverse effect on our tenants’, operators’, and borrowers’ liquidity, financial condition, or results of operations. In particular, reduced funding for entitlement programs such as Medicare and Medicaid would result in increased costs and fees for programs such as Medicare Advantage Plans and additional reductions in reimbursements to providers. Amendments to the Affordable Care Act in whole or in part and decisions by the Centers for Medicare and Medicaid Services could impact the delivery of services and benefits under Medicare, Medicaid, or Medicare Advantage Plans and could affect our tenants and operators and the manner in which they are reimbursed by such programs. Any shutdown of the federal government that delays or disrupts payments or any other material adverse effect on payments to our tenants, operators, or borrowers could adversely affect their ability to satisfy their obligations to us and could have a material adverse effect on us.

Our participation in the CARES Act Provider Relief Fund and other Covid-related stimulus and relief programs could subject us to disruptive government and financial audits and investigations, regulatory enforcement actions, civil litigation, and other claims, penalties, and liabilities.

Under the CARES Act and subsequent relief legislation, Congress has allocated more than $178 billion to eligible hospitals, physicians, and other health care providers through the Public Health and Social Services Emergency Fund (the “Provider Relief Fund” or “PRF”). The U.S. Department of Health and Human Services (“HHS”) has distributed PRF awards through various general and targeted distributions, including certain distributions that were paid automatically to providers, and others that required providers to submit requested data or applications. We and our senior housing operators (including operators of senior housing facilities that we have subsequently disposed of) have received relief funds through several distributions, both via automatic payments and also as a result of applications or other filings we submitted for PRF funds.

PRF funds are intended to reimburse eligible providers for unreimbursed health care-related expenses and lost revenues attributable to Covid and must be used only to prevent, prepare for, or respond to Covid. PRF funds received under certain targeted distributions, including the Nursing Home Infection Control Distribution, are further limited to specific uses. Additionally, the PRF program imposes certain distribution-specific eligibility criteria and requires recipients to comply with various terms and conditions. HHS has stated that compliance with PRF program terms and conditions is material to HHS’s decision to disburse PRF payments to recipients. PRF program terms and conditions include limitations and requirements governing use of PRF funds, implementation of controls, retention of records relating to PRF funds, audit and reporting to governmental authorities, and other PRF program requirements. HHS interpretation of these terms and requirements regarding eligibility, use of funds, audit, and reporting continues to evolve and there is a high degree of uncertainty surrounding interpretation and implementation, particularly among more complex corporate, transactional, and contractual relationships, including RIDEA structures and for organizations with multiple recipient subsidiaries. Accordingly, PRF guidance or HHS interpretations could change in ways that adversely impact the PRF funding we receive, our ability to retain PRF funding, or our eligibility to participate in the PRF program.

Changing PRF program requirements could reduce the amount of PRF funds we receive or are permitted to retain and could render us or our operators ineligible for future or previously received PRF funds. PRF reporting obligations and monitoring and compliance efforts could impose substantial costs, become overly burdensome, and require significant attention from leadership, disrupting our business and impeding our operations. Further, our current and former operators may not consistently use, account for, or document PRF and other relief funds, which may adversely impact availability of data and consistency in our reporting, including among current and former operators and across reporting periods. Ultimately, as PRF program requirements and interpretations continue to evolve, we may determine that we are unable to comply with certain terms and conditions, or that we are no longer eligible for some or all of the PRF payments we or our operators previously received. If we are unable to fully comply with applicable PRF terms and conditions, we may be required to return some or all PRF funds received and may be subject to further enforcement action.

Due to our and our operators’ participation in the PRF program, we may be subject to government and other audits and investigations related to our receipt and use of PRF funds. These audits and investigations also may impose substantial costs and disruptions. If the government determines that we failed to comply with PRF terms and conditions, related interpretative guidance, or applicable federal award requirements, or that our PRF applications and submissions were defective, PRF funds that we or our operators have received may be subject to recoupment and further enforcement actions could result. This could occur even if our interpretation of PRF program requirements was reasonable under the present or then-existing PRF guidance and HHS interpretations. Government audits and investigations also could result in other regulatory penalties or enforcement actions, including actions under the False Claims Act (“FCA”), which prohibits false claims for payments to, or improper retention of overpayments from, the government. FCA litigation could be asserted directly by the federal government, or on its behalf by private litigants as “whistleblowers.” Even if not meritorious, FCA litigation could impose significant costs and result in reputational damage and a disruption of our business.

27

Table of Contents

Risks Related to Tax, Including REIT-Related Risks, and Our Jurisdiction of Incorporation

Loss of our tax status as a REIT would substantially reduce our available funds and would have materially adverse consequences for us and the value of our common stock.

Qualification as a REIT involves the application of numerous highly technical and complex provisions of the Internal Revenue Code of 1986, as amended (the “Code”), for which there are limited judicial and administrative interpretations, as well as the determination of various factual matters and circumstances not entirely within our control. We intend to continue to operate in a manner that enables us to qualify as a REIT. However, our qualification and taxation as a REIT depend upon our ability to meet, through actual annual operating results, asset diversification, distribution levels, and diversity of stock ownership, the various qualification tests imposed under the Code.

For example, to qualify as a REIT, at least 95% of our gross income in any year must be derived from qualifying sources, and we must make distributions to our stockholders aggregating annually to at least 90% of our REIT taxable income, excluding net capital gains. Rents we receive from a TRS in a RIDEA structure are treated as qualifying rents from real property for REIT tax purposes only if (i) they are paid pursuant to a lease of a “qualified healthcare property,” and (ii) the operator qualifies as an “eligible independent contractor,” as defined in the Code. If either of these requirements is not satisfied, then the rents will not be qualifying rents and we may not satisfy the REIT gross income requirement. Furthermore, new legislation, regulations, administrative interpretations, or court decisions could change the tax laws or interpretations of the tax laws regarding qualification as a REIT, or the federal income tax consequences of that qualification, in a manner that is materially adverse to our stockholders. Accordingly, we cannot assure you that we have operated or will continue to operate in a manner so as to qualify or remain qualified as a REIT.

If we lose our REIT status, we will face serious tax consequences that will substantially reduce the funds available to make payments of principal and interest on the debt securities we issue and to make distributions to stockholders. If we fail to qualify as a REIT:

•we will not be allowed a deduction for distributions to stockholders in computing our taxable income;

•we will be subject to corporate-level income tax on our taxable income at regular corporate rates;

•we will be subject to increased state and local income taxes; and

•unless we are entitled to relief under relevant statutory provisions, we will be disqualified from taxation as a REIT for the four taxable years following the year during which we fail to qualify as a REIT.

As a result of all these factors, our failure to qualify as a REIT could also impair our ability to expand our business and raise capital and could materially adversely affect the value of our common stock.

Further changes to U.S. federal income tax laws could materially and adversely affect us and our stockholders.

The present federal income tax treatment of REITs and various transactional structures that we utilize may be modified, possibly with retroactive effect, by legislative, judicial, or administrative action at any time, which could affect the federal income tax treatment of an investment in us. The federal income tax rules dealing with U.S. federal income taxation and REITs are constantly under review by persons involved in the legislative process, the U.S. Internal Revenue Service (the “IRS”) and the U.S. Treasury Department, which results in statutory changes as well as frequent revisions to regulations and interpretations. We cannot predict how changes in the tax laws might affect our investors or us. Revisions in federal tax laws and interpretations thereof could significantly and negatively affect our ability to qualify as a REIT, as well as the tax considerations relevant to an investment in us, or could cause us to change our investments and commitments.

Potential deferred and contingent tax liabilities from corporate acquisitions could limit or delay future property sales.

If, during the five-year period beginning on the date we acquire certain companies, we recognize a gain on the disposition of any property acquired, then, to the extent of the excess of (i) the fair market value of such property as of the acquisition date, over (ii) our adjusted income tax basis in such property as of that date, we will be required to pay a corporate-level federal income tax on this gain at the highest regular corporate rate. These potential tax effects could limit or delay future property sales. In addition, the IRS may assert liabilities against us for income taxes of certain entities we acquire for taxable years prior to the time that we acquire such entities, in which case we will owe these taxes plus interest and penalties, if any.

28

Table of Contents

There are uncertainties relating to the calculation of non-REIT tax earnings and profits (“E&P”) in certain acquisitions, which may require us to distribute E&P.

In order to remain qualified as a REIT, we are required to distribute to our stockholders all of the accumulated non-REIT E&P of certain companies that we acquire, prior to the close of the first taxable year in which the acquisition occurs. Failure to make such E&P distributions could result in our disqualification as a REIT. The determination of the amount to be distributed in such E&P distributions is a complex factual and legal determination. We may have less than complete information at the time we undertake our analysis, or we may interpret the applicable law differently from the IRS. We currently believe that we have satisfied the requirements relating to such E&P distributions. There are, however, substantial uncertainties relating to the determination of E&P, including the possibility that the IRS could successfully assert that the taxable income of the companies acquired should be increased, which could increase our non-REIT E&P. Thus, we might fail to satisfy the requirement that we distribute all of our non-REIT E&P by the close of the first taxable year in which the acquisition occurs. Although there are procedures available to cure a failure to distribute all of our E&P, we cannot now determine whether we will be able to take advantage of these procedures or the economic impact on us of doing so.

Our charter contains ownership limits with respect to our common stock and other classes of capital stock.

Our charter contains restrictions on the ownership and transfer of our common stock and preferred stock that are intended to assist us in preserving our qualification as a REIT. Under our charter, subject to certain exceptions, no person or entity may own, actually or constructively, more than 9.8% (by value or by number of shares, whichever is more restrictive) of the outstanding shares of our common stock or any class or series of our preferred stock.

Additionally, our charter has a 9.9% ownership limitation on the direct or indirect ownership of our voting shares, which may include common stock or other classes of capital stock. Our Board of Directors, in its sole discretion, may exempt a proposed transferee from either ownership limit. The ownership limits may delay, defer or prevent a transaction or a change of control that might involve a premium price for our common stock or might otherwise be in the best interests of our stockholders.

We are subject to certain provisions of Maryland law and our charter relating to business combinations that may prevent a transaction that may otherwise be in the interest of our stockholders.

We are subject to the Maryland Business Combination Act (the “MBCA”) which provides that unless exempted, a Maryland corporation may not engage in certain business combinations with an “interested stockholder” or an affiliate of an interested stockholder for five years after the most recent date on which the interested stockholder became an interested stockholder, and thereafter unless specified criteria are met. In addition to the restrictions on business combinations contained in the MBCA, our charter also requires that, except in certain circumstances, “business combinations” with a “related person” must be approved by the affirmative vote of the holders of at least 90% of our outstanding voting stock. These restrictions on business combinations may delay, defer, or prevent a change of control or other transaction even if such transaction involves a premium price for our common stock or our stockholders believe that such transaction is otherwise in their best interests.

ITEM 1B.    Unresolved Staff Comments

None.

ITEM 2.    Properties

We are organized to invest in income-producing healthcare-related facilities. In evaluating potential investments, we consider a multitude of factors, including:

•location, construction quality, age, condition, and design of the property;

•geographic area, proximity to other healthcare facilities, type of property, and demographic profile, including new competitive supply;

•whether the expected risk-adjusted return exceeds the incremental cost of capital;

•whether the rent or operating income provides a competitive market return to our investors;

•duration, rental rates, tenant and operator quality, and other attributes of in-place leases, including master lease structures and coverage;

•current and anticipated cash flow and its adequacy to meet our operational needs;

•availability of security such as letters of credit, security deposits, and guarantees;

•potential for capital appreciation;

•expertise and reputation of the tenant or operator;

29

Table of Contents

•occupancy and demand for similar healthcare facilities in the same or nearby communities;

•availability of qualified operators or property managers and whether we can manage the property;

•potential for environmentally sustainable and/or resilient features of the property;

•potential alternative uses of the facilities;

•the regulatory and reimbursement environment in which the properties operate;

•tax laws related to REITs;

•prospects for liquidity through financing or refinancing; and

•our access to and cost of capital.

Properties

The following table summarizes our consolidated property and direct financing lease (“DFL”) investments, excluding investments classified as discontinued operations, as of and for the year ended December 31, 2022 (square feet and dollars in thousands):

Facility Location	Number of Facilities	Capacity(1)	Gross Asset Value(2)		Real Estate Revenues(3)		Operating Expenses
Life science:		(Sq. Ft.)
California	116	7,829	$	5,687,333	$	596,288	$	(144,384)
Massachusetts	19	2,613	2,750,357		204,828		(61,506)
Other (2 States)	6	240	54,236		16,457		(3,253)
Total life science	141	10,682	$	8,491,926	$	817,573	$	(209,143)
Medical office:		(Sq. Ft.)
Texas	73	7,601	$	1,514,204	$	212,591	$	(72,310)
Pennsylvania	4	1,270	364,825		33,764		(14,913)
California	15	861	352,279		39,458		(18,036)
South Carolina	18	1,105	344,915		27,124		(5,188)
Colorado	18	1,311	344,223		43,220		(16,631)
Florida	26	1,553	316,166		42,949		(15,892)
Other (29 States)(4)	140	10,006	2,546,560		326,264		(110,339)
Total medical office	294	23,707	$	5,783,172	$	725,370	$	(253,309)
CCRC:		(Units)
Florida	9	4,881	$	1,330,325	$	332,601	$	(272,629)
Other (5 States)	6	2,302	606,198		169,099		(127,910)
Total CCRC	15	7,183	$	1,936,523	$	501,700	$	(400,539)
Total properties	450		$	16,211,621	$	2,044,643	$	(862,991)

_______________________________________

(1)Excludes capacity associated with developments.

(2)Represents gross real estate which includes the carrying amount of real estate after adding back accumulated depreciation and amortization. Excludes gross real estate related to life science assets held for sale of $68 million.

(3)Represents the combined amount of rental and related revenues, resident fees and services, income from DFLs, and government grant income.

(4)Real estate revenues includes income from DFLs for one leased property classified as a DFL which was sold during the first quarter of 2022.

30

Table of Contents

Occupancy and Annual Rent Trends

The following table summarizes occupancy and average annual rent trends for our consolidated property and DFL investments for the years ended December 31 (average occupied square feet in thousands):

	2022			2021			2020
Life science:
Average occupancy percentage	98		%	97		%	96		%
Average annual rent per square foot(1)	$	71		$	66		$	63
Average occupied square feet	10,610			10,143			8,714
Medical office:
Average occupancy percentage	90		%	90		%	91		%
Average annual rent per square foot(1)	$	33		$	31		$	30
Average occupied square feet	21,472			21,046			20,225
CCRC:
Average occupancy percentage	82		%	79		%	81		%
Average annual rent per occupied unit(1)	$	84,664		$	80,391		$	80,772
Average occupied units	5,926			5,881			5,605

_______________________________________

(1)Average annual rent is presented as a ratio of revenues comprised of rental and related revenues, resident fees and services, income from DFLs, and government grant income divided by the average occupied square feet or average occupied units of the facilities and annualized for acquisitions for the year in which they occurred. Average annual rent excludes termination fees and non-cash revenue adjustments (i.e., straight-line rents, amortization of market lease intangibles, DFL non-cash interest, and the impact of deferred community fee income).

Tenant Lease Expirations

The following table shows tenant lease expirations for the next 10 years and thereafter at our consolidated properties, assuming that none of the tenants exercise any of their renewal or purchase options, and excludes properties in our CCRC segment and assets held for sale as of December 31, 2022 (dollars and square feet in thousands):

	Expiration Year
Segment	Total		2023(1)		2024		2025		2026		2027		2028		2029		2030		2031		2032		Thereafter
Life science:
Square feet	10,391		426		434		1,185		595		1,502		689		851		1,210		1,434		716		1,349
Base rent(2)	$	577,446	$	27,000	$	29,065	$	52,416	$	25,919	$	71,660	$	36,699	$	52,804	$	80,566	$	77,799	$	46,268	$	77,250
% of segment base rent	100		5		5		9		5		12		6		9		14		14		8		13
Medical office:
Square feet	21,486		2,517		2,383		4,646		1,791		1,809		1,920		1,285		1,150		1,576		1,348		1,061
Base rent(2)	$	528,467	$	68,969	$	69,119	$	93,238	$	48,715	$	47,585	$	38,533	$	33,233	$	30,386	$	37,707	$	27,075	$	33,907
% of segment base rent	100		13		13		18		9		9		7		6		6		7		5		7
Total:
Base rent(2)	$	1,105,913	$	95,969	$	98,184	$	145,654	$	74,634	$	119,245	$	75,232	$	86,037	$	110,952	$	115,506	$	73,343	$	111,157
% of total base rent	100		9		9		13		7		11		7		8		10		10		6		10

_______________________________________

(1)Includes month-to-month leases.

(2)The most recent month’s (or subsequent month’s, if acquired in the most recent month) base rent, including additional rent floors, annualized for 12 months. Base rent does not include tenant recoveries, additional rents in excess of floors, and non-cash revenue adjustments (i.e., straight-line rents, amortization of market lease intangibles, and deferred revenues).

31

Table of Contents

ITEM 3.    Legal Proceedings

See the “Legal Proceedings” section of Note 12 to the Consolidated Financial Statements for information regarding legal proceedings, which information is incorporated by reference in this Item 3.

ITEM 4.    Mine Safety Disclosures

None.

32

Table of Contents

PART II

ITEM 5.    Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Our common stock is listed on the New York Stock Exchange under the symbol “PEAK.”

At January 27, 2023, we had 7,206 stockholders of record, and there were 270,018 beneficial holders of our common stock.

Dividends (Distributions)

It has been our policy to declare quarterly dividends to common stockholders so as to comply with applicable provisions of the Code governing REITs. All distributions are made at the discretion of our Board of Directors in accordance with Maryland law. Distributions with respect to our common stock can be characterized for federal income tax purposes as ordinary dividends, capital gains, nondividend distributions, or a combination thereof. The following table shows the characterization of our annual common stock distributions per share:

	Year Ended December 31,
	2022		2021		2020
Ordinary dividends(1)	$	0.872948	$	0.152336	$	0.713864
Capital gains(2)(3)	0.183208		0.379960		0.529796
Nondividend distributions	0.143844		0.667704		0.236340
	$	1.200000	$	1.200000	$	1.480000

______________________________________

(1)For the year ended December 31, 2022, all $0.872948 of ordinary dividends qualified as business income for purposes of Code Section 199A. For the year ended December 31, 2021, the amount includes $0.137064 of ordinary dividends qualified as business income for purposes of Code Section 199A and $0.015272 of qualified dividend income for purposes of Code Section 1(h)(11). For the year ended December 31, 2020, all $0.713864 of ordinary dividends qualified as business income for purposes of Code Section 199A.

(2)For the years ended December 31, 2022, 2021, and 2020, the amount includes $0.017760, $0.379960, and $0.221420, respectively, of Unrecaptured Section 1250 gain. Pursuant to Treasury Regulation Section 1.1061-6(c), we are disclosing additional information related to the capital gain dividends for purposes of Section 1061 of the Code. Code Section 1061 is generally applicable to direct and indirect holders of “applicable partnership interests.” For the year ended December 31, 2022, the “One Year Amounts” and “Three Year Amounts” are 89.6708% of the total capital gain distributions and the remaining capital gain distributions are attributable to Code Section 1231 gains, which are not subject to Code Section 1061. For the years ended December 31, 2021 and 2020, the “One Year Amounts” and “Three Year Amounts” are each zero, since all capital gains relate to Code Section 1231 gains.

(3)For the years ended December 31, 2022, 2021, and 2020, 10.3292%, 100%, and 100%, respectively, of the capital gain distributions represent gains from dispositions of U.S. real property interests pursuant to Code Section 897 for foreign shareholders.

On February 1, 2023, we announced that our Board of Directors declared a quarterly common stock cash dividend of $0.30 per share. The common stock dividend will be paid on February 23, 2023 to stockholders of record as of the close of business on February 9, 2023.

33

Table of Contents

Issuer Purchases of Equity Securities

The following table sets forth information with respect to purchases of our common stock made by or on our behalf during the quarter ended December 31, 2022.

Period Covered	Total Number of Shares Purchased(1)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(2)	Maximum Number (or Approximate Dollar Value) of Shares that May Yet be Purchased Under the Plans or Programs(2)
October 1-31, 2022	4,853	$	22.92	—	$	444,018,701
November 1-30, 2022	3,256	24.01		—	444,018,701
December 1-31, 2022	244	25.49		—	444,018,701
	8,353	$	23.42	—	$	444,018,701

_______________________________________

(1)Represents shares of our common stock withheld under our equity incentive plans to offset tax withholding obligations that occur upon vesting of restricted stock units. The value of the shares withheld is based on the closing price of our common stock on the last trading day prior to the date the relevant transaction occurred.

(2)On August 1, 2022, our Board of Directors approved a share repurchase program under which we may acquire shares of our common stock in the open market up to an aggregate purchase price of $500 million (the “Share Repurchase Program”). Purchases of common stock under the Share Repurchase Program may be exercised at our discretion with the timing and number of shares repurchased depending on a variety of factors, including price, corporate and regulatory requirements, and other corporate liquidity requirements and priorities. The Share Repurchase Program expires in August 2024 and may be suspended or terminated at any time without prior notice. In August 2022, we repurchased 2.1 million shares of our common stock at a weighted average price of $27.16 per share. During the fourth quarter of 2022, there were no repurchases; therefore, at December 31, 2022, $444 million of our common stock remained available for repurchase under the Share Repurchase Program. Amounts do not include the shares of our common stock withheld under our equity incentive plans to offset tax withholding obligations as discussed in footnote 1.

34

Table of Contents

Performance Graph

The graph and table below compare the cumulative total return of Healthpeak, the S&P 500 Index, and the Equity REIT Index of Nareit, from January 1, 2018 to December 31, 2022. Total cumulative return is based on a $100 investment in Healthpeak common stock and in each of the indices at the close of trading on December 29, 2017 and assumes quarterly reinvestment of dividends before consideration of income taxes. Stockholder returns over the indicated periods should not be considered indicative of future stock prices or stockholder returns.

COMPARISON OF FIVE-YEAR CUMULATIVE TOTAL RETURN

AMONG S&P 500, EQUITY REITS AND HEALTHPEAK PROPERTIES, INC.

RATE OF RETURN TREND COMPARISON

JANUARY 1, 2018–DECEMBER 31, 2022

(JANUARY 1, 2018 = $100)

Performance Graph Total Stockholder Return

	December 31,
	2018		2019		2020		2021		2022
FTSE Nareit Equity REIT Index	$	95.96	$	123.46	$	117.14	$	165.51	$	124.22
S&P 500	95.61		125.70		148.81		191.48		156.77
Healthpeak Properties, Inc.	113.68		146.78		135.52		167.70		121.58

35

Table of Contents

ITEM 6.    [Reserved]

ITEM 7.    Management’s Discussion and Analysis of Financial Condition and Results of Operations

The information set forth in this Item 7 is intended to provide readers with an understanding of our financial condition, changes in financial condition, and results of operations. This section generally discusses the results of our operations for the year ended December 31, 2022 compared to the year ended December 31, 2021. For a discussion of the year ended December 31, 2021 compared to the year ended December 31, 2020, please refer to Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 filed with the SEC on February 9, 2022.

We will discuss and provide our analysis in the following order:

•Market Trends and Uncertainties

•Overview of Transactions

•Dividends

•Results of Operations

•Liquidity and Capital Resources

•Non-GAAP Financial Measures Reconciliations

•Critical Accounting Estimates

•Recent Accounting Pronouncements

Market Trends and Uncertainties

Our operating results have been and will continue to be impacted by global and national economic and market conditions generally and by the local economic conditions where our properties are located, as well as by the Covid pandemic.

Rising interest rates, high inflation, supply chain disruptions, ongoing geopolitical tensions, and increased volatility in public equity and fixed income markets have led to increased costs and limited the availability of capital. To the extent our tenants or operators experience increased costs or financing difficulties due to the foregoing macroeconomic conditions, they may be unable or unwilling to make payments or perform their obligations when due. In addition, increased interest rates could affect our borrowing costs and the fair value of our fixed rate instruments.

We have also been affected by significant inflation in construction costs over the past couple of years, which, together with rising costs of capital, have negatively affected the expected yields on our development and redevelopment projects. In addition, labor shortages and global supply chain disruptions, including procurement delays and long lead times on certain materials, have adversely impacted and could continue to adversely impact the scheduled completion and/or costs of these projects.

Further, the full, long-term economic impact of the Covid pandemic on the operations of our CCRCs and the senior housing facilities owned by our SWF SH JV remains uncertain. Many factors cannot be predicted and will remain unpredictable, including the impact, duration, and severity of new variants and outbreaks. Due to these uncertainties, at this time, we are not able to estimate the full impact of Covid on our consolidated financial position, results of operations, and cash flows in the future.

We continuously monitor the effects of domestic and global events, including but not limited to inflation, labor shortages, supply chain matters, rising interest rates, and other current and expected impacts of the Covid pandemic on our operations and financial position, as well as on the operations and financial position of our tenants, operators, and borrowers, to ensure that we remain responsive and adaptable to the dynamic changes in our operating environment.

See “Item 1A, Risk Factors” in this report for additional discussion of the risks posed by macroeconomic conditions and the Covid pandemic, as well as the uncertainties we and our tenants, operators, and borrowers may face as a result.

36

Table of Contents

Overview of Transactions

South San Francisco Joint Ventures

On August 1, 2022, we sold a 30% interest in seven life science assets in South San Francisco, California to a sovereign wealth fund for cash of $126 million.

67 Smith Place

In January 2022, we closed a life science acquisition in Cambridge, Massachusetts for $72 million.

Vista Sorrento Phase II

In January 2022, we closed a life science acquisition in San Diego, California for $24 million.

Webster MOB Portfolio

In March 2022, we acquired a portfolio of two MOBs in Houston, Texas for $43 million.

Northwest Medical Plaza

In May 2022, we acquired one MOB in Bentonville, Arkansas for $26 million.

Concord Avenue Land Parcels

In December 2022, we closed a life science acquisition in Cambridge, Massachusetts for $18 million.

Land Parcel Acquisition Subsequent to Year-End

In January 2023, we closed a life science acquisition in Cambridge, Massachusetts for $9 million.

Other Real Estate Transactions

•During the year ended December 31, 2022, we sold one life science facility in Utah for $14 million.

•During the year ended December 31, 2022, we sold our remaining hospital under a direct financing lease (“DFL”) for $68 million.

•During the year ended December 31, 2022, we sold five MOBs and one MOB land parcel for $36 million.

•In January 2023, we sold two life science facilities in Durham, North Carolina for $113 million.

Financing Activities

•In April 2022, we terminated our existing interest rate cap instruments associated with $142 million of variable rate mortgage debt and entered into two interest rate swap instruments that are designated as cash flow hedges and mature in May 2026.

•In July 2022, we increased the maximum aggregate face or principal amount that can be outstanding at any one time under the commercial paper program from $1.5 billion to $2.0 billion.

•In August 2022, we executed a term loan agreement that provides for two senior unsecured delayed draw term loans in an aggregate principal amount of up to $500 million (the “2022 Term Loan Facilities”). In October 2022, the entirety of the $500 million under the 2022 Term Loan Facilities was drawn.

•In August 2022, we entered into two forward-starting interest rate swap instruments that are designated as cash flow hedges that effectively establish a fixed interest rate for the 2022 Term Loan Facilities.

•In August 2022, our Board of Directors approved the Share Repurchase Program under which we may acquire shares of our common stock in the open market up to an aggregate purchase price of $500 million. During the year ended December 31, 2022, we repurchased 2.1 million shares of our common stock under our Share Repurchase Program at a weighted average price of $27.16 per share for a total of $56 million.

•In December 2022, we settled all 9.1 million shares previously outstanding under forward contracts under our ATM Program (as defined below) at a weighted average net price of $34.01 per share, after commissions, resulting in net proceeds of $308 million.

•In January 2023, we completed a public offering of $400 million aggregate principal amount of 5.25% senior unsecured notes due in 2032.

37

Table of Contents

Development and Redevelopment Activities

•During the year ended December 31, 2022, the following projects were placed in service: (i) three MOB development projects with total costs of $58 million, (ii) three MOB redevelopment projects with total costs of $32 million, (iii) four life science development projects with total costs of $317 million, (iv) two life science redevelopment projects with total costs of $104 million, and (v) a portion of two life science development projects with total costs of $193 million.

Dividends

Quarterly cash dividends paid during 2022 aggregated to $1.20 per share. On February 1, 2023, our Board of Directors declared a quarterly cash dividend of $0.30 per common share. The dividend will be paid on February 23, 2023 to stockholders of record as of the close of business on February 9, 2023.

Results of Operations

We evaluate our business and allocate resources among our reportable business segments: (i) life science, (ii) medical office, and (iii) CCRC. Under the life science and medical office segments, we invest through the acquisition, development, and management of life science facilities, MOBs, and hospitals, which generally requires a greater level of property management. Our CCRCs are operated through RIDEA structures. We have other non-reportable segments that are comprised primarily of: (i) an interest in our unconsolidated SWF SH JV, (ii) loans receivable, and (iii) marketable debt securities. We evaluate performance based upon property adjusted net operating income (“Adjusted NOI” or “Cash NOI”) in each segment. The accounting policies of the segments are the same as those described in the summary of significant accounting policies in Note 2 to the Consolidated Financial Statements.

Non-GAAP Financial Measures

Net Operating Income

NOI and Adjusted NOI are non-U.S. generally accepted accounting principles (“GAAP”) supplemental financial measures used to evaluate the operating performance of real estate. NOI is defined as real estate revenues (inclusive of rental and related revenues, resident fees and services, income from direct financing leases, and government grant income and exclusive of interest income), less property level operating expenses; NOI excludes all other financial statement amounts included in net income (loss) as presented in Note 16 to the Consolidated Financial Statements. Adjusted NOI is calculated as NOI after eliminating the effects of straight-line rents, DFL non-cash interest, amortization of market lease intangibles, termination fees, actuarial reserves for insurance claims that have been incurred but not reported, and the impact of deferred community fee income and expense. NOI and Adjusted NOI are calculated as NOI and Adjusted NOI from consolidated properties, plus our share of NOI and Adjusted NOI from unconsolidated joint ventures (calculated by applying our actual ownership percentage for the period), less noncontrolling interests’ share of NOI and Adjusted NOI from consolidated joint ventures (calculated by applying our actual ownership percentage for the period). Management utilizes its share of NOI and Adjusted NOI in assessing its performance as we have various joint ventures that contribute to its performance. We do not control our unconsolidated joint ventures, and our share of amounts from unconsolidated joint ventures do not represent our legal claim to such items. Our share of NOI and Adjusted NOI should not be considered a substitute for, and should only be considered together with and as a supplement to, our financial information presented in accordance with GAAP.

Adjusted NOI is oftentimes referred to as “Cash NOI.” Management believes NOI and Adjusted NOI are important supplemental measures because they provide relevant and useful information by reflecting only income and operating expense items that are incurred at the property level and present them on an unlevered basis. We use NOI and Adjusted NOI to make decisions about resource allocations, to assess and compare property level performance, and to evaluate our Same-Store (“SS”) performance, as described below. We believe that net income (loss) is the most directly comparable GAAP measure to NOI and Adjusted NOI. NOI and Adjusted NOI should not be viewed as alternative measures of operating performance to net income (loss) as defined by GAAP since they do not reflect various excluded items. Further, our definitions of NOI and Adjusted NOI may not be comparable to the definitions used by other REITs or real estate companies, as they may use different methodologies for calculating NOI and Adjusted NOI. For a reconciliation of NOI and Adjusted NOI to net income (loss) by segment, refer to Note 16 to the Consolidated Financial Statements.

Operating expenses generally relate to leased medical office and life science properties, as well as CCRC facilities. We generally recover all or a portion of our leased medical office and life science property expenses through tenant recoveries. We present expenses as operating or general and administrative based on the underlying nature of the expense.

38

Table of Contents

Same-Store

Same-Store NOI and Adjusted (Cash) NOI information allows us to evaluate the performance of our property portfolio under a consistent population by eliminating changes in the composition of our portfolio of properties, excluding properties within the other non-reportable segments. We include properties from our consolidated portfolio, as well as properties owned by our unconsolidated joint ventures in Same-Store NOI and Adjusted NOI (see NOI definition above for further discussion regarding our use of pro-rata share information and its limitations). Same-Store Adjusted NOI excludes amortization of deferred revenue from tenant-funded improvements and certain non-property specific operating expenses that are allocated to each operating segment on a consolidated basis.

Properties are included in Same-Store once they are stabilized for the full period in both comparison periods. Newly acquired operating assets are generally considered stabilized at the earlier of lease-up (typically when the tenant(s) control(s) the physical use of at least 80% of the space and rental payments have commenced) or 12 months from the acquisition date. Newly completed developments and redevelopments are considered stabilized at the earlier of lease-up or 24 months from the date the property is placed in service. Properties that experience a change in reporting structure are considered stabilized after 12 months in operations under a consistent reporting structure. A property is removed from Same-Store when it is classified as held for sale, sold, placed into redevelopment, experiences a casualty event that significantly impacts operations, a change in reporting structure or operator transition has been agreed to, or a significant tenant relocates from a Same-Store property to a non Same-Store property and that change results in a corresponding increase in revenue. We do not report Same-Store metrics for our other non-reportable segments. For a reconciliation of Same-Store to total portfolio Adjusted NOI and other relevant disclosures by segment, refer to our Segment Analysis below.

Funds From Operations (“FFO”)

FFO encompasses Nareit FFO and FFO as Adjusted, each of which is described in detail below. We believe FFO applicable to common shares, diluted FFO applicable to common shares, and diluted FFO per common share are important supplemental non-GAAP measures of operating performance for a REIT. Because the historical cost accounting convention used for real estate assets utilizes straight-line depreciation (except on land), such accounting presentation implies that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen and fallen with market conditions, presentations of operating results for a REIT that use historical cost accounting for depreciation could be less informative. The term FFO was designed by the REIT industry to address this issue.

Nareit FFO. FFO, as defined by the National Association of Real Estate Investment Trusts (“Nareit”), is net income (loss) applicable to common shares (computed in accordance with GAAP), excluding gains or losses from sales of depreciable property, including any current and deferred taxes directly associated with sales of depreciable property, impairments of, or related to, depreciable real estate, plus real estate and other real estate-related depreciation and amortization, and adjustments to compute our share of Nareit FFO and FFO as Adjusted (see below) from joint ventures. Adjustments for joint ventures are calculated to reflect our pro rata share of both our consolidated and unconsolidated joint ventures. We reflect our share of Nareit FFO for unconsolidated joint ventures by applying our actual ownership percentage for the period to the applicable reconciling items on an entity by entity basis. For consolidated joint ventures in which we do not own 100%, we reflect our share of the equity by adjusting our Nareit FFO to remove the third party ownership share of the applicable reconciling items based on actual ownership percentage for the applicable periods. Our pro rata share information is prepared on a basis consistent with the comparable consolidated amounts, is intended to reflect our proportionate economic interest in the operating results of properties in our portfolio and is calculated by applying our actual ownership percentage for the period. We do not control the unconsolidated joint ventures, and the pro rata presentations of reconciling items included in Nareit FFO do not represent our legal claim to such items. The joint venture members or partners are entitled to profit or loss allocations and distributions of cash flows according to the joint venture agreements, which provide for such allocations generally according to their invested capital.

The presentation of pro rata information has limitations, which include, but are not limited to, the following: (i) the amounts shown on the individual line items were derived by applying our overall economic ownership interest percentage determined when applying the equity method of accounting and do not necessarily represent our legal claim to the assets and liabilities, or the revenues and expenses and (ii) other companies in our industry may calculate their pro rata interest differently, limiting the usefulness as a comparative measure. Because of these limitations, the pro rata financial information should not be considered independently or as a substitute for our financial statements as reported under GAAP. We compensate for these limitations by relying primarily on our GAAP financial statements, using the pro rata financial information as a supplement.

Nareit FFO does not represent cash generated from operating activities in accordance with GAAP, is not necessarily indicative of cash available to fund cash needs and should not be considered an alternative to net income (loss). We compute Nareit FFO in accordance with the current Nareit definition; however, other REITs may report Nareit FFO differently or have a different interpretation of the current Nareit definition from ours.

39

Table of Contents

FFO as Adjusted. In addition, we present Nareit FFO on an adjusted basis before the impact of non-comparable items including, but not limited to, transaction-related items, other impairments (recoveries) and other losses (gains), restructuring and severance-related charges, prepayment costs (benefits) associated with early retirement or payment of debt, litigation costs (recoveries), casualty-related charges (recoveries), foreign currency remeasurement losses (gains), deferred tax asset valuation allowances, and changes in tax legislation (“FFO as Adjusted”). These adjustments are net of tax, when applicable. Transaction-related items include transaction expenses and gains/charges incurred as a result of mergers and acquisitions and lease amendment or termination activities. Prepayment costs (benefits) associated with early retirement of debt include the write-off of unamortized deferred financing fees, or additional costs, expenses, discounts, make-whole payments, penalties or premiums incurred as a result of early retirement or payment of debt. Other impairments (recoveries) and other losses (gains) include interest income associated with early and partial repayments of loans receivable and other losses or gains associated with non-depreciable assets including goodwill, DFLs, undeveloped land parcels, and loans receivable. Management believes that FFO as Adjusted provides a meaningful supplemental measurement of our FFO run-rate and is frequently used by analysts, investors, and other interested parties in the evaluation of our performance as a REIT. At the same time that Nareit created and defined its FFO measure for the REIT industry, it also recognized that “management of each of its member companies has the responsibility and authority to publish financial information that it regards as useful to the financial community.” We believe stockholders, potential investors, and financial analysts who review our operating performance are best served by an FFO run-rate earnings measure that includes certain other adjustments to net income (loss), in addition to adjustments made to arrive at the Nareit defined measure of FFO. FFO as Adjusted is used by management in analyzing our business and the performance of our properties and we believe it is important that stockholders, potential investors, and financial analysts understand this measure used by management. We use FFO as Adjusted to: (i) evaluate our performance in comparison with expected results and results of previous periods, relative to resource allocation decisions, (ii) evaluate the performance of our management, (iii) budget and forecast future results to assist in the allocation of resources, (iv) assess our performance as compared with similar real estate companies and the industry in general, and (v) evaluate how a specific potential investment will impact our future results. Other REITs or real estate companies may use different methodologies for calculating an adjusted FFO measure, and accordingly, our FFO as Adjusted may not be comparable to those reported by other REITs. For a reconciliation of net income (loss) to Nareit FFO and FFO as Adjusted and other relevant disclosure, refer to “Non-GAAP Financial Measures Reconciliations” below.

40

Table of Contents

Adjusted FFO (“AFFO”). AFFO is defined as FFO as Adjusted after excluding the impact of the following: (i) amortization of stock-based compensation, (ii) amortization of deferred financing costs, net, (iii) straight-line rents, (iv) deferred income taxes, and (v) other AFFO adjustments, which include: (a) amortization of acquired market lease intangibles, net, (b) non-cash interest related to DFLs and lease incentive amortization (reduction of straight-line rents), (c) actuarial reserves for insurance claims that have been incurred but not reported, and (d) amortization of deferred revenues, excluding amounts amortized into rental income that are associated with tenant funded improvements owned/recognized by us and up-front cash payments made by tenants to reduce their contractual rents. Also, AFFO is computed after deducting recurring capital expenditures, including second generation leasing costs and second generation tenant and capital improvements, and includes adjustments to compute our share of AFFO from our unconsolidated joint ventures. More specifically, recurring capital expenditures, including second generation leasing costs and second generation tenant and capital improvements ("AFFO capital expenditures") excludes our share from unconsolidated joint ventures (reported in “other AFFO adjustments”). Adjustments for joint ventures are calculated to reflect our pro rata share of both our consolidated and unconsolidated joint ventures. We reflect our share of AFFO for unconsolidated joint ventures by applying our actual ownership percentage for the period to the applicable reconciling items on an entity by entity basis. We reflect our share for consolidated joint ventures in which we do not own 100% of the equity by adjusting our AFFO to remove the third party ownership share of the applicable reconciling items based on actual ownership percentage for the applicable periods (reported in “other AFFO adjustments”). See FFO for further disclosure regarding our use of pro rata share information and its limitations. We believe AFFO is an alternative run-rate earnings measure that improves the understanding of our operating results among investors and makes comparisons with: (i) expected results, (ii) results of previous periods, and (iii) results among REITs more meaningful. AFFO does not represent cash generated from operating activities determined in accordance with GAAP and is not necessarily indicative of cash available to fund cash needs as it excludes the following items which generally flow through our cash flows from operating activities: (i) adjustments for changes in working capital or the actual timing of the payment of income or expense items that are accrued in the period, (ii) transaction-related costs, (iii) litigation settlement expenses, and (iv) restructuring and severance-related charges. Furthermore, AFFO is adjusted for recurring capital expenditures, which are generally not considered when determining cash flows from operations or liquidity. Other REITs or real estate companies may use different methodologies for calculating AFFO, and accordingly, our AFFO may not be comparable to those reported by other REITs. Management believes AFFO provides a meaningful supplemental measure of our performance and is frequently used by analysts, investors, and other interested parties in the evaluation of our performance as a REIT, and by presenting AFFO, we are assisting these parties in their evaluation. AFFO is a non-GAAP supplemental financial measure and should not be considered as an alternative to net income (loss) determined in accordance with GAAP and should only be considered together with and as a supplement to the Company’s financial information prepared in accordance with GAAP. For a reconciliation of net income (loss) to AFFO and other relevant disclosure, refer to “Non-GAAP Financial Measures Reconciliations” below.

Comparison of the Year Ended December 31, 2022 to the Year Ended December 31, 2021

Overview(1)

2022 and 2021

The following table summarizes results for the years ended December 31, 2022 and 2021 (in thousands):

	Year Ended December 31,
	2022		2021		Change
Net income (loss) applicable to common shares	$	497,792	$	502,271	$	(4,479)
Nareit FFO	895,166		604,726		290,440
FFO as Adjusted	940,933		870,645		70,288
AFFO	783,702		727,870		55,832

_______________________________________

(1)For the reconciliation of non-GAAP financial measures, see “Non-GAAP Financial Measure Reconciliations” below.

Net income (loss) applicable to common shares decreased primarily as a result of the following:

•a decrease in income from discontinued operations, primarily as a result of a decrease in gain on sales of real estate from dispositions of our senior housing portfolios, partially offset by lower impairments of depreciable real estate and goodwill;

•a decrease in gains on sale of depreciable real estate, primarily related to the Hoag Hospital sale in May 2021;

41

Table of Contents

•an increase in general and administrative expenses, primarily as a result of: (i) severance-related charges associated with the departures of our former Chief Executive Officer and our former Chief Legal Officer and General Counsel in the fourth quarter of 2022 and (ii) charges incurred in connection with the downsizing of our corporate headquarters in Denver, Colorado;

•an increase in depreciation, primarily as a result of: (i) development and redevelopment projects placed in service during 2021 and 2022 and (ii) 2021 and 2022 acquisitions of real estate;

•an increase in interest expense, primarily as a result of: (i) higher interest rates under the commercial paper program and (ii) borrowings under the 2022 Term Loan Facilities;

•a decrease in interest income primarily as a result of principal repayments on and sales of loans receivable in 2021 and 2022;

•expenses incurred in 2022 for tenant relocation and other costs associated with the demolition of an MOB;

•an increase in loan loss reserves in 2022 primarily due to macroeconomic conditions and increased interest rates; and

•casualty-related charges during 2022.

The decrease in net income (loss) applicable to common shares was partially offset by:

•a gain upon change of control related to the sale of a 30% interest and deconsolidation of seven previously consolidated life science assets in South San Francisco, California;

•a decrease in loss on debt extinguishments related to our repurchase and redemption of certain outstanding senior notes in the first and second quarters of 2021;

•an increase in NOI generated from our life science and medical office segments related to: (i) 2021 and 2022 acquisitions of real estate, (ii) development and redevelopment projects placed in service during 2021 and 2022, and (iii) new leasing activity during 2021 and 2022 (including the impact to straight-line rents);

•a gain on sale of a hospital under a DFL that was sold in the first quarter of 2022; and

•fewer impairment charges on depreciable real estate.

Nareit FFO increased primarily as a result of the aforementioned events impacting net income (loss) applicable to common shares, except for the following, which are excluded from Nareit FFO:

•depreciation and amortization expense;

•gain on sales of depreciable real estate;

•gain upon change of control; and

•impairment charges related to depreciable real estate.

FFO as Adjusted increased primarily as a result of the aforementioned events impacting Nareit FFO, except for the following, which are excluded from FFO as Adjusted:

•goodwill impairment charges related to the disposition of our senior housing portfolios, included in income from discontinued operations;

•the gain on sale of a hospital under a DFL;

•the expenses for tenant relocation and other costs associated with the demolition of an MOB;

•the charges incurred in connection with the downsizing of our corporate headquarters in Denver, Colorado;

•loan loss reserves;

•loss on debt extinguishment;

•severance-related charges; and

•casualty-related charges.

AFFO increased primarily as a result of the aforementioned events impacting FFO as Adjusted, except for the impact of straight-line rents, which is excluded from AFFO. The increase was partially offset by lower AFFO capital expenditures.

42

Table of Contents

Segment Analysis

The following tables provide selected operating information for our Same-Store and total property portfolio for each of our reportable segments. For the year ended December 31, 2022, our Same-Store consists of 376 properties representing properties acquired or placed in service and stabilized on or prior to January 1, 2021 and that remained in operations under a consistent reporting structure through December 31, 2022. Our total property portfolio consisted of 480 and 484 properties at December 31, 2022 and 2021, respectively.

43

Table of Contents

Life Science

2022 and 2021

The following table summarizes results at and for the years ended December 31, 2022 and 2021 (dollars and square feet in thousands, except per square foot data):

	SS									Total Portfolio(1)
	Year Ended December 31,									Year Ended December 31,
	2022			2021			Change			2022			2021			Change
Rental and related revenues	$	599,062		$	557,518		$	41,544		$	817,573		$	715,844		$	101,729
Healthpeak’s share of unconsolidated joint venture total revenues	14,157			12,570			1,587			9,921			5,757			4,164
Noncontrolling interests’ share of consolidated joint venture total revenues	(102)			(97)			(5)			(268)			(292)			24
Operating expenses	(149,399)			(129,212)			(20,187)			(209,143)			(169,044)			(40,099)
Healthpeak’s share of unconsolidated joint venture operating expenses	(3,043)			(2,788)			(255)			(2,883)			(1,836)			(1,047)
Noncontrolling interests’ share of consolidated joint venture operating expenses	33			26			7			87			87			—
Adjustments to NOI(2)	(36,837)			(34,665)			(2,172)			(62,754)			(46,589)			(16,165)
Adjusted NOI	$	423,871		$	403,352		$	20,519		552,533			503,927			48,606
Less: non-SS Adjusted NOI										(128,662)			(100,575)			(28,087)
SS Adjusted NOI										$	423,871		$	403,352		$	20,519
Adjusted NOI % change							5.1		%
Property count(3)	113			113						149			150
End of period occupancy	98.7		%	96.6		%				98.9		%	96.6		%
Average occupancy	98.7		%	97.5		%				98.7		%	96.9		%
Average occupied square feet	8,442			8,191						10,727			10,266
Average annual total revenues per occupied square foot(4)	$	69		$	65					$	72		$	66
Average annual base rent per occupied square foot(5)	$	53		$	51					$	55		$	50

_______________________________________

(1)Total Portfolio includes results of operations from disposed properties through the disposition date.

(2)Represents adjustments to NOI in accordance with our definition of Adjusted NOI. Refer to “Non-GAAP Financial Measures” above for definitions of NOI and Adjusted NOI. See Note 16 to the Consolidated Financial Statements for a reconciliation of Adjusted NOI by segment to net income (loss).

(3)From our 2021 presentation of Same-Store, we added: (i) six stabilized developments placed in service, (ii) five stabilized acquisitions, and (iii) four stabilized redevelopments placed in service, and we removed: (i) seven life science facilities that were placed into redevelopment, (ii) one life science facility related to a significant tenant relocation, and (iii) one life science facility that was classified as held for sale.

(4)Average annual total revenues does not include non-cash revenue adjustments (i.e., straight-line rents, amortization of market lease intangibles, and deferred revenues).

(5)Base rent does not include tenant recoveries, additional rents in excess of floors and non-cash revenue adjustments (i.e., straight-line rents, amortization of market lease intangibles, and deferred revenues).

Same-Store Adjusted NOI increased primarily as a result of the following:

•annual rent escalations;

•higher occupancy; and

•new leasing activity; partially offset by

•higher operating expenses.

Total Portfolio Adjusted NOI increased primarily as a result of the aforementioned impacts to Same-Store and the following Non-Same-Store impacts:

•an increase in NOI from (i) increased occupancy in developments and redevelopments placed in service in 2021 and 2022 and (ii) acquisitions in 2021.

44

Table of Contents

Medical Office

2022 and 2021

The following table summarizes results at and for the years ended December 31, 2022 and 2021 (dollars and square feet in thousands, except per square foot data):

	SS									Total Portfolio(1)
	Year Ended December 31,									Year Ended December 31,
	2022			2021			Change			2022			2021			Change
Rental and related revenues	$	588,643		$	563,088		$	25,555		$	724,202		$	662,540		$	61,662
Income from direct financing leases	—			—			—			1,168			8,702			(7,534)
Healthpeak’s share of unconsolidated joint venture total revenues	2,899			2,792			107			2,999			2,882			117
Noncontrolling interests’ share of consolidated joint venture total revenues	(35,089)			(34,235)			(854)			(35,717)			(35,363)			(354)
Operating expenses	(196,593)			(184,887)			(11,706)			(253,309)			(223,383)			(29,926)
Healthpeak’s share of unconsolidated joint venture operating expenses	(1,178)			(1,174)			(4)			(1,178)			(1,174)			(4)
Noncontrolling interests’ share of consolidated joint venture operating expenses	10,317			9,855			462			10,317			10,071			246
Adjustments to NOI(2)	(7,968)			(8,454)			486			(15,513)			(11,118)			(4,395)
Adjusted NOI	$	361,031		$	346,985		$	14,046		432,969			413,157			19,812
Less: non-SS Adjusted NOI										(71,938)			(66,172)			(5,766)
SS Adjusted NOI										$	361,031		$	346,985		$	14,046
Adjusted NOI % change							4.0		%
Property count(3)	248			248						297			300
End of period occupancy	91.4		%	91.6		%				90.2		%	90.3		%
Average occupancy	91.4		%	91.5		%				89.9		%	90.0		%
Average occupied square feet	18,499			18,517						21,685			21,075
Average annual total revenues per occupied square foot(4)	$	32		$	31					$	34		$	31
Average annual base rent per occupied square foot(5)	$	27		$	26					$	27		$	27

_______________________________________

(1)Total Portfolio includes results of operations from disposed properties through the disposition date.

(2)Represents adjustments to NOI in accordance with our definition of Adjusted NOI. Refer to “Non-GAAP Financial Measures” above for definitions of NOI and Adjusted NOI. See Note 16 to the Consolidated Financial Statements for a reconciliation of Adjusted NOI by segment to net income (loss).

(3)From our 2021 presentation of Same-Store, we added: (i) 10 stabilized acquisitions and (ii) 3 stabilized redevelopments placed in service, and we removed: (i) 2 MOBs that were sold and (ii) 1 MOB that was placed into redevelopment.

(4)Average annual total revenues does not include non-cash revenue adjustments (i.e., straight-line rents, amortization of market lease intangibles, DFL non-cash interest, and deferred revenues).

(5)Base rent does not include tenant recoveries, additional rents in excess of floors and non-cash revenue adjustments (i.e., straight-line rents, amortization of market lease intangibles, DFL non-cash interest, and deferred revenues).

Same-Store Adjusted NOI increased primarily as a result of the following:

•mark-to-market lease renewals;

•annual rent escalations; and

•higher parking income and percentage-based rents; partially offset by

•higher operating expenses.

Total Portfolio Adjusted NOI increased primarily as a result of the aforementioned increases to Same-Store and the following Non-Same-Store impacts:

•increased NOI from our 2021 and 2022 acquisitions;

•increased occupancy in former redevelopment and development properties that have been placed in service; partially offset by

•decreased NOI from our 2021 and 2022 dispositions.

45

Table of Contents

Continuing Care Retirement Community

2022 and 2021

The following table summarizes results at and for the years ended December 31, 2022 and 2021 (dollars in thousands, except per unit data):

	SS									Total Portfolio
	Year Ended December 31,									Year Ended December 31,
	2022			2021			Change			2022			2021			Change
Resident fees and services	$	494,935		$	471,325		$	23,610		$	494,935		$	471,325		$	23,610
Government grant income(1)	6,765			1,412			5,353			6,765			1,412			5,353
Healthpeak’s share of unconsolidated joint venture total revenues	—			—			—			—			6,903			(6,903)
Healthpeak’s share of unconsolidated joint venture government grant income	—			—			—			380			200			180
Operating expenses	(398,915)			(378,919)			(19,996)			(400,539)			(380,865)			(19,674)
Healthpeak’s share of unconsolidated joint venture operating expenses	—			—			—			—			(6,639)			6,639
Adjustments to NOI(2)	2,300			3,476			(1,176)			2,300			3,241			(941)
Adjusted NOI	$	105,085		$	97,294		$	7,791		103,841			95,577			8,264
Less: non-SS Adjusted NOI										1,244			1,717			(473)
SS Adjusted NOI										$	105,085		$	97,294		$	7,791
Adjusted NOI % change							8.0		%
Property count(3)	15			15						15			15
Average occupancy	81.6		%	79.2		%				81.6		%	79.1		%
Average occupied units(4)	5,926			5,881						5,926			6,002
Average annual rent per occupied unit	$	84,661		$	80,384					$	84,725		$	79,954

_______________________________________

(1)Represents government grant income received under the CARES Act, which is recorded in other income (expense), net in the Consolidated Statements of Operations.

(2)Represents adjustments to NOI in accordance with our definition of Adjusted NOI. Refer to “Non-GAAP Financial Measures” above for definitions of NOI and Adjusted NOI. See Note 16 to the Consolidated Financial Statements for a reconciliation of Adjusted NOI by segment to net income (loss).

(3)From our 2021 presentation of Same-Store, we added 13 properties that previously experienced an operator transition.

(4)Represents average occupied units as reported by the operators for the twelve-month period. The Total Portfolio decrease in average occupied units for the period is primarily a result of decommissioned senior nursing facility beds.

Same-Store Adjusted NOI and Total Portfolio Adjusted NOI increased primarily as a result of the following:

•increased rates for resident fees;

•increased government grant income received under the CARES Act; and

•lower Covid-related expenses; partially offset by

•higher costs of labor, food, and repairs and maintenance.

46

Table of Contents

Other Income and Expense Items

The following table summarizes results of our other income and expense items for the years ended December 31, 2022 and 2021 (in thousands):

	Year Ended December 31,
	2022		2021		Change
Interest income	$	23,300	$	37,773	$	(14,473)
Interest expense	172,944		157,980		14,964
Depreciation and amortization	710,569		684,286		26,283
General and administrative	131,033		98,303		32,730
Transaction costs	4,853		1,841		3,012
Impairments and loan loss reserves (recoveries), net	7,004		23,160		(16,156)
Gain (loss) on sales of real estate, net	9,078		190,590		(181,512)
Gain (loss) on debt extinguishments	—		(225,824)		225,824
Other income (expense), net	326,268		6,266		320,002
Income tax benefit (expense)	4,425		3,261		1,164
Equity income (loss) from unconsolidated joint ventures	1,985		6,100		(4,115)
Income (loss) from discontinued operations	2,884		388,202		(385,318)
Noncontrolling interests’ share in continuing operations	(15,975)		(17,851)		1,876
Noncontrolling interests’ share in discontinued operations	—		(2,539)		2,539

Interest income

Interest income decreased for the year ended December 31, 2022 primarily as a result of principal repayments on and sales of loans receivable in 2021 and 2022.

Interest expense

Interest expense increased for the year ended December 31, 2022 primarily as a result of: (i) higher interest rates under the commercial paper program and (ii) borrowings under the 2022 Term Loan Facilities. The increase in interest expense for the year ended December 31, 2022 was partially offset by: (i) repayment of a term loan in the third quarter of 2021 and (ii) senior unsecured notes repurchases and redemptions in the first and second quarters of 2021.

Depreciation and amortization expense

Depreciation and amortization expense increased for the year ended December 31, 2022 primarily as a result of: (i) development and redevelopment projects placed in service during 2021 and 2022 and (ii) assets acquired during 2021 and 2022. The increase in depreciation and amortization expense for the year ended December 31, 2022 was partially offset by: (i) lower depreciation related to the deconsolidation of seven previously consolidated life science assets in South San Francisco, California and (ii) dispositions of real estate in 2021 and 2022.

General and administrative expense

General and administrative expenses increased for the year ended December 31, 2022 primarily as a result of: (i) severance-related charges associated with the departures of our former Chief Executive Officer and our former Chief Legal Officer and General Counsel in the fourth quarter of 2022 and (ii) charges incurred in connection with the downsizing of our corporate headquarters in Denver, Colorado.

Transaction costs

Transaction costs increased for the year ended December 31, 2022 primarily as a result of expenses associated with our corporate reorganization into an Umbrella Partnership Real Estate Investment Trust which is expected to occur in February 2023.

47

Table of Contents

Impairments and loan loss reserves (recoveries), net

Impairments and loan loss reserves (recoveries), net decreased for the year ended December 31, 2022 primarily as a result of impairment charges on depreciable real estate recognized in 2021 with no impairment charges recognized during 2022, partially offset by an increase in loan loss reserves under the current expected credit losses model due to macroeconomic conditions and increased interest rates.

Gain (loss) on sales of real estate, net

Gain on sales of real estate, net decreased during the year ended December 31, 2022 primarily as a result of the $172 million gain on sale of Hoag Hospital in May 2021. Refer to Note 5 to the Consolidated Financial Statements for additional information regarding dispositions of real estate and the associated gain (loss) on sales recognized.

Gain (loss) on debt extinguishments

Loss on debt extinguishments decreased for the year ended December 31, 2022 as a result of the repurchase and redemption of certain outstanding senior notes in the first and second quarters of 2021 with no repurchases or redemptions during 2022.

Other income (expense), net

Other income, net increased for the year ended December 31, 2022 primarily as a result of: (i) a gain upon change of control related to the sale of a 30% interest and deconsolidation of seven previously consolidated life science assets in South San Francisco, California, (ii) a gain on sale of a hospital under a DFL, and (iii) an increase in government grant income received under the CARES Act in 2022. The increase in other income, net during the year ended December 31, 2022 was partially offset by: (i) expenses incurred in 2022 for tenant relocation and other costs associated with the demolition of an MOB and (ii) casualty losses from a hurricane in the third quarter of 2022.

Income tax benefit (expense)

Income tax benefit increased for the year ended December 31, 2022 primarily as a result of: (i) the tax impact of casualty losses from a hurricane in the third quarter of 2022 and (ii) the tax impact of operating losses on our CCRC portfolio, partially offset by the tax impact of higher government grant income received under the CARES Act in 2022.

Equity income (loss) from unconsolidated joint ventures

Equity income from unconsolidated joint ventures decreased for the year ended December 31, 2022 as a result of increased net losses primarily due to the South San Francisco JVs transaction in 2022.

Income (loss) from discontinued operations

Income from discontinued operations decreased for the year ended December 31, 2022 primarily as a result of: (i) decreased gain on sales of real estate from the completion of dispositions of our senior housing portfolios and (ii) a decline in government grant income received under the CARES Act for our senior housing portfolio. The decrease in income from discontinued operations during the year ended December 31, 2022 was partially offset by decreased impairment charges on depreciable real estate and goodwill.

Noncontrolling interests’ share in continuing operations

Noncontrolling interests’ share in continuing operations decreased for the year ended December 31, 2022 primarily as a result of a gain on sale of an MOB in a consolidated partnership during 2021.

Noncontrolling interests’ share in discontinued operations

Noncontrolling interests’ share in discontinued operations decreased for the year ended December 31, 2022 as a result of the completion of our dispositions of our senior housing portfolios.

48

Table of Contents

Liquidity and Capital Resources

We anticipate that our cash flow from operations, available cash balances, and cash from our various financing activities will be adequate for the next 12 months and for the foreseeable future for purposes of: (i) funding recurring operating expenses; (ii) meeting debt service requirements; and (iii) satisfying funding of distributions to our stockholders and non-controlling interest members. Distributions are made using a combination of cash flows from operations, funds available under our bank line of credit (the “Revolving Facility”) and commercial paper program, proceeds from the sale of properties, and other sources of cash available to us.

In addition to funding the activities above, our principal liquidity needs for the next 12 months are to:

•fund capital expenditures, including tenant improvements and leasing costs; and

•fund future acquisition, transactional, and development and redevelopment activities.

Our longer term liquidity needs include the items listed above as well as meeting debt service requirements.

We anticipate satisfying these future needs using one or more of the following:

•cash flow from operations;

•sale of, or exchange of ownership interests in, properties or other investments;

•borrowings under our Revolving Facility and commercial paper program;

•issuance of additional debt, including unsecured notes, term loans, and mortgage debt; and/or

•issuance of common or preferred stock or its equivalent under the ATM Program (as defined below).

Our ability to access the capital markets impacts our cost of capital and ability to refinance maturing indebtedness, as well as our ability to fund future acquisitions and development through the issuance of additional securities or secured debt. Credit ratings impact our ability to access capital and directly impact our cost of capital as well. Our 2022 Term Loan Facilities accrue interest at adjusted Secured Overnight Financing Rate (“SOFR”) administered by the Federal Reserve Bank of New York plus a margin that depends on the credit ratings of our senior unsecured long-term debt. Additionally, our Revolving Facility accrues interest at a rate per annum equal to the London Interbank Offered Rate (“LIBOR”) plus a margin that depends upon our credit ratings for our senior unsecured long-term debt. Our Revolving Facility includes customary LIBOR replacement language, including, but not limited to, the use of rates based on SOFR. We also pay a facility fee on the entire revolving commitment that depends upon our credit ratings. As of February 6, 2023, we had long-term credit ratings of Baa1 from Moody’s and BBB+ from S&P Global and Fitch, and short-term credit ratings of P-2, A-2, and F2 from Moody’s, S&P Global, and Fitch, respectively.

A downgrade in credit ratings by Moody’s, S&P Global, and Fitch may have a negative impact on the interest rates and facility fees for our Revolving Facility and 2022 Term Loan Facilities and may negatively impact the pricing of notes issued under our commercial paper program and senior unsecured notes. While a downgrade in our credit ratings would adversely impact our cost of borrowing, we believe we would continue to have access to the unsecured debt markets, and we could also seek to enter into one or more secured debt financings, issue additional securities, including under our ATM Program, or dispose of certain assets to fund future operating costs, capital expenditures, or acquisitions, although no assurances can be made in this regard. Refer to “Market Trends and Uncertainties” above for a more comprehensive discussion of the potential impact of Covid as well as economic and market conditions on our business.

Material Cash Requirements

Our material cash requirements include the below contractual and other obligations.

Debt. As of December 31, 2022, we had total debt of $6.5 billion, including borrowings under our bank line of credit and commercial paper program, senior unsecured notes, term loans, and mortgage debt. Future interest payments associated with such debt total $1.2 billion, $188 million of which are payable within twelve months. Of our total debt, the total amount payable within twelve months is comprised of $90 million of mortgage debt. Commercial paper borrowings are backstopped by our bank line of credit. As such, we calculate the weighted average remaining term of our commercial paper borrowings using the maturity date of our bank line of credit. See Note 11 to the Consolidated Financial Statements for additional information.

Development and redevelopment commitments. Our development and redevelopment commitments represent construction and other commitments for developments and redevelopments in progress and includes certain allowances for tenant improvements that we have provided as a lessor. As of December 31, 2022, we had $219 million of development and redevelopment commitments, $197 million of which we expect to spend within the next twelve months.

49

Table of Contents

Lease and other contractual commitments. Our lease and other contractual commitments represent our commitments, as lessor, under signed leases and contracts for operating properties and include allowances for tenant improvements and leasing commissions. These commitments exclude allowances for tenant improvements related to developments and redevelopments in progress for which we have executed an agreement with a general contractor to complete the tenant improvements, which are recognized as development and redevelopment commitments and are discussed further above. As of December 31, 2022, we had total lease and other contractual commitments of $33 million, $30 million of which we expect to spend within the next twelve months.

Construction loan commitments. Due to the terms of our SHOP seller financing notes receivable, as of December 31, 2022, we are obligated to provide additional loans up to $40 million to fund senior housing redevelopment and capital expenditure projects, which extend through 2024. See Note 8 to the Consolidated Financial Statements for additional information.

Ground and other operating lease commitments. Our ground and other operating lease commitments represent our commitments as lessee under signed operating leases. As of December 31, 2022, we had total ground and other operating lease commitments of $551 million, $17 million of which are payable within twelve months. See Note 7 to the Consolidated Financial Statements for additional information.

Redeemable noncontrolling interests. Certain of our noncontrolling interest holders have the ability to put their equity interests to us upon specified events or after the passage of a predetermined period of time. Each put option is subject to changes in redemption value in the event that the underlying property generates specified returns for us and meets certain promote thresholds pursuant to the respective agreements. During the year ended December 31, 2022, one of the redeemable noncontrolling interests met the conditions for redemption, but was not yet exercised. As of December 31, 2022, the redemption value of our redeemable noncontrolling interests was $106 million. See Note 13 to the Consolidated Financial Statements for additional information.

Distribution and Dividend Requirements. Our dividend policy on our common stock is to distribute a percentage of our cash flow to ensure that we meet the dividend requirements of the Code, relative to maintaining our REIT status, while still allowing us to retain cash to fund capital improvements and other investment activities. Under the Code, REITs may be subject to certain federal income and excise taxes on undistributed taxable income. We paid quarterly cash dividends of $0.30 per common share in 2022. Our future common dividends, if and as declared, may vary and will be determined by the Board based upon the circumstances prevailing at the time, including our financial condition.

Off-Balance Sheet Arrangements

We own interests in certain unconsolidated joint ventures as described in Note 9 to the Consolidated Financial Statements. Two of these joint ventures have mortgage debt of $87 million, of which our share is $40 million. Except in limited circumstances, our risk of loss is limited to our investment in the joint venture. We have no other material off-balance sheet arrangements that we expect would materially affect our liquidity and capital resources.

Inflation

A significant portion of our revenues are derived from leases that generally provide for fixed rental rates, subject to annual escalations. A period of high inflation could result in increases in the Consumer Price Index in excess of our fixed annual escalations. Certain of our leases provide that annual rent is modified based on changes in the Consumer Price Index or other thresholds.

Most of our MOB leases require the tenant to pay a share of property operating costs such as real estate taxes, insurance, and utilities. Substantially all of our life science leases require the tenant or operator to pay all of the property operating costs or reimburse us for all such costs.

Labor costs, costs of construction materials, interest, utilities, and other operating costs may increase during periods of inflation. Inflationary increases in expenses will generally be offset, in whole or in part, by the tenant expense reimbursements and contractual rent increases described above.

50

Table of Contents

Cash Flow Summary

The following summary discussion of our cash flows is based on the Consolidated Statements of Cash Flows and is not meant to be an all-inclusive discussion of the changes in our cash flows for the periods presented below.

The following table sets forth changes in cash flows (in thousands):

	Year Ended December 31,
	2022		2021		Change
Net cash provided by (used in) operating activities	$	900,261	$	795,248	$	105,013
Net cash provided by (used in) investing activities	(876,343)		531,032		(1,407,375)
Net cash provided by (used in) financing activities	(116,532)		(1,288,517)		1,171,985

Operating Cash Flows

Our cash flows from operations are dependent upon the occupancy levels of our buildings, rental rates on leases, our tenants’ performance on their lease obligations, the level of operating expenses, and other factors. Operating cash flows increased $105 million for the year ended December 31, 2022 compared to the year ended December 31, 2021 primarily as the result of: (i) 2021 and 2022 acquisitions, (ii) annual rent increases, (iii) new leasing and renewal activity, and (iv) developments and redevelopments placed in service during 2021 and 2022. The increase in operating cash flow is partially offset by: (i) a decrease in income related to assets sold during 2021 and 2022 and (ii) an increase in operating expenses.

Investing Cash Flows

Our cash flows from investing activities are generally used to fund acquisitions, developments, and redevelopments of real estate assets, net of proceeds received from sales of real estate assets, sales of DFLs, and repayments on loans receivable. Our net cash used in investing activities increased $1.4 billion for the year ended December 31, 2022 compared to the year ended December 31, 2021 primarily as a result of the following: (i) fewer sales of real estate assets, (ii) increased development and redevelopment of real estate assets, and (iii) fewer repayments on loans receivable. The increase in cash used in investing activities was partially offset by: (i) a reduction in investments related to the acquisitions of real estate assets, (ii) proceeds received from the sale of a 30% interest in seven previously consolidated life science assets in South San Francisco, California, and (iii) proceeds received from the sale of a hospital under a DFL.

Financing Cash Flows

Our cash flows from financing activities are generally impacted by issuances of equity, borrowings and repayments under our bank line of credit and commercial paper program, senior unsecured notes, term loans, and mortgage debt, net of dividends paid to common shareholders. Our net cash used in financing activities decreased $1.2 billion for the year ended December 31, 2022 compared to the year ended December 31, 2021 primarily as a result of the following: (i) no repayments of senior unsecured notes (including debt extinguishment costs) in 2022, (ii) issuance of the 2022 Term Loan Facilities, (iii) proceeds received from the settlement of forward contracts under our ATM Program, and (iv) fewer purchases of and distributions to noncontrolling interests. The decrease in cash used in financing activities was partially offset by: (i) lower borrowings and higher repayments under the bank line of credit and commercial paper program, (ii) no senior unsecured notes issuances in 2022, and (iii) an increase in common stock repurchases.

Discontinued Operations

Operating, investing, and financing cash flows in our Consolidated Statements of Cash Flows are reported inclusive of both cash flows from continuing operations and cash flows from discontinued operations. Certain significant cash flows from discontinued operations are disclosed in Note 18 to the Consolidated Financial Statements. The absence of future cash flows from discontinued operations is not expected to significantly impact our liquidity, as the proceeds from senior housing triple-net and SHOP dispositions were used to pay down debt and invest in additional real estate in our other business lines. Additionally, we have multiple other sources of liquidity that can be utilized in the future, as needed. Refer to the beginning of the Liquidity and Capital Resources section above for additional information regarding our liquidity.

Debt

In July 2022, we increased the maximum aggregate face or principal amount that can be outstanding at any one time under the commercial paper program from $1.5 billion to $2.0 billion.

In August 2022, we executed the 2022 Term Loan Agreement that provided for two senior unsecured delayed draw term loans in an aggregate principal amount of up to $500 million. In October 2022, the entirety of the $500 million under the 2022 Term Loan Facilities was drawn.

51

Table of Contents

In January 2023, we completed a public offering of $400 million aggregate principal amount of 5.25% senior unsecured notes due in 2032.

See Note 11 to the Consolidated Financial Statements for additional information about our outstanding debt.

Approximately 85% and 79% of our consolidated debt was fixed rate debt as of December 31, 2022 and 2021, respectively. At December 31, 2022, our fixed rate debt and variable rate debt had weighted average interest rates of 3.46% and 4.91%, respectively. At December 31, 2021, our fixed rate debt and variable rate debt had weighted average interest rates of 3.40% and 0.59%, respectively. As of December 31, 2022, we had $142 million of variable rate mortgage debt swapped to fixed through interest rate swap instruments and the $500 million 2022 Term Loan Facilities swapped to fixed through forward starting interest rate swap instruments. These interest rate swap instruments are designated as cash flow hedges. For purposes of classification of the amounts above, variable rate debt with a derivative financial instrument designated as a cash flow hedge is reported as fixed rate debt due to us having effectively established a fixed interest rate for the underlying debt instrument. As of December 31, 2021, we had $142 million of variable rate mortgage debt subject to interest rate cap instruments. For a more detailed discussion of our interest rate risk, see “Item 7A, Quantitative and Qualitative Disclosures About Market Risk” below.

Equity

At December 31, 2022, we had 547 million shares of common stock outstanding, equity totaled $7.2 billion, and our equity securities had a market value of $13.9 billion.

At December 31, 2022, non-managing members held an aggregate of five million units in seven limited liability companies (“DownREITs”) for which we are the managing member. The DownREIT units are exchangeable for an amount of cash approximating the then-current market value of shares of our common stock or, at our option, shares of our common stock (subject to certain adjustments, such as stock splits and reclassifications). At December 31, 2022, the outstanding DownREIT units were convertible into approximately seven million shares of our common stock.

At-The-Market Program

Our at-the-market equity offering program (as amended from time to time, the “ATM Program”) has a capacity of $1.5 billion. In addition to the issuance and sale of shares of our common stock, we may also enter into one or more forward sales agreements (each, an “ATM forward contract”) with sales agents for the sale of our shares of common stock under our ATM Program.

During the year ended December 31, 2021, we utilized the forward provisions under the ATM Program to allow for the sale of an aggregate of 9.1 million shares of our common stock at an initial weighted average net price of $35.25 per share, after commissions. We did not utilize the forward provisions under the ATM Program during the year ended December 31, 2022. During the year ended December 31, 2022, we settled all 9.1 million shares previously outstanding under ATM forward contracts at a weighted average net price of $34.01 per share, after commissions, resulting in net proceeds of $308 million. Therefore, at December 31, 2022, no shares remained outstanding under ATM forward contracts.

During the year ended December 31, 2022, there were no direct issuances of shares of common stock under the ATM Program.

At December 31, 2022, $1.18 billion of our common stock remained available for sale under the ATM Program. Actual future sales of our common stock will depend upon a variety of factors, including but not limited to market conditions, the trading price of our common stock, and our capital needs. We have no obligation to sell any of the remaining shares under our ATM Program.

See Note 13 to the Consolidated Financial Statements for additional information about our ATM Program.

Share Repurchase Program

On August 1, 2022, our Board of Directors approved the Share Repurchase Program under which we may acquire shares of our common stock in the open market up to an aggregate purchase price of $500 million. Purchases of common stock under the Share Repurchase Program may be exercised at our discretion with the timing and number of shares repurchased depending on a variety of factors, including price, corporate and regulatory requirements, and other corporate liquidity requirements and priorities. The Share Repurchase Program expires in August 2024 and may be suspended or terminated at any time without prior notice. During the year ended December 31, 2022, we repurchased 2.1 million shares of our common stock at a weighted average price of $27.16 per share for a total of $56 million. Therefore, at December 31, 2022, $444 million of our common stock remained available for repurchase under the Share Repurchase Program.

52

Table of Contents

Shelf Registration

In May 2021, we filed a prospectus with the SEC as part of a registration statement on Form S-3, using an automatic shelf registration process. This shelf registration statement expires on May 13, 2024 and at or prior to such time, we expect to file a new shelf registration statement. Under the “shelf” process, we may sell any combination of the securities described in the prospectus through one or more offerings. The securities described in the prospectus include common stock, preferred stock, depositary shares, debt securities and warrants.

53

Table of Contents

Non-GAAP Financial Measures Reconciliations

Funds From Operations

The following is a reconciliation from net income (loss) applicable to common shares, the most directly comparable financial measure calculated and presented in accordance with GAAP, to Nareit FFO, FFO as Adjusted and AFFO (in thousands):

	Year Ended December 31,
	2022		2021		2020
Net income (loss) applicable to common shares	$	497,792	$	502,271	$	411,147
Real estate related depreciation and amortization(1)	710,569		684,286		697,143
Healthpeak’s share of real estate related depreciation and amortization from unconsolidated joint ventures	27,691		17,085		105,090
Noncontrolling interests’ share of real estate related depreciation and amortization	(19,201)		(19,367)		(19,906)
Other real estate-related depreciation and amortization	—		—		2,766
Loss (gain) on sales of depreciable real estate, net(1)	(10,422)		(605,311)		(550,494)
Healthpeak’s share of loss (gain) on sales of depreciable real estate, net, from unconsolidated joint ventures	134		(6,737)		(9,248)
Noncontrolling interests’ share of gain (loss) on sales of depreciable real estate, net	12		5,555		(3)
Loss (gain) upon change of control, net(2)	(311,438)		(1,042)		(159,973)
Taxes associated with real estate dispositions	29		2,666		(7,785)
Impairments (recoveries) of depreciable real estate, net	—		25,320		224,630
Nareit FFO applicable to common shares	895,166		604,726		693,367
Distributions on dilutive convertible units and other	9,407		6,162		6,662
Diluted Nareit FFO applicable to common shares	$	904,573	$	610,888	$	700,029
Weighted average shares outstanding - diluted Nareit FFO	546,462		544,742		536,562
Impact of adjustments to Nareit FFO:
Transaction-related items(3)	$	4,788	$	7,044	$	128,619
Other impairments (recoveries) and other losses (gains), net(4)	3,829		24,238		(22,046)
Restructuring and severance-related charges(5)	32,749		3,610		2,911
Loss (gain) on debt extinguishments	—		225,824		42,912
Litigation costs (recoveries)	—		—		232
Casualty-related charges (recoveries), net(6)	4,401		5,203		469
Foreign currency remeasurement losses (gains)	—		—		153
Valuation allowance on deferred tax assets(7)	—		—		31,161
Tax rate legislation impact(8)	—		—		(3,590)
Total adjustments	$	45,767	$	265,919	$	180,821
FFO as Adjusted applicable to common shares	$	940,933	$	870,645	$	874,188
Distributions on dilutive convertible units and other	9,326		8,577		6,490
Diluted FFO as Adjusted applicable to common shares	$	950,259	$	879,222	$	880,678
Weighted average shares outstanding - diluted FFO as Adjusted	546,462		546,567		536,562
FFO as Adjusted applicable to common shares	$	940,933	$	870,645	$	874,188
Amortization of stock-based compensation	16,537		18,202		17,368
Amortization of deferred financing costs	10,881		9,216		10,157
Straight-line rents	(49,183)		(31,188)		(29,316)
AFFO capital expenditures	(108,510)		(111,480)		(93,579)
Deferred income taxes	(4,096)		(8,015)		(15,647)
Other AFFO adjustments	(22,860)		(19,510)		9,534
AFFO applicable to common shares	783,702		727,870		772,705
Distributions on dilutive convertible units and other	6,594		6,164		6,662
Diluted AFFO applicable to common shares	$	790,296	$	734,034	$	779,367
Weighted average shares outstanding - diluted AFFO	544,637		544,742		536,562

Refer to footnotes on the next page.

54

Table of Contents

________________________________

(1)This amount can be reconciled by combining the balances from the corresponding line of the Consolidated Statements of Operations and the detailed financial information for discontinued operations in Note 5 to the Consolidated Financial Statements.

(2)The year ended December 31, 2022 includes a $311 million gain upon change of control primarily related to the sale of a 30% interest to a sovereign wealth fund and deconsolidation of seven previously consolidated life science assets in South San Francisco, California. The year ended December 31, 2020 includes a $170 million gain upon change of control related to 13 CCRCs in which we acquired Brookdale’s interest and began consolidating during the first quarter of 2020. These gains upon change of control are included in other income (expense), net in the Consolidated Statements of Operations.

(3)The year ended December 31, 2020 includes the termination fee and transition fee expenses related to terminating the management agreements with Brookdale for 13 CCRCs and transitioning those communities to Life Care Services LLC, partially offset by the tax benefit recognized related to those expenses. The expenses related to terminating management agreements are included in operating expenses in the Consolidated Statements of Operations.

(4)The year ended December 31, 2022 includes the following: (i) $7 million of charges incurred in connection with the downsizing of our corporate headquarters in Denver, Colorado, which are included in general and administrative expenses in the Consolidated Statements of Operations, (ii) $14 million of expenses incurred for tenant relocation and other costs associated with the demolition of an MOB, which are included in other income (expense), net in the Consolidated Statements of Operations, and (iii) a $23 million gain on sale of a hospital that was in a direct financing lease, which is included in other income (expense), net in the Consolidated Statements of Operations. The year ended December 31, 2021 includes the following: (i) a $29 million goodwill impairment charge in connection with our senior housing triple-net and SHOP asset sales, which is reported in income (loss) from discontinued operations in the Consolidated Statements of Operations and (ii) $6 million of accelerated recognition of a mark-to-market discount, less loan fees, resulting from prepayments on loans receivable, which is included in interest income in the Consolidated Statements of Operations. The year ended December 31, 2020 includes the following: (i) a land impairment charge recognized in impairments and loan loss reserves (recoveries), net in the Consolidated Statements of Operations and (ii) a $42 million gain on sale of a hospital under a DFL, which is included in other income (expense), net in the Consolidated Statements of Operations. The years ended December 31, 2022, 2021, and 2020 also include reserves for loan losses recognized in impairments and loan loss reserves (recoveries), net in the Consolidated Statements of Operations.

(5)The year ended December 31, 2022 includes $32 million of severance-related charges associated with the departures of our former Chief Executive Officer and former Chief Legal Officer and General Counsel in the fourth quarter of 2022. These expenses are included in general and administrative expenses in the Consolidated Statements of Operations.

(6)Casualty-related charges (recoveries), net are recognized in other income (expense), net and equity income (loss) from unconsolidated joint ventures in the Consolidated Statements of Operations.

(7)In conjunction with establishing a plan during the year ended December 31, 2020 to dispose of all of our SHOP assets and classifying such assets as discontinued operations, we concluded it was more likely than not that we would no longer realize the future value of certain deferred tax assets generated by the net operating losses of our taxable REIT subsidiary entities. Accordingly, during the year ended December 31, 2020, we recognized an associated valuation allowance and corresponding income tax expense.

(8)For the year ended December 31, 2020, represents the tax benefit from the CARES Act, which extended the net operating loss carryback period to five years.

55

Table of Contents

Critical Accounting Estimates

The preparation of financial statements in conformity with U.S. GAAP requires our management to use judgment in the application of critical accounting estimates and assumptions. We base estimates on the best information available to us at the time, our experience and on various other assumptions believed to be reasonable under the circumstances. These estimates affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. If our judgment or interpretation of the facts and circumstances relating to various transactions or other matters had been different, it is possible that different accounting would have been applied, resulting in a different presentation of our consolidated financial statements. From time to time, we re-evaluate our estimates and assumptions. In the event estimates or assumptions prove to be different from actual results, adjustments are made in subsequent periods to reflect more current estimates and assumptions about matters that are inherently uncertain. Below is a discussion of accounting estimates that we consider critical in that they may require complex judgment in their application or require estimates about matters that are inherently uncertain. For a more detailed discussion of our significant accounting policies, including those related to critical accounting estimates further discussed below, see Note 2 to the Consolidated Financial Statements.

Real Estate

We make estimates as part of our process for allocating a purchase price to the various identifiable assets and liabilities of an acquisition based upon the relative fair value of each asset or liability. The most significant components of our allocations are typically buildings as-if-vacant, land, and lease intangibles. In the case of allocating fair value to buildings and intangibles, our fair value estimates will affect the amount of depreciation and amortization we record over the estimated useful life of each asset acquired. In the case of allocating fair value to in-place leases, we make our best estimates based on our evaluation of the specific characteristics of each tenant’s lease. Factors considered include estimates of carrying costs during hypothetical expected lease-up periods, market conditions, and costs to execute similar leases. Our assumptions affect the amount of future revenue and/or depreciation and amortization expense that we will recognize over the remaining useful life for the acquired in-place leases.

Impairment of Long-Lived Assets

We assess the carrying value of our real estate assets and related intangibles (“real estate assets”) when events or changes in circumstances indicate that the carrying value may not be recoverable. Recoverability of real estate assets is measured by comparing the carrying amount of the real estate assets to the respective estimated future undiscounted cash flows. The expected future undiscounted cash flows reflect external market factors and are probability-weighted to reflect multiple possible cash-flow scenarios, including selling the assets at various points in the future. Additionally, the estimated future undiscounted cash flows are calculated utilizing the lowest level of identifiable cash flows that are largely independent of the cash flows of other assets and liabilities. In order to review our real estate assets for recoverability, we make assumptions regarding external market conditions (including capitalization rates and growth rates), forecasted cash flows and sales prices, and our intent with respect to holding or disposing of the asset. If our analysis indicates that the carrying value of the real estate assets is not recoverable on an undiscounted cash flow basis, we recognize an impairment charge for the amount by which the carrying value exceeds the fair value of the real estate asset.

Determining the fair value of real estate assets, including assets classified as held for sale, involves significant judgment and generally utilizes market capitalization rates, comparable market transactions, estimated per unit or per square foot prices, negotiations with prospective buyers, and forecasted cash flows (primarily lease revenue rates, expense rates, and growth rates). Our ability to accurately predict future operating results and resulting cash flows, and estimate fair values, impacts the timing and recognition of impairments. While we believe our assumptions are reasonable, changes in these assumptions may have a material impact on our consolidated financial statements.

Recent Accounting Pronouncements

See Note 2 to the Consolidated Financial Statements for the impact of new accounting standards.

56

Table of Contents

ITEM 7A.    Quantitative and Qualitative Disclosures About Market Risk

We are exposed to various market risks, including the potential loss arising from adverse changes in interest rates. We use derivative and other financial instruments in the normal course of business to mitigate interest rate risk. We do not use derivative financial instruments for speculative or trading purposes. Derivatives are recorded on the Consolidated Balance Sheets at fair value (see Note 22 to the Consolidated Financial Statements).

To illustrate the effect of movements in the interest rate markets, we performed a market sensitivity analysis on our hedging instruments. We applied various basis point spreads to the underlying interest rate curves of our derivative portfolio in order to determine the change in fair value. At December 31, 2022, a one percentage point increase or decrease in the underlying interest rate curve would result in a corresponding increase or decrease in the fair value of the derivative instruments by approximately $23 million.

Interest Rate Risk

At December 31, 2022, our exposure to interest rate risk was primarily on our variable rate debt. At December 31, 2022, $142 million of our variable rate mortgage debt was swapped to fixed through interest rate swap instruments. At December 31, 2022, the $500 million 2022 Term Loan Facilities were swapped to fixed through forward-starting interest rate swap instruments. The interest rate swap instruments are designated as cash flow hedges, with the objective of managing the exposure to interest rate risk by converting the interest rates on our variable rate debt to fixed interest rates. At December 31, 2022, both the fair value and carrying value of the interest rate swap instruments were $30 million.

Our remaining variable rate debt at December 31, 2022 was comprised of our commercial paper program and certain of our mortgage debt. Interest rate fluctuations will generally not affect our future earnings or cash flows on our fixed rate debt and assets until their maturity or earlier prepayment and refinancing. If interest rates have risen at the time we seek to refinance our fixed rate debt, whether at maturity or otherwise, our future earnings and cash flows could be adversely affected by additional borrowing costs. Conversely, lower interest rates at the time of refinancing may reduce our overall borrowing costs. Interest rate changes will affect the fair value of our fixed rate instruments. At December 31, 2022, a one percentage point increase in interest rates would decrease the fair value of our fixed rate debt by approximately $214 million and a one percentage point decrease in interest rates would increase the fair value of our fixed rate debt by approximately $229 million. Additionally, a one percentage point increase or decrease in interest rates would change the fair value of our fixed rate debt investments by approximately $1 million. These changes would not materially impact earnings or cash flows. Conversely, changes in interest rates on variable rate debt and investments would change our future earnings and cash flows, but not materially impact the fair value of those instruments. Assuming a one percentage point increase in the interest rates related to our variable rate debt, and assuming no other changes in the outstanding balance at December 31, 2022, our annual interest expense would increase by approximately $10 million. Lastly, assuming a one percentage point decrease in the interest rates related to our variable rate loans receivable, and assuming no other changes in the outstanding balance at December 31, 2022, our annual interest income would decrease by $2 million.

Market Risk

We have investments in marketable debt securities classified as held-to-maturity because we have the positive intent and ability to hold the securities to maturity. Held-to-maturity securities are recorded at amortized cost and adjusted for the amortization of premiums and discounts through maturity. We consider a variety of factors in evaluating an other-than-temporary decline in value, such as: the length of time and the extent to which the market value has been less than our current adjusted carrying value; the issuer’s financial condition, capital strength, and near-term prospects; any recent events specific to that issuer and economic conditions of its industry; and our investment horizon in relationship to an anticipated near-term recovery in the market value, if any. At December 31, 2022, both the fair value and carrying value of marketable debt securities was $22 million. These securities matured on December 31, 2022, and we received the related proceeds in January 2023.

57

Table of Contents

ITEM 8.    Financial Statements and Supplementary Data

Healthpeak Properties, Inc.

Index to the Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34)	59
Consolidated Balance Sheets—December 31, 2022 and 2021	61
Consolidated Statements of Operations—for the years ended December 31, 2022, 2021, and 2020	62
Consolidated Statements of Comprehensive Income (Loss)—for the years ended December 31, 2022, 2021, and 2020	63
Consolidated Statements of Equity and Redeemable Noncontrolling Interests—for the years ended December 31, 2022, 2021, and 2020	64
Consolidated Statements of Cash Flows—for the years ended December 31, 2022, 2021, and 2020	66
Notes to the Consolidated Financial Statements	67

58

Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the stockholders and the Board of Directors of Healthpeak Properties, Inc.

Opinion on the Financial Statements

We have audited the accompanying Consolidated Balance Sheets of Healthpeak Properties, Inc. and subsidiaries (the “Company”) as of December 31, 2022 and 2021, the related Consolidated Statements of Operations, Comprehensive Income (Loss), Equity and Redeemable Noncontrolling Interests, and Cash Flows, for each of the three years in the period ended December 31, 2022, and the related Notes and the schedules listed in the Index at Item 15 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 8, 2023, expressed an unqualified opinion on the Company’s internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Impairments — Real Estate — Refer to Notes 2 and 6 to the financial statements

Critical Audit Matter Description

The Company’s evaluation of impairment of real estate involves an assessment of the carrying value of real estate assets and related intangibles (“real estate assets”) when events or changes in circumstances indicate that the carrying value may not be recoverable.

Auditing the Company’s process to evaluate real estate assets for impairment was complex due to the subjectivity in determining whether impairment indicators were present. Additionally, for real estate assets where indicators of impairment were determined to be present, the determination of the future undiscounted cash flows involved significant judgment. In particular, the undiscounted cash flows were forecasted based on significant assumptions such as lease-up periods, lease revenue rates, operating expenses, and revenue and expense growth rates, and included judgments around the intended hold period and terminal capitalization rates.

Given the Company’s evaluation of impairment indicators, forecasted cash flows and sales prices of a long lived asset requires management to make significant estimates and assumptions related to market capitalization rates, market prices per unit, and/or forecasted cash flows, performing audit procedures required a high degree of auditor judgment and an increased extent of effort.

59

Table of Contents

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to real estate asset impairment included the following, among others:

•We tested the effectiveness of controls over impairment of real estate assets, including those over identifying impairment indicators, and the determination of forecasted undiscounted cash flows and sales prices for real estate assets.

•We performed an independent search for impairment indicators through the evaluation of several factors including an analysis of industry and market data, a comparison of real estate asset implied capitalization rates to market capitalization rates, and trends in financial performance.

•For real estate assets where indicators of impairment were determined to be present, we subjected a sample of undiscounted cash flow models to testing by (1) evaluating the source information used by management, (2) testing the mathematical accuracy of the undiscounted cash flow models, (3) evaluating management’s intended hold period, and (4) performing an independent recoverability test based on market data.

/s/ DELOITTE & TOUCHE LLP

Costa Mesa, California

February 8, 2023

We have served as the Company’s auditor since 2010.

60

Table of Contents

Healthpeak Properties, Inc.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

	December 31,
	2022		2021
ASSETS
Real estate:
Buildings and improvements	$	12,784,078	$	12,025,271
Development costs and construction in progress	760,355		877,423
Land	2,667,188		2,603,964
Accumulated depreciation and amortization	(3,188,138)		(2,839,229)
Net real estate	13,023,483		12,667,429
Net investment in direct financing leases	—		44,706
Loans receivable, net of reserves of $8,280 and $1,813	374,832		415,811
Investments in and advances to unconsolidated joint ventures	706,677		403,634
Accounts receivable, net of allowance of $2,399 and $1,870	53,436		48,691
Cash and cash equivalents	72,032		158,287
Restricted cash	54,802		53,454
Intangible assets, net	418,061		519,760
Assets held for sale and discontinued operations, net	49,866		37,190
Right-of-use asset, net	237,318		233,942
Other assets, net	780,722		674,615
Total assets	$	15,771,229	$	15,257,519
LIABILITIES AND EQUITY
Bank line of credit and commercial paper	$	995,606	$	1,165,975
Term loans	495,957		—
Senior unsecured notes	4,659,451		4,651,933
Mortgage debt	346,599		352,081
Intangible liabilities, net	156,193		177,232
Liabilities related to assets held for sale and discontinued operations, net	4,070		15,056
Lease liability	208,515		204,547
Accounts payable, accrued liabilities, and other liabilities	772,485		755,384
Deferred revenue	844,076		789,207
Total liabilities	8,482,952		8,111,415
Commitments and contingencies (Note 12)
Redeemable noncontrolling interests	105,679		87,344
Common stock, $1.00 par value: 750,000,000 shares authorized; 546,641,973 and 539,096,879 shares issued and outstanding	546,642		539,097
Additional paid-in capital	10,349,614		10,100,294
Cumulative dividends in excess of earnings	(4,269,689)		(4,120,774)
Accumulated other comprehensive income (loss)	28,134		(3,147)
Total stockholders’ equity	6,654,701		6,515,470
Joint venture partners	327,721		342,234
Non-managing member unitholders	200,176		201,056
Total noncontrolling interests	527,897		543,290
Total equity	7,182,598		7,058,760
Total liabilities and equity	$	15,771,229	$	15,257,519

See accompanying Notes to the Consolidated Financial Statements.

61

Table of Contents

Healthpeak Properties, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

	Year Ended December 31,
	2022		2021		2020
Revenues:
Rental and related revenues	$	1,541,775	$	1,378,384	$	1,182,108
Resident fees and services	494,935		471,325		436,494
Income from direct financing leases	1,168		8,702		9,720
Interest income	23,300		37,773		16,553
Total revenues	2,061,178		1,896,184		1,644,875
Costs and expenses:
Interest expense	172,944		157,980		218,336
Depreciation and amortization	710,569		684,286		553,949
Operating	862,991		773,279		782,541
General and administrative	131,033		98,303		93,237
Transaction costs	4,853		1,841		18,342
Impairments and loan loss reserves (recoveries), net	7,004		23,160		42,909
Total costs and expenses	1,889,394		1,738,849		1,709,314
Other income (expense):
Gain (loss) on sales of real estate, net	9,078		190,590		90,350
Gain (loss) on debt extinguishments	—		(225,824)		(42,912)
Other income (expense), net	326,268		6,266		234,684
Total other income (expense), net	335,346		(28,968)		282,122
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	507,130		128,367		217,683
Income tax benefit (expense)	4,425		3,261		9,423
Equity income (loss) from unconsolidated joint ventures	1,985		6,100		(66,599)
Income (loss) from continuing operations	513,540		137,728		160,507
Income (loss) from discontinued operations	2,884		388,202		267,746
Net income (loss)	516,424		525,930		428,253
Noncontrolling interests’ share in continuing operations	(15,975)		(17,851)		(14,394)
Noncontrolling interests’ share in discontinued operations	—		(2,539)		(296)
Net income (loss) attributable to Healthpeak Properties, Inc.	500,449		505,540		413,563
Participating securities’ share in earnings	(2,657)		(3,269)		(2,416)
Net income (loss) applicable to common shares	$	497,792	$	502,271	$	411,147
Basic earnings (loss) per common share:
Continuing operations	$	0.92	$	0.22	$	0.27
Discontinued operations	0.00		0.71		0.50
Net income (loss) applicable to common shares	$	0.92	$	0.93	$	0.77
Diluted earnings (loss) per common share:
Continuing operations	$	0.92	$	0.22	$	0.27
Discontinued operations	0.00		0.71		0.50
Net income (loss) applicable to common shares	$	0.92	$	0.93	$	0.77
Weighted average shares outstanding:
Basic	538,809		538,930		530,555
Diluted	539,147		539,241		531,056

See accompanying Notes to the Consolidated Financial Statements.

62

Table of Contents

Healthpeak Properties, Inc.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In thousands)

	Year Ended December 31,
	2022		2021		2020
Net income (loss)	$	516,424	$	525,930	$	428,253
Other comprehensive income (loss):
Net unrealized gains (losses) on derivatives	30,145		332		(583)
Change in Supplemental Executive Retirement Plan obligation and other	1,136		457		(258)
Reclassification adjustment realized in net income (loss)	—		(251)		13
Total other comprehensive income (loss)	31,281		538		(828)
Total comprehensive income (loss)	547,705		526,468		427,425
Total comprehensive (income) loss attributable to noncontrolling interests’ share in continuing operations	(15,975)		(17,851)		(14,394)
Total comprehensive (income) loss attributable to noncontrolling interests’ share in discontinued operations	—		(2,539)		(296)
Total comprehensive income (loss) attributable to Healthpeak Properties, Inc.	$	531,730	$	506,078	$	412,735

See accompanying Notes to the Consolidated Financial Statements.

63

Healthpeak Properties, Inc.

CONSOLIDATED STATEMENTS OF EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS

(In thousands, except per share data)

	Common Stock
	Shares	Amount		Additional Paid-In Capital		Cumulative Dividends In Excess Of Earnings		Accumulated Other Comprehensive Income (Loss)		Total Stockholders’ Equity		Total Noncontrolling Interests		Total Equity		Redeemable Noncontrolling Interests
December 31, 2019	505,222	$	505,222	$	9,175,277	$	(3,601,199)	$	(2,857)	$	6,076,443	$	582,416	$	6,658,859	$	11,106
Impact of adoption of ASU No. 2016-13(1)	—	—		—		(1,524)		—		(1,524)		—		(1,524)		—
January 1, 2020	505,222	$	505,222	$	9,175,277	$	(3,602,723)	$	(2,857)	$	6,074,919	$	582,416	$	6,657,335	$	11,106
Net income (loss)	—	—		—		413,563		—		413,563		14,690		428,253		—
Other comprehensive income (loss)	—	—		—		—		(828)		(828)		—		(828)		—
Issuance of common stock, net	33,307	33,307		1,033,764		—		—		1,067,071		—		1,067,071		—
Conversion of DownREIT units to common stock	120	120		3,957		—		—		4,077		(4,077)		—		—
Repurchase of common stock	(298)	(298)		(10,231)		—		—		(10,529)		—		(10,529)		—
Exercise of stock options	54	54		1,752		—		—		1,806		—		1,806		—
Amortization of stock-based compensation	—	—		20,534		—		—		20,534		—		20,534		—
Common dividends ($1.48 per share)	—	—		—		(787,072)		—		(787,072)		—		(787,072)		—
Distributions to noncontrolling interests	—	—		—		—		—		—		(36,994)		(36,994)		(160)
Contributions from noncontrolling interests	—	—		—		—		—		—		—		—		443
Purchase of noncontrolling interests	—	—		(3,811)		—		—		(3,811)		192		(3,619)		—
Adjustments to redemption value of redeemable noncontrolling interests	—	—		(46,007)		—		—		(46,007)		—		(46,007)		46,007
December 31, 2020	538,405	$	538,405	$	10,175,235	$	(3,976,232)	$	(3,685)	$	6,733,723	$	556,227	$	7,289,950	$	57,396
Net income (loss)	—	—		—		505,540		—		505,540		20,346		525,886		44
Other comprehensive income (loss)	—	—		—		—		538		538		—		538		—
Issuance of common stock, net	1,005	1,005		740		—		—		1,745		—		1,745		—
Conversion of DownREIT units to common stock	8	8		193		—		—		201		(201)		—		—
Repurchase of common stock	(418)	(418)		(12,423)		—		—		(12,841)		—		(12,841)		—
Exercise of stock options	97	97		3,194		—		—		3,291		—		3,291		—
Amortization of stock-based compensation	—	—		22,851		—		—		22,851		—		22,851		—
Common dividends ($1.20 per share)	—	—		—		(650,082)		—		(650,082)		—		(650,082)		—
Distributions to noncontrolling interests	—	—		—		—		—		—		(33,017)		(33,017)		(162)
Purchase of noncontrolling interests	—	—		(5)		—		—		(5)		(65)		(70)		(60,065)
Contributions from noncontrolling interests	—	—		—		—		—		—		—		—		640
Adjustments to redemption value of redeemable noncontrolling interests	—	—		(89,491)		—		—		(89,491)		—		(89,491)		89,491
December 31, 2021	539,097	$	539,097	$	10,100,294	$	(4,120,774)	$	(3,147)	$	6,515,470	$	543,290	$	7,058,760	$	87,344

64

Healthpeak Properties, Inc.

CONSOLIDATED STATEMENTS OF EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS (CONTINUED)

(In thousands, except per share data)

	Common Stock
	Shares	Amount		Additional Paid-In Capital		Cumulative Dividends In Excess Of Earnings		Accumulated Other Comprehensive Income (Loss)		Total Stockholders’ Equity		Total Noncontrolling Interests		Total Equity		Redeemable Noncontrolling Interests
December 31, 2021	539,097	$	539,097	$	10,100,294	$	(4,120,774)	$	(3,147)	$	6,515,470	$	543,290	$	7,058,760	$	87,344
Net income (loss)	—	—		—		500,449		—		500,449		15,876		516,325		99
Other comprehensive income (loss)	—	—		—		—		31,281		31,281		—		31,281		—
Issuance of common stock, net	9,936	9,936		299,481		—		—		309,417		—		309,417		—
Conversion of DownREIT units to common stock	27	27		853		—		—		880		(880)		—		—
Repurchase of common stock	(2,418)	(2,418)		(65,420)		—		—		(67,838)		—		(67,838)		—
Amortization of stock-based compensation	—	—		31,412		—		—		31,412		—		31,412		—
Common dividends ($1.20 per share)	—	—		—		(649,364)		—		(649,364)		—		(649,364)		—
Distributions to noncontrolling interests	—	—		—		—		—		—		(30,389)		(30,389)		(160)
Contributions from noncontrolling interests	—	—		—		—		—		—		—		—		1,390
Adjustments to redemption value of redeemable noncontrolling interests	—	—		(17,006)		—		—		(17,006)		—		(17,006)		17,006
December 31, 2022	546,642	$	546,642	$	10,349,614	$	(4,269,689)	$	28,134	$	6,654,701	$	527,897	$	7,182,598	$	105,679

_______________________________________

(1)On January 1, 2020, the Company adopted a series of Accounting Standards Updates (“ASUs”) related to accounting for credit losses and recognized the cumulative-effect of adoption to beginning retained earnings. Refer to Note 2 for a detailed impact of adoption.

See accompanying Notes to the Consolidated Financial Statements.

65

Healthpeak Properties, Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

	Year Ended December 31,
	2022		2021		2020
Cash flows from operating activities:
Net income (loss)	$	516,424	$	525,930	$	428,253
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization of real estate, in-place lease, and other intangibles	710,569		684,286		697,143
Stock-based compensation amortization expense	26,456		18,202		17,368
Amortization of deferred financing costs	10,881		9,216		10,157
Straight-line rents	(49,183)		(31,188)		(24,532)
Amortization of nonrefundable entrance fees and above/below market lease intangibles	(102,747)		(94,362)		(81,914)
Equity loss (income) from unconsolidated joint ventures	(2,049)		(11,235)		67,787
Distributions of earnings from unconsolidated joint ventures	943		4,976		12,294
Loss (gain) on sale of real estate under direct financing leases	(22,693)		—		(41,670)
Deferred income tax expense (benefit)	(6,001)		(5,792)		(14,573)
Impairments and loan loss reserves (recoveries), net	7,004		55,896		244,253
Loss (gain) on debt extinguishments	—		225,824		42,912
Loss (gain) on sales of real estate, net	(10,422)		(605,311)		(550,494)
Loss (gain) upon change of control, net	(311,438)		(1,042)		(159,973)
Casualty-related loss (recoveries), net	7,168		1,632		469
Other non-cash items	6,489		(8,178)		2,175
Changes in:
Decrease (increase) in accounts receivable and other assets, net	(17,433)		18,626		15,281
Increase (decrease) in accounts payable, accrued liabilities, and deferred revenue	136,293		7,768		93,495
Net cash provided by (used in) operating activities	900,261		795,248		758,431
Cash flows from investing activities:
Acquisitions of real estate	(178,133)		(1,483,026)		(1,170,651)
Development, redevelopment, and other major improvements of real estate	(861,636)		(610,555)		(791,566)
Leasing costs, tenant improvements, and recurring capital expenditures	(108,510)		(111,480)		(94,121)
Proceeds from sales of real estate, net	47,885		2,399,120		1,304,375
Proceeds from the South San Francisco JVs transaction, net	125,985		—		—
Acquisition of CCRC Portfolio	—		—		(394,177)
Contributions to unconsolidated joint ventures	(21,143)		(25,260)		(39,118)
Distributions in excess of earnings from unconsolidated joint ventures	12,518		37,640		18,555
Proceeds from insurance recovery	1,450		—		1,802
Proceeds from sales/principal repayments on loans receivable and direct financing leases	115,988		342,420		202,763
Investments in loans receivable and other	(10,747)		(17,827)		(45,562)
Net cash provided by (used in) investing activities	(876,343)		531,032		(1,007,700)
Cash flows from financing activities:
Borrowings under bank line of credit and commercial paper	15,882,153		16,821,450		4,742,600
Repayments under bank line of credit and commercial paper	(16,052,522)		(15,785,065)		(4,706,010)
Issuances and borrowings of term loans, senior unsecured notes, and mortgage debt	500,000		1,088,537		594,750
Repayments and repurchases of term loans, senior unsecured notes, and mortgage debt	(5,048)		(2,425,936)		(568,343)
Payments for debt extinguishment and deferred financing costs	(4,171)		(236,942)		(47,210)
Issuance of common stock and exercise of options, net of offering costs	308,100		5,036		1,068,877
Repurchase of common stock	(67,838)		(12,841)		(10,529)
Dividends paid on common stock	(648,047)		(650,082)		(787,072)
Distributions to and purchase of noncontrolling interests	(30,549)		(93,314)		(40,613)
Contributions from and issuance of noncontrolling interests	1,390		640		—
Net cash provided by (used in) financing activities	(116,532)		(1,288,517)		246,450
Effect of foreign exchanges on cash, cash equivalents and restricted cash	—		—		(153)
Net increase (decrease) in cash, cash equivalents and restricted cash	(92,614)		37,763		(2,972)
Cash, cash equivalents and restricted cash, beginning of year	219,448		181,685		184,657
Cash, cash equivalents and restricted cash, end of year	$	126,834	$	219,448	$	181,685

See accompanying Notes to the Consolidated Financial Statements.

66

Healthpeak Properties, Inc.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1.    Business

Overview

Healthpeak Properties, Inc., a Standard & Poor’s 500 company, is a Maryland corporation that is organized to qualify as a real estate investment trust (“REIT”) that, together with its consolidated entities (collectively, “Healthpeak” or the “Company”), invests primarily in real estate serving the healthcare industry in the United States (“U.S.”). Healthpeak® acquires, develops, owns, leases, and manages healthcare real estate. The Company’s diverse portfolio is comprised of investments in the following reportable healthcare segments: (i) life science; (ii) medical office; and (iii) continuing care retirement community (“CCRC”).

The Company’s corporate headquarters are in Denver, Colorado, and it has additional offices in California, Tennessee, and Massachusetts.

UPREIT Reorganization

On February 7, 2023, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with New Healthpeak, Inc., a Maryland corporation (“New Healthpeak”) and its wholly owned subsidiary, and Healthpeak Merger Sub, Inc., a Maryland corporation (“Merger Sub”) that is a wholly owned subsidiary of New Healthpeak. The purpose of the transactions contemplated by the Merger Agreement is for the Company to implement a corporate reorganization into a new holding company structure commonly referred to as an Umbrella Partnership Real Estate Investment Trust, or UPREIT (the “Reorganization”).

Pursuant to the Merger Agreement, Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation and a wholly owned subsidiary of New Healthpeak (the “Merger”). The Merger is expected to be effective as of February 10, 2023 (the “Effective Time”). As part of the Merger, the Company’s name will change to Healthpeak Properties Interim, Inc., and, effective immediately after the Effective Time, New Healthpeak’s name will be changed to Healthpeak Properties, Inc. The Merger is expected to be conducted in accordance with Section 3-106.2 of the Maryland General Corporation Law. Accordingly, the Merger will not require the approval of the Company’s stockholders, and the Merger will not give rise to statutory dissenters’ rights.

In connection with the Reorganization and immediately following the Merger, the Company will convert from a Maryland corporation to a Maryland limited liability company named Healthpeak OP, LLC (“Healthpeak OP”).

Following the Merger, the business, management and board of directors of New Healthpeak will be identical to the business, management and board of directors of the company immediately before the Merger, except that the business of the company is expected to be conducted exclusively through Healthpeak OP. The consolidated assets and liabilities of New Healthpeak immediately following the Merger will be identical to the consolidated assets and liabilities of the Company immediately prior to the Merger. New Healthpeak will not hold any assets directly other than its ownership interest in Healthpeak OP and certain de minimis assets that may be held for certain administrative functions. None of the properties owned by the Company or its subsidiaries or any interests therein will be transferred as part of the Reorganization. All material indebtedness of the Company immediately prior to the Merger will remain the indebtedness of Healthpeak OP after the Merger.

NOTE 2.    Summary of Significant Accounting Policies

Use of Estimates

Management is required to make estimates and assumptions in the preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”). These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from management’s estimates.

Basis of Presentation

The consolidated financial statements include the accounts of Healthpeak Properties, Inc., its wholly-owned subsidiaries, joint ventures (“JVs”), and variable interest entities (“VIEs”) that it controls through voting rights or other means. Intercompany transactions and balances have been eliminated upon consolidation.

67

The Company is required to continually evaluate its VIE relationships and consolidate these entities when it is determined to be the primary beneficiary of their operations. A VIE is broadly defined as an entity where either: (i) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support, (ii) substantially all of an entity’s activities either involve or are conducted on behalf of an investor that has disproportionately few voting rights, or (iii) the equity investors as a group lack any of the following: (a) the power through voting or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance, (b) the obligation to absorb the expected losses of an entity, or (c) the right to receive the expected residual returns of an entity. Criterion (iii) above is generally applied to limited partnerships and similarly structured entities by assessing whether a simple majority of the limited partners hold substantive rights to participate in the significant decisions of the entity or have the ability to remove the decision maker or liquidate the entity without cause. If neither of those criteria are met, the entity is a VIE.

The designation of an entity as a VIE is reassessed upon certain events, including, but not limited to: (i) a change to the contractual arrangements of the entity or in the ability of a party to exercise its participation or kick-out rights, (ii) a change to the capitalization structure of the entity, or (iii) acquisitions or sales of interests that constitute a change in control.

A variable interest holder is considered to be the primary beneficiary of a VIE if it has the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and has the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. The Company qualitatively assesses whether it is (or is not) the primary beneficiary of a VIE. Consideration of various factors include, but is not limited to, which activities most significantly impact the entity’s economic performance and the ability to direct those activities, its form of ownership interest, its representation on the VIE’s governing body, the size and seniority of its investment, its ability and the rights of other investors to participate in policy making decisions, its ability to manage its ownership interest relative to the other interest holders, and its ability to replace the VIE manager and/or liquidate the entity.

For its investments in joint ventures that are not considered to be VIEs, the Company evaluates the type of ownership rights held by the limited partner(s) that may preclude consolidation by the majority interest holder. The assessment of limited partners’ rights and their impact on the control of a joint venture should be made at inception of the joint venture and continually reassessed.

Revenue Recognition

Lease Classification

The Company classifies a lease as an operating lease if none of the following criteria are met: (i) transfer of ownership to the lessee by the end of the lease term, (ii) lessee has a purchase option during or at the end of the lease term that it is reasonably certain to exercise, (iii) the lease term is for the major part of the remaining economic life of the underlying asset, (iv) the present value of future minimum lease payments is equal to substantially all of the fair value of the underlying asset, or (v) the underlying asset is of such a specialized nature that it is expected to have no alternative use to the Company at the end of the lease term.

Rental and Related Revenues

The Company recognizes rental revenue from its life science and medical office properties in accordance with Accounting Standards Codification (“ASC”) 842, Leases (“ASC 842”). The Company commences recognition of rental revenue for operating lease arrangements when the tenant has taken possession or controls the physical use of a leased asset. The tenant is not considered to have taken physical possession or have control of the leased asset until the Company-owned tenant improvements are substantially complete. If a lease arrangement provides for tenant improvements, the Company determines whether the tenant improvements are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, any tenant improvements funded by the tenant are treated as lease payments which are deferred and amortized into income over the lease term. When the tenant is the owner of the tenant improvements, any tenant improvement allowance that is funded by the Company is treated as a lease incentive and amortized as a reduction of revenue over the lease term.

Ownership of tenant improvements is determined based on various factors including, but not limited to, the following criteria:

•lease stipulations of how and on what a tenant improvement allowance may be spent;

•which party to the arrangement retains legal title to the tenant improvements upon lease expiration;

•whether the tenant improvements are unique to the tenant or general purpose in nature;

•if the tenant improvements are expected to have significant residual value at the end of the lease term;

•the responsible party for construction cost overruns; and

•which party constructs or directs the construction of the improvements.

68

Certain leases provide for additional rents that are contingent upon a percentage of the facility’s revenue in excess of specified base amounts or other thresholds. Such revenue is recognized when actual results reported by the tenant or estimates of tenant results, exceed the base amount or other thresholds, and only after any contingency has been removed (when the related thresholds are achieved). This may result in the recognition of rental revenue in periods subsequent to when such payments are received.

Tenant recoveries subject to operating leases generally relate to the reimbursement of real estate taxes, insurance, and repair and maintenance expense, and are recognized as both revenue (in rental and related revenues) and expense (in operating expenses) in the period the expense is incurred as the Company is the party paying the service provider. Rental and related revenues from other variable payments are recognized when the associated contingencies are removed. In accordance with ASC 842, the Company accounts for lease and nonlease components as a single lease component for the purpose of revenue recognition and disclosure.

For operating leases with minimum scheduled rent increases, the Company recognizes income on a straight line basis over the lease term when collectibility of future minimum lease payments is probable. Recognizing rental income on a straight line basis results in a difference in the timing of revenue amounts from what is contractually due from tenants. If the Company determines that collectibility of future minimum lease payments is not probable, the straight-line rent receivable balance is written off and recognized as a decrease in revenue in that period and future revenue recognition is limited to amounts contractually owed and paid. If it is no longer probable that substantially all future minimum lease payments under operating leases will be received, the accounts receivable and straight-line rent receivable balance is written off and recognized as a decrease in revenue in that period.

The Company’s operating leases generally contain options to extend lease terms at prevailing market rates at the time of expiration. Certain operating leases contain early termination options that require advance notice and payment of a penalty, which in most cases is substantial enough to be deemed economically disadvantageous by a tenant to exercise.

Resident Fees and Services

The Company recognizes resident fee and service revenue from its Senior Housing Operating Property (“SHOP”) portfolios and CCRC properties in accordance with ASC 606, Revenue from Contracts with Customers. Resident fee revenue is recorded when services are rendered and includes resident room and care charges, community fees, and other resident charges. Residency agreements for SHOP and CCRC facilities are generally for a term of 30 days to one year, with resident fees billed monthly, in advance. Revenue for certain care related services is recognized as services are provided and is billed monthly in arrears.

Certain of the Company’s CCRCs are operated as entrance fee communities, which typically require a resident to pay an upfront entrance fee that includes both a refundable portion and non-refundable portion. When the Company receives a nonrefundable entrance fee, it is recorded in deferred revenue in the Consolidated Balance Sheets and amortized into revenue over the estimated stay of the resident. The Company utilizes third-party actuarial experts in its determination of the estimated stay of residents.

Income from Direct Financing Leases

The Company utilizes the direct finance method of accounting to record direct financing lease (“DFL”) income. For a lease accounted for as a DFL, the net investment in the DFL represents receivables for the sum of future minimum lease payments and the estimated residual value of the leased property, less the unamortized unearned income. Unearned income is deferred and amortized to income over the lease term to provide a constant yield when collectibility of the lease payments is reasonably assured. During the first quarter of 2022, the Company sold its remaining hospital under a DFL.

Interest Income

Loans receivable are classified as held-for-investment based on management’s intent and ability to hold the loans for the foreseeable future or to maturity. Loans held-for-investment are carried at amortized cost and reduced by a valuation allowance for estimated credit losses, as necessary. When collectibility of the future payments is reasonably assured, the Company utilizes the interest method on a loan-by-loan basis to recognize interest income on its loans, which includes the amortization of discounts and premiums as well as loan fees paid and received.

Gain (loss) on sales of real estate, net

The Company recognizes a gain (loss) on sale of real estate when the criteria for an asset to be derecognized are met, which include when: (i) a contract exists, (ii) the buyer obtains control of the asset, and (iii) it is probable that the Company will receive substantially all of the consideration to which it is entitled. These criteria are generally satisfied at the time of sale.

69

Government Grant Income

On March 27, 2020, the federal government enacted the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) to provide financial aid to individuals, businesses, and state and local governments. During the years ended December 31, 2022, 2021, and 2020, the Company received government grants under the CARES Act primarily to cover increased expenses and lost revenue during the pandemic caused by the coronavirus disease (“Covid”). Grant income is recognized to the extent that qualifying expenses and lost revenues exceed grants received and the Company will comply with all conditions attached to the grant. As of December 31, 2022, the amount of qualifying expenditures and lost revenue exceeded grant income recognized and the Company believes it has complied and will continue to comply with all grant conditions. In the event of non-compliance, all such amounts received are subject to recapture.

The following table summarizes information related to government grant income received and recognized by the Company (in thousands):

	Year Ended December 31,
	2022		2021		2020
Government grant income recorded in other income (expense), net	$	6,765	$	1,412	$	16,198
Government grant income recorded in equity income (loss) from unconsolidated joint ventures	878		1,749		1,279
Government grant income recorded in income (loss) from discontinued operations	217		3,669		15,436
Total government grants received	$	7,860	$	6,830	$	32,913

Credit Losses

The Company evaluates the liquidity and creditworthiness of its occupants, operators, and borrowers on a monthly and quarterly basis. The Company’s evaluation considers payment history and current credit status, industry and economic conditions, individual and portfolio property performance, credit enhancements, liquidity, and other factors. The Company’s occupants, operators, and borrowers furnish property, portfolio, and guarantor/operator-level financial statements, among other information, on a monthly or quarterly basis; the Company utilizes this financial information to calculate the lease or debt service coverages that it uses as a primary credit quality indicator. Lease and debt service coverage information is evaluated together with other property, portfolio, and operator performance information, including revenue, expense, net operating income, occupancy, rental rate, reimbursement trends, capital expenditures, and EBITDA (defined as earnings before interest, tax, and depreciation and amortization), along with other liquidity measures. The Company evaluates, on a monthly basis or immediately upon a significant change in circumstance, its occupants’, operators’, and borrowers’ ability to service their obligations with the Company.

In connection with the Company’s quarterly review process or upon the occurrence of a significant event, loans receivable and DFLs (collectively, “finance receivables”), are reviewed and assigned an internal rating of Performing, Watch List, or Workout. Finance receivables that are deemed Performing meet all present contractual obligations, and collection and timing, of all amounts owed is reasonably assured. Watch List finance receivables are defined as finance receivables that do not meet the definition of Performing or Workout. Workout finance receivables are defined as finance receivables in which the Company has determined, based on current information and events, that: (i) it is probable it will be unable to collect all amounts due according to the contractual terms of the agreement, (ii) the tenant, operator, or borrower is delinquent on making payments under the contractual terms of the agreement, and (iii) the Company has commenced action or anticipates pursuing action in the near term to seek recovery of its investment.

Finance receivables are placed on nonaccrual status when management determines that the collectibility of contractual amounts is not reasonably assured (the asset will have an internal rating of either Watch List or Workout). Further, the Company performs a credit analysis to support the tenant’s, operator’s, borrower’s, and/or guarantor’s repayment capacity and the underlying collateral values. The Company uses the cash basis method of accounting for finance receivables placed on nonaccrual status unless one of the following conditions exist whereby it utilizes the cost recovery method of accounting if: (i) the Company determines that it is probable that it will only recover the recorded investment in the finance receivable, net of associated allowances or charge-offs (if any), or (ii) the Company cannot reasonably estimate the amount of an impaired finance receivable. For cash basis method of accounting, the Company applies payments received, excluding principal paydowns, to interest income so long as that amount does not exceed the amount that would have been earned under the original contractual terms. For cost recovery method of accounting, any payment received is applied to reduce the recorded investment. Generally, the Company returns a finance receivable to accrual status when all delinquent payments become current under the terms of the loan or lease agreements and collectibility of the remaining contractual loan or lease payments is reasonably assured.

70

At inception of a finance receivable, the Company recognizes an allowance for credit losses expected to be incurred over the life of the instrument. The model utilized by the Company to determine such losses emphasizes historical experience and future market expectations to determine a loss to be recognized at inception. However, the model is applied on an individual basis and relies on counter-party specific information to ensure the most accurate estimate is recognized. The Company also performs a quarterly review process (or upon the occurrence of a significant event) to evaluate its borrowers’ creditworthiness and liquidity to determine the amount of credit losses to recognize during the period. If a finance receivable is deemed partially or wholly uncollectible, the uncollectible balance is deducted from the allowance in the period in which such determination is made. Credit loss expenses and recoveries are recorded in impairments and loan loss reserves (recoveries), net.

Real Estate

The Company’s real estate acquisitions are generally classified as asset acquisitions for which the Company records identifiable assets acquired, liabilities assumed, and any associated noncontrolling interests at cost on a relative fair value basis. In addition, for such asset acquisitions, no goodwill is recognized, third party transaction costs are capitalized and any associated contingent consideration is generally recorded when the amount of consideration is reasonably estimable and probable of being paid.

The Company assesses fair value based on available market information, such as capitalization and discount rates, comparable sale transactions, and relevant per square foot or unit cost information. A real estate asset’s fair value may be determined utilizing cash flow projections that incorporate such market information. Estimates of future cash flows are based on a number of factors including historical operating results, known and anticipated trends, as well as market and economic conditions. The fair value of tangible assets of an acquired property is based on the value of the property as if it is vacant.

The Company recognizes acquired “above and below market” leases at their relative fair value (for asset acquisitions) using discount rates which reflect the risks associated with the leases acquired. The fair value is based on the present value of the difference between (i) the contractual amounts paid pursuant to each in-place lease and (ii) management’s estimate of fair market lease rates for each in-place lease, measured over a period equal to the remaining term of the lease for above market leases and the initial term plus the extended term for any leases with renewal options that are reasonably certain to be exercised. Other intangible assets acquired include amounts for in-place lease values that are based on an evaluation of the specific characteristics of each property and the acquired tenant lease(s). Factors considered include estimates of carrying costs during hypothetical expected lease-up periods, market conditions, and costs to execute similar leases. In estimating carrying costs, the Company includes estimates of lost rents at market rates during the hypothetical expected lease-up periods, which are dependent on local market conditions and expected trends. In estimating costs to execute similar leases, the Company considers leasing commissions, legal, and other related costs.

Certain of the Company's acquisitions involve the assumption of contract liabilities. The Company typically estimates the fair value of contract liabilities by applying a reasonable profit margin to the total discounted estimated future costs associated with servicing the contract. A variety of market and contract-specific conditions are considered when making assumptions that impact the estimated fair value of the contract liability.

The Company capitalizes direct construction and development costs, including predevelopment costs, interest, property taxes, insurance, and other costs directly related and essential to the development or construction of a real estate asset. The Company capitalizes construction and development costs while substantive activities are ongoing to prepare an asset for its intended use. During the holding or development period, certain real estate assets generate incidental income that is not associated with the future profit or return from the intended use of the property. Such income is recognized as a reduction of the associated project costs. The Company considers a construction project as substantially complete and held available for occupancy upon the completion of Company-owned tenant improvements, but no later than one year from cessation of significant construction activity. Costs incurred after a project is substantially complete and ready for its intended use, or after development activities have ceased, are expensed as incurred. For redevelopment of existing operating properties, the Company capitalizes the cost for the construction and improvement incurred in connection with the redevelopment.

Costs previously capitalized related to abandoned developments/redevelopments are charged to earnings. Expenditures for repairs and maintenance are expensed as incurred. The Company considers costs incurred in conjunction with re-leasing properties, including tenant improvements and lease commissions, to represent the acquisition of productive assets and such costs are reflected as investing activities in the Company’s Consolidated Statements of Cash Flows.

Initial direct costs incurred in connection with successful property leasing are capitalized as deferred leasing costs and classified as investing activities in the Consolidated Statements of Cash Flows. Initial direct costs include only those costs that are incremental to the arrangement and would not have been incurred if the lease had not been obtained. Initial direct costs consist of leasing commissions paid to external third party brokers and lease incentives. Initial direct costs are included in other assets, net in the Consolidated Balance Sheets and amortized in depreciation and amortization in the Consolidated Statements of Operations using the straight-line method of accounting over the lease term.

71

The Company computes depreciation on properties using the straight-line method over the assets’ estimated useful lives. Depreciation is discontinued when a property is identified as held for sale. Buildings and improvements are depreciated over useful lives ranging up to 50 years. Above and below market lease intangibles are amortized to revenue over the remaining noncancellable lease terms and renewal periods that are reasonably certain to be exercised, if any. In-place lease intangibles are amortized to expense over the remaining noncancellable lease term and renewal periods that are reasonably certain to be exercised, if any.

Lessee Accounting

For leases greater than 12 months for which the Company is the lessee, such as ground leases and corporate office leases, the Company recognizes a right-of-use asset and related lease liability on the Consolidated Balance Sheets at inception of the lease. The lease liability is calculated as the sum of: (i) the present value of minimum lease payments at lease commencement (discounted using the Company's secured incremental borrowing rate) and (ii) the present value of amounts probable of being paid under any residual value guarantees. Certain of the Company’s lease agreements have options to extend or terminate the contract terms upon meeting certain criteria. The lease term utilized in the calculation of the lease liability includes these options if they are considered reasonably certain of exercise. The right-of-use asset is calculated as the lease liability, adjusted for the following: (i) any lease payments made to the lessor at or before the commencement date, minus any lease incentives received and (ii) any initial direct costs incurred by the Company. Lease expense related to corporate assets is included in general and administrative expenses and lease expense related to ground leases is included within operating expenses in the Company’s Consolidated Statements of Operations.

For leases with a noncancellable lease term of 12 months or less for which the Company is the lessee, the Company recognizes expenses on a straight-line basis and does not recognize such leases on the Consolidated Balance Sheets.

Impairment of Long-Lived Assets and Goodwill

The Company assesses the carrying value of real estate assets and related intangibles (“real estate assets”) when events or changes in circumstances indicate that the carrying value may not be recoverable. The Company tests its real estate assets for impairment by comparing the sum of the expected future undiscounted cash flows to the carrying value of the real estate assets. The expected future undiscounted cash flows reflect the expected use and eventual disposition of the asset, and are probability-weighted to reflect multiple possible cash-flow scenarios, including selling the assets at various points in the future. Further, the analysis considers the impact, if any, of master lease agreements on cash flows, which are calculated utilizing the lowest level of identifiable cash flows that are largely independent of the cash flows of other assets and liabilities. If the carrying value exceeds the expected future undiscounted cash flows, an impairment loss will be recognized to the extent that the carrying value of the real estate assets exceeds their fair value.

Determining the fair value of real estate assets, including assets classified as held-for-sale, involves significant judgment and generally utilizes market capitalization rates, comparable market transactions, estimated per unit or per square foot prices, negotiations with prospective buyers, and forecasted cash flows (primarily lease revenue rates, expense rates, and growth rates).

When testing goodwill for impairment, if the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company recognizes an impairment loss for the amount by which the carrying value, including goodwill, exceeds the reporting unit’s fair value.

Assets Held for Sale and Discontinued Operations

The Company classifies a real estate property as held for sale when: (i) management has approved the disposal, (ii) the property is available for sale in its present condition, (iii) an active program to locate a buyer has been initiated, (iv) it is probable that the property will be disposed of within one year, (v) the property is being marketed at a reasonable price relative to its fair value, and (vi) it is unlikely that the disposal plan will significantly change or be withdrawn. If a real estate property is classified as held for sale, it is reported at the lower of its carrying value or fair value less costs to sell and no longer depreciated.

The Company classifies a loan receivable as held for sale when management no longer has the intent and ability to hold the loan receivable for the foreseeable future or until maturity. If a loan receivable is classified as held for sale, it is reported at the lower of amortized cost or fair value.

A discontinued operation represents: (i) a component of the Company or group of components that has been disposed of or is classified as held for sale in a single transaction and represents a strategic shift that has or will have a major effect on the Company’s operations and financial results or (ii) an acquired business that is classified as held for sale on the date of acquisition. Examples of a strategic shift may include disposing of: (i) a separate major line of business, (ii) a separate major geographic area of operations, or (iii) other major parts of the Company.

72

Senior Housing Triple-Net and Senior Housing Operating Portfolio Dispositions

During 2020, the Company established and began executing a plan to dispose of its senior housing triple-net and SHOP portfolios and concluded that the planned dispositions represented a strategic shift that had and will have a major effect on the Company’s operations and financial results. Therefore, senior housing triple-net and SHOP assets meeting the held for sale criteria are classified as discontinued operations in all periods presented herein. In September 2021, the Company successfully completed the disposition of the remaining senior housing triple-net and SHOP properties. See Note 5 for further information.

Investments in Unconsolidated Joint Ventures

Investments in entities the Company does not consolidate, but over which the Company has the ability to exercise significant influence over operating and financial policies, are reported under the equity method of accounting. Under the equity method of accounting, the Company’s share of the investee’s earnings or losses is included in equity income (loss) from unconsolidated joint ventures within the Company’s Consolidated Statements of Operations.

The initial carrying value of investments in unconsolidated joint ventures is based on the amount paid to purchase the joint venture interest, the fair value of assets contributed to the joint venture, or the fair value of the assets prior to the sale of interests in the joint venture. To the extent that the Company’s cost basis is different from the basis reflected at the joint venture level, the basis difference is generally amortized over the lives of the related assets and liabilities, and such amortization is included in the Company’s share of equity in earnings of the joint venture. If an equity method investment shows indicators of impairment, the Company evaluates its equity method investments for impairment based on a comparison of the fair value of the equity method investment to its carrying value. When the Company determines a decline in fair value below carrying value of an investment in an unconsolidated joint venture is other-than-temporary, an impairment is recorded. The Company recognizes gains on the sale of interests in joint ventures to the extent the economic substance of the transaction is a sale.

The Company’s fair values of its equity method investments are determined based on discounted cash flow models that include all estimated cash inflows and outflows over a specified holding period and, where applicable, any estimated debt premiums or discounts. Capitalization rates, discount rates, and credit spreads utilized in these valuation models are based on assumptions that the Company believes to be within a reasonable range of current market rates for the respective investments.

Share-Based Compensation

Compensation expense for share-based awards granted to employees with graded vesting schedules is generally recognized on a straight-line basis over the vesting period. Forfeitures of share-based awards are recognized as they occur.

Cash and Cash Equivalents and Restricted Cash

Cash and cash equivalents consist of cash on hand and short-term investments with original maturities of three months or less when purchased. Restricted cash primarily consists of amounts held by mortgage lenders to provide for: (i) real estate tax expenditures, (ii) tenant improvements, and (iii) capital expenditures, as well as security deposits and net proceeds from property sales that were executed as tax-deferred dispositions.

The Company maintains its cash and cash equivalents at financial institutions insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 per institution. As the account balances at each institution periodically exceed the FDIC insurance coverage, there is a concentration of credit risk related to amounts in excess of such coverage.

Derivatives and Hedging

During its normal course of business, the Company uses certain types of derivative instruments for the purpose of managing interest rate and foreign currency risk. To qualify for hedge accounting, derivative instruments used for risk management purposes must effectively reduce the risk exposure that they are designed to hedge. In addition, at inception of a qualifying cash flow hedging relationship, the underlying transaction or transactions, must be, and are expected to remain, probable of occurring in accordance with the Company’s related assertions.

The Company recognizes all derivative instruments, including embedded derivatives that are required to be bifurcated, as assets or liabilities to the Consolidated Balance Sheets at fair value. Changes in fair value of derivative instruments that are not designated in hedging relationships or that do not meet the criteria of hedge accounting are recognized in other income (expense), net. For derivative instruments designated in qualifying cash flow hedging relationships, changes in fair value related to the effective portion of the derivative instruments are recognized in accumulated other comprehensive income (loss), whereas changes in fair value related to the ineffective portion would be recognized in earnings.

If it is determined that a derivative instrument ceases to be highly effective as a hedge, or that it is probable the underlying forecasted transaction will not occur, the Company discontinues its cash flow hedge accounting prospectively and records the appropriate adjustment to earnings based on the current fair value of the derivative instrument.

73

Income Taxes

Healthpeak Properties, Inc. has elected REIT status and believes it has always operated so as to continue to qualify as a REIT under Sections 856 to 860 of the Internal Revenue Code of 1986, as amended (the “Code”). Accordingly, Healthpeak Properties, Inc. will generally not be subject to U.S. federal income tax, provided that it continues to qualify as a REIT and makes distributions to stockholders equal to or in excess of its taxable income. In addition, the Company has formed several consolidated subsidiaries that have elected REIT status. Healthpeak Properties, Inc. and its consolidated REIT subsidiaries are each subject to the REIT qualification requirements under the Code. If any REIT fails to qualify as a REIT in any taxable year, it will be subject to federal income taxes at regular corporate rates and may be ineligible to qualify as a REIT for four subsequent tax years.

Healthpeak Properties, Inc. and its consolidated REIT subsidiaries are subject to state, local, and/or foreign income taxes in some jurisdictions. In certain circumstances each REIT may also be subject to federal excise taxes on undistributed income. In addition, certain activities that the Company undertakes may be conducted by entities that have elected to be treated as taxable REIT subsidiaries (“TRSs”). TRSs are subject to federal, state, and local income taxes. The Company recognizes tax penalties relating to unrecognized tax benefits as additional income tax expense. Interest relating to unrecognized tax benefits is recognized as interest expense.

The Company is required to evaluate its deferred tax assets for realizability and recognize a valuation allowance, which is recorded against its deferred tax assets, if it is more likely than not that the deferred tax assets will not be realized. The Company considers all available evidence in its determination of whether a valuation allowance for deferred tax assets is required.

Advertising Costs

All advertising costs are expensed as incurred and reported within operating expenses on the Consolidated Statements of Operations. During the years ended December 31, 2022, 2021, and 2020, total advertising expense was $8 million, $11 million, and $18 million, respectively ($0.1 million, $3 million, and $12 million, respectively, of which is reported in income (loss) from discontinued operations on the Consolidated Statements of Operations).

Capital Raising Issuance Costs

Costs incurred in connection with the issuance of common shares are recorded as a reduction of additional paid-in capital. Debt issuance costs related to debt instruments, excluding line of credit arrangements and commercial paper, are deferred, recorded as a reduction of the related debt liability, and amortized to interest expense over the remaining term of the related debt liability utilizing the effective interest method. Debt issuance costs related to line of credit arrangements and commercial paper are deferred, included in other assets, and amortized to interest expense on a straight-line basis over the remaining term of the related line of credit arrangement. Commercial paper are unsecured short-term debt securities with varying maturities. A line of credit serves as a liquidity backstop for repayment of commercial paper borrowings.

Penalties incurred to extinguish debt and any remaining unamortized debt issuance costs, discounts, and premiums are recognized as income or expense in the Consolidated Statements of Operations at the time of extinguishment.

Segment Reporting

The Company’s reportable segments, based on how it evaluates its business and allocates resources, are as follows: (i) life science, (ii) medical office, and (iii) CCRC.

Noncontrolling Interests

Arrangements with noncontrolling interest holders are assessed for appropriate balance sheet classification based on the redemption and other rights held by the noncontrolling interest holder. Net income (loss) attributable to a noncontrolling interest is included in net income (loss) on the Consolidated Statements of Operations and, upon a gain or loss of control, the interest purchased or sold, and any interest retained, is recorded at fair value with any gain or loss recognized in earnings. The Company accounts for purchases or sales of equity interests that do not result in a change in control as equity transactions.

The Company consolidates non-managing member limited liability companies (“DownREITs”) because it exercises control, and the noncontrolling interests in these entities are carried at cost. The non-managing member limited liability company (“LLC”) units (“DownREIT units”) are exchangeable for an amount of cash approximating the then-current market value of shares of the Company’s common stock or, at the Company’s option, shares of the Company’s common stock (subject to certain adjustments, such as stock splits and reclassifications). Upon exchange of DownREIT units for the Company’s common stock, the carrying amount of the DownREIT units is reclassified to stockholders’ equity.

74

Redeemable Noncontrolling Interests

Certain of the Company’s noncontrolling interest holders have the ability to put their equity interests to the Company upon specified events or after the passage of a predetermined period of time. Each put option is payable in cash and subject to increases in redemption value in the event that the underlying property generates specified returns and meets certain promote thresholds pursuant to the respective agreements. Accordingly, the Company records redeemable noncontrolling interests outside of permanent equity and presents the redeemable noncontrolling interests at the greater of their carrying amount or redemption value at the end of each reporting period.

Foreign Currency Translation and Transactions

Assets and liabilities denominated in foreign currencies that are translated into U.S. dollars use exchange rates in effect at the end of the period, and revenues and expenses denominated in foreign currencies that are translated into U.S. dollars use average rates of exchange in effect during the related period. Gains or losses resulting from translation are included in accumulated other comprehensive income (loss). Gains or losses resulting from foreign currency transactions are translated into U.S. dollars at the rates of exchange prevailing at the dates of the transactions. The effects of transaction gains or losses are included in other income (expense), net in the Consolidated Statements of Operations.

Fair Value Measurement

The Company measures and discloses the fair value of nonfinancial and financial assets and liabilities utilizing a hierarchy of valuation techniques based on whether the inputs to a fair value measurement are considered to be observable or unobservable in a marketplace. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. This hierarchy requires the use of observable market data when available. These inputs have created the following fair value hierarchy:

•Level 1—quoted prices for identical instruments in active markets;

•Level 2—quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and

•Level 3—fair value measurements derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

The Company measures fair value using a set of standardized procedures that are outlined herein for all assets and liabilities that are required to be measured at fair value. When available, the Company utilizes quoted market prices to determine fair value and classifies such items in Level 1. In instances where a market price is available, but the instrument is in an inactive or over-the-counter market, the Company consistently applies the dealer (market maker) pricing estimate and classifies the asset or liability in Level 2.

If quoted market prices or inputs are not available, fair value measurements are based on valuation models that utilize current market or independently sourced market inputs, such as interest rates, option volatilities, credit spreads, and/or market capitalization rates. Items valued using such internally-generated valuation techniques are classified according to the lowest level input that is significant to the fair value measurement. As a result, the asset or liability could be classified in either Level 2 or Level 3 even though there may be some significant inputs that are readily observable. Internal fair value models and techniques used by the Company include discounted cash flow models. The Company also considers its counterparty’s and own credit risk for derivative instruments and other liabilities measured at fair value. The Company has elected the mid-market pricing expedient when determining fair value.

Earnings per Share

Basic earnings per common share is computed by dividing net income (loss) applicable to common shares by the weighted average number of shares of common stock outstanding during the period. The Company accounts for unvested share-based payment awards that contain non-forfeitable dividend rights or dividend equivalents (whether paid or unpaid) as participating securities, which are included in the computation of earnings per share pursuant to the two-class method. Diluted earnings per common share is calculated by including the effect of dilutive securities, such as the impact of forward equity sales agreements using the treasury stock method and common shares issuable from the assumed conversion of DownREIT units, stock options, certain performance restricted stock units, and unvested restricted stock units.

75

Recent Accounting Pronouncements

Credit Losses. In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 is intended to improve financial reporting by requiring timelier recognition of credit losses on loans and other financial instruments held by financial institutions and other organizations. The amendments in ASU 2016-13 eliminate the “probable” initial threshold for recognition of credit losses in previous accounting guidance and, instead, reflect an entity’s current estimate of all expected credit losses over the life of the financial instrument. Historically, when credit losses were measured under previous accounting guidance, an entity generally only considered past events and current conditions in measuring the incurred loss. The amendments in ASU 2016-13 broaden the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually. The use of forecasted information incorporates more timely information in the estimate of expected credit loss.

As a result of adopting ASU 2016-13 on January 1, 2020 using the modified retrospective transition approach, the Company recognized a cumulative-effect adjustment to equity of $2 million. Under ASU 2016-13, the Company began using a loss model that relies on future expected credit losses, rather than incurred losses, as was required under historical GAAP. Under the new model, the Company is required to recognize future credit losses expected to be incurred over the life of its finance receivables, including loans receivable, DFLs, and certain accounts receivable, at inception of those instruments. The model emphasizes historical experience and future market expectations to determine a loss to be recognized at inception. However, the model continues to be applied on an individual basis and rely on counter-party specific information to ensure the most accurate estimate is recognized. The Company reassesses its reserves on finance receivables at each balance sheet date to determine if an adjustment to the previous reserve is necessary.

Accounting for Lease Concessions Related to Covid. In April 2020, the FASB staff issued a question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance to lease concessions provided as a result of Covid. Under ASC 842 the Company would have to determine, on a lease-by-lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated within the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A allows the Company, if certain criteria have been met, to bypass the lease-by-lease analysis, and instead elect to either apply the lease modification accounting framework or not, with such election applied consistently to leases with similar characteristics and similar circumstances. During the year ended December 31, 2020, the Company provided rent deferrals, which were required to be repaid before the end of 2020, to certain tenants in its life science and medical office segments that were impacted by Covid (discussed in further detail in Note 7). No such rent deferrals were provided to tenants during the years ended December 31, 2022 and 2021. The Company elected to not assess these rent deferrals on a lease-by-lease basis and to continue recognizing rent revenue on a straight-line basis.

Government Assistance. In November 2021, the FASB issued ASU No. 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance (“ASU 2021-10”), which increases the transparency of government assistance including the disclosure of the types of assistance, an entity’s accounting for assistance, and the effect of the assistance on an entity’s financial statements. The adoption of ASU 2021-10 on January 1, 2022 did not have a material impact on the Company’s consolidated financial position, results of operations, cash flows, or disclosures.

Reference Rate Reform. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), which provides optional guidance for a limited period of time to ease the potential burden in accounting for, or recognizing the effects of, reference rate reform on financial reporting. In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), which amends the scope of ASU 2020-04 to include derivative instruments that use an interest rate for margining, discounting, or contract price alignment that is modified as a result of reference rate reform. In December 2022, the FASB issued ASU No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”), which defers the sunset date of the reference rate reform guidance to December 31, 2024. The amendments in ASU 2020-04, ASU 2021-01, and ASU 2022-06 were effective immediately upon issuance. During 2022, the Company elected to apply certain hedge accounting expedients provided by ASU 2020-04 and ASU 2021-01, which preserves the hedging relationship of derivatives. The expedients provided by ASU 2020-04, ASU 2021-01, and ASU 2022-06 and the effects of reference rate reform have not had, and are not expected to have, a material impact on the Company’s consolidated financial position, results of operations, cash flows, or disclosures.

76

NOTE 3.    Master Transactions and Cooperation Agreement with Brookdale

2019 Master Transactions and Cooperation Agreement with Brookdale

In October 2019, the Company and Brookdale Senior Living Inc. (“Brookdale”) entered into a Master Transactions and Cooperation Agreement (the “2019 MTCA”), which includes a series of transactions related to its previously jointly owned 15-campus CCRC portfolio (the “CCRC JV”) and the portfolio of senior housing properties Brookdale triple-net leased from the Company, which, at the time, included 43 properties.

In connection with the 2019 MTCA, the Company and Brookdale, and certain of their respective subsidiaries, closed the following transactions related to the CCRC JV on January 31, 2020:

•The Company, which owned a 49% interest in the CCRC JV, purchased Brookdale’s 51% interest in 13 of the 15 communities in the CCRC JV based on a valuation of $1.06 billion (the “CCRC Acquisition”);

•The management agreements related to the CCRC Acquisition communities were terminated and management transitioned (under new management agreements) from Brookdale to Life Care Services LLC (“LCS”); and

•The Company paid a $100 million management termination fee to Brookdale.

In addition, pursuant to the 2019 MTCA, the Company and Brookdale closed the following transactions related to properties Brookdale triple-net leased from the Company on January 31, 2020:

•Brookdale acquired 18 of the properties from the Company (the “Brookdale Acquisition Assets”) for cash proceeds of $385 million;

•The remaining 24 properties (excludes one property transitioned and sold to a third party, as discussed below) were restructured into a single master lease with 2.4% annual rent escalators and a maturity date of December 31, 2027 (the “2019 Amended Master Lease”);

•A portion of annual rent (amount in excess of 6.5% of sales proceeds) related to 14 of the 18 Brookdale Acquisition Assets was reallocated to the remaining properties under the 2019 Amended Master Lease; and

•Brookdale paid down $20 million of future rent under the 2019 Amended Master Lease.

As agreed to by the Company and Brookdale under the 2019 MTCA, in December 2020, the Company terminated the triple-net lease related to one property and converted it to a structure permitted by the Housing and Economic Recovery Act of 2008, which includes most of the provisions previously proposed in the REIT Investment Diversification and Empowerment Act of 2007 (commonly referred to as “RIDEA”). In August 2021, the Company sold this property.

The Company and Brookdale also agreed that the Company would provide up to $35 million of capital investment in the 2019 Amended Master Lease properties over a five-year term, which would increase rent by 7% of the amount spent, per annum. As of December 31, 2020, the Company had funded $5 million of this capital investment. Upon the Company’s sale of the 24 properties under the 2019 Amended Master Lease in January 2021 (see Note 5), the remaining capital investment obligation was transferred to the buyer.

As a result of the above transactions, on January 31, 2020, the Company began consolidating the 13 CCRCs in which it acquired Brookdale’s interest. Accordingly, the Company derecognized its investment in the CCRC JV of $323 million and recognized a gain upon change of control of $170 million, which is included in other income (expense), net. In connection with consolidating the 13 CCRCs during the first quarter of 2020, the Company recognized real estate and intangible assets of $1.8 billion, refundable entrance fee liabilities of $308 million, contractual liabilities associated with previously collected non-refundable entrance fees of $436 million, debt assumed of $215 million, other net assets of $48 million, and cash paid of $396 million.

Upon sale of the Brookdale Acquisition Assets in January 2020, the Company recognized an aggregate gain on sales of real estate of $164 million, which is recorded within income (loss) from discontinued operations.

In May 2021, the CCRC JV sold the two remaining CCRCs subject to the 2019 MTCA for $38 million, $19 million of which represents the Company’s 49% interest in the CCRC JV, resulting in an immaterial gain on sale recorded within equity income (loss) from unconsolidated joint ventures (see Note 9).

77

Fair Value Measurement Techniques and Quantitative Information

At January 31, 2020, the Company performed a fair value assessment of each of the 2019 MTCA components that provided measurable economic benefit or detriment to the Company. Each fair value calculation was based on an income or market approach and relied on historical and forecasted net operating income (“NOI”), actuarial assumptions about the expected resident length of stay, and market data, including, but not limited to, discount rates ranging from 10% to 12%, annual rent escalators ranging from 2% to 3%, and real estate capitalization rates ranging from 7% to 9%. All assumptions were considered to be Level 3 measurements within the fair value hierarchy.

NOTE 4. Real Estate

2022 Real Estate Investment Acquisitions

67 Smith Place

In January 2022, the Company closed a life science acquisition in Cambridge, Massachusetts for $72 million.

Vista Sorrento Phase II

In January 2022, the Company closed a life science acquisition in San Diego, California for $24 million.

Webster MOB Portfolio

In March 2022, the Company acquired a portfolio of two medical office buildings (“MOBs”) in Houston, Texas for $43 million.

Northwest Medical Plaza

In May 2022, the Company acquired one MOB in Bentonville, Arkansas for $26 million.

Concord Avenue Land Parcels

In December 2022, the Company closed a life science acquisition in Cambridge, Massachusetts for $18 million.

Land Parcel Acquisition Subsequent to Year-End

In January 2023, the Company closed a life science acquisition in Cambridge, Massachusetts for $9 million.

2021 Real Estate Investment Acquisitions

In 2021, the Company closed the following life science acquisitions: (i) eight acquisitions in Cambridge, Massachusetts for $498 million, (ii) one acquisition in San Diego, California for $20 million, and (iii) 12 acres of land for $128 million in South San Francisco, California.

Also during 2021, the Company closed the following MOB acquisitions: (i) one MOB in Nashville, Tennessee for $13 million, (ii) one MOB in Denver, Colorado for $38 million, (iii) a portfolio of 14 MOBs for $371 million (the “MOB Portfolio”), (iv) one MOB in Fort Lauderdale, Florida for $16 million, (v) one MOB in Wichita, Kansas for $50 million, (vi) three MOBs in Morristown, New Jersey for $155 million, (vii) two MOBs in Dallas, Texas for $60 million, (viii) one MOB in Seattle, Washington for $43 million, (ix) one MOB in New Orleans, Louisiana for $34 million, and (x) one MOB in Cambridge, Massachusetts for $55 million. In conjunction with the acquisition of the MOB Portfolio, the Company originated $142 million of secured mortgage debt.

Development Activities

Construction, Tenant, and Other Capital Improvements

The following table summarizes the Company’s expenditures for construction, tenant improvements, and other capital improvements, excluding expenditures related to properties classified as discontinued operations (in thousands):

	Year Ended December 31,
Segment	2022		2021		2020
Life science	$	658,542	$	472,301	$	573,999
Medical office	237,761		230,227		173,672
CCRC	65,691		57,192		41,224
	$	961,994	$	759,720	$	788,895

78

NOTE 5.    Dispositions of Real Estate and Discontinued Operations

2022 Dispositions of Real Estate

In January 2022, the Company sold one life science facility in Salt Lake City, Utah for $14 million, resulting in a gain on sale of $4 million.

During the three months ended June 30, 2022, the Company sold three MOBs and one MOB land parcel for $27 million, resulting in total gain on sales of $10 million.

In July 2022, the Company sold two MOBs for $9 million, resulting in total gain on sales of $1 million.

Dispositions Subsequent to Year-End

In January 2023, the Company sold two life science facilities in Durham, North Carolina, which were classified as held for sale as of December 31, 2022, for $113 million.

2021 Dispositions of Real Estate

Sunrise Senior Housing Portfolio

In January 2021, the Company sold a portfolio of 32 SHOP assets (the “Sunrise Senior Housing Portfolio”) for $664 million, resulting in an immaterial loss on sale, which is recognized in income (loss) from discontinued operations, and provided the buyer with: (i) financing of $410 million (see Note 8) and (ii) a commitment to finance up to $92 million of additional debt for capital expenditures. As of December 31, 2022, the commitment to finance additional debt for capital expenditures was $40 million, of which $0.4 million had been funded (see Note 8). Upon completion of the license transfer process in June 2021, the Company sold the two remaining Sunrise senior housing triple-net assets for $80 million, resulting in a gain on sale of $22 million, which is recognized in income (loss) from discontinued operations.

Brookdale Triple-Net Portfolio

In January 2021, the Company sold 24 senior housing assets in a triple-net lease with Brookdale for $510 million, resulting in total gain on sale of $169 million, which is recognized in income (loss) from discontinued operations.

Additional SHOP Portfolio

In January 2021, the Company sold a portfolio of 16 SHOP assets for $230 million, resulting in total gain on sale of $59 million, which is recognized in income (loss) from discontinued operations. The Company provided the buyer with financing of $150 million (see Note 8).

HRA Triple-Net Portfolio

In February 2021, the Company sold eight senior housing assets in a triple-net lease with Harbor Retirement Associates for $132 million, resulting in total gain on sale of $33 million, which is recognized in income (loss) from discontinued operations.

Oakmont SHOP Portfolio

In April 2021, the Company sold a portfolio of 12 SHOP assets for $564 million. In conjunction with the sale, mortgage debt held on two properties with a carrying value of $64 million was repaid and the remaining mortgage debt held on four properties with a carrying value of $107 million was assumed by the buyer. The transaction resulted in total gain on sale of $80 million, which is recognized in income (loss) from discontinued operations.

Discovery SHOP Portfolio

In April 2021, the Company sold a portfolio of 10 SHOP assets for $334 million, resulting in total gain on sale of $9 million, which is recognized in income (loss) from discontinued operations. Also included in this transaction was the sale of two mezzanine loans and two preferred equity investments for $21 million, resulting in no gain or loss on sale of the investments (collectively, the “Discovery SHOP Portfolio”).

Sonata SHOP Portfolio

In April 2021, the Company sold a portfolio of five SHOP assets for $64 million, resulting in total gain on sale of $3 million, which is recognized in income (loss) from discontinued operations.

SLC SHOP Portfolio

In May 2021, the Company sold seven SHOP assets for $113 million and repaid $70 million of mortgage debt that was held on six of the assets, resulting in total gain on sale of $1 million, which is recognized in income (loss) from discontinued operations.

79

Hoag Hospital

In May 2021, the Company sold one hospital for $226 million through the exercise of a purchase option by a tenant, resulting in gain on sale of $172 million.

2021 Other Dispositions

In addition to the portfolio and individual sales discussed above, during the year ended December 31, 2021, the Company sold the following: (i) 15 SHOP assets for $169 million, (ii) 7 senior housing triple-net assets for $24 million, and (iii) 10 MOBs and a portion of 1 MOB land parcel for $68 million, resulting in total gain on sales of $58 million ($39 million of which is recognized in income (loss) from discontinued operations). In conjunction with one of the SHOP asset sales, mortgage debt held on the property with a carrying value of $36 million was assumed by the buyer.

2020 Dispositions of Real Estate

Aegis NNN Portfolio

In December 2020, the Company sold 10 senior housing triple-net assets for $358 million and repaid $6 million of variable rate secured mortgage debt held on one asset, resulting in total gain on sale of $228 million, which is recognized in income (loss) from discontinued operations.

Atria SHOP Portfolio

In December 2020, the Company sold 12 SHOP assets for $312 million, resulting in total gain on sale of $39 million, which is recognized in income (loss) from discontinued operations. The Company provided the buyer with financing of $61 million on four of the assets sold.

2020 Other Dispositions

In addition to the portfolio sales discussed above, during the year ended December 31, 2020, the Company sold the following: (i) 23 SHOP assets for $190 million, (ii) 21 senior housing triple-net assets for $428 million (inclusive of the 18 facilities sold to Brookdale under the 2019 MTCA - see Note 3), (iii) 11 MOBs for $136 million (inclusive of the exercise of a purchase option by a tenant to acquire 3 MOBs in San Diego, California), (iv) 2 MOB land parcels for $3 million, and (v) 1 asset from other non-reportable segments for $1 million, resulting in total gain on sales of $283 million ($193 million of which is recognized in income (loss) from discontinued operations).

Held for Sale and Discontinued Operations

During 2020, the Company established and began executing a plan to dispose of its senior housing triple-net and SHOP properties. As of December 31, 2020, the Company concluded that the planned dispositions represented a strategic shift that had and will have a major effect on the Company’s operations and financial results. Therefore, senior housing triple-net and SHOP assets meeting the held for sale criteria are classified as discontinued operations in all periods presented herein. In September 2021, the Company successfully completed the disposition of the remaining senior housing triple-net and SHOP properties.

80

The following summarizes the assets and liabilities classified as held for sale or as discontinued operations at December 31, 2022 and 2021, which are included in assets held for sale and discontinued operations, net and liabilities related to assets held for sale and discontinued operations, net, respectively, on the Consolidated Balance Sheets (in thousands):

	December 31,
	2022		2021
ASSETS
Accounts receivable, net of allowance of $0 and $4,138	$	—	$	2,446
Cash and cash equivalents	—		7,707
Right-of-use asset, net	—		26
Other assets, net	—		3,237
Total assets of discontinued operations, net	—		13,416
Assets held for sale, net(1)	49,866		23,774
Assets held for sale and discontinued operations, net	$	49,866	$	37,190
LIABILITIES
Lease liability	$	—	$	26
Accounts payable, accrued liabilities, and other liabilities	—		14,843
Deferred revenue	—		92
Total liabilities of discontinued operations, net	—		14,961
Liabilities related to assets held for sale, net(1)	4,070		95
Liabilities related to assets held for sale and discontinued operations, net	$	4,070	$	15,056

_______________________________________

(1)As of December 31, 2022, included two life science assets primarily comprised of net real estate assets of $44 million. As of December 31, 2021, included four MOBs and one life science facility primarily comprised of net real estate assets of $23 million.

The results of discontinued operations through December 31, 2022, or through the disposal date of each asset or portfolio of assets held within discontinued operations if sold during such periods, as applicable, are presented below (in thousands) and are included in the consolidated results of operations for the years ended December 31, 2022, 2021, and 2020:

	Year Ended December 31,
	2022		2021		2020
Revenues:
Rental and related revenues	$	—	$	7,535	$	97,877
Resident fees and services	7,489		114,936		621,253
Total revenues	7,489		122,471		719,130
Costs and expenses:
Interest expense	—		3,900		10,538
Depreciation and amortization	—		—		143,194
Operating	6,452		122,571		550,226
Transaction costs	—		76		20,426
Impairments and loan loss reserves (recoveries), net	—		32,736		201,344
Total costs and expenses	6,452		159,283		925,728
Other income (expense):
Gain (loss) on sales of real estate, net	1,344		414,721		460,144
Other income (expense), net	169		4,189		5,475
Total other income (expense), net	1,513		418,910		465,619
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	2,550		382,098		259,021
Income tax benefit (expense)	270		969		9,913
Equity income (loss) from unconsolidated joint ventures	64		5,135		(1,188)
Income (loss) from discontinued operations	$	2,884	$	388,202	$	267,746

81

NOTE 6.    Impairments of Real Estate

2022

During the year ended December 31, 2022, the Company did not recognize any impairment charges.

2021

During the year ended December 31, 2021, the Company recognized an aggregate impairment charge of $22 million, which is reported in impairments and loan loss reserves (recoveries), net, related to: (i) three MOBs that met the held for sale criteria during the year and (ii) one MOB held for use; the aggregate fair value of these four MOBs was $14 million as of the related impairment assessment dates. For the three MOBs that met the held for sale criteria during the year, the Company recognized an impairment charge of $5 million to write down the properties’ aggregate carrying value to their aggregate fair value, less estimated costs to sell. For the MOB held for use, the Company recognized a $17 million impairment charge in the fourth quarter of 2021 due to the demolition of the MOB for a future development project.

Additionally, during the year ended December 31, 2021, the Company recognized an impairment charge of $4 million related to one SHOP asset, which is reported in income (loss) from discontinued operations. Following a reduction in the expected sales price of the SHOP asset occurring in the second quarter of 2021, the Company wrote down its carrying value of $20 million to its fair value, less estimated costs to sell, of $16 million.

The fair values of the impaired assets were based on forecasted sales prices and market comparable data, which are considered to be Level 3 measurements within the fair value hierarchy. These fair values are typically determined using an income approach and/or a market approach (comparable sales model), which rely on certain assumptions by management, including: (i) market capitalization rates, (ii) comparable market transactions, (iii) estimated prices per unit, (iv) negotiations with prospective buyers, and (v) forecasted cash flow streams (primarily lease revenue rates, expense rates, and growth rates). There are inherent uncertainties in making these assumptions. For the Company’s impairment calculations during and as of the year ended December 31, 2021, the Company’s fair value estimates primarily relied on a market approach, which utilized comparable market transactions and negotiations with prospective buyers.

2020

During the year ended December 31, 2020, the Company recognized an impairment charge of $15 million related to one life science facility due to its intent to demolish the facility for a future development project.

Additionally, during the year ended December 31, 2020, the Company recognized an aggregate impairment charge of $210 million ($201 million of which is reported in income (loss) from discontinued operations) related to 42 SHOP assets, 5 senior housing triple-net assets, 5 MOBs, and 1 undeveloped MOB land parcel as a result of being classified as held for sale and wrote down their aggregate carrying value of $960 million to their aggregate fair value, less estimated costs to sell, of $750 million.

For the Company’s impairment calculations during and as of the year ended December 31, 2020, the Company’s fair value estimates primarily relied on a market approach and utilized prices per unit ranging from $13,000 to $300,000, with a weighted average price per unit of $164,000. When utilizing the income approach, assumptions include, but are not limited to, terminal capitalization rates ranging from 5.5% to 7.5% and discount rates ranging from 8.0% to 9.5%. The fair values of the assets are considered to be Level 3 measurements within the fair value hierarchy.

Goodwill Impairment

When testing goodwill for impairment, if the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company recognizes an impairment charge for the amount by which the carrying value, including goodwill, exceeds the reporting unit’s fair value.

In connection with the disposition of the Company’s remaining senior housing triple-net and SHOP assets, the Company performed impairment assessments during the year ended December 31, 2021. As a result of these assessments, the Company recognized a $29 million goodwill impairment charge reported in income (loss) from discontinued operations, comprised of the following: (i) a $7 million goodwill impairment charge recognized during the second quarter of 2021, as the fair value of the remaining senior housing triple-net assets (based on forecasted sales prices) was less than the carrying value of the assets, including the related goodwill as of the assessment date and (ii) a $22 million goodwill impairment charge recognized during the third quarter of 2021 to reduce the associated goodwill balance to zero following the sale of the remaining assets within the reporting units associated with the senior housing triple-net and SHOP portfolios.

During the years ended December 31, 2022, 2021, and 2020, the fair value of the assets within each of the Company’s other reporting units was greater than the respective carrying value of the assets and related goodwill, and as a result, no impairment charges were recognized with respect to the other reporting units.

82

These fair value estimates primarily relied on a market approach, utilizing comparable market transactions, forecasted sales prices, and negotiations with prospective buyers. These estimates are considered to be Level 3 measurements within the fair value hierarchy, and are subject to inherent uncertainties.

Casualty-Related Charges

During the years ended December 31, 2022, 2021, and 2020, the Company recognized $6 million, $5 million, and $0.5 million, respectively, of net casualty-related charges. During the year ended December 31, 2022, such charges were primarily attributable to damages as a result of Hurricane Ian. During the year ended December 31, 2021, such charges were primarily due to fire damage at one of the properties in the SWF SH JV and winter storm Uri. Casualty-related charges are recognized in other income (expense), net and equity income (loss) from unconsolidated joint ventures in the Consolidated Statements of Operations.

Other Losses

During the first quarter of 2022, the Company recognized $14 million of expenses for tenant relocation and other costs associated with the demolition of an MOB. These expenses are included in other income (expense), net on the Consolidated Statements of Operations for the year ended December 31, 2022.

See Note 8 for information related to the Company’s reserve for loan losses.

NOTE 7.    Leases

Lease Income

The following table summarizes the Company’s lease income, excluding discontinued operations (in thousands):

	Year Ended December 31,
	2022		2021		2020
Fixed income from operating leases	$	1,182,463	$	1,087,683	$	943,638
Variable income from operating leases	359,312		290,701		238,470
Interest income from direct financing leases	1,168		8,702		9,720

Direct Financing Leases

2022 Direct Financing Lease Sale

During the first quarter of 2022, the Company sold its remaining hospital under a DFL for $68 million and recognized a gain on sale of $23 million, which is included in other income (expense), net.

2020 Direct Financing Lease Sale

During the first quarter of 2020, the Company sold a hospital under a DFL for $82 million and recognized a gain on sale of $42 million, which is included in other income (expense), net.

Net investment in DFLs consists of the following (in thousands):

	December 31,
	2022		2021
Present value of minimum lease payments receivable	$	—	$	1,220
Present value of estimated residual value	—		44,706
Less deferred selling profits	—		(1,220)
Net investment in direct financing leases	$	—	$	44,706

Direct Financing Lease Internal Ratings

At December 31, 2022, the Company had no leases classified as a DFL. At December 31, 2021, the Company had one hospital lease classified as a DFL with a carrying amount of $45 million and an internal rating of “performing”.

83

Operating Leases

Future Minimum Rents

The following table summarizes future minimum lease payments to be received from tenants under non-cancelable operating leases as of December 31, 2022 (in thousands):

Year	Amount
2023	$	1,132,120
2024	1,106,555
2025	1,025,557
2026	917,925
2027	828,431
Thereafter	3,100,427
	$	8,111,015

Tenant Purchase Options

Certain leases contain purchase options whereby the tenant may elect to acquire the underlying real estate. Annualized base rent from leases subject to purchase options, summarized by the year the purchase options are exercisable are as follows (dollars in thousands):

Year	Annualized Base Rent(1)		Number of Properties
2023	$	5,779	7
2024	7,446		3
2025	13,772		16
2026	5,594		3
2027	7,704		5
Thereafter	14,816		4
	$	55,111	38

_______________________________________

(1)Represents the most recent month’s base rent including additional rent floors annualized for 12 months. Base rent does not include tenant recoveries, additional rents in excess of floors, and non-cash revenue adjustments (i.e., straight-line rents, amortization of market lease intangibles, and deferred revenues).

Lease Costs

The following tables provide information regarding the Company’s leases to which it is the lessee, such as corporate offices and ground leases, excluding lease costs related to assets classified as discontinued operations (dollars in thousands):

	Year Ended December 31,
Lease Expense Information:	2022		2021		2020
Total lease expense	$	16,689	$	14,442	$	13,601

Weighted Average Lease Term and Discount Rate:	December 31, 2022		December 31, 2021
Weighted average remaining lease term (years):
Operating leases(1)	51		52
Weighted average discount rate:
Operating leases	4.20	%	4.14	%

_______________________________________

(1)As of December 31, 2022 and 2021, the weighted average remaining lease term including the Company’s options to extend its operating leases is 67 years and 68 years, respectively.

84

The following table summarizes future minimum lease payments under non-cancelable ground and other operating leases included in the Company’s lease liability as of December 31, 2022 (in thousands):

Year	Amount
2023	$	17,146
2024	13,126
2025	11,946
2026	11,875
2027	11,941
Thereafter	484,897
Undiscounted minimum lease payments included in the lease liability	550,931
Less: imputed interest	(342,416)
Present value of lease liability	$	208,515

Depreciation Expense

While the Company leases the majority of its property, plant, and equipment to various tenants under operating leases, in certain situations, the Company owns and operates certain property, plant, and equipment for general corporate purposes. Corporate assets are recorded within other assets, net within the Company’s Consolidated Balance Sheets and depreciation expense for those assets is recorded in general and administrative expenses in the Company’s Consolidated Statements of Operations. Included within other assets, net as of December 31, 2022 and 2021 is $10 million and $7 million, respectively, of accumulated depreciation related to corporate assets. Included within general and administrative expenses for the years ended December 31, 2022, 2021, and 2020 is $3 million, $2 million, and $2 million, respectively, of depreciation expense related to corporate assets.

Denver Corporate Headquarters

During the year ended December 31, 2022, the Company recognized $7 million of charges in connection with the downsizing of the Company’s corporate headquarters in Denver, Colorado. These charges are included in general and administrative expenses on the Consolidated Statements of Operations.

Covid Rent Deferrals

During the second and third quarters of 2020, the Company agreed to defer rent from certain tenants in its life science and medical office segments that were impacted by Covid, with the requirement that all deferred rent be repaid by the end of 2020. Under this program, through December 31, 2020, approximately $6 million of rent was deferred for the medical office segment, all of which had been collected as of December 31, 2020. Additionally, through December 31, 2020, the Company granted approximately $1 million of rent deferrals to certain tenants in the life science segment that were impacted by Covid, all of which had been collected as of December 31, 2020.

No such deferrals were granted during the years ended December 31, 2022 and 2021.

The rent deferrals granted do not impact the pattern of revenue recognition or amount of revenue recognized (refer to Note 2 for additional information).

NOTE 8.    Loans Receivable

The following table summarizes the Company’s loans receivable (in thousands):

	December 31,
	2022		2021
Secured loans(1)	$	350,837	$	396,281
Mezzanine and other	33,083		25,529
Unamortized discounts, fees, and costs	(808)		(4,186)
Reserve for loan losses	(8,280)		(1,813)
Loans receivable, net	$	374,832	$	415,811

_______________________________________

(1)At December 31, 2022 and 2021, the Company had $40 million and $58 million, respectively, remaining of commitments to fund additional loans for senior housing redevelopment and capital expenditure projects.

85

During the years ended December 31, 2022, 2021, and 2020, the Company recognized $22 million, $36 million, and $13 million, respectively, of interest income related to loans secured by real estate.

SHOP Seller Financing

Sunrise Senior Housing Portfolio Seller Financing

In conjunction with the sale of 32 SHOP facilities in the Sunrise Senior Housing Portfolio for $664 million in January 2021 (see Note 5), the Company provided the buyer with initial financing of $410 million. The remainder of the sales price was received in cash at the time of sale. Additionally, the Company agreed to provide up to $92 million of additional financing for capital expenditures (up to 65% of the estimated cost of capital expenditures). As of December 31, 2022, the additional financing was reduced to $40 million, of which $0.4 million had been funded. The initial and additional financing is secured by the buyer’s equity ownership in each property.

In June 2021, the Company received principal repayments of $246 million on the initial financing provided in conjunction with the sale of the Sunrise Senior Housing Portfolio. In connection with the June 2021 principal repayment, the Company accelerated recognition of $7 million of the related mark-to-market discount, which is included in interest income in the Consolidated Statements of Operations. Additionally, in February 2022, July 2022, and December 2022, the Company received principal repayments of $8 million, $27 million, and $10 million, respectively, in conjunction with the disposition of the underlying collateral. As of December 31, 2022 and 2021, this secured loan had an outstanding principal balance of $120 million and $165 million, respectively.

Other Seller Financing

In conjunction with the sale of 16 additional SHOP facilities for $230 million in January 2021 (see Note 5), the Company provided the buyer with financing of $150 million. The remainder of the sales price was received in cash at the time of sale. The financing is secured by the buyer’s equity ownership in each property.

During the first quarter of 2021, the Company reduced the consideration and reported gain on sales of real estate and recognized a mark-to-market discount of $16 million for certain transactions with seller financing. The Company’s discount is based on the difference between the stated interest rates (ranging from 3.50% to 4.50%) and corresponding prevailing market rates of approximately 5.25% as of the transaction dates. The discount is recognized as interest income over the term of the discounted loans (ranging from one to three years) using the effective interest rate method. During the year ended December 31, 2022, the Company recognized $3 million of non-cash interest income related to the amortization of its mark-to-market discounts. During the year ended December 31, 2021, the Company recognized $13 million of non-cash interest income related to the amortization of its mark-to-market discounts, of which $7 million was recognized during the year ended December 31, 2021 as a result of the accelerated recognition discussed above related to the Sunrise Senior Housing Portfolio. The Company recognized an immaterial amount of non-cash interest income associated with seller financing notes receivable during the year ended December 31, 2020.

2022 Other Loans Receivable Transactions

In May 2022, the Company received full repayment of the outstanding balance of a $2 million secured loan.

In November 2022, the Company received full repayment of the outstanding balance of a $1 million mezzanine loan.

In December 2022, the Company extended the maturity dates of four secured loans with an aggregate outstanding balance of $61 million, originally scheduled to mature in December 2022, by one year to December 2023. In connection with the extensions, the interest rates on the loans were increased to a variable rate based on the Secured Overnight Financing Rate (“SOFR”) administered by the Federal Reserve Bank of New York, with a floor of 8.5% for the first six months of the extended term, increasing to 10.5% for the last six months of the extended term.

Loans Receivable Transactions Subsequent to Year-End

In January 2023, one secured loan with an outstanding balance of $150 million reached maturity and the borrower did not make the required principal repayment. Accordingly, the loan is in default. The borrower is in discussions with the Company regarding repayment options and extension of the maturity date.

In February 2023, the Company received full repayment of the outstanding balance of a $35 million secured loan.

Refer to Schedule IV: Mortgage Loans on Real Estate for additional information.

86

2021 Other Loans Receivable Transactions

The Company classifies a loan receivable as held for sale when management no longer has the intent or ability to hold the loan receivable for the foreseeable future or until maturity. If a loan receivable is classified as held for sale, previously recorded reserves for loan losses are reversed and the loan is reported at the lower of amortized cost or fair value. During the second quarter of 2021, two loans receivable with a total amortized cost of $64 million were classified as held for sale. Upon the transfer of these two loans to held for sale, the carrying value was decreased by $11 million to an estimated fair value of $53 million, $8 million of which was previously recognized as a reserve for loan losses. As a result, a $3 million net loss was recognized in impairments and loan loss reserves (recoveries), net during the year ended December 31, 2021. In September 2021, the Company sold one of the loans receivable previously classified as held for sale for its carrying value of $2 million. In November 2021, the Company sold the other loan receivable previously classified as held for sale for its carrying value of $51 million.

These fair value estimates were made for each individual loan classified as held for sale and primarily relied on a market approach, utilizing comparable market transactions, forecasted sales prices, and negotiations with prospective buyers. These estimates are considered to be a Level 3 measurement within the fair value hierarchy, and are subject to inherent uncertainties.

Additionally, in April 2021, the Company sold two mezzanine loans as part of the Discovery SHOP Portfolio disposition (see Note 5), resulting in no gain or loss on sale of the mezzanine loans.

In May 2021, the Company received a $10 million principal repayment related to one of its secured loans. In September 2021, the Company received repayment of the remaining $15 million balance.

In July 2021, the Company received full repayment of the outstanding balance of an $8 million secured loan.

2020 Other Loans Receivable Transactions

In November 2020, the Company sold one mezzanine loan with a $10 million principal balance for $8 million, resulting in a $2 million loss recognized in impairments and loan loss reserves (recoveries), net.

In December 2020, the Company sold one secured loan with a $115 million principal balance for $109 million, resulting in a $6 million loss recognized in impairments and loan loss reserves (recoveries), net.

CCRC Resident Loans

For certain residents that qualify, CCRCs may offer to lend residents the necessary funds to satisfy the entrance fee requirements so that they are able to move into a community while still continuing the process of selling their previous home. The loans are due upon sale of the previous residence. At December 31, 2022 and 2021, the Company held $33 million and $24 million, respectively, of such notes receivable, which are included in mezzanine and other in the table above.

Loans Receivable Internal Ratings

In connection with the Company’s quarterly review process or upon the occurrence of a significant event, loans receivable are reviewed and assigned an internal rating of Performing, Watch List, or Workout. Loans that are deemed Performing meet all present contractual obligations, and collection and timing of all amounts owed is reasonably assured. Watch List Loans are defined as loans that do not meet the definition of Performing or Workout. Workout Loans are defined as loans in which the Company has determined, based on current information and events, that: (i) it is probable it will be unable to collect all amounts due according to the contractual terms of the agreement, (ii) the borrower is delinquent on making payments under the contractual terms of the agreement, and (iii) the Company has commenced action or anticipates pursuing action in the near term to seek recovery of its investment.

87

The following table summarizes, by year of origination, the Company’s internal ratings for loans receivable, net of unamortized discounts, fees, and reserves for loan losses, as of December 31, 2022 (in thousands):

Investment Type	Year of Origination												Total
	2022		2021		2020		2019		2018		Prior
Secured loans
Risk rating:
Performing loans	$	—	$	266,197	$	75,552	$	—	$	—	$	—	$	341,749
Watch list loans	—		—		—		—		—		—		—
Workout loans	—		—		—		—		—		—		—
Total secured loans	$	—	$	266,197	$	75,552	$	—	$	—	$	—	$	341,749
Mezzanine and other
Risk rating:
Performing loans	$	32,410	$	595	$	78	$	—	$	—	$	—	$	33,083
Watch list loans	—		—		—		—		—		—		—
Workout loans	—		—		—		—		—		—		—
Total mezzanine and other	$	32,410	$	595	$	78	$	—	$	—	$	—	$	33,083

Reserve for Loan Losses

The Company evaluates the liquidity and creditworthiness of its borrowers on a quarterly basis to determine whether any updates to the future expected losses recognized upon inception are necessary. The Company’s evaluation considers industry and economic conditions, individual and portfolio property performance, credit enhancements, liquidity, and other factors. The determination of loan losses also considers concentration of credit risk associated with the senior housing industry to which its loans receivable relate. The Company’s borrowers furnish property, portfolio, and guarantor/operator-level financial statements, among other information, on a monthly or quarterly basis, which the Company utilizes to calculate the debt service coverages used in its assessment of internal ratings, which is a primary credit quality indicator. Debt service coverage information is evaluated together with other property, portfolio, and operator performance information, including revenue, expense, NOI, occupancy, rental rates, capital expenditures, and EBITDA (defined as earnings before interest, tax, and depreciation and amortization), along with other liquidity measures.

In its assessment of current expected credit losses for loans receivable and unfunded loan commitments, the Company utilizes past payment history of its borrowers, current economic conditions, and forecasted economic conditions through the maturity date of each loan to estimate a probability of default and a resulting loss for each loan receivable. Future economic conditions are based primarily on near-term economic forecasts from the Federal Reserve and reasonable assumptions for long-term economic trends.

The following table summarizes the Company’s reserve for loan losses (in thousands):

	December 31, 2022						December 31, 2021
	Secured Loans		Mezzanine and Other		Total		Secured Loans		Mezzanine and Other		Total
Reserve for loan losses, beginning of period	$	1,804	$	9	$	1,813	$	3,152	$	7,128	$	10,280
Provision for expected loan losses	6,527		7		6,534		793		896		1,689
Expected loan losses related to loans sold or repaid(1)	(51)		(16)		(67)		(2,141)		(8,015)		(10,156)
Reserve for loan losses, end of period	$	8,280	$	—	$	8,280	$	1,804	$	9	$	1,813

_______________________________________

(1)Includes two loans sold or repaid during the year ended December 31, 2022 and six loans sold or repaid during the year ended December 31, 2021.

Additionally, at December 31, 2022 and 2021, a liability of $0.8 million and $0.3 million, respectively, related to expected credit losses for unfunded loan commitments was included in accounts payable, accrued liabilities, and other liabilities.

The change in the reserve for expected loan losses during the year ended December 31, 2022 is primarily due to the following: (i) macroeconomic conditions and (ii) increased interest rates on our variable rate loans.

88

NOTE 9.    Investments in and Advances to Unconsolidated Joint Ventures

The Company owns interests in the following entities that are accounted for under the equity method, excluding investments classified as discontinued operations (dollars in thousands):

				Carrying Amount
				December 31,
Entity(1)	Segment	Property Count(2)	Ownership %(2)	2022		2021
SWF SH JV	Other	19	54	$	345,978	$	355,394
South San Francisco JVs(3)	Life science	7	70	309,969		—
Life Science JV	Life science	1	49	26,601		25,605
Needham Land Parcel JV(4)	Life science	—	38	15,391		13,566
Medical Office JVs(5)	Medical office	3	20 - 67	8,738		9,069
				$	706,677	$	403,634

_______________________________________

(1)These entities are not consolidated because the Company does not control, through voting rights or other means, the joint ventures.

(2)Property counts and ownership percentages are as of December 31, 2022.

(3)Includes seven unconsolidated life science joint ventures in South San Francisco, California in which the Company holds a 70% ownership percentage in each joint venture. These joint ventures have been aggregated herein due to similarity of the investments and operations. See “South San Francisco Joint Ventures” below for further information.

(4)In December 2021, the Company acquired a 38% interest in a life science development joint venture in Needham, Massachusetts for $13 million. Land held for development is excluded from the property count as of December 31, 2022.

(5)Includes two unconsolidated medical office joint ventures in which the Company holds an ownership percentage as follows: (i) Ventures IV (20%) and (ii) Suburban Properties, LLC (67%). During 2021, the Company also held a 30% interest in Ventures III, which issued its final distribution and was dissolved. These joint ventures have been aggregated herein due to similarity of the investments and operations.

At December 31, 2022 and 2021, the aggregate unamortized basis difference of the Company’s investments in unconsolidated joint ventures of $41 million and $42 million, respectively, is primarily attributable to the difference between the amount for which the Company purchased its interest in the entity and the historical carrying value of the net assets of the entity. The difference is being amortized over the remaining useful life of the related assets and is included in equity income (loss) from unconsolidated joint ventures.

Other JVs. In April 2021, the Company sold its two preferred equity investments for their carrying value as part of the Discovery SHOP Portfolio disposition (see Note 5). Prior to the sale, the Company’s ownership percentage in these two unconsolidated joint ventures was as follows: (i) Discovery Naples JV (41%) and (ii) Discovery Sarasota JV (47%).

CCRC JV. In May 2021, the two remaining CCRCs in the CCRC joint venture were sold for $38 million, $19 million of which represents the Company’s 49% interest, resulting in an immaterial gain on sale recorded within equity income (loss) from unconsolidated joint ventures during the year ended December 31, 2021.

South San Francisco JVs. On August 1, 2022, the Company sold a 30% interest in seven life science assets in South San Francisco, California to a sovereign wealth fund (“SWF Partner”) for cash of $126 million. Following this transaction, the Company and the SWF Partner (collectively, the “Members”) share in key decisions of the assets through their voting rights, resulting in the Company deconsolidating the assets, recognizing its retained 70% investment in the South San Francisco joint ventures (the “South San Francisco JVs”) at fair value, and accounting for its investment using the equity method. The fair values of the Company’s retained investment were based on a market approach, utilizing an agreed-upon contractual sales price, which is considered to be a Level 3 measurement within the fair value hierarchy. During the year ended December 31, 2022, the Company recognized a gain upon change of control of $311 million, which is recorded in other income (expense), net.

The Company is entitled to a preferred return, a promote, and certain fees in exchange for development and asset management services provided to the South San Francisco JVs when certain conditions are met.

Concurrently, the Company entered into a master equity transaction agreement with the SWF Partner that provided the Members with an opportunity to participate in a future joint venture in certain development projects currently owned by the Company. In January 2023, the Company and the SWF Partner mutually agreed not to proceed with the joint venture related to these development projects.

89

NOTE 10.    Intangibles

Intangible assets primarily consist of lease-up intangibles and above market tenant lease intangibles. The following table summarizes the Company’s intangible lease assets (dollars in thousands):

	December 31,
Intangible lease assets	2022		2021
Gross intangible lease assets	$	770,285	$	797,675
Accumulated depreciation and amortization	(352,224)		(277,915)
Intangible assets, net(1)	$	418,061	$	519,760
Weighted average remaining amortization period in years	5		6

_______________________________________

(1)Excludes intangible assets reported in assets held for sale of $2 million and zero as of December 31, 2022 and 2021, respectively.

Intangible liabilities consist of below market lease intangibles. The following table summarizes the Company’s intangible lease liabilities (dollars in thousands):

	December 31,
Intangible lease liabilities	2022		2021
Gross intangible lease liabilities	$	237,464	$	234,917
Accumulated depreciation and amortization	(81,271)		(57,685)
Intangible liabilities, net	$	156,193	$	177,232
Weighted average remaining amortization period in years	7		8

The following table sets forth amortization related to intangible assets, net and intangible liabilities, net (in thousands):

	Year Ended December 31,
	2022		2021		2020
Depreciation and amortization expense related to amortization of lease-up intangibles(1)	$	104,885	$	106,106	$	89,301
Rental and related revenues related to amortization of net below market lease liabilities(1)	24,640		20,597		11,717

_______________________________________

(1)Excludes amortization related to assets classified as discontinued operations.

During the year ended December 31, 2022, in conjunction with the Company’s acquisitions of real estate, the Company acquired intangible assets of $7 million and intangible liabilities of $6 million. The intangible assets and liabilities acquired had a weighted average amortization period at acquisition of 7 years and 11 years, respectively.

During the year ended December 31, 2021, in conjunction with the Company’s acquisitions of real estate, the Company acquired intangible assets of $109 million and intangible liabilities of $57 million. The intangible assets and intangible liabilities acquired each had a weighted average amortization period at acquisition of 9 years.

90

The following table summarizes the estimated annual amortization for each of the five succeeding fiscal years and thereafter (in thousands):

	Rental and Related Revenues		Depreciation and Amortization
2023	$	24,036	$	99,784
2024	22,913		95,570
2025	21,891		83,984
2026	19,397		51,948
2027	15,393		26,349
Thereafter	43,356		51,219
	$	146,986	$	408,854

Goodwill

At each of December 31, 2022 and 2021, the Company’s goodwill balance was $18 million and is recognized in other assets, net on the Consolidated Balance Sheets. See Note 16 for goodwill attributable to the Company’s reportable segments. During the year ended December 31, 2021, the Company recognized a $29 million goodwill impairment charge, recognized within income (loss) from discontinued operations (see Note 6).

NOTE 11.    Debt

Bank Line of Credit and Term Loans

On May 23, 2019, the Company executed a $2.5 billion unsecured revolving line of credit facility, with a maturity date of May 23, 2023 and two six-month extension options, subject to certain customary conditions. Also in May 2019, the Company entered into a $250 million unsecured term loan facility, with a maturity date of May 23, 2024 (the “2019 Term Loan”). In July 2021, the Company repaid the $250 million 2019 Term Loan.

In September 2021, the Company executed an amended and restated unsecured revolving line of credit (the “Revolving Facility”), to increase total revolving commitments from $2.5 billion to $3.0 billion and extend the maturity date to January 20, 2026. This maturity date may be further extended pursuant to two six-month extension options, subject to certain customary conditions. Borrowings under the Revolving Facility accrue interest at the London Interbank Offered Rate (“LIBOR”) plus a margin that depends on the credit ratings of the Company’s senior unsecured long-term debt. The Company also pays a facility fee on the entire revolving commitment that depends on its credit ratings. Additionally, the Revolving Facility includes a sustainability-linked pricing component whereby the applicable margin may be reduced by up to 0.025% based on the Company’s achievement of specified sustainability-linked metrics, subject to certain conditions. Based on the Company’s credit ratings at December 31, 2022, and inclusive of achievement of a sustainability-linked metric during the year ended December 31, 2021, the margin on the Revolving Facility was 0.75% and the facility fee was 0.15%. At December 31, 2022 and 2021, the Company had no balance outstanding under the Revolving Facility.

The Revolving Facility includes a feature that allows the Company to increase the borrowing capacity by an aggregate amount of up to $750 million, subject to securing additional commitments. Further, the Revolving Facility includes customary LIBOR replacement language, including, but not limited to, the use of rates based on SOFR.

The Revolving Facility also contains certain financial restrictions and other customary requirements, including financial covenants and cross-default provisions to other indebtedness. Among other things, these covenants, using terms defined in the agreement: (i) limit the ratio of Enterprise Total Indebtedness to Enterprise Gross Asset Value to 60%; (ii) limit the ratio of Enterprise Secured Debt to Enterprise Gross Asset Value to 40%; (iii) limit the ratio of Enterprise Unsecured Debt to Enterprise Unencumbered Asset Value to 60%; (iv) require a minimum Fixed Charge Coverage ratio of 1.5 times; and (v) require a minimum Consolidated Tangible Net Worth of $7.7 billion. The Company believes it was in compliance with each of these covenants at December 31, 2022.

On August 22, 2022, the Company executed a term loan agreement (the “2022 Term Loan Agreement”) that provided for two senior unsecured delayed draw term loans in an aggregate principal amount of up to $500 million (the “2022 Term Loan Facilities”). The 2022 Term Loan Facilities were available to be drawn from time to time during a 180-day period after closing, subject to customary borrowing conditions. $250 million of the 2022 Term Loan Facilities has an initial stated maturity of 4.5 years, which may be extended for a one-year period subject to certain customary conditions. The other $250 million of the 2022 Term Loan Facilities has a stated maturity of 5 years with no option to extend. In October 2022, the entirety of the $500 million under the 2022 Term Loan Facilities was drawn. Therefore, at December 31, 2022, the Company had $500 million outstanding under the 2022 Term Loan Facilities.

91

Loans outstanding under the 2022 Term Loan Facilities accrue interest at adjusted SOFR plus a margin that depends on the credit ratings of the Company’s senior unsecured long-term debt. The 2022 Term Loan Agreement also includes a sustainability-linked pricing component whereby the applicable margin under the 2022 Term Loan Facilities may be reduced by 0.01% based on the Company’s achievement of specified sustainability-linked metrics. Based on the Company’s credit ratings as of December 31, 2022, the margin on the 2022 Term Loan Facilities was 0.85%. The 2022 Term Loan Agreement includes a feature that allows the Company to increase the borrowing capacity by an aggregate amount of up to an additional $500 million, subject to securing additional commitments.

The 2022 Term Loan Agreement also contains certain financial restrictions and other customary requirements, including financial covenants and cross-default provisions to other indebtedness. Among other things, these covenants, using terms defined in the agreement: (i) limit the ratio of Enterprise Total Indebtedness to Enterprise Gross Asset Value to 60%; (ii) limit the ratio of Enterprise Secured Debt to Enterprise Gross Asset Value to 40%; (iii) limit the ratio of Enterprise Unsecured Debt to Enterprise Unencumbered Asset Value to 60%; (iv) require a minimum Fixed Charge Coverage ratio of 1.5 times; and (v) require a minimum Consolidated Tangible Net Worth of $7.7 billion. The Company believes it was in compliance with each of these covenants at December 31, 2022.

In August 2022, the Company entered into two forward-starting interest rate swap instruments that are designated as cash flow hedges (see Note 22). The 2022 Term Loan Facilities associated with these interest rate swap instruments are reported as fixed rate debt due to the Company having effectively established a fixed interest rate for the underlying debt instruments. Based on the Company’s credit ratings as of December 31, 2022, the 2022 Term Loan Facilities had a blended fixed effective interest rate of 3.77%, inclusive of the impact of these interest rate swap instruments and amortization of the related debt issuance costs.

Commercial Paper Program

In September 2019, the Company established an unsecured commercial paper program (the “Commercial Paper Program”). Under the terms of the Commercial Paper Program, the Company may issue, from time to time, unsecured short-term debt securities with varying maturities. Amounts available under the Commercial Paper Program may be borrowed, repaid, and re-borrowed from time to time. At December 31, 2021, the maximum aggregate face or principal amount that could be outstanding at any one time was $1.5 billion. In July 2022, the Company increased the maximum aggregate face or principal amount that can be outstanding at any one time to $2.0 billion. Amounts borrowed under the Commercial Paper Program will be sold on terms that are customary for the U.S. commercial paper market and will be at least equal in right of payment with all of the Company’s other unsecured and unsubordinated indebtedness. The Company uses its Revolving Facility as a liquidity backstop for the repayment of unsecured short-term debt securities issued under the Commercial Paper Program. At December 31, 2022, the Company had $996 million of securities outstanding under the Commercial Paper Program, with original maturities of approximately two months and a weighted average interest rate of 4.90%. At December 31, 2021, the Company had $1.17 billion of securities outstanding under the Commercial Paper Program, with original maturities of approximately two months and a weighted average interest rate of 0.32%.

Senior Unsecured Notes

At each of December 31, 2022 and 2021, the Company had senior unsecured notes outstanding with an aggregate principal balance of $4.7 billion. The senior unsecured notes contain certain covenants including limitations on debt, maintenance of unencumbered assets, cross-acceleration provisions, and other customary terms. The Company believes it was in compliance with these covenants at December 31, 2022.

During the year ended December 31, 2022, the Company did not issue, repurchase, or redeem any senior unsecured notes.

In 2021, the Company completed two green bond offerings. The net proceeds from both green bonds have been allocated to eligible green projects, and the Company may choose to re-allocate net proceeds from such offerings to one or more other eligible green projects.

The following table summarizes the Company’s senior unsecured notes issuances, including the green bond offerings discussed above, for the periods presented (dollars in thousands):

Issue Date	Amount		Coupon Rate		Maturity Date
Year ended December 31, 2021:
November 24, 2021	$	500,000	2.13	%	2028
July 12, 2021	450,000		1.35	%	2027
Year ended December 31, 2020:
June 23, 2020	600,000		2.88	%	2031

92

In January 2023, the Company completed a senior unsecured note issuance as summarized in the following table (dollars in thousands):

Issue Date	Amount		Coupon Rate		Maturity Date
January 17, 2023	$	400,000	5.25	%	2032

The following table summarizes the Company’s senior unsecured notes repurchases and redemptions for the periods presented (dollars in thousands):

Payoff Date	Amount		Coupon Rate		Maturity Date
Year ended December 31, 2021(1):
May 19, 2021	$	251,806	3.40	%	2025
May 19, 2021	298,194		4.00	%	2025
February 26, 2021	188,000		4.25	%	2023
February 26, 2021	149,000		4.20	%	2024
February 26, 2021	331,000		3.88	%	2024
January 28, 2021	112,000		4.25	%	2023
January 28, 2021	201,000		4.20	%	2024
January 28, 2021	469,000		3.88	%	2024
Year ended December 31, 2020(2):
July 9, 2020	300,000		3.15	%	2022
June 24, 2020	250,000		4.25	%	2023

_______________________________________

(1)As a result of the repurchases and redemptions of these senior unsecured notes, the Company recognized an aggregate $225 million loss on debt extinguishment during the year ended December 31, 2021.

(2)As a result of the repurchases and redemptions of these senior unsecured notes, the Company recognized an aggregate $44 million loss on debt extinguishment during the year ended December 31, 2020.

Mortgage Debt

At December 31, 2022 and 2021, the Company had $345 million and $350 million, respectively, in aggregate principal of mortgage debt outstanding, which was secured by 18 healthcare facilities, with an aggregate carrying value of $793 million and $811 million, respectively.

Mortgage debt generally requires monthly principal and interest payments, is collateralized by real estate assets, and is non-recourse. Mortgage debt typically restricts transfer of the encumbered assets, prohibits additional liens, restricts prepayment, requires payment of real estate taxes, requires maintenance of the assets in good condition, requires insurance on the assets, and includes conditions to obtain lender consent to enter into or terminate material leases. Some of the mortgage debt may require tenants or operators to maintain compliance with the applicable leases or operating agreements of such real estate assets.

During the years ended December 31, 2022, 2021, and 2020 the Company made aggregate principal repayments of mortgage debt of $5 million, $9 million, and $5 million, respectively (excluding mortgage debt on assets held for sale and discontinued operations).

In April 2021, in conjunction with the acquisition of the MOB Portfolio, the Company originated $142 million of secured mortgage debt (see Note 4) that matures in May 2026. In April 2022, the Company terminated its existing interest rate cap instruments associated with this variable rate mortgage debt and entered into two interest rate swap instruments that are designated as cash flow hedges and mature in May 2026 (see Note 22). The variable rate mortgage debt associated with these interest rate swap instruments is reported as fixed rate debt due to the Company having effectively established a fixed interest rate for the underlying debt instrument.

93

Debt Maturities

The following table summarizes the Company’s stated debt maturities and scheduled principal repayments at December 31, 2022 (dollars in thousands):

							Senior Unsecured Notes(2)				Mortgage Debt(3)
Year	Bank Line of Credit		Commercial Paper(1)		Term Loans		Amount		Interest Rate		Amount		Interest Rate		Total
2023	$	—	$	—	$	—	$	—	—	%	$	90,089	3.80	%	$	90,089
2024	—		—		—		—		—	%	7,024		6.14	%	7,024
2025	—		—		—		800,000		3.92	%	3,209		3.82	%	803,209
2026	—		995,606		—		650,000		3.40	%	244,523		4.48	%	1,890,129
2027	—		—		500,000		450,000		1.54	%	366		5.91	%	950,366
Thereafter	—		—		—		2,800,000		3.50	%	—		—	%	2,800,000
	—		995,606		500,000		4,700,000				345,211				6,540,817
Premiums, (discounts), and debt issuance costs, net	—		—		(4,043)		(40,549)				1,388				(43,204)
	$	—	$	995,606	$	495,957	$	4,659,451			$	346,599			$	6,497,613

_______________________________________

(1)Commercial Paper Program borrowings are backstopped by the Revolving Facility. As such, the Company calculates the weighted average remaining term of its Commercial Paper Program borrowings using the maturity date of the Revolving Facility.

(2)Effective interest rates on the senior unsecured notes range from 1.54% to 6.87% with a weighted average effective interest rate of 3.37% and a weighted average maturity of 6 years.

(3)Effective interest rates on the mortgage debt range from 3.44% to 7.93% with a weighted average effective interest rate of 4.33% and a weighted average maturity of 3 years. These interest rates include the impact of designated interest rate swap instruments, which effectively fix the interest rate on certain variable rate debt.

NOTE 12.    Commitments and Contingencies

Legal Proceedings

From time to time, the Company is a party to legal proceedings, lawsuits and other claims that arise in the ordinary course of the Company’s business. The Company is not aware of any legal proceedings or claims that it believes may have, individually or taken together, a material adverse effect on the Company’s financial condition, results of operations, or cash flows. The Company’s policy is to expense legal costs as they are incurred.

DownREITs and Other Partnerships

In connection with the formation of DownREITs, members may contribute appreciated real estate to a DownREIT in exchange for DownREIT units. These contributions are generally tax-deferred, so that the pre-contribution gain related to the property is not taxed to the member. However, if a contributed property is later sold by the DownREIT, the unamortized pre-contribution gain that exists at the date of sale is specifically allocated and taxed to the contributing members. In many of the DownREITs, the Company has entered into indemnification agreements with those members who contributed appreciated property into the DownREIT. Under these indemnification agreements, if any of the appreciated real estate contributed by the members is sold by the DownREIT in a taxable transaction within a specified number of years, the Company will reimburse the affected members for the federal and state income taxes associated with the pre-contribution gain that is specially allocated to the affected member under the Internal Revenue Code (“make-whole payments”). These make-whole payments include a tax gross-up provision. These indemnification agreements have expirations terms that range through 2039 on a total of 29 properties.

Additionally, the Company owns a 49% interest in the Life Science JV (see Note 9). If the property in the joint venture is sold in a taxable transaction, the Company is generally obligated to indemnify its joint venture partner for its federal and state income taxes associated with the gain that existed at the time of the contribution to the joint venture.

94

Commitments

The following table summarizes the Company’s material commitments, excluding debt service obligations (see Note 11), obligations as the lessee under operating leases (see Note 7), and potential future obligations related to redeemable noncontrolling interests (see Note 13) at December 31, 2022 (in thousands):

	Amount
Development and redevelopment commitments(1)	$	219,059
Lease and other contractual commitments(2)	33,164
Construction loan commitments(3)	39,965
	$	292,188

_______________________________________

(1)Represents construction and other commitments as of December 31, 2022 for developments and redevelopments in progress and includes allowances for tenant improvements that the Company has provided as a lessor.

(2)Represents the Company’s commitments, as lessor, under signed leases and contracts for operating properties as of December 31, 2022 and includes allowances for tenant improvements and leasing commissions. Excludes allowances for tenant improvements related to developments and redevelopments in progress for which the Company has executed an agreement with a general contractor to complete the tenant improvements (recognized in the “Development and redevelopment commitments” line).

(3)Represents loan commitments as of December 31, 2022 to fund additional loans for senior housing redevelopment and capital expenditure projects.

Credit Enhancement Guarantee

Prior to December 31, 2020, certain of the Company’s senior housing facilities served as collateral for debt that was owed by a previous owner of the facilities. This indebtedness was guaranteed by the previous owner who has an investment grade credit rating. In conjunction with certain of the Company’s planned dispositions of SHOP assets, during October 2020, the debt to which the Company’s assets served as collateral was defeased. As part of that defeasance, the Company paid approximately $11 million of the defeasance premium during the year ended December 31, 2020, which was recognized as a transaction cost expense and reported in income (loss) from discontinued operations.

Environmental Costs

Various environmental laws govern certain aspects of the ongoing management and operation of our facilities, including those related to presence of asbestos-containing materials. The presence of, or the failure to manage and/or remediate, such materials may adversely affect the occupancy and performance of the Company’s facilities. The Company monitors its properties for the presence of such hazardous or toxic substances and is not aware of any environmental liability with respect to the properties that would have a material adverse effect on the Company’s business, financial condition, or results of operations. The Company carries environmental insurance and believes that the policy terms, conditions, limitations, and deductibles are adequate and appropriate under the circumstances, given the relative risk of loss, the cost of such coverage, and current industry practice.

General Uninsured Losses

The Company obtains various types of insurance to mitigate the impact of property, business interruption, liability, workers’ compensation, flood, windstorm, earthquake, environmental, cyber, and terrorism related losses. The Company attempts to obtain appropriate policy terms, conditions, limits, and deductibles considering the relative risk of loss, the cost of such coverage, and current industry practice. There are, however, certain types of extraordinary losses, such as those due to acts of war or other events that may be either uninsurable or not economically insurable. In addition, the Company has a large number of properties that are exposed to earthquake, flood, and windstorm occurrences for which the related insurances carry high deductibles and have limits.

NOTE 13.    Equity and Redeemable Noncontrolling Interests

Dividends

On February 1, 2023, the Company announced that its Board of Directors declared a quarterly cash dividend of $0.30 per share. The common stock cash dividend will be paid on February 23, 2023 to stockholders of record as of the close of business on February 9, 2023.

During the years ended December 31, 2022, 2021, and 2020, the Company declared and paid common stock cash dividends of $1.20, $1.20, and $1.48 per share, respectively.

95

At-The-Market Equity Offering Program

In February 2020, the Company established an at-the-market equity offering program (as amended from time to time, the “ATM Program”), which was most recently amended in May 2021 to increase the size of the program from $1.25 billion to $1.5 billion, pursuant to which shares of common stock having an aggregate gross sales price of up to $1.5 billion may be sold (i) by the Company through a consortium of banks acting as sales agents or directly to the banks acting as principals or (ii) by a consortium of banks acting as forward sellers on behalf of any forward purchasers pursuant to a forward sale agreement (each, an “ATM forward contract”). The use of ATM forward contracts allows the Company to lock in a share price on the sale of shares at the time the ATM forward contract is effective, but defer receiving the proceeds from the sale of shares until a later date.

ATM forward contracts generally have a one to two year term. At any time during the term, the Company may settle a forward sale by delivery of physical shares of common stock to the forward seller or, at the Company’s election, in cash or net shares. The forward sale price the Company expects to receive upon settlement of outstanding ATM forward contracts will be the initial forward price established upon the effective date, subject to adjustments for: (i) accrued interest, (ii) the forward purchasers’ stock borrowing costs, and (iii) certain fixed price reductions during the term of the ATM forward contract.

At December 31, 2022, $1.18 billion of the Company’s common stock remained available for sale under the ATM Program.

ATM Forward Contracts

During the year ended December 31, 2020, the Company utilized the forward provisions under a previous ATM program established in 2019 (the “2019 ATM Program”) to allow for the sale of an aggregate of 2.0 million shares of its common stock at an initial weighted average net price of $35.23 per share, after commissions. Additionally, during the year ended December 31, 2020, the Company settled 16.8 million shares previously outstanding under the 2019 ATM Program at a weighted average net price of $31.38 per share, after commissions, resulting in net proceeds of $528 million. At December 31, 2020, no shares remained outstanding under the 2019 ATM Program.

During the year ended December 31, 2021, the Company utilized the forward provisions under the ATM Program to allow for the sale of an aggregate of 9.1 million shares of its common stock at an initial weighted average net price of $35.25 per share, after commissions. None of these shares were settled during the year and therefore, all 9.1 million shares remained outstanding at December 31, 2021.

During the year ended December 31, 2022, the Company settled all 9.1 million shares previously outstanding under ATM forward contracts at a weighted average net price of $34.01 per share, after commissions, resulting in net proceeds of $308 million. Therefore, at December 31, 2022, no shares remained outstanding under ATM forward contracts.

ATM Direct Issuances

During the years ended December 31, 2022, 2021, and 2020, there were no direct issuances of shares of common stock under the ATM program.

Forward Equity Offerings

November 2019 Offering. In November 2019, the Company entered into a forward equity sales agreement (the “2019 forward equity sales agreement”) to sell an aggregate of 15.6 million shares of its common stock (including shares sold through the exercise of underwriters’ options) at an initial net price of $34.46 per share, after underwriting discounts and commissions, which was subject to adjustments for: (i) accrued interest, (ii) the forward purchasers’ stock borrowing costs, and (iii) certain fixed price reductions during the term of the agreement. During the year ended December 31, 2020, the Company settled all 15.6 million shares under the 2019 forward equity sales agreement at a weighted average net price of $34.18 per share, resulting in net proceeds of $534 million (total net proceeds of $1.06 billion, when aggregated with the net proceeds from settling ATM forward contracts under the 2019 ATM Program, as discussed above). Therefore, at December 31, 2022, 2021, and 2020, no shares remained outstanding under the 2019 forward equity sales agreement.

96

Share Repurchase Program

On August 1, 2022, the Company’s Board of Directors approved a share repurchase program under which the Company may acquire shares of its common stock in the open market up to an aggregate purchase price of $500 million (the “Share Repurchase Program”). Purchases of common stock under the Share Repurchase Program may be exercised at the Company’s discretion with the timing and number of shares repurchased depending on a variety of factors, including price, corporate and regulatory requirements, and other corporate liquidity requirements and priorities. The Share Repurchase Program expires in August 2024 and may be suspended or terminated at any time without prior notice. Under Maryland General Corporation Law, outstanding shares of common stock acquired by a corporation become authorized but unissued shares, which may be re-issued. During the year ended December 31, 2022, the Company repurchased 2.1 million shares of its common stock at a weighted average price of $27.16 per share for a total of $56 million. Therefore, at December 31, 2022, $444 million of the Company’s common stock remained available for repurchase under the Share Repurchase Program.

Other Common Stock Activities

The following table summarizes the Company’s other common stock activities (in thousands):

	Year Ended December 31,
	2022		2021		2020
Dividend Reinvestment and Stock Purchase Plan	$	59	$	81	$	181
Conversion of DownREIT units	27		8		120
Exercise of stock options	—		97		54
Vesting of restricted stock units	820		924		668
Repurchase of common stock	2,418		418		298

Accumulated Other Comprehensive Income (Loss)

The following table summarizes the Company’s accumulated other comprehensive income (loss) (in thousands):

	December 31,
	2022		2021
Unrealized gains (losses) on derivatives, net	$	30,145	$	—
Supplemental Executive Retirement Plan minimum liability	(2,011)		(3,147)
Total accumulated other comprehensive income (loss)	$	28,134	$	(3,147)

The Company has a defined benefit pension plan, known as the Supplemental Executive Retirement Plan, with one plan participant, the former Chief Executive Officer (“CEO”) of the Company who departed in 2003. Changes to the Supplemental Executive Retirement Plan minimum liability are reflected in other comprehensive income (loss).

Redeemable Noncontrolling Interests

Arrangements with noncontrolling interest holders are assessed for appropriate balance sheet classification based on the redemption and other rights held by the noncontrolling interest holder. Certain of the Company’s noncontrolling interest holders have the ability to put their equity interests to the Company upon specified events or after the passage of a predetermined period of time. Each put option is payable in cash and subject to increases in redemption value in the event that the underlying property generates specified returns for the Company and meets certain promote thresholds pursuant to the respective agreements. Accordingly, the Company records redeemable noncontrolling interests outside of permanent equity and presents the redeemable noncontrolling interests at the greater of their carrying amount or redemption value at the end of each reporting period.

During the year ended December 31, 2021, one of the redeemable noncontrolling interests met the conditions for redemption and the related put option was exercised during the year then ended. Accordingly, the Company made a cash payment for the redemption value of $60 million to the related noncontrolling interest holder during the year ended December 31, 2021 and acquired the redeemable noncontrolling interest associated with this entity. During the year ended December 31, 2022, one of the redeemable noncontrolling interests met the conditions for redemption, but was not yet exercised. The three remaining redeemable noncontrolling interests had not yet met the conditions for redemption as of December 31, 2022. Two of the interests will become redeemable following the passage of a predetermined amount of time, which will occur in 2023 and 2024. The fourth interest will become redeemable at the earlier of a predetermined passage of time or stabilization of the underlying development property, which is expected to occur in 2023. The redemption values are subject to change based on the assessment of redemption value at each redemption date.

97

Noncontrolling Interests

The non-managing member units of the Company’s DownREITs are exchangeable for an amount of cash approximating the then-current market value of shares of the Company’s common stock or, at the Company’s option, shares of the Company’s common stock (subject to certain adjustments, such as stock splits and reclassifications). Upon exchange of DownREIT units for the Company’s common stock, the carrying amount of the DownREIT units is reclassified to stockholders’ equity. At December 31, 2022, there were five million DownREIT units (seven million shares of Healthpeak common stock are issuable upon conversion) outstanding in seven DownREIT LLCs, for all of which the Company acts as the managing member. At December 31, 2022, the carrying and market values of the five million DownREIT units were $200 million and $183 million, respectively. At December 31, 2021, the carrying and market values of the five million DownREIT units were $201 million and $264 million, respectively.

NOTE 14.    Earnings Per Common Share

Basic income (loss) per common share (“EPS”) is computed based on the weighted average number of common shares outstanding. Diluted income (loss) per common share is computed based on the weighted average number of common shares outstanding plus the impact of forward equity sales agreements using the treasury stock method and common shares issuable from the assumed conversion of DownREIT units, stock options, certain performance restricted stock units, and unvested restricted stock units. Only those instruments having a dilutive impact on the Company’s basic income (loss) per share are included in diluted income (loss) per share during the periods presented.

Restricted stock and certain performance restricted stock units are considered participating securities, because dividend payments are not forfeited even if the underlying award does not vest, and require use of the two-class method when computing basic and diluted earnings per share.

Refer to Note 13 for a discussion of the sale of shares under and settlement of forward sales agreements during the periods presented. The Company considered the potential dilution resulting from the forward agreements to the calculation of earnings per share. At inception, the agreements do not have an effect on the computation of basic EPS as no shares are delivered until settlement. However, the Company uses the treasury stock method to calculate the dilution, if any, resulting from the forward sales agreements during the period of time prior to settlement. The aggregate effect on the Company’s diluted weighted-average common shares for the years ended December 31, 2022, 2021, and 2020 was zero, 1 thousand, and 201 thousand weighted-average incremental shares, respectively, from the forward equity sales agreements. 

98

The following table illustrates the computation of basic and diluted earnings per share (in thousands, except per share amounts):

	Year Ended December 31,
	2022		2021		2020
Numerator
Income (loss) from continuing operations	$	513,540	$	137,728	$	160,507
Noncontrolling interests’ share in continuing operations	(15,975)		(17,851)		(14,394)
Income (loss) from continuing operations attributable to Healthpeak Properties, Inc.	497,565		119,877		146,113
Less: Participating securities’ share in continuing operations	(2,657)		(3,269)		(2,416)
Income (loss) from continuing operations applicable to common shares	494,908		116,608		143,697
Income (loss) from discontinued operations	2,884		388,202		267,746
Noncontrolling interests’ share in discontinued operations	—		(2,539)		(296)
Net income (loss) applicable to common shares - basic and diluted	$	497,792	$	502,271	$	411,147
Denominator
Basic weighted average shares outstanding	538,809		538,930		530,555
Dilutive potential common shares - equity awards(1)	338		310		300
Dilutive potential common shares - forward equity agreements(2)	—		1		201
Diluted weighted average common shares	539,147		539,241		531,056
Basic earnings (loss) per common share
Continuing operations	$	0.92	$	0.22	$	0.27
Discontinued operations	0.00		0.71		0.50
Net income (loss) applicable to common shares	$	0.92	$	0.93	$	0.77
Diluted earnings (loss) per common share:
Continuing operations	$	0.92	$	0.22	$	0.27
Discontinued operations	0.00		0.71		0.50
Net income (loss) applicable to common shares	$	0.92	$	0.93	$	0.77

_______________________________________

(1)For all periods presented, represents the dilutive impact of 1 million outstanding equity awards (restricted stock units and stock options).

(2)For the year ended December 31, 2022, all 9.1 million shares that were settled during the year then ended were anti-dilutive. For the year ended December 31, 2021, all 9.1 million shares that were not settled during the year then ended were anti-dilutive. For the year ended December 31, 2020, represents the dilutive impact of 32 million shares that were settled during the year then ended.

For the years ended December 31, 2022, 2021, and 2020, all 7 million shares issuable upon conversion of DownREIT units were not included because they were anti-dilutive.

99

NOTE 15.    Compensation Plans

Stock Based Compensation

On May 11, 2006, the Company’s stockholders approved the 2006 Performance Incentive Plan, which was amended and restated in 2009 (“the 2006 Plan”). On May 1, 2014, the Company’s stockholders approved the 2014 Performance Incentive Plan (“the 2014 Plan”) (collectively, the “Plans”). Following the adoption of the 2014 Plan, no new awards will be issued under the 2006 Plan. The Plans provide for the granting of stock-based compensation, including stock options, restricted stock, and restricted stock units to officers, employees, and directors in connection with their employment with or services provided to the Company. The maximum number of shares reserved for awards under the 2014 Plan is 33 million shares, and, as of December 31, 2022, 25 million of the reserved shares under the 2014 Plan are available for future awards, of which 16 million shares may be issued as restricted stock or restricted stock units.

Total share-based compensation cost was $32 million, $23 million, and $21 million for the years ended December 31, 2022, 2021, and 2020, respectively, which was recognized in general and administrative expenses. Of the total share-based compensation cost, $4 million, $3 million, and $2 million was capitalized as part of real estate for the years ended December 31, 2022, 2021, and 2020, respectively. The year ended December 31, 2022 includes $10 million of severance-related charges resulting from a decrease in the requisite service period of restricted stock units associated with the Company's former CEO, as further described below. As of December 31, 2022, there was $19 million of future expense related to unvested share-based compensation arrangements granted under the Company’s incentive plans, which is expected to be recognized over a weighted average period of 1.5 years associated with future employee service.

Departure of Executives

On October 6, 2022, the Company and Thomas M. Herzog mutually agreed that Mr. Herzog would step down from his position as CEO and from the board of directors of the Company, effective immediately. On November 1, 2022, the Company and Troy E. McHenry mutually agreed that Mr. McHenry would step down from his position as Chief Legal Officer and General Counsel, effective immediately. During the fourth quarter of 2022, the Company recognized total severance-related charges of $33 million in general and administrative expenses on the Consolidated Statements of Operations, $10 million of which related to a decrease in the requisite service period of restricted stock units as discussed above. These restricted stock units will continue to vest in accordance with the original terms of the grants. As of December 31, 2022, $15 million of these severance-related charges have not yet been paid and were included in accounts payable, accrued liabilities, and other liabilities on the Consolidated Balance Sheets.

Stock Options

There have been no grants of stock options since 2014. Stock options outstanding and exercisable were 0.3 million at December 31, 2022 and 0.4 million at December 31, 2021. There were no stock options exercised under the Plans for the year ended December 31, 2022. For the years ended December 31, 2021 and 2020, proceeds received from stock options exercised under the Plans were $3 million, and $2 million, respectively. No compensation cost related to stock options was incurred during the years ended December 31, 2022, 2021, and 2020.

Restricted Stock Awards

Under the Plans, restricted stock awards, including restricted stock units and performance stock units are granted subject to certain restrictions. Conditions of vesting are determined at the time of grant. Restrictions on certain awards generally lapse, as provided in the Plans or in the applicable award agreement, upon retirement, a change in control or other specified events. The fair market value of restricted stock awards, both time vesting and those subject to specific performance criteria, are expensed over the period of vesting. Restricted stock units, which vest based solely upon passage of time generally vest over a period of three to six years. The fair value of restricted stock units is determined based on the closing market price of the Company’s shares on the grant date. Performance stock units, which are restricted stock awards that vest dependent upon attainment of various levels of performance that equal or exceed threshold levels, generally vest in their entirety at the end of a three year performance period. The number of shares that ultimately vest can vary from 0% to 200% of target depending on the level of achievement of the performance criteria. The fair value of performance stock units is determined based on the Monte Carlo valuation model primarily using the following assumptions for awards granted during the years ended December 31, 2022, 2021, and 2020, respectively: (i) expected term of 3 years, 3 years, and 3 years (equal to the remaining performance period at the grant date), (ii) historical volatility of 38.9%, 39.1%, and 20.0%, (iii) dividend yield of 3.5%, 4.0%, and 4.2%, (iv) risk-free rate of 1.8%, 0.2%, and 1.4%, and (v) post-vesting restrictions discount of 5.8%, 12.9%, and 0.0%. The total grant date fair value of restricted stock and performance based units for the years ended December 31, 2022, 2021, and 2020 was $27 million, $23 million, and $24 million, respectively. The total fair value (at vesting) of restricted stock and performance based units for the years ended December 31, 2022, 2021, and 2020 was $27 million, $29 million, and $20 million, respectively. The compensation cost recognized for all restricted stock awards is net of actual forfeitures.

100

Upon vesting of restricted stock awards, the participant is required to pay the related tax withholding obligation. The Company reduces the number of common stock shares delivered to pay the employee tax withholding obligation. The value of the shares withheld is dependent on the closing market price of the Company’s common stock on the trading date prior to the relevant transaction occurring. During the years ended December 31, 2022, 2021, and 2020, the Company withheld 356,000, 418,000, and 298,000 shares, respectively, to offset tax withholding obligations with respect to the vesting of the restricted stock and performance restricted stock unit awards.

Holders of restricted stock awards, including restricted stock units and performance stock units, are generally entitled to receive dividends equal to the amount that would be paid on an equivalent number of shares of common stock.

The following table summarizes restricted stock award activity, including performance stock units, for the year ended December 31, 2022 (units in thousands):

	Restricted Stock Units	Weighted Average Grant Date Fair Value
Unvested at January 1, 2022	1,692	$	33.72
Granted	983	32.94
Vested	(820)	32.87
Forfeited	(146)	34.02
Unvested at December 31, 2022	1,709	$	33.66

NOTE 16.    Segment Disclosures

The Company’s reportable segments, based on how its chief operating decision maker (“CODM”) evaluates the business and allocates resources, are as follows: (i) life science, (ii) medical office, and (iii) CCRC. The Company has non-reportable segments that are comprised primarily of the Company’s interests in an unconsolidated JV that owns 19 senior housing assets (the “SWF SH JV”), loans receivable, and marketable debt securities. The accounting policies of the segments are the same as those described in the Company’s Summary of Significant Accounting Policies (see Note 2).

The Company evaluates performance based on property Adjusted NOI. NOI is defined as real estate revenues (inclusive of rental and related revenues, resident fees and services, income from direct financing leases, and government grant income and exclusive of interest income), less property level operating expenses; NOI excludes all other financial statement amounts included in net income (loss). Adjusted NOI is calculated as NOI after eliminating the effects of straight-line rents, DFL non-cash interest, amortization of market lease intangibles, termination fees, actuarial reserves for insurance claims that have been incurred but not reported, and the impact of deferred community fee income and expense.

NOI and Adjusted NOI are non-GAAP supplemental measures that are calculated as NOI and Adjusted NOI from consolidated properties, plus the Company’s share of NOI and Adjusted NOI from unconsolidated joint ventures (calculated by applying the Company’s actual ownership percentage for the period), less noncontrolling interests’ share of NOI and Adjusted NOI from consolidated joint ventures (calculated by applying the Company’s actual ownership percentage for the period). Management utilizes its share of NOI and Adjusted NOI in assessing its performance as the Company has various joint ventures that contribute to its performance. The Company does not control its unconsolidated joint ventures, and the Company’s share of amounts from unconsolidated joint ventures do not represent the Company’s legal claim to such items. The Company’s share of NOI and Adjusted NOI should not be considered a substitute for, and should only be considered together with and as a supplement to, the Company’s financial information presented in accordance with GAAP. Management believes that Adjusted NOI is an important supplemental measure because it provides relevant and useful information by reflecting only income and operating expense items that are incurred at the property level and presenting it on an unlevered basis. Additionally, management believes that net income (loss) is the most directly comparable GAAP measure to NOI and Adjusted NOI. NOI and Adjusted NOI should not be viewed as alternative measures of operating performance to net income (loss) as defined by GAAP since they do not reflect various excluded items.

Non-segment assets consist of assets in the Company’s other non-reportable segments and corporate non-segment assets. Corporate non-segment assets consist primarily of corporate assets, including cash and cash equivalents, restricted cash, accounts receivable, net, loans receivable, marketable debt securities, other assets, real estate assets held for sale and discontinued operations, and liabilities related to assets held for sale.

101

The following tables summarize information for the reportable segments (in thousands):

For the year ended December 31, 2022:

	Life Science		Medical Office		CCRC		Other Non-reportable		Corporate Non-segment		Total
Total revenues	$	817,573	$	725,370	$	494,935	$	23,300	$	—	$	2,061,178
Government grant income(1)	—		—		6,765		—		—		6,765
Less: Interest income	—		—		—		(23,300)		—		(23,300)
Healthpeak’s share of unconsolidated joint venture total revenues	9,921		2,999		—		73,885		—		86,805
Healthpeak’s share of unconsolidated joint venture government grant income	—		—		380		498		—		878
Noncontrolling interests’ share of consolidated joint venture total revenues	(268)		(35,717)		—		—		—		(35,985)
Operating expenses	(209,143)		(253,309)		(400,539)		—		—		(862,991)
Healthpeak’s share of unconsolidated joint venture operating expenses	(2,883)		(1,178)		—		(57,632)		—		(61,693)
Noncontrolling interests’ share of consolidated joint venture operating expenses	87		10,317		—		—		—		10,404
Adjustments to NOI(2)	(62,754)		(15,513)		2,300		169		—		(75,798)
Adjusted NOI	552,533		432,969		103,841		16,920		—		1,106,263
Plus: Adjustments to NOI(2)	62,754		15,513		(2,300)		(169)		—		75,798
Interest income	—		—		—		23,300		—		23,300
Interest expense	—		(6,900)		(7,509)		—		(158,535)		(172,944)
Depreciation and amortization	(302,649)		(279,546)		(128,374)		—		—		(710,569)
General and administrative	—		—		—		—		(131,033)		(131,033)
Transaction costs	(387)		(1,255)		(725)		—		(2,486)		(4,853)
Impairments and loan loss reserves, net	—		—		—		(7,004)		—		(7,004)
Gain (loss) on sales of real estate, net	3,744		10,659		—		(5,325)		—		9,078
Other income (expense), net	311,939		12,709		(1,380)		(13)		3,013		326,268
Less: Government grant income	—		—		(6,765)		—		—		(6,765)
Less: Healthpeak’s share of unconsolidated joint venture NOI	(7,038)		(1,821)		(380)		(16,751)		—		(25,990)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI	181		25,400		—		—		—		25,581
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	621,077		207,728		(43,592)		10,958		(289,041)		507,130
Income tax benefit (expense)	—		—		—		—		4,425		4,425
Equity income (loss) from unconsolidated joint ventures	(972)		852		539		1,566		—		1,985
Income (loss) from continuing operations	620,105		208,580		(43,053)		12,524		(284,616)		513,540
Income (loss) from discontinued operations	—		—		—		—		2,884		2,884
Net income (loss)	$	620,105	$	208,580	$	(43,053)	$	12,524	$	(281,732)	$	516,424

_______________________________________

(1)Represents government grant income received under the CARES Act, which is recorded in other income (expense), net in the Consolidated Statements of Operations (see Note 2).

(2)Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, actuarial reserves for insurance claims that have been incurred but not reported, deferral of community fees, and termination fees. Includes the Company’s share of income (loss) generated by unconsolidated joint ventures and excludes noncontrolling interests’ share of income (loss) generated by consolidated joint ventures.

102

For the year ended December 31, 2021:

	Life Science		Medical Office		CCRC		Other Non-reportable		Corporate Non-segment		Total
Total revenues	$	715,844	$	671,242	$	471,325	$	37,773	$	—	$	1,896,184
Government grant income(1)	—		—		1,412		—		—		1,412
Less: Interest income	—		—		—		(37,773)		—		(37,773)
Healthpeak’s share of unconsolidated joint venture total revenues	5,757		2,882		6,903		67,835		—		83,377
Healthpeak’s share of unconsolidated joint venture government grant income	—		—		200		1,549		—		1,749
Noncontrolling interests’ share of consolidated joint venture total revenues	(292)		(35,363)		—		—		—		(35,655)
Operating expenses	(169,044)		(223,383)		(380,865)		13		—		(773,279)
Healthpeak’s share of unconsolidated joint venture operating expenses	(1,836)		(1,174)		(6,639)		(51,866)		—		(61,515)
Noncontrolling interests’ share of consolidated joint venture operating expenses	87		10,071		—		—		—		10,158
Adjustments to NOI(2)	(46,589)		(11,118)		3,241		(47)		—		(54,513)
Adjusted NOI	503,927		413,157		95,577		17,484		—		1,030,145
Plus: Adjustments to NOI(2)	46,589		11,118		(3,241)		47		—		54,513
Interest income	—		—		—		37,773		—		37,773
Interest expense	(232)		(2,837)		(7,701)		—		(147,210)		(157,980)
Depreciation and amortization	(303,196)		(255,746)		(125,344)		—		—		(684,286)
General and administrative	—		—		—		—		(98,303)		(98,303)
Transaction costs	(24)		(323)		(1,445)		(49)		—		(1,841)
Impairments and loan loss reserves, net	—		(21,577)		—		(1,583)		—		(23,160)
Gain (loss) on sales of real estate, net	—		190,590		—		—		—		190,590
Gain (loss) on debt extinguishments	—		—		—		—		(225,824)		(225,824)
Other income (expense), net	55		(2,725)		2,141		486		6,309		6,266
Less: Government grant income	—		—		(1,412)		—		—		(1,412)
Less: Healthpeak’s share of unconsolidated joint venture NOI	(3,921)		(1,708)		(464)		(17,518)		—		(23,611)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI	205		25,292		—		—		—		25,497
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	243,403		355,241		(41,889)		36,640		(465,028)		128,367
Income tax benefit (expense)	—		—		—		—		3,261		3,261
Equity income (loss) from unconsolidated joint ventures	1,118		794		1,484		2,704		—		6,100
Income (loss) from continuing operations	244,521		356,035		(40,405)		39,344		(461,767)		137,728
Income (loss) from discontinued operations	—		—		—		—		388,202		388,202
Net income (loss)	$	244,521	$	356,035	$	(40,405)	$	39,344	$	(73,565)	$	525,930

_______________________________________

(1)Represents government grant income received under the CARES Act, which is recorded in other income (expense), net in the Consolidated Statements of Operations (see Note 2).

(2)Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, actuarial reserves for insurance claims that have been incurred but not reported, deferral of community fees, and termination fees. Includes the Company’s share of income (loss) generated by unconsolidated joint ventures and excludes noncontrolling interests’ share of income (loss) generated by consolidated joint ventures.

103

For the year ended December 31, 2020:

	Life Science		Medical Office		CCRC		Other Non-reportable		Corporate Non-segment		Total
Total revenues	$	569,296	$	622,398	$	436,494	$	16,687	$	—	$	1,644,875
Government grant income(1)	—		—		16,198		—		—		16,198
Less: Interest income	—		—		—		(16,553)		—		(16,553)
Healthpeak’s share of unconsolidated joint venture total revenues	448		2,772		35,392		74,023		—		112,635
Healthpeak’s share of unconsolidated joint venture government grant income	—		—		920		359		—		1,279
Noncontrolling interests’ share of consolidated joint venture total revenues	(239)		(34,597)		—		—		—		(34,836)
Operating expenses	(138,005)		(204,008)		(440,528)		—		—		(782,541)
Healthpeak’s share of unconsolidated joint venture operating expenses	(137)		(1,129)		(32,125)		(53,779)		—		(87,170)
Noncontrolling interests’ share of consolidated joint venture operating expenses	72		10,282		—		—		—		10,354
Adjustments to NOI(2)	(20,133)		(5,544)		97,072		433		—		71,828
Adjusted NOI	411,302		390,174		113,423		21,170		—		936,069
Plus: Adjustments to NOI(2)	20,133		5,544		(97,072)		(433)		—		(71,828)
Interest income	—		—		—		16,553		—		16,553
Interest expense	(234)		(400)		(7,227)		—		(210,475)		(218,336)
Depreciation and amortization	(217,921)		(222,165)		(113,851)		(12)		—		(553,949)
General and administrative	—		—		—		—		(93,237)		(93,237)
Transaction costs	(236)		—		(17,994)		(112)		—		(18,342)
Impairments and loan loss reserves, net	(14,671)		(10,208)		—		(18,030)		—		(42,909)
Gain (loss) on sales of real estate, net	—		90,390		—		(40)		—		90,350
Gain (loss) on debt extinguishments	—		—		—		—		(42,912)		(42,912)
Other income (expense), net	—		—		187,844		41,707		5,133		234,684
Less: Government grant income	—		—		(16,198)		—		—		(16,198)
Less: Healthpeak’s share of unconsolidated joint venture NOI	(311)		(1,643)		(4,187)		(20,603)		—		(26,744)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI	167		24,315		—		—		—		24,482
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	198,229		276,007		44,738		40,200		(341,491)		217,683
Income tax benefit (expense)(3)	—		—		—		—		9,423		9,423
Equity income (loss) from unconsolidated joint ventures	(40)		798		(1,547)		(65,810)		—		(66,599)
Income (loss) from continuing operations	198,189		276,805		43,191		(25,610)		(332,068)		160,507
Income (loss) from discontinued operations	—		—		—		—		267,746		267,746
Net income (loss)	$	198,189	$	276,805	$	43,191	$	(25,610)	$	(64,322)	$	428,253

_______________________________________

(1)Represents government grant income received under the CARES Act, which is recorded in other income (expense), net in the Consolidated Statements of Operations (see Note 2).

(2)Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, actuarial reserves for insurance claims that have been incurred but not reported, deferral of community fees, and termination fees. Includes the Company’s share of income (loss) generated by unconsolidated joint ventures and excludes noncontrolling interests’ share of income (loss) generated by consolidated joint ventures.

(3)Income tax benefit (expense) for the year ended December 31, 2020 includes: (i) a $51 million tax benefit recognized in conjunction with internal restructuring activities, which resulted in the transfer of assets subject to certain deferred tax liabilities from taxable REIT subsidiaries to the REIT in connection with the 2019 MTCA (see Note 3), (ii) a $33 million income tax expense related to the valuation allowance on deferred tax assets that are no longer expected to be realized (see Note 17), and (iii) a $3.7 million net tax benefit recognized due to changes under the CARES Act, which resulted in net operating losses being utilized at a higher income tax rate than previously available.

104

The following table summarizes the Company’s total assets by segment (in thousands):

	December 31,
Segment	2022		2021
Life science	$	9,019,271	$	8,257,990
Medical office	6,291,986		6,152,512
CCRC	2,276,898		2,233,377
Reportable segment assets	17,588,155		16,643,879
Accumulated depreciation and amortization	(3,540,362)		(3,125,416)
Net reportable segment assets	14,047,793		13,518,463
Other non-reportable segment assets	744,550		794,172
Assets held for sale and discontinued operations, net	49,866		37,190
Other non-segment assets	929,020		907,694
Total assets	$	15,771,229	$	15,257,519

See Notes 4, 5, 6, 7, 8, and 9 for significant transactions impacting the Company’s segment assets during the periods presented.

At each of December 31, 2022 and 2021, goodwill of $18 million was allocated to the Company’s segment assets as follows: (i) $14 million for medical office, (ii) $2 million for CCRC, and (iii) $2 million for other non-reportable.

NOTE 17.     Income Taxes

The Company has elected to be taxed as a REIT under the applicable provisions of the Code beginning with the year ended December 31, 1985. The Company has also elected for certain of its subsidiaries to be treated as TRSs (the “TRS entities”), which are subject to federal and state income taxes. All entities other than the TRS entities are collectively referred to as the “REIT” within this Note 17. Certain REIT entities are also subject to state and local income taxes.

Distributions with respect to the Company’s common stock can be characterized for federal income tax purposes as ordinary dividends, capital gains, nondividend distributions, or a combination thereof.

The following table shows the characterization of the Company’s annual common stock distributions per share:

	Year Ended December 31,
	2022		2021		2020
Ordinary dividends(1)	$	0.872948	$	0.152336	$	0.713864
Capital gains(2)(3)	0.183208		0.379960		0.529796
Nondividend distributions	0.143844		0.667704		0.236340
	$	1.200000	$	1.200000	$	1.480000

_______________________________________

(1)For the year ended December 31, 2022, all $0.872948 of ordinary dividends qualified as business income for purposes of Code Section 199A. For the year ended December 31, 2021, the amount includes $0.137064 of ordinary dividends qualified as business income for purposes of Code Section 199A and $0.015272 of qualified dividend income for purposes of Code Section 1(h)(11). For the year ended December 31, 2020, all $0.713864 of ordinary dividends qualified as business income for purposes of Code Section 199A.

(2)For the years ended December 31, 2022, 2021, and 2020, the amount includes $0.017760, $0.379960, and $0.221420, respectively, of Unrecaptured Section 1250 gain. Pursuant to Treasury Regulation Section 1.1061-6(c), the Company is disclosing additional information related to the capital gain dividends for purposes of Section 1061 of the Code. Code Section 1061 is generally applicable to direct and indirect holders of “applicable partnership interests.” For the year ended December 31, 2022, the “One Year Amounts” and “Three Year Amounts” are 89.6708% of the total capital gain distributions and the remaining capital gain distributions are attributable to Code Section 1231 gains, which are not subject to Code Section 1061. For the years ended December 31, 2021 and 2020, the “One Year Amounts” and “Three Year Amounts” are each zero, since all capital gains relate to Code Section 1231 gains.

(3)For the years ended December 31, 2022, 2021, and 2020, 10.3292%, 100%, and 100%, respectively, of the capital gain distributions represent gains from dispositions of U.S. real property interests pursuant to Code Section 897 for foreign shareholders.

The Company’s pretax income (loss) from continuing operations for the years ended December 31, 2022, 2021, and 2020 was $509 million, $134 million, and $151 million, respectively, of which $527 million, $150 million, and $80 million was attributable to the REIT entities for the years then ended. The TRS entities subject to tax reported income (losses) before income taxes from continuing operations of $(18) million, $(16) million, and $71 million for the years ended December 31, 2022, 2021, and 2020, respectively.

105

The total income tax benefit (expense) from continuing operations consists of the following components (in thousands):

	Year Ended December 31,
	2022		2021		2020
Current
Federal	$	(632)	$	(126)	$	9,164
State	(689)		(1,003)		(1,431)
Total current	$	(1,321)	$	(1,129)	$	7,733
Deferred
Federal	$	3,157	$	3,469	$	2,849
State	2,589		921		(1,159)
Total deferred	$	5,746	$	4,390	$	1,690
Total income tax benefit (expense) from continuing operations	$	4,425	$	3,261	$	9,423

The Company’s income tax benefit from discontinued operations was $0.3 million, $1 million, and $10 million for the years ended December 31, 2022, 2021, and 2020, respectively (see Note 5).

The following table reconciles income tax benefit (expense) from continuing operations at statutory rates to actual income tax benefit (expense) recorded (in thousands):

	Year Ended December 31,
	2022		2021		2020
Tax benefit (expense) at U.S. federal statutory income tax rate on income or loss subject to tax	$	3,698	$	3,345	$	(15,016)
State income tax benefit (expense), net of federal tax	911		706		(4,211)
Gross receipts and margin taxes	(956)		(989)		(980)
Return to provision adjustments	1,260		(4)		(707)
Valuation allowance for deferred tax assets	194		203		(24,051)
Tax rate differential ─ NOL carryback under the CARES Act	—		—		3,732
Change in tax status of TRS	(682)		—		50,656
Total income tax benefit (expense) from continuing operations	$	4,425	$	3,261	$	9,423

106

Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of the assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The following table summarizes the significant components of the Company’s deferred tax assets and liabilities from continuing operations (in thousands):

	December 31,
	2022		2021		2020
Deferred tax assets:
Deferred revenue	$	102,504	$	104,397	$	103,713
Net operating loss carryforward	62,280		71,744		68,444
Expense accruals	12,399		14,229		15,478
Real estate	150		129		3,895
Investment in unconsolidated joint ventures	—		—		2,333
Other	689		—		—
Total deferred tax assets	178,022		190,499		193,863
Valuation allowance	(26,098)		(35,772)		(33,519)
Deferred tax assets, net of valuation allowance	$	151,924	$	154,727	$	160,344
Deferred tax liabilities:
Real estate	$	52,266	$	61,097	$	72,059
Other	674		648		1,094
Deferred tax liabilities	$	52,940	$	61,745	$	73,153
Net deferred tax assets	$	98,984	$	92,982	$	87,191

Net deferred tax assets are included in other assets, net on the Consolidated Balance Sheets.

The Company records a valuation allowance against deferred tax assets in certain jurisdictions when it is not more likely than not that it can realize the related deferred tax assets. The deferred tax asset valuation allowance is adequate to reduce the total deferred tax assets to an amount that the Company estimates will “more-likely-than-not” be realized.

In conjunction with the Company establishing a plan during the year ended December 31, 2020 to dispose of all of its SHOP assets and classifying such assets as discontinued operations (see Note 5), the Company concluded it was more likely than not that it would no longer realize the future value of certain deferred tax assets generated by the net operating losses of its TRS entities. Accordingly, the Company recognized a deferred tax asset valuation allowance and corresponding income tax expense of $33 million during the year ended December 31, 2020. As of December 31, 2022 and 2021, the Company had a deferred tax asset valuation allowance of $26 million and $36 million, respectively.

At December 31, 2022, the Company had a net operating loss (“NOL”) carryforward of $249 million related to the TRS entities. If unused, $15 million will begin to expire in 2035. The remainder, totaling $234 million, may be carried forward indefinitely.

The following table summarizes the Company’s unrecognized tax benefits (in thousands):

	December 31,
	2022		2021		2020
Total unrecognized tax benefits at January 1	$	469	$	469	$	469
Gross amount of decreases for prior years’ tax positions	(469)		—		—
Total unrecognized tax benefits at December 31	$	—	$	469	$	469

For the year ended December 31, 2022, the Company had no unrecognized tax benefits. For the years ended December 31, 2021 and 2020, the Company had unrecognized tax benefits of $0.5 million, that, if recognized, would reduce the annual effective tax rate.

The Company files numerous U.S. federal, state, and local income and franchise tax returns. With a few exceptions, the Company is no longer subject to U.S. federal, state, or local tax examinations by taxing authorities for years prior to 2019.

107

NOTE 18.    Supplemental Cash Flow Information

The following table provides supplemental cash flow information (in thousands):

	Year Ended December 31,
	2022		2021		2020
Supplemental cash flow information:
Interest paid, net of capitalized interest	$	162,115	$	173,044	$	209,843
Income taxes paid (refunded)	(1,903)		4,521		(786)
Capitalized interest	41,046		24,084		27,041
Cash paid for amounts included in the measurement of lease liability for operating leases	12,594		10,620		9,940
Supplemental schedule of non-cash investing and financing activities:
Increase in ROU asset in exchange for new lease liability related to operating leases	9,454		28,866		32,208
Decrease in ROU asset with corresponding change in lease liability related to operating leases	—		8,410		—
Retained investment in connection with South San Francisco JVs transaction	293,265		—		—
Accrued construction costs	178,626		179,995		95,293
Net noncash impact from the consolidation of previously unconsolidated joint ventures	—		—		369,223
Refundable entrance fees assumed with real estate acquisitions	—		—		307,954
Seller financing provided on disposition of real estate asset	—		559,745		73,498
Mortgages assumed with real estate acquisitions	—		—		251,280
Carrying value of mortgages assumed by buyer in real estate dispositions	—		143,676		—

See Note 3 for discussion of the 2019 MTCA with Brookdale and Note 9 for discussion of the South San Francisco JVs transaction.

The following table summarizes certain cash flow information related to assets classified as discontinued operations (in thousands):

	Year Ended December 31,
	2022		2021		2020
Leasing costs, tenant improvements, and recurring capital expenditures	$	21	$	2,636	$	12,695
Development, redevelopment, and other major improvements of real estate	18		5,780		30,769
Depreciation and amortization of real estate, in-place lease, and other intangibles	—		—		143,194

The following table summarizes cash, cash equivalents and restricted cash (in thousands):

	Year Ended December 31,
	2022		2021		2020		2022		2021		2020		2022		2021		2020
	Continuing operations						Discontinued operations						Total
Beginning of year:
Cash and cash equivalents	$	158,287	$	44,226	$	80,398	$	7,707	$	53,085	$	63,834	$	165,994	$	97,311	$	144,232
Restricted cash	53,454		67,206		13,385		—		17,168		27,040		53,454		84,374		40,425
Cash, cash equivalents and restricted cash	$	211,741	$	111,432	$	93,783	$	7,707	$	70,253	$	90,874	$	219,448	$	181,685	$	184,657
End of year:
Cash and cash equivalents	$	72,032	$	158,287	$	44,226	$	—	$	7,707	$	53,085	$	72,032	$	165,994	$	97,311
Restricted cash	54,802		53,454		67,206		—		—		17,168		54,802		53,454		84,374
Cash, cash equivalents and restricted cash	$	126,834	$	211,741	$	111,432	$	—	$	7,707	$	70,253	$	126,834	$	219,448	$	181,685

108

NOTE 19.    Variable Interest Entities

Unconsolidated Variable Interest Entities

At each of December 31, 2022 and 2021, the Company had investments in: (i) two unconsolidated VIE joint ventures and (ii) marketable debt securities of one VIE. The Company determined it is not the primary beneficiary of and therefore does not consolidate these VIEs because it does not have the ability to control the activities that most significantly impact their economic performance. Except for the Company’s equity interest in the unconsolidated joint ventures (the LLC investment and Needham Land Parcel JV discussed below), it has no formal involvement in these VIEs beyond its investments.

Debt Securities Investment. At December 31, 2022, the Company held $22 million of commercial mortgage-backed securities (“CMBS”) issued by Federal Home Loan Mortgage Corporation (commonly referred to as Freddie Mac) through a special purpose entity that has been identified as a VIE because it is “thinly capitalized.” The CMBS issued by the VIE are backed by mortgage debt obligations on real estate assets. These securities are classified as held-to-maturity because the Company has the intent and ability to hold the securities until maturity. These securities matured on December 31, 2022, and the Company received the related proceeds in January 2023.

LLC Investment. The Company holds a limited partner ownership interest in an unconsolidated LLC that has been identified as a VIE. The Company’s involvement in the entity is limited to its equity investment as a limited partner and it does not have any substantive participating rights or kick-out rights over the general partner. The assets and liabilities of the entity primarily consist of three hospitals and senior housing real estate. Any assets generated by the entity may only be used to settle its contractual obligations (primarily capital expenditures and debt service payments).

Needham Land Parcel JV. In December 2021, the Company acquired a 38% interest in a life science development joint venture in Needham, Massachusetts for $13 million. Current equity at risk is not sufficient to finance the joint venture’s activities. The assets and liabilities of the entity primarily consist of real estate and debt service obligations. Any assets generated by the entity may only be used to settle its contractual obligations (primarily development costs and debt service payments).

The classification of the related assets and liabilities and the maximum loss exposure as a result of the Company’s involvement with these VIEs at December 31, 2022 was as follows (in thousands):

VIE Type	Asset Type	Maximum Loss Exposure and Carrying Amount(1)
CMBS and LLC investment	Other assets, net	$	36,874
Needham Land Parcel JV	Investments in and advances to unconsolidated joint ventures	15,391

_______________________________________

(1)The Company’s maximum loss exposure represents the aggregate carrying amount of such investments (including accrued interest).

As of December 31, 2022, the Company had not provided, and is not required to provide, financial support through a liquidity arrangement or otherwise, to its unconsolidated VIEs, including under circumstances in which it could be exposed to further losses (e.g., cash shortfalls).

See Note 9 for additional descriptions of the nature, purpose, and operating activities of the Company’s unconsolidated VIEs and interests therein.

Consolidated Variable Interest Entities

The Company’s consolidated total assets and total liabilities at December 31, 2022 and 2021 include certain assets of VIEs that can only be used to settle the liabilities of the related VIE. The VIE creditors do not have recourse to the Company.

Ventures V, LLC.  The Company holds a 51% ownership interest in and is the managing member of a joint venture entity formed in October 2015 that owns and leases MOBs (“Ventures V”). The Company classifies Ventures V as a VIE due to the non-managing member lacking substantive participation rights in the management of Ventures V or kick-out rights over the managing member. The Company consolidates Ventures V as the primary beneficiary because it has the ability to control the activities that most significantly impact the VIE’s economic performance. The assets of Ventures V primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; its obligations primarily consist of capital expenditures for the properties. Assets generated by Ventures V may only be used to settle its contractual obligations.

109

Life Science JVs. The Company holds a 99% ownership interest in multiple joint venture entities that own and lease life science assets (the “Life Science JVs”). The Life Science JVs are VIEs as the members share in certain decisions of the entities, but substantially all of the activities are performed on behalf of the Company. The Company consolidates the Life Science JVs as the primary beneficiary because it has the ability to control the activities that most significantly impact these VIEs’ economic performance. The assets of the Life Science JVs primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; their obligations primarily consist of capital expenditures for the properties. Assets generated by the Life Science JVs may only be used to settle their contractual obligations. Refer to Note 13 for a discussion of certain put options associated with the Life Science JVs.

MSREI MOB JV.  The Company holds a 51% ownership interest in, and is the managing member of, a joint venture entity formed in August 2018 that owns and leases MOBs (the “MSREI JV”). The MSREI JV is a VIE due to the non-managing member lacking substantive participation rights in the management of the joint venture or kick-out rights over the managing member. The Company consolidates the MSREI JV as the primary beneficiary because it has the ability to control the activities that most significantly impact the VIE’s economic performance. The assets of the MSREI JV primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; its obligations primarily consist of capital expenditures for the properties. Assets generated by the MSREI JV may only be used to settle its contractual obligations.

DownREITs. The Company holds a controlling ownership interest in and is the managing member of seven DownREITs. The Company classifies the DownREITs as VIEs due to the non-managing members lacking substantive participation rights in the management of the DownREITs or kick-out rights over the managing member. The Company consolidates the DownREITs as the primary beneficiary because it has the ability to control the activities that most significantly impact these VIEs’ economic performance. The assets of the DownREITs primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; their obligations primarily consist of debt service payments and capital expenditures for the properties. Assets generated by the DownREITs (primarily from resident rents) may only be used to settle their contractual obligations (primarily from debt service and capital expenditures).

Other Consolidated Real Estate Partnerships. The Company holds a controlling ownership interest in and is the general partner (or managing member) of multiple partnerships that own and lease real estate assets (the “Partnerships”). The Company classifies the Partnerships as VIEs due to the limited partners (non-managing members) lacking substantive participation rights in the management of the Partnerships or kick-out rights over the general partner (managing member). The Company consolidates the Partnerships as the primary beneficiary because it has the ability to control the activities that most significantly impact these VIEs’ economic performance. The assets of the Partnerships primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; their obligations primarily consist of debt service payments and capital expenditures for the properties. Assets generated by the Partnerships (primarily from resident rents) may only be used to settle their contractual obligations (primarily from debt service and capital expenditures).

Exchange Accommodation Titleholder. During the year ended December 31, 2021, the Company acquired two MOBs using a reverse like-kind exchange structure pursuant to Section 1031 of the Code (a “reverse 1031 exchange”). As of December 31, 2021, the Company had not completed the reverse 1031 exchanges and as such, the acquired properties remained in the possession of the Exchange Accommodation Titleholder (“EAT”). The EAT was classified as a VIE as it was a “thinly capitalized” entity. The Company consolidated the EAT because it had the ability to control the activities that most significantly impacted the economic performance of the EAT and was, therefore, the primary beneficiary of the EAT. These properties held by the EAT had a carrying value of $77 million as of December 31, 2021. The assets of the EAT primarily consisted of leased properties (net real estate, including intangibles), and rents receivable; their obligations primarily consisted of capital expenditures for the properties. Assets generated by the EAT may only be used to settle its contractual obligations (primarily from capital expenditures). These reverse 1031 exchanges were completed in February 2022.

110

Total assets and total liabilities include VIE assets and liabilities as follows (in thousands):

	December 31,
	2022		2021
Assets
Buildings and improvements	$	2,356,905	$	2,303,920
Development costs and construction in progress	58,499		82,303
Land	324,714		548,168
Accumulated depreciation and amortization	(623,244)		(551,097)
Net real estate	2,116,874		2,383,294
Accounts receivable, net	6,893		5,455
Cash and cash equivalents	20,586		22,295
Restricted cash	354		114
Intangible assets, net	73,860		117,180
Assets held for sale and discontinued operations, net	30,355		754
Right-of-use asset, net	99,376		107,993
Other assets, net	73,690		62,886
Total assets	$	2,421,988	$	2,699,971
Liabilities
Mortgage debt	$	144,604	$	144,350
Intangible liabilities, net	15,066		23,909
Liabilities related to assets held for sale and discontinued operations, net	401		1,677
Lease liability	99,039		99,213
Accounts payable, accrued liabilities, and other liabilities	68,979		58,440
Deferred revenue	39,661		21,546
Total liabilities	$	367,750	$	349,135

Total assets and total liabilities related to assets held for sale and discontinued operations include VIE assets and liabilities as follows (in thousands):

	December 31,
	2022		2021
Assets
Buildings and improvements	$	39,934	$	—
Development costs and construction in progress	—		—
Land	1,926		—
Accumulated depreciation and amortization	(15,612)		—
Net real estate	26,248		—
Accounts receivable, net	—		62
Cash and cash equivalents	—		59
Intangible assets, net	215		—
Other assets, net	3,892		633
Total assets	$	30,355	$	754
Liabilities
Accounts payable, accrued liabilities, and other liabilities	$	—	$	1,677
Deferred revenue	401		—
Total liabilities	$	401	$	1,677

111

NOTE 20.    Concentration of Credit Risk

Concentrations of credit risk arise when one or more tenants, operators, or obligors related to the Company’s investments are engaged in similar business activities or activities in the same geographic region, or have similar economic features that would cause their ability to meet contractual obligations, including those to the Company, to be similarly affected by changes in economic conditions. The Company regularly monitors various segments of its portfolio to assess potential concentrations of credit risks.

The following table provides information regarding the Company’s concentrations with respect to certain states; the information provided is presented for the gross assets and revenues that are associated with certain real estate assets as percentages of the Company’s total assets and revenues, excluding assets classified as discontinued operations:

	Percentage of Total Company Assets		Percentage of Total Company Revenues
	December 31,		Year Ended December 31,
State	2022	2021	2022	2021	2020
California	37	34	31	28	21
Florida	10	11	18	17	14
Texas	10	10	11	11	9
Massachusetts	17	16	10	9	4

The Company’s rental revenue is generated from multiple tenants across its diverse portfolio. As of December 31, 2022, the Company’s largest tenant in its life science and medical office segments accounted for 2% and 8%, respectively, of the Company’s total revenues.

NOTE 21.    Fair Value Measurements

Financial assets and liabilities measured at fair value on a recurring basis in the Consolidated Balance Sheets were immaterial at December 31, 2022 and 2021.

The table below summarizes the carrying amounts and fair values of the Company’s financial instruments (in thousands):

	December 31,
	2022(3)				2021(3)
	Carrying Value		Fair Value		Carrying Value		Fair Value
Loans receivable, net(2)	$	374,832	$	369,425	$	415,811	$	437,607
Marketable debt securities(2)	21,702		21,702		21,003		21,003
Interest rate swap instruments(2)	30,259		30,259		—		—
Interest rate cap instruments(2)	—		—		397		397
Bank line of credit and commercial paper(2)	995,606		995,606		1,165,975		1,165,975
Term loans(2)	495,957		495,957		—		—
Senior unsecured notes(1)	4,659,451		4,238,124		4,651,933		5,054,747
Mortgage debt(2)	346,599		330,867		352,081		352,800

_______________________________________

(1)Level 1: Fair value calculated based on quoted prices in active markets.

(2)Level 2: Fair value based on (i) for marketable debt securities, quoted prices for similar or identical instruments in active or inactive markets, respectively, or (ii) for loans receivable, net, mortgage debt, interest rate swap instruments, and interest rate cap instruments, standardized pricing models in which significant inputs or value drivers are observable in active markets. For bank line of credit, commercial paper, and term loans, the carrying values are a reasonable estimate of fair value because the borrowings are primarily based on market interest rates and the Company’s credit rating.

(3)During the years ended December 31, 2022 and 2021, there were no material transfers of financial assets or liabilities within the fair value hierarchy.

112

NOTE 22.    Derivative Financial Instruments

The Company uses derivative instruments to mitigate the effects of interest rate fluctuations on specific forecasted transactions as well as recognized financial obligations or assets. Utilizing derivative instruments allows the Company to manage the risk of fluctuations in interest rates and their related potential impact on future earnings and cash flows. The Company does not use derivative instruments for speculative or trading purposes. At December 31, 2022, a one percentage point increase or decrease in the underlying interest rate curve would result in a corresponding increase or decrease in the fair value of the derivative instruments by approximately $23 million.

In March 2021, the Company repaid $39 million of variable rate secured debt on two SHOP assets and terminated the two associated interest rate swap instruments. Therefore, at December 31, 2021, the Company had no interest rate swap instruments.

In April 2021, the Company executed two interest rate cap instruments on its $142 million of variable rate mortgage debt issued in conjunction with the acquisition of the MOB Portfolio (see Note 4). In April 2022, the Company terminated these interest rate cap instruments and entered into two interest rate swap instruments that are designated as cash flow hedges and mature in May 2026.

In August 2022, the Company entered into two forward-starting interest rate swap instruments on the $500 million aggregate principal amount of the 2022 Term Loan Facilities (see Note 11). The forward-starting interest rate swap instruments are designated as cash flow hedges.

The following table summarizes the Company’s interest rate swap instruments (in thousands):

							Fair Value(1)
Date Entered	Maturity Date	Hedge Designation	Notional Amount		Pay Rate	Receive Rate	December 31, 2022		December 31, 2021
April 2022(2)	May 2026	Cash flow	$	51,100	5.08 %	1 mo. USD-LIBOR-BBA + 2.50%	$	2,300	$	—
April 2022(2)	May 2026	Cash flow	91,000		4.63 %	1 mo. USD-LIBOR-BBA + 2.05%	4,096		—
August 2022(2)	February 2027	Cash flow	250,000		2.60 %	1 mo. USD-SOFR CME Term	11,299		—
August 2022(2)	August 2027	Cash flow	250,000		2.54 %	1 mo. USD-SOFR CME Term	12,564		—

_____________________________

(1)At December 31, 2022, the interest rate swap instruments were in an asset position. Derivative assets are recorded in other assets, net on the Consolidated Balance Sheets.

(2)Represents interest rate swap instruments that hedge fluctuations in interest payments on variable rate debt by converting the interest rates to fixed interest rates. The changes in fair value of designated derivatives that qualify as cash flow hedges are recorded in accumulated other comprehensive income (loss) on the Consolidated Balance Sheets.

The following table summarizes the Company’s interest rate cap instruments (in thousands):

							Fair Value(1)
Date Entered	Maturity Date	Hedge Designation	Notional Amount		Strike Rate	Index	December 31, 2022		December 31, 2021
April 2021(2)	May 2024	Non-designated	$	142,100	2.00 %	1 mo. USD-LIBOR-BBA	$	—	$	397

_____________________________

(1)At December 31, 2021, the interest rate cap instruments were in an asset position. Derivative assets are recorded in other assets, net on the Consolidated Balance Sheets.

(2)Represents two interest rate cap instruments that manage the Company’s exposure to variable cash flows on certain mortgage debt borrowings by limiting interest rates. These interest rate cap instruments were terminated in April 2022.

During the year ended December 31, 2022, the Company recognized a $2 million increase in the fair value of the interest rate cap instruments within other income (expense), net.

113

NOTE 23.    Accounts Payable, Accrued Liabilities, and Other Liabilities

The following table summarizes the Company’s accounts payable, accrued liabilities, and other liabilities, excluding accounts payable, accrued liabilities, and other liabilities related to assets classified as discontinued operations (in thousands):

	December 31,
	2022		2021
Refundable entrance fees	$	268,972	$	288,409
Accrued construction costs	178,626		179,995
Accrued interest	59,291		59,342
Other accounts payable and accrued liabilities	265,596		227,638
Accounts payable, accrued liabilities, and other liabilities	$	772,485	$	755,384

NOTE 24.    Deferred Revenue

The following table summarizes the Company’s deferred revenue, excluding deferred revenue related to assets classified as held for sale and discontinued operations (in thousands):

	December 31,
	2022		2021
Nonrefundable entrance fees(1)	$	518,573	$	496,478
Other deferred revenue(2)	325,503		292,729
Deferred revenue	$	844,076	$	789,207

_______________________________________

(1)During the years ended December 31, 2022 and 2021, the Company collected nonrefundable entrance fees of $101 million and $89 million, respectively. During the years ended December 31, 2022, 2021, and 2020, the Company recognized amortization of $79 million, $76 million, and $72 million, respectively, which is included within resident fees and services on the Consolidated Statements of Operations.

(2)Other deferred revenue is primarily comprised of prepaid rent, deferred rent, and tenant-funded tenant improvements owned by the Company. During the years ended December 31, 2022, 2021, and 2020, the Company recognized amortization related to other deferred revenue of $44 million, $39 million, and $33 million, respectively, which is included in rental and related revenues on the Consolidated Statements of Operations.

114

NOTE 25.    Selected Quarterly Financial Data (Unaudited)

The following tables summarize selected quarterly information for the years ended December 31, 2022 and 2021 (in thousands, except per share amounts):

	Three Months Ended 2022
	March 31		June 30		September 30		December 31
Total revenues	$	498,372	$	517,932	$	520,406	$	524,468
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	73,719		68,201		355,775		9,435
Income (loss) from continuing operations	75,026		69,301		359,284		9,929
Income (loss) from discontinued operations	317		2,992		(1,298)		873
Net income (loss)	75,343		72,293		357,986		10,802
Net income (loss) applicable to Healthpeak Properties, Inc.	71,613		68,338		353,970		6,528
Dividends paid per common share	0.30		0.30		0.30		0.30
Basic earnings (loss) per common share:
Continuing operations	0.13		0.12		0.66		0.01
Discontinued operations	0.00		0.01		0.00		0.00
Diluted earnings (loss) per common share:
Continuing operations	0.13		0.12		0.65		0.01
Discontinued operations	0.00		0.01		0.00		0.00

	Three Months Ended 2021
	March 31		June 30		September 30		December 31
Total revenues	$	455,276	$	476,238	$	481,465	$	483,205
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	(121,900)		166,435		58,329		25,503
Income (loss) from continuing operations	(120,585)		168,065		61,305		28,943
Income (loss) from discontinued operations	270,008		113,960		601		3,633
Net income (loss)	149,423		282,025		61,906		32,576
Net income (loss) applicable to Healthpeak Properties, Inc.	145,788		276,280		54,711		28,761
Dividends paid per common share	0.30		0.30		0.30		0.30
Basic earnings (loss) per common share:
Continuing operations	(0.23)		0.30		0.10		0.05
Discontinued operations	0.50		0.21		0.00		0.00
Diluted earnings (loss) per common share:
Continuing operations	(0.23)		0.30		0.10		0.05
Discontinued operations	0.50		0.21		0.00		0.00

115

Schedule II: Valuation and Qualifying Accounts

(In thousands)

Allowance Accounts(1)			Additions
Year Ended December 31,	Balance at Beginning of Year		Amounts Charged Against Operations, net		Acquired Properties		Deductions(2)		Balance at End of Year
Continuing operations:
2022	$	1,870	$	529	$	—	$	—	$	2,399
2021	3,994		—		—		(2,124)		1,870
2020	387		76		3,531		—		3,994
Discontinued operations:
2022	$	4,138	$	—	$	—	$	(4,138)	$	—
2021	5,873		46		—		(1,781)		4,138
2020	4,178		1,026		175		494		5,873

_______________________________________

(1)Includes allowance for doubtful accounts. Excludes reserves for loan losses which are disclosed in Note 8 to the Consolidated Financial Statements.

(2)Primarily includes the write-off of uncollectible accounts, dispositions, and other net reductions in the reserves.

116

Schedule III: Real Estate and Accumulated Depreciation

(in thousands)

			Encumbrances at December 31, 2022		Initial Cost to Company				Costs Capitalized Subsequent to Acquisition		Gross Amount at Which Carried As of December 31, 2022						Accumulated Depreciation(4)		Year Constructed(5)	Year Acquired
	City	State			Land(1)		Buildings and Improvements(2)				Land		Buildings and Improvements		Total(3)
Life science
1483	Brisbane	CA	$	—	$	8,498	$	500	$	79,187	$	8,498	$	79,687	$	88,185	$	(2,999)	2022	2007
1484	Brisbane	CA	—		11,331		689		164,388		11,331		165,077		176,408		(4,493)		2022	2007
1485	Brisbane	CA	—		11,331		600		154,403		11,331		155,003		166,334		(5,015)		2022	2007
1486	Brisbane	CA	—		11,331		—		135,429		11,331		135,429		146,760		(16,899)		2020	2007
1487	Brisbane	CA	—		8,498		—		76,375		8,498		76,375		84,873		(4,497)		2020	2007
2874	Brisbane	CA	—		26,895		62,318		54,909		26,895		115,580		142,475		(8,023)		1989	2019
2875	Brisbane	CA	—		24,092		56,623		7,910		24,092		63,177		87,269		(8,006)		2000	2019
3139	Brisbane	CA	—		35,805		—		3,899		35,805		3,899		39,704		—		—	2019
3140	Brisbane	CA	—		35,805		—		1,202		35,805		1,202		37,007		—		—	2019
3142	Brisbane	CA	—		—		—		31		—		31		31		—		—	2007
1401	Hayward	CA	—		900		7,100		13,215		1,338		19,023		20,361		(4,187)		1996	2007
1402	Hayward	CA	—		1,500		6,400		4,605		1,719		7,111		8,830		(2,531)		1999	2007
1403	Hayward	CA	—		1,900		7,100		11,768		1,900		15,011		16,911		(4,783)		1998	2007
1404	Hayward	CA	—		2,200		17,200		8,244		2,200		25,444		27,644		(8,642)		1999	2007
1405	Hayward	CA	—		1,000		3,200		8,110		1,000		3,837		4,837		(1,448)		1999	2007
1549	Hayward	CA	—		1,006		4,259		6,919		1,055		8,699		9,754		(3,999)		1996	2007
1550	Hayward	CA	—		677		2,761		5,837		710		3,057		3,767		(2,006)		1996	2007
1551	Hayward	CA	—		661		1,995		7,358		693		5,134		5,827		(1,622)		1996	2007
1552	Hayward	CA	—		1,187		7,139		2,543		1,222		8,539		9,761		(5,059)		1996	2007
1553	Hayward	CA	—		1,189		9,465		7,361		1,225		16,230		17,455		(11,160)		1996	2007
1554	Hayward	CA	—		1,246		5,179		13,699		1,283		17,080		18,363		(4,905)		1996	2007
1555	Hayward	CA	—		1,521		13,546		7,541		1,566		20,982		22,548		(13,061)		1996	2007
1556	Hayward	CA	—		1,212		5,120		4,726		1,249		6,856		8,105		(4,254)		1996	2007
1424	La Jolla	CA	—		11,175		25,283		43,545		11,437		63,093		74,530		(12,454)		1982	2007
1425	La Jolla	CA	—		7,217		19,883		1,661		7,293		19,868		27,161		(7,690)		1981	2007
1426	La Jolla	CA	—		8,381		12,412		14,403		8,467		23,364		31,831		(13,475)		1984	2007
1427	La Jolla	CA	—		10,127		16,983		11,292		10,194		23,732		33,926		(10,055)		1982	2007
1949	La Jolla	CA	—		2,686		11,045		18,084		2,686		28,594		31,280		(6,677)		2021	2011
2229	La Jolla	CA	—		8,753		32,528		11,785		8,777		42,931		51,708		(12,222)		1986/2009	2014
1470	Poway	CA	—		5,826		12,200		6,048		5,826		12,541		18,367		(4,778)		2005	2007
1471	Poway	CA	—		5,978		14,200		4,253		5,978		14,200		20,178		(5,473)		2005	2007
1472	Poway	CA	—		8,654		—		11,895		8,654		11,895		20,549		(3,317)		2014	2007
1473	Poway	CA	—		11,024		2,405		26,187		11,024		27,857		38,881		(9,213)		2019	2007
1474	Poway	CA	—		5,051		—		19,939		5,051		19,939		24,990		(5,082)		2019	2007
1475	Poway	CA	—		5,655		—		10,302		5,655		10,302		15,957		(579)		2020	2007
1478	Poway	CA	—		6,700		14,400		6,145		6,700		14,400		21,100		(5,550)		2002	2007
1499	Redwood City	CA	—		3,400		5,500		3,333		3,462		7,152		10,614		(3,330)		1989	2007
1500	Redwood City	CA	—		2,500		4,100		1,703		2,506		5,041		7,547		(2,282)		1989	2007
1501	Redwood City	CA	—		3,600		4,600		2,328		3,607		6,485		10,092		(2,880)		1989	2007
1502	Redwood City	CA	—		3,100		5,100		1,471		3,107		6,200		9,307		(2,975)		1989	2007
1503	Redwood City	CA	—		4,800		17,300		10,044		4,818		25,558		30,376		(8,153)		1989	2007
1504	Redwood City	CA	—		5,400		15,500		11,996		5,418		27,461		32,879		(10,558)		1989	2007
1505	Redwood City	CA	—		3,000		3,500		5,773		3,006		8,798		11,804		(2,733)		1988	2007
1506	Redwood City	CA	—		6,000		14,300		14,929		6,018		28,586		34,604		(14,015)		1988	2007
1507	Redwood City	CA	—		1,900		12,800		17,383		1,912		23,468		25,380		(7,016)		1988/2011	2007
1508	Redwood City	CA	—		2,700		11,300		22,756		2,712		28,481		31,193		(7,902)		1988/2011	2007
1509	Redwood City	CA	—		2,700		10,900		10,493		2,712		14,012		16,724		(6,191)		1988	2007
1510	Redwood City	CA	—		2,200		12,000		11,009		2,212		18,794		21,006		(7,038)		1988	2007
1511	Redwood City	CA	—		2,600		9,300		21,497		2,612		30,166		32,778		(8,789)		1988	2007
1512	Redwood City	CA	—		3,300		18,000		19,100		3,300		37,072		40,372		(16,498)		2000	2007
1513	Redwood City	CA	—		3,300		17,900		15,954		3,326		29,933		33,259		(15,150)		2000	2007
678	San Diego	CA	—		2,603		11,051		3,514		2,766		14,402		17,168		(6,496)		1997	2004
679	San Diego	CA	—		5,269		23,566		31,885		5,669		51,751		57,420		(20,933)		1997	2004
837	San Diego	CA	—		4,630		2,028		9,262		4,630		5,330		9,960		(2,204)		1988/2012	2006
838	San Diego	CA	—		2,040		903		5,266		2,040		4,215		6,255		(1,210)		1988/2012	2006
839	San Diego	CA	—		3,940		3,184		7,320		4,046		5,951		9,997		(2,162)		1987	2006
840	San Diego	CA	—		5,690		4,579		1,114		5,830		5,126		10,956		(2,420)		1987	2006
1418	San Diego	CA	—		11,700		31,243		65,364		11,700		90,225		101,925		(12,855)		2022	2007
1419	San Diego	CA	—		2,324		—		33,097		2,324		33,097		35,421		(1,052)		2022	2007
1420	San Diego	CA	—		4,200		—		41,041		4,200		41,041		45,241		(839)		2022	2007
1421	San Diego	CA	—		7,000		33,779		1,209		7,000		33,779		40,779		(13,019)		2000	2007
1422	San Diego	CA	—		7,179		3,687		6,004		7,336		9,491		16,827		(5,542)		1984	2007
1423	San Diego	CA	—		8,400		33,144		32,248		8,400		65,384		73,784		(17,763)		2002/2020	2007
1558	San Diego	CA	—		7,740		22,654		79,394		7,888		98,330		106,218		(22,683)		—	2007
1947	San Diego	CA	—		2,581		10,534		4,484		2,581		15,019		17,600		(7,054)		2000	2011
1948	San Diego	CA	—		5,879		25,305		10,121		5,879		33,121		39,000		(11,270)		2001	2011
2197	San Diego	CA	—		7,621		3,913		8,763		7,626		11,375		19,001		(6,034)		1984	2007
2476	San Diego	CA	—		7,661		9,918		13,892		7,661		23,811		31,472		(2,551)		2000/2002	2016
2477	San Diego	CA	—		9,207		14,613		6,762		9,207		21,374		30,581		(6,135)		2000/2001	2016
2478	San Diego	CA	—		6,000		—		76,774		6,000		76,774		82,774		—		—	2016
2617	San Diego	CA	—		2,734		5,195		16,713		2,734		21,908		24,642		(8,204)		1991/2020	2017
2618	San Diego	CA	—		4,100		12,395		22,843		4,100		35,238		39,338		(8,884)		1991/2020	2017
2622	San Diego	CA	—		—		—		17,147		—		17,147		17,147		(1,225)		2020	2004
2872	San Diego	CA	—		10,120		38,351		1,044		10,120		39,996		50,116		(6,958)		1995	2018
2873	San Diego	CA	—		6,052		14,122		2,060		6,052		16,319		22,371		(2,853)		1997	2018

117

			Encumbrances at December 31, 2022	Initial Cost to Company		Costs Capitalized Subsequent to Acquisition	Gross Amount at Which Carried As of December 31, 2022			Accumulated Depreciation(4)	Year Constructed(5)	Year Acquired
	City	State		Land(1)	Buildings and Improvements(2)		Land	Buildings and Improvements	Total(3)
3069	San Diego	CA	—	7,054	7,794	19,627	7,054	27,083	34,137	(2,174)	2007/2021	2019
3110	San Diego	CA	—	20,584	—	2,765	20,584	2,765	23,349	—	—	2021
3111	San Diego	CA	—	24,830	—	729	24,830	729	25,559	(2)	—	2022
1410	South San Francisco	CA	—	4,900	18,100	13,022	4,900	30,312	35,212	(12,654)	2000/2019	2007
1411	South San Francisco	CA	—	8,000	27,700	38,753	8,000	60,871	68,871	(15,218)	2003/2019	2007
1412	South San Francisco	CA	—	10,100	22,521	11,660	10,100	32,039	42,139	(10,276)	1999	2007
1413	South San Francisco	CA	—	8,000	28,299	8,862	8,000	36,694	44,694	(15,735)	2000	2007
1430	South San Francisco	CA	—	10,700	23,621	29,985	10,700	51,141	61,841	(11,846)	1998/2019	2007
1431	South San Francisco	CA	—	7,000	15,500	9,733	7,000	25,172	32,172	(9,179)	2001	2007
1435	South San Francisco	CA	—	13,800	42,500	37,106	13,800	79,606	93,406	(33,867)	2008/2010	2007
1436	South San Francisco	CA	—	14,500	45,300	36,935	14,500	82,235	96,735	(34,174)	2008/2010	2007
1437	South San Francisco	CA	—	9,400	24,800	51,679	9,400	65,208	74,608	(24,038)	2008/2010	2007
1439	South San Francisco	CA	—	11,900	68,848	600	11,900	69,417	81,317	(26,546)	2003	2007
1440	South San Francisco	CA	—	10,000	57,954	400	10,000	58,355	68,355	(22,413)	2003	2007
1441	South San Francisco	CA	—	9,300	43,549	8	9,300	43,557	52,857	(16,790)	2003	2007
1442	South San Francisco	CA	—	11,000	47,289	41,919	11,000	89,119	100,119	(17,042)	2023	2007
1443	South San Francisco	CA	—	13,200	60,932	5,039	13,200	64,716	77,916	(23,882)	2007	2007
1444	South San Francisco	CA	—	10,500	33,776	1,260	10,500	34,698	45,198	(13,182)	2003	2007
1445	South San Francisco	CA	—	10,600	34,083	9	10,600	34,092	44,692	(13,142)	2003	2007
1458	South San Francisco	CA	—	10,900	20,900	13,870	10,909	26,479	37,388	(8,628)	2005	2007
1459	South San Francisco	CA	—	9,800	400	112,695	9,800	112,701	122,501	—	—	2007
1462	South San Francisco	CA	—	7,117	600	5,887	7,117	4,701	11,818	(1,617)	1984/2012	2007
1463	South San Francisco	CA	—	10,381	2,300	21,954	10,381	21,706	32,087	(7,573)	1979/2012	2007
1464	South San Francisco	CA	—	7,403	700	11,638	7,403	7,987	15,390	(2,436)	1965/2012	2007
1468	South San Francisco	CA	—	10,100	24,013	15,981	10,100	36,238	46,338	(13,306)	2006	2007
1480	South San Francisco	CA	—	32,210	3,110	159,459	32,210	162,569	194,779	—	—	2007
1559	South San Francisco	CA	—	5,666	5,773	12,970	5,695	5,904	11,599	(5,915)	1968	2007
1560	South San Francisco	CA	—	1,204	1,293	2,888	1,210	3,970	5,180	(2,567)	1966	2007
1983	South San Francisco	CA	—	8,648	—	97,191	8,648	97,191	105,839	(29,837)	2016	2011
1984	South San Francisco	CA	—	7,845	—	93,647	7,844	93,223	101,067	(26,859)	2017	2011
1985	South San Francisco	CA	—	6,708	—	122,646	6,708	122,646	129,354	(31,230)	2017	2011
1986	South San Francisco	CA	—	6,708	—	120,349	6,708	120,306	127,014	(25,127)	2018	2011
1987	South San Francisco	CA	—	8,544	—	100,777	8,544	100,777	109,321	(18,788)	2019	2011
1988	South San Francisco	CA	—	10,120	—	120,282	10,120	120,282	130,402	(23,861)	2019	2011
1989	South San Francisco	CA	—	9,169	—	100,232	9,169	100,232	109,401	(13,686)	2020	2011
2553	South San Francisco	CA	—	2,897	8,691	4,951	2,897	13,642	16,539	(3,983)	1988	2015
2554	South San Francisco	CA	—	995	2,754	3,076	995	5,110	6,105	(1,047)	1988	2015
2555	South San Francisco	CA	—	2,202	10,776	2,200	2,202	12,909	15,111	(2,746)	1988	2015
2556	South San Francisco	CA	—	2,962	15,108	1,500	2,962	16,607	19,569	(3,475)	1988	2015
2557	South San Francisco	CA	—	2,453	13,063	3,616	2,453	16,679	19,132	(4,956)	1988	2015
2558	South San Francisco	CA	—	1,163	5,925	315	1,163	6,240	7,403	(1,250)	1988	2015
2624	South San Francisco	CA	—	25,502	42,910	13,847	25,502	55,604	81,106	(11,129)	2001	2017
2870	South San Francisco	CA	—	23,297	41,797	28,766	23,297	70,563	93,860	(12,994)	1996/2019	2018
2871	South San Francisco	CA	—	20,293	41,262	22,011	20,293	63,273	83,566	(15,166)	1999/2019	2018
3100	South San Francisco	CA	—	24,059	—	1,867	24,059	1,867	25,926	—	—	2021
3101	South San Francisco	CA	—	61,208	—	6,548	61,208	6,548	67,756	—	—	2021
3102	South San Francisco	CA	—	43,885	—	1,343	43,885	1,343	45,228	—	—	2021
3123	South San Francisco	CA	—	—	—	6,412	—	6,412	6,412	—	—	2007
2705	Cambridge	MA	—	24,371	128,498	78	24,371	128,577	152,948	(8,966)	2011	2020
2706	Cambridge	MA	—	15,473	149,051	8	15,473	149,059	164,532	(11,386)	2019	2020
2707	Cambridge	MA	—	25,549	229,547	8,698	25,549	238,245	263,794	(16,198)	2019	2020
2708	Cambridge	MA	—	—	17,751	398	—	18,149	18,149	(946)	2010	2020
2709	Cambridge	MA	—	—	15,451	17	—	15,468	15,468	(805)	2019	2020
2928	Cambridge	MA	—	44,215	24,120	4,099	44,215	26,989	71,204	(2,845)	1984	2019
2929	Cambridge	MA	—	20,517	—	153,005	20,517	153,005	173,522	(936)	2022	2019
3074	Cambridge	MA	—	78,762	252,153	8,946	78,762	261,099	339,861	(24,413)	2018	2019
3106	Cambridge	MA	—	20,644	2,982	432	20,644	3,415	24,059	(136)	1950	2021
3107	Cambridge	MA	—	19,009	12,327	—	19,009	12,327	31,336	(481)	1973	2021
3108	Cambridge	MA	—	123,074	7,513	—	123,074	7,513	130,587	(388)	1965	2021
3109	Cambridge	MA	—	5,903	—	110	5,903	110	6,013	—	—	2021
3112	Cambridge	MA	—	23,402	47,623	96	23,402	47,719	71,121	(2,194)	1985	2021
3113	Cambridge	MA	—	36,093	—	1,453	36,093	1,453	37,546	—	—	2021
3114	Cambridge	MA	—	22,969	—	(2,115)	22,969	(2,115)	20,854	—	—	2021
3115	Cambridge	MA	—	66,786	—	545	66,786	545	67,331	—	—	2021
3116	Cambridge	MA	—	—	—	3,642	—	3,642	3,642	—	—	2021
3119	Cambridge	MA	—	—	29,667	—	—	29,667	29,667	(1,099)	2021	2021
3120	Cambridge	MA	—	18,063	—	224	18,063	224	18,287	—	—	2021
3122	Cambridge	MA	—	25,247	—	1,000	25,247	1,000	26,247	—	—	2021
3136	Cambridge	MA	—	4,119	—	(164)	4,119	(164)	3,955	—	—	2021
3137	Cambridge	MA	—	41,327	—	1,212	41,327	1,212	42,539	—	—	2021
3141	Cambridge	MA	—	72,768	—	2,499	72,768	2,499	75,267	—	—	2022
3151	Cambridge	MA	—	8,555	—	3	8,555	3	8,558	—	—	2022
3148	Cambridge	MA	—	2,283	—	1	2,283	1	2,284	—	—	2022
3149	Cambridge	MA	—	5,705	—	2	5,705	2	5,707	—	—	2022
3150	Cambridge	MA	—	1,655	—	—	1,655	—	1,655	—	—	2022
2630	Lexington	MA	—	16,411	49,681	670	16,411	50,351	66,762	(11,807)	1999	2017
2631	Lexington	MA	—	7,759	142,081	25,479	7,759	162,079	169,838	(21,202)	2010	2017
2632	Lexington	MA	—	—	21,390	125,363	—	146,246	146,246	(11,999)	2021	2018
3070	Lexington	MA	—	14,013	17,083	37	14,013	16,814	30,827	(1,958)	1974/2012	2019
3071	Lexington	MA	—	14,930	16,677	229	14,930	16,151	31,081	(1,705)	1970/2012	2019
3072	Lexington	MA	—	34,598	43,032	—	34,598	42,744	77,342	(5,838)	1967/2013	2019
3073	Lexington	MA	—	37,050	44,647	94	37,050	44,741	81,791	(6,223)	2017	2019

118

			Encumbrances at December 31, 2022		Initial Cost to Company				Costs Capitalized Subsequent to Acquisition		Gross Amount at Which Carried As of December 31, 2022						Accumulated Depreciation(4)		Year Constructed(5)	Year Acquired
	City	State			Land(1)		Buildings and Improvements(2)				Land		Buildings and Improvements		Total(3)
3093	Waltham	MA	—		47,792		275,556		18,648		47,792		292,545		340,337		(26,840)		2018	2020
2011	Durham	NC	—		448		6,152		23,847		448		24,341		24,789		(7,054)		1955/2014	2011
2030	Durham	NC	—		1,920		5,661		34,811		1,926		40,465		42,391		(15,772)		1926/2013	2012
9999	Denton	TX	—		100		—		72		100		—		100		—		—	2016
464	Salt Lake City	UT	—		630		6,921		2,562		630		9,484		10,114		(5,364)		1996	2001
465	Salt Lake City	UT	—		125		6,368		68		125		6,436		6,561		(3,119)		1999	2001
466	Salt Lake City	UT	—		—		14,614		73		—		13,213		13,213		(5,041)		2002	2001
1593	Salt Lake City	UT	—		—		23,998		250		—		24,248		24,248		(9,033)		2010	2010
			$	—	$	1,933,254	$	3,273,282	$	3,567,689	$	1,936,126	$	6,623,610	$	8,559,736	$	(1,274,094)

119

			Encumbrances at December 31, 2022		Initial Cost to Company				Costs Capitalized Subsequent to Acquisition		Gross Amount at Which Carried As of December 31, 2022						Accumulated Depreciation(4)		Year Constructed(5)	Year Acquired
	City	State			Land(1)		Buildings and Improvements(2)				Land		Buildings and Improvements		Total(3)
Medical office
638	Anchorage	AK	$	—	$	1,456	$	10,650	$	13,956	$	1,456	$	21,328	$	22,784	$	(8,842)	1993/2014	2006
3026	Bentonville	AR	—		912		21,724		789		912		22,513		23,425		(721)		2003	2022
126	Sherwood	AR	—		709		9,604		—		709		9,599		10,308		(6,679)		1990	1989
2572	Springdale	AR	—		—		27,714		—		—		27,714		27,714		(5,497)		1995	2016
520	Chandler	AZ	—		3,669		13,503		7,742		3,799		19,368		23,167		(8,497)		2005	2002
113	Glendale	AZ	—		1,565		7,050		20		1,565		7,225		8,790		(5,143)		1989	1988
2040	Mesa	AZ	—		—		17,314		2,213		—		18,542		18,542		(4,785)		2007	2012
1066	Scottsdale	AZ	—		5,115		14,064		8,648		4,839		20,196		25,035		(7,540)		1999	2006
2021	Scottsdale	AZ	—		—		12,312		7,551		—		16,283		16,283		(6,312)		1984	2012
2022	Scottsdale	AZ	—		—		9,179		4,439		—		10,543		10,543		(3,868)		1996	2012
2023	Scottsdale	AZ	—		—		6,398		2,515		—		7,733		7,733		(3,561)		2000	2012
2024	Scottsdale	AZ	—		—		9,522		2,015		32		10,747		10,779		(4,251)		2007	2012
2025	Scottsdale	AZ	—		—		4,102		3,398		—		6,025		6,025		(2,625)		1981	2012
2026	Scottsdale	AZ	—		—		3,655		2,336		—		5,565		5,565		(2,535)		1992	2012
2027	Scottsdale	AZ	—		—		7,168		3,478		—		9,548		9,548		(4,336)		1995	2012
2028	Scottsdale	AZ	—		—		6,659		5,595		—		11,497		11,497		(4,607)		1998	2012
2696	Scottsdale	AZ	—		10,151		14,925		3,286		10,211		18,143		28,354		(3,515)		1998	2020
1041	Brentwood	CA	—		—		30,864		10,983		309		39,668		39,977		(13,503)		2004	2006
1200	Encino	CA	—		6,151		10,438		8,821		6,756		15,764		22,520		(7,208)		1973	2006
1038	Fresno	CA	—		3,652		29,113		21,935		3,652		51,048		54,700		(22,480)		1984	2006
436	Murrieta	CA	—		400		9,266		5,940		749		12,380		13,129		(8,054)		1991	1999
239	Poway	CA	—		2,700		10,839		6,467		3,104		13,511		16,615		(8,750)		1990	1997
2654	Riverside	CA	—		2,758		9,908		1,127		2,758		10,801		13,559		(2,230)		2008	2017
318	Sacramento	CA	—		2,860		37,566		28,181		2,911		63,560		66,471		(25,031)		1989/2016	1998
2404	Sacramento	CA	—		1,268		5,109		1,363		1,299		6,123		7,422		(2,229)		1999	2015
421	San Diego	CA	—		2,910		19,984		16,469		2,964		35,070		38,034		(16,109)		1986/2013	1999
564	San Jose	CA	—		1,935		1,728		4,000		1,935		3,686		5,621		(1,625)		1968	2003
565	San Jose	CA	—		1,460		7,672		2,654		1,460		9,770		11,230		(4,238)		1995	2003
659	Los Gatos	CA	—		1,718		3,124		1,660		1,796		4,255		6,051		(1,779)		1995	2006
439	Valencia	CA	—		2,300		6,967		5,392		2,404		10,017		12,421		(6,125)		1990	1999
440	West Hills	CA	—		2,100		11,595		13,695		2,259		20,297		22,556		(7,779)		1992	1999
3008	West Hills	CA	12,052		5,795		13,933		2,496		5,823		16,150		21,973		(1,003)		1965	2021
728	Aurora	CO	—		—		8,764		5,727		—		10,715		10,715		(4,438)		2005	2005
1196	Aurora	CO	—		210		12,362		8,005		210		18,842		19,052		(7,645)		1981/2018	2006
1197	Aurora	CO	—		200		8,414		7,401		285		14,358		14,643		(6,212)		1994/2018	2006
127	Colorado Springs	CO	—		690		8,338		—		690		8,415		9,105		(5,875)		1990	1989
882	Colorado Springs	CO	—		—		12,933		12,891		—		21,513		21,513		(9,563)		2007	2006
1199	Denver	CO	—		493		7,897		2,793		668		9,510		10,178		(4,793)		1993	2006
808	Englewood	CO	—		—		8,616		13,388		11		18,442		18,453		(9,524)		1981	2005
809	Englewood	CO	—		—		8,449		16,776		—		22,237		22,237		(6,059)		1990	2005
810	Englewood	CO	—		—		8,040		14,877		—		18,697		18,697		(8,707)		1989	2005
811	Englewood	CO	—		—		8,472		15,163		—		20,604		20,604		(8,681)		1993/2020	2005
2658	Highlands Ranch	CO	—		1,637		10,063		94		1,732		10,063		11,795		(1,937)		2015	2017
812	Littleton	CO	—		—		4,562		3,997		257		6,482		6,739		(3,095)		1987	2005
813	Littleton	CO	—		—		4,926		3,286		251		6,324		6,575		(2,737)		1990	2005
570	Lone Tree	CO	—		—		—		23,999		—		21,884		21,884		(9,404)		2004	2003
666	Lone Tree	CO	—		—		23,274		5,888		17		26,446		26,463		(11,638)		2003	2006
2233	Lone Tree	CO	—		—		6,734		33,848		—		39,973		39,973		(13,804)		2015	2014
3000	Lone Tree	CO	—		4,393		31,643		6,135		4,393		37,778		42,171		(2,007)		2020	2021
510	Thornton	CO	—		236		10,206		15,580		463		22,963		23,426		(6,726)		2001/2021	2002
434	Atlantis	FL	—		—		2,027		552		5		2,324		2,329		(1,518)		1997	1999
435	Atlantis	FL	—		—		2,000		1,332		—		2,659		2,659		(1,733)		1997	1999
602	Atlantis	FL	—		455		2,231		1,561		455		3,225		3,680		(1,431)		1984	2006
2963	Brooksville	FL	—		—		—		11,490		—		11,490		11,490		(913)		2020	2019
604	Englewood	FL	—		170		1,134		1,194		226		1,868		2,094		(734)		1986	2006
2962	Orange Park	FL	—		—		—		16,983		—		16,983		16,983		(601)		2022	2019
609	Kissimmee	FL	—		788		174		1,246		788		1,239		2,027		(556)		1978	2006
610	Kissimmee	FL	—		481		347		904		494		628		1,122		(344)		1978	2006
671	Kissimmee	FL	—		—		7,574		2,904		—		8,247		8,247		(3,755)		1998	2006
603	Lake Worth	FL	—		1,507		2,894		1,807		1,507		2,868		4,375		(1,374)		1997	2006
612	Margate	FL	—		1,553		6,898		3,585		1,553		9,421		10,974		(4,219)		1994	2006
613	Miami	FL	—		4,392		11,841		15,281		4,454		22,922		27,376		(7,410)		1995/2020	2006
2202	Miami	FL	—		—		13,123		11,991		—		24,034		24,034		(8,801)		1973	2014
2203	Miami	FL	—		—		8,877		5,205		—		13,597		13,597		(4,813)		1986	2014
1067	Milton	FL	—		—		8,566		1,361		—		9,813		9,813		(3,687)		2003	2006
2577	Naples	FL	—		—		29,186		1,805		—		30,991		30,991		(5,884)		1999	2016
2578	Naples	FL	—		—		18,819		667		—		19,486		19,486		(3,147)		2007	2016
2964	Okeechobee	FL	—		—		—		16,751		—		16,751		16,751		(455)		2022	2019
563	Orlando	FL	—		2,144		5,136		16,761		12,033		7,591		19,624		(6,377)		1985	2003
833	Pace	FL	—		—		10,309		4,179		54		11,533		11,587		(4,306)		2005	2006
834	Pensacola	FL	—		—		11,166		669		—		11,358		11,358		(4,237)		2005	2006
673	Plantation	FL	—		1,091		7,176		3,269		1,091		9,368		10,459		(4,023)		2001	2006
674	Plantation	FL	—		—		8,273		572		—		8,845		8,845		(570)		2015	2021
2579	Punta Gorda	FL	—		—		9,379		—		—		9,379		9,379		(1,678)		2006	2016
2833	St. Petersburg	FL	—		—		13,754		15,843		—		23,467		23,467		(8,651)		1995/2019	2006
2836	Tampa	FL	—		1,967		6,618		9,533		2,700		10,719		13,419		(6,475)		1984	2006
887	Atlanta	GA	—		4,300		13,690		—		4,300		11,890		16,190		(9,413)		1966/1996	2007
3214	Savannah	GA	—		—		—		867		—		867		867		—		—	2022
2576	Statesboro	GA	—		—		10,234		439		—		10,673		10,673		(2,542)		1999	2016
3006	Arlington Heights	IL	4,845		3,011		9,651		591		3,187		10,021		13,208		(759)		1975/2013	2021
2702	Bolingbrook	IL	—		—		21,237		1,910		—		23,055		23,055		(1,855)		2008	2020

120

			Encumbrances at December 31, 2022	Initial Cost to Company		Costs Capitalized Subsequent to Acquisition	Gross Amount at Which Carried As of December 31, 2022			Accumulated Depreciation(4)	Year Constructed(5)	Year Acquired
	City	State		Land(1)	Buildings and Improvements(2)		Land	Buildings and Improvements	Total(3)
3004	Highland Park	IL	5,834	2,767	11,495	217	2,767	11,674	14,441	(742)	2008	2021
3005	Lockport	IL	10,976	3,106	22,645	—	3,106	22,645	25,751	(1,410)	2010	2021
1065	Marion	IL	—	99	11,538	2,322	100	13,375	13,475	(5,541)	2002	2006
2719	Marion	IL	—	—	—	5,098	—	5,098	5,098	(221)	2021	2021
2697	Indianapolis	IN	—	—	59,746	697	—	60,364	60,364	(3,979)	2002	2020
2699	Indianapolis	IN	—	—	23,211	711	—	23,921	23,921	(1,586)	2002	2020
2701	Indianapolis	IN	—	478	1,637	136	478	1,749	2,227	(501)	1984	2020
2698	Mooresville	IN	—	—	20,646	653	—	21,292	21,292	(1,407)	2004	2020
1057	Newburgh	IN	—	—	14,019	5,381	—	19,250	19,250	(9,128)	2005	2006
2700	Zionsville	IN	—	2,969	7,281	809	3,040	7,998	11,038	(757)	2005	2020
2039	Kansas City	KS	—	440	2,173	316	448	2,436	2,884	(658)	2006	2012
112	Overland Park	KS	—	2,316	10,681	24	2,316	10,797	13,113	(7,924)	1989	1988
2043	Overland Park	KS	—	—	7,668	2,354	—	9,290	9,290	(2,692)	2009	2012
3062	Overland Park	KS	—	872	11,813	526	978	11,811	12,789	(2,053)	2007	2019
483	Wichita	KS	—	530	3,341	788	605	3,510	4,115	(1,645)	2000	2001
3018	Wichita	KS	—	3,946	39,795	—	3,946	39,795	43,741	(2,305)	1973/2017	2021
1064	Lexington	KY	—	—	12,726	2,837	—	14,648	14,648	(6,224)	2003	2006
735	Louisville	KY	—	936	8,426	18,960	936	23,542	24,478	(13,083)	1971/2019	2005
737	Louisville	KY	—	835	27,627	11,636	878	35,899	36,777	(16,797)	2002	2005
738	Louisville	KY	—	780	8,582	8,694	851	13,331	14,182	(10,083)	1978	2005
739	Louisville	KY	—	826	13,814	4,003	832	16,046	16,878	(6,911)	2003	2005
2834	Louisville	KY	—	2,983	13,171	8,866	2,991	18,816	21,807	(10,006)	1990	2005
1945	Louisville	KY	—	3,255	28,644	3,092	3,365	30,902	34,267	(12,422)	2009	2010
1946	Louisville	KY	—	430	6,125	276	430	6,401	6,831	(2,587)	2002	2010
2237	Louisville	KY	—	1,519	15,386	5,450	1,672	20,351	22,023	(7,139)	1991	2014
2238	Louisville	KY	—	1,334	12,172	3,627	1,558	14,624	16,182	(4,921)	1996	2014
2239	Louisville	KY	—	1,644	10,832	6,912	2,091	16,272	18,363	(6,510)	1988	2014
3023	Covington	LA	—	9,490	21,918	94	9,490	22,012	31,502	(1,204)	2014	2021
3121	Cambridge	MA	—	40,663	23,102	—	40,663	23,102	63,765	(956)	1983	2021
1213	Ellicott City	MD	—	1,115	3,206	4,960	1,463	6,257	7,720	(2,884)	1988	2006
1052	Towson	MD	—	—	14,233	5,579	—	14,435	14,435	(5,538)	2005	2006
2650	Biddeford	ME	—	1,341	17,376	107	1,341	17,483	18,824	(3,524)	2007	2017
3002	Burnsville	MN	7,713	2,801	17,779	892	2,861	18,611	21,472	(2,148)	1988	2021
3003	Burnsville	MN	5,142	516	13,200	452	533	13,382	13,915	(1,374)	1992	2021
3009	Burnsville	MN	18,985	4,640	38,064	40	4,664	38,080	42,744	(2,488)	2007	2021
240	Minneapolis	MN	—	117	13,213	7,285	117	18,442	18,559	(11,143)	1986	1997
300	Minneapolis	MN	—	160	10,131	6,920	214	14,342	14,556	(8,692)	1987	1998
2703	Columbia	MO	—	4,141	20,364	—	4,141	20,364	24,505	(1,845)	1997	2020
2032	Independence	MO	—	—	48,025	3,539	—	50,173	50,173	(12,403)	2006	2012
2863	Lee's Summit	MO	—	—	—	16,454	—	16,454	16,454	(1,822)	2020	2019
1078	Flowood	MS	—	—	8,413	2,177	—	9,902	9,902	(3,723)	2003	2006
1059	Jackson	MS	—	—	8,868	692	—	9,523	9,523	(3,776)	2002	2006
1060	Jackson	MS	—	—	7,187	3,022	—	9,131	9,131	(3,500)	2005	2006
1068	Omaha	NE	—	—	16,243	3,023	41	18,491	18,532	(7,563)	2005	2006
2651	Charlotte	NC	—	1,032	6,196	204	1,032	6,295	7,327	(992)	2007	2017
2695	Charlotte	NC	—	844	5,021	76	844	5,060	5,904	(781)	2007	2017
2655	Wilmington	NC	—	1,949	12,244	—	1,949	12,244	14,193	(2,291)	2003	2017
2656	Wilmington	NC	—	2,071	11,592	—	2,071	11,592	13,663	(2,146)	2006	2017
2657	Shallotte	NC	—	918	3,609	—	918	3,609	4,527	(921)	2017	2017
2647	Concord	NH	—	1,961	23,516	556	1,961	22,721	24,682	(2,953)	2004	2017
2648	Concord	NH	—	815	8,902	464	815	9,366	10,181	(2,106)	2008	2017
2649	Epsom	NH	—	919	5,868	59	919	5,303	6,222	(976)	2010	2017
3011	Cherry Hill	NJ	—	5,235	21,731	—	5,235	21,731	26,966	(1,685)	2014	2021
3012	Morristown	NJ	—	21,703	32,517	3,119	21,703	35,636	57,339	(2,476)	1983/2013	2021
3013	Morristown	NJ	—	14,567	20,548	6,480	14,567	27,028	41,595	(1,118)	1990	2021
3014	Morristown	NJ	—	20,563	31,849	1,007	20,563	32,857	53,420	(1,466)	1981	2021
729	Albuquerque	NM	—	—	5,380	2,466	—	7,308	7,308	(2,623)	2006	2005
571	Las Vegas	NV	—	—	—	22,137	—	19,359	19,359	(8,720)	2004	2003
660	Las Vegas	NV	—	1,121	4,363	12,784	1,328	12,540	13,868	(4,437)	1973	2006
661	Las Vegas	NV	—	2,305	—	1,371	3,676	—	3,676	—	—	2006
662	Las Vegas	NV	—	1,000	—	—	1,000	—	1,000	—	—	2006
663	Las Vegas	NV	—	1,717	3,597	15,366	1,724	15,511	17,235	(6,094)	1974/2018	2006
664	Las Vegas	NV	—	1,172	—	633	1,805	—	1,805	(369)	—	2006
691	Las Vegas	NV	—	3,073	18,339	8,915	3,167	25,521	28,688	(15,113)	1989/2015	2004
2037	Mesquite	NV	—	—	5,559	1,030	34	6,430	6,464	(1,898)	2004	2012
400	Harrison	OH	—	—	4,561	666	—	4,927	4,927	(3,019)	1995	1999
1054	Durant	OK	—	619	9,256	3,301	659	12,364	13,023	(4,905)	1998	2006
817	Owasso	OK	—	—	6,582	2,090	—	6,113	6,113	(2,535)	2006	2005
404	Roseburg	OR	—	—	5,707	1,147	—	6,154	6,154	(3,726)	1999	1999
3010	Springfield	OR	20,666	—	51,998	386	—	51,982	51,982	(3,493)	2011	2021
2570	Limerick	PA	—	925	20,072	51	925	19,953	20,878	(4,350)	1999	2016
2234	Philadelphia	PA	—	24,264	99,904	49,324	24,288	149,067	173,355	(36,719)	1973/2019	2014
2403	Philadelphia	PA	—	26,063	97,646	38,382	26,134	135,309	161,443	(41,809)	2000	2015
2571	Wilkes-Barre	PA	—	—	9,138	11	—	9,149	9,149	(2,186)	2001	2016
2694	Anderson	SC	—	405	1,211	—	405	1,211	1,616	(251)	2012	2020
2573	Florence	SC	—	—	12,090	91	—	12,180	12,180	(2,323)	1998	2016
2574	Florence	SC	—	—	12,190	88	—	12,277	12,277	(2,338)	1998	2016
2575	Florence	SC	—	—	11,243	56	—	11,299	11,299	(2,635)	1995	2016
2841	Greenville	SC	—	634	38,386	2,006	647	39,635	40,282	(7,332)	1991	2018
2842	Greenville	SC	—	794	41,293	560	794	41,058	41,852	(7,587)	1999	2018
2843	Greenville	SC	—	626	22,210	13	626	22,223	22,849	(4,825)	1996	2018
2844	Greenville	SC	—	806	18,889	948	806	19,031	19,837	(3,507)	1998	2018

121

			Encumbrances at December 31, 2022	Initial Cost to Company		Costs Capitalized Subsequent to Acquisition	Gross Amount at Which Carried As of December 31, 2022			Accumulated Depreciation(4)	Year Constructed(5)	Year Acquired
	City	State		Land(1)	Buildings and Improvements(2)		Land	Buildings and Improvements	Total(3)
2845	Greenville	SC	—	932	40,879	224	932	41,103	42,035	(7,874)	2005	2018
2846	Greenville	SC	—	896	38,486	632	896	39,118	40,014	(7,522)	2007	2018
2847	Greenville	SC	—	600	26,472	5,083	600	30,954	31,554	(6,219)	1996	2018
2850	Greenville	SC	—	211	6,503	154	211	6,656	6,867	(1,553)	2008	2018
2853	Greenville	SC	—	534	6,430	229	534	5,576	6,110	(1,310)	1998	2018
2854	Greenville	SC	—	824	13,645	109	824	13,755	14,579	(3,808)	1992	2018
2848	Greer	SC	—	318	5,816	—	318	5,816	6,134	(1,233)	2008	2018
2849	Greer	SC	—	319	5,836	98	319	5,935	6,254	(1,383)	2008	2018
2851	Travelers Rest	SC	—	498	1,015	202	498	1,018	1,516	(483)	1998	2018
2862	Myrtle Beach	SC	—	—	—	27,660	—	27,660	27,660	(4,213)	2019	2018
2865	Brentwood	TN	—	—	—	34,201	—	34,201	34,201	(2,397)	2020	2019
624	Hendersonville	TN	—	256	1,530	3,480	256	3,619	3,875	(1,738)	1985	2006
559	Hermitage	TN	—	830	5,036	14,514	945	17,211	18,156	(6,645)	1999/2019	2003
561	Hermitage	TN	—	596	9,698	9,110	596	15,414	16,010	(8,217)	1993	2003
562	Hermitage	TN	—	317	6,528	5,427	317	9,761	10,078	(4,751)	1994	2003
625	Nashville	TN	—	955	14,289	9,976	955	20,959	21,914	(8,572)	2000	2006
626	Nashville	TN	—	2,050	5,211	7,211	2,055	9,238	11,293	(3,819)	1987	2006
627	Nashville	TN	—	1,007	181	1,491	1,113	1,073	2,186	(479)	1975	2006
628	Nashville	TN	—	2,980	7,164	6,377	2,980	11,339	14,319	(5,081)	1988	2006
630	Nashville	TN	—	515	848	520	528	1,057	1,585	(508)	1975	2006
631	Nashville	TN	—	266	1,305	2,222	266	2,552	2,818	(1,332)	1980	2006
632	Nashville	TN	—	827	7,642	6,300	827	10,796	11,623	(5,441)	1988	2006
633	Nashville	TN	—	5,425	12,577	10,755	5,425	19,406	24,831	(9,067)	1971	2006
634	Nashville	TN	—	3,818	15,185	17,341	3,818	26,738	30,556	(12,093)	1992	2006
636	Nashville	TN	—	583	450	522	604	793	1,397	(360)	1974	2006
2967	Nashville	TN	—	—	—	47,823	—	47,823	47,823	(1,989)	2021	2019
2720	Nashville	TN	—	102	10,925	886	102	11,804	11,906	(1,299)	1986	2021
2611	Allen	TX	—	1,330	5,960	838	1,374	6,740	8,114	(1,579)	2004	2016
2612	Allen	TX	—	1,310	4,165	1,438	1,310	5,581	6,891	(1,469)	2005	2016
573	Arlington	TX	—	769	12,355	12,450	769	21,615	22,384	(7,448)	1995	2006
2621	Cedar Park	TX	—	1,617	11,640	809	1,617	12,450	14,067	(1,726)	2007	2017
576	Conroe	TX	—	324	4,842	5,202	324	8,161	8,485	(3,540)	1983	2006
577	Conroe	TX	—	397	7,966	4,643	397	11,334	11,731	(5,268)	1995	2006
578	Conroe	TX	—	388	7,975	5,687	388	10,267	10,655	(4,158)	1997/2012	2006
579	Conroe	TX	—	188	3,618	1,697	188	4,622	4,810	(2,231)	1995	2006
581	Corpus Christi	TX	—	717	8,181	8,130	717	12,331	13,048	(5,875)	1995	2006
600	Corpus Christi	TX	—	328	3,210	5,094	328	5,999	6,327	(3,431)	1995	2006
601	Corpus Christi	TX	—	313	1,771	2,463	325	3,235	3,560	(1,755)	1985	2006
2839	Cypress	TX	—	—	—	38,362	11	37,120	37,131	(11,016)	2016	2015
582	Dallas	TX	—	1,664	6,785	7,505	1,747	11,387	13,134	(5,185)	1979	2006
1314	Dallas	TX	—	15,230	162,970	30,642	24,093	183,326	207,419	(82,918)	1974	2007
1315	Dallas	TX	—	—	—	4,458	26	3,246	3,272	(1,367)	1978	2007
1316	Dallas	TX	—	—	—	11,943	—	7,925	7,925	(1,393)	1985	2007
1317	Dallas	TX	—	—	—	11,510	—	10,984	10,984	(1,645)	1995	2007
1319	Dallas	TX	—	18,840	155,659	7,097	18,840	162,198	181,038	(71,767)	1974	2007
2721	Dallas	TX	—	31,707	2,000	(2)	31,707	1,998	33,705	(1,498)	1983	2020
3007	Denton	TX	5,636	2,298	9,502	97	2,338	9,559	11,897	(810)	2014	2021
3020	Frisco	TX	—	—	27,201	704	—	27,869	27,869	(1,296)	2004	2021
3021	Frisco	TX	—	—	26,181	1,536	—	27,698	27,698	(1,420)	2004	2021
583	Fort Worth	TX	—	898	4,866	5,802	898	9,131	10,029	(3,953)	1995	2006
805	Fort Worth	TX	—	—	2,481	2,335	45	3,866	3,911	(2,364)	1985	2005
806	Fort Worth	TX	—	—	6,070	2,454	5	7,973	7,978	(3,567)	1985	2005
2619	Fort Worth	TX	—	1,180	13,432	1,437	1,180	14,869	16,049	(1,703)	2006	2017
2620	Fort Worth	TX	—	1,961	14,155	366	2,000	14,482	16,482	(1,900)	2005	2017
2982	Fort Worth	TX	—	2,720	6,225	5,880	2,720	12,022	14,742	(2,236)	2020	2019
1061	Granbury	TX	—	—	6,863	1,331	—	8,054	8,054	(3,406)	2001	2006
430	Houston	TX	—	1,927	33,140	24,348	2,479	52,033	54,512	(29,418)	1985/2018	1999
446	Houston	TX	—	2,200	19,585	25,280	2,945	32,869	35,814	(23,130)	1976/2018	1999
589	Houston	TX	—	1,676	12,602	20,000	1,706	27,359	29,065	(7,835)	1985/2022	2006
702	Houston	TX	—	—	7,414	4,119	7	9,504	9,511	(4,449)	2006	2006
1044	Houston	TX	—	—	4,838	7,140	1,321	8,737	10,058	(3,053)	2006	2006
2542	Houston	TX	—	304	17,764	—	304	17,764	18,068	(4,091)	1990	2015
2543	Houston	TX	—	116	6,555	—	116	6,439	6,555	(1,639)	1970	2015
2544	Houston	TX	—	312	12,094	—	312	12,094	12,406	(3,316)	1987	2015
2545	Houston	TX	—	316	13,931	—	316	13,931	14,247	(2,909)	2005	2015
2546	Houston	TX	—	408	18,332	—	408	17,925	18,333	(5,500)	1977	2015
2547	Houston	TX	—	470	18,197	—	470	17,727	18,197	(4,549)	1985	2015
2548	Houston	TX	—	313	7,036	—	313	6,724	7,037	(2,111)	1979	2015
2549	Houston	TX	—	530	22,711	—	530	22,711	23,241	(4,182)	2006	2015
2966	Houston	TX	—	—	—	32,920	—	32,920	32,920	(845)	2022	2020
590	Irving	TX	—	828	6,160	6,147	828	10,035	10,863	(4,146)	1997	2006
700	Irving	TX	—	—	8,550	6,390	8	11,256	11,264	(4,562)	2004	2006
1207	Irving	TX	—	1,955	12,793	4,684	2,063	16,131	18,194	(6,119)	2001	2006
2840	Kingwood	TX	—	3,035	28,373	2,128	3,422	28,718	32,140	(5,586)	2003	2016
591	Lewisville	TX	—	561	8,043	3,043	561	9,513	10,074	(4,688)	1976	2006
144	Longview	TX	—	102	7,998	1,438	102	8,986	9,088	(5,450)	1993	1992
143	Lufkin	TX	—	338	2,383	299	338	2,602	2,940	(1,573)	1993	1992
568	McKinney	TX	—	541	6,217	5,260	541	9,910	10,451	(4,928)	1999	2003
569	McKinney	TX	—	—	636	9,509	—	9,045	9,045	(4,251)	2004	2003
596	North Richland Hills	TX	—	812	8,883	6,238	812	12,644	13,456	(4,720)	1999	2006
2048	North Richland Hills	TX	—	1,385	10,213	2,364	1,400	12,034	13,434	(5,092)	2007	2012
2835	Pearland	TX	—	—	4,014	5,707	29	7,866	7,895	(3,010)	2006	2006

122

			Encumbrances at December 31, 2022		Initial Cost to Company				Costs Capitalized Subsequent to Acquisition		Gross Amount at Which Carried As of December 31, 2022						Accumulated Depreciation(4)		Year Constructed(5)	Year Acquired
	City	State			Land(1)		Buildings and Improvements(2)				Land		Buildings and Improvements		Total(3)
2838	Pearland	TX	—		—		—		19,978		—		18,768		18,768		(4,996)		2015	2014
597	Plano	TX	—		1,210		9,588		10,042		1,225		17,340		18,565		(7,412)		1997	2006
672	Plano	TX	—		1,389		12,768		5,783		1,389		15,701		17,090		(6,542)		2004	2006
1384	Plano	TX	—		6,290		22,686		6,702		6,290		29,197		35,487		(22,652)		1997	2007
2653	Rockwall	TX	—		788		9,020		39		788		9,026		9,814		(1,533)		2015	2017
815	San Antonio	TX	—		—		9,193		4,303		87		12,038		12,125		(5,744)		1997	2006
816	San Antonio	TX	1,902		—		8,699		14,749		175		21,625		21,800		(5,880)		1992/2022	2006
2837	San Antonio	TX	—		—		26,191		4,030		—		28,781		28,781		(11,500)		2006	2011
2852	Shenandoah	TX	—		—		—		29,980		—		29,980		29,980		(6,808)		2017	2016
598	Sugar Land	TX	—		1,078		5,158		4,245		1,170		6,912		8,082		(3,313)		1982	2006
599	Texas City	TX	—		—		9,519		2,326		—		11,649		11,649		(4,913)		2003	2006
152	Victoria	TX	—		125		8,977		711		125		9,294		9,419		(5,628)		1994	1992
2198	Webster	TX	—		2,220		9,602		462		2,220		9,744		11,964		(3,516)		1991	2013
3024	Webster	TX	—		3,196		12,911		36		3,212		12,931		16,143		(449)		2007	2022
3025	Webster	TX	—		3,209		23,782		16		3,225		23,782		27,007		(671)		2007	2022
2550	The Woodlands	TX	—		115		5,141		—		115		5,141		5,256		(1,210)		1984	2015
2551	The Woodlands	TX	—		296		18,282		—		296		18,282		18,578		(3,706)		1997	2015
2552	The Woodlands	TX	—		374		25,125		—		374		25,125		25,499		(4,538)		2004	2015
1592	Bountiful	UT	—		999		7,426		2,222		1,019		9,393		10,412		(3,813)		2005	2010
169	Bountiful	UT	—		276		5,237		4,466		653		8,252		8,905		(3,906)		1995	1994
2035	Draper	UT	4,146		—		10,803		1,244		—		11,543		11,543		(2,859)		2010	2012
469	Kaysville	UT	—		530		4,493		441		530		4,708		5,238		(2,130)		2001	2001
456	Layton	UT	—		371		7,073		3,201		389		9,237		9,626		(4,801)		1998	2001
2042	Layton	UT	—		—		10,975		1,906		44		12,481		12,525		(3,090)		2006	2012
2864	Washington Terrace	UT	—		—		—		19,898		—		19,898		19,898		(2,086)		2020	2019
357	Orem	UT	—		337		8,744		4,751		306		10,201		10,507		(5,970)		1998	1999
353	Salt Lake City	UT	—		190		779		280		273		830		1,103		(576)		1991	1999
354	Salt Lake City	UT	—		220		10,732		4,517		220		13,444		13,664		(8,332)		1999	1999
355	Salt Lake City	UT	—		180		14,792		6,257		180		19,145		19,325		(11,119)		1993	1999
467	Salt Lake City	UT	—		3,000		7,541		3,340		3,145		9,878		13,023		(5,572)		1998	2001
566	Salt Lake City	UT	—		509		4,044		4,993		509		7,717		8,226		(3,679)		1974	2003
2041	Salt Lake City	UT	—		—		12,326		1,347		—		13,185		13,185		(3,272)		2007	2012
2033	Sandy	UT	—		867		3,513		2,697		1,356		5,525		6,881		(2,884)		1989	2012
351	Washington Terrace	UT	—		—		4,573		3,629		17		5,762		5,779		(3,429)		1989	1999
352	Washington Terrace	UT	—		—		2,692		1,801		15		3,665		3,680		(2,555)		1990	1999
2034	West Jordan	UT	—		—		12,021		323		—		11,844		11,844		(2,751)		2006	2012
2036	West Jordan	UT	—		—		1,383		1,671		—		2,714		2,714		(1,472)		1982	2012
1208	Fairfax	VA	—		8,396		16,710		15,381		8,845		27,935		36,780		(14,268)		1974/2018	2006
2230	Fredericksburg	VA	—		1,101		8,570		12		1,113		8,570		9,683		(2,062)		2008	2014
3001	Leesburg	VA	10,185		3,549		24,059		3,701		3,549		27,699		31,248		(2,419)		2010	2021
3015	Midlothian	VA	12,643		—		21,442		179		45		21,354		21,399		(1,024)		2012	2021
3016	Midlothian	VA	11,952		—		20,610		177		32		20,416		20,448		(1,097)		2013	2021
3017	Midlothian	VA	13,829		—		22,531		89		—		22,619		22,619		(1,771)		2014	2021
572	Reston	VA	—		—		11,902		1,353		—		11,712		11,712		(5,938)		2004	2003
448	Renton	WA	—		—		18,724		5,301		—		21,729		21,729		(14,259)		1993	1999
781	Seattle	WA	—		—		52,703		22,499		—		67,881		67,881		(34,648)		1994	2004
782	Seattle	WA	—		—		24,382		31,717		126		50,563		50,689		(19,720)		1990/2022	2004
783	Seattle	WA	—		—		5,625		2,329		211		6,949		7,160		(6,373)		1984	2004
785	Seattle	WA	—		—		7,293		6,153		—		11,351		11,351		(7,886)		1982	2004
1385	Seattle	WA	—		—		45,027		19,908		—		63,018		63,018		(25,124)		1986/2019	2007
3022	Seattle	WA	—		35,624		4,176		—		35,624		4,176		39,800		(1,054)		1963/2012	2021
2038	Evanston	WY	—		—		4,601		1,225		—		5,751		5,751		(1,715)		2002	2012
			$	146,506	$	530,858	$	3,891,709	$	1,709,551	$	564,526	$	5,218,646	$	5,783,172	$	(1,656,210)

123

			Encumbrances at December 31, 2022		Initial Cost to Company				Costs Capitalized Subsequent to Acquisition		Gross Amount at Which Carried As of December 31, 2022						Accumulated Depreciation(4)		Year Constructed(5)	Year Acquired
	City	State			Land(1)		Buildings and Improvements(2)				Land		Buildings and Improvements		Total(3)
Continuing care retirement community
3089	Birmingham	AL	$	—	$	6,193	$	32,146	$	3,803	$	6,543	$	35,599	$	42,142	$	(5,502)	1991	2020
3090	Bradenton	FL	—		5,496		95,671		16,038		5,991		103,501		109,492		(15,560)		1985	2020
2997	Clearwater	FL	68,405		6,680		132,521		17,406		6,819		146,467		153,286		(15,324)		1991	2020
3086	Jacksonville	FL	—		19,660		167,860		15,791		20,412		182,496		202,908		(21,706)		1989	2020
2996	Leesburg	FL	—		8,941		65,698		13,662		9,766		78,534		88,300		(10,744)		1990	2020
2995	Port Charlotte	FL	—		5,344		159,612		12,089		5,672		162,232		167,904		(17,301)		1987	2020
2998	Seminole	FL	44,582		14,080		77,485		9,202		15,001		85,766		100,767		(8,074)		1990	2020
3085	Seminole	FL	—		13,915		125,796		11,656		14,613		136,755		151,368		(16,932)		1982	2020
3092	Sun City Center	FL	87,106		25,254		175,535		15,374		26,382		189,781		216,163		(26,301)		1992	2020
3087	The Villages	FL	—		7,091		120,493		12,553		7,312		132,825		140,137		(15,586)		2009	2020
3084	Holland	MI	—		1,572		88,960		6,766		1,804		95,493		97,297		(11,057)		1991	2020
2991	Coatesville	PA	—		16,443		126,243		11,838		17,064		137,463		154,527		(14,965)		1998	2020
3080	Haverford	PA	—		16,461		108,816		29,925		16,461		126,165		142,626		(50,068)		1989	2006
3088	Spring	TX	—		3,210		30,085		6,821		3,475		36,640		40,115		(3,992)		2008	2020
3081	Fort Belvoir	VA	—		11,594		99,528		25,908		11,594		117,897		129,491		(48,177)		1990	2006
			$	200,093	$	161,934	$	1,606,449	$	208,832	$	168,909	$	1,767,614	$	1,936,523	$	(281,289)
Total real estate assets held for sale			—		(2,367)		(11,813)		(58,658)		(2,373)		(65,437)		(67,810)		23,455
Total continuing operations, excluding held for sale			$	346,599	$	2,623,679	$	8,759,627	$	5,427,414	$	2,667,188	$	13,544,433	$	16,211,621	$	(3,188,138)

_______________________________________

(1)Assets with no initial land costs to the Company represent land that the Company leases from a third party (i.e., ground leases).

(2)Assets with no initial buildings and improvements costs to the Company represent development projects in process or completed.

(3)At December 31, 2022, the tax basis of the Company’s net real estate assets is less than the reported amounts by $1.1 billion.

(4)Buildings and improvements are depreciated over useful lives ranging up to 50 years.

(5)Year of original construction/year of last major renovation, if applicable.

124

A summary of activity for real estate and accumulated depreciation, excluding assets classified as discontinued operations, is as follows (in thousands):

	Year ended December 31,
	2022		2021		2020
Real estate:
Balances at beginning of year	$	15,506,658	$	13,528,893	$	10,372,584
Acquisition of real estate and development and improvements	1,102,593		2,157,539		3,460,556
Sales and/or transfers to assets held for sale	(82,350)		(72,819)		(203,687)
Deconsolidation of real estate	(189,605)		—		—
Impairments	—		(21,294)		(23,991)
Other(1)	(125,675)		(85,661)		(76,569)
Balances at end of year	$	16,211,621	$	15,506,658	$	13,528,893
Accumulated depreciation:
Balances at beginning of year	$	2,839,229	$	2,409,135	$	2,141,960
Depreciation expense	575,125		548,063		438,735
Sales and/or transfers to assets held for sale	(30,428)		(32,692)		(93,220)
Deconsolidation of real estate	(89,766)		—		—
Other(1)	(106,022)		(85,277)		(78,340)
Balances at end of year	$	3,188,138	$	2,839,229	$	2,409,135

_______________________________________

(1)Primarily represents real estate and accumulated depreciation related to fully depreciated assets and reductions to net real estate due to casualty events.

A summary of activity for real estate and accumulated depreciation for assets classified as discontinued operations is as follows (in thousands):

	Year ended December 31,
	2022		2021		2020
Real estate:
Balances at beginning of year	$	—	$	2,930,566	$	4,133,349
Acquisition of real estate and development and improvements	—		8,238		119,333
Sales and/or transfers to assets classified as discontinued operations	—		(2,929,713)		(1,114,792)
Impairments	—		(5,315)		(198,048)
Other(1)	—		(3,776)		(9,276)
Balances at end of year	$	—	$	—	$	2,930,566
Accumulated depreciation:
Balances at beginning of year	$	—	$	615,708	$	861,557
Depreciation expense	—		—		91,726
Sales and/or transfers to assets classified as discontinued operations	—		(615,708)		(333,654)
Other(1)	—		—		(3,921)
Balances at end of year	$	—	$	—	$	615,708

_______________________________________

(1)Primarily represents real estate and accumulated depreciation related to fully depreciated assets.

125

Schedule IV: Mortgage Loans on Real Estate

(in thousands)

Location	Segment	Interest Rate	Fixed / Variable	Maturity Date	Periodic Payment Terms	Prior Liens		Face Amount of Mortgages		Carrying Amount of Mortgages		Principal Amount Subject to Delinquent Principal or Interest
First mortgages relating to 1 property located in:
California	Other	4.25% + greater of 2% or LIBOR	Variable	05/07/2026	Interest only	$	—	$	20,566	$	17,652	$	—
Florida	Other	greater of 8.5%  or SOFR + 5.5%	Variable	12/17/2023	Interest only	—		7,798		6,882		—
Florida	Other	greater of 8.5%  or SOFR + 5.5%	Variable	12/17/2023	Interest only	—		3,912		3,769		—
Florida	Other	greater of 8.5%  or SOFR + 5.5%	Variable	12/17/2023	Interest only	—		14,207		14,106		—
California	Other	greater of 8.5%  or SOFR + 5.5%	Variable	12/16/2023	Interest only	—		35,100		33,143		—
First mortgages relating to 10 properties located in:
Multiple	Other	3.75% + greater of 0.5% or LIBOR	Variable	02/01/2024	Interest only	—		119,754		116,920		—
First mortgages relating to 16 properties located in:
Multiple	Other	4.25%	Fixed	01/21/2023(1)	Interest only	—		149,500		149,277		—
						$	—	$	350,837	$	341,749	$	—

	Year Ended December 31,
	2022		2021		2020
Reconciliation of mortgage loans
Balance at beginning of year	$	390,291	$	157,572	$	161,964
Additions:
New mortgage loans	—		310,338		98,469
Draws and additions to existing mortgage loans	5,525		9,370		19,182
Total additions	5,525		319,708		117,651
Deductions:
Principal repayments	(47,591)		(84,486)		(113,200)
Reserve for loan losses(2)	(6,476)		(2,503)		(8,843)
Total deductions	(54,067)		(86,989)		(122,043)
Balance at end of year	$	341,749	$	390,291	$	157,572

_______________________________________

(1)In January 2023, this secured loan reached maturity and the borrower did not make the required principal repayment. Accordingly, the loan is in default. The borrower is in discussions with the Company regarding repayment options and extension of the maturity date.

(2)The years ended December 31, 2022, 2021, and 2020 include current expected credit loss reserves recognized under ASU 2016-13, which was adopted on January 1, 2020 (see Note 2 to the Consolidated Financial Statements). The year ended December 31, 2020 also includes an immaterial amount related to the cumulative-effect of adoption of ASU 2016-13. Refer to Note 8 for additional information on the Company’s reserve for loan losses.

126

ITEM 9.    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

ITEM 9A.    Controls and Procedures

Disclosure Controls and Procedures.  We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

As required by Rules 13a-15(b) and 15d-15(b) of the Exchange Act, we carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2022. Based upon that evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of December 31, 2022.

Management’s Annual Report on Internal Control over Financial Reporting.  Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation under the framework in Internal Control—Integrated Framework (2013), our management concluded that our internal control over financial reporting was effective as of December 31, 2022.

The effectiveness of our internal control over financial reporting as of December 31, 2022 has been audited by Deloitte & Touche LLP, the independent registered public accounting firm that audited the financial statements included in this Annual Report on Form 10-K, as stated in their report, which is included herein.

Changes in Internal Control Over Financial Reporting.  There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fourth quarter of 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

127

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the stockholders and the Board of Directors of Healthpeak Properties, Inc.

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of Healthpeak Properties, Inc. and subsidiaries (the “Company”) as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2022, of the Company and our report dated February 8, 2023, expressed an unqualified opinion on those financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ DELOITTE & TOUCHE LLP

Costa Mesa, California

February 8, 2023

128

ITEM 9B.    Other Information

None.

ITEM 9C.    Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable.

129

PART III

ITEM 10.    Directors, Executive Officers and Corporate Governance

Except as provided below, the information required under Item 10 is incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2022 in connection with our 2023 Annual Meeting of Stockholders.

We have adopted a Code of Business Conduct and Ethics that applies to all of our directors and employees, including our principal executive officer, principal financial officer, principal accounting officer, and controller. We have also adopted a Vendor Code of Business Conduct and Ethics applicable to our vendors and business partners. Current copies of our Code of Business Conduct and Ethics and Vendor Code of Business Conduct and Ethics are posted on our website at www.healthpeak.com/esg/governance. In addition, waivers from, and amendments to, our Code of Business Conduct and Ethics that apply to our directors and executive officers, including our principal executive officer, principal financial officer, principal accounting officer, or persons performing similar functions, will be timely posted in the Investors section of our website at www.healthpeak.com.

ITEM 11.    Executive Compensation

The information required under Item 11 is incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2022 in connection with our 2023 Annual Meeting of Stockholders.

ITEM 12.    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required under Item 12 is incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2022 in connection with our 2023 Annual Meeting of Stockholders.

ITEM 13.    Certain Relationships and Related Transactions, and Director Independence

The information required under Item 13 is incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2022 in connection with our 2023 Annual Meeting of Stockholders.

ITEM 14.    Principal Accountant Fees and Services

The information required under Item 14 is incorporated herein by reference to our definitive proxy statement to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2022 in connection with our 2023 Annual Meeting of Stockholders.

130

PART IV

ITEM 15.    Exhibits and Financial Statement Schedules

(a) 1.  Financial Statements

The following Consolidated Financial Statements are included in Part II, Item 8, Financial Statements and Supplementary Data of this Annual Report on Form 10-K.

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets - December 31, 2022 and 2021

Consolidated Statements of Operations - for the years ended December 31, 2022, 2021, and 2020

Consolidated Statements of Comprehensive Income (Loss) - for the years ended December 31, 2022, 2021, and 2020

Consolidated Statements of Equity and Redeemable Noncontrolling Interests - for the years ended December 31, 2022, 2021, and 2020

Consolidated Statements of Cash Flows - for the years ended December 31, 2022, 2021, and 2020

Notes to the Consolidated Financial Statements

(a) 2.  Financial Statement Schedules

The following Consolidated Financial Statement Schedules are included in Part II, Item 8, Financial Statements and Supplementary Data of this Annual Report on Form 10-K.

Schedule II: Valuation and Qualifying Accounts

Schedule III: Real Estate and Accumulated Depreciation

Schedule IV: Mortgage Loans on Real Estate

(a) 3.    Exhibits

Exhibit		Incorporated by reference herein
Number	Description	Form	Date Filed
3.1	Articles of Restatement of Healthpeak Properties, Inc. (formerly HCP, Inc.) dated June 1, 2012, as supplemented by the Articles Supplementary, dated July 31, 2017, and as amended by the Articles of Amendment, dated October 30, 2019.	Annual Report on Form 10-K	February 13, 2020
3.2	Sixth Amended and Restated Bylaws of Healthpeak, Properties, Inc., dated October 30, 2019.	Current Report on Form 8-K	October 30, 2019
4.1	Indenture, dated as of September 1, 1993, between Healthpeak and The Bank of New York, as trustee.	Registration Statement on Form S‑3/A (Registration No. 333-86654)	May 21, 2002
4.1.1	First Supplemental Indenture dated as of January 24, 2011, to the Indenture, dated as of September 1, 1993, by and between Healthpeak and The Bank of New York Mellon Trust Company, N.A., as trustee.	Current Report on Form 8‑K	January 24, 2011
4.2	Indenture, dated November 21, 2012, between Healthpeak and The Bank of New York Mellon Trust Company, N.A., as trustee.	Current Report on Form 8‑K	November 19, 2012
4.2.1	Fifth Supplemental Indenture, dated January 21, 2015, between Healthpeak and The Bank of New York Mellon Trust Company, N.A., as trustee.	Current Report on Form 8‑K	January 21, 2015
4.2.2	Sixth Supplemental Indenture, dated May 20, 2015, between Healthpeak and The Bank of New York Mellon Trust Company, N.A., as trustee.	Current Report on Form 8‑K	May 20, 2015
4.2.3	Eighth Supplemental Indenture dated July 5, 2019, between Healthpeak and The Bank of New York Mellon Trust Company, N.A., as trustee.	Current Report on Form 8‑K	July 5, 2019

131

4.2.4	Ninth Supplemental Indenture dated November 19, 2019, between Healthpeak and The Bank of New York Mellon Trust Company, N.A., as trustee.	Current Report on Form 8‑K	November 21, 2019
4.2.5	Tenth Supplemental Indenture, dated June 23, 2020, between Healthpeak and The Bank of New York Mellon Trust Company, N.A., as trustee.	Current Report on Form 8-K	June 23, 2020
4.2.6	Eleventh Supplemental Indenture, dated July 12, 2021, between Healthpeak and The Bank of New York Mellon Trust Company, N.A., as trustee.	Current Report on Form 8-K	July 12, 2021
4.2.7	Twelfth Supplemental Indenture, dated November 24, 2021, between Healthpeak and The Bank of New York Mellon Trust Company, N.A., as trustee.	Current Report on Form 8-K	November 24, 2021
4.2.8	Thirteenth Supplemental Indenture, dated January 17, 2023, between Healthpeak and The Bank of New York Mellon Trust Company, N.A., as trustee.	Current Report on Form 8-K	January 17, 2023
4.3	Form of 6.750% Senior Notes due 2041.	Current Report on Form 8-K	January 24, 2011
4.4	Form of 3.400% Senior Notes due 2025.	Current Report on Form 8-K	January 21, 2015
4.5	Form of 4.000% Senior Notes due 2025.	Current Report on Form 8-K	May 20, 2015
4.6	Form of 3.250% Senior Notes due 2026.	Current Report on Form 8-K	July 5, 2019
4.7	Form of 3.500% Senior Notes due 2029.	Current Report on Form 8-K	July 5, 2019
4.8	Form of 3.000% Senior Notes due 2030.	Current Report on Form 8-K	November 21, 2019
4.9	Form of 2.875% Senior Notes due 2031.	Current Report on Form 8-K	June 23, 2020
4.10	Form of 1.350% Senior Notes due 2027.	Current Report on Form 8-K	July 12, 2021
4.11	Form of 2.125% Senior Notes due 2028.	Current Report on Form 8-K	November 24, 2021
4.12	Form of 5.250% Senior Notes due 2032.	Current Report on Form 8-K	January 17, 2023
4.13	Description of Healthpeak Capital Stock.	Annual Report on Form 10-K	February 13, 2020
10.1	Second Amended and Restated Credit Agreement, dated as of September 20, 2021, by and among Healthpeak, as borrower, the lenders referred to therein, and Bank of America, N.A., as administrative agent.	Current Report on Form 8-K	September 20, 2021
10.2	Term Loan Agreement, dated as of August 22, 2022, by and among Healthpeak, as borrower, the lenders referred to therein, and Bank of America, N.A., as administrative agent.	Current Report on Form 8-K	August 22, 2022
10.3	At-the-Market Equity Offering Sales Agreement, dated February 19, 2020, among Healthpeak and the sales agents, forward sellers and forward purchasers referred to therein.	Current Report on Form 8-K	February 19, 2020
10.3.1	Amendment No. 1 to At-the-Market Equity Offering Sales Agreement, dated May 13, 2021, among Healthpeak and the sales agents, forward sellers and forward purchasers referred to therein.	Quarterly Report on Form 10-Q	August 4, 2021
10.4*	Second Amended and Restated Director Deferred Compensation Plan.	Quarterly Report on Form 10‑Q	November 3, 2009
10.5*	Non-Employee Directors Stock-for-Fees Program.	Quarterly Report on Form 10-Q	August 5, 2014
10.6*	Executive Severance Plan.	Quarterly Report on Form 10-Q	November 1, 2016
10.7*	Executive Change in Control Severance Plan (as amended and restated as of May 6, 2016).	Quarterly Report on Form 10-Q	November 1, 2016
10.8*	Release Agreement for Thomas M. Herzog, dated October 6, 2022.	Current Report on Form 8‑K	October 6, 2022
10.9*	Release Agreement for Troy E. McHenry, dated November 1, 2022.	Current Report on Form 8‑K	November 1, 2022
10.10*	2006 Performance Incentive Plan, as amended and restated.	Annex 2 to HCP’s Proxy Statement	March 10, 2009

132

10.10.1*	Form of Employee 2006 Performance Incentive Plan Nonqualified Stock Option Agreement.	Quarterly Report on Form 10‑Q	May 1, 2012
10.11*	Amended and Restated Healthpeak Properties, Inc. 2014 Performance Incentive Plan, as amended through October 24, 2019.	Annual Report on Form 10-K	February 13, 2020
10.11.1*	Form of 2014 Performance Incentive Plan Non-NEO Restricted Stock Unit Award Agreement (adopted 2014).	Quarterly Report on Form 10-Q	August 5, 2014
10.11.2*	Form of 2014 Performance Incentive Plan Non-NEO Option Agreement (adopted 2014).	Quarterly Report on Form 10-Q	August 5, 2014
10.11.3*	Form of 2014 Performance Incentive Plan NEO 3-Year LTIP RSU Agreement (adopted 2018).	Quarterly Report on Form 10-Q	May 3, 2018
10.11.4*	Form of 2014 Performance Incentive Plan NEO 3-Year LTIP RSU Agreement (adopted 2019).	Quarterly Report on Form 10-Q	May 2, 2019
10.11.5*	Form of 2014 Performance Incentive Plan NEO Retentive LTIP RSU Agreement (adopted 2018).	Quarterly Report on Form 10-Q	May 3, 2018
10.11.6*	Form of 2014 Performance Incentive Plan NEO Retentive LTIP RSU Agreement (adopted 2019).	Quarterly Report on Form 10-Q	May 2, 2019
10.11.7*	Form of 2014 Performance Incentive Plan NEO 3-Year Performance-Based Restricted Stock Unit Agreement (adopted 2022).	Quarterly Report on Form 10-Q	May 4, 2022
10.11.8*	Form of 2014 Performance Incentive Plan Non-Employee Director RSU Agreement.	Quarterly Report on Form 10-Q	May 5, 2015
10.11.9*†	Form of 2014 Performance Incentive Plan Non-NEO Restricted Stock Unit Award Agreement (adopted 2023).
10.12*	Form of Directors and Officers Indemnification Agreement.	Annual Report on Form 10‑K, as amended	February 12, 2008
10.13	Amended and Restated Dividend Reinvestment and Stock Purchase Plan.	Registration Statement on Form S‑3 (Registration No. 333‑49746)	November 13, 2000
10.14	Amended and Restated Limited Liability Company Agreement of HCPI/Utah, LLC, dated as of January 20, 1999.	Annual Report on Form 10‑K	March 29, 1999
10.14.1	Amendments No. 1-9 to Amended and Restated Limited Liability Company Agreement of HCPI/Utah, LLC, dated as of January 20, 1999.	Annual Report on Form 10‑K	February 13, 2018
10.14.2	Tax Matters Amendment to Amended and Restated Limited Liability Company Agreement of HCPI/Utah, LLC, effective as of December 31, 2018.	Annual Report on Form 10‑K	February 14, 2019
10.15	Amended and Restated Limited Liability Company Agreement of HCPI/Utah II, LLC, dated as of August 17, 2001, as amended.	Current Report on Form 8‑K	November 9, 2012
10.15.1	Tax Matters Amendment to Amended and Restated Limited Liability Company Agreement of HCPI/Utah II, LLC, effective as of December 31, 2018.	Annual Report on Form 10‑K	February 14, 2019
10.16	Amended and Restated Limited Liability Company Agreement of HCPI/Tennessee, LLC, dated as of October 2, 2003.	Quarterly Report on Form 10‑Q	November 12, 2003
10.16.1	Amendment No. 1 to Amended and Restated Limited Liability Company Agreement of HCPI/Tennessee, LLC, dated as of September 29, 2004.	Quarterly Report on Form 10‑Q	November 8, 2004
10.16.2	Amendment No. 2 to Amended and Restated Limited Liability Company Agreement of HCPI/Tennessee, LLC, dated as of October 27, 2004.	Annual Report on Form 10‑K	March 15, 2005

133

10.16.3	Amendment No. 3 to Amended and Restated Limited Liability Company Agreement of HCPI/Tennessee, LLC and New Member Joinder Agreement, dated as of October 19, 2005, by and among Healthpeak, HCPI/Tennessee, LLC and A. Daniel Weyland.	Quarterly Report on Form 10‑Q	November 1, 2005
10.16.4	Amendment No. 4 to Amended and Restated Limited Liability Company Agreement of HCPI/Tennessee, LLC, effective as of January 1, 2007.	Annual Report on Form 10‑K, as amended	February 12, 2008
10.16.5	Tax Matters Amendment to Amended and Restated Limited Liability Company Agreement of HCPI/Tennessee, LLC, effective as of December 31, 2018.	Annual Report on Form 10-K	February 14, 2019
10.17	Amended and Restated Limited Liability Company Agreement of HCP DR MCD, LLC, dated as of February 9, 2007.	Current Report on Form 8-K	April 20, 2012
10.17.1	Tax Matters Amendment to Amended and Restated Limited Liability Company Agreement of HCP DR MCD, LLC, effective as of December 31, 2018.	Annual Report on Form 10-K	February 14, 2019
10.18	Amended and Restated Limited Liability Company Agreement of HCP DR California II, LLC, dated as of June 1, 2014.	Quarterly Report on Form 10-Q	August 5, 2014
10.18.1	Tax Matters Amendment to Amended and Restated Limited Liability Company Agreement of HCP DR California II, LLC, effective as of December 31, 2018.	Annual Report on Form 10-K	February 14, 2019
10.19	Amended and Restated Limited Liability Company Agreement of HCP DR California III, LLC, dated as of May 1, 2019.	Quarterly Report on Form 10-Q	August 1, 2019
10.19.1	Amendment No. 1 to Amended and Restated Limited Liability Company Agreement of HCP DR California III, LLC, dated as of April 30, 2021.	Quarterly Report on Form 10-Q	November 3, 2021
10.20	Second Amended and Restated Limited Liability Company Agreement of SH DR California IV, LLC, dated as of July 18, 2019.	Quarterly Report on Form 10-Q	October 31, 2019
10.20.1	Amendment No. 1 to Second Amended and Restated Limited Liability Company Agreement of SH DR California IV, LLC, dated as of April 30, 2021.	Quarterly Report on Form 10-Q	November 3, 2021
21.1†	Subsidiaries of the Company.
23.1†	Consent of Independent Registered Public Accounting Firm—Deloitte & Touche LLP.
31.1†	Certification by Scott M. Brinker, Healthpeak’s Principal Executive Officer, Pursuant to Securities Exchange Act Rule 13a‑14(a).
31.2†	Certification by Peter A. Scott, Healthpeak’s Principal Financial Officer, Pursuant to Securities Exchange Act Rule 13a‑14(a).
32.1††	Certification by Scott M. Brinker, Healthpeak’s Principal Executive Officer, Pursuant to Securities Exchange Act Rule 13a‑14(b) and 18 U.S.C. Section 1350.
32.2††	Certification by Peter A. Scott, Healthpeak’s Principal Financial Officer, Pursuant to Securities Exchange Act Rule 13a‑14(b) and 18 U.S.C. Section 1350.
101.INS†	XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH†	XBRL Taxonomy Extension Schema Document.

134

101.CAL†	XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF†	XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB†	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE†	XBRL Taxonomy Extension Presentation Linkbase Document.
104	Cover Page Interactive Data File (formatted as Inline XBRL document and contained in Exhibit 101).

_______________________________________

*    Management Contract or Compensatory Plan or Arrangement.

†    Filed herewith.

††    Furnished herewith.

ITEM 16.    Form 10-K Summary

None.

135

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: February 8, 2023

Healthpeak Properties, Inc. (Registrant)

/s/ SCOTT M. BRINKER

Scott M. Brinker,

President and Chief Executive Officer

(Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/ SCOTT M. BRINKER	President and Chief Executive Officer, Director	February 8, 2023
Scott M. Brinker	(Principal Executive Officer)
/s/ PETER A. SCOTT	Chief Financial Officer	February 8, 2023
Peter A. Scott	(Principal Financial Officer)
/s/ SHAWN G. JOHNSTON	Executive Vice President and Chief Accounting Officer	February 8, 2023
Shawn G. Johnston	(Principal Accounting Officer)
/s/ BRIAN G. CARTWRIGHT	Chairman of the Board	February 8, 2023
Brian G. Cartwright
/s/ KATHERINE M. SANDSTROM	Vice Chair of the Board	February 8, 2023
Katherine M. Sandstrom
/s/ CHRISTINE N. GARVEY	Director	February 8, 2023
Christine N. Garvey
/s/ R. KENT GRIFFIN, JR.	Director	February 8, 2023
R. Kent Griffin, Jr.
/s/ DAVID B. HENRY	Director	February 8, 2023
David B. Henry
/s/ SARA GROOTWASSINK LEWIS	Director	February 8, 2023
Sara Grootwassink Lewis

136

EX-10.11 9

HEALTHPEAK PROPERTIES, INC.

2014 PERFORMANCE INCENTIVE PLAN

NON-NEO RESTRICTED STOCK UNIT AWARD AGREEMENT

THIS NON-NEO RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) is dated as of [●] (the “Award Date”) by and between Healthpeak Properties, Inc., a Maryland corporation (the “Corporation”), and [●] (the “Participant”).

W I T N E S S E T H

WHEREAS, pursuant to the Healthpeak Properties, Inc. 2014 Performance Incentive Plan, as amended and/or restated from time to time (the “Plan”), the Corporation hereby grants to the Participant, effective as of the date hereof, an award of restricted stock units under the Plan (the “Award”), upon the terms and conditions set forth herein and in the Plan.

NOW THEREFORE, in consideration of services rendered and to be rendered by the Participant, and the mutual promises made herein and the mutual benefits to be derived therefrom, the parties agree as follows:

1.Defined Terms. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Plan.

2.Grant. Subject to the terms of this Agreement, the Corporation hereby grants to the Participant an Award with respect to an aggregate of [●] stock units (subject to adjustment as provided in Section 7.1 of the Plan) (the “Stock Units”). As used herein, the term “stock unit” means a non-voting unit of measurement which is deemed for bookkeeping purposes to be equivalent to one outstanding share of the Corporation’s Common Stock (subject to adjustment as provided in Section 7.1 of the Plan) solely for purposes of the Plan and this Agreement. The Stock Units shall be used solely as a device for the determination of the payment to eventually be made to the Participant if such Stock Units vest pursuant to Section 3. The Stock Units shall not be treated as property or as a trust fund of any kind. The Award is subject to all of the terms and conditions set forth in this Agreement and is further subject to all of the terms and conditions of the Plan, as it may be amended from time to time, and any rules adopted by the Administrator, as such rules are in effect from time to time.

3.Vesting. Subject to Section 8 below, the Award shall vest and become nonforfeitable with respect to one third (1/3rd) of the total number of the Stock Units (subject to adjustment under Section 7.1 of the Plan) on each of the first, second and third anniversaries of the Award Date.

4.Continuance of Employment. The vesting schedule requires continued employment or service through each applicable vesting date as a condition to the vesting of the applicable installment of the Award and the rights and benefits under this Agreement. Employment or service for only a portion of the vesting period, even if a substantial portion, will not entitle the Participant to any proportionate vesting or avoid or mitigate a termination of rights and benefits upon or following a termination of employment or services as provided in Section 8 below or under the Plan.

Nothing contained in this Agreement or the Plan constitutes an employment or service commitment by the Corporation, affects the Participant’s status as an employee at will who is subject to termination without cause, confers upon the Participant any right to remain employed by or in service to the Corporation or any of its Subsidiaries, interferes in any way with the right of the Corporation or any of

638969.3

its Subsidiaries at any time to terminate such employment or services, or affects the right of the Corporation or any of its Subsidiaries to increase or decrease the Participant’s other compensation or benefits. Nothing in this paragraph, however, is intended to adversely affect any independent contractual right of the Participant without his or her consent thereto.

5.Dividend and Voting Rights.

(a)    Limitations on Rights Associated with Units. The Participant shall have no rights as a stockholder of the Corporation, no dividend rights (except as expressly provided in Section 5(b) with respect to Dividend Equivalent Rights) and no voting rights, with respect to the Stock Units and any shares of Common Stock underlying or issuable in respect of such Stock Units until such shares of Common Stock are actually issued to and held of record by the Participant.

(b)Dividend Equivalent Rights. As of any date that the Corporation pays an ordinary cash dividend on its Common Stock, the Corporation shall pay the Participant an amount equal to the per share cash dividend paid by the Corporation on its Common Stock on such date multiplied by the number of Stock Units remaining subject to this Award as of the related dividend payment record date. No such payment shall be made with respect to any Stock Units which, as of such record date, have either been paid pursuant to Section 7 or terminated pursuant to Section 8.

6.Restrictions on Transfer. Neither the Award, nor any interest therein or amount or shares payable in respect thereof may be sold, assigned, transferred, pledged or otherwise disposed of, alienated or encumbered, either voluntarily or involuntarily. The transfer restrictions in the preceding sentence shall not apply to (a) transfers to the Corporation, or (b) transfers by will or the laws of descent and distribution.

7.Timing and Manner of Payment of Stock Units. On or as soon as administratively practical following each vesting of the applicable portion of the total Award pursuant to the terms hereof (and in all events within sixty (60) days after such vesting event), the Corporation shall deliver to the Participant a number of shares of Common Stock (either by delivering one or more certificates for such shares or by entering such shares in book entry form, as determined by the Corporation in its discretion) equal to the number of Stock Units subject to this Award that vest on the applicable vesting date; provided, however, that in the event that the vesting and payment of the Stock Units is triggered by the Participant’s “separation from service” (within the meaning of Treasury Regulation Section 1.409A-1(h)) and the Participant is a “specified employee” (within the meaning of Treasury Regulation Section 1.409A-1(i)) on the date of such separation from service, the Participant shall not be entitled to any payment of the Stock Units until the earlier of (i) the date which is six (6) months after the Participant’s separation from service with the Corporation for any reason other than death, or (ii) the date of the Participant’s death, if and to the extent such delay in payment is required to comply with Section 409A of the Code. The Corporation’s obligation to deliver shares of Common Stock or otherwise make payment with respect to vested Stock Units is subject to the condition precedent that the Participant or other person entitled under the Plan to receive any shares with respect to the vested Stock Units deliver to the Corporation any representations or other documents or assurances that the Administrator may deem necessary or desirable to assure compliance with all applicable legal and accounting requirements. The Participant shall have no further rights with respect to any Stock Units that are paid or that terminate pursuant to Section 8.

8.Effect of Termination of Employment or Services. If the Participant ceases to be employed by or ceases to provide services to the Corporation or a Subsidiary (the date of such termination of employment or service is referred to as the Participant’s “Severance Date”), the Participant’s Stock Units shall terminate to the extent such units have not become vested pursuant to Section 3 hereof upon the Severance Date regardless of the reason for the termination of the Participant’s employment or services; provided, however, that if the Participant’s employment is terminated as a result of the Participant’s death, Total Disability (as defined below) or Retirement (as defined below), the Participant’s Stock Units, to the extent such units are not then vested, shall become fully vested as of the Severance Date and shall be paid in accordance with Section 7. If any unvested Stock Units are terminated hereunder, such Stock Units shall automatically terminate and be cancelled as of the applicable Severance Date without payment of any consideration by the Corporation and without any other action by the Participant, or the Participant’s beneficiary or personal representative, as the case may be.

For purposes of the Award, “Total Disability” means a “permanent and total disability” (within the meaning of Section 22(e)(3) of the Code or as otherwise determined by the Administrator). For purposes of the Award, “Retirement” means, that, as of the date of termination of the Participant’s employment or services, the (1) Participant’s age plus total years of service to the Corporation and its Subsidiaries equals at least 70; (2) the Participant has attained at least 55 years of age; and (3) the Participant has completed at least five (5) years of service as an employee with the Corporation and its Subsidiaries and/or member of the Board; in each case of (1), (2) or (3), without rounding.

Notwithstanding the foregoing, the Participant shall be entitled to any accelerated vesting with respect to the Stock Units in connection with the Participant’s severance provided for in the circumstances in, and subject to, the express terms of any written employment agreement entered into between the Participant and Corporation or any of its Subsidiaries and that is in effect on the Severance Date.

9.Adjustments Upon Specified Events; Change in Control Event.

(a)Adjustments. Upon the occurrence of certain events relating to the Corporation’s stock contemplated by Section 7.1 of the Plan (including, without limitation, an extraordinary cash dividend on such stock), the Administrator shall make adjustments in accordance with such section in the number of Stock Units then outstanding and the number and kind of securities that may be issued in respect of the Award. No such adjustment shall be made with respect to any ordinary cash dividend for which dividend equivalents are paid pursuant to Section 5(b).

(b)Change in Control Event. Upon the occurrence of an event contemplated by Section 7.2 or 7.3 of the Plan and notwithstanding any provision of Section 7.2 and 7.3 of the Plan or any employment agreement to the contrary, the Award (to the extent outstanding at the time of such event) shall continue in effect in accordance with its terms following such event (subject to adjustment in connection with such event pursuant to Section 7.1 of the Plan); provided, however, that the Administrator shall determine, in its sole discretion, whether the vesting of the Stock Units will accelerate in connection with such event and the extent of any such accelerated vesting; provided, further, that any Stock Units that are so accelerated will be paid on or as soon as administratively practical after (and in all events within sixty (60) days after) the first to occur of the original vesting date of such accelerated Stock Units set forth in Section 3 above or the Participant’s separation from service (and subject to the six-month delayed payment provision of Section 7 in the event payment is triggered by the Participant’s separation from service). Notwithstanding the foregoing, the Administrator may provide for payment of the Stock

Units in connection with such event, to the extent such payment does not result in noncompliance with Section 409A of the Code, including providing for payment, in accordance with the requirements of Treasury Regulation 1.409A-3(j)(4)(ix)(A), (B) or (C) promulgated under Section 409A of the Code (or any similar successor provision), which regulation generally provides that a deferred compensation arrangement may be terminated in limited circumstances following a dissolution or change in control of the Company, provided that any otherwise outstanding and unvested units shall become vested upon (or, to the extent necessary to effect the acceleration, immediately prior to) such a termination.

10.Tax Withholding. Upon vesting of any Stock Units or any distribution of shares of Common Stock in respect of the Stock Units, the Corporation shall reduce the number of shares to be delivered by (or otherwise reacquire) the appropriate number of whole shares, valued at their then fair market value to satisfy any withholding obligations of the Corporation or its Subsidiaries with respect to such distribution of shares at the minimum applicable withholding rates; provided, however, that in the event that the Corporation cannot legally satisfy such withholding obligations by such reduction of shares, or in the event of a cash payment or any other withholding event in respect of the Stock Units, the Corporation (or a Subsidiary) shall be entitled to require a cash payment by or on behalf of the Participant and/or to deduct from other compensation payable to the Participant any sums required by federal, state or local tax law to be withheld with respect to such distribution or payment.

11.Notices. Any notice to be given under the terms of this Agreement shall be in writing and addressed to the Corporation at its principal office to the attention of the Secretary, and to the Participant at the Participant’s last address reflected on the Corporation’s payroll records. Any notice shall be delivered in person or shall be enclosed in a properly sealed envelope, addressed as aforesaid, registered or certified, and deposited (postage and registry or certification fee prepaid) in a post office or branch post office regularly maintained by the United States Government. Any such notice shall be given only when received, but if the Participant is no longer an Eligible Person, shall be deemed to have been duly given five (5) business days after the date mailed in accordance with the foregoing provisions of this Section 11.

12.Plan. The Award and all rights of the Participant under this Agreement are subject to the terms and conditions of the provisions of the Plan, incorporated herein by reference. The Participant agrees to be bound by the terms of the Plan and this Agreement. The Participant acknowledges having read and understanding the Plan, the Prospectus for the Plan and this Agreement. Unless otherwise expressly provided in other sections of this Agreement, provisions of the Plan that confer discretionary authority on the Board or the Administrator do not (and shall not be deemed to) create any rights in the Participant unless such rights are expressly set forth herein or are otherwise in the sole discretion of the Board or the Administrator so conferred by appropriate action of the Board or the Administrator under the Plan after the date hereof.

13.Entire Agreement. This Agreement and the Plan together constitute the entire agreement and supersede all prior understandings and agreements, written or oral, of the parties hereto with respect to the subject matter hereof. The Plan and this Agreement may be amended pursuant to Section 8.6 of the Plan. Any such amendment must be in writing and signed by the Corporation. Any such amendment that materially and adversely affects the Participant’s rights under this Agreement requires the consent of the Participant in order to be effective with respect to the Award. The Corporation may, however, unilaterally waive any provision hereof in writing to the extent such waiver does not adversely affect the interests of the Participant hereunder, but no such waiver shall operate as or be construed to be a subsequent waiver of the same provision or a waiver of any other provision hereof. The Participant acknowledges receipt of a copy of this Agreement, the Plan and the Prospectus for the Plan.

14.Limitation on Participant’s Rights. Participation in the Planconfers norights or interests other than as herein provided. This Agreement creates only a contractual obligation on the part of the Corporation as to amounts payable and shall not be construed as creating a trust. Neither the Plan nor any underlying program, in and of itself, has any assets. The Participant shall have only the rights of a general unsecured creditor of the Corporation with respect to amounts credited and benefits payable, if any, with respect to the Stock Units, and rights no greater than the right to receive the Common Stock as a general unsecured creditor with respect to the Stock Units, as and when payable hereunder. The Award has been granted to the Participant in addition to, and not in lieu of, any other form of compensation otherwise payable or to be paid to the Participant.

15.Counterparts. This Agreement may be executed simultaneously in any number of counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.

16.Section Headings. The section headings of this Agreement are for convenience of reference only and shall not be deemed to alter or affect any provision hereof.

17.Governing Law. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Maryland without regard to conflict of law principles thereunder.

18.Construction. It is intended that the terms of the Award will not result in the imposition of any tax liability pursuant to Section 409A of the Code. This Agreement shall be construed and interpreted consistent with that intent.

19.Clawback Policy. The Stock Units are subject to the terms of the Corporation’s recoupment, clawback or similar policy as it may be in effect from time to time, as well as any similar provisions of applicable law, any of which could in certain circumstances require repayment or forfeiture of the Stock Units or any shares of Common Stock or other cash or property received with respect to the Stock Units (including any value received from a disposition of the shares acquired upon payment of the Stock Units).

THE PARTICIPANT’S ACCEPTANCE OF THE AWARD THROUGH THE ELECTRONIC STOCK PLAN AWARD RECORDKEEPING SYSTEM MAINTAINED BY THE CORPORATION OR ITS DESIGNEE CONSTITUTES THE PARTICIPANT’S AGREEMENT TO THE TERMS AND CONDITIONS HEREOF, AND THAT THE AWARD IS GRANTED UNDER AND GOVERNED BY THE TERMS AND CONDITIONS OF THE PLAN AND THIS AGREEMENT.

*    *    *

[The remainder of this page is intentionally left blank.]

EX-21.1

EXHIBIT 21.1

Healthpeak Properties, Inc.

Subsidiaries

As of February 6, 2023

Entity Name	Jurisdiction of Organization or Formation
100 Discovery Park DE, LLC	Delaware
424 Summit Property, LLC	Delaware
557 Highland, LLC	Delaware
700 Broadway MOB, LLC	Delaware
Abingdon AL Investors, LLC	Virginia
AHP of Nevada, LLC	Delaware
AHP of Washington, Inc.	Washington
Annapolis Assisted Living, LLC	Maryland
ARC Richmond Place Real Estate Holdings, LLC	Delaware
Arlington Heights MOB, LLC	Delaware
Aurora HCP, LLC	Delaware
Aurora MOB, LLC	Delaware
Bayside Acquisition, LLC	Delaware
Bayside Area Development, LLC	Delaware
Bentonville Medical Offices, LLC	Delaware
Bolingbrook MOB, LLC	Delaware
Brandon MOB, LLC	Delaware
Brandywine GP, LLC	Delaware
Brentwood MOB Owners LLC	Delaware
Brentwood MOB, LLC	Delaware
Bristol Health Investors, LLC	Virginia
Britannia Biotech Gateway Limited Partnership	Delaware
Britannia Gateway II Limited Partnership	Delaware
Britannia Hacienda II Limited Partnership	Delaware
Britannia Hacienda VIII LLC	Delaware
Britannia PG TRS, LLC	Delaware
Britannia Pointe Grand Limited Partnership	Delaware
Burnsville 303 MOB, LLC	Delaware
Burnsville 305 MOB, LLC	Delaware
CCRC – Freedom Fairways Golf Course, LLC	Delaware
CCRC – Freedom Pointe at the Villages, LLC	Delaware
CCRC – Lake Port Square, LLC	Delaware
CCRC – Regency Oaks, LLC	Delaware
CCRC – South Port Square, LLC	Delaware
CCRC 2019 OpCo TRS, LLC	Delaware
CCRC HoldCo – Holland, LLC	Delaware
CCRC OpCo – Bradenton, LLC	Delaware
CCRC OpCo – Cypress Village, LLC	Delaware
CCRC OpCo – Foxwood Springs, LLC	Delaware
CCRC OpCo – Freedom Square, LLC	Delaware
CCRC OpCo – Galleria Woods, LLC	Delaware
CCRC OpCo – Gleannloch Farms, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
CCRC OpCo -- Hillside, LLC	Delaware
CCRC OpCo – Holland, LLC	Delaware
CCRC OpCo – Robin Run, LLC	Delaware
CCRC OpCo – Sun City Center, LLC	Delaware
CCRC OpCo Ventures II, LLC	Delaware
CCRC OpCo Ventures, LLC	Delaware
CCRC PropCo – Bradenton, LLC	Delaware
CCRC PropCo – Brandywine MC, LLC	Delaware
CCRC PropCo – Cypress Village, LLC	Delaware
CCRC PropCo – Foxwood Springs, LLC	Delaware
CCRC PropCo – Freedom Plaza, LLC	Delaware
CCRC PropCo – Freedom Square, LLC	Delaware
CCRC PropCo – Galleria Woods, LLC	Delaware
CCRC PropCo – Gleannloch Farms, LLC	Delaware
CCRC PropCo -- Hillside, LLC	Delaware
CCRC PropCo – Holland, LLC	Delaware
CCRC PropCo – Homewood Residence, LLC	Delaware
CCRC PropCo – LadyLake, LLC	Delaware
CCRC PropCo – Robin Run, LLC	Delaware
CCRC PropCo Ventures II, LLC	Delaware
CCRC PropCo Ventures, LLC	Delaware
CCRC-Brandywine, LLC	Delaware
CDP Residual Holdings, LLC	Delaware
Centennial MOB, LLC	Delaware
Charles Pavilion Holding, LLC	Delaware
Cherry Hill MOB, LLC	Delaware
Chino Hills TRS, LLC	Delaware
Columbia MOB, LLC	Delaware
Cullman POB II, LLC	Delaware
Cullman POB Partners I, LLC	Delaware
Cypress Garden Homes, LLC	Delaware
DR California III Holdings, LLC	Delaware
DR California IV Holdings, LLC	Delaware
DSTS, LLC	Florida
Durant MOB Manager LLC	Delaware
Durant MOB Owner LLC	Delaware
East Texas Medical Equity Investors Limited Partnership	Texas
Encino MOB, LLC	Delaware
Evansville MOB Owners Limited Partnership	Delaware
FAEC 35 CPD, LLC	Delaware
FAEC Holdings (Abbey), LLC	Delaware
FAEC Holdings (Biddeford), LLC	Delaware
FAEC Holdings (Concord East Epsom Dover), LLC	Delaware
FAEC Holdings (Concord Horseshoe Commercial), LLC	Delaware
FAEC Holdings (Concord North Foundry), LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
FAEC Holdings (EP), LLC	Delaware
FAEC Holdings (Highlands Ranch), LLC	Delaware
FAEC Holdings (LA), LLC	Delaware
FAEC Holdings (Ortho Ashton), LLC	Delaware
FAEC Holdings (Ortho Shallotte), LLC	Delaware
FAEC Holdings (Ortho Shipyard), LLC	Delaware
FAEC Holdings (Riverwalk), LLC	Delaware
FAEC Holdings (Rockwall), LLC	Delaware
FAEC Holdings (Slidell), LLC	Delaware
FAEC-Kingwood Medical, LLC	Delaware
Faulkner Hinton/Suburban I, LLC	Kentucky
Faulkner Hinton/Suburban III, LLC	Kentucky
FDG-Vintage Park II Property, LLC	Delaware
FDG-Vintage Park II, LLC	Delaware
Foxwood Springs Garden Homes, LLC	Delaware
Frisco Centennial MOB I, LLC	Delaware
Frisco Centennial MOB II, LLC	Delaware
FSP-Deer Park, LLC	Delaware
FSP-Waldwick Holding, LLC	Delaware
FSP-Waldwick Property, LLC	Delaware
Hacienda Stoneridge II, Incorporated	Delaware
Hayden Campus TRS LLC	Delaware
Hayward Point Eden I Limited Partnership	Delaware
HC AL Investors, LLC	Virginia
HCP - AM/Colorado, LLC	Delaware
HCP - AM/Florida, LLC	Delaware
HCP - AM/Illinois, LLC	Delaware
HCP - AM/Tennessee, LLC	Delaware
HCP - AM/Texas, LLC	Delaware
HCP (HI), Inc.	Hawaii
HCP 101 Cambridgepark Drive Member, LLC	Delaware
HCP 1101 Madison MOB, LLC	Delaware
HCP 3535 Market Street GP, LLC	Delaware
HCP 3535 Market Street, LP	Delaware
HCP 600 Broadway MOB, LLC	Delaware
HCP 833 Chestnut, LLC	Delaware
HCP Abingdon AL, LLC	Virginia
HCP Abingdon AL, LP	Texas
HCP Acquisitions, LLC	Delaware
HCP Albuquerque NM OpCo, LLC	Delaware
HCP Altamonte Springs, LLC	Delaware
HCP Arlington VA OpCo, LLC	Delaware
HCP Arnold MOB, LLC	Delaware
HCP Asia Investments, LLC	Delaware
HCP Atrium MOB LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
HCP Aur1 California A Pack, LLC	Delaware
HCP Beaumont TX OpCo, LLC	Delaware
HCP Beckett Lake, LLC	Delaware
HCP Bellevue WA OpCo, LLC	Delaware
HCP Bethesda MD OpCo, LLC	Delaware
HCP Beverly Hills CA OpCo, LLC	Delaware
HCP Biotech Gateway Incorporated	Delaware
HCP Birmingham Portfolio, LLC	Delaware
HCP Boca Raton FL OpCo, LLC	Delaware
HCP Boynton Beach FL OpCo, LLC	Delaware
HCP Boynton Beach, LLC	Delaware
HCP Briargate MOB, LLC	Delaware
HCP Brofin Holdings, LLC	Delaware
HCP Brofin Properties, LLC	Delaware
HCP Brooklyn NY OpCo, LLC	Delaware
HCP BTC, LLC	Delaware
HCP Buford GA OpCo, LLC	Delaware
HCP Callan Road, LLC	Delaware
HCP Cambridgepark Drive Member LLC	Delaware
HCP Canton GA OpCo, LLC	Delaware
HCP Carrollwood, LLC	Delaware
HCP Cherry Hill NJ OpCo, LLC	Delaware
HCP Chino Hills, L.P.	Delaware
HCP Cincinnati OH OpCo, LLC	Delaware
HCP Clearlake OpCo, LLC	Delaware
HCP Clearwater, LLC	Delaware
HCP Coconut Creek FL OpCo, LLC	Delaware
HCP Columbia MD OpCo, LLC	Delaware
HCP Coosa MOB, LLC	Delaware
HCP Cresskill NJ OpCo, LLC	Delaware
HCP CRS1 2801 Denton TX GP, LLC	Delaware
HCP CRS1 2801 Denton TX, LP	Delaware
HCP CRS1 Delphis Lead Lender, LP	Delaware
HCP CRS2 Cleveland OH GP, LLC	Delaware
HCP CRS2 Cleveland OH, LP	Delaware
HCP CRS2 Fresno CA GP, LLC	Delaware
HCP CRS2 Fresno CA, LP	Delaware
HCP CRS2 GP, LLC	Delaware
HCP CRS2 Keller - Wylie TX, LLC	Delaware
HCP CRS2 Ogden UT GP, LLC	Delaware
HCP CRS2 Ogden UT, LP	Delaware
HCP CRS2 Plano TX GP, LLC	Delaware
HCP CRS2 Plano TX, LP	Delaware
HCP CRS2, LP	Delaware
HCP CTE, L.P.	Delaware

Entity Name	Jurisdiction of Organization or Formation
HCP Cy-Fair, LLC	Delaware
HCP Cypress TX MOB, LLC	Delaware
HCP DAS Acquisition, LLC	Delaware
HCP DAS Brentwood CA GP, LLC	Delaware
HCP DAS Cypress TX GP, LLC	Delaware
HCP DAS Cypress TX, LP	Delaware
HCP DAS Evansville IN GP, LLC	Delaware
HCP DAS GP, LLC	Delaware
HCP DAS Jackson II MS GP, LLC	Delaware
HCP DAS Lancaster TX GP, LLC	Delaware
HCP DAS Lender GP, LLC	Delaware
HCP DAS Lender, LP	Delaware
HCP DAS Lexington KY GP, LLC	Delaware
HCP DAS Marion IL GP, LLC	Delaware
HCP DAS Nassau Bay TX GP, LLC	Delaware
HCP DAS Parker CO GP, LLC	Delaware
HCP DAS Pearland TX GP, LLC	Delaware
HCP DAS Pearland TX, LP	Delaware
HCP DAS Pipeline 1, LLC	Delaware
HCP DAS Scottsdale AZ GP, LLC	Delaware
HCP DAS Texarkana TX GP, LLC	Delaware
HCP DAS Towson MD GP, LLC	Delaware
HCP DAS Towson MD, LP	Delaware
HCP DAS, LP	Delaware
HCP Dayton OH OpCo, LLC	Delaware
HCP Delray Beach FL OpCo, LLC	Delaware
HCP Delray Beach, LLC	Delaware
HCP Des Peres MO OpCo, LLC	Delaware
HCP DR California II, LLC	Delaware
HCP DR California III HoldCo, LLC	Delaware
HCP DR California III, LLC	Delaware
HCP DR California, LLC	Delaware
HCP DR MCD, LLC	Delaware
HCP DSL Bradenton FL OpCo, LLC	Delaware
HCP DSL Fort Myers FL OpCo, LLC	Delaware
HCP DSL Fort Myers IL FL OpCo, LLC	Delaware
HCP DSL Melbourne FL OpCo, LLC	Delaware
HCP DSL Naples FL OpCo, LLC	Delaware
HCP DSL Palm Beach Gardens FL OpCo, LLC	Delaware
HCP DSL PropCo Castle Hills, LLC	Delaware
HCP DSL PropCo Fort Myers IL, LLC	Delaware
HCP DSL PropCo Fort Myers, LLC	Delaware
HCP DSL PropCo Melbourne, LLC	Delaware
HCP DSL PropCo Naples, LLC	Delaware
HCP DSL PropCo Palm Beach Gardens, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
HCP DSL PropCo Sarasota Bay, LLC	Delaware
HCP DSL PropCo Sugarloaf, LLC	Delaware
HCP DSL PropCo Tampa Palms, LLC	Delaware
HCP DSL Suwanee GA OpCo, LLC	Delaware
HCP DSL Tampa FL OpCo, LLC	Delaware
HCP DSL TRS, LLC	Delaware
HCP Dunwoody GA OpCo, LLC	Delaware
HCP Eastgate LLC	Delaware
HCP Eby1 Davenport IA, LP	Delaware
HCP Eby1 GP, LLC	Delaware
HCP Eby1 Illinois GP, LLC	Delaware
HCP Eby1 Illinois, LP	Delaware
HCP Eby1 Iowa GP, LLC	Delaware
HCP Eby1 Marion IA, LP	Delaware
HCP Eby1, LP	Delaware
HCP Eby2 Portage MI, LLC	Delaware
HCP Eden Manager, LLC	Delaware
HCP Eden1 Gainesville FL, LLC	Delaware
HCP Eden1 Jacksonville FL, LLC	Delaware
HCP Eden1 Tallahassee FL, LLC	Delaware
HCP Eden2 A Pack, LLC	Delaware
HCP Eden2 B Pack, LLC	Delaware
HCP Eden2 GP, LLC	Delaware
HCP Eden2 North Carolina GP, LLC	Delaware
HCP Eden2 North Carolina, LP	Delaware
HCP Eden2, LP	Delaware
HCP Edmonds WA OpCo, LLC	Delaware
HCP Emfin Properties, LLC	Delaware
HCP Emmons Ave NY OpCo, LLC	Delaware
HCP EMOH, LLC	Delaware
HCP ESL Fairborn OH OpCo, LLC	Delaware
HCP ESL Fairborn OH, LLC	Delaware
HCP ESL Fort Harrison IN OpCo, LLC	Delaware
HCP ESL Indiana, LLC	Delaware
HCP ESL Madison WI OpCo, LLC	Delaware
HCP ESL Portland OR OpCo, LLC	Delaware
HCP ESL West Lafayette IN OpCo, LLC	Delaware
HCP Estates USA Inc.	Delaware
HCP ETE, L.P.	Delaware
HCP Fallbrook TX OpCo, LLC	Delaware
HCP Falls Church VA OpCo, LLC	Delaware
HCP Fannin Medical Investors, LLC	Delaware
HCP Farmington Hills MI OpCo, LLC	Delaware
HCP Florham Park NJ OpCo, LLC	Delaware
HCP Forbes, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
HCP Fortuna OpCo, LLC	Delaware
HCP Frederick MD OpCo, LLC	Delaware
HCP Friendswood, LLC	Delaware
HCP Fund Management, LLC	Delaware
HCP Fund, L.P.	Delaware
HCP FW TX OpCo, LLC	Delaware
HCP Gen Lender, LLC	Delaware
HCP Glastonbury CT OpCo, LLC	Delaware
HCP GP/Colorado, LLC	Delaware
HCP Gray Street MOB, LLC	Delaware
HCP Greensboro NC OpCo, LLC	Delaware
HCP Greenville SC MOB 1, LLC	Delaware
HCP Greenville SC MOB 2, LLC	Delaware
HCP Hazel Creek, LLC	Delaware
HCP HB2 Carrington-Cherry Hills, LLC	Delaware
HCP HB2 Emerald Bay Manor, LLC	Delaware
HCP HB2 Greenwich - East-West Bay - Olympia Fields, LLC	Delaware
HCP HB2 Heritage Palmeras, LLC	Delaware
HCP HB2 Herons Run, LLC	Delaware
HCP HB2 Manor - Pointe Newport Place, LLC	Delaware
HCP HB2 North Bay Manor, LLC	Delaware
HCP HB2 Park at Golf Mill, LLC	Delaware
HCP HB2 Pinecrest Place, LLC	Delaware
HCP HB2 Prosperity Oaks, LLC	Delaware
HCP HB2 Sakonnet Bay Manor, LLC	Delaware
HCP HB2 South Bay Manor, LLC	Delaware
HCP HB2 Waterside Retirement Estates, LLC	Delaware
HCP HB3 Spring Shadows Place, LLC	Delaware
HCP HB3 Willowbrook, LLC	Delaware
HCP Hoke, LLC	Virginia
HCP Hoke, LP	Texas
HCP Hyde Park TRS, LLC	Delaware
HCP Insurance TRS, LLC	Delaware
HCP Irvine CA OpCo, LLC	Delaware
HCP Irving, LLC	Delaware
HCP Jackson Central Investors, LLC	Delaware
HCP Jacksonville, LLC	Delaware
HCP Jona Dr VA OpCo, LLC	Delaware
HCP Kenmore WA OpCo, LLC	Delaware
HCP Kingwood Medical MOB, LLC	Delaware
HCP Kirkland, LLC	Delaware
HCP Lake Granbury Investors, LLC	Delaware
HCP Lakeview MOB, LLC	Delaware
HCP Lancaster MOB, LLC	Delaware
HCP Lantana FL OpCo, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
HCP Lee AL, LLC	Virginia
HCP Lee AL, LP	Texas
HCP Leesburg VA OpCo, LLC	Delaware
HCP Lewisville TX OpCo, LLC	Delaware
HCP Life Science Assets TRS, LLC	Delaware
HCP Life Science Development, LLC	Delaware
HCP Life Science REIT, Inc.	Maryland
HCP Life Science Services TRS, LLC	Delaware
HCP Life Science, LLC	Delaware
HCP Lilburn GA OpCo, LLC	Delaware
HCP Louisville KY OpCo, LLC	Delaware
HCP LS Brisbane, LLC	Delaware
HCP LS Carlsbad, LLC	Delaware
HCP LS Poway I, LLC	Delaware
HCP LS Poway II, LLC	Delaware
HCP LS Poway III, LLC	Delaware
HCP LS Redwood City, LLC	Delaware
HCP LSE Property Manager, LLC	Delaware
HCP MA1 GP, LLC	Delaware
HCP MA1, LP	Delaware
HCP MA2 California, LP	Delaware
HCP MA2 GP Holding, LLC	Delaware
HCP MA2 Massachusetts, LP	Delaware
HCP MA2 Ohio, LP	Delaware
HCP MA2 Oklahoma, LP	Delaware
HCP MA2, LP	Delaware
HCP MA3 A Pack GP, LLC	Delaware
HCP MA3 A Pack, LP	Delaware
HCP MA3 California, LP	Delaware
HCP MA3 GP Holding, LLC	Delaware
HCP MA3 Pennsylvania, LP	Delaware
HCP MA3 South Carolina, LP	Delaware
HCP MA3 Virginia, LP	Delaware
HCP MA3 Washington, LP	Delaware
HCP MA3, LP	Delaware
HCP MA4 Cleveland OH, LP	Delaware
HCP MA4 Columbia MD, LP	Delaware
HCP MA4 Dayton OH, LP	Delaware
HCP MA4 Dunwoody GA, LP	Delaware
HCP MA4 GP Cleveland OH, LLC	Delaware
HCP MA4 GP Columbia MD, LLC	Delaware
HCP MA4 GP Dayton OH, LLC	Delaware
HCP MA4 GP Dunwoody GA, LLC	Delaware
HCP MA4 GP Florham Park NJ, LLC	Delaware
HCP MA4 GP Florida Holding, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
HCP MA4 GP Greensboro NC, LLC	Delaware
HCP MA4 GP Kansas City KS, LLC	Delaware
HCP MA4 GP Northville MI, LLC	Delaware
HCP MA4 GP Omaha NE, LLC	Delaware
HCP MA4 GP Rockville MD, LLC	Delaware
HCP MA4 GP St. Charles IL, LLC	Delaware
HCP MA4 GP West Orange NJ, LLC	Delaware
HCP MA4 GP Wheaton IL, LLC	Delaware
HCP MA4 GP, LLC	Delaware
HCP MA4 Greensboro NC, LP	Delaware
HCP MA4 Kansas City KS, LP	Delaware
HCP MA4 Northville MI, LP	Delaware
HCP MA4 Omaha NE, LP	Delaware
HCP MA4 Rockville MD, LP	Delaware
HCP MA4 St. Charles IL, LP	Delaware
HCP MA4 Tampa FL, LP	Delaware
HCP MA4 Wheaton IL, LP	Delaware
HCP MA4, LP	Delaware
HCP Macon, LLC	Virginia
HCP Macon, LP	Texas
HCP Madison NJ OpCo, LLC	Delaware
HCP Manahawkin NJ OpCo, LLC	Delaware
HCP MCD TRS, LLC	Delaware
HCP Medical Office Buildings I, LLC	Delaware
HCP Medical Office Buildings II, LLC	Delaware
HCP Medical Office Buildings, LLC	Delaware
HCP Medical Office Portfolio, LLC	Delaware
HCP Mercer Island WA OpCo, LLC	Delaware
HCP Milton Medical Equity Investors, LLC	Delaware
HCP MOB Centerpoint LLC	Delaware
HCP MOB Evanston LLC	Delaware
HCP MOB Jordan Valley II LLC	Delaware
HCP MOB Jordan Valley LLC	Delaware
HCP MOB K.C. Imaging LLC	Delaware
HCP MOB Life Center LLC	Delaware
HCP MOB Lone Peak LLC	Delaware
HCP MOB Member, LLC	Delaware
HCP MOB Mesquite LLC	Delaware
HCP MOB Miami, LLC	Delaware
HCP MOB Property Manager, LLC	Delaware
HCP MOB Scottsdale LLC	Delaware
HCP MOB Texas, LLC	Delaware
HCP Monterrey Holdings, LLC	Delaware
HCP Monterrey, LLC	Delaware
HCP Mooresville NC OpCo, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
HCP MOP 1110 Irving TX, LP	Delaware
HCP MOP 1411 Aurora CO GP, LLC	Delaware
HCP MOP 1411 Aurora CO, LP	Delaware
HCP MOP 1421 Aurora CO GP, LLC	Delaware
HCP MOP 1421 Aurora CO, LP	Delaware
HCP MOP 7200 Irving TX, LP	Delaware
HCP MOP A Pack GP, LLC	Delaware
HCP MOP California, LP	Delaware
HCP MOP Columbia MD GP, LLC	Delaware
HCP MOP Columbia MD, LP	Delaware
HCP MOP Denver CO GP, LLC	Delaware
HCP MOP Denver CO, LP	Delaware
HCP MOP Fairfax VA, LP	Delaware
HCP MOP GP, LLC	Delaware
HCP MOP Houston TX, LLC	Delaware
HCP MOP Member, LLC	Delaware
HCP MOP, LP	Delaware
HCP Mount Vernon IL OpCo, LLC	Delaware
HCP Mount Vernon IL, LLC	Delaware
HCP NE Retail, LLC	Delaware
HCP NE Tower, LLC	Delaware
HCP Oak Park, LLC	Delaware
HCP Ocoee, LLC	Delaware
HCP Ogden MOB, LLC	Delaware
HCP Omaha NE OpCo, LLC	Delaware
HCP Orange NJ OpCo, LLC	Delaware
HCP Otay Ranch TRS, LLC	Delaware
HCP Oviedo, LLC	Delaware
HCP Owasso MOB, LLC	Delaware
HCP Oyster Point III LLC	Delaware
HCP Palm Springs OpCo, LLC	Delaware
HCP Partners, LP	Delaware
HCP PC1 Brentwood TN, LLC	Delaware
HCP PC1 Buckhead GA, LLC	Delaware
HCP PC1 Friendship Heights MD, LLC	Delaware
HCP PC1 Naples FL, LLC	Delaware
HCP PC1 New Jersey, LLC	Delaware
HCP PC1 North Carolina, LLC	Delaware
HCP PC1 Stamford CT, LLC	Delaware
HCP PC1 Venice FL, LLC	Delaware
HCP PC2, LLC	Delaware
HCP Pearland TX MOB, LLC	Delaware
HCP Periferico 4338 Holdings, LLC	Delaware
HCP Periferico 4338, LLC	Delaware
HCP Pinellas Park, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
HCP Pleasant, LLC	Delaware
HCP Plymouth MA OpCo, LLC	Delaware
HCP Plymouth Township MI OpCo, LLC	Delaware
HCP Point Eden Incorporated	Delaware
HCP Port Orange FL OpCo, LLC	Delaware
HCP Port Orange, LLC	Delaware
HCP Prairie Village KS OpCo, LLC	Delaware
HCP Queen City, LLC	Virginia
HCP Queen City, LP	Texas
HCP Raleigh NC OpCo, LLC	Delaware
HCP Remington Oaks MOB, L.P.	Delaware
HCP Richmond Heights MO OpCo, LLC	Delaware
HCP RP1-VB, LLC	Delaware
HCP RSF Portfolio GP, LLC	Texas
HCP RSF Portfolio, LLC	Delaware
HCP Rural Retreat, LLC	Virginia
HCP Rural Retreat, LP	Texas
HCP Saddle River NJ OpCo, LLC	Delaware
HCP San Antonio TX MOB, LLC	Delaware
HCP Santa Rosa CA OpCo, LLC	Delaware
HCP Senior Housing Properties, LLC	Delaware
HCP S-H 2014 Member, LLC	Delaware
HCP S-H 2015 OpCo TRS, LLC	Delaware
HCP S-H ASL OpCo, LLC	Delaware
HCP S-H CA OpCo, LLC	Delaware
HCP SH California, LLC	Delaware
HCP S-H DSL OpCo HoldCo, LLC	Delaware
HCP SH Eldorado Heights, LLC	Delaware
HCP SH ELP1 Properties, LLC	Delaware
HCP SH ELP2 Properties, LLC	Delaware
HCP SH ELP3 Properties, LLC	Delaware
HCP S-H ESL OpCo, LLC	Delaware
HCP S-H FM OpCo, LLC	Delaware
HCP SH Hermiston Terrace, LLC	Delaware
HCP SH Lassen House, LLC	Delaware
HCP S-H LCS OpCo, LLC	Delaware
HCP SH Mountain Laurel, LLC	Delaware
HCP SH Mountain View, LLC	Delaware
HCP S-H MRE/HCP OpCo Member, LLC	Delaware
HCP S-H MRE/HCP PropCo Member, LLC	Delaware
HCP S-H OpCo TRS, LLC	Delaware
HCP SH River Road, LLC	Delaware
HCP SH River Valley Landing, LLC	Delaware
HCP SH Sellwood Landing, LLC	Delaware
HCP S-H SHC OpCo, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
HCP S-H Sunrise OpCo HoldCo, LLC	Delaware
HCP SH Windfield Village, LLC	Delaware
HCP Shore, LLC	Delaware
HCP Shorehaven MI OpCo, LLC	Delaware
HCP SLB Florida, LLC	Delaware
HCP Slidell Land TRS, LLC	Delaware
HCP South Buford GA OpCo, LLC	Delaware
HCP Southwest MOB, LLC	Delaware
HCP Springs MOB Louisville, LLC	Delaware
HCP Springtree, LLC	Delaware
HCP SSF, LLC	Delaware
HCP St Charles IL OpCo, LLC	Delaware
HCP St. Augustine, LLC	Delaware
HCP ST1 Colorado GP, LLC	Delaware
HCP ST1 Colorado, LP	Delaware
HCP Sterling VA OpCo, LLC	Delaware
HCP Stone Oak MOB, L.P.	Delaware
HCP Sun1 Beverly Hills CA, LLC	Delaware
HCP Sun1 Edmonds WA, LLC	Delaware
HCP Sun1 GP, LLC	Delaware
HCP Sun1 Lilburn GA, LLC	Delaware
HCP Sun1, LP	Delaware
HCP Sun2 Des Peres MO, LLC	Delaware
HCP Sun2 Richmond Heights MO, LLC	Delaware
HCP Sun2 Wilmette IL, LLC	Delaware
HCP Sunrise FL OpCo, LLC	Delaware
HCP Tampa FL MOB, LLC	Delaware
HCP Tampa FL OpCo, LLC	Delaware
HCP Tesson, LLC	Delaware
HCP Torrey Pines LLC	Delaware
HCP Torreyana, LLC	Delaware
HCP Torrington CT OpCo, LLC	Delaware
HCP TPSP, LLC	Delaware
HCP TRS LF Lender, LLC	Delaware
HCP UK Investments Holdings, LLC	Delaware
HCP UK Lender, LP	Delaware
HCP University Center East LLC	Delaware
HCP University Center West LLC	Delaware
HCP Ventures II Member, LLC	Delaware
HCP Ventures II Partner, LLC	Delaware
HCP Ventures II TRS, LLC	Delaware
HCP Ventures III, LLC	Delaware
HCP Ventures IV Member, LLC	Delaware
HCP Ventures IV, LLC	Delaware
HCP Ventures V Member, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
HCP Ventures V TRS, LLC	Delaware
HCP Ventures V, LLC	Delaware
HCP Ventures VII, LLC	Delaware
HCP Ventures VIII, LLC	Delaware
HCP Veranda, LLC	Delaware
HCP Vintage Park II TRS, LLC	Delaware
HCP Voorhees Township NJ OpCo, LLC	Delaware
HCP VPI Sorrento II, LLC	Delaware
HCP Waldwick TRS, LLC	Delaware
HCP Wekiwa Springs, LLC	Delaware
HCP Westgate1 Auburn Hills MI, LLC	Delaware
HCP Westgate1 Sterling Heights MI, LLC	Delaware
HCP Westlake OH OpCo, LLC	Delaware
HCP Westminster MD OpCo, LLC	Delaware
HCP Wheaton IL OpCo, LLC	Delaware
HCP Wilmette IL OpCo, LLC	Delaware
HCP Wilson Blvd VA OpCo, LLC	Delaware
HCP Woodbridge, LLC	Delaware
HCP Woodlands TX MOB, LLC	Delaware
HCP Woodside TX OpCo, LLC	Delaware
HCP Youngstown OH OpCo, LLC	Delaware
HCP Yreka OpCo, LLC	Delaware
HCP/KING 101 CPD LLC	Delaware
HCP/KING 87 CPD LLC	Delaware
HCP/King Hayden Campus LLC	Delaware
HCP/LFREP Carmichael Owner, LLC	Delaware
HCP/LFREP Durham Lab, LLC	Delaware
HCP/LFREP Durham, LLC	Delaware
HCP/LFREP Ventures I, LLC	Delaware
HCP/LFREP Ventures II, LLC	Delaware
HCP/LS 2011 REIT LLC	Delaware
HCPI/Colorado Springs Limited Partnership	Delaware
HCPI/Kansas Limited Partnership	Delaware
HCPI/Little Rock Limited Partnership	Delaware
HCPI/San Antonio Limited Partnership	Delaware
HCPI/Sorrento, LLC	Delaware
HCPI/Stansbury, LLC	Delaware
HCPI/Tennessee, LLC	Delaware
HCPI/Utah II, LLC	Delaware
HCPI/Utah, LLC	Delaware
HCPI/Wesley, LLC	Delaware
HCP-Pointe Grand, Incorporated	Delaware
HCP-Torrey Pines I, Inc.	Delaware
HCP-Torrey Pines Science Center, Inc.	Delaware
Health Care Investors III	California

Entity Name	Jurisdiction of Organization or Formation
Healthpeak - GP/National LLC	Delaware
Healthpeak Crosswood II, LLC	Delaware
Healthpeak Crosswood, LLC	Delaware
Healthpeak CRS1 Delphis Lead Lender Partner 1, LLC	Delaware
Healthpeak CRS1 Delphis Lead Lender Partner 2, LLC	Delaware
Healthpeak Life Science Properties, Inc.	Delaware
Healthpeak LLC	Delaware
Healthpeak Louisville, LLC	Delaware
Healthpeak Medical Office Properties, LLC	Delaware
Healthpeak Merger Sub, Inc.	Maryland
Healthpeak MOB (DE), LLC	Delaware
Healthpeak Mortgage LLC	Delaware
Healthpeak Partners GP, LLC	Delaware
Healthpeak Properties TRS, LLC	Delaware
Healthpeak Properties, Inc.	Maryland
Healthpeak Properties, LLC	Delaware
Healthpeak Senior Housing Properties LLC	Delaware
Healthpeak S-H 2015 Member, LLC	Delaware
Healthpeak SU TRS LLC	Delaware
Healthpeak TRS, LLC	Delaware
Jackson HCP, LLC	Delaware
Jackson II MOB Owners LLC	Delaware
Lake Seminole Square, LLC	Delaware
Lakeview Regional MOB, LLC	Delaware
Lancaster Medical Equity Investors, Ltd.	Texas
Lancaster MOB East and West Partners, Ltd.	Texas
Lansdowne MOB, LLC	Delaware
LASDK Limited Partnership	Delaware
Laurel Terrace MOB, LLC	Delaware
Lee AL Investors, LLC	Virginia
Lee's Summit MOB, LLC	Delaware
Lexington Equity Investors, Ltd.	Florida
Lexington MOB Partners, Ltd.	Florida
Lockport Crossings MOB, LLC	Delaware
LS 100 CDP Member, LLC	Delaware
LS 200 CDP, LLC	Delaware
LS 400/500 CDP, LLC	Delaware
LS 725 Concord, LLC	Delaware
LS 75 Hayden TRS, LLC	Delaware
LS 75 Hayden, LLC	Delaware
LS Alewife I, LLC	Delaware
LS Alewife II, LLC	Delaware
LS Alewife III, LLC	Delaware
LS Alewife IV, LLC	Delaware
LS Alewife IX, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
LS Alewife V, LLC	Delaware
LS Alewife VI, LLC	Delaware
LS Alewife VII, LLC	Delaware
LS Alewife VIII, LLC	Delaware
LS Alewife X, LLC	Delaware
LS King Hartwell Innovation Campus, LLC	Delaware
LS King Hartwell Investor Member, LLC	Delaware
LS King Hartwell TRS, LLC	Delaware
LS Lusk Land, LLC	Delaware
LS MA Holdco, LLC	Delaware
LS MA Services TRS, LLC	Delaware
LS Needham Holdco TRS, LLC	Delaware
LS Needham Member, LLC	Delaware
LS The Post, LLC	Delaware
LS Vista Sorrento I, LLC	Delaware
LS Vista Sorrento II, LLC	Delaware
Mariner Point Special SPE LLC	Delaware
Marion Medical Equity Investors LLC	Delaware
Marion Medical Investors, L.P.	Illinois
Marion MOB Partners, L.P.	Illinois
MCD Clodus Fields, LLC	Delaware
McDowell Mountain Medical Investors, Ltd.	Florida
McKinney HCP GP, LLC	Delaware
McKinney HCP, L.P.	Delaware
McKinney MOB, LLC	Delaware
Meadowdome, LLC	Maryland
Medcap HCPI Development, LLC	Delaware
MedCap Holding II, LLC	Delaware
MedCap Holding III, LLC	Delaware
MedCap Holding IV, LLC	Delaware
MedCap Properties I, LLC	Delaware
Medcap Properties II, LLC	Delaware
Medcap Properties, LLC	Delaware
Medical Office Buildings of Alaska, LLC	Delaware
Medical Office Buildings of California Goodsam, LLC	Delaware
Medical Office Buildings of California, LLC	Delaware
Medical Office Buildings of Colorado II, LLC	Delaware
Medical Office Buildings of Colorado III, LLC	Delaware
Medical Office Buildings of Colorado, LLC	Delaware
Medical Office Buildings of Florida, LLC	Delaware
Medical Office Buildings of Nevada, LLC	Delaware
Medical Office Buildings of Nevada-Southern Hills, LLC	Delaware
Medical Office Buildings of Osceola, LLC	Delaware
Medical Office Buildings of Plano, L.P.	Delaware
Medical Office Buildings of Plantation, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
Medical Office Buildings of Reston, LLC	Delaware
Medical Office Buildings of Tennessee, LLC	Delaware
Medical Office Buildings of Texas City, L.P.	Delaware
Medical Office Buildings of Texas, L.P.	Delaware
Medical Office Buildings of Utah, LLC	Delaware
Meridan Fund, LLC	Delaware
Meridian Care Group MOB, LLC	Delaware
MHI Investments, LLC	North Carolina
Michigan Road MOB, LLC	Delaware
Mission Springs AL, LLC	Delaware
MOB 1 of California, LLC	Delaware
MOB 10 of Florida, LLC	Delaware
MOB 101 of Texas, L.P.	Delaware
MOB 103 of Texas, L.P.	Delaware
MOB 105 of Texas, L.P.	Delaware
MOB 11 of Florida, LLC	Delaware
MOB 111 of Texas, L.P.	Delaware
MOB 122 of Texas, L.P.	Delaware
MOB 124 of Texas, L.P.	Delaware
MOB 13 of Florida, LLC	Delaware
MOB 132 of Alaska, LLC	Delaware
MOB 135 of Florida, LLC	Delaware
MOB 139 of Texas, L.P.	Delaware
MOB 14 of Florida, LLC	Delaware
MOB 147 of Tennessee, LLC	Delaware
MOB 17 of Florida, LLC	Delaware
MOB 2 of Florida, LLC	Delaware
MOB 3 of Florida, LLC	Delaware
MOB 46 of Nevada, LLC	Delaware
MOB 47 of Nevada, LLC	Delaware
MOB 48/49 of Nevada, LLC	Delaware
MOB 50 of Nevada, LLC	Delaware
MOB 59 of Tennessee, LLC	Delaware
MOB 65 of Tennessee, LLC	Delaware
MOB 66 of Tennessee, LLC	Delaware
MOB 68 of Tennessee, LLC	Delaware
MOB 69 of Tennessee, LLC	Delaware
MOB 70 of Tennessee, LLC	Delaware
MOB 71 of Tennessee, LLC	Delaware
MOB 72 of Tennessee, LLC	Delaware
MOB 74 of Tennessee, LLC	Delaware
MOB 75 of Tennessee, LLC	Delaware
MOB 77 of Texas, L.P.	Delaware
MOB 82/85/86 of Texas, L.P.	Delaware
MOB 83 of Texas, L.P.	Delaware

Entity Name	Jurisdiction of Organization or Formation
MOB 87 of Texas, L.P.	Delaware
MOB 88 of Texas, L.P.	Delaware
MOB 90 of Texas, L.P.	Delaware
MOB 93 of Texas, L.P.	Delaware
MOB 97 of Texas, L.P.	Delaware
MOB Colonial Building, LLC	Delaware
MOB GP Las Colinas II, LLC	Delaware
MOB Las Colinas II, L.P.	Delaware
MOB of Denver 1, LLC	Delaware
MOB of Denver 2, LLC	Delaware
MOB of Denver 3, LLC	Delaware
MOB of Denver 4, LLC	Delaware
MOB of Denver 5, LLC	Delaware
MOB of Denver 6, LLC	Delaware
MOB of Denver 7, LLC	Delaware
MOB Sky Ridge 1 of Colorado, LLC	Delaware
MOB Special Member, Inc.	Delaware
MOB Texas City 1 of Texas, L.P.	Delaware
MOB/Bay-1 of Florida, LLC	Delaware
MOB/GP 101 of Texas, LLC	Delaware
MOB/GP 103 of Texas, LLC	Delaware
MOB/GP 105 of Texas, LLC	Delaware
MOB/GP 111 of Texas, LLC	Delaware
MOB/GP 122 of Texas, LLC	Delaware
MOB/GP 124 of Texas, LLC	Delaware
MOB/GP 139 of Texas, LLC	Delaware
MOB/GP 77 of Texas, LLC	Delaware
MOB/GP 82/85/86 of Texas, LLC	Delaware
MOB/GP 83 of Texas, LLC	Delaware
MOB/GP 87 of Texas, LLC	Delaware
MOB/GP 88 of Texas, LLC	Delaware
MOB/GP 90 of Texas, LLC	Delaware
MOB/GP 93 of Texas, LLC	Delaware
MOB/GP 97 of Texas, LLC	Delaware
MOB/GP of Plano, LLC	Delaware
MOB/GP of Texas City, LLC	Delaware
MOB/GP of Texas, LLC	Delaware
MOB/GP Texas City 1 of Texas, LLC	Delaware
MOB/GP-West Houston, LLC	Delaware
MOB/LP of Plano, LLC	Delaware
MOB/LP of Texas City, LLC	Delaware
MOB/LP of Texas, LLC	Delaware
MOB/LP Texas Holding, LLC	Delaware
MOB-West Houston, L.P.	Delaware
Mooresville MOB, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
Morristown MOB I, LLC	Delaware
Morristown MOB II, LLC	Delaware
Morristown MOB III, LLC	Delaware
Morristown MOB IV, LLC	Delaware
Needham Developers, LLC
New Healthpeak, Inc.	Maryland
NWSC MOB, LLC	Delaware
Oak Hill MOB, LLC	Delaware
Ocean Acquisition 1, LLC	Maryland
Ocean Acquisition 2, LLC	Florida
Ocean Acquisition 3, LLC	Delaware
Ocean TRS, LLC	Delaware
Old Henry Healthcare I, LLC	Kentucky
Omaha MOB Investors LLC	Florida
Omaha MOB Manager LLC	Delaware
Omaha MOB Owners LLC	Delaware
Orange Park MOB, LLC	Delaware
Overland Park MOB, LLC	Delaware
Pace MOB, LLC	Alabama
Pacific Acquisitions 2019, LLC	Delaware
Parker MOB Owners LLC	Delaware
PG I 169 Harbor, LLC	Delaware
PG II 230 East Grand, LLC	Delaware
PG III 250 East Grand, LLC	Delaware
PG Interim JV, LLC	Delaware
PG IV 256 East Grand, LLC	Delaware
PG JV I, LLC	Delaware
PG JV II, LLC	Delaware
PG JV III, LLC	Delaware
PG JV IV, LLC	Delaware
PG JV V, LLC	Delaware
PG JV VI, LLC	Delaware
PG JV VII, LLC	Delaware
PG JV VIII, LLC	Delaware
PG REIT I, LLC	Delaware
PG REIT II, LLC	Delaware
PG REIT III, LLC	Delaware
PG REIT IV, LLC	Delaware
PG REIT V, LLC	Delaware
PG REIT VI, LLC	Delaware
PG REIT VII, LLC	Delaware
PG REIT VIII, LLC	Delaware
PG V 260 East Grand, LLC	Delaware
PG VI 270 East Grand, LLC	Delaware
PG VII 280 East Grand, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
PG VIII 170 Harbor Way, LLC	Delaware
PG VIII 210-220 East Grand, LLC	Delaware
PG VIII 240 East Grand, LLC	Delaware
Pikesville Assisted Living, LLC	Maryland
Pinnacle at RidgeGate MOB, LLC	Delaware
Professional Center II MOB, LLC	Delaware
Queen City Health Investors, LLC	North Carolina
Raulerson MOB, LLC	Delaware
Research MOB, LLC	Delaware
River Oaks MOB Owners LLC	Delaware
Robin Run Garden Homes, LLC	Delaware
San Jose Special SPE LLC	Delaware
Santa Rosa I PropCo LLC	Delaware
Savannah MOB, LLC	Delaware
Scripture MOB, LLC	Delaware
S-H 2014 OpCo TRS, Inc.	Delaware
SH 2019 OpCo HoldCo I, LLC	Delaware
SH 2019 OpCo HoldCo II, LLC	Delaware
SH 2019 OpCo HoldCo III, LLC	Delaware
SH 2019 OpCo TRS I, LLC	Delaware
SH 2019 OpCo TRS II, LLC	Delaware
SH 2019 OpCo TRS III, LLC	Delaware
SH 2019 REIT I, LLC	Delaware
SH 2019 REIT II, LLC	Delaware
SH 2019 REIT III, LLC	Delaware
SH 2019 Ventures, LLC	Delaware
SH CSU OpCo HoldCo, LLC	Delaware
SH DR California IV HoldCo, LLC	Delaware
SH DR California IV, LLC	Delaware
SH DR V HoldCo, LLC	Delaware
SH DR V, LLC	Delaware
S-H DSL Investor, LLC	Delaware
SH DSL OpCo HoldCo, LLC	Delaware
S-H HCP/DSL Member, LLC	Delaware
S-H HCP/DSL Ventures, LLC	Delaware
S-H HCP/LCB OpCo Member, LLC	Delaware
S-H HCP/LCB OpCo Ventures, LLC	Delaware
S-H HCP/LCB PropCo Member, LLC	Delaware
S-H HCP/LCB PropCo Ventures, LLC	Delaware
S-H HCP/LCB Properties, LLC	Delaware
S-H Mid-Atlantic Master Tenant, LLC	Delaware
S-H Mid-Atlantic OpCo - Ellicott City, LLC	Delaware
S-H Mid-Atlantic OpCo - Friendship, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
S-H Mid-Atlantic OpCo - Laurel, LLC	Delaware
S-H Mid-Atlantic OpCo - Leesburg, LLC	Delaware
S-H Mid-Atlantic OpCo - Satyr Hill, LLC	Delaware
S-H Mid-Atlantic OpCo - Spotsylvania, LLC	Delaware
S-H Mid-Atlantic OpCo - St. Charles, LLC	Delaware
S-H Mid-Atlantic OpCo, LLC	Delaware
S-H Mid-Atlantic PropCo - Ellicott City, LLC	Delaware
S-H Mid-Atlantic PropCo - Friendship, LLC	Delaware
S-H Mid-Atlantic PropCo - Laurel, LLC	Delaware
S-H Mid-Atlantic PropCo - Leesburg, LLC	Delaware
S-H Mid-Atlantic PropCo - Satyr Hill, LLC	Delaware
S-H Mid-Atlantic PropCo - Spotsylvania, LLC	Delaware
S-H Mid-Atlantic PropCo - St. Charles, LLC	Delaware
S-H Mid-Atlantic PropCo, LLC	Delaware
S-H MRE/HCP PropCo Ventures II LLC	Delaware
SH Northridge CA OpCo, LLC	Delaware
SH OpCo Abilene, LLC	Delaware
SH OpCo Burleson, LLC	Delaware
S-H OpCo Carrington Pointe, LLC	Delaware
S-H OpCo Cherry Hills, LLC	Delaware
SH OpCo Chesapeake Place, LLC	Delaware
SH OpCo Chino Hills, LLC	Delaware
S-H OpCo Clear Lake, LLC	Delaware
SH OpCo Concord, LLC	Delaware
S-H OpCo Copperfield Village, LLC	Delaware
SH OpCo Crescent Point, LLC	Delaware
SH OpCo Crosswood Oaks, LLC	Delaware
S-H OpCo East Bay Manor, LLC	Delaware
SH OpCo Escondido Hills, LLC	Delaware
SH OpCo Fair Oaks, LLC	Delaware
S-H OpCo First Colony, LLC	Delaware
S-H OpCo Galleria, LLC	Delaware
S-H OpCo Germantown, LLC	Delaware
SH OpCo Good Place, LLC	Delaware
S-H OpCo Greenwich Bay Manor, LLC	Delaware
S-H OpCo Heritage Palmeras, LLC	Delaware
S-H OpCo Herons Run, LLC	Delaware
SH OpCo Huntington Beach, LLC	Delaware
S-H OpCo Manor at Newport Place, LLC	Delaware
SH OpCo Mariner Point, LLC	Delaware
SH OpCo Meadow Lakes, LLC	Delaware
SH OpCo Montecito, LLC	Delaware
SH OpCo Olney, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
S-H OpCo Olympia Fields, LLC	Delaware
S-H OpCo Park at Golf Mill, LLC	Delaware
S-H OpCo Park at Vernon Hills, LLC	Delaware
S-H OpCo Pecan Park, LLC	Delaware
S-H OpCo Pinecrest Place, LLC	Delaware
S-H OpCo Pointe at Newport Place, LLC	Delaware
S-H OpCo Prosperity Oaks, LLC	Delaware
SH OpCo Roseville, LLC	Delaware
SH OpCo San Jose, LLC	Delaware
SH OpCo Santa Clarita, LLC	Delaware
S-H OpCo Shavano Park, LLC	Delaware
S-H OpCo Spring Shadows Place, LLC	Delaware
S-H OpCo Terrace Memorial City, LLC	Delaware
S-H OpCo Terrace West, LLC	Delaware
SH OpCo Tesson Heights, LLC	Delaware
SH OpCo The Fairfax, LLC	Delaware
SH OpCo The Quadrangle, LLC	Delaware
S-H OpCo Twenty-One TRS, Inc.	Delaware
SH OpCo Valencia, LLC	Delaware
SH OpCo Veranda Club, LLC	Delaware
S-H OpCo Victoria, LLC	Delaware
S-H OpCo Vintage Park AL, LLC	Delaware
SH OpCo Vintage Park II, LLC	Delaware
S-H OpCo Waterside Retirement Estates, LLC	Delaware
SH OpCo Waxahachie, LLC	Delaware
S-H OpCo West Bay Manor, LLC	Delaware
SH OpCo Whittier, LLC	Delaware
S-H OpCo Willowbrook, LLC	Delaware
S-H OSL OpCo HoldCo, LLC	Delaware
S-H Otay Ranch OpCo Ventures, LLC	Delaware
S-H Otay Ranch OpCo, LLC	Delaware
S-H Otay Ranch PropCo Ventures, LLC	Delaware
SH PropCo Clear Lake, LLC	Delaware
SH PropCo Concord, LLC	California
SH PropCo Fair Oaks, LLC	California
SH PropCo First Colony, LLC	Delaware
SH PropCo Galleria, LLC	Delaware
SH PropCo Germantown, LLC	Delaware
SH PropCo Huntington Beach, LLC	California
SH PropCo Mariner Point, LLC	California
SH PropCo Olney II, LLC	Delaware
SH PropCo Olney, LLC	Delaware
SH PropCo Park at Vernon Hills, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
SH PropCo Pecan Park, LLC	Delaware
SH PropCo San Jose, LLC	California
SH PropCo Santa Clarita, LLC	California
SH PropCo Terrace Memorial City, LLC	Delaware
SH PropCo Terrace West, LLC	Delaware
SH PropCo Valencia, LLC	California
SH PropCo Vintage Park AL, LLC	Delaware
SH PropCo Whittier, LLC	California
S-H Santa Rosa OpCo LLC	Delaware
S-H Thirty-Five MOB Properties, LLC	Delaware
S-H Thirty-Five OpCo - Altamonte Springs, LLC	Delaware
S-H Thirty-Five OpCo - Amber Park, LLC	Delaware
S-H Thirty-Five OpCo - Arvada Meridian, LLC	Delaware
S-H Thirty-Five OpCo - Bella Vita, LLC	Delaware
S-H Thirty-Five OpCo - Boulder Meridian, LLC	Delaware
S-H Thirty-Five OpCo - Clearwater, LLC	Delaware
S-H Thirty-Five OpCo - Englewood Meridian, LLC	Delaware
S-H Thirty-Five OpCo - Gayton Terrace, LLC	Delaware
S-H Thirty-Five OpCo - Graham, LLC	Delaware
S-H Thirty-Five OpCo - Grand Prairie, LLC	Delaware
S-H Thirty-Five OpCo - Lake Orienta, LLC	Delaware
S-H Thirty-Five OpCo - Lake Worth, LLC	Delaware
S-H Thirty-Five OpCo - Lakewood Meridian, LLC	Delaware
S-H Thirty-Five OpCo - Lowry, LLC	Delaware
S-H Thirty-Five OpCo - Lutz, LLC	Delaware
S-H Thirty-Five OpCo - North Richland Hills, LLC	Delaware
S-H Thirty-Five OpCo - Operator, LLC	Delaware
S-H Thirty-Five OpCo - Orange City, LLC	Delaware
S-H Thirty-Five OpCo - Parkview, LLC	Delaware
S-H Thirty-Five OpCo - Pocasset, LLC	Delaware
S-H Thirty-Five Opco - Port St. Lucie, LLC	Delaware
S-H Thirty-Five OpCo - Round Rock, LLC	Delaware
S-H Thirty-Five OpCo - San Antonio, LLC	Delaware
S-H Thirty-Five OpCo - San Marcos, LLC	Delaware
S-H Thirty-Five OpCo - Sarasota LLC	Delaware
S-H Thirty-Five OpCo - Tamarac Acquisition, LLC	Delaware
S-H Thirty-Five OpCo - Tamarac, LLC	Delaware
S-H Thirty-Five OpCo - Temple Meridian, LLC	Delaware
S-H Thirty-Five OpCo - Treemont, LLC	Delaware
S-H Thirty-Five OpCo - Vero Beach, LLC	Delaware
S-H Thirty-Five OpCo - Waterford, LLC	Delaware
S-H Thirty-Five OpCo - Westland Meridian, LLC	Delaware
S-H Thirty-Five OpCo - Wichita Falls, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
S-H Thirty-Five OpCo - Willowwood, LLC	Delaware
S-H Thirty-Five OpCo Ventures, LLC	Delaware
S-H Thirty-Five PropCo - Altamonte Springs, LLC	Delaware
S-H Thirty-Five PropCo - Amber Park, LLC	Delaware
S-H Thirty-Five PropCo - Arvada Meridian, LLC	Delaware
S-H Thirty-Five PropCo - Bella Vita, LLC	Delaware
S-H Thirty-Five PropCo - Boulder Meridian, LLC	Delaware
S-H Thirty-Five PropCo - Englewood Meridian, LLC	Delaware
S-H Thirty-Five PropCo - Gayton Terrace, LLC	Delaware
S-H Thirty-Five PropCo - Graham, LLC	Washington
S-H Thirty-Five PropCo - Grand Prairie, LLC	Washington
S-H Thirty-Five Propco - Ground Tenant, LLC	Delaware
S-H Thirty-Five PropCo - Lake Worth, LLC	Delaware
S-H Thirty-Five PropCo - Lakewood Meridian, LLC	Delaware
S-H Thirty-Five PropCo - Lowry, LLC	Delaware
S-H Thirty-Five PropCo - Lutz, LLC	Delaware
S-H Thirty-Five PropCo - North Richland Hills 1, LLC	Washington
S-H Thirty-Five PropCo - North Richland Hills 2, LLC	Washington
S-H Thirty-Five PropCo - Orange City, LLC	Florida
S-H Thirty-Five PropCo - Parkview, LLC	Delaware
S-H Thirty-Five PropCo - Pocasset, LLC	Delaware
S-H Thirty-Five PropCo - Port St. Lucie, LLC	Delaware
S-H Thirty-Five PropCo - Round Rock, LLC	Washington
S-H Thirty-Five PropCo - San Antonio, LLC	Washington
S-H Thirty-Five PropCo - San Marcos, LLC	Washington
S-H Thirty-Five PropCo - Sarasota, LLC	Florida
S-H Thirty-Five PropCo - Tamarac Acquisition, LLC	Delaware
S-H Thirty-Five PropCo - Tamarac, LLC	Delaware
S-H Thirty-Five PropCo - Temple Meridian, LLC	Delaware
S-H Thirty-Five PropCo - Treemont, LLC	Delaware
S-H Thirty-Five PropCo - Trowbridge, LLC	Delaware
S-H Thirty-Five PropCo - Vero Beach, LLC	Washington
S-H Thirty-Five PropCo - Waterford, LLC	Delaware
S-H Thirty-Five PropCo - Westland Meridian, LLC	Delaware
S-H Thirty-Five PropCo - Wichita Falls, LLC	Washington
S-H Thirty-Five Propco - Willowwood, LLC	Delaware
S-H Thirty-Five PropCo - Woodside Village, LLC	Delaware
S-H Thirty-Five PropCo - Wyndham Lakes, LLC	Delaware
S-H Thirty-Five PropCo Ventures, LLC	Delaware
S-H Thirty-Five Properties, LLC	Delaware
S-H Twenty-One OpCo Ventures, LLC	Delaware
S-H Twenty-One PropCo Ventures, LLC	Delaware
S-H Twenty-One Properties, LLC	Delaware

Entity Name	Jurisdiction of Organization or Formation
S-H Watertown Square OpCo, LLC	Delaware
SHAC, LLC	Alabama
Shavano Park HCP, LLC	Delaware
SJH Medical Office Partners, Ltd.	Texas
SJH Office Equity Investors, Ltd.	Texas
St. Francis MOB, LLC	Delaware
Suburban Connector, LLC	Kentucky
Suburban Properties LLC	Kentucky
Tampa HCP, LLC	Delaware
TBCI-LS 100 CDP, LLC	Delaware
TCO Burnsville MOB, LLC	Delaware
Texarkana Medical Equity Investors LLC	Delaware
Texarkana Partners Limited	Texas
Texas HCP AL, L.P.	Delaware
Texas HCP Holding, L.P.	Delaware
Texas HCP Medical Office Buildings, L.P.	Delaware
Texas Healthpeak G.P., LLC	Delaware
Texas Healthpeak Medical G.P., LLC	Delaware
Texas Healthpeak, LLC	Delaware
Torrey Pines Science Center Limited Partnership	Delaware
Township Women's Center MOB, LLC	Delaware
TPSC IV LLC	Delaware
TPSC IX, LLC	Delaware
TPSC VI LLC	Delaware
Victoria HCP, LLC	Delaware
Vintage Park II Member, LLC	Delaware
Watkins MOB I, LLC	Delaware
Watkins MOB II, LLC	Delaware
Webster MOB I, LLC	Delaware
Webster MOB II, LLC	Delaware
West Hills MOB, LLC	Delaware
Westminster HCP, LLC	Delaware
Westridge Insurance Company, Inc.	Hawaii
Westside MOB, LLC	Delaware
WHOT MOB, LLC	Delaware
Wichita MOB, LLC	Delaware
WPG Concord Senior Living LLC	California
WPG Fair Oaks Senior Living LLC	California
WPG Huntington Beach Senior Living LLC	California
WPG Mariner Point Senior Living LLC	California
WPG San Jose Senior Living LLC	California
WPG Santa Clarita Senior Living LLC	California

Entity Name	Jurisdiction of Organization or Formation
WPG Valencia Senior Living LLC	California
WPG Whittier Senior Living LLC	California

EX-23.1

EXHIBIT 23.1

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the following Registration Statements of our reports dated February 8, 2023, relating to the financial statements of Healthpeak Properties, Inc. and the effectiveness of Healthpeak Properties, Inc.’s internal control over financial reporting, appearing in this Annual Report on Form 10-K, for the year ended December 31, 2022.

We consent to the incorporation by reference in the following Registration Statements:

•Form S-3ASR, File No. 333-256055, related to the unlimited shelf registration of common stock, preferred stock, depository shares, debt securities and warrants;

•Form S-8, File No. 333-195735, related to the HCP, Inc. 2014 Performance Incentive Plan;

•Form S-8, File No. 333-161720, related to the registration of additional securities related to the HCP, Inc. 2006 Performance Incentive Plan, as amended and restated;

•Form S-8, File No. 333-135679, related to the HCP, Inc. 2006 Performance Incentive Plan, as amended and restated;

•Form S-3, File No. 333-99067, related to the registration of shares of common stock to be issued upon conversion of non-managing member interests in HCPI/Utah II, LLC;

•Form S-3, File No. 333-99063, related to the registration of shares of common stock to be issued upon conversion of non-managing member interests in HCPI/Utah, LLC;

•Form S-3, File No. 333-95487, related to the registration of shares of common stock to be issued upon conversion of non-managing member interests in HCPI/Utah, LLC;

•Form S-3, File No. 333-122456, related to the registration of shares of common stock to be issued upon conversion of non-managing member interests in HCPI/Utah II, LLC;

•Form S-3, File No. 333-119469, related to the registration of shares of common stock to be issued upon conversion of non-managing member interests in HCPI/Tennessee, LLC; and

•Form S-3, File No. 333-124922, related to the registration of shares of common stock to be issued upon conversion of non-managing member interests in HCPI/Utah, LLC.

/s/ DELOITTE & TOUCHE LLP

Costa Mesa, California

February 8, 2023

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, Scott M. Brinker, certify that:

1. I have reviewed this annual report on Form 10-K of Healthpeak Properties, Inc. for the period ended December 31, 2022;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

4
Date: February 8, 2023	/s/ SCOTT M. BRINKER
	Scott M. Brinker
	President and Chief Executive Officer
	(Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, Peter A. Scott, certify that:

1. I have reviewed this annual report on Form 10-K of Healthpeak Properties, Inc. for the period ended December 31, 2022;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

4
Date: February 8, 2023	/s/ PETER A. SCOTT
	Peter A. Scott
	Chief Financial Officer
	(Principal Financial Officer)

EX-32.1

EXHIBIT 32.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

Pursuant to 18 U.S.C. § 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned officer of Healthpeak Properties, Inc., a Maryland corporation (the “Company”), hereby certifies, to his knowledge, that:

(i) the accompanying annual report on Form 10-K of the Company for the period ended December 31, 2022 (the “Report”) fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and

(ii) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: February 8, 2023	/s/ SCOTT M. BRINKER
	Scott M. Brinker
	President and Chief Executive Officer
	(Principal Executive Officer)

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that the Company specifically incorporates it by reference.

EX-32.2

EXHIBIT 32.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

Pursuant to 18 U.S.C. § 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned officer of Healthpeak Properties, Inc., a Maryland corporation (the “Company”), hereby certifies, to his knowledge, that:

(i) the accompanying annual report on Form 10-K of the Company for the period ended December 31, 2022 (the “Report”) fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and

(ii) the information contained in the report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: February 8, 2023	/s/ PETER A. SCOTT
	Peter A. Scott
	Chief Financial Officer
	(Principal Financial Officer)

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that the Company specifically incorporates it by reference.

XML

Cover - USD ($)
$ in Billions

12 Months Ended

Dec. 31, 2022

Feb. 06, 2023

Jun. 30, 2022

Cover [Abstract]

Document Type

10-K

Document Annual Report

true

Document Period End Date

Dec. 31, 2022

Current Fiscal Year End Date

--12-31

Document Transition Report

false

Entity File Number

001-08895

Entity Registrant Name

Healthpeak Properties, Inc.

Entity Incorporation, State or Country Code

MD

Entity Tax Identification Number

33-0091377

Entity Address, Address Line One

4600 South Syracuse Street

Entity Address, Address Line Two

Suite 500

Entity Address, City or Town

Denver

Entity Address, State or Province

CO

Entity Address, Postal Zip Code

80237

City Area Code

720

Local Phone Number

428-5050

Title of 12(b) Security

Common Stock, $1.00 par value

Trading Symbol

PEAK

Security Exchange Name

NYSE

Entity Well-known Seasoned Issuer

Yes

Entity Voluntary Filers

No

Entity Current Reporting Status

Yes

Entity Interactive Data Current

Yes

Entity Filer Category

Large Accelerated Filer

Entity Small Business

false

Entity Emerging Growth Company

false

ICFR Auditor Attestation Flag

true

Entity Shell Company

false

Entity Public Float

$ 10.2

Entity Common Stock, Shares Outstanding

546,782,509

Documents Incorporated by Reference

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive Proxy Statement for the registrant’s 2023 Annual Meeting of Stockholders, to be filed with the Securities and Exchange Commission no later than 120 days after December 31, 2022, have been incorporated by reference into Part III of this Report.

Entity Central Index Key

0000765880

Amendment Flag

false

Document Fiscal Year Focus

2022

Document Fiscal Period Focus

FY

XML

Audit Information	12 Months Ended
	Dec. 31, 2022
Audit Information [Abstract]
Auditor Name	DELOITTE & TOUCHE LLP
Auditor Firm ID	34
Auditor Location	Costa Mesa, California

XML

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Real estate:
Buildings and improvements	$ 12,784,078	$ 12,025,271
Development costs and construction in progress	760,355	877,423
Land	2,667,188	2,603,964
Accumulated depreciation and amortization	(3,188,138)	(2,839,229)
Net real estate	13,023,483	12,667,429
Net investment in direct financing leases	0	44,706
Loans receivable, net of reserves of $8,280 and $1,813	374,832	415,811
Investments in and advances to unconsolidated joint ventures	706,677	403,634
Accounts receivable, net of allowance of $2,399 and $1,870	53,436	48,691
Cash and cash equivalents	72,032	158,287
Restricted cash	54,802	53,454
Intangible assets, net	418,061	519,760
Assets held for sale and discontinued operations, net	49,866	37,190
Right-of-use asset, net	237,318	233,942
Other assets, net	780,722	674,615
Total assets	15,771,229	15,257,519
LIABILITIES AND EQUITY
Bank line of credit and commercial paper	995,606	1,165,975
Term loans	495,957	0
Senior unsecured notes	4,659,451	4,651,933
Mortgage debt	346,599	352,081
Intangible liabilities, net	156,193	177,232
Liabilities related to assets held for sale and discontinued operations, net	4,070	15,056
Lease liability	208,515	204,547
Accounts payable, accrued liabilities, and other liabilities	772,485	755,384
Deferred revenue	844,076	789,207
Total liabilities	8,482,952	8,111,415
Commitments and contingencies (Note 12)
Redeemable noncontrolling interests	105,679	87,344
Common stock, $1.00 par value: 750,000,000 shares authorized; 546,641,973 and 539,096,879 shares issued and outstanding	546,642	539,097
Additional paid-in capital	10,349,614	10,100,294
Cumulative dividends in excess of earnings	(4,269,689)	(4,120,774)
Accumulated other comprehensive income (loss)	28,134	(3,147)
Total stockholders’ equity	6,654,701	6,515,470
Joint venture partners	327,721	342,234
Non-managing member unitholders	200,176	201,056
Total noncontrolling interests	527,897	543,290
Total equity	7,182,598	7,058,760
Total liabilities and equity	$ 15,771,229	$ 15,257,519

XML

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Reserve for loans receivable	$ 8,280	$ 1,813
Accounts receivable, allowance for credit loss	$ 2,399	$ 1,870
Common stock, par value (in dollars per share)	$ 1.00	$ 1.00
Common stock, shares authorized (in shares)	750,000,000	750,000,000
Common stock, shares issued (in shares)	546,641,973	539,096,879
Common stock, shares outstanding (in shares)	546,641,973	539,096,879

XML

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenues:
Rental and related revenues	$ 1,541,775	$ 1,378,384	$ 1,182,108
Resident fees and services	494,935	471,325	436,494
Income from direct financing leases	1,168	8,702	9,720
Interest income	23,300	37,773	16,553
Total revenues	2,061,178	1,896,184	1,644,875
Costs and expenses:
Interest expense	172,944	157,980	218,336
Depreciation and amortization	710,569	684,286	553,949
Operating	862,991	773,279	782,541
General and administrative	131,033	98,303	93,237
Transaction costs	4,853	1,841	18,342
Impairments and loan loss reserves (recoveries), net	7,004	23,160	42,909
Total costs and expenses	1,889,394	1,738,849	1,709,314
Other income (expense):
Gain (loss) on sales of real estate, net	9,078	190,590	90,350
Gain (loss) on debt extinguishments	0	(225,824)	(42,912)
Other income (expense), net	326,268	6,266	234,684
Total other income (expense), net	335,346	(28,968)	282,122
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	507,130	128,367	217,683
Income tax benefit (expense)	4,425	3,261	9,423
Equity income (loss) from unconsolidated joint ventures	1,985	6,100	(66,599)
Income (loss) from continuing operations	513,540	137,728	160,507
Income (loss) from discontinued operations	2,884	388,202	267,746
Net income (loss)	516,424	525,930	428,253
Noncontrolling interests’ share in continuing operations	(15,975)	(17,851)	(14,394)
Noncontrolling interests’ share in discontinued operations	0	(2,539)	(296)
Net income (loss) applicable to Healthpeak Properties, Inc.	500,449	505,540	413,563
Participating securities’ share in earnings	(2,657)	(3,269)	(2,416)
Net income (loss) applicable to common shares	$ 497,792	$ 502,271	$ 411,147
Basic earnings (loss) per common share:
Continuing operations (in dollars per share)	$ 0.92	$ 0.22	$ 0.27
Discontinued operations (in dollars per share)	0.00	0.71	0.50
Net income (loss) applicable to common shares (in dollars per share)	0.92	0.93	0.77
Diluted earnings (loss) per common share:
Continuing operations (in dollars per share)	0.92	0.22	0.27
Discontinued operations (in dollars per share)	0.00	0.71	0.50
Net income (loss) applicable to common shares (in dollars per share)	$ 0.92	$ 0.93	$ 0.77
Weighted average shares outstanding:
Basic (in shares)	538,809	538,930	530,555
Diluted (in shares)	539,147	539,241	531,056

XML

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 516,424	$ 525,930	$ 428,253
Other comprehensive income (loss):
Net unrealized gains (losses) on derivatives	30,145	332	(583)
Change in Supplemental Executive Retirement Plan obligation and other	1,136	457	(258)
Reclassification adjustment realized in net income (loss)	0	(251)	13
Total other comprehensive income (loss)	31,281	538	(828)
Total comprehensive income (loss)	547,705	526,468	427,425
Total comprehensive income (loss) attributable to Healthpeak Properties, Inc.	531,730	506,078	412,735
Continuing Operations
Total comprehensive (income) loss attributable to noncontrolling interests	(15,975)	(17,851)	(14,394)
Discontinued Operations
Total comprehensive (income) loss attributable to noncontrolling interests	$ 0	$ (2,539)	$ (296)

XML

CONSOLIDATED STATEMENTS OF EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS - USD ($) shares in Thousands, $ in Thousands	Total	Total Stockholders’ Equity	Common Stock	Additional Paid-In Capital	Cumulative Dividends In Excess Of Earnings	Accumulated Other Comprehensive Income (Loss)	Total Noncontrolling Interests	Cumulative Effect, Period of Adoption, Adjustment	[1]	Cumulative Effect, Period of Adoption, Adjustment Total Stockholders’ Equity	[1]	Cumulative Effect, Period of Adoption, Adjustment Cumulative Dividends In Excess Of Earnings	[1]	Cumulative Effect, Period of Adoption, Adjusted Balance	Cumulative Effect, Period of Adoption, Adjusted Balance Total Stockholders’ Equity	Cumulative Effect, Period of Adoption, Adjusted Balance Common Stock	Cumulative Effect, Period of Adoption, Adjusted Balance Additional Paid-In Capital	Cumulative Effect, Period of Adoption, Adjusted Balance Cumulative Dividends In Excess Of Earnings	Cumulative Effect, Period of Adoption, Adjusted Balance Accumulated Other Comprehensive Income (Loss)	Cumulative Effect, Period of Adoption, Adjusted Balance Total Noncontrolling Interests
Balance (in shares) at Dec. 31, 2019			505,222													505,222
Balance at Dec. 31, 2019	$ 6,658,859	$ 6,076,443	$ 505,222	$ 9,175,277	$ (3,601,199)	$ (2,857)	$ 582,416	$ (1,524)		$ (1,524)		$ (1,524)		$ 6,657,335	$ 6,074,919	$ 505,222	$ 9,175,277	$ (3,602,723)	$ (2,857)	$ 582,416
Increase (Decrease) in Stockholders' Equity
Net income (loss)	428,253	413,563			413,563		14,690
Other comprehensive income (loss)	(828)	(828)				(828)
Issuance of common stock, net (in shares)			33,307
Issuance of common stock, net	1,067,071	1,067,071	$ 33,307	1,033,764
Conversion of DownREIT units to common stock (in shares)			120
Conversion of DownREIT units to common stock	0	4,077	$ 120	3,957			(4,077)
Repurchase of common stock (in shares)			(298)
Repurchase of common stock	(10,529)	(10,529)	$ (298)	(10,231)
Exercise of stock options (in shares)			54
Exercise of stock options	1,806	1,806	$ 54	1,752
Amortization of stock-based compensation	20,534	20,534		20,534
Common dividends	(787,072)	(787,072)			(787,072)
Distributions to noncontrolling interests	(36,994)						(36,994)
Purchase of noncontrolling interests	(3,619)	(3,811)		(3,811)			192
Adjustments to redemption value of redeemable noncontrolling interests	(46,007)	(46,007)		(46,007)
Balance (in shares) at Dec. 31, 2020			538,405
Balance at Dec. 31, 2020	7,289,950	6,733,723	$ 538,405	10,175,235	(3,976,232)	(3,685)	556,227
Beginning balance at Dec. 31, 2019	11,106
Increase (Decrease) in Redeemable Noncontrolling Interests
Distributions to noncontrolling interests	(160)
Contributions from noncontrolling interests	443
Adjustments to redemption value of redeemable noncontrolling interests	46,007
Ending balance at Dec. 31, 2020	57,396
Increase (Decrease) in Stockholders' Equity
Net income (loss)	525,886	505,540			505,540		20,346
Other comprehensive income (loss)	538	538				538
Issuance of common stock, net (in shares)			1,005
Issuance of common stock, net	1,745	1,745	$ 1,005	740
Conversion of DownREIT units to common stock (in shares)			8
Conversion of DownREIT units to common stock	0	201	$ 8	193			(201)
Repurchase of common stock (in shares)			(418)
Repurchase of common stock	(12,841)	(12,841)	$ (418)	(12,423)
Exercise of stock options (in shares)			97
Exercise of stock options	3,291	3,291	$ 97	3,194
Amortization of stock-based compensation	22,851	22,851		22,851
Common dividends	(650,082)	(650,082)			(650,082)
Distributions to noncontrolling interests	(33,017)						(33,017)
Purchase of noncontrolling interests	(70)	(5)		(5)			(65)
Adjustments to redemption value of redeemable noncontrolling interests	(89,491)	(89,491)		(89,491)
Balance (in shares) at Dec. 31, 2021			539,097
Balance at Dec. 31, 2021	7,058,760	6,515,470	$ 539,097	10,100,294	(4,120,774)	(3,147)	543,290
Increase (Decrease) in Redeemable Noncontrolling Interests
Distributions to noncontrolling interests	(162)
Purchase of noncontrolling interests	(60,065)
Contributions from noncontrolling interests	640
Adjustments to redemption value of redeemable noncontrolling interests	89,491
Ending balance at Dec. 31, 2021	87,344
Increase (Decrease) in Stockholders' Equity
Net income (loss)	516,325	500,449			500,449		$ 15,876
Other comprehensive income (loss)	31,281	31,281				31,281
Issuance of common stock, net (in shares)			9,936
Issuance of common stock, net	309,417	309,417	$ 9,936	299,481
Conversion of DownREIT units to common stock (in shares)			27				7,000
Conversion of DownREIT units to common stock	0	880	$ 27	853			$ (880)
Repurchase of common stock (in shares)			(2,418)
Repurchase of common stock	(67,838)	(67,838)	$ (2,418)	(65,420)
Amortization of stock-based compensation	31,412	31,412		31,412
Common dividends	(649,364)	(649,364)			(649,364)
Distributions to noncontrolling interests	(30,389)						(30,389)
Adjustments to redemption value of redeemable noncontrolling interests	(17,006)	(17,006)		(17,006)
Balance (in shares) at Dec. 31, 2022			546,642
Balance at Dec. 31, 2022	7,182,598	$ 6,654,701	$ 546,642	$ 10,349,614	$ (4,269,689)	$ 28,134	$ 527,897
Increase (Decrease) in Redeemable Noncontrolling Interests
Net income (loss)	99
Distributions to noncontrolling interests	(160)
Contributions from noncontrolling interests	1,390
Adjustments to redemption value of redeemable noncontrolling interests	17,006
Ending balance at Dec. 31, 2022	$ 105,679

[1] On January 1, 2020, the Company adopted a series of Accounting Standards Updates (“ASUs”) related to accounting for credit losses and recognized the cumulative-effect of adoption to beginning retained earnings. Refer to Note 2 for a detailed impact of adoption.

XML

CONSOLIDATED STATEMENTS OF EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS (Parenthetical) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Statement of Stockholders' Equity [Abstract]
Common dividends, per share (in dollars per share)	$ 1.20	$ 1.20	$ 1.48

XML

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net income (loss)	$ 516,424	$ 525,930	$ 428,253
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization of real estate, in-place lease, and other intangibles	710,569	684,286	697,143
Stock-based compensation amortization expense	26,456	18,202	17,368
Amortization of deferred financing costs	10,881	9,216	10,157
Straight-line rents	(49,183)	(31,188)	(24,532)
Amortization of nonrefundable entrance fees and above/below market lease intangibles	(102,747)	(94,362)	(81,914)
Equity loss (income) from unconsolidated joint ventures	(2,049)	(11,235)	67,787
Distributions of earnings from unconsolidated joint ventures	943	4,976	12,294
Loss (gain) on sale of real estate under direct financing leases	(22,693)	0	(41,670)
Deferred income tax expense (benefit)	(6,001)	(5,792)	(14,573)
Impairments and loan loss reserves (recoveries), net	7,004	55,896	244,253
Loss (gain) on debt extinguishments	0	225,824	42,912
Loss (gain) on sales of real estate, net	(10,422)	(605,311)	(550,494)
Loss (gain) upon change of control, net	(311,438)	(1,042)	(159,973)
Casualty-related loss (recoveries), net	7,168	1,632	469
Other non-cash items	6,489	(8,178)	2,175
Changes in:
Decrease (increase) in accounts receivable and other assets, net	(17,433)	18,626	15,281
Increase (decrease) in accounts payable, accrued liabilities, and deferred revenue	136,293	7,768	93,495
Net cash provided by (used in) operating activities	900,261	795,248	758,431
Cash flows from investing activities:
Acquisitions of real estate	(178,133)	(1,483,026)	(1,170,651)
Development, redevelopment, and other major improvements of real estate	(861,636)	(610,555)	(791,566)
Leasing costs, tenant improvements, and recurring capital expenditures	(108,510)	(111,480)	(94,121)
Proceeds from sales of real estate, net	47,885	2,399,120	1,304,375
Proceeds from the South San Francisco JVs transaction, net	125,985	0	0
Acquisition of CCRC Portfolio	0	0	(394,177)
Contributions to unconsolidated joint ventures	(21,143)	(25,260)	(39,118)
Distributions in excess of earnings from unconsolidated joint ventures	12,518	37,640	18,555
Proceeds from insurance recovery	1,450	0	1,802
Proceeds from sales/principal repayments on loans receivable and direct financing leases	115,988	342,420	202,763
Investments in loans receivable and other	(10,747)	(17,827)	(45,562)
Net cash provided by (used in) investing activities	(876,343)	531,032	(1,007,700)
Cash flows from financing activities:
Borrowings under bank line of credit and commercial paper	15,882,153	16,821,450	4,742,600
Repayments under bank line of credit and commercial paper	(16,052,522)	(15,785,065)	(4,706,010)
Issuances and borrowings of term loans, senior unsecured notes, and mortgage debt	500,000	1,088,537	594,750
Repayments and repurchases of term loans, senior unsecured notes, and mortgage debt	(5,048)	(2,425,936)	(568,343)
Payments for debt extinguishment and deferred financing costs	(4,171)	(236,942)	(47,210)
Issuance of common stock and exercise of options, net of offering costs	308,100	5,036	1,068,877
Repurchase of common stock	(67,838)	(12,841)	(10,529)
Dividends paid on common stock	(648,047)	(650,082)	(787,072)
Distributions to and purchase of noncontrolling interests	(30,549)	(93,314)	(40,613)
Contributions from and issuance of noncontrolling interests	1,390	640	0
Net cash provided by (used in) financing activities	(116,532)	(1,288,517)	246,450
Effect of foreign exchanges on cash, cash equivalents and restricted cash	0	0	(153)
Net increase (decrease) in cash, cash equivalents and restricted cash	(92,614)	37,763	(2,972)
Cash, cash equivalents and restricted cash, beginning of year	219,448	181,685	184,657
Cash, cash equivalents and restricted cash, end of year	$ 126,834	$ 219,448	$ 181,685

XML

Business

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Business

Business

Overview

Healthpeak Properties, Inc., a Standard & Poor’s 500 company, is a Maryland corporation that is organized to qualify as a real estate investment trust (“REIT”) that, together with its consolidated entities (collectively, “Healthpeak” or the “Company”), invests primarily in real estate serving the healthcare industry in the United States (“U.S.”). Healthpeak® acquires, develops, owns, leases, and manages healthcare real estate. The Company’s diverse portfolio is comprised of investments in the following reportable healthcare segments: (i) life science; (ii) medical office; and (iii) continuing care retirement community (“CCRC”).

The Company’s corporate headquarters are in Denver, Colorado, and it has additional offices in California, Tennessee, and Massachusetts.

UPREIT Reorganization

On February 7, 2023, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with New Healthpeak, Inc., a Maryland corporation (“New Healthpeak”) and its wholly owned subsidiary, and Healthpeak Merger Sub, Inc., a Maryland corporation (“Merger Sub”) that is a wholly owned subsidiary of New Healthpeak. The purpose of the transactions contemplated by the Merger Agreement is for the Company to implement a corporate reorganization into a new holding company structure commonly referred to as an Umbrella Partnership Real Estate Investment Trust, or UPREIT (the “Reorganization”).

Pursuant to the Merger Agreement, Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation and a wholly owned subsidiary of New Healthpeak (the “Merger”). The Merger is expected to be effective as of February 10, 2023 (the “Effective Time”). As part of the Merger, the Company’s name will change to Healthpeak Properties Interim, Inc., and, effective immediately after the Effective Time, New Healthpeak’s name will be changed to Healthpeak Properties, Inc. The Merger is expected to be conducted in accordance with Section 3-106.2 of the Maryland General Corporation Law. Accordingly, the Merger will not require the approval of the Company’s stockholders, and the Merger will not give rise to statutory dissenters’ rights.

In connection with the Reorganization and immediately following the Merger, the Company will convert from a Maryland corporation to a Maryland limited liability company named Healthpeak OP, LLC (“Healthpeak OP”).

Following the Merger, the business, management and board of directors of New Healthpeak will be identical to the business, management and board of directors of the company immediately before the Merger, except that the business of the company is expected to be conducted exclusively through Healthpeak OP. The consolidated assets and liabilities of New Healthpeak immediately following the Merger will be identical to the consolidated assets and liabilities of the Company immediately prior to the Merger. New Healthpeak will not hold any assets directly other than its ownership interest in Healthpeak OP and certain de minimis assets that may be held for certain administrative functions. None of the properties owned by the Company or its subsidiaries or any interests therein will be transferred as part of the Reorganization. All material indebtedness of the Company immediately prior to the Merger will remain the indebtedness of Healthpeak OP after the Merger.

XML

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Use of Estimates

Management is required to make estimates and assumptions in the preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”). These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from management’s estimates.

Basis of Presentation

The consolidated financial statements include the accounts of Healthpeak Properties, Inc., its wholly-owned subsidiaries, joint ventures (“JVs”), and variable interest entities (“VIEs”) that it controls through voting rights or other means. Intercompany transactions and balances have been eliminated upon consolidation.

The Company is required to continually evaluate its VIE relationships and consolidate these entities when it is determined to be the primary beneficiary of their operations. A VIE is broadly defined as an entity where either: (i) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support, (ii) substantially all of an entity’s activities either involve or are conducted on behalf of an investor that has disproportionately few voting rights, or (iii) the equity investors as a group lack any of the following: (a) the power through voting or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance, (b) the obligation to absorb the expected losses of an entity, or (c) the right to receive the expected residual returns of an entity. Criterion (iii) above is generally applied to limited partnerships and similarly structured entities by assessing whether a simple majority of the limited partners hold substantive rights to participate in the significant decisions of the entity or have the ability to remove the decision maker or liquidate the entity without cause. If neither of those criteria are met, the entity is a VIE.

The designation of an entity as a VIE is reassessed upon certain events, including, but not limited to: (i) a change to the contractual arrangements of the entity or in the ability of a party to exercise its participation or kick-out rights, (ii) a change to the capitalization structure of the entity, or (iii) acquisitions or sales of interests that constitute a change in control.

A variable interest holder is considered to be the primary beneficiary of a VIE if it has the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and has the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. The Company qualitatively assesses whether it is (or is not) the primary beneficiary of a VIE. Consideration of various factors include, but is not limited to, which activities most significantly impact the entity’s economic performance and the ability to direct those activities, its form of ownership interest, its representation on the VIE’s governing body, the size and seniority of its investment, its ability and the rights of other investors to participate in policy making decisions, its ability to manage its ownership interest relative to the other interest holders, and its ability to replace the VIE manager and/or liquidate the entity.

For its investments in joint ventures that are not considered to be VIEs, the Company evaluates the type of ownership rights held by the limited partner(s) that may preclude consolidation by the majority interest holder. The assessment of limited partners’ rights and their impact on the control of a joint venture should be made at inception of the joint venture and continually reassessed.

Revenue Recognition

Lease Classification

The Company classifies a lease as an operating lease if none of the following criteria are met: (i) transfer of ownership to the lessee by the end of the lease term, (ii) lessee has a purchase option during or at the end of the lease term that it is reasonably certain to exercise, (iii) the lease term is for the major part of the remaining economic life of the underlying asset, (iv) the present value of future minimum lease payments is equal to substantially all of the fair value of the underlying asset, or (v) the underlying asset is of such a specialized nature that it is expected to have no alternative use to the Company at the end of the lease term.

Rental and Related Revenues

The Company recognizes rental revenue from its life science and medical office properties in accordance with Accounting Standards Codification (“ASC”) 842, Leases (“ASC 842”). The Company commences recognition of rental revenue for operating lease arrangements when the tenant has taken possession or controls the physical use of a leased asset. The tenant is not considered to have taken physical possession or have control of the leased asset until the Company-owned tenant improvements are substantially complete. If a lease arrangement provides for tenant improvements, the Company determines whether the tenant improvements are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, any tenant improvements funded by the tenant are treated as lease payments which are deferred and amortized into income over the lease term. When the tenant is the owner of the tenant improvements, any tenant improvement allowance that is funded by the Company is treated as a lease incentive and amortized as a reduction of revenue over the lease term.

Ownership of tenant improvements is determined based on various factors including, but not limited to, the following criteria:

•lease stipulations of how and on what a tenant improvement allowance may be spent;

•which party to the arrangement retains legal title to the tenant improvements upon lease expiration;

•whether the tenant improvements are unique to the tenant or general purpose in nature;

•if the tenant improvements are expected to have significant residual value at the end of the lease term;

•the responsible party for construction cost overruns; and

•which party constructs or directs the construction of the improvements.

Certain leases provide for additional rents that are contingent upon a percentage of the facility’s revenue in excess of specified base amounts or other thresholds. Such revenue is recognized when actual results reported by the tenant or estimates of tenant results, exceed the base amount or other thresholds, and only after any contingency has been removed (when the related thresholds are achieved). This may result in the recognition of rental revenue in periods subsequent to when such payments are received.

Tenant recoveries subject to operating leases generally relate to the reimbursement of real estate taxes, insurance, and repair and maintenance expense, and are recognized as both revenue (in rental and related revenues) and expense (in operating expenses) in the period the expense is incurred as the Company is the party paying the service provider. Rental and related revenues from other variable payments are recognized when the associated contingencies are removed. In accordance with ASC 842, the Company accounts for lease and nonlease components as a single lease component for the purpose of revenue recognition and disclosure.

For operating leases with minimum scheduled rent increases, the Company recognizes income on a straight line basis over the lease term when collectibility of future minimum lease payments is probable. Recognizing rental income on a straight line basis results in a difference in the timing of revenue amounts from what is contractually due from tenants. If the Company determines that collectibility of future minimum lease payments is not probable, the straight-line rent receivable balance is written off and recognized as a decrease in revenue in that period and future revenue recognition is limited to amounts contractually owed and paid. If it is no longer probable that substantially all future minimum lease payments under operating leases will be received, the accounts receivable and straight-line rent receivable balance is written off and recognized as a decrease in revenue in that period.

The Company’s operating leases generally contain options to extend lease terms at prevailing market rates at the time of expiration. Certain operating leases contain early termination options that require advance notice and payment of a penalty, which in most cases is substantial enough to be deemed economically disadvantageous by a tenant to exercise.

Resident Fees and Services

The Company recognizes resident fee and service revenue from its Senior Housing Operating Property (“SHOP”) portfolios and CCRC properties in accordance with ASC 606, Revenue from Contracts with Customers. Resident fee revenue is recorded when services are rendered and includes resident room and care charges, community fees, and other resident charges. Residency agreements for SHOP and CCRC facilities are generally for a term of 30 days to one year, with resident fees billed monthly, in advance. Revenue for certain care related services is recognized as services are provided and is billed monthly in arrears.

Certain of the Company’s CCRCs are operated as entrance fee communities, which typically require a resident to pay an upfront entrance fee that includes both a refundable portion and non-refundable portion. When the Company receives a nonrefundable entrance fee, it is recorded in deferred revenue in the Consolidated Balance Sheets and amortized into revenue over the estimated stay of the resident. The Company utilizes third-party actuarial experts in its determination of the estimated stay of residents.

Income from Direct Financing Leases

The Company utilizes the direct finance method of accounting to record direct financing lease (“DFL”) income. For a lease accounted for as a DFL, the net investment in the DFL represents receivables for the sum of future minimum lease payments and the estimated residual value of the leased property, less the unamortized unearned income. Unearned income is deferred and amortized to income over the lease term to provide a constant yield when collectibility of the lease payments is reasonably assured. During the first quarter of 2022, the Company sold its remaining hospital under a DFL.

Interest Income

Loans receivable are classified as held-for-investment based on management’s intent and ability to hold the loans for the foreseeable future or to maturity. Loans held-for-investment are carried at amortized cost and reduced by a valuation allowance for estimated credit losses, as necessary. When collectibility of the future payments is reasonably assured, the Company utilizes the interest method on a loan-by-loan basis to recognize interest income on its loans, which includes the amortization of discounts and premiums as well as loan fees paid and received.

Gain (loss) on sales of real estate, net

The Company recognizes a gain (loss) on sale of real estate when the criteria for an asset to be derecognized are met, which include when: (i) a contract exists, (ii) the buyer obtains control of the asset, and (iii) it is probable that the Company will receive substantially all of the consideration to which it is entitled. These criteria are generally satisfied at the time of sale.

Government Grant Income

On March 27, 2020, the federal government enacted the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) to provide financial aid to individuals, businesses, and state and local governments. During the years ended December 31, 2022, 2021, and 2020, the Company received government grants under the CARES Act primarily to cover increased expenses and lost revenue during the pandemic caused by the coronavirus disease (“Covid”). Grant income is recognized to the extent that qualifying expenses and lost revenues exceed grants received and the Company will comply with all conditions attached to the grant. As of December 31, 2022, the amount of qualifying expenditures and lost revenue exceeded grant income recognized and the Company believes it has complied and will continue to comply with all grant conditions. In the event of non-compliance, all such amounts received are subject to recapture.

The following table summarizes information related to government grant income received and recognized by the Company (in thousands):

	Year Ended December 31,
	2022		2021		2020
Government grant income recorded in other income (expense), net	$	6,765	$	1,412	$	16,198
Government grant income recorded in equity income (loss) from unconsolidated joint ventures	878		1,749		1,279
Government grant income recorded in income (loss) from discontinued operations	217		3,669		15,436
Total government grants received	$	7,860	$	6,830	$	32,913

Credit Losses

The Company evaluates the liquidity and creditworthiness of its occupants, operators, and borrowers on a monthly and quarterly basis. The Company’s evaluation considers payment history and current credit status, industry and economic conditions, individual and portfolio property performance, credit enhancements, liquidity, and other factors. The Company’s occupants, operators, and borrowers furnish property, portfolio, and guarantor/operator-level financial statements, among other information, on a monthly or quarterly basis; the Company utilizes this financial information to calculate the lease or debt service coverages that it uses as a primary credit quality indicator. Lease and debt service coverage information is evaluated together with other property, portfolio, and operator performance information, including revenue, expense, net operating income, occupancy, rental rate, reimbursement trends, capital expenditures, and EBITDA (defined as earnings before interest, tax, and depreciation and amortization), along with other liquidity measures. The Company evaluates, on a monthly basis or immediately upon a significant change in circumstance, its occupants’, operators’, and borrowers’ ability to service their obligations with the Company.

In connection with the Company’s quarterly review process or upon the occurrence of a significant event, loans receivable and DFLs (collectively, “finance receivables”), are reviewed and assigned an internal rating of Performing, Watch List, or Workout. Finance receivables that are deemed Performing meet all present contractual obligations, and collection and timing, of all amounts owed is reasonably assured. Watch List finance receivables are defined as finance receivables that do not meet the definition of Performing or Workout. Workout finance receivables are defined as finance receivables in which the Company has determined, based on current information and events, that: (i) it is probable it will be unable to collect all amounts due according to the contractual terms of the agreement, (ii) the tenant, operator, or borrower is delinquent on making payments under the contractual terms of the agreement, and (iii) the Company has commenced action or anticipates pursuing action in the near term to seek recovery of its investment.

Finance receivables are placed on nonaccrual status when management determines that the collectibility of contractual amounts is not reasonably assured (the asset will have an internal rating of either Watch List or Workout). Further, the Company performs a credit analysis to support the tenant’s, operator’s, borrower’s, and/or guarantor’s repayment capacity and the underlying collateral values. The Company uses the cash basis method of accounting for finance receivables placed on nonaccrual status unless one of the following conditions exist whereby it utilizes the cost recovery method of accounting if: (i) the Company determines that it is probable that it will only recover the recorded investment in the finance receivable, net of associated allowances or charge-offs (if any), or (ii) the Company cannot reasonably estimate the amount of an impaired finance receivable. For cash basis method of accounting, the Company applies payments received, excluding principal paydowns, to interest income so long as that amount does not exceed the amount that would have been earned under the original contractual terms. For cost recovery method of accounting, any payment received is applied to reduce the recorded investment. Generally, the Company returns a finance receivable to accrual status when all delinquent payments become current under the terms of the loan or lease agreements and collectibility of the remaining contractual loan or lease payments is reasonably assured.

At inception of a finance receivable, the Company recognizes an allowance for credit losses expected to be incurred over the life of the instrument. The model utilized by the Company to determine such losses emphasizes historical experience and future market expectations to determine a loss to be recognized at inception. However, the model is applied on an individual basis and relies on counter-party specific information to ensure the most accurate estimate is recognized. The Company also performs a quarterly review process (or upon the occurrence of a significant event) to evaluate its borrowers’ creditworthiness and liquidity to determine the amount of credit losses to recognize during the period. If a finance receivable is deemed partially or wholly uncollectible, the uncollectible balance is deducted from the allowance in the period in which such determination is made. Credit loss expenses and recoveries are recorded in impairments and loan loss reserves (recoveries), net.

Real Estate

The Company’s real estate acquisitions are generally classified as asset acquisitions for which the Company records identifiable assets acquired, liabilities assumed, and any associated noncontrolling interests at cost on a relative fair value basis. In addition, for such asset acquisitions, no goodwill is recognized, third party transaction costs are capitalized and any associated contingent consideration is generally recorded when the amount of consideration is reasonably estimable and probable of being paid.

The Company assesses fair value based on available market information, such as capitalization and discount rates, comparable sale transactions, and relevant per square foot or unit cost information. A real estate asset’s fair value may be determined utilizing cash flow projections that incorporate such market information. Estimates of future cash flows are based on a number of factors including historical operating results, known and anticipated trends, as well as market and economic conditions. The fair value of tangible assets of an acquired property is based on the value of the property as if it is vacant.

The Company recognizes acquired “above and below market” leases at their relative fair value (for asset acquisitions) using discount rates which reflect the risks associated with the leases acquired. The fair value is based on the present value of the difference between (i) the contractual amounts paid pursuant to each in-place lease and (ii) management’s estimate of fair market lease rates for each in-place lease, measured over a period equal to the remaining term of the lease for above market leases and the initial term plus the extended term for any leases with renewal options that are reasonably certain to be exercised. Other intangible assets acquired include amounts for in-place lease values that are based on an evaluation of the specific characteristics of each property and the acquired tenant lease(s). Factors considered include estimates of carrying costs during hypothetical expected lease-up periods, market conditions, and costs to execute similar leases. In estimating carrying costs, the Company includes estimates of lost rents at market rates during the hypothetical expected lease-up periods, which are dependent on local market conditions and expected trends. In estimating costs to execute similar leases, the Company considers leasing commissions, legal, and other related costs.

Certain of the Company's acquisitions involve the assumption of contract liabilities. The Company typically estimates the fair value of contract liabilities by applying a reasonable profit margin to the total discounted estimated future costs associated with servicing the contract. A variety of market and contract-specific conditions are considered when making assumptions that impact the estimated fair value of the contract liability.

The Company capitalizes direct construction and development costs, including predevelopment costs, interest, property taxes, insurance, and other costs directly related and essential to the development or construction of a real estate asset. The Company capitalizes construction and development costs while substantive activities are ongoing to prepare an asset for its intended use. During the holding or development period, certain real estate assets generate incidental income that is not associated with the future profit or return from the intended use of the property. Such income is recognized as a reduction of the associated project costs. The Company considers a construction project as substantially complete and held available for occupancy upon the completion of Company-owned tenant improvements, but no later than one year from cessation of significant construction activity. Costs incurred after a project is substantially complete and ready for its intended use, or after development activities have ceased, are expensed as incurred. For redevelopment of existing operating properties, the Company capitalizes the cost for the construction and improvement incurred in connection with the redevelopment.

Costs previously capitalized related to abandoned developments/redevelopments are charged to earnings. Expenditures for repairs and maintenance are expensed as incurred. The Company considers costs incurred in conjunction with re-leasing properties, including tenant improvements and lease commissions, to represent the acquisition of productive assets and such costs are reflected as investing activities in the Company’s Consolidated Statements of Cash Flows.

Initial direct costs incurred in connection with successful property leasing are capitalized as deferred leasing costs and classified as investing activities in the Consolidated Statements of Cash Flows. Initial direct costs include only those costs that are incremental to the arrangement and would not have been incurred if the lease had not been obtained. Initial direct costs consist of leasing commissions paid to external third party brokers and lease incentives. Initial direct costs are included in other assets, net in the Consolidated Balance Sheets and amortized in depreciation and amortization in the Consolidated Statements of Operations using the straight-line method of accounting over the lease term.

The Company computes depreciation on properties using the straight-line method over the assets’ estimated useful lives. Depreciation is discontinued when a property is identified as held for sale. Buildings and improvements are depreciated over useful lives ranging up to 50 years. Above and below market lease intangibles are amortized to revenue over the remaining noncancellable lease terms and renewal periods that are reasonably certain to be exercised, if any. In-place lease intangibles are amortized to expense over the remaining noncancellable lease term and renewal periods that are reasonably certain to be exercised, if any.

Lessee Accounting

For leases greater than 12 months for which the Company is the lessee, such as ground leases and corporate office leases, the Company recognizes a right-of-use asset and related lease liability on the Consolidated Balance Sheets at inception of the lease. The lease liability is calculated as the sum of: (i) the present value of minimum lease payments at lease commencement (discounted using the Company's secured incremental borrowing rate) and (ii) the present value of amounts probable of being paid under any residual value guarantees. Certain of the Company’s lease agreements have options to extend or terminate the contract terms upon meeting certain criteria. The lease term utilized in the calculation of the lease liability includes these options if they are considered reasonably certain of exercise. The right-of-use asset is calculated as the lease liability, adjusted for the following: (i) any lease payments made to the lessor at or before the commencement date, minus any lease incentives received and (ii) any initial direct costs incurred by the Company. Lease expense related to corporate assets is included in general and administrative expenses and lease expense related to ground leases is included within operating expenses in the Company’s Consolidated Statements of Operations.

For leases with a noncancellable lease term of 12 months or less for which the Company is the lessee, the Company recognizes expenses on a straight-line basis and does not recognize such leases on the Consolidated Balance Sheets.

Impairment of Long-Lived Assets and Goodwill

The Company assesses the carrying value of real estate assets and related intangibles (“real estate assets”) when events or changes in circumstances indicate that the carrying value may not be recoverable. The Company tests its real estate assets for impairment by comparing the sum of the expected future undiscounted cash flows to the carrying value of the real estate assets. The expected future undiscounted cash flows reflect the expected use and eventual disposition of the asset, and are probability-weighted to reflect multiple possible cash-flow scenarios, including selling the assets at various points in the future. Further, the analysis considers the impact, if any, of master lease agreements on cash flows, which are calculated utilizing the lowest level of identifiable cash flows that are largely independent of the cash flows of other assets and liabilities. If the carrying value exceeds the expected future undiscounted cash flows, an impairment loss will be recognized to the extent that the carrying value of the real estate assets exceeds their fair value.

Determining the fair value of real estate assets, including assets classified as held-for-sale, involves significant judgment and generally utilizes market capitalization rates, comparable market transactions, estimated per unit or per square foot prices, negotiations with prospective buyers, and forecasted cash flows (primarily lease revenue rates, expense rates, and growth rates).

When testing goodwill for impairment, if the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company recognizes an impairment loss for the amount by which the carrying value, including goodwill, exceeds the reporting unit’s fair value.

Assets Held for Sale and Discontinued Operations

The Company classifies a real estate property as held for sale when: (i) management has approved the disposal, (ii) the property is available for sale in its present condition, (iii) an active program to locate a buyer has been initiated, (iv) it is probable that the property will be disposed of within one year, (v) the property is being marketed at a reasonable price relative to its fair value, and (vi) it is unlikely that the disposal plan will significantly change or be withdrawn. If a real estate property is classified as held for sale, it is reported at the lower of its carrying value or fair value less costs to sell and no longer depreciated.

The Company classifies a loan receivable as held for sale when management no longer has the intent and ability to hold the loan receivable for the foreseeable future or until maturity. If a loan receivable is classified as held for sale, it is reported at the lower of amortized cost or fair value.

A discontinued operation represents: (i) a component of the Company or group of components that has been disposed of or is classified as held for sale in a single transaction and represents a strategic shift that has or will have a major effect on the Company’s operations and financial results or (ii) an acquired business that is classified as held for sale on the date of acquisition. Examples of a strategic shift may include disposing of: (i) a separate major line of business, (ii) a separate major geographic area of operations, or (iii) other major parts of the Company.

Senior Housing Triple-Net and Senior Housing Operating Portfolio Dispositions

During 2020, the Company established and began executing a plan to dispose of its senior housing triple-net and SHOP portfolios and concluded that the planned dispositions represented a strategic shift that had and will have a major effect on the Company’s operations and financial results. Therefore, senior housing triple-net and SHOP assets meeting the held for sale criteria are classified as discontinued operations in all periods presented herein. In September 2021, the Company successfully completed the disposition of the remaining senior housing triple-net and SHOP properties. See Note 5 for further information.

Investments in Unconsolidated Joint Ventures

Investments in entities the Company does not consolidate, but over which the Company has the ability to exercise significant influence over operating and financial policies, are reported under the equity method of accounting. Under the equity method of accounting, the Company’s share of the investee’s earnings or losses is included in equity income (loss) from unconsolidated joint ventures within the Company’s Consolidated Statements of Operations.

The initial carrying value of investments in unconsolidated joint ventures is based on the amount paid to purchase the joint venture interest, the fair value of assets contributed to the joint venture, or the fair value of the assets prior to the sale of interests in the joint venture. To the extent that the Company’s cost basis is different from the basis reflected at the joint venture level, the basis difference is generally amortized over the lives of the related assets and liabilities, and such amortization is included in the Company’s share of equity in earnings of the joint venture. If an equity method investment shows indicators of impairment, the Company evaluates its equity method investments for impairment based on a comparison of the fair value of the equity method investment to its carrying value. When the Company determines a decline in fair value below carrying value of an investment in an unconsolidated joint venture is other-than-temporary, an impairment is recorded. The Company recognizes gains on the sale of interests in joint ventures to the extent the economic substance of the transaction is a sale.

The Company’s fair values of its equity method investments are determined based on discounted cash flow models that include all estimated cash inflows and outflows over a specified holding period and, where applicable, any estimated debt premiums or discounts. Capitalization rates, discount rates, and credit spreads utilized in these valuation models are based on assumptions that the Company believes to be within a reasonable range of current market rates for the respective investments.

Share-Based Compensation

Compensation expense for share-based awards granted to employees with graded vesting schedules is generally recognized on a straight-line basis over the vesting period. Forfeitures of share-based awards are recognized as they occur.

Cash and Cash Equivalents and Restricted Cash

Cash and cash equivalents consist of cash on hand and short-term investments with original maturities of three months or less when purchased. Restricted cash primarily consists of amounts held by mortgage lenders to provide for: (i) real estate tax expenditures, (ii) tenant improvements, and (iii) capital expenditures, as well as security deposits and net proceeds from property sales that were executed as tax-deferred dispositions.

The Company maintains its cash and cash equivalents at financial institutions insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 per institution. As the account balances at each institution periodically exceed the FDIC insurance coverage, there is a concentration of credit risk related to amounts in excess of such coverage.

Derivatives and Hedging

During its normal course of business, the Company uses certain types of derivative instruments for the purpose of managing interest rate and foreign currency risk. To qualify for hedge accounting, derivative instruments used for risk management purposes must effectively reduce the risk exposure that they are designed to hedge. In addition, at inception of a qualifying cash flow hedging relationship, the underlying transaction or transactions, must be, and are expected to remain, probable of occurring in accordance with the Company’s related assertions.

The Company recognizes all derivative instruments, including embedded derivatives that are required to be bifurcated, as assets or liabilities to the Consolidated Balance Sheets at fair value. Changes in fair value of derivative instruments that are not designated in hedging relationships or that do not meet the criteria of hedge accounting are recognized in other income (expense), net. For derivative instruments designated in qualifying cash flow hedging relationships, changes in fair value related to the effective portion of the derivative instruments are recognized in accumulated other comprehensive income (loss), whereas changes in fair value related to the ineffective portion would be recognized in earnings.

If it is determined that a derivative instrument ceases to be highly effective as a hedge, or that it is probable the underlying forecasted transaction will not occur, the Company discontinues its cash flow hedge accounting prospectively and records the appropriate adjustment to earnings based on the current fair value of the derivative instrument.

Income Taxes

Healthpeak Properties, Inc. has elected REIT status and believes it has always operated so as to continue to qualify as a REIT under Sections 856 to 860 of the Internal Revenue Code of 1986, as amended (the “Code”). Accordingly, Healthpeak Properties, Inc. will generally not be subject to U.S. federal income tax, provided that it continues to qualify as a REIT and makes distributions to stockholders equal to or in excess of its taxable income. In addition, the Company has formed several consolidated subsidiaries that have elected REIT status. Healthpeak Properties, Inc. and its consolidated REIT subsidiaries are each subject to the REIT qualification requirements under the Code. If any REIT fails to qualify as a REIT in any taxable year, it will be subject to federal income taxes at regular corporate rates and may be ineligible to qualify as a REIT for four subsequent tax years.

Healthpeak Properties, Inc. and its consolidated REIT subsidiaries are subject to state, local, and/or foreign income taxes in some jurisdictions. In certain circumstances each REIT may also be subject to federal excise taxes on undistributed income. In addition, certain activities that the Company undertakes may be conducted by entities that have elected to be treated as taxable REIT subsidiaries (“TRSs”). TRSs are subject to federal, state, and local income taxes. The Company recognizes tax penalties relating to unrecognized tax benefits as additional income tax expense. Interest relating to unrecognized tax benefits is recognized as interest expense.

The Company is required to evaluate its deferred tax assets for realizability and recognize a valuation allowance, which is recorded against its deferred tax assets, if it is more likely than not that the deferred tax assets will not be realized. The Company considers all available evidence in its determination of whether a valuation allowance for deferred tax assets is required.

Advertising Costs

All advertising costs are expensed as incurred and reported within operating expenses on the Consolidated Statements of Operations. During the years ended December 31, 2022, 2021, and 2020, total advertising expense was $8 million, $11 million, and $18 million, respectively ($0.1 million, $3 million, and $12 million, respectively, of which is reported in income (loss) from discontinued operations on the Consolidated Statements of Operations).

Capital Raising Issuance Costs

Costs incurred in connection with the issuance of common shares are recorded as a reduction of additional paid-in capital. Debt issuance costs related to debt instruments, excluding line of credit arrangements and commercial paper, are deferred, recorded as a reduction of the related debt liability, and amortized to interest expense over the remaining term of the related debt liability utilizing the effective interest method. Debt issuance costs related to line of credit arrangements and commercial paper are deferred, included in other assets, and amortized to interest expense on a straight-line basis over the remaining term of the related line of credit arrangement. Commercial paper are unsecured short-term debt securities with varying maturities. A line of credit serves as a liquidity backstop for repayment of commercial paper borrowings.

Penalties incurred to extinguish debt and any remaining unamortized debt issuance costs, discounts, and premiums are recognized as income or expense in the Consolidated Statements of Operations at the time of extinguishment.

Segment Reporting

The Company’s reportable segments, based on how it evaluates its business and allocates resources, are as follows: (i) life science, (ii) medical office, and (iii) CCRC.

Noncontrolling Interests

Arrangements with noncontrolling interest holders are assessed for appropriate balance sheet classification based on the redemption and other rights held by the noncontrolling interest holder. Net income (loss) attributable to a noncontrolling interest is included in net income (loss) on the Consolidated Statements of Operations and, upon a gain or loss of control, the interest purchased or sold, and any interest retained, is recorded at fair value with any gain or loss recognized in earnings. The Company accounts for purchases or sales of equity interests that do not result in a change in control as equity transactions.

The Company consolidates non-managing member limited liability companies (“DownREITs”) because it exercises control, and the noncontrolling interests in these entities are carried at cost. The non-managing member limited liability company (“LLC”) units (“DownREIT units”) are exchangeable for an amount of cash approximating the then-current market value of shares of the Company’s common stock or, at the Company’s option, shares of the Company’s common stock (subject to certain adjustments, such as stock splits and reclassifications). Upon exchange of DownREIT units for the Company’s common stock, the carrying amount of the DownREIT units is reclassified to stockholders’ equity.

Redeemable Noncontrolling Interests

Certain of the Company’s noncontrolling interest holders have the ability to put their equity interests to the Company upon specified events or after the passage of a predetermined period of time. Each put option is payable in cash and subject to increases in redemption value in the event that the underlying property generates specified returns and meets certain promote thresholds pursuant to the respective agreements. Accordingly, the Company records redeemable noncontrolling interests outside of permanent equity and presents the redeemable noncontrolling interests at the greater of their carrying amount or redemption value at the end of each reporting period.

Foreign Currency Translation and Transactions

Assets and liabilities denominated in foreign currencies that are translated into U.S. dollars use exchange rates in effect at the end of the period, and revenues and expenses denominated in foreign currencies that are translated into U.S. dollars use average rates of exchange in effect during the related period. Gains or losses resulting from translation are included in accumulated other comprehensive income (loss). Gains or losses resulting from foreign currency transactions are translated into U.S. dollars at the rates of exchange prevailing at the dates of the transactions. The effects of transaction gains or losses are included in other income (expense), net in the Consolidated Statements of Operations.

Fair Value Measurement

The Company measures and discloses the fair value of nonfinancial and financial assets and liabilities utilizing a hierarchy of valuation techniques based on whether the inputs to a fair value measurement are considered to be observable or unobservable in a marketplace. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. This hierarchy requires the use of observable market data when available. These inputs have created the following fair value hierarchy:

•Level 1—quoted prices for identical instruments in active markets;

•Level 2—quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and

•Level 3—fair value measurements derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

The Company measures fair value using a set of standardized procedures that are outlined herein for all assets and liabilities that are required to be measured at fair value. When available, the Company utilizes quoted market prices to determine fair value and classifies such items in Level 1. In instances where a market price is available, but the instrument is in an inactive or over-the-counter market, the Company consistently applies the dealer (market maker) pricing estimate and classifies the asset or liability in Level 2.

If quoted market prices or inputs are not available, fair value measurements are based on valuation models that utilize current market or independently sourced market inputs, such as interest rates, option volatilities, credit spreads, and/or market capitalization rates. Items valued using such internally-generated valuation techniques are classified according to the lowest level input that is significant to the fair value measurement. As a result, the asset or liability could be classified in either Level 2 or Level 3 even though there may be some significant inputs that are readily observable. Internal fair value models and techniques used by the Company include discounted cash flow models. The Company also considers its counterparty’s and own credit risk for derivative instruments and other liabilities measured at fair value. The Company has elected the mid-market pricing expedient when determining fair value.

Earnings per Share

Basic earnings per common share is computed by dividing net income (loss) applicable to common shares by the weighted average number of shares of common stock outstanding during the period. The Company accounts for unvested share-based payment awards that contain non-forfeitable dividend rights or dividend equivalents (whether paid or unpaid) as participating securities, which are included in the computation of earnings per share pursuant to the two-class method. Diluted earnings per common share is calculated by including the effect of dilutive securities, such as the impact of forward equity sales agreements using the treasury stock method and common shares issuable from the assumed conversion of DownREIT units, stock options, certain performance restricted stock units, and unvested restricted stock units.

Recent Accounting Pronouncements

Credit Losses. In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 is intended to improve financial reporting by requiring timelier recognition of credit losses on loans and other financial instruments held by financial institutions and other organizations. The amendments in ASU 2016-13 eliminate the “probable” initial threshold for recognition of credit losses in previous accounting guidance and, instead, reflect an entity’s current estimate of all expected credit losses over the life of the financial instrument. Historically, when credit losses were measured under previous accounting guidance, an entity generally only considered past events and current conditions in measuring the incurred loss. The amendments in ASU 2016-13 broaden the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually. The use of forecasted information incorporates more timely information in the estimate of expected credit loss.

As a result of adopting ASU 2016-13 on January 1, 2020 using the modified retrospective transition approach, the Company recognized a cumulative-effect adjustment to equity of $2 million. Under ASU 2016-13, the Company began using a loss model that relies on future expected credit losses, rather than incurred losses, as was required under historical GAAP. Under the new model, the Company is required to recognize future credit losses expected to be incurred over the life of its finance receivables, including loans receivable, DFLs, and certain accounts receivable, at inception of those instruments. The model emphasizes historical experience and future market expectations to determine a loss to be recognized at inception. However, the model continues to be applied on an individual basis and rely on counter-party specific information to ensure the most accurate estimate is recognized. The Company reassesses its reserves on finance receivables at each balance sheet date to determine if an adjustment to the previous reserve is necessary.

Accounting for Lease Concessions Related to Covid. In April 2020, the FASB staff issued a question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance to lease concessions provided as a result of Covid. Under ASC 842 the Company would have to determine, on a lease-by-lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated within the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A allows the Company, if certain criteria have been met, to bypass the lease-by-lease analysis, and instead elect to either apply the lease modification accounting framework or not, with such election applied consistently to leases with similar characteristics and similar circumstances. During the year ended December 31, 2020, the Company provided rent deferrals, which were required to be repaid before the end of 2020, to certain tenants in its life science and medical office segments that were impacted by Covid (discussed in further detail in Note 7). No such rent deferrals were provided to tenants during the years ended December 31, 2022 and 2021. The Company elected to not assess these rent deferrals on a lease-by-lease basis and to continue recognizing rent revenue on a straight-line basis.

Government Assistance. In November 2021, the FASB issued ASU No. 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance (“ASU 2021-10”), which increases the transparency of government assistance including the disclosure of the types of assistance, an entity’s accounting for assistance, and the effect of the assistance on an entity’s financial statements. The adoption of ASU 2021-10 on January 1, 2022 did not have a material impact on the Company’s consolidated financial position, results of operations, cash flows, or disclosures.

Reference Rate Reform. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), which provides optional guidance for a limited period of time to ease the potential burden in accounting for, or recognizing the effects of, reference rate reform on financial reporting. In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), which amends the scope of ASU 2020-04 to include derivative instruments that use an interest rate for margining, discounting, or contract price alignment that is modified as a result of reference rate reform. In December 2022, the FASB issued ASU No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”), which defers the sunset date of the reference rate reform guidance to December 31, 2024. The amendments in ASU 2020-04, ASU 2021-01, and ASU 2022-06 were effective immediately upon issuance. During 2022, the Company elected to apply certain hedge accounting expedients provided by ASU 2020-04 and ASU 2021-01, which preserves the hedging relationship of derivatives. The expedients provided by ASU 2020-04, ASU 2021-01, and ASU 2022-06 and the effects of reference rate reform have not had, and are not expected to have, a material impact on the Company’s consolidated financial position, results of operations, cash flows, or disclosures.

XML

Master Transactions and Cooperation Agreement with Brookdale

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Master Transaction and Cooperation Agreement with Brookdale

Master Transactions and Cooperation Agreement with Brookdale

2019 Master Transactions and Cooperation Agreement with Brookdale

In October 2019, the Company and Brookdale Senior Living Inc. (“Brookdale”) entered into a Master Transactions and Cooperation Agreement (the “2019 MTCA”), which includes a series of transactions related to its previously jointly owned 15-campus CCRC portfolio (the “CCRC JV”) and the portfolio of senior housing properties Brookdale triple-net leased from the Company, which, at the time, included 43 properties.

In connection with the 2019 MTCA, the Company and Brookdale, and certain of their respective subsidiaries, closed the following transactions related to the CCRC JV on January 31, 2020:

•The Company, which owned a 49% interest in the CCRC JV, purchased Brookdale’s 51% interest in 13 of the 15 communities in the CCRC JV based on a valuation of $1.06 billion (the “CCRC Acquisition”);

•The management agreements related to the CCRC Acquisition communities were terminated and management transitioned (under new management agreements) from Brookdale to Life Care Services LLC (“LCS”); and

•The Company paid a $100 million management termination fee to Brookdale.

In addition, pursuant to the 2019 MTCA, the Company and Brookdale closed the following transactions related to properties Brookdale triple-net leased from the Company on January 31, 2020:

•Brookdale acquired 18 of the properties from the Company (the “Brookdale Acquisition Assets”) for cash proceeds of $385 million;

•The remaining 24 properties (excludes one property transitioned and sold to a third party, as discussed below) were restructured into a single master lease with 2.4% annual rent escalators and a maturity date of December 31, 2027 (the “2019 Amended Master Lease”);

•A portion of annual rent (amount in excess of 6.5% of sales proceeds) related to 14 of the 18 Brookdale Acquisition Assets was reallocated to the remaining properties under the 2019 Amended Master Lease; and

•Brookdale paid down $20 million of future rent under the 2019 Amended Master Lease.

As agreed to by the Company and Brookdale under the 2019 MTCA, in December 2020, the Company terminated the triple-net lease related to one property and converted it to a structure permitted by the Housing and Economic Recovery Act of 2008, which includes most of the provisions previously proposed in the REIT Investment Diversification and Empowerment Act of 2007 (commonly referred to as “RIDEA”). In August 2021, the Company sold this property.

The Company and Brookdale also agreed that the Company would provide up to $35 million of capital investment in the 2019 Amended Master Lease properties over a five-year term, which would increase rent by 7% of the amount spent, per annum. As of December 31, 2020, the Company had funded $5 million of this capital investment. Upon the Company’s sale of the 24 properties under the 2019 Amended Master Lease in January 2021 (see Note 5), the remaining capital investment obligation was transferred to the buyer.

As a result of the above transactions, on January 31, 2020, the Company began consolidating the 13 CCRCs in which it acquired Brookdale’s interest. Accordingly, the Company derecognized its investment in the CCRC JV of $323 million and recognized a gain upon change of control of $170 million, which is included in other income (expense), net. In connection with consolidating the 13 CCRCs during the first quarter of 2020, the Company recognized real estate and intangible assets of $1.8 billion, refundable entrance fee liabilities of $308 million, contractual liabilities associated with previously collected non-refundable entrance fees of $436 million, debt assumed of $215 million, other net assets of $48 million, and cash paid of $396 million.

Upon sale of the Brookdale Acquisition Assets in January 2020, the Company recognized an aggregate gain on sales of real estate of $164 million, which is recorded within income (loss) from discontinued operations.

In May 2021, the CCRC JV sold the two remaining CCRCs subject to the 2019 MTCA for $38 million, $19 million of which represents the Company’s 49% interest in the CCRC JV, resulting in an immaterial gain on sale recorded within equity income (loss) from unconsolidated joint ventures (see Note 9).

Fair Value Measurement Techniques and Quantitative InformationAt January 31, 2020, the Company performed a fair value assessment of each of the 2019 MTCA components that provided measurable economic benefit or detriment to the Company. Each fair value calculation was based on an income or market approach and relied on historical and forecasted net operating income (“NOI”), actuarial assumptions about the expected resident length of stay, and market data, including, but not limited to, discount rates ranging from 10% to 12%, annual rent escalators ranging from 2% to 3%, and real estate capitalization rates ranging from 7% to 9%. All assumptions were considered to be Level 3 measurements within the fair value hierarchy.

XML

Real Estate

12 Months Ended

Dec. 31, 2022

Real Estate [Abstract]

Real Estate

Real Estate

2022 Real Estate Investment Acquisitions

67 Smith Place

In January 2022, the Company closed a life science acquisition in Cambridge, Massachusetts for $72 million.

Vista Sorrento Phase II

In January 2022, the Company closed a life science acquisition in San Diego, California for $24 million.

Webster MOB Portfolio

In March 2022, the Company acquired a portfolio of two medical office buildings (“MOBs”) in Houston, Texas for $43 million.

Northwest Medical Plaza

In May 2022, the Company acquired one MOB in Bentonville, Arkansas for $26 million.

Concord Avenue Land Parcels

In December 2022, the Company closed a life science acquisition in Cambridge, Massachusetts for $18 million.

Land Parcel Acquisition Subsequent to Year-End

In January 2023, the Company closed a life science acquisition in Cambridge, Massachusetts for $9 million.

2021 Real Estate Investment Acquisitions

In 2021, the Company closed the following life science acquisitions: (i) eight acquisitions in Cambridge, Massachusetts for $498 million, (ii) one acquisition in San Diego, California for $20 million, and (iii) 12 acres of land for $128 million in South San Francisco, California.

Also during 2021, the Company closed the following MOB acquisitions: (i) one MOB in Nashville, Tennessee for $13 million, (ii) one MOB in Denver, Colorado for $38 million, (iii) a portfolio of 14 MOBs for $371 million (the “MOB Portfolio”), (iv) one MOB in Fort Lauderdale, Florida for $16 million, (v) one MOB in Wichita, Kansas for $50 million, (vi) three MOBs in Morristown, New Jersey for $155 million, (vii) two MOBs in Dallas, Texas for $60 million, (viii) one MOB in Seattle, Washington for $43 million, (ix) one MOB in New Orleans, Louisiana for $34 million, and (x) one MOB in Cambridge, Massachusetts for $55 million. In conjunction with the acquisition of the MOB Portfolio, the Company originated $142 million of secured mortgage debt.

Development Activities

Construction, Tenant, and Other Capital Improvements

The following table summarizes the Company’s expenditures for construction, tenant improvements, and other capital improvements, excluding expenditures related to properties classified as discontinued operations (in thousands):

	Year Ended December 31,
Segment	2022		2021		2020
Life science	$	658,542	$	472,301	$	573,999
Medical office	237,761		230,227		173,672
CCRC	65,691		57,192		41,224
	$	961,994	$	759,720	$	788,895

XML

Dispositions of Real Estate and Discontinued Operations

12 Months Ended

Dec. 31, 2022

Discontinued Operations and Disposal Groups [Abstract]

Dispositions of Real Estate and Discontinued Operations

Dispositions of Real Estate and Discontinued Operations

2022 Dispositions of Real Estate

In January 2022, the Company sold one life science facility in Salt Lake City, Utah for $14 million, resulting in a gain on sale of $4 million.

During the three months ended June 30, 2022, the Company sold three MOBs and one MOB land parcel for $27 million, resulting in total gain on sales of $10 million.

In July 2022, the Company sold two MOBs for $9 million, resulting in total gain on sales of $1 million.

Dispositions Subsequent to Year-End

In January 2023, the Company sold two life science facilities in Durham, North Carolina, which were classified as held for sale as of December 31, 2022, for $113 million.

2021 Dispositions of Real Estate

Sunrise Senior Housing Portfolio

In January 2021, the Company sold a portfolio of 32 SHOP assets (the “Sunrise Senior Housing Portfolio”) for $664 million, resulting in an immaterial loss on sale, which is recognized in income (loss) from discontinued operations, and provided the buyer with: (i) financing of $410 million (see Note 8) and (ii) a commitment to finance up to $92 million of additional debt for capital expenditures. As of December 31, 2022, the commitment to finance additional debt for capital expenditures was $40 million, of which $0.4 million had been funded (see Note 8). Upon completion of the license transfer process in June 2021, the Company sold the two remaining Sunrise senior housing triple-net assets for $80 million, resulting in a gain on sale of $22 million, which is recognized in income (loss) from discontinued operations.

Brookdale Triple-Net Portfolio

In January 2021, the Company sold 24 senior housing assets in a triple-net lease with Brookdale for $510 million, resulting in total gain on sale of $169 million, which is recognized in income (loss) from discontinued operations.

Additional SHOP Portfolio

In January 2021, the Company sold a portfolio of 16 SHOP assets for $230 million, resulting in total gain on sale of $59 million, which is recognized in income (loss) from discontinued operations. The Company provided the buyer with financing of $150 million (see Note 8).

HRA Triple-Net Portfolio

In February 2021, the Company sold eight senior housing assets in a triple-net lease with Harbor Retirement Associates for $132 million, resulting in total gain on sale of $33 million, which is recognized in income (loss) from discontinued operations.

Oakmont SHOP Portfolio

In April 2021, the Company sold a portfolio of 12 SHOP assets for $564 million. In conjunction with the sale, mortgage debt held on two properties with a carrying value of $64 million was repaid and the remaining mortgage debt held on four properties with a carrying value of $107 million was assumed by the buyer. The transaction resulted in total gain on sale of $80 million, which is recognized in income (loss) from discontinued operations.

Discovery SHOP Portfolio

In April 2021, the Company sold a portfolio of 10 SHOP assets for $334 million, resulting in total gain on sale of $9 million, which is recognized in income (loss) from discontinued operations. Also included in this transaction was the sale of two mezzanine loans and two preferred equity investments for $21 million, resulting in no gain or loss on sale of the investments (collectively, the “Discovery SHOP Portfolio”).

Sonata SHOP Portfolio

In April 2021, the Company sold a portfolio of five SHOP assets for $64 million, resulting in total gain on sale of $3 million, which is recognized in income (loss) from discontinued operations.

SLC SHOP Portfolio

In May 2021, the Company sold seven SHOP assets for $113 million and repaid $70 million of mortgage debt that was held on six of the assets, resulting in total gain on sale of $1 million, which is recognized in income (loss) from discontinued operations.

Hoag Hospital

In May 2021, the Company sold one hospital for $226 million through the exercise of a purchase option by a tenant, resulting in gain on sale of $172 million.

2021 Other Dispositions

In addition to the portfolio and individual sales discussed above, during the year ended December 31, 2021, the Company sold the following: (i) 15 SHOP assets for $169 million, (ii) 7 senior housing triple-net assets for $24 million, and (iii) 10 MOBs and a portion of 1 MOB land parcel for $68 million, resulting in total gain on sales of $58 million ($39 million of which is recognized in income (loss) from discontinued operations). In conjunction with one of the SHOP asset sales, mortgage debt held on the property with a carrying value of $36 million was assumed by the buyer.

2020 Dispositions of Real Estate

Aegis NNN Portfolio

In December 2020, the Company sold 10 senior housing triple-net assets for $358 million and repaid $6 million of variable rate secured mortgage debt held on one asset, resulting in total gain on sale of $228 million, which is recognized in income (loss) from discontinued operations.

Atria SHOP Portfolio

In December 2020, the Company sold 12 SHOP assets for $312 million, resulting in total gain on sale of $39 million, which is recognized in income (loss) from discontinued operations. The Company provided the buyer with financing of $61 million on four of the assets sold.

2020 Other Dispositions

In addition to the portfolio sales discussed above, during the year ended December 31, 2020, the Company sold the following: (i) 23 SHOP assets for $190 million, (ii) 21 senior housing triple-net assets for $428 million (inclusive of the 18 facilities sold to Brookdale under the 2019 MTCA - see Note 3), (iii) 11 MOBs for $136 million (inclusive of the exercise of a purchase option by a tenant to acquire 3 MOBs in San Diego, California), (iv) 2 MOB land parcels for $3 million, and (v) 1 asset from other non-reportable segments for $1 million, resulting in total gain on sales of $283 million ($193 million of which is recognized in income (loss) from discontinued operations).

Held for Sale and Discontinued Operations

During 2020, the Company established and began executing a plan to dispose of its senior housing triple-net and SHOP properties. As of December 31, 2020, the Company concluded that the planned dispositions represented a strategic shift that had and will have a major effect on the Company’s operations and financial results. Therefore, senior housing triple-net and SHOP assets meeting the held for sale criteria are classified as discontinued operations in all periods presented herein. In September 2021, the Company successfully completed the disposition of the remaining senior housing triple-net and SHOP properties.

The following summarizes the assets and liabilities classified as held for sale or as discontinued operations at December 31, 2022 and 2021, which are included in assets held for sale and discontinued operations, net and liabilities related to assets held for sale and discontinued operations, net, respectively, on the Consolidated Balance Sheets (in thousands):

	December 31,
	2022		2021
ASSETS
Accounts receivable, net of allowance of $0 and $4,138	$	—	$	2,446
Cash and cash equivalents	—		7,707
Right-of-use asset, net	—		26
Other assets, net	—		3,237
Total assets of discontinued operations, net	—		13,416
Assets held for sale, net(1)	49,866		23,774
Assets held for sale and discontinued operations, net	$	49,866	$	37,190
LIABILITIES
Lease liability	$	—	$	26
Accounts payable, accrued liabilities, and other liabilities	—		14,843
Deferred revenue	—		92
Total liabilities of discontinued operations, net	—		14,961
Liabilities related to assets held for sale, net(1)	4,070		95
Liabilities related to assets held for sale and discontinued operations, net	$	4,070	$	15,056

_______________________________________

(1)As of December 31, 2022, included two life science assets primarily comprised of net real estate assets of $44 million. As of December 31, 2021, included four MOBs and one life science facility primarily comprised of net real estate assets of $23 million.

The results of discontinued operations through December 31, 2022, or through the disposal date of each asset or portfolio of assets held within discontinued operations if sold during such periods, as applicable, are presented below (in thousands) and are included in the consolidated results of operations for the years ended December 31, 2022, 2021, and 2020:

	Year Ended December 31,
	2022		2021		2020
Revenues:
Rental and related revenues	$	—	$	7,535	$	97,877
Resident fees and services	7,489		114,936		621,253
Total revenues	7,489		122,471		719,130
Costs and expenses:
Interest expense	—		3,900		10,538
Depreciation and amortization	—		—		143,194
Operating	6,452		122,571		550,226
Transaction costs	—		76		20,426
Impairments and loan loss reserves (recoveries), net	—		32,736		201,344
Total costs and expenses	6,452		159,283		925,728
Other income (expense):
Gain (loss) on sales of real estate, net	1,344		414,721		460,144
Other income (expense), net	169		4,189		5,475
Total other income (expense), net	1,513		418,910		465,619
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	2,550		382,098		259,021
Income tax benefit (expense)	270		969		9,913
Equity income (loss) from unconsolidated joint ventures	64		5,135		(1,188)
Income (loss) from discontinued operations	$	2,884	$	388,202	$	267,746

XML

Impairments of Real Estate

12 Months Ended

Dec. 31, 2022

Asset Impairment Charges [Abstract]

Impairments of Real Estate

Impairments of Real Estate

2022

During the year ended December 31, 2022, the Company did not recognize any impairment charges.

2021

During the year ended December 31, 2021, the Company recognized an aggregate impairment charge of $22 million, which is reported in impairments and loan loss reserves (recoveries), net, related to: (i) three MOBs that met the held for sale criteria during the year and (ii) one MOB held for use; the aggregate fair value of these four MOBs was $14 million as of the related impairment assessment dates. For the three MOBs that met the held for sale criteria during the year, the Company recognized an impairment charge of $5 million to write down the properties’ aggregate carrying value to their aggregate fair value, less estimated costs to sell. For the MOB held for use, the Company recognized a $17 million impairment charge in the fourth quarter of 2021 due to the demolition of the MOB for a future development project.

Additionally, during the year ended December 31, 2021, the Company recognized an impairment charge of $4 million related to one SHOP asset, which is reported in income (loss) from discontinued operations. Following a reduction in the expected sales price of the SHOP asset occurring in the second quarter of 2021, the Company wrote down its carrying value of $20 million to its fair value, less estimated costs to sell, of $16 million.

The fair values of the impaired assets were based on forecasted sales prices and market comparable data, which are considered to be Level 3 measurements within the fair value hierarchy. These fair values are typically determined using an income approach and/or a market approach (comparable sales model), which rely on certain assumptions by management, including: (i) market capitalization rates, (ii) comparable market transactions, (iii) estimated prices per unit, (iv) negotiations with prospective buyers, and (v) forecasted cash flow streams (primarily lease revenue rates, expense rates, and growth rates). There are inherent uncertainties in making these assumptions. For the Company’s impairment calculations during and as of the year ended December 31, 2021, the Company’s fair value estimates primarily relied on a market approach, which utilized comparable market transactions and negotiations with prospective buyers.

2020

During the year ended December 31, 2020, the Company recognized an impairment charge of $15 million related to one life science facility due to its intent to demolish the facility for a future development project.

Additionally, during the year ended December 31, 2020, the Company recognized an aggregate impairment charge of $210 million ($201 million of which is reported in income (loss) from discontinued operations) related to 42 SHOP assets, 5 senior housing triple-net assets, 5 MOBs, and 1 undeveloped MOB land parcel as a result of being classified as held for sale and wrote down their aggregate carrying value of $960 million to their aggregate fair value, less estimated costs to sell, of $750 million.

For the Company’s impairment calculations during and as of the year ended December 31, 2020, the Company’s fair value estimates primarily relied on a market approach and utilized prices per unit ranging from $13,000 to $300,000, with a weighted average price per unit of $164,000. When utilizing the income approach, assumptions include, but are not limited to, terminal capitalization rates ranging from 5.5% to 7.5% and discount rates ranging from 8.0% to 9.5%. The fair values of the assets are considered to be Level 3 measurements within the fair value hierarchy.

Goodwill Impairment

When testing goodwill for impairment, if the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company recognizes an impairment charge for the amount by which the carrying value, including goodwill, exceeds the reporting unit’s fair value.

In connection with the disposition of the Company’s remaining senior housing triple-net and SHOP assets, the Company performed impairment assessments during the year ended December 31, 2021. As a result of these assessments, the Company recognized a $29 million goodwill impairment charge reported in income (loss) from discontinued operations, comprised of the following: (i) a $7 million goodwill impairment charge recognized during the second quarter of 2021, as the fair value of the remaining senior housing triple-net assets (based on forecasted sales prices) was less than the carrying value of the assets, including the related goodwill as of the assessment date and (ii) a $22 million goodwill impairment charge recognized during the third quarter of 2021 to reduce the associated goodwill balance to zero following the sale of the remaining assets within the reporting units associated with the senior housing triple-net and SHOP portfolios.

During the years ended December 31, 2022, 2021, and 2020, the fair value of the assets within each of the Company’s other reporting units was greater than the respective carrying value of the assets and related goodwill, and as a result, no impairment charges were recognized with respect to the other reporting units.

These fair value estimates primarily relied on a market approach, utilizing comparable market transactions, forecasted sales prices, and negotiations with prospective buyers. These estimates are considered to be Level 3 measurements within the fair value hierarchy, and are subject to inherent uncertainties.

Casualty-Related Charges

During the years ended December 31, 2022, 2021, and 2020, the Company recognized $6 million, $5 million, and $0.5 million, respectively, of net casualty-related charges. During the year ended December 31, 2022, such charges were primarily attributable to damages as a result of Hurricane Ian. During the year ended December 31, 2021, such charges were primarily due to fire damage at one of the properties in the SWF SH JV and winter storm Uri. Casualty-related charges are recognized in other income (expense), net and equity income (loss) from unconsolidated joint ventures in the Consolidated Statements of Operations.

Other Losses

During the first quarter of 2022, the Company recognized $14 million of expenses for tenant relocation and other costs associated with the demolition of an MOB. These expenses are included in other income (expense), net on the Consolidated Statements of Operations for the year ended December 31, 2022.

See Note 8 for information related to the Company’s reserve for loan losses.

XML

Leases

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

Leases

Lease Income

The following table summarizes the Company’s lease income, excluding discontinued operations (in thousands):

	Year Ended December 31,
	2022		2021		2020
Fixed income from operating leases	$	1,182,463	$	1,087,683	$	943,638
Variable income from operating leases	359,312		290,701		238,470
Interest income from direct financing leases	1,168		8,702		9,720

Direct Financing Leases

2022 Direct Financing Lease Sale

During the first quarter of 2022, the Company sold its remaining hospital under a DFL for $68 million and recognized a gain on sale of $23 million, which is included in other income (expense), net.

2020 Direct Financing Lease Sale

During the first quarter of 2020, the Company sold a hospital under a DFL for $82 million and recognized a gain on sale of $42 million, which is included in other income (expense), net.

Net investment in DFLs consists of the following (in thousands):

	December 31,
	2022		2021
Present value of minimum lease payments receivable	$	—	$	1,220
Present value of estimated residual value	—		44,706
Less deferred selling profits	—		(1,220)
Net investment in direct financing leases	$	—	$	44,706

Direct Financing Lease Internal Ratings

At December 31, 2022, the Company had no leases classified as a DFL. At December 31, 2021, the Company had one hospital lease classified as a DFL with a carrying amount of $45 million and an internal rating of “performing”.

Operating Leases

Future Minimum Rents

The following table summarizes future minimum lease payments to be received from tenants under non-cancelable operating leases as of December 31, 2022 (in thousands):

Year	Amount
2023	$	1,132,120
2024	1,106,555
2025	1,025,557
2026	917,925
2027	828,431
Thereafter	3,100,427
	$	8,111,015

Tenant Purchase Options

Certain leases contain purchase options whereby the tenant may elect to acquire the underlying real estate. Annualized base rent from leases subject to purchase options, summarized by the year the purchase options are exercisable are as follows (dollars in thousands):

Year	Annualized Base Rent(1)		Number of Properties
2023	$	5,779	7
2024	7,446		3
2025	13,772		16
2026	5,594		3
2027	7,704		5
Thereafter	14,816		4
	$	55,111	38

_______________________________________

(1)Represents the most recent month’s base rent including additional rent floors annualized for 12 months. Base rent does not include tenant recoveries, additional rents in excess of floors, and non-cash revenue adjustments (i.e., straight-line rents, amortization of market lease intangibles, and deferred revenues).

Lease Costs

The following tables provide information regarding the Company’s leases to which it is the lessee, such as corporate offices and ground leases, excluding lease costs related to assets classified as discontinued operations (dollars in thousands):

	Year Ended December 31,
Lease Expense Information:	2022		2021		2020
Total lease expense	$	16,689	$	14,442	$	13,601

Weighted Average Lease Term and Discount Rate:	December 31, 2022		December 31, 2021
Weighted average remaining lease term (years):
Operating leases(1)	51		52
Weighted average discount rate:
Operating leases	4.20	%	4.14	%

_______________________________________

(1)As of December 31, 2022 and 2021, the weighted average remaining lease term including the Company’s options to extend its operating leases is 67 years and 68 years, respectively.

The following table summarizes future minimum lease payments under non-cancelable ground and other operating leases included in the Company’s lease liability as of December 31, 2022 (in thousands):

Year	Amount
2023	$	17,146
2024	13,126
2025	11,946
2026	11,875
2027	11,941
Thereafter	484,897
Undiscounted minimum lease payments included in the lease liability	550,931
Less: imputed interest	(342,416)
Present value of lease liability	$	208,515

Depreciation Expense

While the Company leases the majority of its property, plant, and equipment to various tenants under operating leases, in certain situations, the Company owns and operates certain property, plant, and equipment for general corporate purposes. Corporate assets are recorded within other assets, net within the Company’s Consolidated Balance Sheets and depreciation expense for those assets is recorded in general and administrative expenses in the Company’s Consolidated Statements of Operations. Included within other assets, net as of December 31, 2022 and 2021 is $10 million and $7 million, respectively, of accumulated depreciation related to corporate assets. Included within general and administrative expenses for the years ended December 31, 2022, 2021, and 2020 is $3 million, $2 million, and $2 million, respectively, of depreciation expense related to corporate assets.

Denver Corporate Headquarters

During the year ended December 31, 2022, the Company recognized $7 million of charges in connection with the downsizing of the Company’s corporate headquarters in Denver, Colorado. These charges are included in general and administrative expenses on the Consolidated Statements of Operations.

Covid Rent Deferrals

During the second and third quarters of 2020, the Company agreed to defer rent from certain tenants in its life science and medical office segments that were impacted by Covid, with the requirement that all deferred rent be repaid by the end of 2020. Under this program, through December 31, 2020, approximately $6 million of rent was deferred for the medical office segment, all of which had been collected as of December 31, 2020. Additionally, through December 31, 2020, the Company granted approximately $1 million of rent deferrals to certain tenants in the life science segment that were impacted by Covid, all of which had been collected as of December 31, 2020.

No such deferrals were granted during the years ended December 31, 2022 and 2021.

The rent deferrals granted do not impact the pattern of revenue recognition or amount of revenue recognized (refer to Note 2 for additional information).

Leases

Leases

Lease Income

The following table summarizes the Company’s lease income, excluding discontinued operations (in thousands):

	Year Ended December 31,
	2022		2021		2020
Fixed income from operating leases	$	1,182,463	$	1,087,683	$	943,638
Variable income from operating leases	359,312		290,701		238,470
Interest income from direct financing leases	1,168		8,702		9,720

Direct Financing Leases

2022 Direct Financing Lease Sale

During the first quarter of 2022, the Company sold its remaining hospital under a DFL for $68 million and recognized a gain on sale of $23 million, which is included in other income (expense), net.

2020 Direct Financing Lease Sale

During the first quarter of 2020, the Company sold a hospital under a DFL for $82 million and recognized a gain on sale of $42 million, which is included in other income (expense), net.

Net investment in DFLs consists of the following (in thousands):

	December 31,
	2022		2021
Present value of minimum lease payments receivable	$	—	$	1,220
Present value of estimated residual value	—		44,706
Less deferred selling profits	—		(1,220)
Net investment in direct financing leases	$	—	$	44,706

Direct Financing Lease Internal Ratings

At December 31, 2022, the Company had no leases classified as a DFL. At December 31, 2021, the Company had one hospital lease classified as a DFL with a carrying amount of $45 million and an internal rating of “performing”.

Operating Leases

Future Minimum Rents

The following table summarizes future minimum lease payments to be received from tenants under non-cancelable operating leases as of December 31, 2022 (in thousands):

Year	Amount
2023	$	1,132,120
2024	1,106,555
2025	1,025,557
2026	917,925
2027	828,431
Thereafter	3,100,427
	$	8,111,015

Tenant Purchase Options

Certain leases contain purchase options whereby the tenant may elect to acquire the underlying real estate. Annualized base rent from leases subject to purchase options, summarized by the year the purchase options are exercisable are as follows (dollars in thousands):

Year	Annualized Base Rent(1)		Number of Properties
2023	$	5,779	7
2024	7,446		3
2025	13,772		16
2026	5,594		3
2027	7,704		5
Thereafter	14,816		4
	$	55,111	38

_______________________________________

(1)Represents the most recent month’s base rent including additional rent floors annualized for 12 months. Base rent does not include tenant recoveries, additional rents in excess of floors, and non-cash revenue adjustments (i.e., straight-line rents, amortization of market lease intangibles, and deferred revenues).

Lease Costs

The following tables provide information regarding the Company’s leases to which it is the lessee, such as corporate offices and ground leases, excluding lease costs related to assets classified as discontinued operations (dollars in thousands):

	Year Ended December 31,
Lease Expense Information:	2022		2021		2020
Total lease expense	$	16,689	$	14,442	$	13,601

Weighted Average Lease Term and Discount Rate:	December 31, 2022		December 31, 2021
Weighted average remaining lease term (years):
Operating leases(1)	51		52
Weighted average discount rate:
Operating leases	4.20	%	4.14	%

_______________________________________

(1)As of December 31, 2022 and 2021, the weighted average remaining lease term including the Company’s options to extend its operating leases is 67 years and 68 years, respectively.

The following table summarizes future minimum lease payments under non-cancelable ground and other operating leases included in the Company’s lease liability as of December 31, 2022 (in thousands):

Year	Amount
2023	$	17,146
2024	13,126
2025	11,946
2026	11,875
2027	11,941
Thereafter	484,897
Undiscounted minimum lease payments included in the lease liability	550,931
Less: imputed interest	(342,416)
Present value of lease liability	$	208,515

Depreciation Expense

While the Company leases the majority of its property, plant, and equipment to various tenants under operating leases, in certain situations, the Company owns and operates certain property, plant, and equipment for general corporate purposes. Corporate assets are recorded within other assets, net within the Company’s Consolidated Balance Sheets and depreciation expense for those assets is recorded in general and administrative expenses in the Company’s Consolidated Statements of Operations. Included within other assets, net as of December 31, 2022 and 2021 is $10 million and $7 million, respectively, of accumulated depreciation related to corporate assets. Included within general and administrative expenses for the years ended December 31, 2022, 2021, and 2020 is $3 million, $2 million, and $2 million, respectively, of depreciation expense related to corporate assets.

Denver Corporate Headquarters

During the year ended December 31, 2022, the Company recognized $7 million of charges in connection with the downsizing of the Company’s corporate headquarters in Denver, Colorado. These charges are included in general and administrative expenses on the Consolidated Statements of Operations.

Covid Rent Deferrals

During the second and third quarters of 2020, the Company agreed to defer rent from certain tenants in its life science and medical office segments that were impacted by Covid, with the requirement that all deferred rent be repaid by the end of 2020. Under this program, through December 31, 2020, approximately $6 million of rent was deferred for the medical office segment, all of which had been collected as of December 31, 2020. Additionally, through December 31, 2020, the Company granted approximately $1 million of rent deferrals to certain tenants in the life science segment that were impacted by Covid, all of which had been collected as of December 31, 2020.

No such deferrals were granted during the years ended December 31, 2022 and 2021.

The rent deferrals granted do not impact the pattern of revenue recognition or amount of revenue recognized (refer to Note 2 for additional information).

Leases

Leases

Lease Income

The following table summarizes the Company’s lease income, excluding discontinued operations (in thousands):

	Year Ended December 31,
	2022		2021		2020
Fixed income from operating leases	$	1,182,463	$	1,087,683	$	943,638
Variable income from operating leases	359,312		290,701		238,470
Interest income from direct financing leases	1,168		8,702		9,720

Direct Financing Leases

2022 Direct Financing Lease Sale

During the first quarter of 2022, the Company sold its remaining hospital under a DFL for $68 million and recognized a gain on sale of $23 million, which is included in other income (expense), net.

2020 Direct Financing Lease Sale

During the first quarter of 2020, the Company sold a hospital under a DFL for $82 million and recognized a gain on sale of $42 million, which is included in other income (expense), net.

Net investment in DFLs consists of the following (in thousands):

	December 31,
	2022		2021
Present value of minimum lease payments receivable	$	—	$	1,220
Present value of estimated residual value	—		44,706
Less deferred selling profits	—		(1,220)
Net investment in direct financing leases	$	—	$	44,706

Direct Financing Lease Internal Ratings

At December 31, 2022, the Company had no leases classified as a DFL. At December 31, 2021, the Company had one hospital lease classified as a DFL with a carrying amount of $45 million and an internal rating of “performing”.

Operating Leases

Future Minimum Rents

The following table summarizes future minimum lease payments to be received from tenants under non-cancelable operating leases as of December 31, 2022 (in thousands):

Year	Amount
2023	$	1,132,120
2024	1,106,555
2025	1,025,557
2026	917,925
2027	828,431
Thereafter	3,100,427
	$	8,111,015

Tenant Purchase Options

Certain leases contain purchase options whereby the tenant may elect to acquire the underlying real estate. Annualized base rent from leases subject to purchase options, summarized by the year the purchase options are exercisable are as follows (dollars in thousands):

Year	Annualized Base Rent(1)		Number of Properties
2023	$	5,779	7
2024	7,446		3
2025	13,772		16
2026	5,594		3
2027	7,704		5
Thereafter	14,816		4
	$	55,111	38

_______________________________________

(1)Represents the most recent month’s base rent including additional rent floors annualized for 12 months. Base rent does not include tenant recoveries, additional rents in excess of floors, and non-cash revenue adjustments (i.e., straight-line rents, amortization of market lease intangibles, and deferred revenues).

Lease Costs

The following tables provide information regarding the Company’s leases to which it is the lessee, such as corporate offices and ground leases, excluding lease costs related to assets classified as discontinued operations (dollars in thousands):

	Year Ended December 31,
Lease Expense Information:	2022		2021		2020
Total lease expense	$	16,689	$	14,442	$	13,601

Weighted Average Lease Term and Discount Rate:	December 31, 2022		December 31, 2021
Weighted average remaining lease term (years):
Operating leases(1)	51		52
Weighted average discount rate:
Operating leases	4.20	%	4.14	%

_______________________________________

(1)As of December 31, 2022 and 2021, the weighted average remaining lease term including the Company’s options to extend its operating leases is 67 years and 68 years, respectively.

The following table summarizes future minimum lease payments under non-cancelable ground and other operating leases included in the Company’s lease liability as of December 31, 2022 (in thousands):

Year	Amount
2023	$	17,146
2024	13,126
2025	11,946
2026	11,875
2027	11,941
Thereafter	484,897
Undiscounted minimum lease payments included in the lease liability	550,931
Less: imputed interest	(342,416)
Present value of lease liability	$	208,515

Depreciation Expense

While the Company leases the majority of its property, plant, and equipment to various tenants under operating leases, in certain situations, the Company owns and operates certain property, plant, and equipment for general corporate purposes. Corporate assets are recorded within other assets, net within the Company’s Consolidated Balance Sheets and depreciation expense for those assets is recorded in general and administrative expenses in the Company’s Consolidated Statements of Operations. Included within other assets, net as of December 31, 2022 and 2021 is $10 million and $7 million, respectively, of accumulated depreciation related to corporate assets. Included within general and administrative expenses for the years ended December 31, 2022, 2021, and 2020 is $3 million, $2 million, and $2 million, respectively, of depreciation expense related to corporate assets.

Denver Corporate Headquarters

During the year ended December 31, 2022, the Company recognized $7 million of charges in connection with the downsizing of the Company’s corporate headquarters in Denver, Colorado. These charges are included in general and administrative expenses on the Consolidated Statements of Operations.

Covid Rent Deferrals

During the second and third quarters of 2020, the Company agreed to defer rent from certain tenants in its life science and medical office segments that were impacted by Covid, with the requirement that all deferred rent be repaid by the end of 2020. Under this program, through December 31, 2020, approximately $6 million of rent was deferred for the medical office segment, all of which had been collected as of December 31, 2020. Additionally, through December 31, 2020, the Company granted approximately $1 million of rent deferrals to certain tenants in the life science segment that were impacted by Covid, all of which had been collected as of December 31, 2020.

No such deferrals were granted during the years ended December 31, 2022 and 2021.

The rent deferrals granted do not impact the pattern of revenue recognition or amount of revenue recognized (refer to Note 2 for additional information).

XML

Loans Receivable

12 Months Ended

Dec. 31, 2022

Receivables [Abstract]

Loans Receivable

Loans Receivable

The following table summarizes the Company’s loans receivable (in thousands):

	December 31,
	2022		2021
Secured loans(1)	$	350,837	$	396,281
Mezzanine and other	33,083		25,529
Unamortized discounts, fees, and costs	(808)		(4,186)
Reserve for loan losses	(8,280)		(1,813)
Loans receivable, net	$	374,832	$	415,811

_______________________________________

(1)At December 31, 2022 and 2021, the Company had $40 million and $58 million, respectively, remaining of commitments to fund additional loans for senior housing redevelopment and capital expenditure projects.

During the years ended December 31, 2022, 2021, and 2020, the Company recognized $22 million, $36 million, and $13 million, respectively, of interest income related to loans secured by real estate.

SHOP Seller Financing

Sunrise Senior Housing Portfolio Seller Financing

In conjunction with the sale of 32 SHOP facilities in the Sunrise Senior Housing Portfolio for $664 million in January 2021 (see Note 5), the Company provided the buyer with initial financing of $410 million. The remainder of the sales price was received in cash at the time of sale. Additionally, the Company agreed to provide up to $92 million of additional financing for capital expenditures (up to 65% of the estimated cost of capital expenditures). As of December 31, 2022, the additional financing was reduced to $40 million, of which $0.4 million had been funded. The initial and additional financing is secured by the buyer’s equity ownership in each property.

In June 2021, the Company received principal repayments of $246 million on the initial financing provided in conjunction with the sale of the Sunrise Senior Housing Portfolio. In connection with the June 2021 principal repayment, the Company accelerated recognition of $7 million of the related mark-to-market discount, which is included in interest income in the Consolidated Statements of Operations. Additionally, in February 2022, July 2022, and December 2022, the Company received principal repayments of $8 million, $27 million, and $10 million, respectively, in conjunction with the disposition of the underlying collateral. As of December 31, 2022 and 2021, this secured loan had an outstanding principal balance of $120 million and $165 million, respectively.

Other Seller Financing

In conjunction with the sale of 16 additional SHOP facilities for $230 million in January 2021 (see Note 5), the Company provided the buyer with financing of $150 million. The remainder of the sales price was received in cash at the time of sale. The financing is secured by the buyer’s equity ownership in each property.

During the first quarter of 2021, the Company reduced the consideration and reported gain on sales of real estate and recognized a mark-to-market discount of $16 million for certain transactions with seller financing. The Company’s discount is based on the difference between the stated interest rates (ranging from 3.50% to 4.50%) and corresponding prevailing market rates of approximately 5.25% as of the transaction dates. The discount is recognized as interest income over the term of the discounted loans (ranging from one to three years) using the effective interest rate method. During the year ended December 31, 2022, the Company recognized $3 million of non-cash interest income related to the amortization of its mark-to-market discounts. During the year ended December 31, 2021, the Company recognized $13 million of non-cash interest income related to the amortization of its mark-to-market discounts, of which $7 million was recognized during the year ended December 31, 2021 as a result of the accelerated recognition discussed above related to the Sunrise Senior Housing Portfolio. The Company recognized an immaterial amount of non-cash interest income associated with seller financing notes receivable during the year ended December 31, 2020.

2022 Other Loans Receivable Transactions

In May 2022, the Company received full repayment of the outstanding balance of a $2 million secured loan.

In November 2022, the Company received full repayment of the outstanding balance of a $1 million mezzanine loan.

In December 2022, the Company extended the maturity dates of four secured loans with an aggregate outstanding balance of $61 million, originally scheduled to mature in December 2022, by one year to December 2023. In connection with the extensions, the interest rates on the loans were increased to a variable rate based on the Secured Overnight Financing Rate (“SOFR”) administered by the Federal Reserve Bank of New York, with a floor of 8.5% for the first six months of the extended term, increasing to 10.5% for the last six months of the extended term.

Loans Receivable Transactions Subsequent to Year-End

In January 2023, one secured loan with an outstanding balance of $150 million reached maturity and the borrower did not make the required principal repayment. Accordingly, the loan is in default. The borrower is in discussions with the Company regarding repayment options and extension of the maturity date.

In February 2023, the Company received full repayment of the outstanding balance of a $35 million secured loan.

Refer to Schedule IV: Mortgage Loans on Real Estate for additional information.

2021 Other Loans Receivable Transactions

The Company classifies a loan receivable as held for sale when management no longer has the intent or ability to hold the loan receivable for the foreseeable future or until maturity. If a loan receivable is classified as held for sale, previously recorded reserves for loan losses are reversed and the loan is reported at the lower of amortized cost or fair value. During the second quarter of 2021, two loans receivable with a total amortized cost of $64 million were classified as held for sale. Upon the transfer of these two loans to held for sale, the carrying value was decreased by $11 million to an estimated fair value of $53 million, $8 million of which was previously recognized as a reserve for loan losses. As a result, a $3 million net loss was recognized in impairments and loan loss reserves (recoveries), net during the year ended December 31, 2021. In September 2021, the Company sold one of the loans receivable previously classified as held for sale for its carrying value of $2 million. In November 2021, the Company sold the other loan receivable previously classified as held for sale for its carrying value of $51 million.

These fair value estimates were made for each individual loan classified as held for sale and primarily relied on a market approach, utilizing comparable market transactions, forecasted sales prices, and negotiations with prospective buyers. These estimates are considered to be a Level 3 measurement within the fair value hierarchy, and are subject to inherent uncertainties.

Additionally, in April 2021, the Company sold two mezzanine loans as part of the Discovery SHOP Portfolio disposition (see Note 5), resulting in no gain or loss on sale of the mezzanine loans.

In May 2021, the Company received a $10 million principal repayment related to one of its secured loans. In September 2021, the Company received repayment of the remaining $15 million balance.

In July 2021, the Company received full repayment of the outstanding balance of an $8 million secured loan.

2020 Other Loans Receivable Transactions

In November 2020, the Company sold one mezzanine loan with a $10 million principal balance for $8 million, resulting in a $2 million loss recognized in impairments and loan loss reserves (recoveries), net.

In December 2020, the Company sold one secured loan with a $115 million principal balance for $109 million, resulting in a $6 million loss recognized in impairments and loan loss reserves (recoveries), net.

CCRC Resident Loans

For certain residents that qualify, CCRCs may offer to lend residents the necessary funds to satisfy the entrance fee requirements so that they are able to move into a community while still continuing the process of selling their previous home. The loans are due upon sale of the previous residence. At December 31, 2022 and 2021, the Company held $33 million and $24 million, respectively, of such notes receivable, which are included in mezzanine and other in the table above.

Loans Receivable Internal Ratings

In connection with the Company’s quarterly review process or upon the occurrence of a significant event, loans receivable are reviewed and assigned an internal rating of Performing, Watch List, or Workout. Loans that are deemed Performing meet all present contractual obligations, and collection and timing of all amounts owed is reasonably assured. Watch List Loans are defined as loans that do not meet the definition of Performing or Workout. Workout Loans are defined as loans in which the Company has determined, based on current information and events, that: (i) it is probable it will be unable to collect all amounts due according to the contractual terms of the agreement, (ii) the borrower is delinquent on making payments under the contractual terms of the agreement, and (iii) the Company has commenced action or anticipates pursuing action in the near term to seek recovery of its investment.

The following table summarizes, by year of origination, the Company’s internal ratings for loans receivable, net of unamortized discounts, fees, and reserves for loan losses, as of December 31, 2022 (in thousands):

Investment Type	Year of Origination												Total
	2022		2021		2020		2019		2018		Prior
Secured loans
Risk rating:
Performing loans	$	—	$	266,197	$	75,552	$	—	$	—	$	—	$	341,749
Watch list loans	—		—		—		—		—		—		—
Workout loans	—		—		—		—		—		—		—
Total secured loans	$	—	$	266,197	$	75,552	$	—	$	—	$	—	$	341,749
Mezzanine and other
Risk rating:
Performing loans	$	32,410	$	595	$	78	$	—	$	—	$	—	$	33,083
Watch list loans	—		—		—		—		—		—		—
Workout loans	—		—		—		—		—		—		—
Total mezzanine and other	$	32,410	$	595	$	78	$	—	$	—	$	—	$	33,083

Reserve for Loan Losses

The Company evaluates the liquidity and creditworthiness of its borrowers on a quarterly basis to determine whether any updates to the future expected losses recognized upon inception are necessary. The Company’s evaluation considers industry and economic conditions, individual and portfolio property performance, credit enhancements, liquidity, and other factors. The determination of loan losses also considers concentration of credit risk associated with the senior housing industry to which its loans receivable relate. The Company’s borrowers furnish property, portfolio, and guarantor/operator-level financial statements, among other information, on a monthly or quarterly basis, which the Company utilizes to calculate the debt service coverages used in its assessment of internal ratings, which is a primary credit quality indicator. Debt service coverage information is evaluated together with other property, portfolio, and operator performance information, including revenue, expense, NOI, occupancy, rental rates, capital expenditures, and EBITDA (defined as earnings before interest, tax, and depreciation and amortization), along with other liquidity measures.

In its assessment of current expected credit losses for loans receivable and unfunded loan commitments, the Company utilizes past payment history of its borrowers, current economic conditions, and forecasted economic conditions through the maturity date of each loan to estimate a probability of default and a resulting loss for each loan receivable. Future economic conditions are based primarily on near-term economic forecasts from the Federal Reserve and reasonable assumptions for long-term economic trends.

The following table summarizes the Company’s reserve for loan losses (in thousands):

	December 31, 2022						December 31, 2021
	Secured Loans		Mezzanine and Other		Total		Secured Loans		Mezzanine and Other		Total
Reserve for loan losses, beginning of period	$	1,804	$	9	$	1,813	$	3,152	$	7,128	$	10,280
Provision for expected loan losses	6,527		7		6,534		793		896		1,689
Expected loan losses related to loans sold or repaid(1)	(51)		(16)		(67)		(2,141)		(8,015)		(10,156)
Reserve for loan losses, end of period	$	8,280	$	—	$	8,280	$	1,804	$	9	$	1,813

_______________________________________

(1)Includes two loans sold or repaid during the year ended December 31, 2022 and six loans sold or repaid during the year ended December 31, 2021.

Additionally, at December 31, 2022 and 2021, a liability of $0.8 million and $0.3 million, respectively, related to expected credit losses for unfunded loan commitments was included in accounts payable, accrued liabilities, and other liabilities.

The change in the reserve for expected loan losses during the year ended December 31, 2022 is primarily due to the following: (i) macroeconomic conditions and (ii) increased interest rates on our variable rate loans.

XML

Investments in and Advances to Unconsolidated Joint Ventures

12 Months Ended

Dec. 31, 2022

Equity Method Investments and Joint Ventures [Abstract]

Investments in and Advances to Unconsolidated Joint Ventures

Investments in and Advances to Unconsolidated Joint Ventures

The Company owns interests in the following entities that are accounted for under the equity method, excluding investments classified as discontinued operations (dollars in thousands):

				Carrying Amount
				December 31,
Entity(1)	Segment	Property Count(2)	Ownership %(2)	2022		2021
SWF SH JV	Other	19	54	$	345,978	$	355,394
South San Francisco JVs(3)	Life science	7	70	309,969		—
Life Science JV	Life science	1	49	26,601		25,605
Needham Land Parcel JV(4)	Life science	—	38	15,391		13,566
Medical Office JVs(5)	Medical office	3	20 - 67	8,738		9,069
				$	706,677	$	403,634

_______________________________________

(1)These entities are not consolidated because the Company does not control, through voting rights or other means, the joint ventures.

(2)Property counts and ownership percentages are as of December 31, 2022.

(3)Includes seven unconsolidated life science joint ventures in South San Francisco, California in which the Company holds a 70% ownership percentage in each joint venture. These joint ventures have been aggregated herein due to similarity of the investments and operations. See “South San Francisco Joint Ventures” below for further information.

(4)In December 2021, the Company acquired a 38% interest in a life science development joint venture in Needham, Massachusetts for $13 million. Land held for development is excluded from the property count as of December 31, 2022.

(5)Includes two unconsolidated medical office joint ventures in which the Company holds an ownership percentage as follows: (i) Ventures IV (20%) and (ii) Suburban Properties, LLC (67%). During 2021, the Company also held a 30% interest in Ventures III, which issued its final distribution and was dissolved. These joint ventures have been aggregated herein due to similarity of the investments and operations.

At December 31, 2022 and 2021, the aggregate unamortized basis difference of the Company’s investments in unconsolidated joint ventures of $41 million and $42 million, respectively, is primarily attributable to the difference between the amount for which the Company purchased its interest in the entity and the historical carrying value of the net assets of the entity. The difference is being amortized over the remaining useful life of the related assets and is included in equity income (loss) from unconsolidated joint ventures.

Other JVs. In April 2021, the Company sold its two preferred equity investments for their carrying value as part of the Discovery SHOP Portfolio disposition (see Note 5). Prior to the sale, the Company’s ownership percentage in these two unconsolidated joint ventures was as follows: (i) Discovery Naples JV (41%) and (ii) Discovery Sarasota JV (47%).

CCRC JV. In May 2021, the two remaining CCRCs in the CCRC joint venture were sold for $38 million, $19 million of which represents the Company’s 49% interest, resulting in an immaterial gain on sale recorded within equity income (loss) from unconsolidated joint ventures during the year ended December 31, 2021.

South San Francisco JVs. On August 1, 2022, the Company sold a 30% interest in seven life science assets in South San Francisco, California to a sovereign wealth fund (“SWF Partner”) for cash of $126 million. Following this transaction, the Company and the SWF Partner (collectively, the “Members”) share in key decisions of the assets through their voting rights, resulting in the Company deconsolidating the assets, recognizing its retained 70% investment in the South San Francisco joint ventures (the “South San Francisco JVs”) at fair value, and accounting for its investment using the equity method. The fair values of the Company’s retained investment were based on a market approach, utilizing an agreed-upon contractual sales price, which is considered to be a Level 3 measurement within the fair value hierarchy. During the year ended December 31, 2022, the Company recognized a gain upon change of control of $311 million, which is recorded in other income (expense), net.

The Company is entitled to a preferred return, a promote, and certain fees in exchange for development and asset management services provided to the South San Francisco JVs when certain conditions are met.

Concurrently, the Company entered into a master equity transaction agreement with the SWF Partner that provided the Members with an opportunity to participate in a future joint venture in certain development projects currently owned by the Company. In January 2023, the Company and the SWF Partner mutually agreed not to proceed with the joint venture related to these development projects.

XML

Intangibles

12 Months Ended

Dec. 31, 2022

Intangibles [Abstract]

Intangibles

Intangibles

Intangible assets primarily consist of lease-up intangibles and above market tenant lease intangibles. The following table summarizes the Company’s intangible lease assets (dollars in thousands):

	December 31,
Intangible lease assets	2022		2021
Gross intangible lease assets	$	770,285	$	797,675
Accumulated depreciation and amortization	(352,224)		(277,915)
Intangible assets, net(1)	$	418,061	$	519,760
Weighted average remaining amortization period in years	5		6

_______________________________________

(1)Excludes intangible assets reported in assets held for sale of $2 million and zero as of December 31, 2022 and 2021, respectively.

Intangible liabilities consist of below market lease intangibles. The following table summarizes the Company’s intangible lease liabilities (dollars in thousands):

	December 31,
Intangible lease liabilities	2022		2021
Gross intangible lease liabilities	$	237,464	$	234,917
Accumulated depreciation and amortization	(81,271)		(57,685)
Intangible liabilities, net	$	156,193	$	177,232
Weighted average remaining amortization period in years	7		8

The following table sets forth amortization related to intangible assets, net and intangible liabilities, net (in thousands):

	Year Ended December 31,
	2022		2021		2020
Depreciation and amortization expense related to amortization of lease-up intangibles(1)	$	104,885	$	106,106	$	89,301
Rental and related revenues related to amortization of net below market lease liabilities(1)	24,640		20,597		11,717

_______________________________________

(1)Excludes amortization related to assets classified as discontinued operations.

During the year ended December 31, 2022, in conjunction with the Company’s acquisitions of real estate, the Company acquired intangible assets of $7 million and intangible liabilities of $6 million. The intangible assets and liabilities acquired had a weighted average amortization period at acquisition of 7 years and 11 years, respectively.

During the year ended December 31, 2021, in conjunction with the Company’s acquisitions of real estate, the Company acquired intangible assets of $109 million and intangible liabilities of $57 million. The intangible assets and intangible liabilities acquired each had a weighted average amortization period at acquisition of 9 years.

The following table summarizes the estimated annual amortization for each of the five succeeding fiscal years and thereafter (in thousands):

	Rental and Related Revenues		Depreciation and Amortization
2023	$	24,036	$	99,784
2024	22,913		95,570
2025	21,891		83,984
2026	19,397		51,948
2027	15,393		26,349
Thereafter	43,356		51,219
	$	146,986	$	408,854

Goodwill

At each of December 31, 2022 and 2021, the Company’s goodwill balance was $18 million and is recognized in other assets, net on the Consolidated Balance Sheets. See Note 16 for goodwill attributable to the Company’s reportable segments. During the year ended December 31, 2021, the Company recognized a $29 million goodwill impairment charge, recognized within income (loss) from discontinued operations (see Note 6).

XML

Debt

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Debt

Debt

Bank Line of Credit and Term Loans

On May 23, 2019, the Company executed a $2.5 billion unsecured revolving line of credit facility, with a maturity date of May 23, 2023 and two six-month extension options, subject to certain customary conditions. Also in May 2019, the Company entered into a $250 million unsecured term loan facility, with a maturity date of May 23, 2024 (the “2019 Term Loan”). In July 2021, the Company repaid the $250 million 2019 Term Loan.

In September 2021, the Company executed an amended and restated unsecured revolving line of credit (the “Revolving Facility”), to increase total revolving commitments from $2.5 billion to $3.0 billion and extend the maturity date to January 20, 2026. This maturity date may be further extended pursuant to two six-month extension options, subject to certain customary conditions. Borrowings under the Revolving Facility accrue interest at the London Interbank Offered Rate (“LIBOR”) plus a margin that depends on the credit ratings of the Company’s senior unsecured long-term debt. The Company also pays a facility fee on the entire revolving commitment that depends on its credit ratings. Additionally, the Revolving Facility includes a sustainability-linked pricing component whereby the applicable margin may be reduced by up to 0.025% based on the Company’s achievement of specified sustainability-linked metrics, subject to certain conditions. Based on the Company’s credit ratings at December 31, 2022, and inclusive of achievement of a sustainability-linked metric during the year ended December 31, 2021, the margin on the Revolving Facility was 0.75% and the facility fee was 0.15%. At December 31, 2022 and 2021, the Company had no balance outstanding under the Revolving Facility.

The Revolving Facility includes a feature that allows the Company to increase the borrowing capacity by an aggregate amount of up to $750 million, subject to securing additional commitments. Further, the Revolving Facility includes customary LIBOR replacement language, including, but not limited to, the use of rates based on SOFR.

The Revolving Facility also contains certain financial restrictions and other customary requirements, including financial covenants and cross-default provisions to other indebtedness. Among other things, these covenants, using terms defined in the agreement: (i) limit the ratio of Enterprise Total Indebtedness to Enterprise Gross Asset Value to 60%; (ii) limit the ratio of Enterprise Secured Debt to Enterprise Gross Asset Value to 40%; (iii) limit the ratio of Enterprise Unsecured Debt to Enterprise Unencumbered Asset Value to 60%; (iv) require a minimum Fixed Charge Coverage ratio of 1.5 times; and (v) require a minimum Consolidated Tangible Net Worth of $7.7 billion. The Company believes it was in compliance with each of these covenants at December 31, 2022.

On August 22, 2022, the Company executed a term loan agreement (the “2022 Term Loan Agreement”) that provided for two senior unsecured delayed draw term loans in an aggregate principal amount of up to $500 million (the “2022 Term Loan Facilities”). The 2022 Term Loan Facilities were available to be drawn from time to time during a 180-day period after closing, subject to customary borrowing conditions. $250 million of the 2022 Term Loan Facilities has an initial stated maturity of 4.5 years, which may be extended for a one-year period subject to certain customary conditions. The other $250 million of the 2022 Term Loan Facilities has a stated maturity of 5 years with no option to extend. In October 2022, the entirety of the $500 million under the 2022 Term Loan Facilities was drawn. Therefore, at December 31, 2022, the Company had $500 million outstanding under the 2022 Term Loan Facilities.

Loans outstanding under the 2022 Term Loan Facilities accrue interest at adjusted SOFR plus a margin that depends on the credit ratings of the Company’s senior unsecured long-term debt. The 2022 Term Loan Agreement also includes a sustainability-linked pricing component whereby the applicable margin under the 2022 Term Loan Facilities may be reduced by 0.01% based on the Company’s achievement of specified sustainability-linked metrics. Based on the Company’s credit ratings as of December 31, 2022, the margin on the 2022 Term Loan Facilities was 0.85%. The 2022 Term Loan Agreement includes a feature that allows the Company to increase the borrowing capacity by an aggregate amount of up to an additional $500 million, subject to securing additional commitments.

The 2022 Term Loan Agreement also contains certain financial restrictions and other customary requirements, including financial covenants and cross-default provisions to other indebtedness. Among other things, these covenants, using terms defined in the agreement: (i) limit the ratio of Enterprise Total Indebtedness to Enterprise Gross Asset Value to 60%; (ii) limit the ratio of Enterprise Secured Debt to Enterprise Gross Asset Value to 40%; (iii) limit the ratio of Enterprise Unsecured Debt to Enterprise Unencumbered Asset Value to 60%; (iv) require a minimum Fixed Charge Coverage ratio of 1.5 times; and (v) require a minimum Consolidated Tangible Net Worth of $7.7 billion. The Company believes it was in compliance with each of these covenants at December 31, 2022.

In August 2022, the Company entered into two forward-starting interest rate swap instruments that are designated as cash flow hedges (see Note 22). The 2022 Term Loan Facilities associated with these interest rate swap instruments are reported as fixed rate debt due to the Company having effectively established a fixed interest rate for the underlying debt instruments. Based on the Company’s credit ratings as of December 31, 2022, the 2022 Term Loan Facilities had a blended fixed effective interest rate of 3.77%, inclusive of the impact of these interest rate swap instruments and amortization of the related debt issuance costs.

Commercial Paper Program

In September 2019, the Company established an unsecured commercial paper program (the “Commercial Paper Program”). Under the terms of the Commercial Paper Program, the Company may issue, from time to time, unsecured short-term debt securities with varying maturities. Amounts available under the Commercial Paper Program may be borrowed, repaid, and re-borrowed from time to time. At December 31, 2021, the maximum aggregate face or principal amount that could be outstanding at any one time was $1.5 billion. In July 2022, the Company increased the maximum aggregate face or principal amount that can be outstanding at any one time to $2.0 billion. Amounts borrowed under the Commercial Paper Program will be sold on terms that are customary for the U.S. commercial paper market and will be at least equal in right of payment with all of the Company’s other unsecured and unsubordinated indebtedness. The Company uses its Revolving Facility as a liquidity backstop for the repayment of unsecured short-term debt securities issued under the Commercial Paper Program. At December 31, 2022, the Company had $996 million of securities outstanding under the Commercial Paper Program, with original maturities of approximately two months and a weighted average interest rate of 4.90%. At December 31, 2021, the Company had $1.17 billion of securities outstanding under the Commercial Paper Program, with original maturities of approximately two months and a weighted average interest rate of 0.32%.

Senior Unsecured Notes

At each of December 31, 2022 and 2021, the Company had senior unsecured notes outstanding with an aggregate principal balance of $4.7 billion. The senior unsecured notes contain certain covenants including limitations on debt, maintenance of unencumbered assets, cross-acceleration provisions, and other customary terms. The Company believes it was in compliance with these covenants at December 31, 2022.

During the year ended December 31, 2022, the Company did not issue, repurchase, or redeem any senior unsecured notes.

In 2021, the Company completed two green bond offerings. The net proceeds from both green bonds have been allocated to eligible green projects, and the Company may choose to re-allocate net proceeds from such offerings to one or more other eligible green projects.

The following table summarizes the Company’s senior unsecured notes issuances, including the green bond offerings discussed above, for the periods presented (dollars in thousands):

Issue Date	Amount		Coupon Rate		Maturity Date
Year ended December 31, 2021:
November 24, 2021	$	500,000	2.13	%	2028
July 12, 2021	450,000		1.35	%	2027
Year ended December 31, 2020:
June 23, 2020	600,000		2.88	%	2031

In January 2023, the Company completed a senior unsecured note issuance as summarized in the following table (dollars in thousands):

Issue Date	Amount		Coupon Rate		Maturity Date
January 17, 2023	$	400,000	5.25	%	2032

The following table summarizes the Company’s senior unsecured notes repurchases and redemptions for the periods presented (dollars in thousands):

Payoff Date	Amount		Coupon Rate		Maturity Date
Year ended December 31, 2021(1):
May 19, 2021	$	251,806	3.40	%	2025
May 19, 2021	298,194		4.00	%	2025
February 26, 2021	188,000		4.25	%	2023
February 26, 2021	149,000		4.20	%	2024
February 26, 2021	331,000		3.88	%	2024
January 28, 2021	112,000		4.25	%	2023
January 28, 2021	201,000		4.20	%	2024
January 28, 2021	469,000		3.88	%	2024
Year ended December 31, 2020(2):
July 9, 2020	300,000		3.15	%	2022
June 24, 2020	250,000		4.25	%	2023

_______________________________________

(1)As a result of the repurchases and redemptions of these senior unsecured notes, the Company recognized an aggregate $225 million loss on debt extinguishment during the year ended December 31, 2021.

(2)As a result of the repurchases and redemptions of these senior unsecured notes, the Company recognized an aggregate $44 million loss on debt extinguishment during the year ended December 31, 2020.

Mortgage Debt

At December 31, 2022 and 2021, the Company had $345 million and $350 million, respectively, in aggregate principal of mortgage debt outstanding, which was secured by 18 healthcare facilities, with an aggregate carrying value of $793 million and $811 million, respectively.

Mortgage debt generally requires monthly principal and interest payments, is collateralized by real estate assets, and is non-recourse. Mortgage debt typically restricts transfer of the encumbered assets, prohibits additional liens, restricts prepayment, requires payment of real estate taxes, requires maintenance of the assets in good condition, requires insurance on the assets, and includes conditions to obtain lender consent to enter into or terminate material leases. Some of the mortgage debt may require tenants or operators to maintain compliance with the applicable leases or operating agreements of such real estate assets.

During the years ended December 31, 2022, 2021, and 2020 the Company made aggregate principal repayments of mortgage debt of $5 million, $9 million, and $5 million, respectively (excluding mortgage debt on assets held for sale and discontinued operations).

In April 2021, in conjunction with the acquisition of the MOB Portfolio, the Company originated $142 million of secured mortgage debt (see Note 4) that matures in May 2026. In April 2022, the Company terminated its existing interest rate cap instruments associated with this variable rate mortgage debt and entered into two interest rate swap instruments that are designated as cash flow hedges and mature in May 2026 (see Note 22). The variable rate mortgage debt associated with these interest rate swap instruments is reported as fixed rate debt due to the Company having effectively established a fixed interest rate for the underlying debt instrument.

Debt Maturities

The following table summarizes the Company’s stated debt maturities and scheduled principal repayments at December 31, 2022 (dollars in thousands):

							Senior Unsecured Notes(2)				Mortgage Debt(3)
Year	Bank Line of Credit		Commercial Paper(1)		Term Loans		Amount		Interest Rate		Amount		Interest Rate		Total
2023	$	—	$	—	$	—	$	—	—	%	$	90,089	3.80	%	$	90,089
2024	—		—		—		—		—	%	7,024		6.14	%	7,024
2025	—		—		—		800,000		3.92	%	3,209		3.82	%	803,209
2026	—		995,606		—		650,000		3.40	%	244,523		4.48	%	1,890,129
2027	—		—		500,000		450,000		1.54	%	366		5.91	%	950,366
Thereafter	—		—		—		2,800,000		3.50	%	—		—	%	2,800,000
	—		995,606		500,000		4,700,000				345,211				6,540,817
Premiums, (discounts), and debt issuance costs, net	—		—		(4,043)		(40,549)				1,388				(43,204)
	$	—	$	995,606	$	495,957	$	4,659,451			$	346,599			$	6,497,613

_______________________________________

(1)Commercial Paper Program borrowings are backstopped by the Revolving Facility. As such, the Company calculates the weighted average remaining term of its Commercial Paper Program borrowings using the maturity date of the Revolving Facility.

(2)Effective interest rates on the senior unsecured notes range from 1.54% to 6.87% with a weighted average effective interest rate of 3.37% and a weighted average maturity of 6 years.

(3)Effective interest rates on the mortgage debt range from 3.44% to 7.93% with a weighted average effective interest rate of 4.33% and a weighted average maturity of 3 years. These interest rates include the impact of designated interest rate swap instruments, which effectively fix the interest rate on certain variable rate debt.

XML

Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Legal Proceedings

From time to time, the Company is a party to legal proceedings, lawsuits and other claims that arise in the ordinary course of the Company’s business. The Company is not aware of any legal proceedings or claims that it believes may have, individually or taken together, a material adverse effect on the Company’s financial condition, results of operations, or cash flows. The Company’s policy is to expense legal costs as they are incurred.

DownREITs and Other Partnerships

In connection with the formation of DownREITs, members may contribute appreciated real estate to a DownREIT in exchange for DownREIT units. These contributions are generally tax-deferred, so that the pre-contribution gain related to the property is not taxed to the member. However, if a contributed property is later sold by the DownREIT, the unamortized pre-contribution gain that exists at the date of sale is specifically allocated and taxed to the contributing members. In many of the DownREITs, the Company has entered into indemnification agreements with those members who contributed appreciated property into the DownREIT. Under these indemnification agreements, if any of the appreciated real estate contributed by the members is sold by the DownREIT in a taxable transaction within a specified number of years, the Company will reimburse the affected members for the federal and state income taxes associated with the pre-contribution gain that is specially allocated to the affected member under the Internal Revenue Code (“make-whole payments”). These make-whole payments include a tax gross-up provision. These indemnification agreements have expirations terms that range through 2039 on a total of 29 properties.

Additionally, the Company owns a 49% interest in the Life Science JV (see Note 9). If the property in the joint venture is sold in a taxable transaction, the Company is generally obligated to indemnify its joint venture partner for its federal and state income taxes associated with the gain that existed at the time of the contribution to the joint venture.

Commitments

The following table summarizes the Company’s material commitments, excluding debt service obligations (see Note 11), obligations as the lessee under operating leases (see Note 7), and potential future obligations related to redeemable noncontrolling interests (see Note 13) at December 31, 2022 (in thousands):

	Amount
Development and redevelopment commitments(1)	$	219,059
Lease and other contractual commitments(2)	33,164
Construction loan commitments(3)	39,965
	$	292,188

_______________________________________

(1)Represents construction and other commitments as of December 31, 2022 for developments and redevelopments in progress and includes allowances for tenant improvements that the Company has provided as a lessor.

(2)Represents the Company’s commitments, as lessor, under signed leases and contracts for operating properties as of December 31, 2022 and includes allowances for tenant improvements and leasing commissions. Excludes allowances for tenant improvements related to developments and redevelopments in progress for which the Company has executed an agreement with a general contractor to complete the tenant improvements (recognized in the “Development and redevelopment commitments” line).

(3)Represents loan commitments as of December 31, 2022 to fund additional loans for senior housing redevelopment and capital expenditure projects.

Credit Enhancement Guarantee

Prior to December 31, 2020, certain of the Company’s senior housing facilities served as collateral for debt that was owed by a previous owner of the facilities. This indebtedness was guaranteed by the previous owner who has an investment grade credit rating. In conjunction with certain of the Company’s planned dispositions of SHOP assets, during October 2020, the debt to which the Company’s assets served as collateral was defeased. As part of that defeasance, the Company paid approximately $11 million of the defeasance premium during the year ended December 31, 2020, which was recognized as a transaction cost expense and reported in income (loss) from discontinued operations.

Environmental Costs

Various environmental laws govern certain aspects of the ongoing management and operation of our facilities, including those related to presence of asbestos-containing materials. The presence of, or the failure to manage and/or remediate, such materials may adversely affect the occupancy and performance of the Company’s facilities. The Company monitors its properties for the presence of such hazardous or toxic substances and is not aware of any environmental liability with respect to the properties that would have a material adverse effect on the Company’s business, financial condition, or results of operations. The Company carries environmental insurance and believes that the policy terms, conditions, limitations, and deductibles are adequate and appropriate under the circumstances, given the relative risk of loss, the cost of such coverage, and current industry practice.

General Uninsured Losses

The Company obtains various types of insurance to mitigate the impact of property, business interruption, liability, workers’ compensation, flood, windstorm, earthquake, environmental, cyber, and terrorism related losses. The Company attempts to obtain appropriate policy terms, conditions, limits, and deductibles considering the relative risk of loss, the cost of such coverage, and current industry practice. There are, however, certain types of extraordinary losses, such as those due to acts of war or other events that may be either uninsurable or not economically insurable. In addition, the Company has a large number of properties that are exposed to earthquake, flood, and windstorm occurrences for which the related insurances carry high deductibles and have limits.

XML

Equity and Redeemable Noncontrolling Interests

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Equity and Redeemable Noncontrolling Interests

Equity and Redeemable Noncontrolling Interests

Dividends

On February 1, 2023, the Company announced that its Board of Directors declared a quarterly cash dividend of $0.30 per share. The common stock cash dividend will be paid on February 23, 2023 to stockholders of record as of the close of business on February 9, 2023.

During the years ended December 31, 2022, 2021, and 2020, the Company declared and paid common stock cash dividends of $1.20, $1.20, and $1.48 per share, respectively.

At-The-Market Equity Offering Program

In February 2020, the Company established an at-the-market equity offering program (as amended from time to time, the “ATM Program”), which was most recently amended in May 2021 to increase the size of the program from $1.25 billion to $1.5 billion, pursuant to which shares of common stock having an aggregate gross sales price of up to $1.5 billion may be sold (i) by the Company through a consortium of banks acting as sales agents or directly to the banks acting as principals or (ii) by a consortium of banks acting as forward sellers on behalf of any forward purchasers pursuant to a forward sale agreement (each, an “ATM forward contract”). The use of ATM forward contracts allows the Company to lock in a share price on the sale of shares at the time the ATM forward contract is effective, but defer receiving the proceeds from the sale of shares until a later date.

ATM forward contracts generally have a one to two year term. At any time during the term, the Company may settle a forward sale by delivery of physical shares of common stock to the forward seller or, at the Company’s election, in cash or net shares. The forward sale price the Company expects to receive upon settlement of outstanding ATM forward contracts will be the initial forward price established upon the effective date, subject to adjustments for: (i) accrued interest, (ii) the forward purchasers’ stock borrowing costs, and (iii) certain fixed price reductions during the term of the ATM forward contract.

At December 31, 2022, $1.18 billion of the Company’s common stock remained available for sale under the ATM Program.

ATM Forward Contracts

During the year ended December 31, 2020, the Company utilized the forward provisions under a previous ATM program established in 2019 (the “2019 ATM Program”) to allow for the sale of an aggregate of 2.0 million shares of its common stock at an initial weighted average net price of $35.23 per share, after commissions. Additionally, during the year ended December 31, 2020, the Company settled 16.8 million shares previously outstanding under the 2019 ATM Program at a weighted average net price of $31.38 per share, after commissions, resulting in net proceeds of $528 million. At December 31, 2020, no shares remained outstanding under the 2019 ATM Program.

During the year ended December 31, 2021, the Company utilized the forward provisions under the ATM Program to allow for the sale of an aggregate of 9.1 million shares of its common stock at an initial weighted average net price of $35.25 per share, after commissions. None of these shares were settled during the year and therefore, all 9.1 million shares remained outstanding at December 31, 2021.

During the year ended December 31, 2022, the Company settled all 9.1 million shares previously outstanding under ATM forward contracts at a weighted average net price of $34.01 per share, after commissions, resulting in net proceeds of $308 million. Therefore, at December 31, 2022, no shares remained outstanding under ATM forward contracts.

ATM Direct Issuances

During the years ended December 31, 2022, 2021, and 2020, there were no direct issuances of shares of common stock under the ATM program.

Forward Equity Offerings

November 2019 Offering. In November 2019, the Company entered into a forward equity sales agreement (the “2019 forward equity sales agreement”) to sell an aggregate of 15.6 million shares of its common stock (including shares sold through the exercise of underwriters’ options) at an initial net price of $34.46 per share, after underwriting discounts and commissions, which was subject to adjustments for: (i) accrued interest, (ii) the forward purchasers’ stock borrowing costs, and (iii) certain fixed price reductions during the term of the agreement. During the year ended December 31, 2020, the Company settled all 15.6 million shares under the 2019 forward equity sales agreement at a weighted average net price of $34.18 per share, resulting in net proceeds of $534 million (total net proceeds of $1.06 billion, when aggregated with the net proceeds from settling ATM forward contracts under the 2019 ATM Program, as discussed above). Therefore, at December 31, 2022, 2021, and 2020, no shares remained outstanding under the 2019 forward equity sales agreement.

Share Repurchase Program

On August 1, 2022, the Company’s Board of Directors approved a share repurchase program under which the Company may acquire shares of its common stock in the open market up to an aggregate purchase price of $500 million (the “Share Repurchase Program”). Purchases of common stock under the Share Repurchase Program may be exercised at the Company’s discretion with the timing and number of shares repurchased depending on a variety of factors, including price, corporate and regulatory requirements, and other corporate liquidity requirements and priorities. The Share Repurchase Program expires in August 2024 and may be suspended or terminated at any time without prior notice. Under Maryland General Corporation Law, outstanding shares of common stock acquired by a corporation become authorized but unissued shares, which may be re-issued. During the year ended December 31, 2022, the Company repurchased 2.1 million shares of its common stock at a weighted average price of $27.16 per share for a total of $56 million. Therefore, at December 31, 2022, $444 million of the Company’s common stock remained available for repurchase under the Share Repurchase Program.

Other Common Stock Activities

The following table summarizes the Company’s other common stock activities (in thousands):

	Year Ended December 31,
	2022		2021		2020
Dividend Reinvestment and Stock Purchase Plan	$	59	$	81	$	181
Conversion of DownREIT units	27		8		120
Exercise of stock options	—		97		54
Vesting of restricted stock units	820		924		668
Repurchase of common stock	2,418		418		298

Accumulated Other Comprehensive Income (Loss)

The following table summarizes the Company’s accumulated other comprehensive income (loss) (in thousands):

	December 31,
	2022		2021
Unrealized gains (losses) on derivatives, net	$	30,145	$	—
Supplemental Executive Retirement Plan minimum liability	(2,011)		(3,147)
Total accumulated other comprehensive income (loss)	$	28,134	$	(3,147)

The Company has a defined benefit pension plan, known as the Supplemental Executive Retirement Plan, with one plan participant, the former Chief Executive Officer (“CEO”) of the Company who departed in 2003. Changes to the Supplemental Executive Retirement Plan minimum liability are reflected in other comprehensive income (loss).

Redeemable Noncontrolling Interests

Arrangements with noncontrolling interest holders are assessed for appropriate balance sheet classification based on the redemption and other rights held by the noncontrolling interest holder. Certain of the Company’s noncontrolling interest holders have the ability to put their equity interests to the Company upon specified events or after the passage of a predetermined period of time. Each put option is payable in cash and subject to increases in redemption value in the event that the underlying property generates specified returns for the Company and meets certain promote thresholds pursuant to the respective agreements. Accordingly, the Company records redeemable noncontrolling interests outside of permanent equity and presents the redeemable noncontrolling interests at the greater of their carrying amount or redemption value at the end of each reporting period.

During the year ended December 31, 2021, one of the redeemable noncontrolling interests met the conditions for redemption and the related put option was exercised during the year then ended. Accordingly, the Company made a cash payment for the redemption value of $60 million to the related noncontrolling interest holder during the year ended December 31, 2021 and acquired the redeemable noncontrolling interest associated with this entity. During the year ended December 31, 2022, one of the redeemable noncontrolling interests met the conditions for redemption, but was not yet exercised. The three remaining redeemable noncontrolling interests had not yet met the conditions for redemption as of December 31, 2022. Two of the interests will become redeemable following the passage of a predetermined amount of time, which will occur in 2023 and 2024. The fourth interest will become redeemable at the earlier of a predetermined passage of time or stabilization of the underlying development property, which is expected to occur in 2023. The redemption values are subject to change based on the assessment of redemption value at each redemption date.

Noncontrolling Interests

The non-managing member units of the Company’s DownREITs are exchangeable for an amount of cash approximating the then-current market value of shares of the Company’s common stock or, at the Company’s option, shares of the Company’s common stock (subject to certain adjustments, such as stock splits and reclassifications). Upon exchange of DownREIT units for the Company’s common stock, the carrying amount of the DownREIT units is reclassified to stockholders’ equity. At December 31, 2022, there were five million DownREIT units (seven million shares of Healthpeak common stock are issuable upon conversion) outstanding in seven DownREIT LLCs, for all of which the Company acts as the managing member. At December 31, 2022, the carrying and market values of the five million DownREIT units were $200 million and $183 million, respectively. At December 31, 2021, the carrying and market values of the five million DownREIT units were $201 million and $264 million, respectively.

XML

Earnings Per Common Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Earnings Per Common Share

Earnings Per Common Share

Basic income (loss) per common share (“EPS”) is computed based on the weighted average number of common shares outstanding. Diluted income (loss) per common share is computed based on the weighted average number of common shares outstanding plus the impact of forward equity sales agreements using the treasury stock method and common shares issuable from the assumed conversion of DownREIT units, stock options, certain performance restricted stock units, and unvested restricted stock units. Only those instruments having a dilutive impact on the Company’s basic income (loss) per share are included in diluted income (loss) per share during the periods presented.

Restricted stock and certain performance restricted stock units are considered participating securities, because dividend payments are not forfeited even if the underlying award does not vest, and require use of the two-class method when computing basic and diluted earnings per share.

Refer to Note 13 for a discussion of the sale of shares under and settlement of forward sales agreements during the periods presented. The Company considered the potential dilution resulting from the forward agreements to the calculation of earnings per share. At inception, the agreements do not have an effect on the computation of basic EPS as no shares are delivered until settlement. However, the Company uses the treasury stock method to calculate the dilution, if any, resulting from the forward sales agreements during the period of time prior to settlement. The aggregate effect on the Company’s diluted weighted-average common shares for the years ended December 31, 2022, 2021, and 2020 was zero, 1 thousand, and 201 thousand weighted-average incremental shares, respectively, from the forward equity sales agreements. 

The following table illustrates the computation of basic and diluted earnings per share (in thousands, except per share amounts):

	Year Ended December 31,
	2022		2021		2020
Numerator
Income (loss) from continuing operations	$	513,540	$	137,728	$	160,507
Noncontrolling interests’ share in continuing operations	(15,975)		(17,851)		(14,394)
Income (loss) from continuing operations attributable to Healthpeak Properties, Inc.	497,565		119,877		146,113
Less: Participating securities’ share in continuing operations	(2,657)		(3,269)		(2,416)
Income (loss) from continuing operations applicable to common shares	494,908		116,608		143,697
Income (loss) from discontinued operations	2,884		388,202		267,746
Noncontrolling interests’ share in discontinued operations	—		(2,539)		(296)
Net income (loss) applicable to common shares - basic and diluted	$	497,792	$	502,271	$	411,147
Denominator
Basic weighted average shares outstanding	538,809		538,930		530,555
Dilutive potential common shares - equity awards(1)	338		310		300
Dilutive potential common shares - forward equity agreements(2)	—		1		201
Diluted weighted average common shares	539,147		539,241		531,056
Basic earnings (loss) per common share
Continuing operations	$	0.92	$	0.22	$	0.27
Discontinued operations	0.00		0.71		0.50
Net income (loss) applicable to common shares	$	0.92	$	0.93	$	0.77
Diluted earnings (loss) per common share:
Continuing operations	$	0.92	$	0.22	$	0.27
Discontinued operations	0.00		0.71		0.50
Net income (loss) applicable to common shares	$	0.92	$	0.93	$	0.77

_______________________________________

(1)For all periods presented, represents the dilutive impact of 1 million outstanding equity awards (restricted stock units and stock options).

(2)For the year ended December 31, 2022, all 9.1 million shares that were settled during the year then ended were anti-dilutive. For the year ended December 31, 2021, all 9.1 million shares that were not settled during the year then ended were anti-dilutive. For the year ended December 31, 2020, represents the dilutive impact of 32 million shares that were settled during the year then ended.

For the years ended December 31, 2022, 2021, and 2020, all 7 million shares issuable upon conversion of DownREIT units were not included because they were anti-dilutive.

XML

Compensation Plans

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Compensation Plans

Compensation Plans

Stock Based Compensation

On May 11, 2006, the Company’s stockholders approved the 2006 Performance Incentive Plan, which was amended and restated in 2009 (“the 2006 Plan”). On May 1, 2014, the Company’s stockholders approved the 2014 Performance Incentive Plan (“the 2014 Plan”) (collectively, the “Plans”). Following the adoption of the 2014 Plan, no new awards will be issued under the 2006 Plan. The Plans provide for the granting of stock-based compensation, including stock options, restricted stock, and restricted stock units to officers, employees, and directors in connection with their employment with or services provided to the Company. The maximum number of shares reserved for awards under the 2014 Plan is 33 million shares, and, as of December 31, 2022, 25 million of the reserved shares under the 2014 Plan are available for future awards, of which 16 million shares may be issued as restricted stock or restricted stock units.

Total share-based compensation cost was $32 million, $23 million, and $21 million for the years ended December 31, 2022, 2021, and 2020, respectively, which was recognized in general and administrative expenses. Of the total share-based compensation cost, $4 million, $3 million, and $2 million was capitalized as part of real estate for the years ended December 31, 2022, 2021, and 2020, respectively. The year ended December 31, 2022 includes $10 million of severance-related charges resulting from a decrease in the requisite service period of restricted stock units associated with the Company's former CEO, as further described below. As of December 31, 2022, there was $19 million of future expense related to unvested share-based compensation arrangements granted under the Company’s incentive plans, which is expected to be recognized over a weighted average period of 1.5 years associated with future employee service.

Departure of Executives

On October 6, 2022, the Company and Thomas M. Herzog mutually agreed that Mr. Herzog would step down from his position as CEO and from the board of directors of the Company, effective immediately. On November 1, 2022, the Company and Troy E. McHenry mutually agreed that Mr. McHenry would step down from his position as Chief Legal Officer and General Counsel, effective immediately. During the fourth quarter of 2022, the Company recognized total severance-related charges of $33 million in general and administrative expenses on the Consolidated Statements of Operations, $10 million of which related to a decrease in the requisite service period of restricted stock units as discussed above. These restricted stock units will continue to vest in accordance with the original terms of the grants. As of December 31, 2022, $15 million of these severance-related charges have not yet been paid and were included in accounts payable, accrued liabilities, and other liabilities on the Consolidated Balance Sheets.

Stock Options

There have been no grants of stock options since 2014. Stock options outstanding and exercisable were 0.3 million at December 31, 2022 and 0.4 million at December 31, 2021. There were no stock options exercised under the Plans for the year ended December 31, 2022. For the years ended December 31, 2021 and 2020, proceeds received from stock options exercised under the Plans were $3 million, and $2 million, respectively. No compensation cost related to stock options was incurred during the years ended December 31, 2022, 2021, and 2020.

Restricted Stock Awards

Under the Plans, restricted stock awards, including restricted stock units and performance stock units are granted subject to certain restrictions. Conditions of vesting are determined at the time of grant. Restrictions on certain awards generally lapse, as provided in the Plans or in the applicable award agreement, upon retirement, a change in control or other specified events. The fair market value of restricted stock awards, both time vesting and those subject to specific performance criteria, are expensed over the period of vesting. Restricted stock units, which vest based solely upon passage of time generally vest over a period of three to six years. The fair value of restricted stock units is determined based on the closing market price of the Company’s shares on the grant date. Performance stock units, which are restricted stock awards that vest dependent upon attainment of various levels of performance that equal or exceed threshold levels, generally vest in their entirety at the end of a three year performance period. The number of shares that ultimately vest can vary from 0% to 200% of target depending on the level of achievement of the performance criteria. The fair value of performance stock units is determined based on the Monte Carlo valuation model primarily using the following assumptions for awards granted during the years ended December 31, 2022, 2021, and 2020, respectively: (i) expected term of 3 years, 3 years, and 3 years (equal to the remaining performance period at the grant date), (ii) historical volatility of 38.9%, 39.1%, and 20.0%, (iii) dividend yield of 3.5%, 4.0%, and 4.2%, (iv) risk-free rate of 1.8%, 0.2%, and 1.4%, and (v) post-vesting restrictions discount of 5.8%, 12.9%, and 0.0%. The total grant date fair value of restricted stock and performance based units for the years ended December 31, 2022, 2021, and 2020 was $27 million, $23 million, and $24 million, respectively. The total fair value (at vesting) of restricted stock and performance based units for the years ended December 31, 2022, 2021, and 2020 was $27 million, $29 million, and $20 million, respectively. The compensation cost recognized for all restricted stock awards is net of actual forfeitures.

Upon vesting of restricted stock awards, the participant is required to pay the related tax withholding obligation. The Company reduces the number of common stock shares delivered to pay the employee tax withholding obligation. The value of the shares withheld is dependent on the closing market price of the Company’s common stock on the trading date prior to the relevant transaction occurring. During the years ended December 31, 2022, 2021, and 2020, the Company withheld 356,000, 418,000, and 298,000 shares, respectively, to offset tax withholding obligations with respect to the vesting of the restricted stock and performance restricted stock unit awards.

Holders of restricted stock awards, including restricted stock units and performance stock units, are generally entitled to receive dividends equal to the amount that would be paid on an equivalent number of shares of common stock.

The following table summarizes restricted stock award activity, including performance stock units, for the year ended December 31, 2022 (units in thousands):

	Restricted Stock Units	Weighted Average Grant Date Fair Value
Unvested at January 1, 2022	1,692	$	33.72
Granted	983	32.94
Vested	(820)	32.87
Forfeited	(146)	34.02
Unvested at December 31, 2022	1,709	$	33.66

XML

Segment Disclosures

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Segment Disclosures

Segment Disclosures

The Company’s reportable segments, based on how its chief operating decision maker (“CODM”) evaluates the business and allocates resources, are as follows: (i) life science, (ii) medical office, and (iii) CCRC. The Company has non-reportable segments that are comprised primarily of the Company’s interests in an unconsolidated JV that owns 19 senior housing assets (the “SWF SH JV”), loans receivable, and marketable debt securities. The accounting policies of the segments are the same as those described in the Company’s Summary of Significant Accounting Policies (see Note 2).

The Company evaluates performance based on property Adjusted NOI. NOI is defined as real estate revenues (inclusive of rental and related revenues, resident fees and services, income from direct financing leases, and government grant income and exclusive of interest income), less property level operating expenses; NOI excludes all other financial statement amounts included in net income (loss). Adjusted NOI is calculated as NOI after eliminating the effects of straight-line rents, DFL non-cash interest, amortization of market lease intangibles, termination fees, actuarial reserves for insurance claims that have been incurred but not reported, and the impact of deferred community fee income and expense.

NOI and Adjusted NOI are non-GAAP supplemental measures that are calculated as NOI and Adjusted NOI from consolidated properties, plus the Company’s share of NOI and Adjusted NOI from unconsolidated joint ventures (calculated by applying the Company’s actual ownership percentage for the period), less noncontrolling interests’ share of NOI and Adjusted NOI from consolidated joint ventures (calculated by applying the Company’s actual ownership percentage for the period). Management utilizes its share of NOI and Adjusted NOI in assessing its performance as the Company has various joint ventures that contribute to its performance. The Company does not control its unconsolidated joint ventures, and the Company’s share of amounts from unconsolidated joint ventures do not represent the Company’s legal claim to such items. The Company’s share of NOI and Adjusted NOI should not be considered a substitute for, and should only be considered together with and as a supplement to, the Company’s financial information presented in accordance with GAAP. Management believes that Adjusted NOI is an important supplemental measure because it provides relevant and useful information by reflecting only income and operating expense items that are incurred at the property level and presenting it on an unlevered basis. Additionally, management believes that net income (loss) is the most directly comparable GAAP measure to NOI and Adjusted NOI. NOI and Adjusted NOI should not be viewed as alternative measures of operating performance to net income (loss) as defined by GAAP since they do not reflect various excluded items.

Non-segment assets consist of assets in the Company’s other non-reportable segments and corporate non-segment assets. Corporate non-segment assets consist primarily of corporate assets, including cash and cash equivalents, restricted cash, accounts receivable, net, loans receivable, marketable debt securities, other assets, real estate assets held for sale and discontinued operations, and liabilities related to assets held for sale.

The following tables summarize information for the reportable segments (in thousands):

For the year ended December 31, 2022:

	Life Science		Medical Office		CCRC		Other Non-reportable		Corporate Non-segment		Total
Total revenues	$	817,573	$	725,370	$	494,935	$	23,300	$	—	$	2,061,178
Government grant income(1)	—		—		6,765		—		—		6,765
Less: Interest income	—		—		—		(23,300)		—		(23,300)
Healthpeak’s share of unconsolidated joint venture total revenues	9,921		2,999		—		73,885		—		86,805
Healthpeak’s share of unconsolidated joint venture government grant income	—		—		380		498		—		878
Noncontrolling interests’ share of consolidated joint venture total revenues	(268)		(35,717)		—		—		—		(35,985)
Operating expenses	(209,143)		(253,309)		(400,539)		—		—		(862,991)
Healthpeak’s share of unconsolidated joint venture operating expenses	(2,883)		(1,178)		—		(57,632)		—		(61,693)
Noncontrolling interests’ share of consolidated joint venture operating expenses	87		10,317		—		—		—		10,404
Adjustments to NOI(2)	(62,754)		(15,513)		2,300		169		—		(75,798)
Adjusted NOI	552,533		432,969		103,841		16,920		—		1,106,263
Plus: Adjustments to NOI(2)	62,754		15,513		(2,300)		(169)		—		75,798
Interest income	—		—		—		23,300		—		23,300
Interest expense	—		(6,900)		(7,509)		—		(158,535)		(172,944)
Depreciation and amortization	(302,649)		(279,546)		(128,374)		—		—		(710,569)
General and administrative	—		—		—		—		(131,033)		(131,033)
Transaction costs	(387)		(1,255)		(725)		—		(2,486)		(4,853)
Impairments and loan loss reserves, net	—		—		—		(7,004)		—		(7,004)
Gain (loss) on sales of real estate, net	3,744		10,659		—		(5,325)		—		9,078
Other income (expense), net	311,939		12,709		(1,380)		(13)		3,013		326,268
Less: Government grant income	—		—		(6,765)		—		—		(6,765)
Less: Healthpeak’s share of unconsolidated joint venture NOI	(7,038)		(1,821)		(380)		(16,751)		—		(25,990)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI	181		25,400		—		—		—		25,581
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	621,077		207,728		(43,592)		10,958		(289,041)		507,130
Income tax benefit (expense)	—		—		—		—		4,425		4,425
Equity income (loss) from unconsolidated joint ventures	(972)		852		539		1,566		—		1,985
Income (loss) from continuing operations	620,105		208,580		(43,053)		12,524		(284,616)		513,540
Income (loss) from discontinued operations	—		—		—		—		2,884		2,884
Net income (loss)	$	620,105	$	208,580	$	(43,053)	$	12,524	$	(281,732)	$	516,424

_______________________________________

(1)Represents government grant income received under the CARES Act, which is recorded in other income (expense), net in the Consolidated Statements of Operations (see Note 2).

(2)Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, actuarial reserves for insurance claims that have been incurred but not reported, deferral of community fees, and termination fees. Includes the Company’s share of income (loss) generated by unconsolidated joint ventures and excludes noncontrolling interests’ share of income (loss) generated by consolidated joint ventures.

For the year ended December 31, 2021:

	Life Science		Medical Office		CCRC		Other Non-reportable		Corporate Non-segment		Total
Total revenues	$	715,844	$	671,242	$	471,325	$	37,773	$	—	$	1,896,184
Government grant income(1)	—		—		1,412		—		—		1,412
Less: Interest income	—		—		—		(37,773)		—		(37,773)
Healthpeak’s share of unconsolidated joint venture total revenues	5,757		2,882		6,903		67,835		—		83,377
Healthpeak’s share of unconsolidated joint venture government grant income	—		—		200		1,549		—		1,749
Noncontrolling interests’ share of consolidated joint venture total revenues	(292)		(35,363)		—		—		—		(35,655)
Operating expenses	(169,044)		(223,383)		(380,865)		13		—		(773,279)
Healthpeak’s share of unconsolidated joint venture operating expenses	(1,836)		(1,174)		(6,639)		(51,866)		—		(61,515)
Noncontrolling interests’ share of consolidated joint venture operating expenses	87		10,071		—		—		—		10,158
Adjustments to NOI(2)	(46,589)		(11,118)		3,241		(47)		—		(54,513)
Adjusted NOI	503,927		413,157		95,577		17,484		—		1,030,145
Plus: Adjustments to NOI(2)	46,589		11,118		(3,241)		47		—		54,513
Interest income	—		—		—		37,773		—		37,773
Interest expense	(232)		(2,837)		(7,701)		—		(147,210)		(157,980)
Depreciation and amortization	(303,196)		(255,746)		(125,344)		—		—		(684,286)
General and administrative	—		—		—		—		(98,303)		(98,303)
Transaction costs	(24)		(323)		(1,445)		(49)		—		(1,841)
Impairments and loan loss reserves, net	—		(21,577)		—		(1,583)		—		(23,160)
Gain (loss) on sales of real estate, net	—		190,590		—		—		—		190,590
Gain (loss) on debt extinguishments	—		—		—		—		(225,824)		(225,824)
Other income (expense), net	55		(2,725)		2,141		486		6,309		6,266
Less: Government grant income	—		—		(1,412)		—		—		(1,412)
Less: Healthpeak’s share of unconsolidated joint venture NOI	(3,921)		(1,708)		(464)		(17,518)		—		(23,611)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI	205		25,292		—		—		—		25,497
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	243,403		355,241		(41,889)		36,640		(465,028)		128,367
Income tax benefit (expense)	—		—		—		—		3,261		3,261
Equity income (loss) from unconsolidated joint ventures	1,118		794		1,484		2,704		—		6,100
Income (loss) from continuing operations	244,521		356,035		(40,405)		39,344		(461,767)		137,728
Income (loss) from discontinued operations	—		—		—		—		388,202		388,202
Net income (loss)	$	244,521	$	356,035	$	(40,405)	$	39,344	$	(73,565)	$	525,930

_______________________________________

(1)Represents government grant income received under the CARES Act, which is recorded in other income (expense), net in the Consolidated Statements of Operations (see Note 2).

(2)Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, actuarial reserves for insurance claims that have been incurred but not reported, deferral of community fees, and termination fees. Includes the Company’s share of income (loss) generated by unconsolidated joint ventures and excludes noncontrolling interests’ share of income (loss) generated by consolidated joint ventures.

For the year ended December 31, 2020:

	Life Science		Medical Office		CCRC		Other Non-reportable		Corporate Non-segment		Total
Total revenues	$	569,296	$	622,398	$	436,494	$	16,687	$	—	$	1,644,875
Government grant income(1)	—		—		16,198		—		—		16,198
Less: Interest income	—		—		—		(16,553)		—		(16,553)
Healthpeak’s share of unconsolidated joint venture total revenues	448		2,772		35,392		74,023		—		112,635
Healthpeak’s share of unconsolidated joint venture government grant income	—		—		920		359		—		1,279
Noncontrolling interests’ share of consolidated joint venture total revenues	(239)		(34,597)		—		—		—		(34,836)
Operating expenses	(138,005)		(204,008)		(440,528)		—		—		(782,541)
Healthpeak’s share of unconsolidated joint venture operating expenses	(137)		(1,129)		(32,125)		(53,779)		—		(87,170)
Noncontrolling interests’ share of consolidated joint venture operating expenses	72		10,282		—		—		—		10,354
Adjustments to NOI(2)	(20,133)		(5,544)		97,072		433		—		71,828
Adjusted NOI	411,302		390,174		113,423		21,170		—		936,069
Plus: Adjustments to NOI(2)	20,133		5,544		(97,072)		(433)		—		(71,828)
Interest income	—		—		—		16,553		—		16,553
Interest expense	(234)		(400)		(7,227)		—		(210,475)		(218,336)
Depreciation and amortization	(217,921)		(222,165)		(113,851)		(12)		—		(553,949)
General and administrative	—		—		—		—		(93,237)		(93,237)
Transaction costs	(236)		—		(17,994)		(112)		—		(18,342)
Impairments and loan loss reserves, net	(14,671)		(10,208)		—		(18,030)		—		(42,909)
Gain (loss) on sales of real estate, net	—		90,390		—		(40)		—		90,350
Gain (loss) on debt extinguishments	—		—		—		—		(42,912)		(42,912)
Other income (expense), net	—		—		187,844		41,707		5,133		234,684
Less: Government grant income	—		—		(16,198)		—		—		(16,198)
Less: Healthpeak’s share of unconsolidated joint venture NOI	(311)		(1,643)		(4,187)		(20,603)		—		(26,744)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI	167		24,315		—		—		—		24,482
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	198,229		276,007		44,738		40,200		(341,491)		217,683
Income tax benefit (expense)(3)	—		—		—		—		9,423		9,423
Equity income (loss) from unconsolidated joint ventures	(40)		798		(1,547)		(65,810)		—		(66,599)
Income (loss) from continuing operations	198,189		276,805		43,191		(25,610)		(332,068)		160,507
Income (loss) from discontinued operations	—		—		—		—		267,746		267,746
Net income (loss)	$	198,189	$	276,805	$	43,191	$	(25,610)	$	(64,322)	$	428,253

_______________________________________

(1)Represents government grant income received under the CARES Act, which is recorded in other income (expense), net in the Consolidated Statements of Operations (see Note 2).

(2)Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, actuarial reserves for insurance claims that have been incurred but not reported, deferral of community fees, and termination fees. Includes the Company’s share of income (loss) generated by unconsolidated joint ventures and excludes noncontrolling interests’ share of income (loss) generated by consolidated joint ventures.

(3)Income tax benefit (expense) for the year ended December 31, 2020 includes: (i) a $51 million tax benefit recognized in conjunction with internal restructuring activities, which resulted in the transfer of assets subject to certain deferred tax liabilities from taxable REIT subsidiaries to the REIT in connection with the 2019 MTCA (see Note 3), (ii) a $33 million income tax expense related to the valuation allowance on deferred tax assets that are no longer expected to be realized (see Note 17), and (iii) a $3.7 million net tax benefit recognized due to changes under the CARES Act, which resulted in net operating losses being utilized at a higher income tax rate than previously available.

The following table summarizes the Company’s total assets by segment (in thousands):

	December 31,
Segment	2022		2021
Life science	$	9,019,271	$	8,257,990
Medical office	6,291,986		6,152,512
CCRC	2,276,898		2,233,377
Reportable segment assets	17,588,155		16,643,879
Accumulated depreciation and amortization	(3,540,362)		(3,125,416)
Net reportable segment assets	14,047,793		13,518,463
Other non-reportable segment assets	744,550		794,172
Assets held for sale and discontinued operations, net	49,866		37,190
Other non-segment assets	929,020		907,694
Total assets	$	15,771,229	$	15,257,519

See Notes 4, 5, 6, 7, 8, and 9 for significant transactions impacting the Company’s segment assets during the periods presented.

At each of December 31, 2022 and 2021, goodwill of $18 million was allocated to the Company’s segment assets as follows: (i) $14 million for medical office, (ii) $2 million for CCRC, and (iii) $2 million for other non-reportable.

XML

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

The Company has elected to be taxed as a REIT under the applicable provisions of the Code beginning with the year ended December 31, 1985. The Company has also elected for certain of its subsidiaries to be treated as TRSs (the “TRS entities”), which are subject to federal and state income taxes. All entities other than the TRS entities are collectively referred to as the “REIT” within this Note 17. Certain REIT entities are also subject to state and local income taxes.

Distributions with respect to the Company’s common stock can be characterized for federal income tax purposes as ordinary dividends, capital gains, nondividend distributions, or a combination thereof.

The following table shows the characterization of the Company’s annual common stock distributions per share:

	Year Ended December 31,
	2022		2021		2020
Ordinary dividends(1)	$	0.872948	$	0.152336	$	0.713864
Capital gains(2)(3)	0.183208		0.379960		0.529796
Nondividend distributions	0.143844		0.667704		0.236340
	$	1.200000	$	1.200000	$	1.480000

_______________________________________

(1)For the year ended December 31, 2022, all $0.872948 of ordinary dividends qualified as business income for purposes of Code Section 199A. For the year ended December 31, 2021, the amount includes $0.137064 of ordinary dividends qualified as business income for purposes of Code Section 199A and $0.015272 of qualified dividend income for purposes of Code Section 1(h)(11). For the year ended December 31, 2020, all $0.713864 of ordinary dividends qualified as business income for purposes of Code Section 199A.

(2)For the years ended December 31, 2022, 2021, and 2020, the amount includes $0.017760, $0.379960, and $0.221420, respectively, of Unrecaptured Section 1250 gain. Pursuant to Treasury Regulation Section 1.1061-6(c), the Company is disclosing additional information related to the capital gain dividends for purposes of Section 1061 of the Code. Code Section 1061 is generally applicable to direct and indirect holders of “applicable partnership interests.” For the year ended December 31, 2022, the “One Year Amounts” and “Three Year Amounts” are 89.6708% of the total capital gain distributions and the remaining capital gain distributions are attributable to Code Section 1231 gains, which are not subject to Code Section 1061. For the years ended December 31, 2021 and 2020, the “One Year Amounts” and “Three Year Amounts” are each zero, since all capital gains relate to Code Section 1231 gains.

(3)For the years ended December 31, 2022, 2021, and 2020, 10.3292%, 100%, and 100%, respectively, of the capital gain distributions represent gains from dispositions of U.S. real property interests pursuant to Code Section 897 for foreign shareholders.

The Company’s pretax income (loss) from continuing operations for the years ended December 31, 2022, 2021, and 2020 was $509 million, $134 million, and $151 million, respectively, of which $527 million, $150 million, and $80 million was attributable to the REIT entities for the years then ended. The TRS entities subject to tax reported income (losses) before income taxes from continuing operations of $(18) million, $(16) million, and $71 million for the years ended December 31, 2022, 2021, and 2020, respectively.

The total income tax benefit (expense) from continuing operations consists of the following components (in thousands):

	Year Ended December 31,
	2022		2021		2020
Current
Federal	$	(632)	$	(126)	$	9,164
State	(689)		(1,003)		(1,431)
Total current	$	(1,321)	$	(1,129)	$	7,733
Deferred
Federal	$	3,157	$	3,469	$	2,849
State	2,589		921		(1,159)
Total deferred	$	5,746	$	4,390	$	1,690
Total income tax benefit (expense) from continuing operations	$	4,425	$	3,261	$	9,423

The Company’s income tax benefit from discontinued operations was $0.3 million, $1 million, and $10 million for the years ended December 31, 2022, 2021, and 2020, respectively (see Note 5).

The following table reconciles income tax benefit (expense) from continuing operations at statutory rates to actual income tax benefit (expense) recorded (in thousands):

	Year Ended December 31,
	2022		2021		2020
Tax benefit (expense) at U.S. federal statutory income tax rate on income or loss subject to tax	$	3,698	$	3,345	$	(15,016)
State income tax benefit (expense), net of federal tax	911		706		(4,211)
Gross receipts and margin taxes	(956)		(989)		(980)
Return to provision adjustments	1,260		(4)		(707)
Valuation allowance for deferred tax assets	194		203		(24,051)
Tax rate differential ─ NOL carryback under the CARES Act	—		—		3,732
Change in tax status of TRS	(682)		—		50,656
Total income tax benefit (expense) from continuing operations	$	4,425	$	3,261	$	9,423

Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of the assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The following table summarizes the significant components of the Company’s deferred tax assets and liabilities from continuing operations (in thousands):

	December 31,
	2022		2021		2020
Deferred tax assets:
Deferred revenue	$	102,504	$	104,397	$	103,713
Net operating loss carryforward	62,280		71,744		68,444
Expense accruals	12,399		14,229		15,478
Real estate	150		129		3,895
Investment in unconsolidated joint ventures	—		—		2,333
Other	689		—		—
Total deferred tax assets	178,022		190,499		193,863
Valuation allowance	(26,098)		(35,772)		(33,519)
Deferred tax assets, net of valuation allowance	$	151,924	$	154,727	$	160,344
Deferred tax liabilities:
Real estate	$	52,266	$	61,097	$	72,059
Other	674		648		1,094
Deferred tax liabilities	$	52,940	$	61,745	$	73,153
Net deferred tax assets	$	98,984	$	92,982	$	87,191

Net deferred tax assets are included in other assets, net on the Consolidated Balance Sheets.

The Company records a valuation allowance against deferred tax assets in certain jurisdictions when it is not more likely than not that it can realize the related deferred tax assets. The deferred tax asset valuation allowance is adequate to reduce the total deferred tax assets to an amount that the Company estimates will “more-likely-than-not” be realized.

In conjunction with the Company establishing a plan during the year ended December 31, 2020 to dispose of all of its SHOP assets and classifying such assets as discontinued operations (see Note 5), the Company concluded it was more likely than not that it would no longer realize the future value of certain deferred tax assets generated by the net operating losses of its TRS entities. Accordingly, the Company recognized a deferred tax asset valuation allowance and corresponding income tax expense of $33 million during the year ended December 31, 2020. As of December 31, 2022 and 2021, the Company had a deferred tax asset valuation allowance of $26 million and $36 million, respectively.

At December 31, 2022, the Company had a net operating loss (“NOL”) carryforward of $249 million related to the TRS entities. If unused, $15 million will begin to expire in 2035. The remainder, totaling $234 million, may be carried forward indefinitely.

The following table summarizes the Company’s unrecognized tax benefits (in thousands):

	December 31,
	2022		2021		2020
Total unrecognized tax benefits at January 1	$	469	$	469	$	469
Gross amount of decreases for prior years’ tax positions	(469)		—		—
Total unrecognized tax benefits at December 31	$	—	$	469	$	469

For the year ended December 31, 2022, the Company had no unrecognized tax benefits. For the years ended December 31, 2021 and 2020, the Company had unrecognized tax benefits of $0.5 million, that, if recognized, would reduce the annual effective tax rate.

The Company files numerous U.S. federal, state, and local income and franchise tax returns. With a few exceptions, the Company is no longer subject to U.S. federal, state, or local tax examinations by taxing authorities for years prior to 2019.

XML

Supplemental Cash Flow Information

12 Months Ended

Dec. 31, 2022

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

Supplemental Cash Flow Information

The following table provides supplemental cash flow information (in thousands):

	Year Ended December 31,
	2022		2021		2020
Supplemental cash flow information:
Interest paid, net of capitalized interest	$	162,115	$	173,044	$	209,843
Income taxes paid (refunded)	(1,903)		4,521		(786)
Capitalized interest	41,046		24,084		27,041
Cash paid for amounts included in the measurement of lease liability for operating leases	12,594		10,620		9,940
Supplemental schedule of non-cash investing and financing activities:
Increase in ROU asset in exchange for new lease liability related to operating leases	9,454		28,866		32,208
Decrease in ROU asset with corresponding change in lease liability related to operating leases	—		8,410		—
Retained investment in connection with South San Francisco JVs transaction	293,265		—		—
Accrued construction costs	178,626		179,995		95,293
Net noncash impact from the consolidation of previously unconsolidated joint ventures	—		—		369,223
Refundable entrance fees assumed with real estate acquisitions	—		—		307,954
Seller financing provided on disposition of real estate asset	—		559,745		73,498
Mortgages assumed with real estate acquisitions	—		—		251,280
Carrying value of mortgages assumed by buyer in real estate dispositions	—		143,676		—

See Note 3 for discussion of the 2019 MTCA with Brookdale and Note 9 for discussion of the South San Francisco JVs transaction.

The following table summarizes certain cash flow information related to assets classified as discontinued operations (in thousands):

	Year Ended December 31,
	2022		2021		2020
Leasing costs, tenant improvements, and recurring capital expenditures	$	21	$	2,636	$	12,695
Development, redevelopment, and other major improvements of real estate	18		5,780		30,769
Depreciation and amortization of real estate, in-place lease, and other intangibles	—		—		143,194

The following table summarizes cash, cash equivalents and restricted cash (in thousands):

	Year Ended December 31,
	2022		2021		2020		2022		2021		2020		2022		2021		2020
	Continuing operations						Discontinued operations						Total
Beginning of year:
Cash and cash equivalents	$	158,287	$	44,226	$	80,398	$	7,707	$	53,085	$	63,834	$	165,994	$	97,311	$	144,232
Restricted cash	53,454		67,206		13,385		—		17,168		27,040		53,454		84,374		40,425
Cash, cash equivalents and restricted cash	$	211,741	$	111,432	$	93,783	$	7,707	$	70,253	$	90,874	$	219,448	$	181,685	$	184,657
End of year:
Cash and cash equivalents	$	72,032	$	158,287	$	44,226	$	—	$	7,707	$	53,085	$	72,032	$	165,994	$	97,311
Restricted cash	54,802		53,454		67,206		—		—		17,168		54,802		53,454		84,374
Cash, cash equivalents and restricted cash	$	126,834	$	211,741	$	111,432	$	—	$	7,707	$	70,253	$	126,834	$	219,448	$	181,685

XML

Variable Interest Entities

12 Months Ended

Dec. 31, 2022

Variable Interest Entities [Abstract]

Variable Interest Entities

Variable Interest Entities

Unconsolidated Variable Interest Entities

At each of December 31, 2022 and 2021, the Company had investments in: (i) two unconsolidated VIE joint ventures and (ii) marketable debt securities of one VIE. The Company determined it is not the primary beneficiary of and therefore does not consolidate these VIEs because it does not have the ability to control the activities that most significantly impact their economic performance. Except for the Company’s equity interest in the unconsolidated joint ventures (the LLC investment and Needham Land Parcel JV discussed below), it has no formal involvement in these VIEs beyond its investments.

Debt Securities Investment. At December 31, 2022, the Company held $22 million of commercial mortgage-backed securities (“CMBS”) issued by Federal Home Loan Mortgage Corporation (commonly referred to as Freddie Mac) through a special purpose entity that has been identified as a VIE because it is “thinly capitalized.” The CMBS issued by the VIE are backed by mortgage debt obligations on real estate assets. These securities are classified as held-to-maturity because the Company has the intent and ability to hold the securities until maturity. These securities matured on December 31, 2022, and the Company received the related proceeds in January 2023.

LLC Investment. The Company holds a limited partner ownership interest in an unconsolidated LLC that has been identified as a VIE. The Company’s involvement in the entity is limited to its equity investment as a limited partner and it does not have any substantive participating rights or kick-out rights over the general partner. The assets and liabilities of the entity primarily consist of three hospitals and senior housing real estate. Any assets generated by the entity may only be used to settle its contractual obligations (primarily capital expenditures and debt service payments).

Needham Land Parcel JV. In December 2021, the Company acquired a 38% interest in a life science development joint venture in Needham, Massachusetts for $13 million. Current equity at risk is not sufficient to finance the joint venture’s activities. The assets and liabilities of the entity primarily consist of real estate and debt service obligations. Any assets generated by the entity may only be used to settle its contractual obligations (primarily development costs and debt service payments).

The classification of the related assets and liabilities and the maximum loss exposure as a result of the Company’s involvement with these VIEs at December 31, 2022 was as follows (in thousands):

VIE Type	Asset Type	Maximum Loss Exposure and Carrying Amount(1)
CMBS and LLC investment	Other assets, net	$	36,874
Needham Land Parcel JV	Investments in and advances to unconsolidated joint ventures	15,391

_______________________________________

(1)The Company’s maximum loss exposure represents the aggregate carrying amount of such investments (including accrued interest).

As of December 31, 2022, the Company had not provided, and is not required to provide, financial support through a liquidity arrangement or otherwise, to its unconsolidated VIEs, including under circumstances in which it could be exposed to further losses (e.g., cash shortfalls).

See Note 9 for additional descriptions of the nature, purpose, and operating activities of the Company’s unconsolidated VIEs and interests therein.

Consolidated Variable Interest Entities

The Company’s consolidated total assets and total liabilities at December 31, 2022 and 2021 include certain assets of VIEs that can only be used to settle the liabilities of the related VIE. The VIE creditors do not have recourse to the Company.

Ventures V, LLC.  The Company holds a 51% ownership interest in and is the managing member of a joint venture entity formed in October 2015 that owns and leases MOBs (“Ventures V”). The Company classifies Ventures V as a VIE due to the non-managing member lacking substantive participation rights in the management of Ventures V or kick-out rights over the managing member. The Company consolidates Ventures V as the primary beneficiary because it has the ability to control the activities that most significantly impact the VIE’s economic performance. The assets of Ventures V primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; its obligations primarily consist of capital expenditures for the properties. Assets generated by Ventures V may only be used to settle its contractual obligations.

Life Science JVs. The Company holds a 99% ownership interest in multiple joint venture entities that own and lease life science assets (the “Life Science JVs”). The Life Science JVs are VIEs as the members share in certain decisions of the entities, but substantially all of the activities are performed on behalf of the Company. The Company consolidates the Life Science JVs as the primary beneficiary because it has the ability to control the activities that most significantly impact these VIEs’ economic performance. The assets of the Life Science JVs primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; their obligations primarily consist of capital expenditures for the properties. Assets generated by the Life Science JVs may only be used to settle their contractual obligations. Refer to Note 13 for a discussion of certain put options associated with the Life Science JVs.

MSREI MOB JV.  The Company holds a 51% ownership interest in, and is the managing member of, a joint venture entity formed in August 2018 that owns and leases MOBs (the “MSREI JV”). The MSREI JV is a VIE due to the non-managing member lacking substantive participation rights in the management of the joint venture or kick-out rights over the managing member. The Company consolidates the MSREI JV as the primary beneficiary because it has the ability to control the activities that most significantly impact the VIE’s economic performance. The assets of the MSREI JV primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; its obligations primarily consist of capital expenditures for the properties. Assets generated by the MSREI JV may only be used to settle its contractual obligations.

DownREITs. The Company holds a controlling ownership interest in and is the managing member of seven DownREITs. The Company classifies the DownREITs as VIEs due to the non-managing members lacking substantive participation rights in the management of the DownREITs or kick-out rights over the managing member. The Company consolidates the DownREITs as the primary beneficiary because it has the ability to control the activities that most significantly impact these VIEs’ economic performance. The assets of the DownREITs primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; their obligations primarily consist of debt service payments and capital expenditures for the properties. Assets generated by the DownREITs (primarily from resident rents) may only be used to settle their contractual obligations (primarily from debt service and capital expenditures).

Other Consolidated Real Estate Partnerships. The Company holds a controlling ownership interest in and is the general partner (or managing member) of multiple partnerships that own and lease real estate assets (the “Partnerships”). The Company classifies the Partnerships as VIEs due to the limited partners (non-managing members) lacking substantive participation rights in the management of the Partnerships or kick-out rights over the general partner (managing member). The Company consolidates the Partnerships as the primary beneficiary because it has the ability to control the activities that most significantly impact these VIEs’ economic performance. The assets of the Partnerships primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; their obligations primarily consist of debt service payments and capital expenditures for the properties. Assets generated by the Partnerships (primarily from resident rents) may only be used to settle their contractual obligations (primarily from debt service and capital expenditures).

Exchange Accommodation Titleholder. During the year ended December 31, 2021, the Company acquired two MOBs using a reverse like-kind exchange structure pursuant to Section 1031 of the Code (a “reverse 1031 exchange”). As of December 31, 2021, the Company had not completed the reverse 1031 exchanges and as such, the acquired properties remained in the possession of the Exchange Accommodation Titleholder (“EAT”). The EAT was classified as a VIE as it was a “thinly capitalized” entity. The Company consolidated the EAT because it had the ability to control the activities that most significantly impacted the economic performance of the EAT and was, therefore, the primary beneficiary of the EAT. These properties held by the EAT had a carrying value of $77 million as of December 31, 2021. The assets of the EAT primarily consisted of leased properties (net real estate, including intangibles), and rents receivable; their obligations primarily consisted of capital expenditures for the properties. Assets generated by the EAT may only be used to settle its contractual obligations (primarily from capital expenditures). These reverse 1031 exchanges were completed in February 2022.

Total assets and total liabilities include VIE assets and liabilities as follows (in thousands):

	December 31,
	2022		2021
Assets
Buildings and improvements	$	2,356,905	$	2,303,920
Development costs and construction in progress	58,499		82,303
Land	324,714		548,168
Accumulated depreciation and amortization	(623,244)		(551,097)
Net real estate	2,116,874		2,383,294
Accounts receivable, net	6,893		5,455
Cash and cash equivalents	20,586		22,295
Restricted cash	354		114
Intangible assets, net	73,860		117,180
Assets held for sale and discontinued operations, net	30,355		754
Right-of-use asset, net	99,376		107,993
Other assets, net	73,690		62,886
Total assets	$	2,421,988	$	2,699,971
Liabilities
Mortgage debt	$	144,604	$	144,350
Intangible liabilities, net	15,066		23,909
Liabilities related to assets held for sale and discontinued operations, net	401		1,677
Lease liability	99,039		99,213
Accounts payable, accrued liabilities, and other liabilities	68,979		58,440
Deferred revenue	39,661		21,546
Total liabilities	$	367,750	$	349,135

Total assets and total liabilities related to assets held for sale and discontinued operations include VIE assets and liabilities as follows (in thousands):

	December 31,
	2022		2021
Assets
Buildings and improvements	$	39,934	$	—
Development costs and construction in progress	—		—
Land	1,926		—
Accumulated depreciation and amortization	(15,612)		—
Net real estate	26,248		—
Accounts receivable, net	—		62
Cash and cash equivalents	—		59
Intangible assets, net	215		—
Other assets, net	3,892		633
Total assets	$	30,355	$	754
Liabilities
Accounts payable, accrued liabilities, and other liabilities	$	—	$	1,677
Deferred revenue	401		—
Total liabilities	$	401	$	1,677

XML

Concentration of Credit Risk

12 Months Ended

Dec. 31, 2022

Risks and Uncertainties [Abstract]

Concentration of Credit Risk

Concentration of Credit Risk

Concentrations of credit risk arise when one or more tenants, operators, or obligors related to the Company’s investments are engaged in similar business activities or activities in the same geographic region, or have similar economic features that would cause their ability to meet contractual obligations, including those to the Company, to be similarly affected by changes in economic conditions. The Company regularly monitors various segments of its portfolio to assess potential concentrations of credit risks.

The following table provides information regarding the Company’s concentrations with respect to certain states; the information provided is presented for the gross assets and revenues that are associated with certain real estate assets as percentages of the Company’s total assets and revenues, excluding assets classified as discontinued operations:

	Percentage of Total Company Assets		Percentage of Total Company Revenues
	December 31,		Year Ended December 31,
State	2022	2021	2022	2021	2020
California	37	34	31	28	21
Florida	10	11	18	17	14
Texas	10	10	11	11	9
Massachusetts	17	16	10	9	4

The Company’s rental revenue is generated from multiple tenants across its diverse portfolio. As of December 31, 2022, the Company’s largest tenant in its life science and medical office segments accounted for 2% and 8%, respectively, of the Company’s total revenues.

XML

Fair Value Measurements

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

Financial assets and liabilities measured at fair value on a recurring basis in the Consolidated Balance Sheets were immaterial at December 31, 2022 and 2021.

The table below summarizes the carrying amounts and fair values of the Company’s financial instruments (in thousands):

	December 31,
	2022(3)				2021(3)
	Carrying Value		Fair Value		Carrying Value		Fair Value
Loans receivable, net(2)	$	374,832	$	369,425	$	415,811	$	437,607
Marketable debt securities(2)	21,702		21,702		21,003		21,003
Interest rate swap instruments(2)	30,259		30,259		—		—
Interest rate cap instruments(2)	—		—		397		397
Bank line of credit and commercial paper(2)	995,606		995,606		1,165,975		1,165,975
Term loans(2)	495,957		495,957		—		—
Senior unsecured notes(1)	4,659,451		4,238,124		4,651,933		5,054,747
Mortgage debt(2)	346,599		330,867		352,081		352,800

_______________________________________

(1)Level 1: Fair value calculated based on quoted prices in active markets.

(2)Level 2: Fair value based on (i) for marketable debt securities, quoted prices for similar or identical instruments in active or inactive markets, respectively, or (ii) for loans receivable, net, mortgage debt, interest rate swap instruments, and interest rate cap instruments, standardized pricing models in which significant inputs or value drivers are observable in active markets. For bank line of credit, commercial paper, and term loans, the carrying values are a reasonable estimate of fair value because the borrowings are primarily based on market interest rates and the Company’s credit rating.

(3)During the years ended December 31, 2022 and 2021, there were no material transfers of financial assets or liabilities within the fair value hierarchy.

XML

Derivative Financial Instruments

12 Months Ended

Dec. 31, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

Derivative Financial Instruments

The Company uses derivative instruments to mitigate the effects of interest rate fluctuations on specific forecasted transactions as well as recognized financial obligations or assets. Utilizing derivative instruments allows the Company to manage the risk of fluctuations in interest rates and their related potential impact on future earnings and cash flows. The Company does not use derivative instruments for speculative or trading purposes. At December 31, 2022, a one percentage point increase or decrease in the underlying interest rate curve would result in a corresponding increase or decrease in the fair value of the derivative instruments by approximately $23 million.

In March 2021, the Company repaid $39 million of variable rate secured debt on two SHOP assets and terminated the two associated interest rate swap instruments. Therefore, at December 31, 2021, the Company had no interest rate swap instruments.

In April 2021, the Company executed two interest rate cap instruments on its $142 million of variable rate mortgage debt issued in conjunction with the acquisition of the MOB Portfolio (see Note 4). In April 2022, the Company terminated these interest rate cap instruments and entered into two interest rate swap instruments that are designated as cash flow hedges and mature in May 2026.

In August 2022, the Company entered into two forward-starting interest rate swap instruments on the $500 million aggregate principal amount of the 2022 Term Loan Facilities (see Note 11). The forward-starting interest rate swap instruments are designated as cash flow hedges.

The following table summarizes the Company’s interest rate swap instruments (in thousands):

							Fair Value(1)
Date Entered	Maturity Date	Hedge Designation	Notional Amount		Pay Rate	Receive Rate	December 31, 2022		December 31, 2021
April 2022(2)	May 2026	Cash flow	$	51,100	5.08 %	1 mo. USD-LIBOR-BBA + 2.50%	$	2,300	$	—
April 2022(2)	May 2026	Cash flow	91,000		4.63 %	1 mo. USD-LIBOR-BBA + 2.05%	4,096		—
August 2022(2)	February 2027	Cash flow	250,000		2.60 %	1 mo. USD-SOFR CME Term	11,299		—
August 2022(2)	August 2027	Cash flow	250,000		2.54 %	1 mo. USD-SOFR CME Term	12,564		—

_____________________________

(1)At December 31, 2022, the interest rate swap instruments were in an asset position. Derivative assets are recorded in other assets, net on the Consolidated Balance Sheets.

(2)Represents interest rate swap instruments that hedge fluctuations in interest payments on variable rate debt by converting the interest rates to fixed interest rates. The changes in fair value of designated derivatives that qualify as cash flow hedges are recorded in accumulated other comprehensive income (loss) on the Consolidated Balance Sheets.

The following table summarizes the Company’s interest rate cap instruments (in thousands):

							Fair Value(1)
Date Entered	Maturity Date	Hedge Designation	Notional Amount		Strike Rate	Index	December 31, 2022		December 31, 2021
April 2021(2)	May 2024	Non-designated	$	142,100	2.00 %	1 mo. USD-LIBOR-BBA	$	—	$	397

_____________________________

(1)At December 31, 2021, the interest rate cap instruments were in an asset position. Derivative assets are recorded in other assets, net on the Consolidated Balance Sheets.

(2)Represents two interest rate cap instruments that manage the Company’s exposure to variable cash flows on certain mortgage debt borrowings by limiting interest rates. These interest rate cap instruments were terminated in April 2022.

During the year ended December 31, 2022, the Company recognized a $2 million increase in the fair value of the interest rate cap instruments within other income (expense), net.

XML

Accounts Payable, Accrued Liabilities, and Other Liabilities

12 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

Accounts Payable, Accrued Liabilities, and Other Liabilities

Accounts Payable, Accrued Liabilities, and Other Liabilities

The following table summarizes the Company’s accounts payable, accrued liabilities, and other liabilities, excluding accounts payable, accrued liabilities, and other liabilities related to assets classified as discontinued operations (in thousands):

	December 31,
	2022		2021
Refundable entrance fees	$	268,972	$	288,409
Accrued construction costs	178,626		179,995
Accrued interest	59,291		59,342
Other accounts payable and accrued liabilities	265,596		227,638
Accounts payable, accrued liabilities, and other liabilities	$	772,485	$	755,384

XML

Deferred Revenue

12 Months Ended

Dec. 31, 2022

Revenues [Abstract]

Deferred Revenue

Deferred Revenue

The following table summarizes the Company’s deferred revenue, excluding deferred revenue related to assets classified as held for sale and discontinued operations (in thousands):

	December 31,
	2022		2021
Nonrefundable entrance fees(1)	$	518,573	$	496,478
Other deferred revenue(2)	325,503		292,729
Deferred revenue	$	844,076	$	789,207

_______________________________________

(1)During the years ended December 31, 2022 and 2021, the Company collected nonrefundable entrance fees of $101 million and $89 million, respectively. During the years ended December 31, 2022, 2021, and 2020, the Company recognized amortization of $79 million, $76 million, and $72 million, respectively, which is included within resident fees and services on the Consolidated Statements of Operations.

(2)Other deferred revenue is primarily comprised of prepaid rent, deferred rent, and tenant-funded tenant improvements owned by the Company. During the years ended December 31, 2022, 2021, and 2020, the Company recognized amortization related to other deferred revenue of $44 million, $39 million, and $33 million, respectively, which is included in rental and related revenues on the Consolidated Statements of Operations.

XML

Selected Quarterly Financial Data (Unaudited)

12 Months Ended

Dec. 31, 2022

Quarterly Financial Information Disclosure [Abstract]

Selected Quarterly Financial Data (Unaudited)

Selected Quarterly Financial Data (Unaudited)

The following tables summarize selected quarterly information for the years ended December 31, 2022 and 2021 (in thousands, except per share amounts):

	Three Months Ended 2022
	March 31		June 30		September 30		December 31
Total revenues	$	498,372	$	517,932	$	520,406	$	524,468
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	73,719		68,201		355,775		9,435
Income (loss) from continuing operations	75,026		69,301		359,284		9,929
Income (loss) from discontinued operations	317		2,992		(1,298)		873
Net income (loss)	75,343		72,293		357,986		10,802
Net income (loss) applicable to Healthpeak Properties, Inc.	71,613		68,338		353,970		6,528
Dividends paid per common share	0.30		0.30		0.30		0.30
Basic earnings (loss) per common share:
Continuing operations	0.13		0.12		0.66		0.01
Discontinued operations	0.00		0.01		0.00		0.00
Diluted earnings (loss) per common share:
Continuing operations	0.13		0.12		0.65		0.01
Discontinued operations	0.00		0.01		0.00		0.00

	Three Months Ended 2021
	March 31		June 30		September 30		December 31
Total revenues	$	455,276	$	476,238	$	481,465	$	483,205
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	(121,900)		166,435		58,329		25,503
Income (loss) from continuing operations	(120,585)		168,065		61,305		28,943
Income (loss) from discontinued operations	270,008		113,960		601		3,633
Net income (loss)	149,423		282,025		61,906		32,576
Net income (loss) applicable to Healthpeak Properties, Inc.	145,788		276,280		54,711		28,761
Dividends paid per common share	0.30		0.30		0.30		0.30
Basic earnings (loss) per common share:
Continuing operations	(0.23)		0.30		0.10		0.05
Discontinued operations	0.50		0.21		0.00		0.00
Diluted earnings (loss) per common share:
Continuing operations	(0.23)		0.30		0.10		0.05
Discontinued operations	0.50		0.21		0.00		0.00

XML

Schedule II: Valuation and Qualifying Accounts

12 Months Ended

Dec. 31, 2022

SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]

Schedule II: Valuation and Qualifying Accounts

Schedule II: Valuation and Qualifying Accounts

(In thousands)

Allowance Accounts(1)			Additions
Year Ended December 31,	Balance at Beginning of Year		Amounts Charged Against Operations, net		Acquired Properties		Deductions(2)		Balance at End of Year
Continuing operations:
2022	$	1,870	$	529	$	—	$	—	$	2,399
2021	3,994		—		—		(2,124)		1,870
2020	387		76		3,531		—		3,994
Discontinued operations:
2022	$	4,138	$	—	$	—	$	(4,138)	$	—
2021	5,873		46		—		(1,781)		4,138
2020	4,178		1,026		175		494		5,873

_______________________________________

(1)Includes allowance for doubtful accounts. Excludes reserves for loan losses which are disclosed in Note 8 to the Consolidated Financial Statements.

(2)Primarily includes the write-off of uncollectible accounts, dispositions, and other net reductions in the reserves.

XML

Schedule III: Real Estate and Accumulated Depreciation

12 Months Ended

Dec. 31, 2022

SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract]

Schedule III: Real Estate and Accumulated Depreciation

			Encumbrances at December 31, 2022		Initial Cost to Company				Costs Capitalized Subsequent to Acquisition		Gross Amount at Which Carried As of December 31, 2022						Accumulated Depreciation(4)		Year Constructed(5)	Year Acquired
	City	State			Land(1)		Buildings and Improvements(2)				Land		Buildings and Improvements		Total(3)
Life science
1483	Brisbane	CA	$	—	$	8,498	$	500	$	79,187	$	8,498	$	79,687	$	88,185	$	(2,999)	2022	2007
1484	Brisbane	CA	—		11,331		689		164,388		11,331		165,077		176,408		(4,493)		2022	2007
1485	Brisbane	CA	—		11,331		600		154,403		11,331		155,003		166,334		(5,015)		2022	2007
1486	Brisbane	CA	—		11,331		—		135,429		11,331		135,429		146,760		(16,899)		2020	2007
1487	Brisbane	CA	—		8,498		—		76,375		8,498		76,375		84,873		(4,497)		2020	2007
2874	Brisbane	CA	—		26,895		62,318		54,909		26,895		115,580		142,475		(8,023)		1989	2019
2875	Brisbane	CA	—		24,092		56,623		7,910		24,092		63,177		87,269		(8,006)		2000	2019
3139	Brisbane	CA	—		35,805		—		3,899		35,805		3,899		39,704		—		—	2019
3140	Brisbane	CA	—		35,805		—		1,202		35,805		1,202		37,007		—		—	2019
3142	Brisbane	CA	—		—		—		31		—		31		31		—		—	2007
1401	Hayward	CA	—		900		7,100		13,215		1,338		19,023		20,361		(4,187)		1996	2007
1402	Hayward	CA	—		1,500		6,400		4,605		1,719		7,111		8,830		(2,531)		1999	2007
1403	Hayward	CA	—		1,900		7,100		11,768		1,900		15,011		16,911		(4,783)		1998	2007
1404	Hayward	CA	—		2,200		17,200		8,244		2,200		25,444		27,644		(8,642)		1999	2007
1405	Hayward	CA	—		1,000		3,200		8,110		1,000		3,837		4,837		(1,448)		1999	2007
1549	Hayward	CA	—		1,006		4,259		6,919		1,055		8,699		9,754		(3,999)		1996	2007
1550	Hayward	CA	—		677		2,761		5,837		710		3,057		3,767		(2,006)		1996	2007
1551	Hayward	CA	—		661		1,995		7,358		693		5,134		5,827		(1,622)		1996	2007
1552	Hayward	CA	—		1,187		7,139		2,543		1,222		8,539		9,761		(5,059)		1996	2007
1553	Hayward	CA	—		1,189		9,465		7,361		1,225		16,230		17,455		(11,160)		1996	2007
1554	Hayward	CA	—		1,246		5,179		13,699		1,283		17,080		18,363		(4,905)		1996	2007
1555	Hayward	CA	—		1,521		13,546		7,541		1,566		20,982		22,548		(13,061)		1996	2007
1556	Hayward	CA	—		1,212		5,120		4,726		1,249		6,856		8,105		(4,254)		1996	2007
1424	La Jolla	CA	—		11,175		25,283		43,545		11,437		63,093		74,530		(12,454)		1982	2007
1425	La Jolla	CA	—		7,217		19,883		1,661		7,293		19,868		27,161		(7,690)		1981	2007
1426	La Jolla	CA	—		8,381		12,412		14,403		8,467		23,364		31,831		(13,475)		1984	2007
1427	La Jolla	CA	—		10,127		16,983		11,292		10,194		23,732		33,926		(10,055)		1982	2007
1949	La Jolla	CA	—		2,686		11,045		18,084		2,686		28,594		31,280		(6,677)		2021	2011
2229	La Jolla	CA	—		8,753		32,528		11,785		8,777		42,931		51,708		(12,222)		1986/2009	2014
1470	Poway	CA	—		5,826		12,200		6,048		5,826		12,541		18,367		(4,778)		2005	2007
1471	Poway	CA	—		5,978		14,200		4,253		5,978		14,200		20,178		(5,473)		2005	2007
1472	Poway	CA	—		8,654		—		11,895		8,654		11,895		20,549		(3,317)		2014	2007
1473	Poway	CA	—		11,024		2,405		26,187		11,024		27,857		38,881		(9,213)		2019	2007
1474	Poway	CA	—		5,051		—		19,939		5,051		19,939		24,990		(5,082)		2019	2007
1475	Poway	CA	—		5,655		—		10,302		5,655		10,302		15,957		(579)		2020	2007
1478	Poway	CA	—		6,700		14,400		6,145		6,700		14,400		21,100		(5,550)		2002	2007
1499	Redwood City	CA	—		3,400		5,500		3,333		3,462		7,152		10,614		(3,330)		1989	2007
1500	Redwood City	CA	—		2,500		4,100		1,703		2,506		5,041		7,547		(2,282)		1989	2007
1501	Redwood City	CA	—		3,600		4,600		2,328		3,607		6,485		10,092		(2,880)		1989	2007
1502	Redwood City	CA	—		3,100		5,100		1,471		3,107		6,200		9,307		(2,975)		1989	2007
1503	Redwood City	CA	—		4,800		17,300		10,044		4,818		25,558		30,376		(8,153)		1989	2007
1504	Redwood City	CA	—		5,400		15,500		11,996		5,418		27,461		32,879		(10,558)		1989	2007
1505	Redwood City	CA	—		3,000		3,500		5,773		3,006		8,798		11,804		(2,733)		1988	2007
1506	Redwood City	CA	—		6,000		14,300		14,929		6,018		28,586		34,604		(14,015)		1988	2007
1507	Redwood City	CA	—		1,900		12,800		17,383		1,912		23,468		25,380		(7,016)		1988/2011	2007
1508	Redwood City	CA	—		2,700		11,300		22,756		2,712		28,481		31,193		(7,902)		1988/2011	2007
1509	Redwood City	CA	—		2,700		10,900		10,493		2,712		14,012		16,724		(6,191)		1988	2007
1510	Redwood City	CA	—		2,200		12,000		11,009		2,212		18,794		21,006		(7,038)		1988	2007
1511	Redwood City	CA	—		2,600		9,300		21,497		2,612		30,166		32,778		(8,789)		1988	2007
1512	Redwood City	CA	—		3,300		18,000		19,100		3,300		37,072		40,372		(16,498)		2000	2007
1513	Redwood City	CA	—		3,300		17,900		15,954		3,326		29,933		33,259		(15,150)		2000	2007
678	San Diego	CA	—		2,603		11,051		3,514		2,766		14,402		17,168		(6,496)		1997	2004
679	San Diego	CA	—		5,269		23,566		31,885		5,669		51,751		57,420		(20,933)		1997	2004
837	San Diego	CA	—		4,630		2,028		9,262		4,630		5,330		9,960		(2,204)		1988/2012	2006
838	San Diego	CA	—		2,040		903		5,266		2,040		4,215		6,255		(1,210)		1988/2012	2006
839	San Diego	CA	—		3,940		3,184		7,320		4,046		5,951		9,997		(2,162)		1987	2006
840	San Diego	CA	—		5,690		4,579		1,114		5,830		5,126		10,956		(2,420)		1987	2006
1418	San Diego	CA	—		11,700		31,243		65,364		11,700		90,225		101,925		(12,855)		2022	2007
1419	San Diego	CA	—		2,324		—		33,097		2,324		33,097		35,421		(1,052)		2022	2007
1420	San Diego	CA	—		4,200		—		41,041		4,200		41,041		45,241		(839)		2022	2007
1421	San Diego	CA	—		7,000		33,779		1,209		7,000		33,779		40,779		(13,019)		2000	2007
1422	San Diego	CA	—		7,179		3,687		6,004		7,336		9,491		16,827		(5,542)		1984	2007
1423	San Diego	CA	—		8,400		33,144		32,248		8,400		65,384		73,784		(17,763)		2002/2020	2007
1558	San Diego	CA	—		7,740		22,654		79,394		7,888		98,330		106,218		(22,683)		—	2007
1947	San Diego	CA	—		2,581		10,534		4,484		2,581		15,019		17,600		(7,054)		2000	2011
1948	San Diego	CA	—		5,879		25,305		10,121		5,879		33,121		39,000		(11,270)		2001	2011
2197	San Diego	CA	—		7,621		3,913		8,763		7,626		11,375		19,001		(6,034)		1984	2007
2476	San Diego	CA	—		7,661		9,918		13,892		7,661		23,811		31,472		(2,551)		2000/2002	2016
2477	San Diego	CA	—		9,207		14,613		6,762		9,207		21,374		30,581		(6,135)		2000/2001	2016
2478	San Diego	CA	—		6,000		—		76,774		6,000		76,774		82,774		—		—	2016
2617	San Diego	CA	—		2,734		5,195		16,713		2,734		21,908		24,642		(8,204)		1991/2020	2017
2618	San Diego	CA	—		4,100		12,395		22,843		4,100		35,238		39,338		(8,884)		1991/2020	2017
2622	San Diego	CA	—		—		—		17,147		—		17,147		17,147		(1,225)		2020	2004
2872	San Diego	CA	—		10,120		38,351		1,044		10,120		39,996		50,116		(6,958)		1995	2018
2873	San Diego	CA	—		6,052		14,122		2,060		6,052		16,319		22,371		(2,853)		1997	2018

			Encumbrances at December 31, 2022	Initial Cost to Company		Costs Capitalized Subsequent to Acquisition	Gross Amount at Which Carried As of December 31, 2022			Accumulated Depreciation(4)	Year Constructed(5)	Year Acquired
	City	State		Land(1)	Buildings and Improvements(2)		Land	Buildings and Improvements	Total(3)
3069	San Diego	CA	—	7,054	7,794	19,627	7,054	27,083	34,137	(2,174)	2007/2021	2019
3110	San Diego	CA	—	20,584	—	2,765	20,584	2,765	23,349	—	—	2021
3111	San Diego	CA	—	24,830	—	729	24,830	729	25,559	(2)	—	2022
1410	South San Francisco	CA	—	4,900	18,100	13,022	4,900	30,312	35,212	(12,654)	2000/2019	2007
1411	South San Francisco	CA	—	8,000	27,700	38,753	8,000	60,871	68,871	(15,218)	2003/2019	2007
1412	South San Francisco	CA	—	10,100	22,521	11,660	10,100	32,039	42,139	(10,276)	1999	2007
1413	South San Francisco	CA	—	8,000	28,299	8,862	8,000	36,694	44,694	(15,735)	2000	2007
1430	South San Francisco	CA	—	10,700	23,621	29,985	10,700	51,141	61,841	(11,846)	1998/2019	2007
1431	South San Francisco	CA	—	7,000	15,500	9,733	7,000	25,172	32,172	(9,179)	2001	2007
1435	South San Francisco	CA	—	13,800	42,500	37,106	13,800	79,606	93,406	(33,867)	2008/2010	2007
1436	South San Francisco	CA	—	14,500	45,300	36,935	14,500	82,235	96,735	(34,174)	2008/2010	2007
1437	South San Francisco	CA	—	9,400	24,800	51,679	9,400	65,208	74,608	(24,038)	2008/2010	2007
1439	South San Francisco	CA	—	11,900	68,848	600	11,900	69,417	81,317	(26,546)	2003	2007
1440	South San Francisco	CA	—	10,000	57,954	400	10,000	58,355	68,355	(22,413)	2003	2007
1441	South San Francisco	CA	—	9,300	43,549	8	9,300	43,557	52,857	(16,790)	2003	2007
1442	South San Francisco	CA	—	11,000	47,289	41,919	11,000	89,119	100,119	(17,042)	2023	2007
1443	South San Francisco	CA	—	13,200	60,932	5,039	13,200	64,716	77,916	(23,882)	2007	2007
1444	South San Francisco	CA	—	10,500	33,776	1,260	10,500	34,698	45,198	(13,182)	2003	2007
1445	South San Francisco	CA	—	10,600	34,083	9	10,600	34,092	44,692	(13,142)	2003	2007
1458	South San Francisco	CA	—	10,900	20,900	13,870	10,909	26,479	37,388	(8,628)	2005	2007
1459	South San Francisco	CA	—	9,800	400	112,695	9,800	112,701	122,501	—	—	2007
1462	South San Francisco	CA	—	7,117	600	5,887	7,117	4,701	11,818	(1,617)	1984/2012	2007
1463	South San Francisco	CA	—	10,381	2,300	21,954	10,381	21,706	32,087	(7,573)	1979/2012	2007
1464	South San Francisco	CA	—	7,403	700	11,638	7,403	7,987	15,390	(2,436)	1965/2012	2007
1468	South San Francisco	CA	—	10,100	24,013	15,981	10,100	36,238	46,338	(13,306)	2006	2007
1480	South San Francisco	CA	—	32,210	3,110	159,459	32,210	162,569	194,779	—	—	2007
1559	South San Francisco	CA	—	5,666	5,773	12,970	5,695	5,904	11,599	(5,915)	1968	2007
1560	South San Francisco	CA	—	1,204	1,293	2,888	1,210	3,970	5,180	(2,567)	1966	2007
1983	South San Francisco	CA	—	8,648	—	97,191	8,648	97,191	105,839	(29,837)	2016	2011
1984	South San Francisco	CA	—	7,845	—	93,647	7,844	93,223	101,067	(26,859)	2017	2011
1985	South San Francisco	CA	—	6,708	—	122,646	6,708	122,646	129,354	(31,230)	2017	2011
1986	South San Francisco	CA	—	6,708	—	120,349	6,708	120,306	127,014	(25,127)	2018	2011
1987	South San Francisco	CA	—	8,544	—	100,777	8,544	100,777	109,321	(18,788)	2019	2011
1988	South San Francisco	CA	—	10,120	—	120,282	10,120	120,282	130,402	(23,861)	2019	2011
1989	South San Francisco	CA	—	9,169	—	100,232	9,169	100,232	109,401	(13,686)	2020	2011
2553	South San Francisco	CA	—	2,897	8,691	4,951	2,897	13,642	16,539	(3,983)	1988	2015
2554	South San Francisco	CA	—	995	2,754	3,076	995	5,110	6,105	(1,047)	1988	2015
2555	South San Francisco	CA	—	2,202	10,776	2,200	2,202	12,909	15,111	(2,746)	1988	2015
2556	South San Francisco	CA	—	2,962	15,108	1,500	2,962	16,607	19,569	(3,475)	1988	2015
2557	South San Francisco	CA	—	2,453	13,063	3,616	2,453	16,679	19,132	(4,956)	1988	2015
2558	South San Francisco	CA	—	1,163	5,925	315	1,163	6,240	7,403	(1,250)	1988	2015
2624	South San Francisco	CA	—	25,502	42,910	13,847	25,502	55,604	81,106	(11,129)	2001	2017
2870	South San Francisco	CA	—	23,297	41,797	28,766	23,297	70,563	93,860	(12,994)	1996/2019	2018
2871	South San Francisco	CA	—	20,293	41,262	22,011	20,293	63,273	83,566	(15,166)	1999/2019	2018
3100	South San Francisco	CA	—	24,059	—	1,867	24,059	1,867	25,926	—	—	2021
3101	South San Francisco	CA	—	61,208	—	6,548	61,208	6,548	67,756	—	—	2021
3102	South San Francisco	CA	—	43,885	—	1,343	43,885	1,343	45,228	—	—	2021
3123	South San Francisco	CA	—	—	—	6,412	—	6,412	6,412	—	—	2007
2705	Cambridge	MA	—	24,371	128,498	78	24,371	128,577	152,948	(8,966)	2011	2020
2706	Cambridge	MA	—	15,473	149,051	8	15,473	149,059	164,532	(11,386)	2019	2020
2707	Cambridge	MA	—	25,549	229,547	8,698	25,549	238,245	263,794	(16,198)	2019	2020
2708	Cambridge	MA	—	—	17,751	398	—	18,149	18,149	(946)	2010	2020
2709	Cambridge	MA	—	—	15,451	17	—	15,468	15,468	(805)	2019	2020
2928	Cambridge	MA	—	44,215	24,120	4,099	44,215	26,989	71,204	(2,845)	1984	2019
2929	Cambridge	MA	—	20,517	—	153,005	20,517	153,005	173,522	(936)	2022	2019
3074	Cambridge	MA	—	78,762	252,153	8,946	78,762	261,099	339,861	(24,413)	2018	2019
3106	Cambridge	MA	—	20,644	2,982	432	20,644	3,415	24,059	(136)	1950	2021
3107	Cambridge	MA	—	19,009	12,327	—	19,009	12,327	31,336	(481)	1973	2021
3108	Cambridge	MA	—	123,074	7,513	—	123,074	7,513	130,587	(388)	1965	2021
3109	Cambridge	MA	—	5,903	—	110	5,903	110	6,013	—	—	2021
3112	Cambridge	MA	—	23,402	47,623	96	23,402	47,719	71,121	(2,194)	1985	2021
3113	Cambridge	MA	—	36,093	—	1,453	36,093	1,453	37,546	—	—	2021
3114	Cambridge	MA	—	22,969	—	(2,115)	22,969	(2,115)	20,854	—	—	2021
3115	Cambridge	MA	—	66,786	—	545	66,786	545	67,331	—	—	2021
3116	Cambridge	MA	—	—	—	3,642	—	3,642	3,642	—	—	2021
3119	Cambridge	MA	—	—	29,667	—	—	29,667	29,667	(1,099)	2021	2021
3120	Cambridge	MA	—	18,063	—	224	18,063	224	18,287	—	—	2021
3122	Cambridge	MA	—	25,247	—	1,000	25,247	1,000	26,247	—	—	2021
3136	Cambridge	MA	—	4,119	—	(164)	4,119	(164)	3,955	—	—	2021
3137	Cambridge	MA	—	41,327	—	1,212	41,327	1,212	42,539	—	—	2021
3141	Cambridge	MA	—	72,768	—	2,499	72,768	2,499	75,267	—	—	2022
3151	Cambridge	MA	—	8,555	—	3	8,555	3	8,558	—	—	2022
3148	Cambridge	MA	—	2,283	—	1	2,283	1	2,284	—	—	2022
3149	Cambridge	MA	—	5,705	—	2	5,705	2	5,707	—	—	2022
3150	Cambridge	MA	—	1,655	—	—	1,655	—	1,655	—	—	2022
2630	Lexington	MA	—	16,411	49,681	670	16,411	50,351	66,762	(11,807)	1999	2017
2631	Lexington	MA	—	7,759	142,081	25,479	7,759	162,079	169,838	(21,202)	2010	2017
2632	Lexington	MA	—	—	21,390	125,363	—	146,246	146,246	(11,999)	2021	2018
3070	Lexington	MA	—	14,013	17,083	37	14,013	16,814	30,827	(1,958)	1974/2012	2019
3071	Lexington	MA	—	14,930	16,677	229	14,930	16,151	31,081	(1,705)	1970/2012	2019
3072	Lexington	MA	—	34,598	43,032	—	34,598	42,744	77,342	(5,838)	1967/2013	2019
3073	Lexington	MA	—	37,050	44,647	94	37,050	44,741	81,791	(6,223)	2017	2019

			Encumbrances at December 31, 2022		Initial Cost to Company				Costs Capitalized Subsequent to Acquisition		Gross Amount at Which Carried As of December 31, 2022						Accumulated Depreciation(4)		Year Constructed(5)	Year Acquired
	City	State			Land(1)		Buildings and Improvements(2)				Land		Buildings and Improvements		Total(3)
3093	Waltham	MA	—		47,792		275,556		18,648		47,792		292,545		340,337		(26,840)		2018	2020
2011	Durham	NC	—		448		6,152		23,847		448		24,341		24,789		(7,054)		1955/2014	2011
2030	Durham	NC	—		1,920		5,661		34,811		1,926		40,465		42,391		(15,772)		1926/2013	2012
9999	Denton	TX	—		100		—		72		100		—		100		—		—	2016
464	Salt Lake City	UT	—		630		6,921		2,562		630		9,484		10,114		(5,364)		1996	2001
465	Salt Lake City	UT	—		125		6,368		68		125		6,436		6,561		(3,119)		1999	2001
466	Salt Lake City	UT	—		—		14,614		73		—		13,213		13,213		(5,041)		2002	2001
1593	Salt Lake City	UT	—		—		23,998		250		—		24,248		24,248		(9,033)		2010	2010
			$	—	$	1,933,254	$	3,273,282	$	3,567,689	$	1,936,126	$	6,623,610	$	8,559,736	$	(1,274,094)

			Encumbrances at December 31, 2022		Initial Cost to Company				Costs Capitalized Subsequent to Acquisition		Gross Amount at Which Carried As of December 31, 2022						Accumulated Depreciation(4)		Year Constructed(5)	Year Acquired
	City	State			Land(1)		Buildings and Improvements(2)				Land		Buildings and Improvements		Total(3)
Medical office
638	Anchorage	AK	$	—	$	1,456	$	10,650	$	13,956	$	1,456	$	21,328	$	22,784	$	(8,842)	1993/2014	2006
3026	Bentonville	AR	—		912		21,724		789		912		22,513		23,425		(721)		2003	2022
126	Sherwood	AR	—		709		9,604		—		709		9,599		10,308		(6,679)		1990	1989
2572	Springdale	AR	—		—		27,714		—		—		27,714		27,714		(5,497)		1995	2016
520	Chandler	AZ	—		3,669		13,503		7,742		3,799		19,368		23,167		(8,497)		2005	2002
113	Glendale	AZ	—		1,565		7,050		20		1,565		7,225		8,790		(5,143)		1989	1988
2040	Mesa	AZ	—		—		17,314		2,213		—		18,542		18,542		(4,785)		2007	2012
1066	Scottsdale	AZ	—		5,115		14,064		8,648		4,839		20,196		25,035		(7,540)		1999	2006
2021	Scottsdale	AZ	—		—		12,312		7,551		—		16,283		16,283		(6,312)		1984	2012
2022	Scottsdale	AZ	—		—		9,179		4,439		—		10,543		10,543		(3,868)		1996	2012
2023	Scottsdale	AZ	—		—		6,398		2,515		—		7,733		7,733		(3,561)		2000	2012
2024	Scottsdale	AZ	—		—		9,522		2,015		32		10,747		10,779		(4,251)		2007	2012
2025	Scottsdale	AZ	—		—		4,102		3,398		—		6,025		6,025		(2,625)		1981	2012
2026	Scottsdale	AZ	—		—		3,655		2,336		—		5,565		5,565		(2,535)		1992	2012
2027	Scottsdale	AZ	—		—		7,168		3,478		—		9,548		9,548		(4,336)		1995	2012
2028	Scottsdale	AZ	—		—		6,659		5,595		—		11,497		11,497		(4,607)		1998	2012
2696	Scottsdale	AZ	—		10,151		14,925		3,286		10,211		18,143		28,354		(3,515)		1998	2020
1041	Brentwood	CA	—		—		30,864		10,983		309		39,668		39,977		(13,503)		2004	2006
1200	Encino	CA	—		6,151		10,438		8,821		6,756		15,764		22,520		(7,208)		1973	2006
1038	Fresno	CA	—		3,652		29,113		21,935		3,652		51,048		54,700		(22,480)		1984	2006
436	Murrieta	CA	—		400		9,266		5,940		749		12,380		13,129		(8,054)		1991	1999
239	Poway	CA	—		2,700		10,839		6,467		3,104		13,511		16,615		(8,750)		1990	1997
2654	Riverside	CA	—		2,758		9,908		1,127		2,758		10,801		13,559		(2,230)		2008	2017
318	Sacramento	CA	—		2,860		37,566		28,181		2,911		63,560		66,471		(25,031)		1989/2016	1998
2404	Sacramento	CA	—		1,268		5,109		1,363		1,299		6,123		7,422		(2,229)		1999	2015
421	San Diego	CA	—		2,910		19,984		16,469		2,964		35,070		38,034		(16,109)		1986/2013	1999
564	San Jose	CA	—		1,935		1,728		4,000		1,935		3,686		5,621		(1,625)		1968	2003
565	San Jose	CA	—		1,460		7,672		2,654		1,460		9,770		11,230		(4,238)		1995	2003
659	Los Gatos	CA	—		1,718		3,124		1,660		1,796		4,255		6,051		(1,779)		1995	2006
439	Valencia	CA	—		2,300		6,967		5,392		2,404		10,017		12,421		(6,125)		1990	1999
440	West Hills	CA	—		2,100		11,595		13,695		2,259		20,297		22,556		(7,779)		1992	1999
3008	West Hills	CA	12,052		5,795		13,933		2,496		5,823		16,150		21,973		(1,003)		1965	2021
728	Aurora	CO	—		—		8,764		5,727		—		10,715		10,715		(4,438)		2005	2005
1196	Aurora	CO	—		210		12,362		8,005		210		18,842		19,052		(7,645)		1981/2018	2006
1197	Aurora	CO	—		200		8,414		7,401		285		14,358		14,643		(6,212)		1994/2018	2006
127	Colorado Springs	CO	—		690		8,338		—		690		8,415		9,105		(5,875)		1990	1989
882	Colorado Springs	CO	—		—		12,933		12,891		—		21,513		21,513		(9,563)		2007	2006
1199	Denver	CO	—		493		7,897		2,793		668		9,510		10,178		(4,793)		1993	2006
808	Englewood	CO	—		—		8,616		13,388		11		18,442		18,453		(9,524)		1981	2005
809	Englewood	CO	—		—		8,449		16,776		—		22,237		22,237		(6,059)		1990	2005
810	Englewood	CO	—		—		8,040		14,877		—		18,697		18,697		(8,707)		1989	2005
811	Englewood	CO	—		—		8,472		15,163		—		20,604		20,604		(8,681)		1993/2020	2005
2658	Highlands Ranch	CO	—		1,637		10,063		94		1,732		10,063		11,795		(1,937)		2015	2017
812	Littleton	CO	—		—		4,562		3,997		257		6,482		6,739		(3,095)		1987	2005
813	Littleton	CO	—		—		4,926		3,286		251		6,324		6,575		(2,737)		1990	2005
570	Lone Tree	CO	—		—		—		23,999		—		21,884		21,884		(9,404)		2004	2003
666	Lone Tree	CO	—		—		23,274		5,888		17		26,446		26,463		(11,638)		2003	2006
2233	Lone Tree	CO	—		—		6,734		33,848		—		39,973		39,973		(13,804)		2015	2014
3000	Lone Tree	CO	—		4,393		31,643		6,135		4,393		37,778		42,171		(2,007)		2020	2021
510	Thornton	CO	—		236		10,206		15,580		463		22,963		23,426		(6,726)		2001/2021	2002
434	Atlantis	FL	—		—		2,027		552		5		2,324		2,329		(1,518)		1997	1999
435	Atlantis	FL	—		—		2,000		1,332		—		2,659		2,659		(1,733)		1997	1999
602	Atlantis	FL	—		455		2,231		1,561		455		3,225		3,680		(1,431)		1984	2006
2963	Brooksville	FL	—		—		—		11,490		—		11,490		11,490		(913)		2020	2019
604	Englewood	FL	—		170		1,134		1,194		226		1,868		2,094		(734)		1986	2006
2962	Orange Park	FL	—		—		—		16,983		—		16,983		16,983		(601)		2022	2019
609	Kissimmee	FL	—		788		174		1,246		788		1,239		2,027		(556)		1978	2006
610	Kissimmee	FL	—		481		347		904		494		628		1,122		(344)		1978	2006
671	Kissimmee	FL	—		—		7,574		2,904		—		8,247		8,247		(3,755)		1998	2006
603	Lake Worth	FL	—		1,507		2,894		1,807		1,507		2,868		4,375		(1,374)		1997	2006
612	Margate	FL	—		1,553		6,898		3,585		1,553		9,421		10,974		(4,219)		1994	2006
613	Miami	FL	—		4,392		11,841		15,281		4,454		22,922		27,376		(7,410)		1995/2020	2006
2202	Miami	FL	—		—		13,123		11,991		—		24,034		24,034		(8,801)		1973	2014
2203	Miami	FL	—		—		8,877		5,205		—		13,597		13,597		(4,813)		1986	2014
1067	Milton	FL	—		—		8,566		1,361		—		9,813		9,813		(3,687)		2003	2006
2577	Naples	FL	—		—		29,186		1,805		—		30,991		30,991		(5,884)		1999	2016
2578	Naples	FL	—		—		18,819		667		—		19,486		19,486		(3,147)		2007	2016
2964	Okeechobee	FL	—		—		—		16,751		—		16,751		16,751		(455)		2022	2019
563	Orlando	FL	—		2,144		5,136		16,761		12,033		7,591		19,624		(6,377)		1985	2003
833	Pace	FL	—		—		10,309		4,179		54		11,533		11,587		(4,306)		2005	2006
834	Pensacola	FL	—		—		11,166		669		—		11,358		11,358		(4,237)		2005	2006
673	Plantation	FL	—		1,091		7,176		3,269		1,091		9,368		10,459		(4,023)		2001	2006
674	Plantation	FL	—		—		8,273		572		—		8,845		8,845		(570)		2015	2021
2579	Punta Gorda	FL	—		—		9,379		—		—		9,379		9,379		(1,678)		2006	2016
2833	St. Petersburg	FL	—		—		13,754		15,843		—		23,467		23,467		(8,651)		1995/2019	2006
2836	Tampa	FL	—		1,967		6,618		9,533		2,700		10,719		13,419		(6,475)		1984	2006
887	Atlanta	GA	—		4,300		13,690		—		4,300		11,890		16,190		(9,413)		1966/1996	2007
3214	Savannah	GA	—		—		—		867		—		867		867		—		—	2022
2576	Statesboro	GA	—		—		10,234		439		—		10,673		10,673		(2,542)		1999	2016
3006	Arlington Heights	IL	4,845		3,011		9,651		591		3,187		10,021		13,208		(759)		1975/2013	2021
2702	Bolingbrook	IL	—		—		21,237		1,910		—		23,055		23,055		(1,855)		2008	2020

			Encumbrances at December 31, 2022	Initial Cost to Company		Costs Capitalized Subsequent to Acquisition	Gross Amount at Which Carried As of December 31, 2022			Accumulated Depreciation(4)	Year Constructed(5)	Year Acquired
	City	State		Land(1)	Buildings and Improvements(2)		Land	Buildings and Improvements	Total(3)
3004	Highland Park	IL	5,834	2,767	11,495	217	2,767	11,674	14,441	(742)	2008	2021
3005	Lockport	IL	10,976	3,106	22,645	—	3,106	22,645	25,751	(1,410)	2010	2021
1065	Marion	IL	—	99	11,538	2,322	100	13,375	13,475	(5,541)	2002	2006
2719	Marion	IL	—	—	—	5,098	—	5,098	5,098	(221)	2021	2021
2697	Indianapolis	IN	—	—	59,746	697	—	60,364	60,364	(3,979)	2002	2020
2699	Indianapolis	IN	—	—	23,211	711	—	23,921	23,921	(1,586)	2002	2020
2701	Indianapolis	IN	—	478	1,637	136	478	1,749	2,227	(501)	1984	2020
2698	Mooresville	IN	—	—	20,646	653	—	21,292	21,292	(1,407)	2004	2020
1057	Newburgh	IN	—	—	14,019	5,381	—	19,250	19,250	(9,128)	2005	2006
2700	Zionsville	IN	—	2,969	7,281	809	3,040	7,998	11,038	(757)	2005	2020
2039	Kansas City	KS	—	440	2,173	316	448	2,436	2,884	(658)	2006	2012
112	Overland Park	KS	—	2,316	10,681	24	2,316	10,797	13,113	(7,924)	1989	1988
2043	Overland Park	KS	—	—	7,668	2,354	—	9,290	9,290	(2,692)	2009	2012
3062	Overland Park	KS	—	872	11,813	526	978	11,811	12,789	(2,053)	2007	2019
483	Wichita	KS	—	530	3,341	788	605	3,510	4,115	(1,645)	2000	2001
3018	Wichita	KS	—	3,946	39,795	—	3,946	39,795	43,741	(2,305)	1973/2017	2021
1064	Lexington	KY	—	—	12,726	2,837	—	14,648	14,648	(6,224)	2003	2006
735	Louisville	KY	—	936	8,426	18,960	936	23,542	24,478	(13,083)	1971/2019	2005
737	Louisville	KY	—	835	27,627	11,636	878	35,899	36,777	(16,797)	2002	2005
738	Louisville	KY	—	780	8,582	8,694	851	13,331	14,182	(10,083)	1978	2005
739	Louisville	KY	—	826	13,814	4,003	832	16,046	16,878	(6,911)	2003	2005
2834	Louisville	KY	—	2,983	13,171	8,866	2,991	18,816	21,807	(10,006)	1990	2005
1945	Louisville	KY	—	3,255	28,644	3,092	3,365	30,902	34,267	(12,422)	2009	2010
1946	Louisville	KY	—	430	6,125	276	430	6,401	6,831	(2,587)	2002	2010
2237	Louisville	KY	—	1,519	15,386	5,450	1,672	20,351	22,023	(7,139)	1991	2014
2238	Louisville	KY	—	1,334	12,172	3,627	1,558	14,624	16,182	(4,921)	1996	2014
2239	Louisville	KY	—	1,644	10,832	6,912	2,091	16,272	18,363	(6,510)	1988	2014
3023	Covington	LA	—	9,490	21,918	94	9,490	22,012	31,502	(1,204)	2014	2021
3121	Cambridge	MA	—	40,663	23,102	—	40,663	23,102	63,765	(956)	1983	2021
1213	Ellicott City	MD	—	1,115	3,206	4,960	1,463	6,257	7,720	(2,884)	1988	2006
1052	Towson	MD	—	—	14,233	5,579	—	14,435	14,435	(5,538)	2005	2006
2650	Biddeford	ME	—	1,341	17,376	107	1,341	17,483	18,824	(3,524)	2007	2017
3002	Burnsville	MN	7,713	2,801	17,779	892	2,861	18,611	21,472	(2,148)	1988	2021
3003	Burnsville	MN	5,142	516	13,200	452	533	13,382	13,915	(1,374)	1992	2021
3009	Burnsville	MN	18,985	4,640	38,064	40	4,664	38,080	42,744	(2,488)	2007	2021
240	Minneapolis	MN	—	117	13,213	7,285	117	18,442	18,559	(11,143)	1986	1997
300	Minneapolis	MN	—	160	10,131	6,920	214	14,342	14,556	(8,692)	1987	1998
2703	Columbia	MO	—	4,141	20,364	—	4,141	20,364	24,505	(1,845)	1997	2020
2032	Independence	MO	—	—	48,025	3,539	—	50,173	50,173	(12,403)	2006	2012
2863	Lee's Summit	MO	—	—	—	16,454	—	16,454	16,454	(1,822)	2020	2019
1078	Flowood	MS	—	—	8,413	2,177	—	9,902	9,902	(3,723)	2003	2006
1059	Jackson	MS	—	—	8,868	692	—	9,523	9,523	(3,776)	2002	2006
1060	Jackson	MS	—	—	7,187	3,022	—	9,131	9,131	(3,500)	2005	2006
1068	Omaha	NE	—	—	16,243	3,023	41	18,491	18,532	(7,563)	2005	2006
2651	Charlotte	NC	—	1,032	6,196	204	1,032	6,295	7,327	(992)	2007	2017
2695	Charlotte	NC	—	844	5,021	76	844	5,060	5,904	(781)	2007	2017
2655	Wilmington	NC	—	1,949	12,244	—	1,949	12,244	14,193	(2,291)	2003	2017
2656	Wilmington	NC	—	2,071	11,592	—	2,071	11,592	13,663	(2,146)	2006	2017
2657	Shallotte	NC	—	918	3,609	—	918	3,609	4,527	(921)	2017	2017
2647	Concord	NH	—	1,961	23,516	556	1,961	22,721	24,682	(2,953)	2004	2017
2648	Concord	NH	—	815	8,902	464	815	9,366	10,181	(2,106)	2008	2017
2649	Epsom	NH	—	919	5,868	59	919	5,303	6,222	(976)	2010	2017
3011	Cherry Hill	NJ	—	5,235	21,731	—	5,235	21,731	26,966	(1,685)	2014	2021
3012	Morristown	NJ	—	21,703	32,517	3,119	21,703	35,636	57,339	(2,476)	1983/2013	2021
3013	Morristown	NJ	—	14,567	20,548	6,480	14,567	27,028	41,595	(1,118)	1990	2021
3014	Morristown	NJ	—	20,563	31,849	1,007	20,563	32,857	53,420	(1,466)	1981	2021
729	Albuquerque	NM	—	—	5,380	2,466	—	7,308	7,308	(2,623)	2006	2005
571	Las Vegas	NV	—	—	—	22,137	—	19,359	19,359	(8,720)	2004	2003
660	Las Vegas	NV	—	1,121	4,363	12,784	1,328	12,540	13,868	(4,437)	1973	2006
661	Las Vegas	NV	—	2,305	—	1,371	3,676	—	3,676	—	—	2006
662	Las Vegas	NV	—	1,000	—	—	1,000	—	1,000	—	—	2006
663	Las Vegas	NV	—	1,717	3,597	15,366	1,724	15,511	17,235	(6,094)	1974/2018	2006
664	Las Vegas	NV	—	1,172	—	633	1,805	—	1,805	(369)	—	2006
691	Las Vegas	NV	—	3,073	18,339	8,915	3,167	25,521	28,688	(15,113)	1989/2015	2004
2037	Mesquite	NV	—	—	5,559	1,030	34	6,430	6,464	(1,898)	2004	2012
400	Harrison	OH	—	—	4,561	666	—	4,927	4,927	(3,019)	1995	1999
1054	Durant	OK	—	619	9,256	3,301	659	12,364	13,023	(4,905)	1998	2006
817	Owasso	OK	—	—	6,582	2,090	—	6,113	6,113	(2,535)	2006	2005
404	Roseburg	OR	—	—	5,707	1,147	—	6,154	6,154	(3,726)	1999	1999
3010	Springfield	OR	20,666	—	51,998	386	—	51,982	51,982	(3,493)	2011	2021
2570	Limerick	PA	—	925	20,072	51	925	19,953	20,878	(4,350)	1999	2016
2234	Philadelphia	PA	—	24,264	99,904	49,324	24,288	149,067	173,355	(36,719)	1973/2019	2014
2403	Philadelphia	PA	—	26,063	97,646	38,382	26,134	135,309	161,443	(41,809)	2000	2015
2571	Wilkes-Barre	PA	—	—	9,138	11	—	9,149	9,149	(2,186)	2001	2016
2694	Anderson	SC	—	405	1,211	—	405	1,211	1,616	(251)	2012	2020
2573	Florence	SC	—	—	12,090	91	—	12,180	12,180	(2,323)	1998	2016
2574	Florence	SC	—	—	12,190	88	—	12,277	12,277	(2,338)	1998	2016
2575	Florence	SC	—	—	11,243	56	—	11,299	11,299	(2,635)	1995	2016
2841	Greenville	SC	—	634	38,386	2,006	647	39,635	40,282	(7,332)	1991	2018
2842	Greenville	SC	—	794	41,293	560	794	41,058	41,852	(7,587)	1999	2018
2843	Greenville	SC	—	626	22,210	13	626	22,223	22,849	(4,825)	1996	2018
2844	Greenville	SC	—	806	18,889	948	806	19,031	19,837	(3,507)	1998	2018

			Encumbrances at December 31, 2022	Initial Cost to Company		Costs Capitalized Subsequent to Acquisition	Gross Amount at Which Carried As of December 31, 2022			Accumulated Depreciation(4)	Year Constructed(5)	Year Acquired
	City	State		Land(1)	Buildings and Improvements(2)		Land	Buildings and Improvements	Total(3)
2845	Greenville	SC	—	932	40,879	224	932	41,103	42,035	(7,874)	2005	2018
2846	Greenville	SC	—	896	38,486	632	896	39,118	40,014	(7,522)	2007	2018
2847	Greenville	SC	—	600	26,472	5,083	600	30,954	31,554	(6,219)	1996	2018
2850	Greenville	SC	—	211	6,503	154	211	6,656	6,867	(1,553)	2008	2018
2853	Greenville	SC	—	534	6,430	229	534	5,576	6,110	(1,310)	1998	2018
2854	Greenville	SC	—	824	13,645	109	824	13,755	14,579	(3,808)	1992	2018
2848	Greer	SC	—	318	5,816	—	318	5,816	6,134	(1,233)	2008	2018
2849	Greer	SC	—	319	5,836	98	319	5,935	6,254	(1,383)	2008	2018
2851	Travelers Rest	SC	—	498	1,015	202	498	1,018	1,516	(483)	1998	2018
2862	Myrtle Beach	SC	—	—	—	27,660	—	27,660	27,660	(4,213)	2019	2018
2865	Brentwood	TN	—	—	—	34,201	—	34,201	34,201	(2,397)	2020	2019
624	Hendersonville	TN	—	256	1,530	3,480	256	3,619	3,875	(1,738)	1985	2006
559	Hermitage	TN	—	830	5,036	14,514	945	17,211	18,156	(6,645)	1999/2019	2003
561	Hermitage	TN	—	596	9,698	9,110	596	15,414	16,010	(8,217)	1993	2003
562	Hermitage	TN	—	317	6,528	5,427	317	9,761	10,078	(4,751)	1994	2003
625	Nashville	TN	—	955	14,289	9,976	955	20,959	21,914	(8,572)	2000	2006
626	Nashville	TN	—	2,050	5,211	7,211	2,055	9,238	11,293	(3,819)	1987	2006
627	Nashville	TN	—	1,007	181	1,491	1,113	1,073	2,186	(479)	1975	2006
628	Nashville	TN	—	2,980	7,164	6,377	2,980	11,339	14,319	(5,081)	1988	2006
630	Nashville	TN	—	515	848	520	528	1,057	1,585	(508)	1975	2006
631	Nashville	TN	—	266	1,305	2,222	266	2,552	2,818	(1,332)	1980	2006
632	Nashville	TN	—	827	7,642	6,300	827	10,796	11,623	(5,441)	1988	2006
633	Nashville	TN	—	5,425	12,577	10,755	5,425	19,406	24,831	(9,067)	1971	2006
634	Nashville	TN	—	3,818	15,185	17,341	3,818	26,738	30,556	(12,093)	1992	2006
636	Nashville	TN	—	583	450	522	604	793	1,397	(360)	1974	2006
2967	Nashville	TN	—	—	—	47,823	—	47,823	47,823	(1,989)	2021	2019
2720	Nashville	TN	—	102	10,925	886	102	11,804	11,906	(1,299)	1986	2021
2611	Allen	TX	—	1,330	5,960	838	1,374	6,740	8,114	(1,579)	2004	2016
2612	Allen	TX	—	1,310	4,165	1,438	1,310	5,581	6,891	(1,469)	2005	2016
573	Arlington	TX	—	769	12,355	12,450	769	21,615	22,384	(7,448)	1995	2006
2621	Cedar Park	TX	—	1,617	11,640	809	1,617	12,450	14,067	(1,726)	2007	2017
576	Conroe	TX	—	324	4,842	5,202	324	8,161	8,485	(3,540)	1983	2006
577	Conroe	TX	—	397	7,966	4,643	397	11,334	11,731	(5,268)	1995	2006
578	Conroe	TX	—	388	7,975	5,687	388	10,267	10,655	(4,158)	1997/2012	2006
579	Conroe	TX	—	188	3,618	1,697	188	4,622	4,810	(2,231)	1995	2006
581	Corpus Christi	TX	—	717	8,181	8,130	717	12,331	13,048	(5,875)	1995	2006
600	Corpus Christi	TX	—	328	3,210	5,094	328	5,999	6,327	(3,431)	1995	2006
601	Corpus Christi	TX	—	313	1,771	2,463	325	3,235	3,560	(1,755)	1985	2006
2839	Cypress	TX	—	—	—	38,362	11	37,120	37,131	(11,016)	2016	2015
582	Dallas	TX	—	1,664	6,785	7,505	1,747	11,387	13,134	(5,185)	1979	2006
1314	Dallas	TX	—	15,230	162,970	30,642	24,093	183,326	207,419	(82,918)	1974	2007
1315	Dallas	TX	—	—	—	4,458	26	3,246	3,272	(1,367)	1978	2007
1316	Dallas	TX	—	—	—	11,943	—	7,925	7,925	(1,393)	1985	2007
1317	Dallas	TX	—	—	—	11,510	—	10,984	10,984	(1,645)	1995	2007
1319	Dallas	TX	—	18,840	155,659	7,097	18,840	162,198	181,038	(71,767)	1974	2007
2721	Dallas	TX	—	31,707	2,000	(2)	31,707	1,998	33,705	(1,498)	1983	2020
3007	Denton	TX	5,636	2,298	9,502	97	2,338	9,559	11,897	(810)	2014	2021
3020	Frisco	TX	—	—	27,201	704	—	27,869	27,869	(1,296)	2004	2021
3021	Frisco	TX	—	—	26,181	1,536	—	27,698	27,698	(1,420)	2004	2021
583	Fort Worth	TX	—	898	4,866	5,802	898	9,131	10,029	(3,953)	1995	2006
805	Fort Worth	TX	—	—	2,481	2,335	45	3,866	3,911	(2,364)	1985	2005
806	Fort Worth	TX	—	—	6,070	2,454	5	7,973	7,978	(3,567)	1985	2005
2619	Fort Worth	TX	—	1,180	13,432	1,437	1,180	14,869	16,049	(1,703)	2006	2017
2620	Fort Worth	TX	—	1,961	14,155	366	2,000	14,482	16,482	(1,900)	2005	2017
2982	Fort Worth	TX	—	2,720	6,225	5,880	2,720	12,022	14,742	(2,236)	2020	2019
1061	Granbury	TX	—	—	6,863	1,331	—	8,054	8,054	(3,406)	2001	2006
430	Houston	TX	—	1,927	33,140	24,348	2,479	52,033	54,512	(29,418)	1985/2018	1999
446	Houston	TX	—	2,200	19,585	25,280	2,945	32,869	35,814	(23,130)	1976/2018	1999
589	Houston	TX	—	1,676	12,602	20,000	1,706	27,359	29,065	(7,835)	1985/2022	2006
702	Houston	TX	—	—	7,414	4,119	7	9,504	9,511	(4,449)	2006	2006
1044	Houston	TX	—	—	4,838	7,140	1,321	8,737	10,058	(3,053)	2006	2006
2542	Houston	TX	—	304	17,764	—	304	17,764	18,068	(4,091)	1990	2015
2543	Houston	TX	—	116	6,555	—	116	6,439	6,555	(1,639)	1970	2015
2544	Houston	TX	—	312	12,094	—	312	12,094	12,406	(3,316)	1987	2015
2545	Houston	TX	—	316	13,931	—	316	13,931	14,247	(2,909)	2005	2015
2546	Houston	TX	—	408	18,332	—	408	17,925	18,333	(5,500)	1977	2015
2547	Houston	TX	—	470	18,197	—	470	17,727	18,197	(4,549)	1985	2015
2548	Houston	TX	—	313	7,036	—	313	6,724	7,037	(2,111)	1979	2015
2549	Houston	TX	—	530	22,711	—	530	22,711	23,241	(4,182)	2006	2015
2966	Houston	TX	—	—	—	32,920	—	32,920	32,920	(845)	2022	2020
590	Irving	TX	—	828	6,160	6,147	828	10,035	10,863	(4,146)	1997	2006
700	Irving	TX	—	—	8,550	6,390	8	11,256	11,264	(4,562)	2004	2006
1207	Irving	TX	—	1,955	12,793	4,684	2,063	16,131	18,194	(6,119)	2001	2006
2840	Kingwood	TX	—	3,035	28,373	2,128	3,422	28,718	32,140	(5,586)	2003	2016
591	Lewisville	TX	—	561	8,043	3,043	561	9,513	10,074	(4,688)	1976	2006
144	Longview	TX	—	102	7,998	1,438	102	8,986	9,088	(5,450)	1993	1992
143	Lufkin	TX	—	338	2,383	299	338	2,602	2,940	(1,573)	1993	1992
568	McKinney	TX	—	541	6,217	5,260	541	9,910	10,451	(4,928)	1999	2003
569	McKinney	TX	—	—	636	9,509	—	9,045	9,045	(4,251)	2004	2003
596	North Richland Hills	TX	—	812	8,883	6,238	812	12,644	13,456	(4,720)	1999	2006
2048	North Richland Hills	TX	—	1,385	10,213	2,364	1,400	12,034	13,434	(5,092)	2007	2012
2835	Pearland	TX	—	—	4,014	5,707	29	7,866	7,895	(3,010)	2006	2006

			Encumbrances at December 31, 2022		Initial Cost to Company				Costs Capitalized Subsequent to Acquisition		Gross Amount at Which Carried As of December 31, 2022						Accumulated Depreciation(4)		Year Constructed(5)	Year Acquired
	City	State			Land(1)		Buildings and Improvements(2)				Land		Buildings and Improvements		Total(3)
2838	Pearland	TX	—		—		—		19,978		—		18,768		18,768		(4,996)		2015	2014
597	Plano	TX	—		1,210		9,588		10,042		1,225		17,340		18,565		(7,412)		1997	2006
672	Plano	TX	—		1,389		12,768		5,783		1,389		15,701		17,090		(6,542)		2004	2006
1384	Plano	TX	—		6,290		22,686		6,702		6,290		29,197		35,487		(22,652)		1997	2007
2653	Rockwall	TX	—		788		9,020		39		788		9,026		9,814		(1,533)		2015	2017
815	San Antonio	TX	—		—		9,193		4,303		87		12,038		12,125		(5,744)		1997	2006
816	San Antonio	TX	1,902		—		8,699		14,749		175		21,625		21,800		(5,880)		1992/2022	2006
2837	San Antonio	TX	—		—		26,191		4,030		—		28,781		28,781		(11,500)		2006	2011
2852	Shenandoah	TX	—		—		—		29,980		—		29,980		29,980		(6,808)		2017	2016
598	Sugar Land	TX	—		1,078		5,158		4,245		1,170		6,912		8,082		(3,313)		1982	2006
599	Texas City	TX	—		—		9,519		2,326		—		11,649		11,649		(4,913)		2003	2006
152	Victoria	TX	—		125		8,977		711		125		9,294		9,419		(5,628)		1994	1992
2198	Webster	TX	—		2,220		9,602		462		2,220		9,744		11,964		(3,516)		1991	2013
3024	Webster	TX	—		3,196		12,911		36		3,212		12,931		16,143		(449)		2007	2022
3025	Webster	TX	—		3,209		23,782		16		3,225		23,782		27,007		(671)		2007	2022
2550	The Woodlands	TX	—		115		5,141		—		115		5,141		5,256		(1,210)		1984	2015
2551	The Woodlands	TX	—		296		18,282		—		296		18,282		18,578		(3,706)		1997	2015
2552	The Woodlands	TX	—		374		25,125		—		374		25,125		25,499		(4,538)		2004	2015
1592	Bountiful	UT	—		999		7,426		2,222		1,019		9,393		10,412		(3,813)		2005	2010
169	Bountiful	UT	—		276		5,237		4,466		653		8,252		8,905		(3,906)		1995	1994
2035	Draper	UT	4,146		—		10,803		1,244		—		11,543		11,543		(2,859)		2010	2012
469	Kaysville	UT	—		530		4,493		441		530		4,708		5,238		(2,130)		2001	2001
456	Layton	UT	—		371		7,073		3,201		389		9,237		9,626		(4,801)		1998	2001
2042	Layton	UT	—		—		10,975		1,906		44		12,481		12,525		(3,090)		2006	2012
2864	Washington Terrace	UT	—		—		—		19,898		—		19,898		19,898		(2,086)		2020	2019
357	Orem	UT	—		337		8,744		4,751		306		10,201		10,507		(5,970)		1998	1999
353	Salt Lake City	UT	—		190		779		280		273		830		1,103		(576)		1991	1999
354	Salt Lake City	UT	—		220		10,732		4,517		220		13,444		13,664		(8,332)		1999	1999
355	Salt Lake City	UT	—		180		14,792		6,257		180		19,145		19,325		(11,119)		1993	1999
467	Salt Lake City	UT	—		3,000		7,541		3,340		3,145		9,878		13,023		(5,572)		1998	2001
566	Salt Lake City	UT	—		509		4,044		4,993		509		7,717		8,226		(3,679)		1974	2003
2041	Salt Lake City	UT	—		—		12,326		1,347		—		13,185		13,185		(3,272)		2007	2012
2033	Sandy	UT	—		867		3,513		2,697		1,356		5,525		6,881		(2,884)		1989	2012
351	Washington Terrace	UT	—		—		4,573		3,629		17		5,762		5,779		(3,429)		1989	1999
352	Washington Terrace	UT	—		—		2,692		1,801		15		3,665		3,680		(2,555)		1990	1999
2034	West Jordan	UT	—		—		12,021		323		—		11,844		11,844		(2,751)		2006	2012
2036	West Jordan	UT	—		—		1,383		1,671		—		2,714		2,714		(1,472)		1982	2012
1208	Fairfax	VA	—		8,396		16,710		15,381		8,845		27,935		36,780		(14,268)		1974/2018	2006
2230	Fredericksburg	VA	—		1,101		8,570		12		1,113		8,570		9,683		(2,062)		2008	2014
3001	Leesburg	VA	10,185		3,549		24,059		3,701		3,549		27,699		31,248		(2,419)		2010	2021
3015	Midlothian	VA	12,643		—		21,442		179		45		21,354		21,399		(1,024)		2012	2021
3016	Midlothian	VA	11,952		—		20,610		177		32		20,416		20,448		(1,097)		2013	2021
3017	Midlothian	VA	13,829		—		22,531		89		—		22,619		22,619		(1,771)		2014	2021
572	Reston	VA	—		—		11,902		1,353		—		11,712		11,712		(5,938)		2004	2003
448	Renton	WA	—		—		18,724		5,301		—		21,729		21,729		(14,259)		1993	1999
781	Seattle	WA	—		—		52,703		22,499		—		67,881		67,881		(34,648)		1994	2004
782	Seattle	WA	—		—		24,382		31,717		126		50,563		50,689		(19,720)		1990/2022	2004
783	Seattle	WA	—		—		5,625		2,329		211		6,949		7,160		(6,373)		1984	2004
785	Seattle	WA	—		—		7,293		6,153		—		11,351		11,351		(7,886)		1982	2004
1385	Seattle	WA	—		—		45,027		19,908		—		63,018		63,018		(25,124)		1986/2019	2007
3022	Seattle	WA	—		35,624		4,176		—		35,624		4,176		39,800		(1,054)		1963/2012	2021
2038	Evanston	WY	—		—		4,601		1,225		—		5,751		5,751		(1,715)		2002	2012
			$	146,506	$	530,858	$	3,891,709	$	1,709,551	$	564,526	$	5,218,646	$	5,783,172	$	(1,656,210)

			Encumbrances at December 31, 2022		Initial Cost to Company				Costs Capitalized Subsequent to Acquisition		Gross Amount at Which Carried As of December 31, 2022						Accumulated Depreciation(4)		Year Constructed(5)	Year Acquired
	City	State			Land(1)		Buildings and Improvements(2)				Land		Buildings and Improvements		Total(3)
Continuing care retirement community
3089	Birmingham	AL	$	—	$	6,193	$	32,146	$	3,803	$	6,543	$	35,599	$	42,142	$	(5,502)	1991	2020
3090	Bradenton	FL	—		5,496		95,671		16,038		5,991		103,501		109,492		(15,560)		1985	2020
2997	Clearwater	FL	68,405		6,680		132,521		17,406		6,819		146,467		153,286		(15,324)		1991	2020
3086	Jacksonville	FL	—		19,660		167,860		15,791		20,412		182,496		202,908		(21,706)		1989	2020
2996	Leesburg	FL	—		8,941		65,698		13,662		9,766		78,534		88,300		(10,744)		1990	2020
2995	Port Charlotte	FL	—		5,344		159,612		12,089		5,672		162,232		167,904		(17,301)		1987	2020
2998	Seminole	FL	44,582		14,080		77,485		9,202		15,001		85,766		100,767		(8,074)		1990	2020
3085	Seminole	FL	—		13,915		125,796		11,656		14,613		136,755		151,368		(16,932)		1982	2020
3092	Sun City Center	FL	87,106		25,254		175,535		15,374		26,382		189,781		216,163		(26,301)		1992	2020
3087	The Villages	FL	—		7,091		120,493		12,553		7,312		132,825		140,137		(15,586)		2009	2020
3084	Holland	MI	—		1,572		88,960		6,766		1,804		95,493		97,297		(11,057)		1991	2020
2991	Coatesville	PA	—		16,443		126,243		11,838		17,064		137,463		154,527		(14,965)		1998	2020
3080	Haverford	PA	—		16,461		108,816		29,925		16,461		126,165		142,626		(50,068)		1989	2006
3088	Spring	TX	—		3,210		30,085		6,821		3,475		36,640		40,115		(3,992)		2008	2020
3081	Fort Belvoir	VA	—		11,594		99,528		25,908		11,594		117,897		129,491		(48,177)		1990	2006
			$	200,093	$	161,934	$	1,606,449	$	208,832	$	168,909	$	1,767,614	$	1,936,523	$	(281,289)
Total real estate assets held for sale			—		(2,367)		(11,813)		(58,658)		(2,373)		(65,437)		(67,810)		23,455
Total continuing operations, excluding held for sale			$	346,599	$	2,623,679	$	8,759,627	$	5,427,414	$	2,667,188	$	13,544,433	$	16,211,621	$	(3,188,138)

_______________________________________

(1)Assets with no initial land costs to the Company represent land that the Company leases from a third party (i.e., ground leases).

(2)Assets with no initial buildings and improvements costs to the Company represent development projects in process or completed.

(3)At December 31, 2022, the tax basis of the Company’s net real estate assets is less than the reported amounts by $1.1 billion.

(4)Buildings and improvements are depreciated over useful lives ranging up to 50 years.

(5)Year of original construction/year of last major renovation, if applicable.

A summary of activity for real estate and accumulated depreciation, excluding assets classified as discontinued operations, is as follows (in thousands):

	Year ended December 31,
	2022		2021		2020
Real estate:
Balances at beginning of year	$	15,506,658	$	13,528,893	$	10,372,584
Acquisition of real estate and development and improvements	1,102,593		2,157,539		3,460,556
Sales and/or transfers to assets held for sale	(82,350)		(72,819)		(203,687)
Deconsolidation of real estate	(189,605)		—		—
Impairments	—		(21,294)		(23,991)
Other(1)	(125,675)		(85,661)		(76,569)
Balances at end of year	$	16,211,621	$	15,506,658	$	13,528,893
Accumulated depreciation:
Balances at beginning of year	$	2,839,229	$	2,409,135	$	2,141,960
Depreciation expense	575,125		548,063		438,735
Sales and/or transfers to assets held for sale	(30,428)		(32,692)		(93,220)
Deconsolidation of real estate	(89,766)		—		—
Other(1)	(106,022)		(85,277)		(78,340)
Balances at end of year	$	3,188,138	$	2,839,229	$	2,409,135

_______________________________________

(1)Primarily represents real estate and accumulated depreciation related to fully depreciated assets and reductions to net real estate due to casualty events.

A summary of activity for real estate and accumulated depreciation for assets classified as discontinued operations is as follows (in thousands):

	Year ended December 31,
	2022		2021		2020
Real estate:
Balances at beginning of year	$	—	$	2,930,566	$	4,133,349
Acquisition of real estate and development and improvements	—		8,238		119,333
Sales and/or transfers to assets classified as discontinued operations	—		(2,929,713)		(1,114,792)
Impairments	—		(5,315)		(198,048)
Other(1)	—		(3,776)		(9,276)
Balances at end of year	$	—	$	—	$	2,930,566
Accumulated depreciation:
Balances at beginning of year	$	—	$	615,708	$	861,557
Depreciation expense	—		—		91,726
Sales and/or transfers to assets classified as discontinued operations	—		(615,708)		(333,654)
Other(1)	—		—		(3,921)
Balances at end of year	$	—	$	—	$	615,708

_______________________________________

(1)Primarily represents real estate and accumulated depreciation related to fully depreciated assets.

XML

Schedule IV: Mortgage Loans on Real Estate

12 Months Ended

Dec. 31, 2022

SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Abstract]

Schedule IV: Mortgage Loans on Real Estate

Schedule IV: Mortgage Loans on Real Estate

(in thousands)

Location	Segment	Interest Rate	Fixed / Variable	Maturity Date	Periodic Payment Terms	Prior Liens		Face Amount of Mortgages		Carrying Amount of Mortgages		Principal Amount Subject to Delinquent Principal or Interest
First mortgages relating to 1 property located in:
California	Other	4.25% + greater of 2% or LIBOR	Variable	05/07/2026	Interest only	$	—	$	20,566	$	17,652	$	—
Florida	Other	greater of 8.5%  or SOFR + 5.5%	Variable	12/17/2023	Interest only	—		7,798		6,882		—
Florida	Other	greater of 8.5%  or SOFR + 5.5%	Variable	12/17/2023	Interest only	—		3,912		3,769		—
Florida	Other	greater of 8.5%  or SOFR + 5.5%	Variable	12/17/2023	Interest only	—		14,207		14,106		—
California	Other	greater of 8.5%  or SOFR + 5.5%	Variable	12/16/2023	Interest only	—		35,100		33,143		—
First mortgages relating to 10 properties located in:
Multiple	Other	3.75% + greater of 0.5% or LIBOR	Variable	02/01/2024	Interest only	—		119,754		116,920		—
First mortgages relating to 16 properties located in:
Multiple	Other	4.25%	Fixed	01/21/2023(1)	Interest only	—		149,500		149,277		—
						$	—	$	350,837	$	341,749	$	—

	Year Ended December 31,
	2022		2021		2020
Reconciliation of mortgage loans
Balance at beginning of year	$	390,291	$	157,572	$	161,964
Additions:
New mortgage loans	—		310,338		98,469
Draws and additions to existing mortgage loans	5,525		9,370		19,182
Total additions	5,525		319,708		117,651
Deductions:
Principal repayments	(47,591)		(84,486)		(113,200)
Reserve for loan losses(2)	(6,476)		(2,503)		(8,843)
Total deductions	(54,067)		(86,989)		(122,043)
Balance at end of year	$	341,749	$	390,291	$	157,572

_______________________________________

(1)In January 2023, this secured loan reached maturity and the borrower did not make the required principal repayment. Accordingly, the loan is in default. The borrower is in discussions with the Company regarding repayment options and extension of the maturity date.

(2)The years ended December 31, 2022, 2021, and 2020 include current expected credit loss reserves recognized under ASU 2016-13, which was adopted on January 1, 2020 (see Note 2 to the Consolidated Financial Statements). The year ended December 31, 2020 also includes an immaterial amount related to the cumulative-effect of adoption of ASU 2016-13. Refer to Note 8 for additional information on the Company’s reserve for loan losses.

XML

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Use of Estimates

Use of Estimates

Management is required to make estimates and assumptions in the preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”). These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from management’s estimates.

Basis of Presentation

Basis of Presentation

The consolidated financial statements include the accounts of Healthpeak Properties, Inc., its wholly-owned subsidiaries, joint ventures (“JVs”), and variable interest entities (“VIEs”) that it controls through voting rights or other means. Intercompany transactions and balances have been eliminated upon consolidation.

The Company is required to continually evaluate its VIE relationships and consolidate these entities when it is determined to be the primary beneficiary of their operations. A VIE is broadly defined as an entity where either: (i) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support, (ii) substantially all of an entity’s activities either involve or are conducted on behalf of an investor that has disproportionately few voting rights, or (iii) the equity investors as a group lack any of the following: (a) the power through voting or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance, (b) the obligation to absorb the expected losses of an entity, or (c) the right to receive the expected residual returns of an entity. Criterion (iii) above is generally applied to limited partnerships and similarly structured entities by assessing whether a simple majority of the limited partners hold substantive rights to participate in the significant decisions of the entity or have the ability to remove the decision maker or liquidate the entity without cause. If neither of those criteria are met, the entity is a VIE.

The designation of an entity as a VIE is reassessed upon certain events, including, but not limited to: (i) a change to the contractual arrangements of the entity or in the ability of a party to exercise its participation or kick-out rights, (ii) a change to the capitalization structure of the entity, or (iii) acquisitions or sales of interests that constitute a change in control.

A variable interest holder is considered to be the primary beneficiary of a VIE if it has the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and has the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. The Company qualitatively assesses whether it is (or is not) the primary beneficiary of a VIE. Consideration of various factors include, but is not limited to, which activities most significantly impact the entity’s economic performance and the ability to direct those activities, its form of ownership interest, its representation on the VIE’s governing body, the size and seniority of its investment, its ability and the rights of other investors to participate in policy making decisions, its ability to manage its ownership interest relative to the other interest holders, and its ability to replace the VIE manager and/or liquidate the entity.

For its investments in joint ventures that are not considered to be VIEs, the Company evaluates the type of ownership rights held by the limited partner(s) that may preclude consolidation by the majority interest holder. The assessment of limited partners’ rights and their impact on the control of a joint venture should be made at inception of the joint venture and continually reassessed.

Revenue Recognition

Revenue Recognition

Lease Classification

The Company classifies a lease as an operating lease if none of the following criteria are met: (i) transfer of ownership to the lessee by the end of the lease term, (ii) lessee has a purchase option during or at the end of the lease term that it is reasonably certain to exercise, (iii) the lease term is for the major part of the remaining economic life of the underlying asset, (iv) the present value of future minimum lease payments is equal to substantially all of the fair value of the underlying asset, or (v) the underlying asset is of such a specialized nature that it is expected to have no alternative use to the Company at the end of the lease term.

Rental and Related Revenues

The Company recognizes rental revenue from its life science and medical office properties in accordance with Accounting Standards Codification (“ASC”) 842, Leases (“ASC 842”). The Company commences recognition of rental revenue for operating lease arrangements when the tenant has taken possession or controls the physical use of a leased asset. The tenant is not considered to have taken physical possession or have control of the leased asset until the Company-owned tenant improvements are substantially complete. If a lease arrangement provides for tenant improvements, the Company determines whether the tenant improvements are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, any tenant improvements funded by the tenant are treated as lease payments which are deferred and amortized into income over the lease term. When the tenant is the owner of the tenant improvements, any tenant improvement allowance that is funded by the Company is treated as a lease incentive and amortized as a reduction of revenue over the lease term.

Ownership of tenant improvements is determined based on various factors including, but not limited to, the following criteria:

•lease stipulations of how and on what a tenant improvement allowance may be spent;

•which party to the arrangement retains legal title to the tenant improvements upon lease expiration;

•whether the tenant improvements are unique to the tenant or general purpose in nature;

•if the tenant improvements are expected to have significant residual value at the end of the lease term;

•the responsible party for construction cost overruns; and

•which party constructs or directs the construction of the improvements.

Certain leases provide for additional rents that are contingent upon a percentage of the facility’s revenue in excess of specified base amounts or other thresholds. Such revenue is recognized when actual results reported by the tenant or estimates of tenant results, exceed the base amount or other thresholds, and only after any contingency has been removed (when the related thresholds are achieved). This may result in the recognition of rental revenue in periods subsequent to when such payments are received.

Tenant recoveries subject to operating leases generally relate to the reimbursement of real estate taxes, insurance, and repair and maintenance expense, and are recognized as both revenue (in rental and related revenues) and expense (in operating expenses) in the period the expense is incurred as the Company is the party paying the service provider. Rental and related revenues from other variable payments are recognized when the associated contingencies are removed. In accordance with ASC 842, the Company accounts for lease and nonlease components as a single lease component for the purpose of revenue recognition and disclosure.

For operating leases with minimum scheduled rent increases, the Company recognizes income on a straight line basis over the lease term when collectibility of future minimum lease payments is probable. Recognizing rental income on a straight line basis results in a difference in the timing of revenue amounts from what is contractually due from tenants. If the Company determines that collectibility of future minimum lease payments is not probable, the straight-line rent receivable balance is written off and recognized as a decrease in revenue in that period and future revenue recognition is limited to amounts contractually owed and paid. If it is no longer probable that substantially all future minimum lease payments under operating leases will be received, the accounts receivable and straight-line rent receivable balance is written off and recognized as a decrease in revenue in that period.

The Company’s operating leases generally contain options to extend lease terms at prevailing market rates at the time of expiration. Certain operating leases contain early termination options that require advance notice and payment of a penalty, which in most cases is substantial enough to be deemed economically disadvantageous by a tenant to exercise.

Resident Fees and Services

The Company recognizes resident fee and service revenue from its Senior Housing Operating Property (“SHOP”) portfolios and CCRC properties in accordance with ASC 606, Revenue from Contracts with Customers. Resident fee revenue is recorded when services are rendered and includes resident room and care charges, community fees, and other resident charges. Residency agreements for SHOP and CCRC facilities are generally for a term of 30 days to one year, with resident fees billed monthly, in advance. Revenue for certain care related services is recognized as services are provided and is billed monthly in arrears.

Certain of the Company’s CCRCs are operated as entrance fee communities, which typically require a resident to pay an upfront entrance fee that includes both a refundable portion and non-refundable portion. When the Company receives a nonrefundable entrance fee, it is recorded in deferred revenue in the Consolidated Balance Sheets and amortized into revenue over the estimated stay of the resident. The Company utilizes third-party actuarial experts in its determination of the estimated stay of residents.

Income from Direct Financing Leases

The Company utilizes the direct finance method of accounting to record direct financing lease (“DFL”) income. For a lease accounted for as a DFL, the net investment in the DFL represents receivables for the sum of future minimum lease payments and the estimated residual value of the leased property, less the unamortized unearned income. Unearned income is deferred and amortized to income over the lease term to provide a constant yield when collectibility of the lease payments is reasonably assured. During the first quarter of 2022, the Company sold its remaining hospital under a DFL.

Interest Income

Loans receivable are classified as held-for-investment based on management’s intent and ability to hold the loans for the foreseeable future or to maturity. Loans held-for-investment are carried at amortized cost and reduced by a valuation allowance for estimated credit losses, as necessary. When collectibility of the future payments is reasonably assured, the Company utilizes the interest method on a loan-by-loan basis to recognize interest income on its loans, which includes the amortization of discounts and premiums as well as loan fees paid and received.

Gain (loss) on sales of real estate, net

The Company recognizes a gain (loss) on sale of real estate when the criteria for an asset to be derecognized are met, which include when: (i) a contract exists, (ii) the buyer obtains control of the asset, and (iii) it is probable that the Company will receive substantially all of the consideration to which it is entitled. These criteria are generally satisfied at the time of sale.

Government Grant Income

Government Grant Income

On March 27, 2020, the federal government enacted the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) to provide financial aid to individuals, businesses, and state and local governments. During the years ended December 31, 2022, 2021, and 2020, the Company received government grants under the CARES Act primarily to cover increased expenses and lost revenue during the pandemic caused by the coronavirus disease (“Covid”). Grant income is recognized to the extent that qualifying expenses and lost revenues exceed grants received and the Company will comply with all conditions attached to the grant. As of December 31, 2022, the amount of qualifying expenditures and lost revenue exceeded grant income recognized and the Company believes it has complied and will continue to comply with all grant conditions. In the event of non-compliance, all such amounts received are subject to recapture.

Credit Losses

Credit Losses

The Company evaluates the liquidity and creditworthiness of its occupants, operators, and borrowers on a monthly and quarterly basis. The Company’s evaluation considers payment history and current credit status, industry and economic conditions, individual and portfolio property performance, credit enhancements, liquidity, and other factors. The Company’s occupants, operators, and borrowers furnish property, portfolio, and guarantor/operator-level financial statements, among other information, on a monthly or quarterly basis; the Company utilizes this financial information to calculate the lease or debt service coverages that it uses as a primary credit quality indicator. Lease and debt service coverage information is evaluated together with other property, portfolio, and operator performance information, including revenue, expense, net operating income, occupancy, rental rate, reimbursement trends, capital expenditures, and EBITDA (defined as earnings before interest, tax, and depreciation and amortization), along with other liquidity measures. The Company evaluates, on a monthly basis or immediately upon a significant change in circumstance, its occupants’, operators’, and borrowers’ ability to service their obligations with the Company.

In connection with the Company’s quarterly review process or upon the occurrence of a significant event, loans receivable and DFLs (collectively, “finance receivables”), are reviewed and assigned an internal rating of Performing, Watch List, or Workout. Finance receivables that are deemed Performing meet all present contractual obligations, and collection and timing, of all amounts owed is reasonably assured. Watch List finance receivables are defined as finance receivables that do not meet the definition of Performing or Workout. Workout finance receivables are defined as finance receivables in which the Company has determined, based on current information and events, that: (i) it is probable it will be unable to collect all amounts due according to the contractual terms of the agreement, (ii) the tenant, operator, or borrower is delinquent on making payments under the contractual terms of the agreement, and (iii) the Company has commenced action or anticipates pursuing action in the near term to seek recovery of its investment.

Finance receivables are placed on nonaccrual status when management determines that the collectibility of contractual amounts is not reasonably assured (the asset will have an internal rating of either Watch List or Workout). Further, the Company performs a credit analysis to support the tenant’s, operator’s, borrower’s, and/or guarantor’s repayment capacity and the underlying collateral values. The Company uses the cash basis method of accounting for finance receivables placed on nonaccrual status unless one of the following conditions exist whereby it utilizes the cost recovery method of accounting if: (i) the Company determines that it is probable that it will only recover the recorded investment in the finance receivable, net of associated allowances or charge-offs (if any), or (ii) the Company cannot reasonably estimate the amount of an impaired finance receivable. For cash basis method of accounting, the Company applies payments received, excluding principal paydowns, to interest income so long as that amount does not exceed the amount that would have been earned under the original contractual terms. For cost recovery method of accounting, any payment received is applied to reduce the recorded investment. Generally, the Company returns a finance receivable to accrual status when all delinquent payments become current under the terms of the loan or lease agreements and collectibility of the remaining contractual loan or lease payments is reasonably assured.

At inception of a finance receivable, the Company recognizes an allowance for credit losses expected to be incurred over the life of the instrument. The model utilized by the Company to determine such losses emphasizes historical experience and future market expectations to determine a loss to be recognized at inception. However, the model is applied on an individual basis and relies on counter-party specific information to ensure the most accurate estimate is recognized. The Company also performs a quarterly review process (or upon the occurrence of a significant event) to evaluate its borrowers’ creditworthiness and liquidity to determine the amount of credit losses to recognize during the period. If a finance receivable is deemed partially or wholly uncollectible, the uncollectible balance is deducted from the allowance in the period in which such determination is made. Credit loss expenses and recoveries are recorded in impairments and loan loss reserves (recoveries), net.

Real Estate

Real Estate

The Company’s real estate acquisitions are generally classified as asset acquisitions for which the Company records identifiable assets acquired, liabilities assumed, and any associated noncontrolling interests at cost on a relative fair value basis. In addition, for such asset acquisitions, no goodwill is recognized, third party transaction costs are capitalized and any associated contingent consideration is generally recorded when the amount of consideration is reasonably estimable and probable of being paid.

The Company assesses fair value based on available market information, such as capitalization and discount rates, comparable sale transactions, and relevant per square foot or unit cost information. A real estate asset’s fair value may be determined utilizing cash flow projections that incorporate such market information. Estimates of future cash flows are based on a number of factors including historical operating results, known and anticipated trends, as well as market and economic conditions. The fair value of tangible assets of an acquired property is based on the value of the property as if it is vacant.

The Company recognizes acquired “above and below market” leases at their relative fair value (for asset acquisitions) using discount rates which reflect the risks associated with the leases acquired. The fair value is based on the present value of the difference between (i) the contractual amounts paid pursuant to each in-place lease and (ii) management’s estimate of fair market lease rates for each in-place lease, measured over a period equal to the remaining term of the lease for above market leases and the initial term plus the extended term for any leases with renewal options that are reasonably certain to be exercised. Other intangible assets acquired include amounts for in-place lease values that are based on an evaluation of the specific characteristics of each property and the acquired tenant lease(s). Factors considered include estimates of carrying costs during hypothetical expected lease-up periods, market conditions, and costs to execute similar leases. In estimating carrying costs, the Company includes estimates of lost rents at market rates during the hypothetical expected lease-up periods, which are dependent on local market conditions and expected trends. In estimating costs to execute similar leases, the Company considers leasing commissions, legal, and other related costs.

Certain of the Company's acquisitions involve the assumption of contract liabilities. The Company typically estimates the fair value of contract liabilities by applying a reasonable profit margin to the total discounted estimated future costs associated with servicing the contract. A variety of market and contract-specific conditions are considered when making assumptions that impact the estimated fair value of the contract liability.

The Company capitalizes direct construction and development costs, including predevelopment costs, interest, property taxes, insurance, and other costs directly related and essential to the development or construction of a real estate asset. The Company capitalizes construction and development costs while substantive activities are ongoing to prepare an asset for its intended use. During the holding or development period, certain real estate assets generate incidental income that is not associated with the future profit or return from the intended use of the property. Such income is recognized as a reduction of the associated project costs. The Company considers a construction project as substantially complete and held available for occupancy upon the completion of Company-owned tenant improvements, but no later than one year from cessation of significant construction activity. Costs incurred after a project is substantially complete and ready for its intended use, or after development activities have ceased, are expensed as incurred. For redevelopment of existing operating properties, the Company capitalizes the cost for the construction and improvement incurred in connection with the redevelopment.

Costs previously capitalized related to abandoned developments/redevelopments are charged to earnings. Expenditures for repairs and maintenance are expensed as incurred. The Company considers costs incurred in conjunction with re-leasing properties, including tenant improvements and lease commissions, to represent the acquisition of productive assets and such costs are reflected as investing activities in the Company’s Consolidated Statements of Cash Flows.

Initial direct costs incurred in connection with successful property leasing are capitalized as deferred leasing costs and classified as investing activities in the Consolidated Statements of Cash Flows. Initial direct costs include only those costs that are incremental to the arrangement and would not have been incurred if the lease had not been obtained. Initial direct costs consist of leasing commissions paid to external third party brokers and lease incentives. Initial direct costs are included in other assets, net in the Consolidated Balance Sheets and amortized in depreciation and amortization in the Consolidated Statements of Operations using the straight-line method of accounting over the lease term.

The Company computes depreciation on properties using the straight-line method over the assets’ estimated useful lives. Depreciation is discontinued when a property is identified as held for sale. Buildings and improvements are depreciated over useful lives ranging up to 50 years. Above and below market lease intangibles are amortized to revenue over the remaining noncancellable lease terms and renewal periods that are reasonably certain to be exercised, if any. In-place lease intangibles are amortized to expense over the remaining noncancellable lease term and renewal periods that are reasonably certain to be exercised, if any.

Lessee Accounting

Lessee Accounting

For leases greater than 12 months for which the Company is the lessee, such as ground leases and corporate office leases, the Company recognizes a right-of-use asset and related lease liability on the Consolidated Balance Sheets at inception of the lease. The lease liability is calculated as the sum of: (i) the present value of minimum lease payments at lease commencement (discounted using the Company's secured incremental borrowing rate) and (ii) the present value of amounts probable of being paid under any residual value guarantees. Certain of the Company’s lease agreements have options to extend or terminate the contract terms upon meeting certain criteria. The lease term utilized in the calculation of the lease liability includes these options if they are considered reasonably certain of exercise. The right-of-use asset is calculated as the lease liability, adjusted for the following: (i) any lease payments made to the lessor at or before the commencement date, minus any lease incentives received and (ii) any initial direct costs incurred by the Company. Lease expense related to corporate assets is included in general and administrative expenses and lease expense related to ground leases is included within operating expenses in the Company’s Consolidated Statements of Operations.

For leases with a noncancellable lease term of 12 months or less for which the Company is the lessee, the Company recognizes expenses on a straight-line basis and does not recognize such leases on the Consolidated Balance Sheets.

Impairment of Long-Lived Assets and Goodwill

Impairment of Long-Lived Assets and Goodwill

The Company assesses the carrying value of real estate assets and related intangibles (“real estate assets”) when events or changes in circumstances indicate that the carrying value may not be recoverable. The Company tests its real estate assets for impairment by comparing the sum of the expected future undiscounted cash flows to the carrying value of the real estate assets. The expected future undiscounted cash flows reflect the expected use and eventual disposition of the asset, and are probability-weighted to reflect multiple possible cash-flow scenarios, including selling the assets at various points in the future. Further, the analysis considers the impact, if any, of master lease agreements on cash flows, which are calculated utilizing the lowest level of identifiable cash flows that are largely independent of the cash flows of other assets and liabilities. If the carrying value exceeds the expected future undiscounted cash flows, an impairment loss will be recognized to the extent that the carrying value of the real estate assets exceeds their fair value.

Determining the fair value of real estate assets, including assets classified as held-for-sale, involves significant judgment and generally utilizes market capitalization rates, comparable market transactions, estimated per unit or per square foot prices, negotiations with prospective buyers, and forecasted cash flows (primarily lease revenue rates, expense rates, and growth rates).

When testing goodwill for impairment, if the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company recognizes an impairment loss for the amount by which the carrying value, including goodwill, exceeds the reporting unit’s fair value.

Assets Held for Sale and Discontinued Operations

Assets Held for Sale and Discontinued Operations

The Company classifies a real estate property as held for sale when: (i) management has approved the disposal, (ii) the property is available for sale in its present condition, (iii) an active program to locate a buyer has been initiated, (iv) it is probable that the property will be disposed of within one year, (v) the property is being marketed at a reasonable price relative to its fair value, and (vi) it is unlikely that the disposal plan will significantly change or be withdrawn. If a real estate property is classified as held for sale, it is reported at the lower of its carrying value or fair value less costs to sell and no longer depreciated.

The Company classifies a loan receivable as held for sale when management no longer has the intent and ability to hold the loan receivable for the foreseeable future or until maturity. If a loan receivable is classified as held for sale, it is reported at the lower of amortized cost or fair value.

A discontinued operation represents: (i) a component of the Company or group of components that has been disposed of or is classified as held for sale in a single transaction and represents a strategic shift that has or will have a major effect on the Company’s operations and financial results or (ii) an acquired business that is classified as held for sale on the date of acquisition. Examples of a strategic shift may include disposing of: (i) a separate major line of business, (ii) a separate major geographic area of operations, or (iii) other major parts of the Company.

Senior Housing Triple-Net and Senior Housing Operating Portfolio Dispositions

During 2020, the Company established and began executing a plan to dispose of its senior housing triple-net and SHOP portfolios and concluded that the planned dispositions represented a strategic shift that had and will have a major effect on the Company’s operations and financial results. Therefore, senior housing triple-net and SHOP assets meeting the held for sale criteria are classified as discontinued operations in all periods presented herein. In September 2021, the Company successfully completed the disposition of the remaining senior housing triple-net and SHOP properties. See Note 5 for further information.

Investments in Unconsolidated Joint Ventures

Investments in Unconsolidated Joint Ventures

Investments in entities the Company does not consolidate, but over which the Company has the ability to exercise significant influence over operating and financial policies, are reported under the equity method of accounting. Under the equity method of accounting, the Company’s share of the investee’s earnings or losses is included in equity income (loss) from unconsolidated joint ventures within the Company’s Consolidated Statements of Operations.

The initial carrying value of investments in unconsolidated joint ventures is based on the amount paid to purchase the joint venture interest, the fair value of assets contributed to the joint venture, or the fair value of the assets prior to the sale of interests in the joint venture. To the extent that the Company’s cost basis is different from the basis reflected at the joint venture level, the basis difference is generally amortized over the lives of the related assets and liabilities, and such amortization is included in the Company’s share of equity in earnings of the joint venture. If an equity method investment shows indicators of impairment, the Company evaluates its equity method investments for impairment based on a comparison of the fair value of the equity method investment to its carrying value. When the Company determines a decline in fair value below carrying value of an investment in an unconsolidated joint venture is other-than-temporary, an impairment is recorded. The Company recognizes gains on the sale of interests in joint ventures to the extent the economic substance of the transaction is a sale.

The Company’s fair values of its equity method investments are determined based on discounted cash flow models that include all estimated cash inflows and outflows over a specified holding period and, where applicable, any estimated debt premiums or discounts. Capitalization rates, discount rates, and credit spreads utilized in these valuation models are based on assumptions that the Company believes to be within a reasonable range of current market rates for the respective investments.

Share-Based Compensation

Share-Based Compensation

Compensation expense for share-based awards granted to employees with graded vesting schedules is generally recognized on a straight-line basis over the vesting period. Forfeitures of share-based awards are recognized as they occur.

Cash and Cash Equivalents

Cash and Cash Equivalents and Restricted Cash

Cash and cash equivalents consist of cash on hand and short-term investments with original maturities of three months or less when purchased. Restricted cash primarily consists of amounts held by mortgage lenders to provide for: (i) real estate tax expenditures, (ii) tenant improvements, and (iii) capital expenditures, as well as security deposits and net proceeds from property sales that were executed as tax-deferred dispositions.

The Company maintains its cash and cash equivalents at financial institutions insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 per institution. As the account balances at each institution periodically exceed the FDIC insurance coverage, there is a concentration of credit risk related to amounts in excess of such coverage.

Restricted Cash

Cash and Cash Equivalents and Restricted Cash

Cash and cash equivalents consist of cash on hand and short-term investments with original maturities of three months or less when purchased. Restricted cash primarily consists of amounts held by mortgage lenders to provide for: (i) real estate tax expenditures, (ii) tenant improvements, and (iii) capital expenditures, as well as security deposits and net proceeds from property sales that were executed as tax-deferred dispositions.

The Company maintains its cash and cash equivalents at financial institutions insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 per institution. As the account balances at each institution periodically exceed the FDIC insurance coverage, there is a concentration of credit risk related to amounts in excess of such coverage.

Derivatives and Hedging

Derivatives and Hedging

During its normal course of business, the Company uses certain types of derivative instruments for the purpose of managing interest rate and foreign currency risk. To qualify for hedge accounting, derivative instruments used for risk management purposes must effectively reduce the risk exposure that they are designed to hedge. In addition, at inception of a qualifying cash flow hedging relationship, the underlying transaction or transactions, must be, and are expected to remain, probable of occurring in accordance with the Company’s related assertions.

The Company recognizes all derivative instruments, including embedded derivatives that are required to be bifurcated, as assets or liabilities to the Consolidated Balance Sheets at fair value. Changes in fair value of derivative instruments that are not designated in hedging relationships or that do not meet the criteria of hedge accounting are recognized in other income (expense), net. For derivative instruments designated in qualifying cash flow hedging relationships, changes in fair value related to the effective portion of the derivative instruments are recognized in accumulated other comprehensive income (loss), whereas changes in fair value related to the ineffective portion would be recognized in earnings.

If it is determined that a derivative instrument ceases to be highly effective as a hedge, or that it is probable the underlying forecasted transaction will not occur, the Company discontinues its cash flow hedge accounting prospectively and records the appropriate adjustment to earnings based on the current fair value of the derivative instrument.

Income Taxes

Income Taxes

Healthpeak Properties, Inc. has elected REIT status and believes it has always operated so as to continue to qualify as a REIT under Sections 856 to 860 of the Internal Revenue Code of 1986, as amended (the “Code”). Accordingly, Healthpeak Properties, Inc. will generally not be subject to U.S. federal income tax, provided that it continues to qualify as a REIT and makes distributions to stockholders equal to or in excess of its taxable income. In addition, the Company has formed several consolidated subsidiaries that have elected REIT status. Healthpeak Properties, Inc. and its consolidated REIT subsidiaries are each subject to the REIT qualification requirements under the Code. If any REIT fails to qualify as a REIT in any taxable year, it will be subject to federal income taxes at regular corporate rates and may be ineligible to qualify as a REIT for four subsequent tax years.

Healthpeak Properties, Inc. and its consolidated REIT subsidiaries are subject to state, local, and/or foreign income taxes in some jurisdictions. In certain circumstances each REIT may also be subject to federal excise taxes on undistributed income. In addition, certain activities that the Company undertakes may be conducted by entities that have elected to be treated as taxable REIT subsidiaries (“TRSs”). TRSs are subject to federal, state, and local income taxes. The Company recognizes tax penalties relating to unrecognized tax benefits as additional income tax expense. Interest relating to unrecognized tax benefits is recognized as interest expense.

The Company is required to evaluate its deferred tax assets for realizability and recognize a valuation allowance, which is recorded against its deferred tax assets, if it is more likely than not that the deferred tax assets will not be realized. The Company considers all available evidence in its determination of whether a valuation allowance for deferred tax assets is required.

Advertising Cost

Advertising CostsAll advertising costs are expensed as incurred and reported within operating expenses on the Consolidated Statements of Operations.

Capital Raising Issuance Costs

Capital Raising Issuance Costs

Costs incurred in connection with the issuance of common shares are recorded as a reduction of additional paid-in capital. Debt issuance costs related to debt instruments, excluding line of credit arrangements and commercial paper, are deferred, recorded as a reduction of the related debt liability, and amortized to interest expense over the remaining term of the related debt liability utilizing the effective interest method. Debt issuance costs related to line of credit arrangements and commercial paper are deferred, included in other assets, and amortized to interest expense on a straight-line basis over the remaining term of the related line of credit arrangement. Commercial paper are unsecured short-term debt securities with varying maturities. A line of credit serves as a liquidity backstop for repayment of commercial paper borrowings.

Penalties incurred to extinguish debt and any remaining unamortized debt issuance costs, discounts, and premiums are recognized as income or expense in the Consolidated Statements of Operations at the time of extinguishment.

Segment Reporting

Segment ReportingThe Company’s reportable segments, based on how it evaluates its business and allocates resources, are as follows: (i) life science, (ii) medical office, and (iii) CCRC.

Noncontrolling Interests

Noncontrolling Interests

Arrangements with noncontrolling interest holders are assessed for appropriate balance sheet classification based on the redemption and other rights held by the noncontrolling interest holder. Net income (loss) attributable to a noncontrolling interest is included in net income (loss) on the Consolidated Statements of Operations and, upon a gain or loss of control, the interest purchased or sold, and any interest retained, is recorded at fair value with any gain or loss recognized in earnings. The Company accounts for purchases or sales of equity interests that do not result in a change in control as equity transactions.

The Company consolidates non-managing member limited liability companies (“DownREITs”) because it exercises control, and the noncontrolling interests in these entities are carried at cost. The non-managing member limited liability company (“LLC”) units (“DownREIT units”) are exchangeable for an amount of cash approximating the then-current market value of shares of the Company’s common stock or, at the Company’s option, shares of the Company’s common stock (subject to certain adjustments, such as stock splits and reclassifications). Upon exchange of DownREIT units for the Company’s common stock, the carrying amount of the DownREIT units is reclassified to stockholders’ equity.

Redeemable Noncontrolling Interests

Certain of the Company’s noncontrolling interest holders have the ability to put their equity interests to the Company upon specified events or after the passage of a predetermined period of time. Each put option is payable in cash and subject to increases in redemption value in the event that the underlying property generates specified returns and meets certain promote thresholds pursuant to the respective agreements. Accordingly, the Company records redeemable noncontrolling interests outside of permanent equity and presents the redeemable noncontrolling interests at the greater of their carrying amount or redemption value at the end of each reporting period.

Foreign Currency Translation and Transactions

Foreign Currency Translation and Transactions

Assets and liabilities denominated in foreign currencies that are translated into U.S. dollars use exchange rates in effect at the end of the period, and revenues and expenses denominated in foreign currencies that are translated into U.S. dollars use average rates of exchange in effect during the related period. Gains or losses resulting from translation are included in accumulated other comprehensive income (loss). Gains or losses resulting from foreign currency transactions are translated into U.S. dollars at the rates of exchange prevailing at the dates of the transactions. The effects of transaction gains or losses are included in other income (expense), net in the Consolidated Statements of Operations.

Fair Value Measurement

Fair Value Measurement

The Company measures and discloses the fair value of nonfinancial and financial assets and liabilities utilizing a hierarchy of valuation techniques based on whether the inputs to a fair value measurement are considered to be observable or unobservable in a marketplace. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. This hierarchy requires the use of observable market data when available. These inputs have created the following fair value hierarchy:

•Level 1—quoted prices for identical instruments in active markets;

•Level 2—quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and

•Level 3—fair value measurements derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

The Company measures fair value using a set of standardized procedures that are outlined herein for all assets and liabilities that are required to be measured at fair value. When available, the Company utilizes quoted market prices to determine fair value and classifies such items in Level 1. In instances where a market price is available, but the instrument is in an inactive or over-the-counter market, the Company consistently applies the dealer (market maker) pricing estimate and classifies the asset or liability in Level 2.

If quoted market prices or inputs are not available, fair value measurements are based on valuation models that utilize current market or independently sourced market inputs, such as interest rates, option volatilities, credit spreads, and/or market capitalization rates. Items valued using such internally-generated valuation techniques are classified according to the lowest level input that is significant to the fair value measurement. As a result, the asset or liability could be classified in either Level 2 or Level 3 even though there may be some significant inputs that are readily observable. Internal fair value models and techniques used by the Company include discounted cash flow models. The Company also considers its counterparty’s and own credit risk for derivative instruments and other liabilities measured at fair value. The Company has elected the mid-market pricing expedient when determining fair value.

Earnings per Share

Earnings per ShareBasic earnings per common share is computed by dividing net income (loss) applicable to common shares by the weighted average number of shares of common stock outstanding during the period. The Company accounts for unvested share-based payment awards that contain non-forfeitable dividend rights or dividend equivalents (whether paid or unpaid) as participating securities, which are included in the computation of earnings per share pursuant to the two-class method. Diluted earnings per common share is calculated by including the effect of dilutive securities, such as the impact of forward equity sales agreements using the treasury stock method and common shares issuable from the assumed conversion of DownREIT units, stock options, certain performance restricted stock units, and unvested restricted stock units.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

Credit Losses. In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 is intended to improve financial reporting by requiring timelier recognition of credit losses on loans and other financial instruments held by financial institutions and other organizations. The amendments in ASU 2016-13 eliminate the “probable” initial threshold for recognition of credit losses in previous accounting guidance and, instead, reflect an entity’s current estimate of all expected credit losses over the life of the financial instrument. Historically, when credit losses were measured under previous accounting guidance, an entity generally only considered past events and current conditions in measuring the incurred loss. The amendments in ASU 2016-13 broaden the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually. The use of forecasted information incorporates more timely information in the estimate of expected credit loss.

As a result of adopting ASU 2016-13 on January 1, 2020 using the modified retrospective transition approach, the Company recognized a cumulative-effect adjustment to equity of $2 million. Under ASU 2016-13, the Company began using a loss model that relies on future expected credit losses, rather than incurred losses, as was required under historical GAAP. Under the new model, the Company is required to recognize future credit losses expected to be incurred over the life of its finance receivables, including loans receivable, DFLs, and certain accounts receivable, at inception of those instruments. The model emphasizes historical experience and future market expectations to determine a loss to be recognized at inception. However, the model continues to be applied on an individual basis and rely on counter-party specific information to ensure the most accurate estimate is recognized. The Company reassesses its reserves on finance receivables at each balance sheet date to determine if an adjustment to the previous reserve is necessary.

Accounting for Lease Concessions Related to Covid. In April 2020, the FASB staff issued a question-and-answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance to lease concessions provided as a result of Covid. Under ASC 842 the Company would have to determine, on a lease-by-lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated within the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A allows the Company, if certain criteria have been met, to bypass the lease-by-lease analysis, and instead elect to either apply the lease modification accounting framework or not, with such election applied consistently to leases with similar characteristics and similar circumstances. During the year ended December 31, 2020, the Company provided rent deferrals, which were required to be repaid before the end of 2020, to certain tenants in its life science and medical office segments that were impacted by Covid (discussed in further detail in Note 7). No such rent deferrals were provided to tenants during the years ended December 31, 2022 and 2021. The Company elected to not assess these rent deferrals on a lease-by-lease basis and to continue recognizing rent revenue on a straight-line basis.

Government Assistance. In November 2021, the FASB issued ASU No. 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance (“ASU 2021-10”), which increases the transparency of government assistance including the disclosure of the types of assistance, an entity’s accounting for assistance, and the effect of the assistance on an entity’s financial statements. The adoption of ASU 2021-10 on January 1, 2022 did not have a material impact on the Company’s consolidated financial position, results of operations, cash flows, or disclosures.

Reference Rate Reform. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), which provides optional guidance for a limited period of time to ease the potential burden in accounting for, or recognizing the effects of, reference rate reform on financial reporting. In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), which amends the scope of ASU 2020-04 to include derivative instruments that use an interest rate for margining, discounting, or contract price alignment that is modified as a result of reference rate reform. In December 2022, the FASB issued ASU No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”), which defers the sunset date of the reference rate reform guidance to December 31, 2024. The amendments in ASU 2020-04, ASU 2021-01, and ASU 2022-06 were effective immediately upon issuance. During 2022, the Company elected to apply certain hedge accounting expedients provided by ASU 2020-04 and ASU 2021-01, which preserves the hedging relationship of derivatives. The expedients provided by ASU 2020-04, ASU 2021-01, and ASU 2022-06 and the effects of reference rate reform have not had, and are not expected to have, a material impact on the Company’s consolidated financial position, results of operations, cash flows, or disclosures.

XML

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Schedule of Government Grant Receivables Cares Act

The following table summarizes information related to government grant income received and recognized by the Company (in thousands):

	Year Ended December 31,
	2022		2021		2020
Government grant income recorded in other income (expense), net	$	6,765	$	1,412	$	16,198
Government grant income recorded in equity income (loss) from unconsolidated joint ventures	878		1,749		1,279
Government grant income recorded in income (loss) from discontinued operations	217		3,669		15,436
Total government grants received	$	7,860	$	6,830	$	32,913

XML

Real Estate (Tables)

12 Months Ended

Dec. 31, 2022

Real Estate [Abstract]

Schedule of Capital Improvements

The following table summarizes the Company’s expenditures for construction, tenant improvements, and other capital improvements, excluding expenditures related to properties classified as discontinued operations (in thousands):

	Year Ended December 31,
Segment	2022		2021		2020
Life science	$	658,542	$	472,301	$	573,999
Medical office	237,761		230,227		173,672
CCRC	65,691		57,192		41,224
	$	961,994	$	759,720	$	788,895

XML

Dispositions of Real Estate and Discontinued Operations (Tables)

12 Months Ended

Dec. 31, 2022

Discontinued Operations and Disposal Groups [Abstract]

Summary of Dispositions of Real Estate and Discontinued Operations

The following summarizes the assets and liabilities classified as held for sale or as discontinued operations at December 31, 2022 and 2021, which are included in assets held for sale and discontinued operations, net and liabilities related to assets held for sale and discontinued operations, net, respectively, on the Consolidated Balance Sheets (in thousands):

	December 31,
	2022		2021
ASSETS
Accounts receivable, net of allowance of $0 and $4,138	$	—	$	2,446
Cash and cash equivalents	—		7,707
Right-of-use asset, net	—		26
Other assets, net	—		3,237
Total assets of discontinued operations, net	—		13,416
Assets held for sale, net(1)	49,866		23,774
Assets held for sale and discontinued operations, net	$	49,866	$	37,190
LIABILITIES
Lease liability	$	—	$	26
Accounts payable, accrued liabilities, and other liabilities	—		14,843
Deferred revenue	—		92
Total liabilities of discontinued operations, net	—		14,961
Liabilities related to assets held for sale, net(1)	4,070		95
Liabilities related to assets held for sale and discontinued operations, net	$	4,070	$	15,056

_______________________________________

(1)As of December 31, 2022, included two life science assets primarily comprised of net real estate assets of $44 million. As of December 31, 2021, included four MOBs and one life science facility primarily comprised of net real estate assets of $23 million.

	Year Ended December 31,
	2022		2021		2020
Revenues:
Rental and related revenues	$	—	$	7,535	$	97,877
Resident fees and services	7,489		114,936		621,253
Total revenues	7,489		122,471		719,130
Costs and expenses:
Interest expense	—		3,900		10,538
Depreciation and amortization	—		—		143,194
Operating	6,452		122,571		550,226
Transaction costs	—		76		20,426
Impairments and loan loss reserves (recoveries), net	—		32,736		201,344
Total costs and expenses	6,452		159,283		925,728
Other income (expense):
Gain (loss) on sales of real estate, net	1,344		414,721		460,144
Other income (expense), net	169		4,189		5,475
Total other income (expense), net	1,513		418,910		465,619
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	2,550		382,098		259,021
Income tax benefit (expense)	270		969		9,913
Equity income (loss) from unconsolidated joint ventures	64		5,135		(1,188)
Income (loss) from discontinued operations	$	2,884	$	388,202	$	267,746

XML

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Schedule of Company's Lease Income, Excluding Discontinued Operation

The following table summarizes the Company’s lease income, excluding discontinued operations (in thousands):

	Year Ended December 31,
	2022		2021		2020
Fixed income from operating leases	$	1,182,463	$	1,087,683	$	943,638
Variable income from operating leases	359,312		290,701		238,470
Interest income from direct financing leases	1,168		8,702		9,720

Schedule of Components of Net Investment in Dfls

Net investment in DFLs consists of the following (in thousands):

	December 31,
	2022		2021
Present value of minimum lease payments receivable	$	—	$	1,220
Present value of estimated residual value	—		44,706
Less deferred selling profits	—		(1,220)
Net investment in direct financing leases	$	—	$	44,706

Schedule of Future Minimum Lease Payments Due Under Operating Leases

The following table summarizes future minimum lease payments to be received from tenants under non-cancelable operating leases as of December 31, 2022 (in thousands):

Year	Amount
2023	$	1,132,120
2024	1,106,555
2025	1,025,557
2026	917,925
2027	828,431
Thereafter	3,100,427
	$	8,111,015

Schedule of Tenant Purchase Options

Certain leases contain purchase options whereby the tenant may elect to acquire the underlying real estate. Annualized base rent from leases subject to purchase options, summarized by the year the purchase options are exercisable are as follows (dollars in thousands):

Year	Annualized Base Rent(1)		Number of Properties
2023	$	5,779	7
2024	7,446		3
2025	13,772		16
2026	5,594		3
2027	7,704		5
Thereafter	14,816		4
	$	55,111	38

_______________________________________

(1)Represents the most recent month’s base rent including additional rent floors annualized for 12 months. Base rent does not include tenant recoveries, additional rents in excess of floors, and non-cash revenue adjustments (i.e., straight-line rents, amortization of market lease intangibles, and deferred revenues).

Schedule of Other Lease Information

The following tables provide information regarding the Company’s leases to which it is the lessee, such as corporate offices and ground leases, excluding lease costs related to assets classified as discontinued operations (dollars in thousands):

	Year Ended December 31,
Lease Expense Information:	2022		2021		2020
Total lease expense	$	16,689	$	14,442	$	13,601

Weighted Average Lease Term and Discount Rate:	December 31, 2022		December 31, 2021
Weighted average remaining lease term (years):
Operating leases(1)	51		52
Weighted average discount rate:
Operating leases	4.20	%	4.14	%

_______________________________________

(1)As of December 31, 2022 and 2021, the weighted average remaining lease term including the Company’s options to extend its operating leases is 67 years and 68 years, respectively.

Schedule of Future Minimum Lease Obligations, 842

The following table summarizes future minimum lease payments under non-cancelable ground and other operating leases included in the Company’s lease liability as of December 31, 2022 (in thousands):

Year	Amount
2023	$	17,146
2024	13,126
2025	11,946
2026	11,875
2027	11,941
Thereafter	484,897
Undiscounted minimum lease payments included in the lease liability	550,931
Less: imputed interest	(342,416)
Present value of lease liability	$	208,515

XML

Loans Receivable (Tables)

12 Months Ended

Dec. 31, 2022

Receivables [Abstract]

Schedule of Loans Receivable

The following table summarizes the Company’s loans receivable (in thousands):

	December 31,
	2022		2021
Secured loans(1)	$	350,837	$	396,281
Mezzanine and other	33,083		25,529
Unamortized discounts, fees, and costs	(808)		(4,186)
Reserve for loan losses	(8,280)		(1,813)
Loans receivable, net	$	374,832	$	415,811

_______________________________________

(1)At December 31, 2022 and 2021, the Company had $40 million and $58 million, respectively, remaining of commitments to fund additional loans for senior housing redevelopment and capital expenditure projects.

Summary of the Company's Internal Ratings for Loans Receivable on Net of Reserves for Loan Losses

The following table summarizes, by year of origination, the Company’s internal ratings for loans receivable, net of unamortized discounts, fees, and reserves for loan losses, as of December 31, 2022 (in thousands):

Investment Type	Year of Origination												Total
	2022		2021		2020		2019		2018		Prior
Secured loans
Risk rating:
Performing loans	$	—	$	266,197	$	75,552	$	—	$	—	$	—	$	341,749
Watch list loans	—		—		—		—		—		—		—
Workout loans	—		—		—		—		—		—		—
Total secured loans	$	—	$	266,197	$	75,552	$	—	$	—	$	—	$	341,749
Mezzanine and other
Risk rating:
Performing loans	$	32,410	$	595	$	78	$	—	$	—	$	—	$	33,083
Watch list loans	—		—		—		—		—		—		—
Workout loans	—		—		—		—		—		—		—
Total mezzanine and other	$	32,410	$	595	$	78	$	—	$	—	$	—	$	33,083

Schedule of Financing Receivable, Allowance for Credit Loss

The following table summarizes the Company’s reserve for loan losses (in thousands):

	December 31, 2022						December 31, 2021
	Secured Loans		Mezzanine and Other		Total		Secured Loans		Mezzanine and Other		Total
Reserve for loan losses, beginning of period	$	1,804	$	9	$	1,813	$	3,152	$	7,128	$	10,280
Provision for expected loan losses	6,527		7		6,534		793		896		1,689
Expected loan losses related to loans sold or repaid(1)	(51)		(16)		(67)		(2,141)		(8,015)		(10,156)
Reserve for loan losses, end of period	$	8,280	$	—	$	8,280	$	1,804	$	9	$	1,813

_______________________________________

(1)Includes two loans sold or repaid during the year ended December 31, 2022 and six loans sold or repaid during the year ended December 31, 2021.

XML

Investments in and Advances to Unconsolidated Joint Ventures (Tables)

12 Months Ended

Dec. 31, 2022

Equity Method Investments and Joint Ventures [Abstract]

Schedule of Company Owned Interests in Entities, Accounted Under Equity Method

The Company owns interests in the following entities that are accounted for under the equity method, excluding investments classified as discontinued operations (dollars in thousands):

				Carrying Amount
				December 31,
Entity(1)	Segment	Property Count(2)	Ownership %(2)	2022		2021
SWF SH JV	Other	19	54	$	345,978	$	355,394
South San Francisco JVs(3)	Life science	7	70	309,969		—
Life Science JV	Life science	1	49	26,601		25,605
Needham Land Parcel JV(4)	Life science	—	38	15,391		13,566
Medical Office JVs(5)	Medical office	3	20 - 67	8,738		9,069
				$	706,677	$	403,634

_______________________________________

(1)These entities are not consolidated because the Company does not control, through voting rights or other means, the joint ventures.

(2)Property counts and ownership percentages are as of December 31, 2022.

(3)Includes seven unconsolidated life science joint ventures in South San Francisco, California in which the Company holds a 70% ownership percentage in each joint venture. These joint ventures have been aggregated herein due to similarity of the investments and operations. See “South San Francisco Joint Ventures” below for further information.

(4)In December 2021, the Company acquired a 38% interest in a life science development joint venture in Needham, Massachusetts for $13 million. Land held for development is excluded from the property count as of December 31, 2022.

(5)Includes two unconsolidated medical office joint ventures in which the Company holds an ownership percentage as follows: (i) Ventures IV (20%) and (ii) Suburban Properties, LLC (67%). During 2021, the Company also held a 30% interest in Ventures III, which issued its final distribution and was dissolved. These joint ventures have been aggregated herein due to similarity of the investments and operations.

XML

Intangibles (Tables)

12 Months Ended

Dec. 31, 2022

Intangibles [Abstract]

Schedule of Intangible Lease Assets

The following table summarizes the Company’s intangible lease assets (dollars in thousands):

	December 31,
Intangible lease assets	2022		2021
Gross intangible lease assets	$	770,285	$	797,675
Accumulated depreciation and amortization	(352,224)		(277,915)
Intangible assets, net(1)	$	418,061	$	519,760
Weighted average remaining amortization period in years	5		6

_______________________________________

(1)Excludes intangible assets reported in assets held for sale of $2 million and zero as of December 31, 2022 and 2021, respectively.

Schedule of Intangible Lease Liabilities

Intangible liabilities consist of below market lease intangibles. The following table summarizes the Company’s intangible lease liabilities (dollars in thousands):

	December 31,
Intangible lease liabilities	2022		2021
Gross intangible lease liabilities	$	237,464	$	234,917
Accumulated depreciation and amortization	(81,271)		(57,685)
Intangible liabilities, net	$	156,193	$	177,232
Weighted average remaining amortization period in years	7		8

Schedule of Amortization of Deferred Lease Costs and Acquisition Related Intangibles

The following table sets forth amortization related to intangible assets, net and intangible liabilities, net (in thousands):

	Year Ended December 31,
	2022		2021		2020
Depreciation and amortization expense related to amortization of lease-up intangibles(1)	$	104,885	$	106,106	$	89,301
Rental and related revenues related to amortization of net below market lease liabilities(1)	24,640		20,597		11,717

_______________________________________

(1)Excludes amortization related to assets classified as discontinued operations.

Schedule of Estimated Aggregate Amortization of Intangible Assets and Liabilities for Each of the Five Succeeding Fiscal Years and Thereafter

The following table summarizes the estimated annual amortization for each of the five succeeding fiscal years and thereafter (in thousands):

	Rental and Related Revenues		Depreciation and Amortization
2023	$	24,036	$	99,784
2024	22,913		95,570
2025	21,891		83,984
2026	19,397		51,948
2027	15,393		26,349
Thereafter	43,356		51,219
	$	146,986	$	408,854

XML

Debt (Tables)

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Schedule of Senior Unsecured Notes

The following table summarizes the Company’s senior unsecured notes issuances, including the green bond offerings discussed above, for the periods presented (dollars in thousands):

Issue Date	Amount		Coupon Rate		Maturity Date
Year ended December 31, 2021:
November 24, 2021	$	500,000	2.13	%	2028
July 12, 2021	450,000		1.35	%	2027
Year ended December 31, 2020:
June 23, 2020	600,000		2.88	%	2031

In January 2023, the Company completed a senior unsecured note issuance as summarized in the following table (dollars in thousands):

Issue Date	Amount		Coupon Rate		Maturity Date
January 17, 2023	$	400,000	5.25	%	2032

Summary of Senior Unsecured Notes Payoffs

The following table summarizes the Company’s senior unsecured notes repurchases and redemptions for the periods presented (dollars in thousands):

Payoff Date	Amount		Coupon Rate		Maturity Date
Year ended December 31, 2021(1):
May 19, 2021	$	251,806	3.40	%	2025
May 19, 2021	298,194		4.00	%	2025
February 26, 2021	188,000		4.25	%	2023
February 26, 2021	149,000		4.20	%	2024
February 26, 2021	331,000		3.88	%	2024
January 28, 2021	112,000		4.25	%	2023
January 28, 2021	201,000		4.20	%	2024
January 28, 2021	469,000		3.88	%	2024
Year ended December 31, 2020(2):
July 9, 2020	300,000		3.15	%	2022
June 24, 2020	250,000		4.25	%	2023

_______________________________________

(1)As a result of the repurchases and redemptions of these senior unsecured notes, the Company recognized an aggregate $225 million loss on debt extinguishment during the year ended December 31, 2021.

(2)As a result of the repurchases and redemptions of these senior unsecured notes, the Company recognized an aggregate $44 million loss on debt extinguishment during the year ended December 31, 2020.

Summary of Stated Debt Maturities and Scheduled Principal Repayments

The following table summarizes the Company’s stated debt maturities and scheduled principal repayments at December 31, 2022 (dollars in thousands):

							Senior Unsecured Notes(2)				Mortgage Debt(3)
Year	Bank Line of Credit		Commercial Paper(1)		Term Loans		Amount		Interest Rate		Amount		Interest Rate		Total
2023	$	—	$	—	$	—	$	—	—	%	$	90,089	3.80	%	$	90,089
2024	—		—		—		—		—	%	7,024		6.14	%	7,024
2025	—		—		—		800,000		3.92	%	3,209		3.82	%	803,209
2026	—		995,606		—		650,000		3.40	%	244,523		4.48	%	1,890,129
2027	—		—		500,000		450,000		1.54	%	366		5.91	%	950,366
Thereafter	—		—		—		2,800,000		3.50	%	—		—	%	2,800,000
	—		995,606		500,000		4,700,000				345,211				6,540,817
Premiums, (discounts), and debt issuance costs, net	—		—		(4,043)		(40,549)				1,388				(43,204)
	$	—	$	995,606	$	495,957	$	4,659,451			$	346,599			$	6,497,613

_______________________________________

(1)Commercial Paper Program borrowings are backstopped by the Revolving Facility. As such, the Company calculates the weighted average remaining term of its Commercial Paper Program borrowings using the maturity date of the Revolving Facility.

(2)Effective interest rates on the senior unsecured notes range from 1.54% to 6.87% with a weighted average effective interest rate of 3.37% and a weighted average maturity of 6 years.

(3)Effective interest rates on the mortgage debt range from 3.44% to 7.93% with a weighted average effective interest rate of 4.33% and a weighted average maturity of 3 years. These interest rates include the impact of designated interest rate swap instruments, which effectively fix the interest rate on certain variable rate debt.

XML

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Summary of Material Commitments

The following table summarizes the Company’s material commitments, excluding debt service obligations (see Note 11), obligations as the lessee under operating leases (see Note 7), and potential future obligations related to redeemable noncontrolling interests (see Note 13) at December 31, 2022 (in thousands):

	Amount
Development and redevelopment commitments(1)	$	219,059
Lease and other contractual commitments(2)	33,164
Construction loan commitments(3)	39,965
	$	292,188

_______________________________________

(1)Represents construction and other commitments as of December 31, 2022 for developments and redevelopments in progress and includes allowances for tenant improvements that the Company has provided as a lessor.

(2)Represents the Company’s commitments, as lessor, under signed leases and contracts for operating properties as of December 31, 2022 and includes allowances for tenant improvements and leasing commissions. Excludes allowances for tenant improvements related to developments and redevelopments in progress for which the Company has executed an agreement with a general contractor to complete the tenant improvements (recognized in the “Development and redevelopment commitments” line).

(3)Represents loan commitments as of December 31, 2022 to fund additional loans for senior housing redevelopment and capital expenditure projects.

XML

Equity and Redeemable Noncontrolling Interests (Tables)

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Schedule of Company's Other Common Stock Activities

The following table summarizes the Company’s other common stock activities (in thousands):

	Year Ended December 31,
	2022		2021		2020
Dividend Reinvestment and Stock Purchase Plan	$	59	$	81	$	181
Conversion of DownREIT units	27		8		120
Exercise of stock options	—		97		54
Vesting of restricted stock units	820		924		668
Repurchase of common stock	2,418		418		298

Schedule of Accumulated Other Comprehensive Income (Loss)

The following table summarizes the Company’s accumulated other comprehensive income (loss) (in thousands):

	December 31,
	2022		2021
Unrealized gains (losses) on derivatives, net	$	30,145	$	—
Supplemental Executive Retirement Plan minimum liability	(2,011)		(3,147)
Total accumulated other comprehensive income (loss)	$	28,134	$	(3,147)

The Company has a defined benefit pension plan, known as the Supplemental Executive Retirement Plan, with one plan participant, the former Chief Executive Officer (“CEO”) of the Company who departed in 2003. Changes to the Supplemental Executive Retirement Plan minimum liability are reflected in other comprehensive income (loss).

XML

Earnings Per Common Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Schedule of Computation of Basic and Diluted Earnings Per Share

The following table illustrates the computation of basic and diluted earnings per share (in thousands, except per share amounts):

	Year Ended December 31,
	2022		2021		2020
Numerator
Income (loss) from continuing operations	$	513,540	$	137,728	$	160,507
Noncontrolling interests’ share in continuing operations	(15,975)		(17,851)		(14,394)
Income (loss) from continuing operations attributable to Healthpeak Properties, Inc.	497,565		119,877		146,113
Less: Participating securities’ share in continuing operations	(2,657)		(3,269)		(2,416)
Income (loss) from continuing operations applicable to common shares	494,908		116,608		143,697
Income (loss) from discontinued operations	2,884		388,202		267,746
Noncontrolling interests’ share in discontinued operations	—		(2,539)		(296)
Net income (loss) applicable to common shares - basic and diluted	$	497,792	$	502,271	$	411,147
Denominator
Basic weighted average shares outstanding	538,809		538,930		530,555
Dilutive potential common shares - equity awards(1)	338		310		300
Dilutive potential common shares - forward equity agreements(2)	—		1		201
Diluted weighted average common shares	539,147		539,241		531,056
Basic earnings (loss) per common share
Continuing operations	$	0.92	$	0.22	$	0.27
Discontinued operations	0.00		0.71		0.50
Net income (loss) applicable to common shares	$	0.92	$	0.93	$	0.77
Diluted earnings (loss) per common share:
Continuing operations	$	0.92	$	0.22	$	0.27
Discontinued operations	0.00		0.71		0.50
Net income (loss) applicable to common shares	$	0.92	$	0.93	$	0.77

_______________________________________

(1)For all periods presented, represents the dilutive impact of 1 million outstanding equity awards (restricted stock units and stock options).

(2)For the year ended December 31, 2022, all 9.1 million shares that were settled during the year then ended were anti-dilutive. For the year ended December 31, 2021, all 9.1 million shares that were not settled during the year then ended were anti-dilutive. For the year ended December 31, 2020, represents the dilutive impact of 32 million shares that were settled during the year then ended.

XML

Compensation Plans (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Summary Restricted Stock Activity

The following table summarizes restricted stock award activity, including performance stock units, for the year ended December 31, 2022 (units in thousands):

	Restricted Stock Units	Weighted Average Grant Date Fair Value
Unvested at January 1, 2022	1,692	$	33.72
Granted	983	32.94
Vested	(820)	32.87
Forfeited	(146)	34.02
Unvested at December 31, 2022	1,709	$	33.66

XML

Segment Disclosures (Tables)

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Summary Financial Information of Reportable Segment

The following tables summarize information for the reportable segments (in thousands):

For the year ended December 31, 2022:

	Life Science		Medical Office		CCRC		Other Non-reportable		Corporate Non-segment		Total
Total revenues	$	817,573	$	725,370	$	494,935	$	23,300	$	—	$	2,061,178
Government grant income(1)	—		—		6,765		—		—		6,765
Less: Interest income	—		—		—		(23,300)		—		(23,300)
Healthpeak’s share of unconsolidated joint venture total revenues	9,921		2,999		—		73,885		—		86,805
Healthpeak’s share of unconsolidated joint venture government grant income	—		—		380		498		—		878
Noncontrolling interests’ share of consolidated joint venture total revenues	(268)		(35,717)		—		—		—		(35,985)
Operating expenses	(209,143)		(253,309)		(400,539)		—		—		(862,991)
Healthpeak’s share of unconsolidated joint venture operating expenses	(2,883)		(1,178)		—		(57,632)		—		(61,693)
Noncontrolling interests’ share of consolidated joint venture operating expenses	87		10,317		—		—		—		10,404
Adjustments to NOI(2)	(62,754)		(15,513)		2,300		169		—		(75,798)
Adjusted NOI	552,533		432,969		103,841		16,920		—		1,106,263
Plus: Adjustments to NOI(2)	62,754		15,513		(2,300)		(169)		—		75,798
Interest income	—		—		—		23,300		—		23,300
Interest expense	—		(6,900)		(7,509)		—		(158,535)		(172,944)
Depreciation and amortization	(302,649)		(279,546)		(128,374)		—		—		(710,569)
General and administrative	—		—		—		—		(131,033)		(131,033)
Transaction costs	(387)		(1,255)		(725)		—		(2,486)		(4,853)
Impairments and loan loss reserves, net	—		—		—		(7,004)		—		(7,004)
Gain (loss) on sales of real estate, net	3,744		10,659		—		(5,325)		—		9,078
Other income (expense), net	311,939		12,709		(1,380)		(13)		3,013		326,268
Less: Government grant income	—		—		(6,765)		—		—		(6,765)
Less: Healthpeak’s share of unconsolidated joint venture NOI	(7,038)		(1,821)		(380)		(16,751)		—		(25,990)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI	181		25,400		—		—		—		25,581
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	621,077		207,728		(43,592)		10,958		(289,041)		507,130
Income tax benefit (expense)	—		—		—		—		4,425		4,425
Equity income (loss) from unconsolidated joint ventures	(972)		852		539		1,566		—		1,985
Income (loss) from continuing operations	620,105		208,580		(43,053)		12,524		(284,616)		513,540
Income (loss) from discontinued operations	—		—		—		—		2,884		2,884
Net income (loss)	$	620,105	$	208,580	$	(43,053)	$	12,524	$	(281,732)	$	516,424

_______________________________________

(1)Represents government grant income received under the CARES Act, which is recorded in other income (expense), net in the Consolidated Statements of Operations (see Note 2).

(2)Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, actuarial reserves for insurance claims that have been incurred but not reported, deferral of community fees, and termination fees. Includes the Company’s share of income (loss) generated by unconsolidated joint ventures and excludes noncontrolling interests’ share of income (loss) generated by consolidated joint ventures.

For the year ended December 31, 2021:

	Life Science		Medical Office		CCRC		Other Non-reportable		Corporate Non-segment		Total
Total revenues	$	715,844	$	671,242	$	471,325	$	37,773	$	—	$	1,896,184
Government grant income(1)	—		—		1,412		—		—		1,412
Less: Interest income	—		—		—		(37,773)		—		(37,773)
Healthpeak’s share of unconsolidated joint venture total revenues	5,757		2,882		6,903		67,835		—		83,377
Healthpeak’s share of unconsolidated joint venture government grant income	—		—		200		1,549		—		1,749
Noncontrolling interests’ share of consolidated joint venture total revenues	(292)		(35,363)		—		—		—		(35,655)
Operating expenses	(169,044)		(223,383)		(380,865)		13		—		(773,279)
Healthpeak’s share of unconsolidated joint venture operating expenses	(1,836)		(1,174)		(6,639)		(51,866)		—		(61,515)
Noncontrolling interests’ share of consolidated joint venture operating expenses	87		10,071		—		—		—		10,158
Adjustments to NOI(2)	(46,589)		(11,118)		3,241		(47)		—		(54,513)
Adjusted NOI	503,927		413,157		95,577		17,484		—		1,030,145
Plus: Adjustments to NOI(2)	46,589		11,118		(3,241)		47		—		54,513
Interest income	—		—		—		37,773		—		37,773
Interest expense	(232)		(2,837)		(7,701)		—		(147,210)		(157,980)
Depreciation and amortization	(303,196)		(255,746)		(125,344)		—		—		(684,286)
General and administrative	—		—		—		—		(98,303)		(98,303)
Transaction costs	(24)		(323)		(1,445)		(49)		—		(1,841)
Impairments and loan loss reserves, net	—		(21,577)		—		(1,583)		—		(23,160)
Gain (loss) on sales of real estate, net	—		190,590		—		—		—		190,590
Gain (loss) on debt extinguishments	—		—		—		—		(225,824)		(225,824)
Other income (expense), net	55		(2,725)		2,141		486		6,309		6,266
Less: Government grant income	—		—		(1,412)		—		—		(1,412)
Less: Healthpeak’s share of unconsolidated joint venture NOI	(3,921)		(1,708)		(464)		(17,518)		—		(23,611)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI	205		25,292		—		—		—		25,497
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	243,403		355,241		(41,889)		36,640		(465,028)		128,367
Income tax benefit (expense)	—		—		—		—		3,261		3,261
Equity income (loss) from unconsolidated joint ventures	1,118		794		1,484		2,704		—		6,100
Income (loss) from continuing operations	244,521		356,035		(40,405)		39,344		(461,767)		137,728
Income (loss) from discontinued operations	—		—		—		—		388,202		388,202
Net income (loss)	$	244,521	$	356,035	$	(40,405)	$	39,344	$	(73,565)	$	525,930

_______________________________________

(1)Represents government grant income received under the CARES Act, which is recorded in other income (expense), net in the Consolidated Statements of Operations (see Note 2).

(2)Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, actuarial reserves for insurance claims that have been incurred but not reported, deferral of community fees, and termination fees. Includes the Company’s share of income (loss) generated by unconsolidated joint ventures and excludes noncontrolling interests’ share of income (loss) generated by consolidated joint ventures.

For the year ended December 31, 2020:

	Life Science		Medical Office		CCRC		Other Non-reportable		Corporate Non-segment		Total
Total revenues	$	569,296	$	622,398	$	436,494	$	16,687	$	—	$	1,644,875
Government grant income(1)	—		—		16,198		—		—		16,198
Less: Interest income	—		—		—		(16,553)		—		(16,553)
Healthpeak’s share of unconsolidated joint venture total revenues	448		2,772		35,392		74,023		—		112,635
Healthpeak’s share of unconsolidated joint venture government grant income	—		—		920		359		—		1,279
Noncontrolling interests’ share of consolidated joint venture total revenues	(239)		(34,597)		—		—		—		(34,836)
Operating expenses	(138,005)		(204,008)		(440,528)		—		—		(782,541)
Healthpeak’s share of unconsolidated joint venture operating expenses	(137)		(1,129)		(32,125)		(53,779)		—		(87,170)
Noncontrolling interests’ share of consolidated joint venture operating expenses	72		10,282		—		—		—		10,354
Adjustments to NOI(2)	(20,133)		(5,544)		97,072		433		—		71,828
Adjusted NOI	411,302		390,174		113,423		21,170		—		936,069
Plus: Adjustments to NOI(2)	20,133		5,544		(97,072)		(433)		—		(71,828)
Interest income	—		—		—		16,553		—		16,553
Interest expense	(234)		(400)		(7,227)		—		(210,475)		(218,336)
Depreciation and amortization	(217,921)		(222,165)		(113,851)		(12)		—		(553,949)
General and administrative	—		—		—		—		(93,237)		(93,237)
Transaction costs	(236)		—		(17,994)		(112)		—		(18,342)
Impairments and loan loss reserves, net	(14,671)		(10,208)		—		(18,030)		—		(42,909)
Gain (loss) on sales of real estate, net	—		90,390		—		(40)		—		90,350
Gain (loss) on debt extinguishments	—		—		—		—		(42,912)		(42,912)
Other income (expense), net	—		—		187,844		41,707		5,133		234,684
Less: Government grant income	—		—		(16,198)		—		—		(16,198)
Less: Healthpeak’s share of unconsolidated joint venture NOI	(311)		(1,643)		(4,187)		(20,603)		—		(26,744)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI	167		24,315		—		—		—		24,482
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	198,229		276,007		44,738		40,200		(341,491)		217,683
Income tax benefit (expense)(3)	—		—		—		—		9,423		9,423
Equity income (loss) from unconsolidated joint ventures	(40)		798		(1,547)		(65,810)		—		(66,599)
Income (loss) from continuing operations	198,189		276,805		43,191		(25,610)		(332,068)		160,507
Income (loss) from discontinued operations	—		—		—		—		267,746		267,746
Net income (loss)	$	198,189	$	276,805	$	43,191	$	(25,610)	$	(64,322)	$	428,253

_______________________________________

(1)Represents government grant income received under the CARES Act, which is recorded in other income (expense), net in the Consolidated Statements of Operations (see Note 2).

(2)Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, actuarial reserves for insurance claims that have been incurred but not reported, deferral of community fees, and termination fees. Includes the Company’s share of income (loss) generated by unconsolidated joint ventures and excludes noncontrolling interests’ share of income (loss) generated by consolidated joint ventures.

(3)Income tax benefit (expense) for the year ended December 31, 2020 includes: (i) a $51 million tax benefit recognized in conjunction with internal restructuring activities, which resulted in the transfer of assets subject to certain deferred tax liabilities from taxable REIT subsidiaries to the REIT in connection with the 2019 MTCA (see Note 3), (ii) a $33 million income tax expense related to the valuation allowance on deferred tax assets that are no longer expected to be realized (see Note 17), and (iii) a $3.7 million net tax benefit recognized due to changes under the CARES Act, which resulted in net operating losses being utilized at a higher income tax rate than previously available.

Summary of Reconciliation of Company's Assets to Total Assets

The following table summarizes the Company’s total assets by segment (in thousands):

	December 31,
Segment	2022		2021
Life science	$	9,019,271	$	8,257,990
Medical office	6,291,986		6,152,512
CCRC	2,276,898		2,233,377
Reportable segment assets	17,588,155		16,643,879
Accumulated depreciation and amortization	(3,540,362)		(3,125,416)
Net reportable segment assets	14,047,793		13,518,463
Other non-reportable segment assets	744,550		794,172
Assets held for sale and discontinued operations, net	49,866		37,190
Other non-segment assets	929,020		907,694
Total assets	$	15,771,229	$	15,257,519

XML

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Common Stock Distributions

The following table shows the characterization of the Company’s annual common stock distributions per share:

	Year Ended December 31,
	2022		2021		2020
Ordinary dividends(1)	$	0.872948	$	0.152336	$	0.713864
Capital gains(2)(3)	0.183208		0.379960		0.529796
Nondividend distributions	0.143844		0.667704		0.236340
	$	1.200000	$	1.200000	$	1.480000

_______________________________________

(1)For the year ended December 31, 2022, all $0.872948 of ordinary dividends qualified as business income for purposes of Code Section 199A. For the year ended December 31, 2021, the amount includes $0.137064 of ordinary dividends qualified as business income for purposes of Code Section 199A and $0.015272 of qualified dividend income for purposes of Code Section 1(h)(11). For the year ended December 31, 2020, all $0.713864 of ordinary dividends qualified as business income for purposes of Code Section 199A.

(2)For the years ended December 31, 2022, 2021, and 2020, the amount includes $0.017760, $0.379960, and $0.221420, respectively, of Unrecaptured Section 1250 gain. Pursuant to Treasury Regulation Section 1.1061-6(c), the Company is disclosing additional information related to the capital gain dividends for purposes of Section 1061 of the Code. Code Section 1061 is generally applicable to direct and indirect holders of “applicable partnership interests.” For the year ended December 31, 2022, the “One Year Amounts” and “Three Year Amounts” are 89.6708% of the total capital gain distributions and the remaining capital gain distributions are attributable to Code Section 1231 gains, which are not subject to Code Section 1061. For the years ended December 31, 2021 and 2020, the “One Year Amounts” and “Three Year Amounts” are each zero, since all capital gains relate to Code Section 1231 gains.

(3)For the years ended December 31, 2022, 2021, and 2020, 10.3292%, 100%, and 100%, respectively, of the capital gain distributions represent gains from dispositions of U.S. real property interests pursuant to Code Section 897 for foreign shareholders.

Schedule of Income Tax Expense (Benefit) From Continuing Operations

The total income tax benefit (expense) from continuing operations consists of the following components (in thousands):

	Year Ended December 31,
	2022		2021		2020
Current
Federal	$	(632)	$	(126)	$	9,164
State	(689)		(1,003)		(1,431)
Total current	$	(1,321)	$	(1,129)	$	7,733
Deferred
Federal	$	3,157	$	3,469	$	2,849
State	2,589		921		(1,159)
Total deferred	$	5,746	$	4,390	$	1,690
Total income tax benefit (expense) from continuing operations	$	4,425	$	3,261	$	9,423

Schedule of Reconciliation of Income Tax Expense at Statutory Rates to the Actual Income Tax Expense Recorded

The following table reconciles income tax benefit (expense) from continuing operations at statutory rates to actual income tax benefit (expense) recorded (in thousands):

	Year Ended December 31,
	2022		2021		2020
Tax benefit (expense) at U.S. federal statutory income tax rate on income or loss subject to tax	$	3,698	$	3,345	$	(15,016)
State income tax benefit (expense), net of federal tax	911		706		(4,211)
Gross receipts and margin taxes	(956)		(989)		(980)
Return to provision adjustments	1,260		(4)		(707)
Valuation allowance for deferred tax assets	194		203		(24,051)
Tax rate differential ─ NOL carryback under the CARES Act	—		—		3,732
Change in tax status of TRS	(682)		—		50,656
Total income tax benefit (expense) from continuing operations	$	4,425	$	3,261	$	9,423

Schedule of Significant Components of the Company's Deferred Tax Asset and Liabilities

The following table summarizes the significant components of the Company’s deferred tax assets and liabilities from continuing operations (in thousands):

	December 31,
	2022		2021		2020
Deferred tax assets:
Deferred revenue	$	102,504	$	104,397	$	103,713
Net operating loss carryforward	62,280		71,744		68,444
Expense accruals	12,399		14,229		15,478
Real estate	150		129		3,895
Investment in unconsolidated joint ventures	—		—		2,333
Other	689		—		—
Total deferred tax assets	178,022		190,499		193,863
Valuation allowance	(26,098)		(35,772)		(33,519)
Deferred tax assets, net of valuation allowance	$	151,924	$	154,727	$	160,344
Deferred tax liabilities:
Real estate	$	52,266	$	61,097	$	72,059
Other	674		648		1,094
Deferred tax liabilities	$	52,940	$	61,745	$	73,153
Net deferred tax assets	$	98,984	$	92,982	$	87,191

Schedule of Income Tax Contingencies

The following table summarizes the Company’s unrecognized tax benefits (in thousands):

	December 31,
	2022		2021		2020
Total unrecognized tax benefits at January 1	$	469	$	469	$	469
Gross amount of decreases for prior years’ tax positions	(469)		—		—
Total unrecognized tax benefits at December 31	$	—	$	469	$	469

XML

Supplemental Cash Flow Information (Tables)

12 Months Ended

Dec. 31, 2022

Supplemental Cash Flow Elements [Abstract]

Schedule of Supplemental Cash Flow Information

The following table provides supplemental cash flow information (in thousands):

	Year Ended December 31,
	2022		2021		2020
Supplemental cash flow information:
Interest paid, net of capitalized interest	$	162,115	$	173,044	$	209,843
Income taxes paid (refunded)	(1,903)		4,521		(786)
Capitalized interest	41,046		24,084		27,041
Cash paid for amounts included in the measurement of lease liability for operating leases	12,594		10,620		9,940
Supplemental schedule of non-cash investing and financing activities:
Increase in ROU asset in exchange for new lease liability related to operating leases	9,454		28,866		32,208
Decrease in ROU asset with corresponding change in lease liability related to operating leases	—		8,410		—
Retained investment in connection with South San Francisco JVs transaction	293,265		—		—
Accrued construction costs	178,626		179,995		95,293
Net noncash impact from the consolidation of previously unconsolidated joint ventures	—		—		369,223
Refundable entrance fees assumed with real estate acquisitions	—		—		307,954
Seller financing provided on disposition of real estate asset	—		559,745		73,498
Mortgages assumed with real estate acquisitions	—		—		251,280
Carrying value of mortgages assumed by buyer in real estate dispositions	—		143,676		—

The following table summarizes certain cash flow information related to assets classified as discontinued operations (in thousands):

	Year Ended December 31,
	2022		2021		2020
Leasing costs, tenant improvements, and recurring capital expenditures	$	21	$	2,636	$	12,695
Development, redevelopment, and other major improvements of real estate	18		5,780		30,769
Depreciation and amortization of real estate, in-place lease, and other intangibles	—		—		143,194

Schedule of Cash, Cash Equivalents and Restricted Cash

The following table summarizes cash, cash equivalents and restricted cash (in thousands):

	Year Ended December 31,
	2022		2021		2020		2022		2021		2020		2022		2021		2020
	Continuing operations						Discontinued operations						Total
Beginning of year:
Cash and cash equivalents	$	158,287	$	44,226	$	80,398	$	7,707	$	53,085	$	63,834	$	165,994	$	97,311	$	144,232
Restricted cash	53,454		67,206		13,385		—		17,168		27,040		53,454		84,374		40,425
Cash, cash equivalents and restricted cash	$	211,741	$	111,432	$	93,783	$	7,707	$	70,253	$	90,874	$	219,448	$	181,685	$	184,657
End of year:
Cash and cash equivalents	$	72,032	$	158,287	$	44,226	$	—	$	7,707	$	53,085	$	72,032	$	165,994	$	97,311
Restricted cash	54,802		53,454		67,206		—		—		17,168		54,802		53,454		84,374
Cash, cash equivalents and restricted cash	$	126,834	$	211,741	$	111,432	$	—	$	7,707	$	70,253	$	126,834	$	219,448	$	181,685

XML

Variable Interest Entities (Tables)

12 Months Ended

Dec. 31, 2022

Variable Interest Entities [Abstract]

Schedule of Variable Interest Entities

The classification of the related assets and liabilities and the maximum loss exposure as a result of the Company’s involvement with these VIEs at December 31, 2022 was as follows (in thousands):

VIE Type	Asset Type	Maximum Loss Exposure and Carrying Amount(1)
CMBS and LLC investment	Other assets, net	$	36,874
Needham Land Parcel JV	Investments in and advances to unconsolidated joint ventures	15,391

_______________________________________

(1)The Company’s maximum loss exposure represents the aggregate carrying amount of such investments (including accrued interest).

Schedule of Consolidated Assets and Liabilities of Variable Interest Entities

Total assets and total liabilities include VIE assets and liabilities as follows (in thousands):

	December 31,
	2022		2021
Assets
Buildings and improvements	$	2,356,905	$	2,303,920
Development costs and construction in progress	58,499		82,303
Land	324,714		548,168
Accumulated depreciation and amortization	(623,244)		(551,097)
Net real estate	2,116,874		2,383,294
Accounts receivable, net	6,893		5,455
Cash and cash equivalents	20,586		22,295
Restricted cash	354		114
Intangible assets, net	73,860		117,180
Assets held for sale and discontinued operations, net	30,355		754
Right-of-use asset, net	99,376		107,993
Other assets, net	73,690		62,886
Total assets	$	2,421,988	$	2,699,971
Liabilities
Mortgage debt	$	144,604	$	144,350
Intangible liabilities, net	15,066		23,909
Liabilities related to assets held for sale and discontinued operations, net	401		1,677
Lease liability	99,039		99,213
Accounts payable, accrued liabilities, and other liabilities	68,979		58,440
Deferred revenue	39,661		21,546
Total liabilities	$	367,750	$	349,135

Total assets and total liabilities related to assets held for sale and discontinued operations include VIE assets and liabilities as follows (in thousands):

	December 31,
	2022		2021
Assets
Buildings and improvements	$	39,934	$	—
Development costs and construction in progress	—		—
Land	1,926		—
Accumulated depreciation and amortization	(15,612)		—
Net real estate	26,248		—
Accounts receivable, net	—		62
Cash and cash equivalents	—		59
Intangible assets, net	215		—
Other assets, net	3,892		633
Total assets	$	30,355	$	754
Liabilities
Accounts payable, accrued liabilities, and other liabilities	$	—	$	1,677
Deferred revenue	401		—
Total liabilities	$	401	$	1,677

XML

Concentration of Credit Risk (Tables)

12 Months Ended

Dec. 31, 2022

Risks and Uncertainties [Abstract]

Schedule of Concentration of Credit Risk

The following table provides information regarding the Company’s concentrations with respect to certain states; the information provided is presented for the gross assets and revenues that are associated with certain real estate assets as percentages of the Company’s total assets and revenues, excluding assets classified as discontinued operations:

	Percentage of Total Company Assets		Percentage of Total Company Revenues
	December 31,		Year Ended December 31,
State	2022	2021	2022	2021	2020
California	37	34	31	28	21
Florida	10	11	18	17	14
Texas	10	10	11	11	9
Massachusetts	17	16	10	9	4

XML

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Summary of the Carrying Values and Fair Values of Financial Instruments

The table below summarizes the carrying amounts and fair values of the Company’s financial instruments (in thousands):

	December 31,
	2022(3)				2021(3)
	Carrying Value		Fair Value		Carrying Value		Fair Value
Loans receivable, net(2)	$	374,832	$	369,425	$	415,811	$	437,607
Marketable debt securities(2)	21,702		21,702		21,003		21,003
Interest rate swap instruments(2)	30,259		30,259		—		—
Interest rate cap instruments(2)	—		—		397		397
Bank line of credit and commercial paper(2)	995,606		995,606		1,165,975		1,165,975
Term loans(2)	495,957		495,957		—		—
Senior unsecured notes(1)	4,659,451		4,238,124		4,651,933		5,054,747
Mortgage debt(2)	346,599		330,867		352,081		352,800

_______________________________________

(1)Level 1: Fair value calculated based on quoted prices in active markets.

(2)Level 2: Fair value based on (i) for marketable debt securities, quoted prices for similar or identical instruments in active or inactive markets, respectively, or (ii) for loans receivable, net, mortgage debt, interest rate swap instruments, and interest rate cap instruments, standardized pricing models in which significant inputs or value drivers are observable in active markets. For bank line of credit, commercial paper, and term loans, the carrying values are a reasonable estimate of fair value because the borrowings are primarily based on market interest rates and the Company’s credit rating.

(3)During the years ended December 31, 2022 and 2021, there were no material transfers of financial assets or liabilities within the fair value hierarchy.

XML

Derivative Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Derivative Instruments

The following table summarizes the Company’s interest rate swap instruments (in thousands):

							Fair Value(1)
Date Entered	Maturity Date	Hedge Designation	Notional Amount		Pay Rate	Receive Rate	December 31, 2022		December 31, 2021
April 2022(2)	May 2026	Cash flow	$	51,100	5.08 %	1 mo. USD-LIBOR-BBA + 2.50%	$	2,300	$	—
April 2022(2)	May 2026	Cash flow	91,000		4.63 %	1 mo. USD-LIBOR-BBA + 2.05%	4,096		—
August 2022(2)	February 2027	Cash flow	250,000		2.60 %	1 mo. USD-SOFR CME Term	11,299		—
August 2022(2)	August 2027	Cash flow	250,000		2.54 %	1 mo. USD-SOFR CME Term	12,564		—

_____________________________

(1)At December 31, 2022, the interest rate swap instruments were in an asset position. Derivative assets are recorded in other assets, net on the Consolidated Balance Sheets.

(2)Represents interest rate swap instruments that hedge fluctuations in interest payments on variable rate debt by converting the interest rates to fixed interest rates. The changes in fair value of designated derivatives that qualify as cash flow hedges are recorded in accumulated other comprehensive income (loss) on the Consolidated Balance Sheets.

The following table summarizes the Company’s interest rate cap instruments (in thousands):

							Fair Value(1)
Date Entered	Maturity Date	Hedge Designation	Notional Amount		Strike Rate	Index	December 31, 2022		December 31, 2021
April 2021(2)	May 2024	Non-designated	$	142,100	2.00 %	1 mo. USD-LIBOR-BBA	$	—	$	397

_____________________________

(1)At December 31, 2021, the interest rate cap instruments were in an asset position. Derivative assets are recorded in other assets, net on the Consolidated Balance Sheets.

(2)Represents two interest rate cap instruments that manage the Company’s exposure to variable cash flows on certain mortgage debt borrowings by limiting interest rates. These interest rate cap instruments were terminated in April 2022.

XML

Accounts Payable, Accrued Liabilities, and Other Liabilities (Tables)

12 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

Schedule of Accounts Payable and Accrued Liabilities

The following table summarizes the Company’s accounts payable, accrued liabilities, and other liabilities, excluding accounts payable, accrued liabilities, and other liabilities related to assets classified as discontinued operations (in thousands):

	December 31,
	2022		2021
Refundable entrance fees	$	268,972	$	288,409
Accrued construction costs	178,626		179,995
Accrued interest	59,291		59,342
Other accounts payable and accrued liabilities	265,596		227,638
Accounts payable, accrued liabilities, and other liabilities	$	772,485	$	755,384

XML

Deferred Revenue (Tables)

12 Months Ended

Dec. 31, 2022

Revenues [Abstract]

Schedule of Deferred Revenue

The following table summarizes the Company’s deferred revenue, excluding deferred revenue related to assets classified as held for sale and discontinued operations (in thousands):

	December 31,
	2022		2021
Nonrefundable entrance fees(1)	$	518,573	$	496,478
Other deferred revenue(2)	325,503		292,729
Deferred revenue	$	844,076	$	789,207

_______________________________________

(1)During the years ended December 31, 2022 and 2021, the Company collected nonrefundable entrance fees of $101 million and $89 million, respectively. During the years ended December 31, 2022, 2021, and 2020, the Company recognized amortization of $79 million, $76 million, and $72 million, respectively, which is included within resident fees and services on the Consolidated Statements of Operations.

(2)Other deferred revenue is primarily comprised of prepaid rent, deferred rent, and tenant-funded tenant improvements owned by the Company. During the years ended December 31, 2022, 2021, and 2020, the Company recognized amortization related to other deferred revenue of $44 million, $39 million, and $33 million, respectively, which is included in rental and related revenues on the Consolidated Statements of Operations.

XML

Selected Quarterly Financial Data (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2022

Quarterly Financial Information Disclosure [Abstract]

Schedule of Selected Quarterly Information

The following tables summarize selected quarterly information for the years ended December 31, 2022 and 2021 (in thousands, except per share amounts):

	Three Months Ended 2022
	March 31		June 30		September 30		December 31
Total revenues	$	498,372	$	517,932	$	520,406	$	524,468
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	73,719		68,201		355,775		9,435
Income (loss) from continuing operations	75,026		69,301		359,284		9,929
Income (loss) from discontinued operations	317		2,992		(1,298)		873
Net income (loss)	75,343		72,293		357,986		10,802
Net income (loss) applicable to Healthpeak Properties, Inc.	71,613		68,338		353,970		6,528
Dividends paid per common share	0.30		0.30		0.30		0.30
Basic earnings (loss) per common share:
Continuing operations	0.13		0.12		0.66		0.01
Discontinued operations	0.00		0.01		0.00		0.00
Diluted earnings (loss) per common share:
Continuing operations	0.13		0.12		0.65		0.01
Discontinued operations	0.00		0.01		0.00		0.00

	Three Months Ended 2021
	March 31		June 30		September 30		December 31
Total revenues	$	455,276	$	476,238	$	481,465	$	483,205
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	(121,900)		166,435		58,329		25,503
Income (loss) from continuing operations	(120,585)		168,065		61,305		28,943
Income (loss) from discontinued operations	270,008		113,960		601		3,633
Net income (loss)	149,423		282,025		61,906		32,576
Net income (loss) applicable to Healthpeak Properties, Inc.	145,788		276,280		54,711		28,761
Dividends paid per common share	0.30		0.30		0.30		0.30
Basic earnings (loss) per common share:
Continuing operations	(0.23)		0.30		0.10		0.05
Discontinued operations	0.50		0.21		0.00		0.00
Diluted earnings (loss) per common share:
Continuing operations	(0.23)		0.30		0.10		0.05
Discontinued operations	0.50		0.21		0.00		0.00

XML

Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Jan. 01, 2020	Dec. 31, 2019
Schedule of Equity Method Investments [Line Items]
Residency agreement term, minimum	30 days
Residency agreement term, maximum	1 year
Maximum period available for occupancy from cessation of significant construction activity	1 year
Advertising expense	$ 8,000	$ 11,000	$ 18,000
Cumulative effect of new accounting principle	7,182,598	7,058,760	7,289,950		$ 6,658,859
Cumulative Effect, Period of Adoption, Adjustment
Schedule of Equity Method Investments [Line Items]
Cumulative effect of new accounting principle				$ 2,000	$ (1,524)	[1]
Discontinued Operations
Schedule of Equity Method Investments [Line Items]
Advertising expense	$ 100	$ 3,000	$ 12,000
Building and Building Improvements
Schedule of Equity Method Investments [Line Items]
Property, plant and equipment, useful life	50 years

[1] On January 1, 2020, the Company adopted a series of Accounting Standards Updates (“ASUs”) related to accounting for credit losses and recognized the cumulative-effect of adoption to beginning retained earnings. Refer to Note 2 for a detailed impact of adoption.

XML

Summary of Significant Accounting Policies - Schedule of Government Grant Receivables Cares Act (Details) - Government Assistance, CARES Act - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Schedule of Equity Method Investments [Line Items]
Government grant income	$ 7,860	$ 6,830	$ 32,913
Government grant income recorded in other income (expense), net
Schedule of Equity Method Investments [Line Items]
Government grant income	6,765	1,412	16,198
Government grant income recorded in equity income (loss) from unconsolidated joint ventures
Schedule of Equity Method Investments [Line Items]
Government grant income	878	1,749	1,279
Government grant income recorded in income (loss) from discontinued operations
Schedule of Equity Method Investments [Line Items]
Government grant income	$ 217	$ 3,669	$ 15,436

XML

Master Transactions and Cooperation Agreement with Brookdale (Details)		1 Months Ended			12 Months Ended
	Jan. 31, 2020 USD ($) property	May 31, 2021 USD ($) property	Dec. 31, 2020 USD ($) property	Oct. 31, 2019 USD ($) property	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Jan. 31, 2021 property
Real Estate Properties [Line Items]
Capital investment			$ 5,000,000				$ 5,000,000
Gain upon change of control, net					$ 311,438,000	$ 1,042,000	159,973,000
Long-term debt					6,497,613,000
Gain (loss) on sales of real estate, net					$ 9,078,000	$ 190,590,000	$ 90,350,000
Discount rate | Minimum
Real Estate Properties [Line Items]
Real estate capitalization rate	0.10
Discount rate | Maximum
Real Estate Properties [Line Items]
Real estate capitalization rate	0.12
Measurement Input Annual Rent Escalators | Minimum
Real Estate Properties [Line Items]
Real estate capitalization rate	0.02
Measurement Input Annual Rent Escalators | Maximum
Real Estate Properties [Line Items]
Real estate capitalization rate	0.03
Cap rate | Minimum
Real Estate Properties [Line Items]
Real estate capitalization rate	0.07
Cap rate | Maximum
Real Estate Properties [Line Items]
Real estate capitalization rate	0.09
Brookedale MTCA
Real Estate Properties [Line Items]
Number of properties disposed | property	18
Cash proceeds	$ 385,000,000
Gain (loss) on sales of real estate, net	$ 164,000,000
Brookedale MTCA | CCRC JV Investment
Real Estate Properties [Line Items]
Property count | property	15
Number of properties acquired | property	13
Equity method investments	$ 323,000,000
Real estate and intangible assets	1,800,000,000
Refundable entrance fee liabilities	308,000,000
Non refundable entrance fee liabilities	436,000,000
Long-term debt	215,000,000
Working capital	48,000,000
Payments to acquire equity method investments	396,000,000
Brookedale MTCA | CCRC JV Investment | Government grant income recorded in other income (expense), net
Real Estate Properties [Line Items]
Gain upon change of control, net	$ 170,000,000
Brookedale MTCA | 2019 Amended Master Lease
Real Estate Properties [Line Items]
Number of properties to be restructured | property	24							24
Number of leases to be terminated (in properties) | property	1		1
Annual rent escalator	2.40%
Percent of sales proceeds	6.50%
Number of properties to be reallocated | property	14
Amount of future rent to be paid	$ 20,000,000
Capital investment				$ 35,000,000
Capital investment term				5 years
Annual percentage increase				7.00%
CCRC JV Investment
Real Estate Properties [Line Items]
Investment ownership percentage	49.00%	49.00%
Proceeds from sale of buildings		$ 19,000,000
CCRC JV Investment | Brookedale MTCA
Real Estate Properties [Line Items]
Interest acquired	51.00%
Purchase cost	$ 1,060,000,000.00
Non-cash lease and management fee termination loss (income), net	$ 100,000,000
Number of assets sold | property		2
Proceeds from sale of buildings		$ 38,000,000
Other Non-Reporting Segment | CCRC JV Investment
Real Estate Properties [Line Items]
Property count | property				15
Senior Housing Triple Net
Real Estate Properties [Line Items]
Property count | property				43

XML

Real Estate - 2022 Real Estate Investment Acquisitions (Details) $ in Millions	1 Months Ended				12 Months Ended
	Jan. 31, 2023 USD ($)	May 31, 2022 USD ($) property	Mar. 31, 2022 USD ($) property	Jan. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) property
Medical Office
Real Estate [Line Items]
Number of properties acquired | property						2
Massachusetts | Life Science
Real Estate [Line Items]
Payments to acquire real estate | $				$ 72	$ 18	$ 498
Number of properties acquired | property						8
Massachusetts | Life Science | Subsequent Event
Real Estate [Line Items]
Payments to acquire real estate | $	$ 9
Massachusetts | Medical Office
Real Estate [Line Items]
Payments to acquire real estate | $						$ 55
Number of properties acquired | property						1
California | Life Science
Real Estate [Line Items]
Payments to acquire real estate | $				$ 24		$ 20
Number of properties acquired | property						1
Texas | Medical Office
Real Estate [Line Items]
Payments to acquire real estate | $			$ 43			$ 60
Number of properties acquired | property			2			2
ARKANSAS | Medical Office
Real Estate [Line Items]
Payments to acquire real estate | $		$ 26
Number of properties acquired | property		1

XML

Real Estate - 2021 Real Estate Investment Acquisitions (Details) $ in Millions	1 Months Ended		12 Months Ended
	Mar. 31, 2022 USD ($) property	Jan. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) a property	Apr. 30, 2021 USD ($)
Medical Office
Real Estate [Line Items]
Number of properties acquired | property				2
Medical Office | Mortgage Debt
Real Estate [Line Items]
Face amount					$ 142
Medical Office | MASSACHUSETTS
Real Estate [Line Items]
Number of properties acquired | property				1
Payments to acquire real estate				$ 55
Medical Office | TENNESSEE
Real Estate [Line Items]
Number of properties acquired | property				1
Payments to acquire real estate				$ 13
Medical Office | COLORADO
Real Estate [Line Items]
Number of properties acquired | property				1
Payments to acquire real estate				$ 38
Medical Office | UNITED STATES
Real Estate [Line Items]
Number of properties acquired | property				14
Payments to acquire real estate				$ 371
Medical Office | FLORIDA
Real Estate [Line Items]
Number of properties acquired | property				1
Payments to acquire real estate				$ 16
Medical Office | KANSAS
Real Estate [Line Items]
Number of properties acquired | property				1
Payments to acquire real estate				$ 50
Medical Office | NEW JERSEY
Real Estate [Line Items]
Number of properties acquired | property				3
Payments to acquire real estate				$ 155
Medical Office | TEXAS
Real Estate [Line Items]
Number of properties acquired | property	2			2
Payments to acquire real estate	$ 43			$ 60
Medical Office | WASHINGTON
Real Estate [Line Items]
Number of properties acquired | property				1
Payments to acquire real estate				$ 43
Medical Office | LOUISIANA
Real Estate [Line Items]
Number of properties acquired | property				1
Payments to acquire real estate				$ 34
Life Science | MASSACHUSETTS
Real Estate [Line Items]
Number of properties acquired | property				8
Payments to acquire real estate		$ 72	$ 18	$ 498
Life Science | CALIFORNIA
Real Estate [Line Items]
Number of properties acquired | property				1
Payments to acquire real estate		$ 24		$ 20
Area of land | a				12
Payments to acquire land				$ 128

XML

Real Estate - Construction, Tenant, and Other Capital Improvements (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Real estate acquisitions [Line Items]
Funding for construction, tenant and other capital improvements	$ 961,994	$ 759,720	$ 788,895
Life Science
Real estate acquisitions [Line Items]
Funding for construction, tenant and other capital improvements	658,542	472,301	573,999
Medical Office
Real estate acquisitions [Line Items]
Funding for construction, tenant and other capital improvements	237,761	230,227	173,672
CCRC
Real estate acquisitions [Line Items]
Funding for construction, tenant and other capital improvements	$ 65,691	$ 57,192	$ 41,224

XML

Dispositions of Real Estate and Discontinued Operations - 2022 Dispositions of Real Estate (Details) $ in Thousands	1 Months Ended			3 Months Ended	12 Months Ended
	Jan. 31, 2023 USD ($) property	Jul. 31, 2022 USD ($) property	Jan. 31, 2022 USD ($) property	Jun. 30, 2022 USD ($) property	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sales of real estate, net					$ 9,078	$ 190,590	$ 90,350
Life Science
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties sold | property			1
Proceeds from sale of buildings			$ 14,000
Gain (loss) on sales of real estate, net			$ 4,000
Life Science | Subsequent Event
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties sold | property	2
Medical Office
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties sold | property		2		3
Proceeds from sale of buildings		$ 9,000		$ 27,000
Gain (loss) on sales of real estate, net		$ 1,000		$ 10,000
Medical Office | Subsequent Event
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sales of real estate, net	$ 113,000

XML

Dispositions of Real Estate and Discontinued Operations - 2021 Dispositions of Real Estate (Details)	1 Months Ended									3 Months Ended		12 Months Ended			24 Months Ended
	Jul. 31, 2022 USD ($) property	Sep. 30, 2021 loan	Jun. 30, 2021 USD ($) property	May 31, 2021 USD ($) property	Apr. 30, 2021 USD ($) property	Mar. 31, 2021 USD ($) property	Feb. 28, 2021 USD ($) property	Jan. 31, 2021 USD ($) property	Dec. 31, 2020 USD ($) property	Jun. 30, 2022 USD ($) property	Mar. 31, 2021 USD ($) property	Dec. 31, 2022 USD ($) loan	Dec. 31, 2021 USD ($) property loan	Dec. 31, 2020 USD ($) property	Dec. 31, 2022 USD ($)	Apr. 30, 2021 preferred_equity_investment
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sales of real estate, net												$ 9,078,000	$ 190,590,000	$ 90,350,000
Number of assets classified as discontinued operations | property									1					1
Repayments of secured debt									$ 6,000,000
Carrying value of mortgages assumed by buyer in real estate dispositions												$ 0	$ 143,676,000	$ 0
Number of loans sold | loan		1										2	6
Mortgage Debt
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets classified as discontinued operations | property				6	2	2					2
Repayments of secured debt					$ 64,000,000	$ 39,000,000
Sunrise Senior Housing Portfolio | Senior Housing Operating Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Capital expenditure funding, amount committed	$ 40,000,000							$ 92,000,000
Capital expenditure funding, amount funded															$ 400,000
Oakmont SHOP Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Carrying value of mortgages assumed by buyer in real estate dispositions					$ 107,000,000
Oakmont SHOP Portfolio | Mortgage Debt
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties disposed | property					4
Other Investments | Mortgage Debt
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Carrying value of mortgages assumed by buyer in real estate dispositions													$ 36,000,000
Other Investments | Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Abandonment
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sales of real estate, net													58,000,000	283,000,000
Other Investments | Discontinued Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sales of real estate, net													39,000,000	193,000,000
Senior Housing Operating Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Payments to acquire finance receivables								150,000,000
Proceeds from sale of buildings								230,000,000
Gain (loss) on sales of real estate, net								59,000,000			$ 16,000,000
Senior Housing Operating Portfolio | Oakmont SHOP Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings					$ 564,000,000
Gain (loss) on sales of real estate, net					80,000,000
Senior Housing Operating Portfolio | Discovery SHOP Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings					334,000,000
Gain (loss) on sales of real estate, net					9,000,000
Proceeds from sale of loans and preferred equity method investments					21,000,000
Senior Housing Operating Portfolio | Sonata SHOP Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings					64,000,000
Gain (loss) on sales of real estate, net					$ 3,000,000
Senior Housing Operating Portfolio | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings													169,000,000	$ 190,000,000
Senior Housing Triple Net | Brookdale Triple Net Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings								510,000,000
Gain (loss) on sales of real estate, net								$ 169,000,000
Senior Housing Triple Net | HRA Triple Net Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings							$ 132,000,000
Gain (loss) on sales of real estate, net							$ 33,000,000
Senior Housing Triple Net | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property														21
Proceeds from sale of buildings													$ 24,000,000	$ 428,000,000
Senior Housing Operating Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property								16
Senior Housing Operating Portfolio | Sunrise Senior Housing Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property								32
Payments to acquire finance receivables								$ 410,000,000
Proceeds from sale of buildings								$ 664,000,000
Gain (loss) on sales of real estate, net			$ 7,000,000
Senior Housing Operating Portfolio | Oakmont SHOP Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property					12
Senior Housing Operating Portfolio | Discovery SHOP Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property					10
Gain (loss) on sales of real estate, net					$ 0
Number of preferred equity method investments sold					2											2
Senior Housing Operating Portfolio | Discovery SHOP Portfolio | Mezzanine
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of loans sold | property					2
Senior Housing Operating Portfolio | Sonata SHOP Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property					5
Senior Housing Operating Portfolio | SLC SHOP Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property				7
Repayments of secured debt				$ 70,000,000
Senior Housing Operating Portfolio | SLC SHOP Portfolio | Definitive Agreement Four
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings				113,000,000
Gain (loss) on sales of real estate, net				$ 1,000,000
Senior Housing Operating Portfolio | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property													15	23
Senior Housing Operating Portfolio | Other Investments | Mortgage Debt
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property													1
Senior Housing Triple Net | Sunrise Senior Housing Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property			2
Proceeds from sale of buildings			$ 80,000,000
Gain (loss) on sales of real estate, net			$ 22,000,000
Senior Housing Triple Net | Brookdale Triple Net Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property								24
Senior Housing Triple Net | HRA Triple Net Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property							8
Senior Housing Triple Net | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property													7
Medical Office, Hospital
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property				1
Proceeds from sale of buildings				$ 226,000,000
Gain (loss) on sales of real estate, net				$ 172,000,000
Medical Office
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property	2									3
Proceeds from sale of buildings	$ 9,000,000									$ 27,000,000
Gain (loss) on sales of real estate, net	$ 1,000,000									$ 10,000,000
Medical Office | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property													10	11
Proceeds from sale of buildings													$ 68,000,000
MOB Land Parcels
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property										1
MOB Land Parcels | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property													1	2

XML

Dispositions of Real Estate and Discontinued Operations - 2020 Dispositions of Real Estate (Details) $ in Thousands	1 Months Ended			3 Months Ended		12 Months Ended
	Jul. 31, 2022 USD ($) property	Jan. 31, 2021 USD ($) property	Dec. 31, 2020 USD ($) property	Jun. 30, 2022 USD ($) property	Mar. 31, 2021 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) property	Dec. 31, 2020 USD ($) property
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Repayments of secured debt			$ 6,000
Number of assets classified as discontinued operations | property			1					1
Gain (loss) on sales of real estate, net						$ 9,078	$ 190,590	$ 90,350
Net cash provided by (used in) financing activities						$ (116,532)	(1,288,517)	246,450
Other Investments | Disposal Group, Disposed of by Means Other than Sale, Not Discontinued Operations, Abandonment
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sales of real estate, net							58,000	283,000
Other Investments | Discontinued Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sales of real estate, net							39,000	193,000
Atria SHOP Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property			12
Senior Housing Operating Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings		$ 230,000
Gain (loss) on sales of real estate, net		59,000			$ 16,000
Net cash provided by (used in) financing activities		$ 150,000
Senior Housing Operating Portfolio | Atria SHOP Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings			$ 312,000
Gain (loss) on sales of real estate, net			39,000
Senior Housing Operating Portfolio | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings							169,000	$ 190,000
Senior Housing Triple Net | Aegis NNN Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings			358,000
Gain (loss) on sales of real estate, net			$ 228,000
Senior Housing Triple Net | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property								21
Proceeds from sale of buildings							$ 24,000	$ 428,000
Medical Office | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings								136,000
MOB Land Parcels | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of buildings								$ 3,000
Senior Housing Triple Net | Aegis NNN Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property			10
Senior Housing Triple Net | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property							7
Senior Housing Operating Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property		16
Senior Housing Operating Portfolio | Atria SHOP Portfolio
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property			4
Net cash provided by (used in) financing activities			$ 61,000
Senior Housing Operating Portfolio | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property							15	23
Medical Office
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property	2			3
Proceeds from sale of buildings	$ 9,000			$ 27,000
Gain (loss) on sales of real estate, net	$ 1,000			$ 10,000
Medical Office | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property							10	11
Proceeds from sale of buildings							$ 68,000
Medical Office | Other Investments | San Diego
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property								3
MOB Land Parcels
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property				1
MOB Land Parcels | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property							1	2
Other Non-Reporting Segment | Other Investments
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of assets sold | property								1
Proceeds from sale of buildings								$ 1,000

XML

Dispositions of Real Estate and Discontinued Operations - Assets and Liabilities for Discontinued Operations (Details) $ in Thousands	Dec. 31, 2022 USD ($) property	Dec. 31, 2021 USD ($) property	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
ASSETS
Cash and cash equivalents	$ 0	$ 7,707	$ 53,085	$ 63,834
Total assets of discontinued operations, net	49,866	37,190
LIABILITIES
Total liabilities of discontinued operations, net	4,070	15,056
Allowance for doubtful accounts receivable	0	4,138
Held-for-sale
ASSETS
Accounts receivable, net of allowance of $0 and $4,138	0	2,446
Cash and cash equivalents	0	7,707
Right-of-use asset, net	0	26
Other assets, net	0	3,237
Total assets of discontinued operations, net	0	13,416
Assets held for sale, net	49,866	23,774
Assets held for sale and discontinued operations, net	49,866	37,190
LIABILITIES
Lease liability	0	26
Accounts payable, accrued liabilities, and other liabilities	0	14,843
Deferred revenue	0	92
Total liabilities of discontinued operations, net	0	14,961
Liabilities related to assets held for sale, net	4,070	95
Liabilities related to assets held for sale and discontinued operations, net	4,070	15,056
Net real estate assets	$ 44,000	$ 23,000
Held-for-sale | Medical Office
LIABILITIES
Number of properties classified as held for sale | property		4
Held-for-sale | Life Science
LIABILITIES
Number of properties classified as held for sale | property	2	1

XML

Dispositions of Real Estate and Discontinued Operations - Schedule of Results of Discontinued Operations (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Other income (expense):
Income tax benefit (expense)	$ 300	$ 1,000	$ 10,000
Held-for-sale
Revenues:
Rental and related revenues	0	7,535	97,877
Resident fees and services	7,489	114,936	621,253
Total revenues	7,489	122,471	719,130
Costs and expenses:
Interest expense	0	3,900	10,538
Depreciation and amortization	0	0	143,194
Operating	6,452	122,571	550,226
Transaction costs	0	76	20,426
Impairments and loan loss reserves (recoveries), net	0	32,736	201,344
Total costs and expenses	6,452	159,283	925,728
Other income (expense):
Gain (loss) on sales of real estate, net	1,344	414,721	460,144
Other income (expense), net	169	4,189	5,475
Total other income (expense), net	1,513	418,910	465,619
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	2,550	382,098	259,021
Income tax benefit (expense)	270	969	9,913
Equity income (loss) from unconsolidated joint ventures	64	5,135	(1,188)
Income (loss) from discontinued operations	$ 2,884	$ 388,202	$ 267,746

XML

Impairments of Real Estate (Details)	3 Months Ended			12 Months Ended
	Mar. 31, 2022 USD ($)	Sep. 30, 2021 USD ($)	Jun. 30, 2021 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) property	Dec. 31, 2020 USD ($) property	Oct. 31, 2019 property
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of real estate				$ 0
Net real estate				13,023,483,000	$ 12,667,429,000
Impairments and loan loss reserves (recoveries), net				7,004,000	55,896,000	$ 244,253,000
Goodwill, impairment loss				0	0	0
Goodwill				18,000,000	18,000,000
Insured event loss				(7,168,000)	(1,632,000)	(469,000)
Planned MOB Demolition, Tenant Relocation And Other Costs
Impaired Long-Lived Assets Held and Used [Line Items]
Expense on other	$ 14,000,000
Casualty-Related Losses
Impaired Long-Lived Assets Held and Used [Line Items]
Insured event loss				$ 6,000,000	5,000,000	500,000
Minimum
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment calculation price range						$ 13,000
Terminal capitalization rate						5.50%
Discount rates						8.00%
Maximum
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment calculation price range						$ 300,000
Terminal capitalization rate						7.50%
Discount rates						9.50%
Weighted Average
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment calculation price range						$ 164,000
Held-for-sale
Impaired Long-Lived Assets Held and Used [Line Items]
Goodwill, impairment loss		$ 22,000,000	$ 7,000,000		29,000,000
Goodwill					0
Discontinued Operations
Impaired Long-Lived Assets Held and Used [Line Items]
Impairments and loan loss reserves (recoveries), net						201,000,000
Shop Assets, Senior Housing Triple-net Assets, MOBs, and Other Non-Reportable Asset
Impaired Long-Lived Assets Held and Used [Line Items]
Aggregate carrying value before impairment						960,000,000
Real estate held-for-sale						$ 750,000,000
Medical Office
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of real estate					$ 22,000,000
Number of real estate properties impaired | property					3	5
Property count | property					4
Medical Office | Held-for-use
Impaired Long-Lived Assets Held and Used [Line Items]
Number of real estate properties impaired | property					1
Medical Office | Held-for-sale
Impaired Long-Lived Assets Held and Used [Line Items]
Number of real estate properties impaired | property					3
Medical Office | Impairments 2021 | Held-for-use
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of real estate					$ 17,000,000
Medical Office | Impairments 2021 | Held-for-sale
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of real estate					5,000,000
Net real estate					14,000,000
Senior Housing Operating Portfolio
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of real estate					$ 4,000,000
Number of real estate properties impaired | property					1	42
Senior Housing Operating Portfolio | Impairments 2021
Impaired Long-Lived Assets Held and Used [Line Items]
Aggregate carrying value before impairment					$ 20,000,000
Real estate held-for-sale					$ 16,000,000
Life Science
Impaired Long-Lived Assets Held and Used [Line Items]
Impairments and loan loss reserves (recoveries), net						$ 15,000,000
Number of properties intended to be demolished | property						1
Senior Housing Triple Net, SHOP, and MOB
Impaired Long-Lived Assets Held and Used [Line Items]
Impairments and loan loss reserves (recoveries), net						$ 210,000,000
Senior Housing Triple Net
Impaired Long-Lived Assets Held and Used [Line Items]
Number of real estate properties impaired | property						5
Property count | property							43
MOB Land Parcels
Impaired Long-Lived Assets Held and Used [Line Items]
Number of real estate properties impaired | property						1

XML

Leases - Lease Income (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Leases [Abstract]
Fixed income from operating leases	$ 1,182,463	$ 1,087,683	$ 943,638
Variable income from operating leases	359,312	290,701	238,470
Interest income from direct financing leases	$ 1,168	$ 8,702	$ 9,720

XML

Leases - Narrative (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($)	Mar. 31, 2020 USD ($)	Dec. 31, 2022 USD ($) property	Dec. 31, 2021 USD ($) property
Lessee, Lease, Description [Line Items]
Proceeds from sale of lease receivables	$ 68,000	$ 82,000
Gain on sale of direct financing lease	$ 23,000	$ 42,000
Properties subject to direct financing leases (in properties) | property			0	1
Net investment in direct financing leases before allowance			$ 0	$ 44,706
Medical Office
Lessee, Lease, Description [Line Items]
Net investment in direct financing leases before allowance			$ 45,000	$ 45,000

XML

Leases - Components of Net Investment in DFLs (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Present value of minimum lease payments receivable	$ 0	$ 1,220
Present value of estimated residual value	0	44,706
Less deferred selling profits	0	(1,220)
Net investment in direct financing leases before allowance	$ 0	$ 44,706

XML

Leases - Future Minimum Rents (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Leases [Abstract]
2023	$ 1,132,120
2024	1,106,555
2025	1,025,557
2026	917,925
2027	828,431
Thereafter	3,100,427
Total	$ 8,111,015

XML

Leases - Tenant Purchase Options (Details) $ in Thousands	Dec. 31, 2022 USD ($) property
Leases [Abstract]
2023 | $	$ 5,779
2024 | $	7,446
2025 | $	13,772
2026 | $	5,594
2027 | $	7,704
Thereafter | $	14,816
Total | $	$ 55,111
Number of Properties
2023 | property	7
2024 | property	3
2025 | property	16
2026 | property	3
2027 | property	5
Thereafter | property	4
Total | property	38

XML

Leases - Lease Costs (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Leases [Abstract]
Total lease expense	$ 16,689	$ 14,442	$ 13,601
Weighted average remaining lease term (years)	51 years	52 years
Weighted average discount rate, operating leases	4.20%	4.14%
Option to extend lease, term	67 years	68 years

XML

Leases - Future Lease Obligations (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Leases [Abstract]
2023	$ 17,146
2024	13,126
2025	11,946
2026	11,875
2027	11,941
Thereafter	484,897
Undiscounted minimum lease payments included in the lease liability	550,931
Less: imputed interest	(342,416)
Present value of lease liability	$ 208,515

XML

Leases - Depreciation Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
General and Administrative Expense
Lessor, Lease, Description [Line Items]
Depreciation expense related to corporate assets	$ 3	$ 2	$ 2
Other Assets
Lessor, Lease, Description [Line Items]
Accumulated depreciation related to corporate assets	$ 10	$ 7

XML

Leases - Denver Office Relocation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lessor, Lease, Description [Line Items]
General and administrative	$ 131,033	$ 98,303	$ 93,237
Corporate Segment | Continuing Operations
Lessor, Lease, Description [Line Items]
General and administrative	$ 7,000

XML

Leases - Covid Rent Deferrals (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lessor, Lease, Description [Line Items]
Rent deferred amount	$ 0	$ 0
Medical Office
Lessor, Lease, Description [Line Items]
Rent deferred amount			$ 6,000,000
Life Science
Lessor, Lease, Description [Line Items]
Rent deferred amount			$ 1,000,000

XML

Loans Receivable - Schedule of Loans Receivable (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Financing Receivable, Allowance for Credit Loss [Line Items]
Unamortized discounts, fees, and costs	$ (808)	$ (4,186)
Reserve for loan losses	(8,280)	(1,813)	$ (10,280)
Loans receivable, net	374,832	415,811
Remaining loans receivable commitments	40,000	58,000
Secured loans
Financing Receivable, Allowance for Credit Loss [Line Items]
Financing receivable, gross	350,837	396,281
Reserve for loan losses	(8,280)	(1,804)	(3,152)
Mezzanine and other
Financing Receivable, Allowance for Credit Loss [Line Items]
Financing receivable, gross	33,083	25,529
Reserve for loan losses	$ 0	$ (9)	$ (7,128)

XML

Loans Receivable - SHOP Seller Financing (Details) $ in Thousands	1 Months Ended				3 Months Ended	12 Months Ended			24 Months Ended
	Jul. 31, 2022 USD ($)	Feb. 28, 2022 USD ($)	Jun. 30, 2021 USD ($)	Jan. 31, 2021 USD ($) property	Mar. 31, 2021 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2022 USD ($)	Mar. 31, 2022
Loans receivable
Interest income						$ 23,300	$ 37,773	$ 16,553
Net cash provided by financing activities						(116,532)	(1,288,517)	246,450
Gain (loss) on sales of real estate, net						9,078	190,590	90,350
Loans receivable						374,832	415,811		$ 374,832
Senior Housing Operating Portfolio
Loans receivable
Proceeds from sale of buildings				$ 230,000
Net cash provided by financing activities				150,000
Gain (loss) on sales of real estate, net				59,000	$ 16,000
Loans receivable, market rate										5.25%
Non-cash interest income						3,000	13,000
Noncash interest income, acceleration recognition							7,000
Senior Housing Operating Portfolio | Minimum
Loans receivable
Loans receivable, stated interest rate										3.50%
Interest income, amortization period (in years)					1 year
Senior Housing Operating Portfolio | Maximum
Loans receivable
Loans receivable, stated interest rate										4.50%
Interest income, amortization period (in years)					3 years
Mortgage Receivable
Loans receivable
Interest income						22,000	36,000	$ 13,000
Senior Housing Operating Portfolio
Loans receivable
Net cash provided by financing activities				410,000
Senior Housing Operating Portfolio | Sunrise Senior Housing Portfolio
Loans receivable
Capital expenditure funding, amount committed	$ 40,000			$ 92,000
Capital expenditure funding, cost of capital, percent committed				65.00%
Capital expenditure funding, amount funded									400
Senior Housing Operating Portfolio
Loans receivable
Number of assets sold | property				16
Senior Housing Operating Portfolio | Sunrise Senior Housing Portfolio
Loans receivable
Number of assets sold | property				32
Proceeds from sale of buildings				$ 664,000
Proceeds from the collection of loans receivable	$ 27,000	$ 8,000	$ 246,000			10,000
Gain (loss) on sales of real estate, net			$ 7,000
Loans receivable						$ 120,000	$ 165,000		$ 120,000

XML

Loans Receivable - 2022 Loans Receivable Transactions (Details) - Secured Mortgage Loans $ in Millions		1 Months Ended
	Jan. 31, 2023 USD ($) loan	Feb. 28, 2023 USD ($)	Dec. 31, 2022 USD ($) loan	Nov. 30, 2022 USD ($)	May 31, 2022 USD ($)	Sep. 30, 2021 USD ($)	Jul. 31, 2021 USD ($)	May 31, 2021 USD ($)	Jun. 30, 2022
Loans Receivable:
Principal repayments received				$ 1	$ 2	$ 15	$ 8	$ 10
Secured loan | loan			4
Outstanding balance			$ 61
Loans receivable, term			1 year
SOFR
Loans Receivable:
Variable rate			10.50%						8.50%
Subsequent Event
Loans Receivable:
Secured loan | loan	1
Outstanding balance	$ 150
Proceeds from the collection of loans receivable		$ 35

XML

Loans Receivable - 2021 Loans Receivable Transactions (Details)	1 Months Ended								3 Months Ended			12 Months Ended
	Nov. 30, 2022 USD ($)	May 31, 2022 USD ($)	Nov. 30, 2021 USD ($)	Sep. 30, 2021 USD ($) loan	Jul. 31, 2021 USD ($)	May 31, 2021 USD ($) loan	Apr. 30, 2021 USD ($) loan property	Dec. 31, 2020 USD ($) loan	Mar. 31, 2022 USD ($)	Jun. 30, 2021 USD ($) loan	Mar. 31, 2020 USD ($)	Dec. 31, 2022 USD ($) loan	Dec. 31, 2021 USD ($) loan
Loans Receivable:
Loans receivable												$ 374,832,000	$ 415,811,000
Reserve for loans receivable								$ 10,280,000				$ 8,280,000	$ 1,813,000
Loss on sale of financing receivable									$ (23,000,000)		$ (42,000,000)
Number of loans sold | loan				1								2	6
Proceeds from sale of receivables				$ 2,000,000
Senior Housing Operating Portfolio | Mezzanine and Other | Discovery SHOP Portfolio
Loans Receivable:
Number of loans | loan							2
Loss on sale of financing receivable							$ 0
Number of loans sold | property							2
Secured Mortgage Loans
Loans Receivable:
Number of loans | loan								1		2
Financing receivable, gross								$ 115,000,000		$ 64,000,000
Decrease in financing receivable										11,000,000
Loans receivable										53,000,000
Reserve for loans receivable										$ 8,000,000
Loss on sale of financing receivable								6,000,000					$ 3,000,000
Proceeds from sale of receivables			$ 51,000,000					$ 109,000,000
Principal repayments received	$ 1,000,000	$ 2,000,000		$ 15,000,000	$ 8,000,000	$ 10,000,000
Number of loans receivable | loan						1

XML

Loans Receivable - 2020 Loans Receivable Transactions (Details) $ in Thousands	1 Months Ended				3 Months Ended			12 Months Ended
	Nov. 30, 2021 USD ($)	Sep. 30, 2021 USD ($)	Dec. 31, 2020 USD ($) loan	Nov. 30, 2020 USD ($) loan	Mar. 31, 2022 USD ($)	Jun. 30, 2021 USD ($) loan	Mar. 31, 2020 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2022 USD ($)
Financing Receivable, Allowance for Credit Loss [Line Items]
Proceeds from sale of receivables		$ 2,000
Loss on sale of direct financing lease					$ (23,000)		$ (42,000)
Loans receivable								$ 415,811	$ 374,832
Mezzanine and Other
Financing Receivable, Allowance for Credit Loss [Line Items]
Number of loans | loan				1
Financing receivable, gross				$ 10,000
Proceeds from sale of receivables				8,000
Loss on sale of direct financing lease				$ 2,000
Secured Mortgage Loans
Financing Receivable, Allowance for Credit Loss [Line Items]
Number of loans | loan			1			2
Financing receivable, gross			$ 115,000			$ 64,000
Proceeds from sale of receivables	$ 51,000		109,000
Loss on sale of direct financing lease			$ 6,000					3,000
Loans receivable						$ 53,000
Brookedale MTCA | CCRC JV Investment | Other Non-Reporting Segment
Financing Receivable, Allowance for Credit Loss [Line Items]
Loans receivable								$ 24,000	$ 33,000

XML

Loans Receivable - Schedule of Loans Receivable by Origination Year (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Secured Mortgage Loans
Loans receivable
2022	$ 0
2021	266,197
2020	75,552
2019	0
2018	0
Prior	0
Total	341,749
Mezzanine and other
Loans receivable
2022	32,410
2021	595
2020	78
2019	0
2018	0
Prior	0
Total	33,083
Performing loans | Secured Mortgage Loans
Loans receivable
2022	0
2021	266,197
2020	75,552
2019	0
2018	0
Prior	0
Total	341,749
Performing loans | Mezzanine and other
Loans receivable
2022	32,410
2021	595
2020	78
2019	0
2018	0
Prior	0
Total	33,083
Watch list loans | Secured Mortgage Loans
Loans receivable
2022	0
2021	0
2020	0
2019	0
2018	0
Prior	0
Total	0
Watch list loans | Mezzanine and other
Loans receivable
2022	0
2021	0
2020	0
2019	0
2018	0
Prior	0
Total	0
Workout loans | Secured Mortgage Loans
Loans receivable
2022	0
2021	0
2020	0
2019	0
2018	0
Prior	0
Total	0
Workout loans | Mezzanine and other
Loans receivable
2022	0
2021	0
2020	0
2019	0
2018	0
Prior	0
Total	$ 0

XML

Loans Receivable - Loan Losses (Details) $ in Thousands	1 Months Ended	12 Months Ended
	Sep. 30, 2021 loan	Dec. 31, 2022 USD ($) loan	Dec. 31, 2021 USD ($) loan
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Reserve for loan losses, beginning of period		$ 1,813	$ 10,280
Provision for expected loan losses		6,534	1,689
Expected loan losses related to loans sold or repaid		(67)	(10,156)
Reserve for loan losses, end of period		$ 8,280	$ 1,813
Number of loans sold or repaid | loan	1	2	6
Credit loss reserve on unfunded loan commitments		$ 800	$ 300
Secured Loans
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Reserve for loan losses, beginning of period		1,804	3,152
Provision for expected loan losses		6,527	793
Expected loan losses related to loans sold or repaid		(51)	(2,141)
Reserve for loan losses, end of period		8,280	1,804
Mezzanine and Other
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Reserve for loan losses, beginning of period		9	7,128
Provision for expected loan losses		7	896
Expected loan losses related to loans sold or repaid		(16)	(8,015)
Reserve for loan losses, end of period		$ 0	$ 9

XML

Investments in and Advances to Unconsolidated Joint Ventures - Schedule of Equity Method Investments (Details) $ in Thousands	1 Months Ended
	Dec. 31, 2021 USD ($) property	Dec. 31, 2022 USD ($) property joint_venture
Schedule of Equity Method Investments [Line Items]
Investments in and advances to unconsolidated joint ventures	$ 403,634	$ 706,677
Medical Office JVs
Schedule of Equity Method Investments [Line Items]
Number of unconsolidated joint ventures | joint_venture		2
HCP Ventures IV, LLC
Schedule of Equity Method Investments [Line Items]
Investment ownership percentage		20.00%
Suburban Properties, LLC
Schedule of Equity Method Investments [Line Items]
Investment ownership percentage		67.00%
H C P Ventures III, LLC
Schedule of Equity Method Investments [Line Items]
Investment ownership percentage		30.00%
Other | SWF SH JV
Schedule of Equity Method Investments [Line Items]
Property count | property		19
Investment ownership percentage		54.00%
Equity method investments	355,394	$ 345,978
Life Science | South San Francisco JVs
Schedule of Equity Method Investments [Line Items]
Property count | property		7
Investment ownership percentage		70.00%
Equity method investments	0	$ 309,969
Number of unconsolidated joint ventures | joint_venture		7
Life Science | Life Science JV
Schedule of Equity Method Investments [Line Items]
Property count | property		1
Investment ownership percentage		49.00%
Equity method investments	$ 25,605	$ 26,601
Life Science | Needham Land Parcel JV
Schedule of Equity Method Investments [Line Items]
Property count | property		0
Investment ownership percentage	38.00%	38.00%
Equity method investments	$ 13,566	$ 15,391
Payments to acquire equity method investments	$ 13,000
Medical office
Schedule of Equity Method Investments [Line Items]
Property count | property	4
Medical office | Medical Office JVs
Schedule of Equity Method Investments [Line Items]
Property count | property		3
Equity method investments	$ 9,069	$ 8,738
Medical office | Medical Office JVs | Minimum
Schedule of Equity Method Investments [Line Items]
Investment ownership percentage		20.00%
Medical office | Medical Office JVs | Maximum
Schedule of Equity Method Investments [Line Items]
Investment ownership percentage		67.00%

XML

Investments in and Advances to Unconsolidated Joint Ventures - Narrative (Details) $ in Millions			1 Months Ended		12 Months Ended
	Aug. 01, 2022 USD ($) property	Jan. 31, 2020 USD ($)	Jan. 31, 2022 USD ($)	May 31, 2021 USD ($) property	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Apr. 30, 2021 property	Apr. 30, 2021	Apr. 30, 2021 preferred_equity_investment	Apr. 30, 2021 joint_venture
Schedule of Equity Method Investments [Line Items]
Difference between carrying amount and underlying equity					$ 41	$ 42
Gain (loss) on deconsolidation					$ 311
Brookedale MTCA
Schedule of Equity Method Investments [Line Items]
Cash proceeds		$ 385
Discovery Naples JV and Discovery Sarasota JV
Schedule of Equity Method Investments [Line Items]
Number of unconsolidated joint ventures | joint_venture										2
Discovery Naples JV
Schedule of Equity Method Investments [Line Items]
Investment ownership percentage								41.00%
Discovery Sarasota JV
Schedule of Equity Method Investments [Line Items]
Investment ownership percentage								47.00%
CCRV JV Investment | Brookedale MTCA
Schedule of Equity Method Investments [Line Items]
Number of properties sold | property				2
CCRC JV Investment
Schedule of Equity Method Investments [Line Items]
Investment ownership percentage		49.00%		49.00%
Proceeds from sale of buildings				$ 19
CCRC JV Investment | Brookedale MTCA
Schedule of Equity Method Investments [Line Items]
Proceeds from sale of buildings				$ 38
Life Science
Schedule of Equity Method Investments [Line Items]
Proceeds from sale of buildings			$ 14
Life Science | Life Science Joint Venture In San Francisco, California
Schedule of Equity Method Investments [Line Items]
Investment ownership percentage	70.00%
Property count | property	7
Life Science | Life Science Joint Venture In San Francisco, California | Life Science Joint Venture In San Francisco, California
Schedule of Equity Method Investments [Line Items]
Investment ownership percentage	30.00%
Cash proceeds	$ 126
Discovery SHOP Portfolio | Senior Housing Operating Portfolio
Schedule of Equity Method Investments [Line Items]
Number of preferred equity method investments sold							2		2

XML

Intangibles - Schedule of Intangibles Lease Assets (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Intangibles [Abstract]
Gross intangible lease assets	$ 770,285,000	$ 797,675,000
Accumulated depreciation and amortization	(352,224,000)	(277,915,000)
Intangible assets, net	$ 418,061,000	$ 519,760,000
Weighted average remaining amortization period in years	5 years	6 years
Finite-Lived Intangible Assets [Line Items]
Intangible assets, net	$ 418,061,000	$ 519,760,000
Discontinued Operations, Held-for-sale or Disposed of by Sale
Intangibles [Abstract]
Intangible assets, net	2,000,000	0
Finite-Lived Intangible Assets [Line Items]
Intangible assets, net	$ 2,000,000	$ 0

XML

Intangibles - Schedule of Intangible Lease Liabilities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Intangibles [Abstract]
Gross intangible lease liabilities	$ 237,464	$ 234,917
Accumulated depreciation and amortization	(81,271)	(57,685)
Intangible liabilities, net	$ 156,193	$ 177,232
Weighted average remaining amortization period in years	7 years	8 years

XML

Intangibles - Amortization of Deferred Leasing Costs and Acquisition Related Intangibles (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Intangibles [Abstract]
Depreciation and amortization expense related to amortization of lease-up intangibles	$ 104,885	$ 106,106	$ 89,301
Rental and related revenues related to amortization of net below market lease liabilities	$ 24,640	$ 20,597	$ 11,717

XML

Intangibles - Narrative (Details) - USD ($)	3 Months Ended		12 Months Ended
	Sep. 30, 2021	Jun. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Weighted average remaining amortization period in years			5 years	6 years
Weighted average remaining amortization period in years			7 years	8 years
Goodwill			$ 18,000,000	$ 18,000,000
Goodwill, impairment loss			$ 0	0	$ 0
Other Property
Finite-Lived Intangible Assets [Line Items]
Weighted average remaining amortization period in years			11 years
Held-for-sale
Finite-Lived Intangible Assets [Line Items]
Goodwill				0
Goodwill, impairment loss	$ 22,000,000	$ 7,000,000		29,000,000
Brookedale MTCA
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired			$ 7,000,000	109,000,000
Intangible liabilities acquired			$ 6,000,000	$ 57,000,000
Weighted average remaining amortization period in years			7 years	9 years
Weighted average remaining amortization period in years				9 years

XML

Intangibles - Estimated Aggregate Amortization of Intangible Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Estimated aggregate amortization of Intangible Assets
Intangible assets, net	$ 418,061	$ 519,760
Rental and Related Revenues
Estimated aggregate amortization of Intangible Assets
2023	24,036
2024	22,913
2025	21,891
2026	19,397
2027	15,393
Thereafter	43,356
Intangible assets, net	146,986
Depreciation and Amortization
Estimated aggregate amortization of Intangible Assets
2023	99,784
2024	95,570
2025	83,984
2026	51,948
2027	26,349
Thereafter	51,219
Intangible assets, net	$ 408,854

XML

Debt - Bank Line of Credit and Term Loans (Details)			1 Months Ended			12 Months Ended
	Aug. 22, 2022 USD ($) loan	May 23, 2019 USD ($) renewal_option	Oct. 31, 2022 USD ($)	Sep. 30, 2021 USD ($) renewal_option	Jul. 31, 2021 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) derivative_held	Aug. 31, 2022 derivative_held	May 31, 2019 USD ($)
Debt Instrument [Line Items]
Bank line of credit and commercial paper						$ 995,606,000	$ 1,165,975,000
Debt instrument, term (in months)						2 months	2 months
Long-term debt						$ 6,497,613,000
Interest rate swap instruments
Debt Instrument [Line Items]
Number of interest-rate contracts held | derivative_held							0
Interest rate swap instruments | Designated as Hedging Instrument
Debt Instrument [Line Items]
Number of interest-rate contracts held | derivative_held								2
Line of Credit and Term Loan
Debt Instrument [Line Items]
Debt instrument, covenant debt to assets (as a percent)						60.00%
Debt instrument, covenant secured debt to assets (as a percent)						40.00%
Debt instrument, covenant unsecured debt to unencumbered assets (as a percent)						60.00%
Debt instrument, covenant minimum fixed charge coverage ratio						1.5
Debt instrument, covenant net worth						$ 7,700,000,000
2022 Term Loan Agreement
Debt Instrument [Line Items]
Debt instrument, covenant debt to assets (as a percent)						60.00%
Debt instrument, covenant secured debt to assets (as a percent)						40.00%
Debt instrument, covenant unsecured debt to unencumbered assets (as a percent)						60.00%
Debt instrument, covenant minimum fixed charge coverage ratio						1.5
Number of loans | loan	2
Debt instrument, covenant net worth, minimum						$ 7,700,000,000
2022 Term Loan Agreement | Interest rate swap instruments
Debt Instrument [Line Items]
Fixed interest rate						3.77%
Bank Line of Credit
Debt Instrument [Line Items]
Long-term debt						$ 0
Bank Line of Credit | Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity		$ 2,500,000,000		$ 3,000,000,000
Number of extensions (in renewal options) | renewal_option		2		2
Length of debt instrument extension period		6 months		6 months
Debt instrument, interest rate, reduction available for sustainability metrics						0.00025
Debt instrument, facility fee (as a percent)						0.15%
Bank line of credit and commercial paper						$ 0	$ 0
Line of credit facility additional aggregate amount, maximum						$ 750,000,000
Bank Line of Credit | Revolving Credit Facility | LIBOR
Debt Instrument [Line Items]
Loan, basis spread on variable rate						0.75%
Bank Line of Credit | 2019 Term Loan
Debt Instrument [Line Items]
Face amount									$ 250,000,000
Repayments of long-term lines of credit					$ 250,000,000
Bank Line of Credit | Term Loan Facilities | 2022 Term Loan Agreement
Debt Instrument [Line Items]
Length of debt instrument extension period	1 year
Face amount	$ 500,000,000
Debt instrument, interest rate, reduction available for sustainability metrics	0.0001
Debt instrument, period after closing	180 days
Debt instrument, term (in months)	4 years 6 months
Proceeds from draw of debt			$ 500,000,000
Long-term debt						$ 500,000,000
Margin rate (as a percent)						0.85%
Line of credit facility, loan feature, higher borrowing capacity option	$ 500,000,000
Bank Line of Credit | Term Loan Facilities One | 2022 Term Loan Agreement
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	250,000,000
Bank Line of Credit | Term Loan Facilities Two | 2022 Term Loan Agreement
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	$ 250,000,000
Debt instrument, term (in months)	5 years

XML

Debt - Commercial Paper Program (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Jul. 31, 2022
Debt Instrument [Line Items]
Term of facility	2 months	2 months
Weighted-average interest rate (as a percent)	4.90%	0.32%
Commercial Paper Program
Debt Instrument [Line Items]
Maximum borrowing capacity		$ 1,500,000,000	$ 2,000,000,000
Short-term debt	$ 996,000,000	$ 1,170,000,000

XML

Debt - Senior Unsecured Notes (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) bond	Dec. 31, 2020 USD ($)	Jan. 17, 2023 USD ($)	Nov. 24, 2021 USD ($)	Jul. 12, 2021 USD ($)	May 19, 2021 USD ($)	Feb. 26, 2021 USD ($)	Jan. 28, 2021 USD ($)	Jul. 09, 2020 USD ($)	Jun. 24, 2020 USD ($)	Jun. 23, 2020 USD ($)
Debt Instrument [Line Items]
Long-term debt, gross	$ 6,540,817
Number of bond offerings | bond		2
Loss on extinguishment of debt	0	$ 225,824	$ 42,912
Senior Unsecured Notes
Debt Instrument [Line Items]
Long-term debt, gross	$ 4,700,000	4,700,000
Senior Unsecured Notes | Senior Unsecured Notes 2.13%
Debt Instrument [Line Items]
Face amount					$ 500,000
Interest rate (as a percent)					2.13%
Senior Unsecured Notes | Senior Unsecured Notes 1.35%
Debt Instrument [Line Items]
Face amount						$ 450,000
Interest rate (as a percent)						1.35%
Senior Unsecured Notes | Senior Unsecured Notes 2.88%
Debt Instrument [Line Items]
Face amount												$ 600,000
Interest rate (as a percent)												2.88%
Senior Unsecured Notes | Senior Unsecured Notes 5.25% | Subsequent Event
Debt Instrument [Line Items]
Face amount				$ 400,000
Interest rate (as a percent)				5.25%
Senior Unsecured Notes | Senior Unsecured Notes 3.40%
Debt Instrument [Line Items]
Face amount							$ 251,806
Interest rate (as a percent)							3.40%
Senior Unsecured Notes | Senior Unsecured Notes 4.00%
Debt Instrument [Line Items]
Face amount							$ 298,194
Interest rate (as a percent)							4.00%
Senior Unsecured Notes | Senior Unsecured Notes 4.25%
Debt Instrument [Line Items]
Face amount								$ 188,000
Interest rate (as a percent)								4.25%
Senior Unsecured Notes | Senior Unsecured Notes 4.20%
Debt Instrument [Line Items]
Face amount								$ 149,000
Interest rate (as a percent)								4.20%
Senior Unsecured Notes | Senior Unsecured Notes 3.88%
Debt Instrument [Line Items]
Face amount								$ 331,000
Interest rate (as a percent)								3.88%
Senior Unsecured Notes | Senior Unsecured Notes 4.25%
Debt Instrument [Line Items]
Face amount									$ 112,000
Interest rate (as a percent)									4.25%
Senior Unsecured Notes | Senior Unsecured Notes 4.20%
Debt Instrument [Line Items]
Face amount									$ 201,000
Interest rate (as a percent)									4.20%
Senior Unsecured Notes | Senior Unsecured Notes 3.88%
Debt Instrument [Line Items]
Face amount									$ 469,000
Interest rate (as a percent)									3.88%
Senior Unsecured Notes | Senior Unsecured Note 3.15%
Debt Instrument [Line Items]
Face amount										$ 300,000
Interest rate (as a percent)										3.15%
Senior Unsecured Notes | Senior Unsecured Notes 4.25%
Debt Instrument [Line Items]
Face amount											$ 250,000
Interest rate (as a percent)											4.25%
Senior Unsecured Notes | Senior Notes During Year Ended December 31, 2021
Debt Instrument [Line Items]
Loss on extinguishment of debt		$ 225,000
Senior Unsecured Notes | Senior Notes During Year Ended December 31, 2020
Debt Instrument [Line Items]
Loss on extinguishment of debt			$ 44,000

XML

Debt - Mortgage Debt (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) derivative_held facility	Dec. 31, 2021 USD ($) derivative_held facility	Dec. 31, 2020 USD ($)	Aug. 31, 2022 derivative_held	Apr. 30, 2022 derivative_held	Apr. 30, 2021 USD ($)	Jun. 23, 2020 USD ($)
Debt Instrument [Line Items]
Long-term debt, gross	$ 6,540,817
Cash Flow Hedging
Debt Instrument [Line Items]
Number of interest-rate contracts held | derivative_held	2
Interest rate swap instruments
Debt Instrument [Line Items]
Number of interest-rate contracts held | derivative_held		0
Interest rate swap instruments | Designated as Hedging Instrument
Debt Instrument [Line Items]
Number of interest-rate contracts held | derivative_held				2
Interest rate swap instruments | Cash Flow Hedging | Designated as Hedging Instrument
Debt Instrument [Line Items]
Number of interest-rate contracts held | derivative_held					2
Medical Office | Mortgage Debt
Debt Instrument [Line Items]
Face amount						$ 142,000
Mortgage Debt
Debt Instrument [Line Items]
Long-term debt, gross	$ 345,211	$ 350,000
Number of healthcare facilities used to secure debt (in facilities) | facility	18	18
Debt instrument, collateral, healthcare facilities carrying value	$ 793,000	$ 811,000
Debt instrument, periodic payment, principal	5,000	9,000	$ 5,000
Senior Unsecured Notes
Debt Instrument [Line Items]
Long-term debt, gross	$ 4,700,000	$ 4,700,000
Senior Unsecured Notes | Senior Unsecured Notes 2.88%
Debt Instrument [Line Items]
Face amount							$ 600,000
Interest rate (as a percent)							2.88%

XML

Debt - Schedule of Debt Maturities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
2023	$ 90,089
2024	7,024
2025	803,209
2026	1,890,129
2027	950,366
Thereafter	2,800,000
Long-term debt, gross	6,540,817
Premiums, (discounts), and debt issuance costs, net	(43,204)
Long-term debt	$ 6,497,613
Weighted-average interest rate (as a percent)	4.90%	0.32%
Bank Line of Credit
Debt Instrument [Line Items]
2023	$ 0
2024	0
2025	0
2026	0
2027	0
Thereafter	0
Long-term debt, gross	0
Premiums, (discounts), and debt issuance costs, net	0
Long-term debt	0
Commercial Paper
Debt Instrument [Line Items]
2023	0
2024	0
2025	0
2026	995,606
2027	0
Thereafter	0
Long-term debt, gross	995,606
Premiums, (discounts), and debt issuance costs, net	0
Long-term debt	995,606
Term Loans
Debt Instrument [Line Items]
2023	0
2024	0
2025	0
2026	0
2027	500,000
Thereafter	0
Long-term debt, gross	500,000
Premiums, (discounts), and debt issuance costs, net	(4,043)
Long-term debt	495,957
Senior Unsecured Notes
Debt Instrument [Line Items]
2023	0
2024	0
2025	800,000
2026	650,000
2027	450,000
Thereafter	2,800,000
Long-term debt, gross	4,700,000	$ 4,700,000
Premiums, (discounts), and debt issuance costs, net	(40,549)
Long-term debt	$ 4,659,451
Weighted-average interest rate (as a percent)	3.37%
Weighted-average maturity	6 years
Senior Unsecured Notes | 2023
Debt Instrument [Line Items]
Interest rate (as a percent)	0.00%
Senior Unsecured Notes | 2024
Debt Instrument [Line Items]
Interest rate (as a percent)	0.00%
Senior Unsecured Notes | 2025
Debt Instrument [Line Items]
Interest rate (as a percent)	3.92%
Senior Unsecured Notes | 2026
Debt Instrument [Line Items]
Interest rate (as a percent)	3.40%
Senior Unsecured Notes | 2027
Debt Instrument [Line Items]
Interest rate (as a percent)	1.54%
Senior Unsecured Notes | Thereafter
Debt Instrument [Line Items]
Interest rate (as a percent)	3.50%
Senior Unsecured Notes | Minimum
Debt Instrument [Line Items]
Interest rate (as a percent)	1.54%
Senior Unsecured Notes | Maximum
Debt Instrument [Line Items]
Interest rate (as a percent)	6.87%
Mortgage Debt
Debt Instrument [Line Items]
2023	$ 90,089
2024	7,024
2025	3,209
2026	244,523
2027	366
Thereafter	0
Long-term debt, gross	345,211	$ 350,000
Premiums, (discounts), and debt issuance costs, net	1,388
Long-term debt	$ 346,599
Weighted-average interest rate (as a percent)	4.33%
Weighted-average maturity	3 years
Mortgage Debt | 2023
Debt Instrument [Line Items]
Interest rate (as a percent)	3.80%
Mortgage Debt | 2024
Debt Instrument [Line Items]
Interest rate (as a percent)	6.14%
Mortgage Debt | 2025
Debt Instrument [Line Items]
Interest rate (as a percent)	3.82%
Mortgage Debt | 2026
Debt Instrument [Line Items]
Interest rate (as a percent)	4.48%
Mortgage Debt | 2027
Debt Instrument [Line Items]
Interest rate (as a percent)	5.91%
Mortgage Debt | Thereafter
Debt Instrument [Line Items]
Interest rate (as a percent)	0.00%
Mortgage Debt | Minimum
Debt Instrument [Line Items]
Interest rate (as a percent)	3.44%
Mortgage Debt | Maximum
Debt Instrument [Line Items]
Interest rate (as a percent)	7.93%

XML

Commitments and Contingencies - DownREIT LLCs (Details)	Dec. 31, 2022 property
Life Science JV | Life Science
Loss Contingencies [Line Items]
Investment ownership percentage	49.00%
Indemnification Agreement
Loss Contingencies [Line Items]
Number of properties may be contributed in the agreement	29

XML

Commitments and Contingencies - Schedule of Contractual Obligation (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Other Commitments [Line Items]
Commitments	$ 292,188
Development and redevelopment commitments
Other Commitments [Line Items]
Commitments	219,059
Lease and other contractual commitments
Other Commitments [Line Items]
Commitments	33,164
Construction loan commitments
Other Commitments [Line Items]
Commitments	$ 39,965

XML

Commitments and Contingencies - Credit Enhancement Guarantee (Details) $ in Millions	1 Months Ended
	Oct. 31, 2020 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Transaction cost	$ 11

XML

Equity and Redeemable Noncontrolling Interests - Dividends (Details) - $ / shares		12 Months Ended
	Feb. 01, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Subsequent Event [Line Items]
Dividends declared per common share (in dollars per share)		$ 1.20	$ 1.20	$ 1.48
Subsequent Event
Subsequent Event [Line Items]
Dividends declared per common share (in dollars per share)	$ 0.30

XML

Equity and Redeemable Noncontrolling Interests - ATM Program (Details) - USD ($)		1 Months Ended	12 Months Ended
	Apr. 30, 2021	May 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Subsidiary or Equity Method Investee [Line Items]
Issuance of common stock, net			$ 309,417,000	$ 1,745,000	$ 1,067,071,000
At-The-Market Program
Subsidiary or Equity Method Investee [Line Items]
Aggregate amount authorized	$ 1,250,000,000	$ 1,500,000,000
Aggregate amount remaining			$ 1,180,000,000
Maximum shares issuable under forward equity sales agreement (in shares)			9,100,000	9,100,000	2,000,000
Forward rate per share (in dollars per share)			$ 34.01	$ 35.25	$ 35.23
Settlement alternatives, fair value (in shares)				0
Forward contract, outstanding (in shares)			0		0
Issuance of common stock, net			$ 308,000,000
At-The-Market Program | Previous 2019 ATM Program
Subsidiary or Equity Method Investee [Line Items]
Forward rate per share (in dollars per share)					$ 31.38
Settlement alternatives, fair value (in shares)					16,800,000
Issuance of common stock, net					$ 528,000,000
At-The-Market Program | Minimum
Subsidiary or Equity Method Investee [Line Items]
Option indexed to issuers equity, term			1 year
At-The-Market Program | Maximum
Subsidiary or Equity Method Investee [Line Items]
Option indexed to issuers equity, term			2 years
ATM Direct Issuances | Common Stock
Subsidiary or Equity Method Investee [Line Items]
Issuance of common stock, net (in shares)			0	0	0

XML

Equity and Redeemable Noncontrolling Interests - Forward Equity Offering (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	12 Months Ended			14 Months Ended
	Nov. 30, 2019	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2020
Noncontrolling Interest [Line Items]
Issuance of common stock, net		$ 309,417	$ 1,745	$ 1,067,071
2019 Forward Equity Offering
Noncontrolling Interest [Line Items]
Maximum shares issuable under forward equity sales agreement (in shares)	15,600,000
Forward rate per share (in dollars per share)	$ 34.46
Settlement alternatives, fair value (in shares)				15,600,000	15,600,000
Issuance of common stock, net				$ 534,000	$ 1,060,000
Issuance of common stock, net (in shares)		0	0	0
2019 Forward Equity Offering | Maximum
Noncontrolling Interest [Line Items]
Sale of stock (in dollars per share)				$ 34.18	$ 34.18

XML

Equity and Redeemable Noncontrolling Interests - Share Repurchase Program (Details) - USD ($) $ / shares in Units, shares in Millions	12 Months Ended
	Dec. 31, 2022	Aug. 01, 2022
Equity [Abstract]
Stock repurchase program, authorized amount		$ 500,000,000
Common stock repurchased (in shares)	2.1
Average cost per share (in dollars per share)	$ 27.16
Stock repurchase program, total value	$ 56,000,000
Stock repurchase program, remaining authorized repurchase amount	$ 444,000,000

XML

Equity and Redeemable Noncontrolling Interests - Schedule of Other Common Stock Activities (Details) - Common Stock - shares shares in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Class of Stock [Line Items]
Dividend Reinvestment and Stock Purchase Plan (in shares)	59	81	181
Conversion of DownREIT units (in shares)	27	8	120
Exercise of stock options (in shares)	0	97	54
Vesting of restricted stock units (in shares)	820	924	668
Repurchase of common stock (in shares)	2,418	418	298

XML

Equity and Redeemable Noncontrolling Interests - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) plan_participant	Dec. 31, 2021 USD ($)
Equity [Abstract]
Unrealized gains (losses) on derivatives, net	$ 30,145	$ 0
Supplemental Executive Retirement Plan minimum liability	(2,011)	(3,147)
Total accumulated other comprehensive income (loss)	$ 28,134	$ (3,147)
Number of plan participants | plan_participant	1

XML

Equity and Redeemable Noncontrolling Interests - Noncontrolling Interests Narrative (Details) $ in Thousands, shares in Millions	12 Months Ended		24 Months Ended
	Dec. 31, 2022 USD ($) entity interest shares	Dec. 31, 2021 USD ($) interest shares	Dec. 31, 2024 interest
Noncontrolling Interest [Line Items]
Number of redeemable noncontrolling interest redemptions | interest	1	1
Payments for redeemable noncontrolling interest		$ 60,000
Number of redeemable noncontrolling interests, redeemable over time | interest	3
Non-managing member unitholders	$ 200,176	$ 201,056
Forecast
Noncontrolling Interest [Line Items]
Number of redeemable noncontrolling interests, redeemable over time | interest			2
Total Noncontrolling Interests
Noncontrolling Interest [Line Items]
Non-managing members DownREIT units outstanding (in shares) | shares	5	5
Conversion of DownREIT units (in shares) | shares	7
Number of DownREIT LLCs (in entities) | entity	7,000,000
Non-managing member unitholders	$ 200,000	$ 201,000
DownREIT unit, fair value	$ 183,000	$ 264,000

XML

Earnings Per Common Share - Additional Information (Details) - shares shares in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Weighted-average incremental shares from forward equity sales agreements (in shares)	0	1	201
Down REIT
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	7,000	7,000	7,000

XML

Earnings Per Common Share - Computation of EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Numerator
Income (loss) from continuing operations	$ 9,929	$ 359,284	$ 69,301	$ 75,026	$ 28,943	$ 61,305	$ 168,065	$ (120,585)	$ 513,540	$ 137,728	$ 160,507
Noncontrolling interests’ share in continuing operations									(15,975)	(17,851)	(14,394)
Income (loss) from continuing operations attributable to Healthpeak Properties, Inc.									497,565	119,877	146,113
Less: Participating securities’ share in continuing operations									(2,657)	(3,269)	(2,416)
Income (loss) from continuing operations applicable to common shares									494,908	116,608	143,697
Income (loss) from discontinued operations	$ 873	$ (1,298)	$ 2,992	$ 317	$ 3,633	$ 601	$ 113,960	$ 270,008	2,884	388,202	267,746
Noncontrolling interests’ share in discontinued operations									0	(2,539)	(296)
Net income (loss) applicable to common shares									497,792	502,271	411,147
Net income (loss) applicable to common shares									$ 497,792	$ 502,271	$ 411,147
Denominator
Basic weighted average shares outstanding (in shares)									538,809	538,930	530,555
Dilutive potential common shares - equity awards (in shares)									338	310	300
Dilutive potential common shares - forward equity agreements (in shares)									0	1	201
Diluted (in shares)									539,147	539,241	531,056
Basic earnings (loss) per common share:
Continuing operations (in dollars per share)	$ 0.01	$ 0.66	$ 0.12	$ 0.13	$ 0.05	$ 0.10	$ 0.30	$ (0.23)	$ 0.92	$ 0.22	$ 0.27
Discontinued operations (in dollars per share)	0.00	0.00	0.01	0.00	0.00	0.00	0.21	0.50	0.00	0.71	0.50
Net income (loss) applicable to common shares (in dollars per share)									0.92	0.93	0.77
Diluted earnings (loss) per common share:
Continuing operations (in dollars per share)	0.01	0.65	0.12	0.13	0.05	0.10	0.30	(0.23)	0.92	0.22	0.27
Discontinued operations (in dollars per share)	$ 0.00	$ 0.00	$ 0.01	$ 0.00	$ 0.00	$ 0.00	$ 0.21	$ 0.50	0.00	0.71	0.50
Net income (loss) applicable to common shares (in dollars per share)									$ 0.92	$ 0.93	$ 0.77
Outstanding equity awards (in shares)									1,000	1,000	1,000
Forward sales agreements that have not been settled (in shares)									9,100
Forward sales agreements that have been settled (in shares)										9,100	32,000

XML

Compensation Plans - Stock Based Compensation (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	May 01, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense recognized	$ 32	$ 23	$ 21
Share-based payment arrangement, amount capitalized	4	$ 3	$ 2
Accelerated cost	10
Nonvested award, cost not yet recognized, amount	$ 19
Total unrecognized compensation cost, period of recognition	1 year 6 months
Accounts Payable and Accrued Liabilities
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Severance costs	$ 15
2006 Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of shares available for future awards (in shares)				0
2014 Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of shares available for future awards (in shares)	25,000,000
Maximum number of shares reserved for awards (in shares)	33,000,000
Maximum number of shares available for future awards to be issued as restricted stock and performance restricted stock unit (in shares)	16,000,000

XML

Compensation Plans - Departure of Executives (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Accelerated cost		$ 10
General and Administrative Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Severance costs	$ 33

XML

Compensation Plans - Stock Options (Details) - USD ($) shares in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of stock options shares exercisable (in shares)	0.3	0.4
Total share-based compensation expense recognized	$ 32,000,000	$ 23,000,000	$ 21,000,000
Common Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of stock options shares outstanding (in shares)	0.3	0.4
Proceeds received from options exercised	$ 0	$ 3,000,000	2,000,000
Total share-based compensation expense recognized	$ 0	$ 0	$ 0

XML

Compensation Plans - Restricted Stock Awards (Details) - USD ($) shares in Thousands, $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Restricted Shares | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based awards, vesting period	3 years
Restricted Shares | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based awards, vesting period	6 years
Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based awards, vesting period	3 years
Expected term	3 years	3 years	3 years
Volatility rate	38.90%	39.10%	20.00%
Expected dividend yield	3.50%	4.00%	4.20%
Risk free interest rate	1.80%	0.20%	1.40%
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Discount for Postvesting Restrictions	5.80%	12.90%	0.00%
Performance Shares | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of performance metrics during performance period	0.00%
Performance Shares | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of performance metrics during performance period	200.00%
Restricted Stock and Performance Based Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total grant date fair value	$ 27	$ 23	$ 24
Total fair values (at vesting) of restricted stock and restricted stock units vested	$ 27	$ 29	$ 20
Shares withheld to offset tax withholding obligations (in shares)	356	418	298

XML

Compensation Plans - Schedule of Restricted Stock and RSUs Activity (Details) - Restricted Stock Units shares in Thousands	12 Months Ended
	Dec. 31, 2022 $ / shares shares
Unvested restricted stock and performance restricted stock units activity
Unvested at the beginning of the period (in shares) | shares	1,692
Granted (in shares) | shares	983
Vested (in shares) | shares	(820)
Forfeited (in shares) | shares	(146)
Unvested at the end of the period (in shares) | shares	1,709
Weighted Average Grant Date Fair Value
Unvested at the beginning of the period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares	$ 33.72
Granted, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares	32.94
Vested, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares	32.87
Forfeited, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares	34.02
Unvested at the end of the period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares	$ 33.66

XML

Segment Disclosures - Narrative (Details) $ in Millions	Dec. 31, 2022 USD ($) property	Dec. 31, 2021 USD ($)
Segment Reporting Information [Line Items]
Number of facilities owned by unconsolidated joint venture | property	19
Goodwill	$ 18	$ 18
Medical Office | Operating segment
Segment Reporting Information [Line Items]
Goodwill	14	14
CCRC | Operating segment
Segment Reporting Information [Line Items]
Goodwill	2	2
Other Non-Reporting Segment | Operating segment
Segment Reporting Information [Line Items]
Goodwill	$ 2	$ 2

XML

Segment Disclosures - Summary Information for the Reportable Segments (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended								12 Months Ended
	Jul. 31, 2022	Jan. 31, 2022	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Total revenues			$ 524,468	$ 520,406	$ 517,932	$ 498,372	$ 483,205	$ 481,465	$ 476,238	$ 455,276	$ 2,061,178	$ 1,896,184	$ 1,644,875
Government grant income											6,765	1,412	16,198
Less: Interest income											(23,300)	(37,773)	(16,553)
Healthpeak’s share of unconsolidated joint venture total revenues											86,805	83,377	112,635
Healthpeak’s share of unconsolidated joint venture government grant income											878	1,749	1,279
Noncontrolling interests’ share of consolidated joint venture total revenues											(35,985)	(35,655)	(34,836)
Operating expenses											(862,991)	(773,279)	(782,541)
Healthpeak’s share of unconsolidated joint venture operating expenses											(61,693)	(61,515)	(87,170)
Noncontrolling interests’ share of consolidated joint venture operating expenses											10,404	10,158	10,354
Adjustments to NOI											(75,798)	(54,513)	71,828
Adjusted NOI											1,106,263	1,030,145	936,069
Plus: Adjustments to NOI											75,798	54,513	(71,828)
Interest income											23,300	37,773	16,553
Interest expense											(172,944)	(157,980)	(218,336)
Depreciation and amortization											(710,569)	(684,286)	(553,949)
General and administrative											(131,033)	(98,303)	(93,237)
Transaction costs											(4,853)	(1,841)	(18,342)
Impairments and loan loss reserves, net											(7,004)	(23,160)	(42,909)
Gain (loss) on sales of real estate, net											9,078	190,590	90,350
Gain (loss) on debt extinguishments											0	(225,824)	(42,912)
Other income (expense), net											326,268	6,266	234,684
Less: Government grant income											(6,765)	(1,412)	(16,198)
Less: Healthpeak’s share of unconsolidated joint venture NOI											(25,990)	(23,611)	(26,744)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI											25,581	25,497	24,482
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures											507,130	128,367	217,683
Income tax benefit (expense)											4,425	3,261	9,423
Equity income (loss) from unconsolidated joint ventures											1,985	6,100	(66,599)
Income (loss) from continuing operations			9,929	359,284	69,301	75,026	28,943	61,305	168,065	(120,585)	513,540	137,728	160,507
Income (loss) from discontinued operations			873	(1,298)	2,992	317	3,633	601	113,960	270,008	2,884	388,202	267,746
Net income (loss)			$ 10,802	$ 357,986	72,293	$ 75,343	$ 32,576	$ 61,906	$ 282,025	$ 149,423	516,424	525,930	428,253
Tax benefit recognized in conjunction with internal restructuring activities													51,000
Valuation allowance on deferred assets no longer realized													33,000
Tax benefit recognized from CARES Act													3,700
Corporate Non-segment
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Total revenues											0	0	0
Government grant income											0	0	0
Less: Interest income											0	0	0
Healthpeak’s share of unconsolidated joint venture total revenues											0	0	0
Healthpeak’s share of unconsolidated joint venture government grant income											0	0	0
Noncontrolling interests’ share of consolidated joint venture total revenues											0	0	0
Operating expenses											0	0	0
Healthpeak’s share of unconsolidated joint venture operating expenses											0	0	0
Noncontrolling interests’ share of consolidated joint venture operating expenses											0	0	0
Adjustments to NOI											0	0	0
Adjusted NOI											0	0	0
Plus: Adjustments to NOI											0	0	0
Interest income											0	0	0
Interest expense											(158,535)	(147,210)	(210,475)
Depreciation and amortization											0	0	0
General and administrative											(131,033)	(98,303)	(93,237)
Transaction costs											(2,486)	0	0
Impairments and loan loss reserves, net											0	0	0
Gain (loss) on sales of real estate, net											0	0	0
Gain (loss) on debt extinguishments												(225,824)	(42,912)
Other income (expense), net											3,013	6,309	5,133
Less: Government grant income											0	0	0
Less: Healthpeak’s share of unconsolidated joint venture NOI											0	0	0
Plus: Noncontrolling interests’ share of consolidated joint venture NOI											0	0	0
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures											(289,041)	(465,028)	(341,491)
Income tax benefit (expense)											4,425	3,261	9,423
Equity income (loss) from unconsolidated joint ventures											0	0	0
Income (loss) from continuing operations											(284,616)	(461,767)	(332,068)
Income (loss) from discontinued operations											2,884	388,202	267,746
Net income (loss)											(281,732)	(73,565)	(64,322)
Life Science
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Gain (loss) on sales of real estate, net		$ 4,000
Life Science | Operating Segment
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Total revenues											817,573	715,844	569,296
Government grant income											0	0	0
Less: Interest income											0	0	0
Healthpeak’s share of unconsolidated joint venture total revenues											9,921	5,757	448
Healthpeak’s share of unconsolidated joint venture government grant income											0	0	0
Noncontrolling interests’ share of consolidated joint venture total revenues											(268)	(292)	(239)
Operating expenses											(209,143)	(169,044)	(138,005)
Healthpeak’s share of unconsolidated joint venture operating expenses											(2,883)	(1,836)	(137)
Noncontrolling interests’ share of consolidated joint venture operating expenses											87	87	72
Adjustments to NOI											(62,754)	(46,589)	(20,133)
Adjusted NOI											552,533	503,927	411,302
Plus: Adjustments to NOI											62,754	46,589	20,133
Interest income											0	0	0
Interest expense											0	(232)	(234)
Depreciation and amortization											(302,649)	(303,196)	(217,921)
General and administrative											0	0	0
Transaction costs											(387)	(24)	(236)
Impairments and loan loss reserves, net											0	0	(14,671)
Gain (loss) on sales of real estate, net											3,744	0	0
Gain (loss) on debt extinguishments												0	0
Other income (expense), net											311,939	55	0
Less: Government grant income											0	0	0
Less: Healthpeak’s share of unconsolidated joint venture NOI											(7,038)	(3,921)	(311)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI											181	205	167
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures											621,077	243,403	198,229
Income tax benefit (expense)											0	0	0
Equity income (loss) from unconsolidated joint ventures											(972)	1,118	(40)
Income (loss) from continuing operations											620,105	244,521	198,189
Income (loss) from discontinued operations											0	0	0
Net income (loss)											620,105	244,521	198,189
Medical Office
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Gain (loss) on sales of real estate, net	$ 1,000				$ 10,000
Medical Office | Operating Segment
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Total revenues											725,370	671,242	622,398
Government grant income											0	0	0
Less: Interest income											0	0	0
Healthpeak’s share of unconsolidated joint venture total revenues											2,999	2,882	2,772
Healthpeak’s share of unconsolidated joint venture government grant income											0	0	0
Noncontrolling interests’ share of consolidated joint venture total revenues											(35,717)	(35,363)	(34,597)
Operating expenses											(253,309)	(223,383)	(204,008)
Healthpeak’s share of unconsolidated joint venture operating expenses											(1,178)	(1,174)	(1,129)
Noncontrolling interests’ share of consolidated joint venture operating expenses											10,317	10,071	10,282
Adjustments to NOI											(15,513)	(11,118)	(5,544)
Adjusted NOI											432,969	413,157	390,174
Plus: Adjustments to NOI											15,513	11,118	5,544
Interest income											0	0	0
Interest expense											(6,900)	(2,837)	(400)
Depreciation and amortization											(279,546)	(255,746)	(222,165)
General and administrative											0	0	0
Transaction costs											(1,255)	(323)	0
Impairments and loan loss reserves, net											0	(21,577)	(10,208)
Gain (loss) on sales of real estate, net											10,659	190,590	90,390
Gain (loss) on debt extinguishments												0	0
Other income (expense), net											12,709	(2,725)	0
Less: Government grant income											0	0	0
Less: Healthpeak’s share of unconsolidated joint venture NOI											(1,821)	(1,708)	(1,643)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI											25,400	25,292	24,315
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures											207,728	355,241	276,007
Income tax benefit (expense)											0	0	0
Equity income (loss) from unconsolidated joint ventures											852	794	798
Income (loss) from continuing operations											208,580	356,035	276,805
Income (loss) from discontinued operations											0	0	0
Net income (loss)											208,580	356,035	276,805
CCRC | Operating Segment
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Total revenues											494,935	471,325	436,494
Government grant income											6,765	1,412	16,198
Less: Interest income											0	0	0
Healthpeak’s share of unconsolidated joint venture total revenues											0	6,903	35,392
Healthpeak’s share of unconsolidated joint venture government grant income											380	200	920
Noncontrolling interests’ share of consolidated joint venture total revenues											0	0	0
Operating expenses											(400,539)	(380,865)	(440,528)
Healthpeak’s share of unconsolidated joint venture operating expenses											0	(6,639)	(32,125)
Noncontrolling interests’ share of consolidated joint venture operating expenses											0	0	0
Adjustments to NOI											2,300	3,241	97,072
Adjusted NOI											103,841	95,577	113,423
Plus: Adjustments to NOI											(2,300)	(3,241)	(97,072)
Interest income											0	0	0
Interest expense											(7,509)	(7,701)	(7,227)
Depreciation and amortization											(128,374)	(125,344)	(113,851)
General and administrative											0	0	0
Transaction costs											(725)	(1,445)	(17,994)
Impairments and loan loss reserves, net											0	0	0
Gain (loss) on sales of real estate, net											0	0	0
Gain (loss) on debt extinguishments												0	0
Other income (expense), net											(1,380)	2,141	187,844
Less: Government grant income											(6,765)	(1,412)	(16,198)
Less: Healthpeak’s share of unconsolidated joint venture NOI											(380)	(464)	(4,187)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI											0	0	0
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures											(43,592)	(41,889)	44,738
Income tax benefit (expense)											0	0	0
Equity income (loss) from unconsolidated joint ventures											539	1,484	(1,547)
Income (loss) from continuing operations											(43,053)	(40,405)	43,191
Income (loss) from discontinued operations											0	0	0
Net income (loss)											(43,053)	(40,405)	43,191
Other Non-Reporting Segment | Operating Segment
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Total revenues											23,300	37,773	16,687
Government grant income											0	0	0
Less: Interest income											(23,300)	(37,773)	(16,553)
Healthpeak’s share of unconsolidated joint venture total revenues											73,885	67,835	74,023
Healthpeak’s share of unconsolidated joint venture government grant income											498	1,549	359
Noncontrolling interests’ share of consolidated joint venture total revenues											0	0	0
Operating expenses											0	13	0
Healthpeak’s share of unconsolidated joint venture operating expenses											(57,632)	(51,866)	(53,779)
Noncontrolling interests’ share of consolidated joint venture operating expenses											0	0	0
Adjustments to NOI											169	(47)	433
Adjusted NOI											16,920	17,484	21,170
Plus: Adjustments to NOI											(169)	47	(433)
Interest income											23,300	37,773	16,553
Interest expense											0	0	0
Depreciation and amortization											0	0	(12)
General and administrative											0	0	0
Transaction costs											0	(49)	(112)
Impairments and loan loss reserves, net											(7,004)	(1,583)	(18,030)
Gain (loss) on sales of real estate, net											(5,325)	0	(40)
Gain (loss) on debt extinguishments												0	0
Other income (expense), net											(13)	486	41,707
Less: Government grant income											0	0	0
Less: Healthpeak’s share of unconsolidated joint venture NOI											(16,751)	(17,518)	(20,603)
Plus: Noncontrolling interests’ share of consolidated joint venture NOI											0	0	0
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures											10,958	36,640	40,200
Income tax benefit (expense)											0	0	0
Equity income (loss) from unconsolidated joint ventures											1,566	2,704	(65,810)
Income (loss) from continuing operations											12,524	39,344	(25,610)
Income (loss) from discontinued operations											0	0	0
Net income (loss)											$ 12,524	$ 39,344	$ (25,610)

XML

Segment Disclosures - Revenues and Assets by Segment (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Segment Disclosure
Total assets	$ 15,771,229	$ 15,257,519
Assets held for sale and discontinued operations, net	49,866	37,190
Operating segment
Segment Disclosure
Gross assets	17,588,155	16,643,879
Accumulated depreciation and amortization	(3,540,362)	(3,125,416)
Total assets	14,047,793	13,518,463
Operating segment | Life Science
Segment Disclosure
Gross assets	9,019,271	8,257,990
Operating segment | Medical Office
Segment Disclosure
Gross assets	6,291,986	6,152,512
Operating segment | CCRC
Segment Disclosure
Gross assets	2,276,898	2,233,377
Operating segment | Other Non-reportable
Segment Disclosure
Total assets	744,550	794,172
Other non-segment
Segment Disclosure
Total assets	$ 929,020	$ 907,694

XML

Income Taxes - Schedule of Common Stock Distribution (Details) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Dividends Payable [Line Items]
Dividends (in dollars per share)	$ 1.200000	$ 1.200000	$ 1.480000
Qualified business income for purpose of Code Section 199A (in dollars per share)	0.872948	0.137064	0.713864
Qualified dividend income for purposes of Code Section 1(h)(11) (in dollars per share)		0.015272
Unrecaptured Section 1250 gain (in dollars per share)	$ 0.017760	$ 0.379960	$ 0.221420
Section 1231, capital distribution percentage	89.6708%
Section 897, capital distribution percentage	10.3292%	100.00%	100.00%
Ordinary dividends
Dividends Payable [Line Items]
Dividends (in dollars per share)	$ 0.872948	$ 0.152336	$ 0.713864
Capital gains
Dividends Payable [Line Items]
Dividends (in dollars per share)	0.183208	0.379960	0.529796
Nondividend distributions
Dividends Payable [Line Items]
Dividends (in dollars per share)	$ 0.143844	$ 0.667704	$ 0.236340

XML

Income Taxes - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Operating Loss Carryforwards [Line Items]
Income (loss) from continuing operations before income taxes	$ 509,000,000	$ 134,000,000	$ 151,000,000
Income (loss) before income taxes	507,130,000	128,367,000	217,683,000
Income tax benefit (expense)	300,000	1,000,000	10,000,000
Deferred income tax expense (benefit)	(6,001,000)	(5,792,000)	(14,573,000)
Net operating loss carryforward	62,280,000	71,744,000	68,444,000
Unrecognized tax benefits	0	469,000	469,000	$ 469,000
Down REIT
Operating Loss Carryforwards [Line Items]
Income (loss) from continuing operations before income taxes	527,000,000	150,000,000	80,000,000
TRS
Operating Loss Carryforwards [Line Items]
Income (loss) before income taxes	(18,000,000)	(16,000,000)	71,000,000
Deferred income tax expense (benefit)	26,000,000	$ 36,000,000	$ 33,000,000
Net operating loss carryforward	249,000,000
Net operating loss carryforwards subject to expiration	15,000,000
Net operating loss carryforwards not subject to expiration	$ 234,000,000

XML

Income Taxes - Schedule of Income Tax (Expense) Benefit (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Current
Federal	$ (632)	$ (126)	$ 9,164
State	(689)	(1,003)	(1,431)
Total current	(1,321)	(1,129)	7,733
Deferred
Federal	3,157	3,469	2,849
State	2,589	921	(1,159)
Total deferred	5,746	4,390	1,690
Total income tax benefit (expense) from continuing operations	$ 4,425	$ 3,261	$ 9,423

XML

Income Taxes - Schedule of Income Tax Expense (Benefit) Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Tax benefit (expense) at U.S. federal statutory income tax rate on income or loss subject to tax	$ 3,698	$ 3,345	$ (15,016)
State income tax benefit (expense), net of federal tax	911	706	(4,211)
Gross receipts and margin taxes	(956)	(989)	(980)
Return to provision adjustments	1,260	(4)	(707)
Valuation allowance for deferred tax assets	194	203	(24,051)
Tax rate differential ─ NOL carryback under the CARES Act	0	0	3,732
Change in tax status of TRS	(682)	0	50,656
Total income tax benefit (expense) from continuing operations	$ 4,425	$ 3,261	$ 9,423

XML

Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets:
Deferred revenue	$ 102,504	$ 104,397	$ 103,713
Net operating loss carryforward	62,280	71,744	68,444
Expense accruals	12,399	14,229	15,478
Real estate	150	129	3,895
Investment in unconsolidated joint ventures	0	0	2,333
Other	689	0	0
Total deferred tax assets	178,022	190,499	193,863
Valuation allowance	(26,098)	(35,772)	(33,519)
Deferred tax assets, net of valuation allowance	151,924	154,727	160,344
Deferred tax liabilities:
Real estate	52,266	61,097	72,059
Other	674	648	1,094
Deferred tax liabilities	52,940	61,745	73,153
Net deferred tax assets	$ 98,984	$ 92,982	$ 87,191

XML

Income Taxes - Unrecognized Tax Benefits (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Total unrecognized tax benefits at January 1	$ 469,000	$ 469,000	$ 469,000
Gross amount of decreases for prior years’ tax positions	(469,000)	0	0
Total unrecognized tax benefits at December 31	$ 0	$ 469,000	$ 469,000

XML

Supplemental Cash Flow Information - Summary of Supplemental (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Supplemental cash flow information:
Interest paid, net of capitalized interest	$ 162,115	$ 173,044	$ 209,843
Income taxes paid (refunded)	(1,903)	4,521	(786)
Capitalized interest	41,046	24,084	27,041
Cash paid for amounts included in the measurement of lease liability for operating leases	12,594	10,620	9,940
Supplemental schedule of non-cash investing and financing activities:
Increase in ROU asset in exchange for new lease liability related to operating leases	9,454	28,866	32,208
Decrease in ROU asset with corresponding change in lease liability related to operating leases	0	8,410	0
Retained investment in connection with South San Francisco JVs transaction	293,265	0	0
Accrued construction costs	178,626	179,995	95,293
Net noncash impact from the consolidation of previously unconsolidated joint ventures	0	0	369,223
Refundable entrance fees assumed with real estate acquisitions	0	0	307,954
Seller financing provided on disposition of real estate asset	0	559,745	73,498
Mortgages assumed with real estate acquisitions	0	0	251,280
Carrying value of mortgages assumed by buyer in real estate dispositions	$ 0	$ 143,676	$ 0

XML

Supplemental Cash Flow Information - Summary of cash flow information discontinued operations (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Schedule of Equity Method Investments [Line Items]
Leasing costs, tenant improvements, and recurring capital expenditures	$ 108,510	$ 111,480	$ 94,121
Development, redevelopment, and other major improvements of real estate	861,636	610,555	791,566
Depreciation and amortization of real estate, in-place lease, and other intangibles	710,569	684,286	553,949
Discontinued Operations
Schedule of Equity Method Investments [Line Items]
Leasing costs, tenant improvements, and recurring capital expenditures	21	2,636	12,695
Development, redevelopment, and other major improvements of real estate	18	5,780	30,769
Depreciation and amortization of real estate, in-place lease, and other intangibles	$ 0	$ 0	$ 143,194

XML

Supplemental Cash Flow Information - Summary of cash equivalents and restricted cash (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Continuing operations
Cash and cash equivalents	$ 72,032	$ 158,287	$ 44,226	$ 80,398
Restricted cash	54,802	53,454	67,206	13,385
Cash, cash equivalents and restricted cash	126,834	211,741	111,432	93,783
Discontinued operations
Cash and cash equivalents	0	7,707	53,085	63,834
Restricted cash	0	0	17,168	27,040
Cash, cash equivalents and restricted cash	0	7,707	70,253	90,874
Cash and cash equivalents	72,032	165,994	97,311	144,232
Restricted cash	54,802	53,454	84,374	40,425
Cash, cash equivalents and restricted cash	$ 126,834	$ 219,448	$ 181,685	$ 184,657

XML

Variable Interest Entities - Narrative (Details) $ in Millions	1 Months Ended	12 Months Ended
	Dec. 31, 2021 USD ($) joint_venture	Dec. 31, 2022 USD ($) joint_venture hospital	Dec. 31, 2021 USD ($) property joint_venture
Variable Interest Entity [Line Items]
Number of hospitals | hospital		3
Carrying value of exchange accommodation titleholder, carrying value | $	$ 77		$ 77
Life Science | Needham Land Parcel JV
Variable Interest Entity [Line Items]
Investment ownership percentage	38.00%	38.00%	38.00%
Payments to acquire equity method investments | $	$ 13
Life Science | Life Science JV
Variable Interest Entity [Line Items]
Investment ownership percentage		49.00%
Medical Office
Variable Interest Entity [Line Items]
Number of properties acquired | property			2
Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Number of unconsolidated joint ventures | joint_venture	2	2	2
Number of VIE borrowers with marketable debt securities | joint_venture	1	1	1
Variable Interest Entity, Not Primary Beneficiary | Commercial Mortgage-Backed Securities
Variable Interest Entity [Line Items]
Debt securities | $		$ 22
Ventures V, LLC
Variable Interest Entity [Line Items]
Ownership percentage		51.00%
MSREI MOB JV
Variable Interest Entity [Line Items]
Ownership percentage		51.00%
DownREIT Partnerships
Variable Interest Entity [Line Items]
Controlling interest entity controlling ownership interest | joint_venture		7
Life Science JV
Variable Interest Entity [Line Items]
Ownership percentage		99.00%

XML

Variable Interest Entities - Schedule of Variable Interest Entities (Details) $ in Thousands	Dec. 31, 2022 USD ($)
CMBS and LLC investment
Variable Interest Entity [Line Items]
Maximum loss exposure and carrying amount	$ 36,874
Needham Land Parcel JV
Variable Interest Entity [Line Items]
Maximum loss exposure and carrying amount	$ 15,391

XML

Variable Interest Entities - Balance Sheet Disclosures (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
ASSETS
Buildings and improvements	$ 12,784,078	$ 12,025,271
Development costs and construction in progress	760,355	877,423
Land	2,667,188	2,603,964
Accumulated depreciation and amortization	(3,188,138)	(2,839,229)
Net real estate	13,023,483	12,667,429
Accounts receivable, net	53,436	48,691
Cash and cash equivalents	72,032	158,287	$ 44,226	$ 80,398
Intangible assets, net	418,061	519,760
Assets held for sale and discontinued operations, net	49,866	37,190
Right-of-use asset, net	237,318	233,942
Other assets, net	780,722	674,615
Total assets	15,771,229	15,257,519
LIABILITIES AND EQUITY
Mortgage debt	346,599	352,081
Intangible liabilities, net	156,193	177,232
Liabilities related to assets held for sale and discontinued operations, net	4,070	15,056
Lease liability	208,515	204,547
Accounts payable, accrued liabilities, and other liabilities	772,485	755,384
Deferred revenue	844,076	789,207
Total liabilities	8,482,952	8,111,415
Variable Interest Entity
ASSETS
Buildings and improvements	2,356,905	2,303,920
Development costs and construction in progress	58,499	82,303
Land	324,714	548,168
Accumulated depreciation and amortization	(623,244)	(551,097)
Net real estate	2,116,874	2,383,294
Accounts receivable, net	6,893	5,455
Cash and cash equivalents	20,586	22,295
Restricted cash	354	114
Intangible assets, net	73,860	117,180
Assets held for sale and discontinued operations, net	30,355	754
Right-of-use asset, net	99,376	107,993
Other assets, net	73,690	62,886
Total assets	2,421,988	2,699,971
LIABILITIES AND EQUITY
Mortgage debt	144,604	144,350
Intangible liabilities, net	15,066	23,909
Liabilities related to assets held for sale and discontinued operations, net	401	1,677
Lease liability	99,039	99,213
Accounts payable, accrued liabilities, and other liabilities	68,979	58,440
Deferred revenue	39,661	21,546
Total liabilities	367,750	349,135
Discontinued Operations | Variable Interest Entity
ASSETS
Buildings and improvements	39,934	0
Development costs and construction in progress	0	0
Land	1,926	0
Accumulated depreciation and amortization	(15,612)	0
Net real estate	26,248	0
Accounts receivable, net	0	62
Cash and cash equivalents	0	59
Intangible assets, net	215	0
Other assets, net	3,892	633
Total assets	30,355	754
LIABILITIES AND EQUITY
Accounts payable, accrued liabilities, and other liabilities	0	1,677
Deferred revenue	401	0
Total liabilities	$ 401	$ 1,677

XML

Concentration of Credit Risk - Schedule of Geographical Concentration of Credit Risk (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Percentage of Total Company Revenues | Customer Concentration Risk | Life Science | Largest Tenant
Concentration Risk [Line Items]
Concentration risk (as a percent)	2.00%
Percentage of Total Company Revenues | Customer Concentration Risk | Medical Office | Largest Tenant
Concentration Risk [Line Items]
Concentration risk (as a percent)	8.00%
California | Percentage of Total Company Assets | Geographic Concentration Risk | Continuing Operations
Concentration Risk [Line Items]
Concentration risk (as a percent)	37.00%	34.00%
California | Percentage of Total Company Revenues | Geographic Concentration Risk | Continuing Operations
Concentration Risk [Line Items]
Concentration risk (as a percent)	31.00%	28.00%	21.00%
Florida | Percentage of Total Company Assets | Geographic Concentration Risk | Continuing Operations
Concentration Risk [Line Items]
Concentration risk (as a percent)	10.00%	11.00%
Florida | Percentage of Total Company Revenues | Geographic Concentration Risk | Continuing Operations
Concentration Risk [Line Items]
Concentration risk (as a percent)	18.00%	17.00%	14.00%
Texas | Percentage of Total Company Assets | Geographic Concentration Risk | Continuing Operations
Concentration Risk [Line Items]
Concentration risk (as a percent)	10.00%	10.00%
Texas | Percentage of Total Company Revenues | Geographic Concentration Risk | Continuing Operations
Concentration Risk [Line Items]
Concentration risk (as a percent)	11.00%	11.00%	9.00%
Massachusetts | Percentage of Total Company Assets | Geographic Concentration Risk | Continuing Operations
Concentration Risk [Line Items]
Concentration risk (as a percent)	17.00%	16.00%
Massachusetts | Percentage of Total Company Revenues | Geographic Concentration Risk | Continuing Operations
Concentration Risk [Line Items]
Concentration risk (as a percent)	10.00%	9.00%	4.00%

XML

Fair Value Measurements (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Summary of financial instruments
Bank line of credit and commercial paper	$ 995,606	$ 1,165,975
Senior unsecured notes	4,659,451	4,651,933
Mortgage debt	346,599	352,081
Carrying Value
Summary of financial instruments
Loans receivable, net	374,832	415,811
Marketable debt securities	21,702	21,003
Bank line of credit and commercial paper	995,606	1,165,975
Term loan	495,957	0
Senior unsecured notes	4,659,451	4,651,933
Mortgage debt	346,599	352,081
Carrying Value | Interest rate swap instruments
Summary of financial instruments
Interest rate instruments	30,259	0
Carrying Value | Interest rate cap instruments
Summary of financial instruments
Interest rate instruments	0	397
Fair Value | Level 1
Summary of financial instruments
Senior unsecured notes	4,238,124	5,054,747
Fair Value | Level 2
Summary of financial instruments
Loans receivable, net	369,425	437,607
Marketable debt securities	21,702	21,003
Bank line of credit and commercial paper	995,606	1,165,975
Term loan	495,957	0
Mortgage debt	330,867	352,800
Fair Value | Level 2 | Interest rate swap instruments
Summary of financial instruments
Interest rate instruments	30,259	0
Fair Value | Level 2 | Interest rate cap instruments
Summary of financial instruments
Interest rate instruments	$ 0	$ 397

XML

Derivative Financial Instruments - Narrative (Details) $ in Millions	1 Months Ended			12 Months Ended
	Apr. 30, 2021 USD ($) property derivative_held	Mar. 31, 2021 USD ($) derivative_held property	Dec. 31, 2020 USD ($) property	Dec. 31, 2022 USD ($) derivative_held	Aug. 31, 2022 USD ($) derivative_held	Apr. 30, 2022 derivative_held	Dec. 31, 2021 derivative_held	May 31, 2021 property
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Asset at fair value, changes in fair value resulting from changes in assumptions | $				$ 23
Repayments of secured debt | $			$ 6
Number of assets classified as discontinued operations | property			1
Cash Flow Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of interest-rate contracts held | derivative_held				2
Interest rate swap instruments
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of interest-rate contracts held | derivative_held							0
Interest rate swap instruments | Designated as Hedging Instrument
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of interest-rate contracts held | derivative_held					2
Derivative amount terminated | $					$ 500
Interest rate swap instruments | Designated as Hedging Instrument | Cash Flow Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of interest-rate contracts held | derivative_held						2
Interest rate cap instruments | Not Designated as Hedging Instrument
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of interest-rate contracts held | derivative_held	2
Derivative amount terminated | $	$ 142
Increase in the fair value of the interest rate cap agreements | $				$ 2
Mortgage Debt
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Repayments of secured debt | $	$ 64	$ 39
Number of assets classified as discontinued operations | property	2	2						6
Mortgage Debt | Interest rate swap instruments
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of interest rate derivatives terminated | derivative_held		2

XML

Derivative Financial Instruments - Financial Instruments (Details) $ in Thousands	Dec. 31, 2022 USD ($) derivative_held	Aug. 31, 2022 derivative_held	Apr. 30, 2022 derivative_held	Dec. 31, 2021 USD ($) derivative_held	Apr. 30, 2021 derivative_held
Cash Flow Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of interest-rate contracts held | derivative_held	2
Interest rate swap instruments
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of interest-rate contracts held | derivative_held				0
Interest rate swap instruments | Designated as Hedging Instrument
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of interest-rate contracts held | derivative_held		2
Interest rate swap instruments | Designated as Hedging Instrument | Cash Flow Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Number of interest-rate contracts held | derivative_held			2
Interest Rate Swap, 5.08% Pay Rate | Designated as Hedging Instrument | Cash Flow Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Amount	$ 51,100
Pay Rate	5.08%
Receive Rate	2.50%
Fair value	$ 2,300			$ 0
Interest Rate Swap, 4.63% Pay Rate | Designated as Hedging Instrument | Cash Flow Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Amount	$ 91,000
Pay Rate	4.63%
Receive Rate	2.05%
Fair value	$ 4,096			0
Interest Rate Swap, 2.60% Pay Rate | Designated as Hedging Instrument | Cash Flow Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Amount	$ 250,000
Pay Rate	2.60%
Fair value	$ 11,299			0
Interest Rate Swap, 2.54% Pay Rate | Designated as Hedging Instrument | Cash Flow Hedging
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Amount	$ 250,000
Pay Rate	2.54%
Fair value	$ 12,564			0
Interest rate cap instruments | Not Designated as Hedging Instrument
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Amount	$ 142,100
Pay Rate	2.00%
Fair value	$ 0			$ 397
Number of interest-rate contracts held | derivative_held					2

XML

Accounts Payable, Accrued Liabilities, and Other Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Payables and Accruals [Abstract]
Refundable entrance fees	$ 268,972	$ 288,409
Accrued construction costs	178,626	179,995
Accrued interest	59,291	59,342
Other accounts payable and accrued liabilities	265,596	227,638
Accounts payable, accrued liabilities, and other liabilities	$ 772,485	$ 755,384

XML

Deferred Revenue - Schedule of Deferred Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenues [Abstract]
Nonrefundable entrance fees	$ 518,573	$ 496,478
Other deferred revenue(2)	325,503	292,729
Deferred revenue	844,076	789,207
Proceeds from nonrefundable entrance fees	101,000	89,000
Amortization of nonrefundable entrance fee	79,000	76,000	$ 72,000
Amortization of other deferred charges	$ 44,000	$ 39,000	$ 33,000

XML

Selected Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Quarterly Financial Information Disclosure [Abstract]
Total revenues	$ 524,468	$ 520,406	$ 517,932	$ 498,372	$ 483,205	$ 481,465	$ 476,238	$ 455,276	$ 2,061,178	$ 1,896,184	$ 1,644,875
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	9,435	355,775	68,201	73,719	25,503	58,329	166,435	(121,900)
Income (loss) from continuing operations	9,929	359,284	69,301	75,026	28,943	61,305	168,065	(120,585)	513,540	137,728	160,507
Income (loss) from discontinued operations	873	(1,298)	2,992	317	3,633	601	113,960	270,008	2,884	388,202	267,746
Net income (loss)	10,802	357,986	72,293	75,343	32,576	61,906	282,025	149,423	516,424	525,930	428,253
Net income (loss) applicable to Healthpeak Properties, Inc.	$ 6,528	$ 353,970	$ 68,338	$ 71,613	$ 28,761	$ 54,711	$ 276,280	$ 145,788	$ 500,449	$ 505,540	$ 413,563
Dividends paid per common share (in dollars per share)	$ 0.30	$ 0.30	$ 0.30	$ 0.30	$ 0.30	$ 0.30	$ 0.30	$ 0.30
Basic earnings (loss) per common share:
Continuing operations (in dollars per share)	0.01	0.66	0.12	0.13	0.05	0.10	0.30	(0.23)	$ 0.92	$ 0.22	$ 0.27
Discontinued operations (in dollars per share)	0.00	0.00	0.01	0.00	0.00	0.00	0.21	0.50	0.00	0.71	0.50
Diluted earnings (loss) per common share:
Continuing operations (in dollars per share)	0.01	0.65	0.12	0.13	0.05	0.10	0.30	(0.23)	0.92	0.22	0.27
Discontinued operations (in dollars per share)	$ 0.00	$ 0.00	$ 0.01	$ 0.00	$ 0.00	$ 0.00	$ 0.21	$ 0.50	$ 0.00	$ 0.71	$ 0.50

XML

Schedule II: Valuation and Qualifying Accounts (Details) - Allowance Accounts - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Continuing Operations
Movement in Valuation Allowances and Reserves
Balance at Beginning of Year	$ 1,870	$ 3,994
Additions
Amounts Charged Against Operations, net	529	0	$ 76
Acquired Properties	0	0	3,531
Deductions	0	(2,124)	0
Balance at End of Year	2,399	1,870	3,994
Discontinued Operations
Movement in Valuation Allowances and Reserves
Balance at Beginning of Year	4,138	5,873
Additions
Amounts Charged Against Operations, net	0	46	1,026
Acquired Properties	0	0	175
Deductions	(4,138)	(1,781)	494
Balance at End of Year	$ 0	$ 4,138	5,873
ASU 2016-02 | Continuing Operations
Movement in Valuation Allowances and Reserves
Balance at Beginning of Year			387
ASU 2016-02 | Discontinued Operations
Movement in Valuation Allowances and Reserves
Balance at Beginning of Year			$ 4,178

XML

Schedule III: Real Estate and Accumulated Depreciation - Details of Real Estate and Accumulated Depreciation (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Held-for-sale
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	$ 0
Initial Cost to Company
Land	2,367
Building and Improvements	11,813
Costs Capitalized Subsequent to Acquisition	58,658
Gross Amount at Which Carried As of Year End
Land	2,373
Buildings and Improvements	65,437
Total	67,810
Accumulated Depreciation	(23,455)
Discontinued Operations
Gross Amount at Which Carried As of Year End
Total	0	$ 0	$ 2,930,566	$ 4,133,349
Accumulated Depreciation	0	$ 0	$ (615,708)	$ (861,557)
Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	346,599
Initial Cost to Company
Land	2,623,679
Building and Improvements	8,759,627
Costs Capitalized Subsequent to Acquisition	5,427,414
Gross Amount at Which Carried As of Year End
Land	2,667,188
Buildings and Improvements	13,544,433
Total	16,211,621
Accumulated Depreciation	(3,188,138)
Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,933,254
Building and Improvements	3,273,282
Costs Capitalized Subsequent to Acquisition	3,567,689
Gross Amount at Which Carried As of Year End
Land	1,936,126
Buildings and Improvements	6,623,610
Total	8,559,736
Accumulated Depreciation	(1,274,094)
Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	146,506
Initial Cost to Company
Land	530,858
Building and Improvements	3,891,709
Costs Capitalized Subsequent to Acquisition	1,709,551
Gross Amount at Which Carried As of Year End
Land	564,526
Buildings and Improvements	5,218,646
Total	5,783,172
Accumulated Depreciation	(1,656,210)
Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	200,093
Initial Cost to Company
Land	161,934
Building and Improvements	1,606,449
Costs Capitalized Subsequent to Acquisition	208,832
Gross Amount at Which Carried As of Year End
Land	168,909
Buildings and Improvements	1,767,614
Total	1,936,523
Accumulated Depreciation	(281,289)
1483 Brisbane CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,498
Building and Improvements	500
Costs Capitalized Subsequent to Acquisition	79,187
Gross Amount at Which Carried As of Year End
Land	8,498
Buildings and Improvements	79,687
Total	88,185
Accumulated Depreciation	(2,999)
1484 Brisbane CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	11,331
Building and Improvements	689
Costs Capitalized Subsequent to Acquisition	164,388
Gross Amount at Which Carried As of Year End
Land	11,331
Buildings and Improvements	165,077
Total	176,408
Accumulated Depreciation	(4,493)
1485 Brisbane CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	11,331
Building and Improvements	600
Costs Capitalized Subsequent to Acquisition	154,403
Gross Amount at Which Carried As of Year End
Land	11,331
Buildings and Improvements	155,003
Total	166,334
Accumulated Depreciation	(5,015)
1486 Brisbane, CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	11,331
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	135,429
Gross Amount at Which Carried As of Year End
Land	11,331
Buildings and Improvements	135,429
Total	146,760
Accumulated Depreciation	(16,899)
1487 Brisbane, CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,498
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	76,375
Gross Amount at Which Carried As of Year End
Land	8,498
Buildings and Improvements	76,375
Total	84,873
Accumulated Depreciation	(4,497)
2874 Brisbane CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	26,895
Building and Improvements	62,318
Costs Capitalized Subsequent to Acquisition	54,909
Gross Amount at Which Carried As of Year End
Land	26,895
Buildings and Improvements	115,580
Total	142,475
Accumulated Depreciation	(8,023)
2875 Brisbane CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	24,092
Building and Improvements	56,623
Costs Capitalized Subsequent to Acquisition	7,910
Gross Amount at Which Carried As of Year End
Land	24,092
Buildings and Improvements	63,177
Total	87,269
Accumulated Depreciation	(8,006)
3139 Brisbane CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	35,805
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	3,899
Gross Amount at Which Carried As of Year End
Land	35,805
Buildings and Improvements	3,899
Total	39,704
Accumulated Depreciation	0
3140 Brisbane CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	35,805
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	1,202
Gross Amount at Which Carried As of Year End
Land	35,805
Buildings and Improvements	1,202
Total	37,007
Accumulated Depreciation	0
3142 Brisbane CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	31
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	31
Total	31
Accumulated Depreciation	0
1401 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	900
Building and Improvements	7,100
Costs Capitalized Subsequent to Acquisition	13,215
Gross Amount at Which Carried As of Year End
Land	1,338
Buildings and Improvements	19,023
Total	20,361
Accumulated Depreciation	(4,187)
1402 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,500
Building and Improvements	6,400
Costs Capitalized Subsequent to Acquisition	4,605
Gross Amount at Which Carried As of Year End
Land	1,719
Buildings and Improvements	7,111
Total	8,830
Accumulated Depreciation	(2,531)
1403 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,900
Building and Improvements	7,100
Costs Capitalized Subsequent to Acquisition	11,768
Gross Amount at Which Carried As of Year End
Land	1,900
Buildings and Improvements	15,011
Total	16,911
Accumulated Depreciation	(4,783)
1404 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,200
Building and Improvements	17,200
Costs Capitalized Subsequent to Acquisition	8,244
Gross Amount at Which Carried As of Year End
Land	2,200
Buildings and Improvements	25,444
Total	27,644
Accumulated Depreciation	(8,642)
1405 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,000
Building and Improvements	3,200
Costs Capitalized Subsequent to Acquisition	8,110
Gross Amount at Which Carried As of Year End
Land	1,000
Buildings and Improvements	3,837
Total	4,837
Accumulated Depreciation	(1,448)
1549 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,006
Building and Improvements	4,259
Costs Capitalized Subsequent to Acquisition	6,919
Gross Amount at Which Carried As of Year End
Land	1,055
Buildings and Improvements	8,699
Total	9,754
Accumulated Depreciation	(3,999)
1550 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	677
Building and Improvements	2,761
Costs Capitalized Subsequent to Acquisition	5,837
Gross Amount at Which Carried As of Year End
Land	710
Buildings and Improvements	3,057
Total	3,767
Accumulated Depreciation	(2,006)
1551 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	661
Building and Improvements	1,995
Costs Capitalized Subsequent to Acquisition	7,358
Gross Amount at Which Carried As of Year End
Land	693
Buildings and Improvements	5,134
Total	5,827
Accumulated Depreciation	(1,622)
1552 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,187
Building and Improvements	7,139
Costs Capitalized Subsequent to Acquisition	2,543
Gross Amount at Which Carried As of Year End
Land	1,222
Buildings and Improvements	8,539
Total	9,761
Accumulated Depreciation	(5,059)
1553 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,189
Building and Improvements	9,465
Costs Capitalized Subsequent to Acquisition	7,361
Gross Amount at Which Carried As of Year End
Land	1,225
Buildings and Improvements	16,230
Total	17,455
Accumulated Depreciation	(11,160)
1554 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,246
Building and Improvements	5,179
Costs Capitalized Subsequent to Acquisition	13,699
Gross Amount at Which Carried As of Year End
Land	1,283
Buildings and Improvements	17,080
Total	18,363
Accumulated Depreciation	(4,905)
1555 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,521
Building and Improvements	13,546
Costs Capitalized Subsequent to Acquisition	7,541
Gross Amount at Which Carried As of Year End
Land	1,566
Buildings and Improvements	20,982
Total	22,548
Accumulated Depreciation	(13,061)
1556 Hayward CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,212
Building and Improvements	5,120
Costs Capitalized Subsequent to Acquisition	4,726
Gross Amount at Which Carried As of Year End
Land	1,249
Buildings and Improvements	6,856
Total	8,105
Accumulated Depreciation	(4,254)
1424 La Jolla CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	11,175
Building and Improvements	25,283
Costs Capitalized Subsequent to Acquisition	43,545
Gross Amount at Which Carried As of Year End
Land	11,437
Buildings and Improvements	63,093
Total	74,530
Accumulated Depreciation	(12,454)
1425 La Jolla CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,217
Building and Improvements	19,883
Costs Capitalized Subsequent to Acquisition	1,661
Gross Amount at Which Carried As of Year End
Land	7,293
Buildings and Improvements	19,868
Total	27,161
Accumulated Depreciation	(7,690)
1426 La Jolla CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,381
Building and Improvements	12,412
Costs Capitalized Subsequent to Acquisition	14,403
Gross Amount at Which Carried As of Year End
Land	8,467
Buildings and Improvements	23,364
Total	31,831
Accumulated Depreciation	(13,475)
1427 La Jolla CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,127
Building and Improvements	16,983
Costs Capitalized Subsequent to Acquisition	11,292
Gross Amount at Which Carried As of Year End
Land	10,194
Buildings and Improvements	23,732
Total	33,926
Accumulated Depreciation	(10,055)
1949 La Jolla CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,686
Building and Improvements	11,045
Costs Capitalized Subsequent to Acquisition	18,084
Gross Amount at Which Carried As of Year End
Land	2,686
Buildings and Improvements	28,594
Total	31,280
Accumulated Depreciation	(6,677)
2229 La Jolla CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,753
Building and Improvements	32,528
Costs Capitalized Subsequent to Acquisition	11,785
Gross Amount at Which Carried As of Year End
Land	8,777
Buildings and Improvements	42,931
Total	51,708
Accumulated Depreciation	(12,222)
1470 Poway CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,826
Building and Improvements	12,200
Costs Capitalized Subsequent to Acquisition	6,048
Gross Amount at Which Carried As of Year End
Land	5,826
Buildings and Improvements	12,541
Total	18,367
Accumulated Depreciation	(4,778)
1471 Poway CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,978
Building and Improvements	14,200
Costs Capitalized Subsequent to Acquisition	4,253
Gross Amount at Which Carried As of Year End
Land	5,978
Buildings and Improvements	14,200
Total	20,178
Accumulated Depreciation	(5,473)
1472 Poway CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,654
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	11,895
Gross Amount at Which Carried As of Year End
Land	8,654
Buildings and Improvements	11,895
Total	20,549
Accumulated Depreciation	(3,317)
1473 Poway, CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	11,024
Building and Improvements	2,405
Costs Capitalized Subsequent to Acquisition	26,187
Gross Amount at Which Carried As of Year End
Land	11,024
Buildings and Improvements	27,857
Total	38,881
Accumulated Depreciation	(9,213)
1474 Poway, CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,051
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	19,939
Gross Amount at Which Carried As of Year End
Land	5,051
Buildings and Improvements	19,939
Total	24,990
Accumulated Depreciation	(5,082)
1475 Poway, CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,655
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	10,302
Gross Amount at Which Carried As of Year End
Land	5,655
Buildings and Improvements	10,302
Total	15,957
Accumulated Depreciation	(579)
1478 Poway CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	6,700
Building and Improvements	14,400
Costs Capitalized Subsequent to Acquisition	6,145
Gross Amount at Which Carried As of Year End
Land	6,700
Buildings and Improvements	14,400
Total	21,100
Accumulated Depreciation	(5,550)
1499 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,400
Building and Improvements	5,500
Costs Capitalized Subsequent to Acquisition	3,333
Gross Amount at Which Carried As of Year End
Land	3,462
Buildings and Improvements	7,152
Total	10,614
Accumulated Depreciation	(3,330)
1500 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,500
Building and Improvements	4,100
Costs Capitalized Subsequent to Acquisition	1,703
Gross Amount at Which Carried As of Year End
Land	2,506
Buildings and Improvements	5,041
Total	7,547
Accumulated Depreciation	(2,282)
1501 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,600
Building and Improvements	4,600
Costs Capitalized Subsequent to Acquisition	2,328
Gross Amount at Which Carried As of Year End
Land	3,607
Buildings and Improvements	6,485
Total	10,092
Accumulated Depreciation	(2,880)
1502 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,100
Building and Improvements	5,100
Costs Capitalized Subsequent to Acquisition	1,471
Gross Amount at Which Carried As of Year End
Land	3,107
Buildings and Improvements	6,200
Total	9,307
Accumulated Depreciation	(2,975)
1503 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	4,800
Building and Improvements	17,300
Costs Capitalized Subsequent to Acquisition	10,044
Gross Amount at Which Carried As of Year End
Land	4,818
Buildings and Improvements	25,558
Total	30,376
Accumulated Depreciation	(8,153)
1504 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,400
Building and Improvements	15,500
Costs Capitalized Subsequent to Acquisition	11,996
Gross Amount at Which Carried As of Year End
Land	5,418
Buildings and Improvements	27,461
Total	32,879
Accumulated Depreciation	(10,558)
1505 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,000
Building and Improvements	3,500
Costs Capitalized Subsequent to Acquisition	5,773
Gross Amount at Which Carried As of Year End
Land	3,006
Buildings and Improvements	8,798
Total	11,804
Accumulated Depreciation	(2,733)
1506 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	6,000
Building and Improvements	14,300
Costs Capitalized Subsequent to Acquisition	14,929
Gross Amount at Which Carried As of Year End
Land	6,018
Buildings and Improvements	28,586
Total	34,604
Accumulated Depreciation	(14,015)
1507 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,900
Building and Improvements	12,800
Costs Capitalized Subsequent to Acquisition	17,383
Gross Amount at Which Carried As of Year End
Land	1,912
Buildings and Improvements	23,468
Total	25,380
Accumulated Depreciation	(7,016)
1508 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,700
Building and Improvements	11,300
Costs Capitalized Subsequent to Acquisition	22,756
Gross Amount at Which Carried As of Year End
Land	2,712
Buildings and Improvements	28,481
Total	31,193
Accumulated Depreciation	(7,902)
1509 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,700
Building and Improvements	10,900
Costs Capitalized Subsequent to Acquisition	10,493
Gross Amount at Which Carried As of Year End
Land	2,712
Buildings and Improvements	14,012
Total	16,724
Accumulated Depreciation	(6,191)
1510 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,200
Building and Improvements	12,000
Costs Capitalized Subsequent to Acquisition	11,009
Gross Amount at Which Carried As of Year End
Land	2,212
Buildings and Improvements	18,794
Total	21,006
Accumulated Depreciation	(7,038)
1511 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,600
Building and Improvements	9,300
Costs Capitalized Subsequent to Acquisition	21,497
Gross Amount at Which Carried As of Year End
Land	2,612
Buildings and Improvements	30,166
Total	32,778
Accumulated Depreciation	(8,789)
1512 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,300
Building and Improvements	18,000
Costs Capitalized Subsequent to Acquisition	19,100
Gross Amount at Which Carried As of Year End
Land	3,300
Buildings and Improvements	37,072
Total	40,372
Accumulated Depreciation	(16,498)
1513 Redwood City CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,300
Building and Improvements	17,900
Costs Capitalized Subsequent to Acquisition	15,954
Gross Amount at Which Carried As of Year End
Land	3,326
Buildings and Improvements	29,933
Total	33,259
Accumulated Depreciation	(15,150)
678 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,603
Building and Improvements	11,051
Costs Capitalized Subsequent to Acquisition	3,514
Gross Amount at Which Carried As of Year End
Land	2,766
Buildings and Improvements	14,402
Total	17,168
Accumulated Depreciation	(6,496)
679 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,269
Building and Improvements	23,566
Costs Capitalized Subsequent to Acquisition	31,885
Gross Amount at Which Carried As of Year End
Land	5,669
Buildings and Improvements	51,751
Total	57,420
Accumulated Depreciation	(20,933)
837 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	4,630
Building and Improvements	2,028
Costs Capitalized Subsequent to Acquisition	9,262
Gross Amount at Which Carried As of Year End
Land	4,630
Buildings and Improvements	5,330
Total	9,960
Accumulated Depreciation	(2,204)
838 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,040
Building and Improvements	903
Costs Capitalized Subsequent to Acquisition	5,266
Gross Amount at Which Carried As of Year End
Land	2,040
Buildings and Improvements	4,215
Total	6,255
Accumulated Depreciation	(1,210)
839 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,940
Building and Improvements	3,184
Costs Capitalized Subsequent to Acquisition	7,320
Gross Amount at Which Carried As of Year End
Land	4,046
Buildings and Improvements	5,951
Total	9,997
Accumulated Depreciation	(2,162)
840 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,690
Building and Improvements	4,579
Costs Capitalized Subsequent to Acquisition	1,114
Gross Amount at Which Carried As of Year End
Land	5,830
Buildings and Improvements	5,126
Total	10,956
Accumulated Depreciation	(2,420)
1418 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	11,700
Building and Improvements	31,243
Costs Capitalized Subsequent to Acquisition	65,364
Gross Amount at Which Carried As of Year End
Land	11,700
Buildings and Improvements	90,225
Total	101,925
Accumulated Depreciation	(12,855)
1419 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,324
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	33,097
Gross Amount at Which Carried As of Year End
Land	2,324
Buildings and Improvements	33,097
Total	35,421
Accumulated Depreciation	(1,052)
1420 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	4,200
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	41,041
Gross Amount at Which Carried As of Year End
Land	4,200
Buildings and Improvements	41,041
Total	45,241
Accumulated Depreciation	(839)
1421 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,000
Building and Improvements	33,779
Costs Capitalized Subsequent to Acquisition	1,209
Gross Amount at Which Carried As of Year End
Land	7,000
Buildings and Improvements	33,779
Total	40,779
Accumulated Depreciation	(13,019)
1422 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,179
Building and Improvements	3,687
Costs Capitalized Subsequent to Acquisition	6,004
Gross Amount at Which Carried As of Year End
Land	7,336
Buildings and Improvements	9,491
Total	16,827
Accumulated Depreciation	(5,542)
1423 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,400
Building and Improvements	33,144
Costs Capitalized Subsequent to Acquisition	32,248
Gross Amount at Which Carried As of Year End
Land	8,400
Buildings and Improvements	65,384
Total	73,784
Accumulated Depreciation	(17,763)
1558 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,740
Building and Improvements	22,654
Costs Capitalized Subsequent to Acquisition	79,394
Gross Amount at Which Carried As of Year End
Land	7,888
Buildings and Improvements	98,330
Total	106,218
Accumulated Depreciation	(22,683)
1947 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,581
Building and Improvements	10,534
Costs Capitalized Subsequent to Acquisition	4,484
Gross Amount at Which Carried As of Year End
Land	2,581
Buildings and Improvements	15,019
Total	17,600
Accumulated Depreciation	(7,054)
1948 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,879
Building and Improvements	25,305
Costs Capitalized Subsequent to Acquisition	10,121
Gross Amount at Which Carried As of Year End
Land	5,879
Buildings and Improvements	33,121
Total	39,000
Accumulated Depreciation	(11,270)
2197 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,621
Building and Improvements	3,913
Costs Capitalized Subsequent to Acquisition	8,763
Gross Amount at Which Carried As of Year End
Land	7,626
Buildings and Improvements	11,375
Total	19,001
Accumulated Depreciation	(6,034)
2476 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,661
Building and Improvements	9,918
Costs Capitalized Subsequent to Acquisition	13,892
Gross Amount at Which Carried As of Year End
Land	7,661
Buildings and Improvements	23,811
Total	31,472
Accumulated Depreciation	(2,551)
2477 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	9,207
Building and Improvements	14,613
Costs Capitalized Subsequent to Acquisition	6,762
Gross Amount at Which Carried As of Year End
Land	9,207
Buildings and Improvements	21,374
Total	30,581
Accumulated Depreciation	(6,135)
2478 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	6,000
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	76,774
Gross Amount at Which Carried As of Year End
Land	6,000
Buildings and Improvements	76,774
Total	82,774
Accumulated Depreciation	0
2617 San Diego, CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,734
Building and Improvements	5,195
Costs Capitalized Subsequent to Acquisition	16,713
Gross Amount at Which Carried As of Year End
Land	2,734
Buildings and Improvements	21,908
Total	24,642
Accumulated Depreciation	(8,204)
2618 San Diego, CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	4,100
Building and Improvements	12,395
Costs Capitalized Subsequent to Acquisition	22,843
Gross Amount at Which Carried As of Year End
Land	4,100
Buildings and Improvements	35,238
Total	39,338
Accumulated Depreciation	(8,884)
2622 San Diego, CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	17,147
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	17,147
Total	17,147
Accumulated Depreciation	(1,225)
2872 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,120
Building and Improvements	38,351
Costs Capitalized Subsequent to Acquisition	1,044
Gross Amount at Which Carried As of Year End
Land	10,120
Buildings and Improvements	39,996
Total	50,116
Accumulated Depreciation	(6,958)
2873 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	6,052
Building and Improvements	14,122
Costs Capitalized Subsequent to Acquisition	2,060
Gross Amount at Which Carried As of Year End
Land	6,052
Buildings and Improvements	16,319
Total	22,371
Accumulated Depreciation	(2,853)
3069 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,054
Building and Improvements	7,794
Costs Capitalized Subsequent to Acquisition	19,627
Gross Amount at Which Carried As of Year End
Land	7,054
Buildings and Improvements	27,083
Total	34,137
Accumulated Depreciation	(2,174)
3110 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	20,584
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	2,765
Gross Amount at Which Carried As of Year End
Land	20,584
Buildings and Improvements	2,765
Total	23,349
Accumulated Depreciation	0
3111 San Diego CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	24,830
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	729
Gross Amount at Which Carried As of Year End
Land	24,830
Buildings and Improvements	729
Total	25,559
Accumulated Depreciation	(2)
1410 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	4,900
Building and Improvements	18,100
Costs Capitalized Subsequent to Acquisition	13,022
Gross Amount at Which Carried As of Year End
Land	4,900
Buildings and Improvements	30,312
Total	35,212
Accumulated Depreciation	(12,654)
1411 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,000
Building and Improvements	27,700
Costs Capitalized Subsequent to Acquisition	38,753
Gross Amount at Which Carried As of Year End
Land	8,000
Buildings and Improvements	60,871
Total	68,871
Accumulated Depreciation	(15,218)
1412 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,100
Building and Improvements	22,521
Costs Capitalized Subsequent to Acquisition	11,660
Gross Amount at Which Carried As of Year End
Land	10,100
Buildings and Improvements	32,039
Total	42,139
Accumulated Depreciation	(10,276)
1413 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,000
Building and Improvements	28,299
Costs Capitalized Subsequent to Acquisition	8,862
Gross Amount at Which Carried As of Year End
Land	8,000
Buildings and Improvements	36,694
Total	44,694
Accumulated Depreciation	(15,735)
1430 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,700
Building and Improvements	23,621
Costs Capitalized Subsequent to Acquisition	29,985
Gross Amount at Which Carried As of Year End
Land	10,700
Buildings and Improvements	51,141
Total	61,841
Accumulated Depreciation	(11,846)
1431 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,000
Building and Improvements	15,500
Costs Capitalized Subsequent to Acquisition	9,733
Gross Amount at Which Carried As of Year End
Land	7,000
Buildings and Improvements	25,172
Total	32,172
Accumulated Depreciation	(9,179)
1435 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	13,800
Building and Improvements	42,500
Costs Capitalized Subsequent to Acquisition	37,106
Gross Amount at Which Carried As of Year End
Land	13,800
Buildings and Improvements	79,606
Total	93,406
Accumulated Depreciation	(33,867)
1436 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	14,500
Building and Improvements	45,300
Costs Capitalized Subsequent to Acquisition	36,935
Gross Amount at Which Carried As of Year End
Land	14,500
Buildings and Improvements	82,235
Total	96,735
Accumulated Depreciation	(34,174)
1437 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	9,400
Building and Improvements	24,800
Costs Capitalized Subsequent to Acquisition	51,679
Gross Amount at Which Carried As of Year End
Land	9,400
Buildings and Improvements	65,208
Total	74,608
Accumulated Depreciation	(24,038)
1439 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	11,900
Building and Improvements	68,848
Costs Capitalized Subsequent to Acquisition	600
Gross Amount at Which Carried As of Year End
Land	11,900
Buildings and Improvements	69,417
Total	81,317
Accumulated Depreciation	(26,546)
1440 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,000
Building and Improvements	57,954
Costs Capitalized Subsequent to Acquisition	400
Gross Amount at Which Carried As of Year End
Land	10,000
Buildings and Improvements	58,355
Total	68,355
Accumulated Depreciation	(22,413)
1441 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	9,300
Building and Improvements	43,549
Costs Capitalized Subsequent to Acquisition	8
Gross Amount at Which Carried As of Year End
Land	9,300
Buildings and Improvements	43,557
Total	52,857
Accumulated Depreciation	(16,790)
1442 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	11,000
Building and Improvements	47,289
Costs Capitalized Subsequent to Acquisition	41,919
Gross Amount at Which Carried As of Year End
Land	11,000
Buildings and Improvements	89,119
Total	100,119
Accumulated Depreciation	(17,042)
1443 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	13,200
Building and Improvements	60,932
Costs Capitalized Subsequent to Acquisition	5,039
Gross Amount at Which Carried As of Year End
Land	13,200
Buildings and Improvements	64,716
Total	77,916
Accumulated Depreciation	(23,882)
1444 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,500
Building and Improvements	33,776
Costs Capitalized Subsequent to Acquisition	1,260
Gross Amount at Which Carried As of Year End
Land	10,500
Buildings and Improvements	34,698
Total	45,198
Accumulated Depreciation	(13,182)
1445 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,600
Building and Improvements	34,083
Costs Capitalized Subsequent to Acquisition	9
Gross Amount at Which Carried As of Year End
Land	10,600
Buildings and Improvements	34,092
Total	44,692
Accumulated Depreciation	(13,142)
1458 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,900
Building and Improvements	20,900
Costs Capitalized Subsequent to Acquisition	13,870
Gross Amount at Which Carried As of Year End
Land	10,909
Buildings and Improvements	26,479
Total	37,388
Accumulated Depreciation	(8,628)
1459 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	9,800
Building and Improvements	400
Costs Capitalized Subsequent to Acquisition	112,695
Gross Amount at Which Carried As of Year End
Land	9,800
Buildings and Improvements	112,701
Total	122,501
Accumulated Depreciation	0
1462 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,117
Building and Improvements	600
Costs Capitalized Subsequent to Acquisition	5,887
Gross Amount at Which Carried As of Year End
Land	7,117
Buildings and Improvements	4,701
Total	11,818
Accumulated Depreciation	(1,617)
1463 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,381
Building and Improvements	2,300
Costs Capitalized Subsequent to Acquisition	21,954
Gross Amount at Which Carried As of Year End
Land	10,381
Buildings and Improvements	21,706
Total	32,087
Accumulated Depreciation	(7,573)
1464 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,403
Building and Improvements	700
Costs Capitalized Subsequent to Acquisition	11,638
Gross Amount at Which Carried As of Year End
Land	7,403
Buildings and Improvements	7,987
Total	15,390
Accumulated Depreciation	(2,436)
1468 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,100
Building and Improvements	24,013
Costs Capitalized Subsequent to Acquisition	15,981
Gross Amount at Which Carried As of Year End
Land	10,100
Buildings and Improvements	36,238
Total	46,338
Accumulated Depreciation	(13,306)
1480 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	32,210
Building and Improvements	3,110
Costs Capitalized Subsequent to Acquisition	159,459
Gross Amount at Which Carried As of Year End
Land	32,210
Buildings and Improvements	162,569
Total	194,779
Accumulated Depreciation	0
1559 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,666
Building and Improvements	5,773
Costs Capitalized Subsequent to Acquisition	12,970
Gross Amount at Which Carried As of Year End
Land	5,695
Buildings and Improvements	5,904
Total	11,599
Accumulated Depreciation	(5,915)
1560 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,204
Building and Improvements	1,293
Costs Capitalized Subsequent to Acquisition	2,888
Gross Amount at Which Carried As of Year End
Land	1,210
Buildings and Improvements	3,970
Total	5,180
Accumulated Depreciation	(2,567)
1983 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,648
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	97,191
Gross Amount at Which Carried As of Year End
Land	8,648
Buildings and Improvements	97,191
Total	105,839
Accumulated Depreciation	(29,837)
1984 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,845
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	93,647
Gross Amount at Which Carried As of Year End
Land	7,844
Buildings and Improvements	93,223
Total	101,067
Accumulated Depreciation	(26,859)
1985 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	6,708
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	122,646
Gross Amount at Which Carried As of Year End
Land	6,708
Buildings and Improvements	122,646
Total	129,354
Accumulated Depreciation	(31,230)
1986 South San Francisco, CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	6,708
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	120,349
Gross Amount at Which Carried As of Year End
Land	6,708
Buildings and Improvements	120,306
Total	127,014
Accumulated Depreciation	(25,127)
1987 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,544
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	100,777
Gross Amount at Which Carried As of Year End
Land	8,544
Buildings and Improvements	100,777
Total	109,321
Accumulated Depreciation	(18,788)
1988 South San Francisco, CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,120
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	120,282
Gross Amount at Which Carried As of Year End
Land	10,120
Buildings and Improvements	120,282
Total	130,402
Accumulated Depreciation	(23,861)
1989 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	9,169
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	100,232
Gross Amount at Which Carried As of Year End
Land	9,169
Buildings and Improvements	100,232
Total	109,401
Accumulated Depreciation	(13,686)
2553 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,897
Building and Improvements	8,691
Costs Capitalized Subsequent to Acquisition	4,951
Gross Amount at Which Carried As of Year End
Land	2,897
Buildings and Improvements	13,642
Total	16,539
Accumulated Depreciation	(3,983)
2554 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	995
Building and Improvements	2,754
Costs Capitalized Subsequent to Acquisition	3,076
Gross Amount at Which Carried As of Year End
Land	995
Buildings and Improvements	5,110
Total	6,105
Accumulated Depreciation	(1,047)
2555 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,202
Building and Improvements	10,776
Costs Capitalized Subsequent to Acquisition	2,200
Gross Amount at Which Carried As of Year End
Land	2,202
Buildings and Improvements	12,909
Total	15,111
Accumulated Depreciation	(2,746)
2556 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,962
Building and Improvements	15,108
Costs Capitalized Subsequent to Acquisition	1,500
Gross Amount at Which Carried As of Year End
Land	2,962
Buildings and Improvements	16,607
Total	19,569
Accumulated Depreciation	(3,475)
2557 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,453
Building and Improvements	13,063
Costs Capitalized Subsequent to Acquisition	3,616
Gross Amount at Which Carried As of Year End
Land	2,453
Buildings and Improvements	16,679
Total	19,132
Accumulated Depreciation	(4,956)
2558 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,163
Building and Improvements	5,925
Costs Capitalized Subsequent to Acquisition	315
Gross Amount at Which Carried As of Year End
Land	1,163
Buildings and Improvements	6,240
Total	7,403
Accumulated Depreciation	(1,250)
2624 South San Francisco, CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	25,502
Building and Improvements	42,910
Costs Capitalized Subsequent to Acquisition	13,847
Gross Amount at Which Carried As of Year End
Land	25,502
Buildings and Improvements	55,604
Total	81,106
Accumulated Depreciation	(11,129)
2870 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	23,297
Building and Improvements	41,797
Costs Capitalized Subsequent to Acquisition	28,766
Gross Amount at Which Carried As of Year End
Land	23,297
Buildings and Improvements	70,563
Total	93,860
Accumulated Depreciation	(12,994)
2871 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	20,293
Building and Improvements	41,262
Costs Capitalized Subsequent to Acquisition	22,011
Gross Amount at Which Carried As of Year End
Land	20,293
Buildings and Improvements	63,273
Total	83,566
Accumulated Depreciation	(15,166)
3100 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	24,059
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	1,867
Gross Amount at Which Carried As of Year End
Land	24,059
Buildings and Improvements	1,867
Total	25,926
Accumulated Depreciation	0
3101 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	61,208
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	6,548
Gross Amount at Which Carried As of Year End
Land	61,208
Buildings and Improvements	6,548
Total	67,756
Accumulated Depreciation	0
3102 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	43,885
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	1,343
Gross Amount at Which Carried As of Year End
Land	43,885
Buildings and Improvements	1,343
Total	45,228
Accumulated Depreciation	0
3123 South San Francisco CA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	6,412
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	6,412
Total	6,412
Accumulated Depreciation	0
2705 Cambridge, MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	24,371
Building and Improvements	128,498
Costs Capitalized Subsequent to Acquisition	78
Gross Amount at Which Carried As of Year End
Land	24,371
Buildings and Improvements	128,577
Total	152,948
Accumulated Depreciation	(8,966)
2706 Cambridge, MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	15,473
Building and Improvements	149,051
Costs Capitalized Subsequent to Acquisition	8
Gross Amount at Which Carried As of Year End
Land	15,473
Buildings and Improvements	149,059
Total	164,532
Accumulated Depreciation	(11,386)
2707 Cambridge, MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	25,549
Building and Improvements	229,547
Costs Capitalized Subsequent to Acquisition	8,698
Gross Amount at Which Carried As of Year End
Land	25,549
Buildings and Improvements	238,245
Total	263,794
Accumulated Depreciation	(16,198)
2708 Cambridge, MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	17,751
Costs Capitalized Subsequent to Acquisition	398
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	18,149
Total	18,149
Accumulated Depreciation	(946)
2709 Cambridge, MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	15,451
Costs Capitalized Subsequent to Acquisition	17
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	15,468
Total	15,468
Accumulated Depreciation	(805)
2928 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	44,215
Building and Improvements	24,120
Costs Capitalized Subsequent to Acquisition	4,099
Gross Amount at Which Carried As of Year End
Land	44,215
Buildings and Improvements	26,989
Total	71,204
Accumulated Depreciation	(2,845)
2929 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	20,517
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	153,005
Gross Amount at Which Carried As of Year End
Land	20,517
Buildings and Improvements	153,005
Total	173,522
Accumulated Depreciation	(936)
3074 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	78,762
Building and Improvements	252,153
Costs Capitalized Subsequent to Acquisition	8,946
Gross Amount at Which Carried As of Year End
Land	78,762
Buildings and Improvements	261,099
Total	339,861
Accumulated Depreciation	(24,413)
3106 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	20,644
Building and Improvements	2,982
Costs Capitalized Subsequent to Acquisition	432
Gross Amount at Which Carried As of Year End
Land	20,644
Buildings and Improvements	3,415
Total	24,059
Accumulated Depreciation	(136)
3107 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	19,009
Building and Improvements	12,327
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	19,009
Buildings and Improvements	12,327
Total	31,336
Accumulated Depreciation	(481)
3108 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	123,074
Building and Improvements	7,513
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	123,074
Buildings and Improvements	7,513
Total	130,587
Accumulated Depreciation	(388)
3109 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,903
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	110
Gross Amount at Which Carried As of Year End
Land	5,903
Buildings and Improvements	110
Total	6,013
Accumulated Depreciation	0
3112 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	23,402
Building and Improvements	47,623
Costs Capitalized Subsequent to Acquisition	96
Gross Amount at Which Carried As of Year End
Land	23,402
Buildings and Improvements	47,719
Total	71,121
Accumulated Depreciation	(2,194)
3113 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	36,093
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	1,453
Gross Amount at Which Carried As of Year End
Land	36,093
Buildings and Improvements	1,453
Total	37,546
Accumulated Depreciation	0
3114 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	22,969
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	(2,115)
Gross Amount at Which Carried As of Year End
Land	22,969
Buildings and Improvements	(2,115)
Total	20,854
Accumulated Depreciation	0
3115 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	66,786
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	545
Gross Amount at Which Carried As of Year End
Land	66,786
Buildings and Improvements	545
Total	67,331
Accumulated Depreciation	0
3116 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	3,642
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	3,642
Total	3,642
Accumulated Depreciation	0
3119 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	29,667
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	29,667
Total	29,667
Accumulated Depreciation	(1,099)
3120 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	18,063
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	224
Gross Amount at Which Carried As of Year End
Land	18,063
Buildings and Improvements	224
Total	18,287
Accumulated Depreciation	0
3122 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	25,247
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	1,000
Gross Amount at Which Carried As of Year End
Land	25,247
Buildings and Improvements	1,000
Total	26,247
Accumulated Depreciation	0
3136 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	4,119
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	(164)
Gross Amount at Which Carried As of Year End
Land	4,119
Buildings and Improvements	(164)
Total	3,955
Accumulated Depreciation	0
3137 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	41,327
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	1,212
Gross Amount at Which Carried As of Year End
Land	41,327
Buildings and Improvements	1,212
Total	42,539
Accumulated Depreciation	0
3141 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	72,768
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	2,499
Gross Amount at Which Carried As of Year End
Land	72,768
Buildings and Improvements	2,499
Total	75,267
Accumulated Depreciation	0
3151 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,555
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	3
Gross Amount at Which Carried As of Year End
Land	8,555
Buildings and Improvements	3
Total	8,558
Accumulated Depreciation	0
3148 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,283
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	1
Gross Amount at Which Carried As of Year End
Land	2,283
Buildings and Improvements	1
Total	2,284
Accumulated Depreciation	0
3149 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,705
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	2
Gross Amount at Which Carried As of Year End
Land	5,705
Buildings and Improvements	2
Total	5,707
Accumulated Depreciation	0
3150 Cambridge MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,655
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	1,655
Buildings and Improvements	0
Total	1,655
Accumulated Depreciation	0
2630 Lexington, MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	16,411
Building and Improvements	49,681
Costs Capitalized Subsequent to Acquisition	670
Gross Amount at Which Carried As of Year End
Land	16,411
Buildings and Improvements	50,351
Total	66,762
Accumulated Depreciation	(11,807)
2631 Lexington, MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,759
Building and Improvements	142,081
Costs Capitalized Subsequent to Acquisition	25,479
Gross Amount at Which Carried As of Year End
Land	7,759
Buildings and Improvements	162,079
Total	169,838
Accumulated Depreciation	(21,202)
2632 Lexington MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	21,390
Costs Capitalized Subsequent to Acquisition	125,363
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	146,246
Total	146,246
Accumulated Depreciation	(11,999)
3070 Lexington MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	14,013
Building and Improvements	17,083
Costs Capitalized Subsequent to Acquisition	37
Gross Amount at Which Carried As of Year End
Land	14,013
Buildings and Improvements	16,814
Total	30,827
Accumulated Depreciation	(1,958)
3071 Lexington MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	14,930
Building and Improvements	16,677
Costs Capitalized Subsequent to Acquisition	229
Gross Amount at Which Carried As of Year End
Land	14,930
Buildings and Improvements	16,151
Total	31,081
Accumulated Depreciation	(1,705)
3072 Lexington MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	34,598
Building and Improvements	43,032
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	34,598
Buildings and Improvements	42,744
Total	77,342
Accumulated Depreciation	(5,838)
3073 Lexington MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	37,050
Building and Improvements	44,647
Costs Capitalized Subsequent to Acquisition	94
Gross Amount at Which Carried As of Year End
Land	37,050
Buildings and Improvements	44,741
Total	81,791
Accumulated Depreciation	(6,223)
3093 Waltham, MA | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	47,792
Building and Improvements	275,556
Costs Capitalized Subsequent to Acquisition	18,648
Gross Amount at Which Carried As of Year End
Land	47,792
Buildings and Improvements	292,545
Total	340,337
Accumulated Depreciation	(26,840)
2011 Durham NC | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	448
Building and Improvements	6,152
Costs Capitalized Subsequent to Acquisition	23,847
Gross Amount at Which Carried As of Year End
Land	448
Buildings and Improvements	24,341
Total	24,789
Accumulated Depreciation	(7,054)
2030 Durham NC | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,920
Building and Improvements	5,661
Costs Capitalized Subsequent to Acquisition	34,811
Gross Amount at Which Carried As of Year End
Land	1,926
Buildings and Improvements	40,465
Total	42,391
Accumulated Depreciation	(15,772)
9999 Denton TX | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	100
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	72
Gross Amount at Which Carried As of Year End
Land	100
Buildings and Improvements	0
Total	100
Accumulated Depreciation	0
464 Salt Lake City UT | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	630
Building and Improvements	6,921
Costs Capitalized Subsequent to Acquisition	2,562
Gross Amount at Which Carried As of Year End
Land	630
Buildings and Improvements	9,484
Total	10,114
Accumulated Depreciation	(5,364)
465 Salt Lake City UT | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	125
Building and Improvements	6,368
Costs Capitalized Subsequent to Acquisition	68
Gross Amount at Which Carried As of Year End
Land	125
Buildings and Improvements	6,436
Total	6,561
Accumulated Depreciation	(3,119)
466 Salt Lake City UT | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	14,614
Costs Capitalized Subsequent to Acquisition	73
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	13,213
Total	13,213
Accumulated Depreciation	(5,041)
1593 Salt Lake City UT | Life Science | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	23,998
Costs Capitalized Subsequent to Acquisition	250
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	24,248
Total	24,248
Accumulated Depreciation	(9,033)
638 Anchorage AK | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,456
Building and Improvements	10,650
Costs Capitalized Subsequent to Acquisition	13,956
Gross Amount at Which Carried As of Year End
Land	1,456
Buildings and Improvements	21,328
Total	22,784
Accumulated Depreciation	(8,842)
3026 Bentonville AR | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	912
Building and Improvements	21,724
Costs Capitalized Subsequent to Acquisition	789
Gross Amount at Which Carried As of Year End
Land	912
Buildings and Improvements	22,513
Total	23,425
Accumulated Depreciation	(721)
0126 Sherwood, AR | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	709
Building and Improvements	9,604
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	709
Buildings and Improvements	9,599
Total	10,308
Accumulated Depreciation	(6,679)
2572 Springdale AR | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	27,714
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	27,714
Total	27,714
Accumulated Depreciation	(5,497)
520 Chandler AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,669
Building and Improvements	13,503
Costs Capitalized Subsequent to Acquisition	7,742
Gross Amount at Which Carried As of Year End
Land	3,799
Buildings and Improvements	19,368
Total	23,167
Accumulated Depreciation	(8,497)
0113 Glendale, AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,565
Building and Improvements	7,050
Costs Capitalized Subsequent to Acquisition	20
Gross Amount at Which Carried As of Year End
Land	1,565
Buildings and Improvements	7,225
Total	8,790
Accumulated Depreciation	(5,143)
2040 Mesa AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	17,314
Costs Capitalized Subsequent to Acquisition	2,213
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	18,542
Total	18,542
Accumulated Depreciation	(4,785)
1066 Scottsdale AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,115
Building and Improvements	14,064
Costs Capitalized Subsequent to Acquisition	8,648
Gross Amount at Which Carried As of Year End
Land	4,839
Buildings and Improvements	20,196
Total	25,035
Accumulated Depreciation	(7,540)
2021 Scottsdale AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	12,312
Costs Capitalized Subsequent to Acquisition	7,551
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	16,283
Total	16,283
Accumulated Depreciation	(6,312)
2022 Scottsdale AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	9,179
Costs Capitalized Subsequent to Acquisition	4,439
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	10,543
Total	10,543
Accumulated Depreciation	(3,868)
2023 Scottsdale AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	6,398
Costs Capitalized Subsequent to Acquisition	2,515
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	7,733
Total	7,733
Accumulated Depreciation	(3,561)
2024 Scottsdale AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	9,522
Costs Capitalized Subsequent to Acquisition	2,015
Gross Amount at Which Carried As of Year End
Land	32
Buildings and Improvements	10,747
Total	10,779
Accumulated Depreciation	(4,251)
2025 Scottsdale AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	4,102
Costs Capitalized Subsequent to Acquisition	3,398
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	6,025
Total	6,025
Accumulated Depreciation	(2,625)
2026 Scottsdale AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	3,655
Costs Capitalized Subsequent to Acquisition	2,336
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	5,565
Total	5,565
Accumulated Depreciation	(2,535)
2027 Scottsdale AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	7,168
Costs Capitalized Subsequent to Acquisition	3,478
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	9,548
Total	9,548
Accumulated Depreciation	(4,336)
2028 Scottsdale AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	6,659
Costs Capitalized Subsequent to Acquisition	5,595
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	11,497
Total	11,497
Accumulated Depreciation	(4,607)
2696 Scottsdale, AZ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	10,151
Building and Improvements	14,925
Costs Capitalized Subsequent to Acquisition	3,286
Gross Amount at Which Carried As of Year End
Land	10,211
Buildings and Improvements	18,143
Total	28,354
Accumulated Depreciation	(3,515)
1041 Brentwood CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	30,864
Costs Capitalized Subsequent to Acquisition	10,983
Gross Amount at Which Carried As of Year End
Land	309
Buildings and Improvements	39,668
Total	39,977
Accumulated Depreciation	(13,503)
1200 Encino CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	6,151
Building and Improvements	10,438
Costs Capitalized Subsequent to Acquisition	8,821
Gross Amount at Which Carried As of Year End
Land	6,756
Buildings and Improvements	15,764
Total	22,520
Accumulated Depreciation	(7,208)
1038 Fresno CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,652
Building and Improvements	29,113
Costs Capitalized Subsequent to Acquisition	21,935
Gross Amount at Which Carried As of Year End
Land	3,652
Buildings and Improvements	51,048
Total	54,700
Accumulated Depreciation	(22,480)
436 Murietta CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	400
Building and Improvements	9,266
Costs Capitalized Subsequent to Acquisition	5,940
Gross Amount at Which Carried As of Year End
Land	749
Buildings and Improvements	12,380
Total	13,129
Accumulated Depreciation	(8,054)
239 Poway CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,700
Building and Improvements	10,839
Costs Capitalized Subsequent to Acquisition	6,467
Gross Amount at Which Carried As of Year End
Land	3,104
Buildings and Improvements	13,511
Total	16,615
Accumulated Depreciation	(8,750)
2654 Riverside, CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,758
Building and Improvements	9,908
Costs Capitalized Subsequent to Acquisition	1,127
Gross Amount at Which Carried As of Year End
Land	2,758
Buildings and Improvements	10,801
Total	13,559
Accumulated Depreciation	(2,230)
318 Sacramento CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,860
Building and Improvements	37,566
Costs Capitalized Subsequent to Acquisition	28,181
Gross Amount at Which Carried As of Year End
Land	2,911
Buildings and Improvements	63,560
Total	66,471
Accumulated Depreciation	(25,031)
2404 Sacramento CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,268
Building and Improvements	5,109
Costs Capitalized Subsequent to Acquisition	1,363
Gross Amount at Which Carried As of Year End
Land	1,299
Buildings and Improvements	6,123
Total	7,422
Accumulated Depreciation	(2,229)
421 San Diego CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,910
Building and Improvements	19,984
Costs Capitalized Subsequent to Acquisition	16,469
Gross Amount at Which Carried As of Year End
Land	2,964
Buildings and Improvements	35,070
Total	38,034
Accumulated Depreciation	(16,109)
564 San Jose CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,935
Building and Improvements	1,728
Costs Capitalized Subsequent to Acquisition	4,000
Gross Amount at Which Carried As of Year End
Land	1,935
Buildings and Improvements	3,686
Total	5,621
Accumulated Depreciation	(1,625)
565 San Jose CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,460
Building and Improvements	7,672
Costs Capitalized Subsequent to Acquisition	2,654
Gross Amount at Which Carried As of Year End
Land	1,460
Buildings and Improvements	9,770
Total	11,230
Accumulated Depreciation	(4,238)
659 Los Gatos CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,718
Building and Improvements	3,124
Costs Capitalized Subsequent to Acquisition	1,660
Gross Amount at Which Carried As of Year End
Land	1,796
Buildings and Improvements	4,255
Total	6,051
Accumulated Depreciation	(1,779)
439 Valencia CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,300
Building and Improvements	6,967
Costs Capitalized Subsequent to Acquisition	5,392
Gross Amount at Which Carried As of Year End
Land	2,404
Buildings and Improvements	10,017
Total	12,421
Accumulated Depreciation	(6,125)
440 West Hills CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,100
Building and Improvements	11,595
Costs Capitalized Subsequent to Acquisition	13,695
Gross Amount at Which Carried As of Year End
Land	2,259
Buildings and Improvements	20,297
Total	22,556
Accumulated Depreciation	(7,779)
3008 West Hills CA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	12,052
Initial Cost to Company
Land	5,795
Building and Improvements	13,933
Costs Capitalized Subsequent to Acquisition	2,496
Gross Amount at Which Carried As of Year End
Land	5,823
Buildings and Improvements	16,150
Total	21,973
Accumulated Depreciation	(1,003)
728 Aurora CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	8,764
Costs Capitalized Subsequent to Acquisition	5,727
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	10,715
Total	10,715
Accumulated Depreciation	(4,438)
1196 Aurora CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	210
Building and Improvements	12,362
Costs Capitalized Subsequent to Acquisition	8,005
Gross Amount at Which Carried As of Year End
Land	210
Buildings and Improvements	18,842
Total	19,052
Accumulated Depreciation	(7,645)
1197 Aurora CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	200
Building and Improvements	8,414
Costs Capitalized Subsequent to Acquisition	7,401
Gross Amount at Which Carried As of Year End
Land	285
Buildings and Improvements	14,358
Total	14,643
Accumulated Depreciation	(6,212)
127 Colorado Springs, CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	690
Building and Improvements	8,338
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	690
Buildings and Improvements	8,415
Total	9,105
Accumulated Depreciation	(5,875)
882 Colorado Springs CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	12,933
Costs Capitalized Subsequent to Acquisition	12,891
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	21,513
Total	21,513
Accumulated Depreciation	(9,563)
1199 Denver CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	493
Building and Improvements	7,897
Costs Capitalized Subsequent to Acquisition	2,793
Gross Amount at Which Carried As of Year End
Land	668
Buildings and Improvements	9,510
Total	10,178
Accumulated Depreciation	(4,793)
808 Englewood CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	8,616
Costs Capitalized Subsequent to Acquisition	13,388
Gross Amount at Which Carried As of Year End
Land	11
Buildings and Improvements	18,442
Total	18,453
Accumulated Depreciation	(9,524)
809 Englewood CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	8,449
Costs Capitalized Subsequent to Acquisition	16,776
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	22,237
Total	22,237
Accumulated Depreciation	(6,059)
810 Englewood CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	8,040
Costs Capitalized Subsequent to Acquisition	14,877
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	18,697
Total	18,697
Accumulated Depreciation	(8,707)
811 Englewood CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	8,472
Costs Capitalized Subsequent to Acquisition	15,163
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	20,604
Total	20,604
Accumulated Depreciation	(8,681)
2658 Highlands Ranch CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,637
Building and Improvements	10,063
Costs Capitalized Subsequent to Acquisition	94
Gross Amount at Which Carried As of Year End
Land	1,732
Buildings and Improvements	10,063
Total	11,795
Accumulated Depreciation	(1,937)
812 Littleton CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	4,562
Costs Capitalized Subsequent to Acquisition	3,997
Gross Amount at Which Carried As of Year End
Land	257
Buildings and Improvements	6,482
Total	6,739
Accumulated Depreciation	(3,095)
813 Littleton CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	4,926
Costs Capitalized Subsequent to Acquisition	3,286
Gross Amount at Which Carried As of Year End
Land	251
Buildings and Improvements	6,324
Total	6,575
Accumulated Depreciation	(2,737)
570 Lone Tree CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	23,999
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	21,884
Total	21,884
Accumulated Depreciation	(9,404)
666 Lone Tree CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	23,274
Costs Capitalized Subsequent to Acquisition	5,888
Gross Amount at Which Carried As of Year End
Land	17
Buildings and Improvements	26,446
Total	26,463
Accumulated Depreciation	(11,638)
2233 Lone Tree CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	6,734
Costs Capitalized Subsequent to Acquisition	33,848
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	39,973
Total	39,973
Accumulated Depreciation	(13,804)
3000 Lone Tree CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	4,393
Building and Improvements	31,643
Costs Capitalized Subsequent to Acquisition	6,135
Gross Amount at Which Carried As of Year End
Land	4,393
Buildings and Improvements	37,778
Total	42,171
Accumulated Depreciation	(2,007)
510 Thornton CO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	236
Building and Improvements	10,206
Costs Capitalized Subsequent to Acquisition	15,580
Gross Amount at Which Carried As of Year End
Land	463
Buildings and Improvements	22,963
Total	23,426
Accumulated Depreciation	(6,726)
434 Atlantis FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	2,027
Costs Capitalized Subsequent to Acquisition	552
Gross Amount at Which Carried As of Year End
Land	5
Buildings and Improvements	2,324
Total	2,329
Accumulated Depreciation	(1,518)
435 Atlantis FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	2,000
Costs Capitalized Subsequent to Acquisition	1,332
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	2,659
Total	2,659
Accumulated Depreciation	(1,733)
602 Atlantis FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	455
Building and Improvements	2,231
Costs Capitalized Subsequent to Acquisition	1,561
Gross Amount at Which Carried As of Year End
Land	455
Buildings and Improvements	3,225
Total	3,680
Accumulated Depreciation	(1,431)
2963 Brooksville FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	11,490
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	11,490
Total	11,490
Accumulated Depreciation	(913)
604 Englewood FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	170
Building and Improvements	1,134
Costs Capitalized Subsequent to Acquisition	1,194
Gross Amount at Which Carried As of Year End
Land	226
Buildings and Improvements	1,868
Total	2,094
Accumulated Depreciation	(734)
2962 Orange Park | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	16,983
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	16,983
Total	16,983
Accumulated Depreciation	(601)
609 Kissimmee FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	788
Building and Improvements	174
Costs Capitalized Subsequent to Acquisition	1,246
Gross Amount at Which Carried As of Year End
Land	788
Buildings and Improvements	1,239
Total	2,027
Accumulated Depreciation	(556)
610 Kissimmee FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	481
Building and Improvements	347
Costs Capitalized Subsequent to Acquisition	904
Gross Amount at Which Carried As of Year End
Land	494
Buildings and Improvements	628
Total	1,122
Accumulated Depreciation	(344)
671 Kissimmee FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	7,574
Costs Capitalized Subsequent to Acquisition	2,904
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	8,247
Total	8,247
Accumulated Depreciation	(3,755)
603 Lake Worth FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,507
Building and Improvements	2,894
Costs Capitalized Subsequent to Acquisition	1,807
Gross Amount at Which Carried As of Year End
Land	1,507
Buildings and Improvements	2,868
Total	4,375
Accumulated Depreciation	(1,374)
612 Margate FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,553
Building and Improvements	6,898
Costs Capitalized Subsequent to Acquisition	3,585
Gross Amount at Which Carried As of Year End
Land	1,553
Buildings and Improvements	9,421
Total	10,974
Accumulated Depreciation	(4,219)
613 Miami FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	4,392
Building and Improvements	11,841
Costs Capitalized Subsequent to Acquisition	15,281
Gross Amount at Which Carried As of Year End
Land	4,454
Buildings and Improvements	22,922
Total	27,376
Accumulated Depreciation	(7,410)
2202 Miami FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	13,123
Costs Capitalized Subsequent to Acquisition	11,991
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	24,034
Total	24,034
Accumulated Depreciation	(8,801)
2203 Miami FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	8,877
Costs Capitalized Subsequent to Acquisition	5,205
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	13,597
Total	13,597
Accumulated Depreciation	(4,813)
1067 Milton FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	8,566
Costs Capitalized Subsequent to Acquisition	1,361
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	9,813
Total	9,813
Accumulated Depreciation	(3,687)
2577 Naples FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	29,186
Costs Capitalized Subsequent to Acquisition	1,805
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	30,991
Total	30,991
Accumulated Depreciation	(5,884)
2578 Naples FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	18,819
Costs Capitalized Subsequent to Acquisition	667
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	19,486
Total	19,486
Accumulated Depreciation	(3,147)
2964 Okeechobee FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	16,751
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	16,751
Total	16,751
Accumulated Depreciation	(455)
563 Orlando FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,144
Building and Improvements	5,136
Costs Capitalized Subsequent to Acquisition	16,761
Gross Amount at Which Carried As of Year End
Land	12,033
Buildings and Improvements	7,591
Total	19,624
Accumulated Depreciation	(6,377)
833 Pace FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	10,309
Costs Capitalized Subsequent to Acquisition	4,179
Gross Amount at Which Carried As of Year End
Land	54
Buildings and Improvements	11,533
Total	11,587
Accumulated Depreciation	(4,306)
834 Pensacola FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	11,166
Costs Capitalized Subsequent to Acquisition	669
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	11,358
Total	11,358
Accumulated Depreciation	(4,237)
673 Plantation FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,091
Building and Improvements	7,176
Costs Capitalized Subsequent to Acquisition	3,269
Gross Amount at Which Carried As of Year End
Land	1,091
Buildings and Improvements	9,368
Total	10,459
Accumulated Depreciation	(4,023)
674 Plantation FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	8,273
Costs Capitalized Subsequent to Acquisition	572
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	8,845
Total	8,845
Accumulated Depreciation	(570)
2579 Punta Gorda FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	9,379
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	9,379
Total	9,379
Accumulated Depreciation	(1,678)
2833 St. Petersburg FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	13,754
Costs Capitalized Subsequent to Acquisition	15,843
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	23,467
Total	23,467
Accumulated Depreciation	(8,651)
2836 Tampa FL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,967
Building and Improvements	6,618
Costs Capitalized Subsequent to Acquisition	9,533
Gross Amount at Which Carried As of Year End
Land	2,700
Buildings and Improvements	10,719
Total	13,419
Accumulated Depreciation	(6,475)
887 Atlanta, GA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	4,300
Building and Improvements	13,690
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	4,300
Buildings and Improvements	11,890
Total	16,190
Accumulated Depreciation	(9,413)
3214 Savannah GA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	867
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	867
Total	867
Accumulated Depreciation	0
2576 Statesboro GA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	10,234
Costs Capitalized Subsequent to Acquisition	439
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	10,673
Total	10,673
Accumulated Depreciation	(2,542)
3006 Arlington Heights IL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	4,845
Initial Cost to Company
Land	3,011
Building and Improvements	9,651
Costs Capitalized Subsequent to Acquisition	591
Gross Amount at Which Carried As of Year End
Land	3,187
Buildings and Improvements	10,021
Total	13,208
Accumulated Depreciation	(759)
2702 Bolingbrook, IL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	21,237
Costs Capitalized Subsequent to Acquisition	1,910
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	23,055
Total	23,055
Accumulated Depreciation	(1,855)
3004 Highland Park IL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	5,834
Initial Cost to Company
Land	2,767
Building and Improvements	11,495
Costs Capitalized Subsequent to Acquisition	217
Gross Amount at Which Carried As of Year End
Land	2,767
Buildings and Improvements	11,674
Total	14,441
Accumulated Depreciation	(742)
3005 Lockport IL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	10,976
Initial Cost to Company
Land	3,106
Building and Improvements	22,645
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	3,106
Buildings and Improvements	22,645
Total	25,751
Accumulated Depreciation	(1,410)
1065 Marion IL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	99
Building and Improvements	11,538
Costs Capitalized Subsequent to Acquisition	2,322
Gross Amount at Which Carried As of Year End
Land	100
Buildings and Improvements	13,375
Total	13,475
Accumulated Depreciation	(5,541)
2719 Marion IL | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	5,098
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	5,098
Total	5,098
Accumulated Depreciation	(221)
2696 Indianapolis, IN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	59,746
Costs Capitalized Subsequent to Acquisition	697
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	60,364
Total	60,364
Accumulated Depreciation	(3,979)
2699 Indianapolis, IN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	23,211
Costs Capitalized Subsequent to Acquisition	711
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	23,921
Total	23,921
Accumulated Depreciation	(1,586)
2701 Indianapolis, IN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	478
Building and Improvements	1,637
Costs Capitalized Subsequent to Acquisition	136
Gross Amount at Which Carried As of Year End
Land	478
Buildings and Improvements	1,749
Total	2,227
Accumulated Depreciation	(501)
2698 Mooresville, IN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	20,646
Costs Capitalized Subsequent to Acquisition	653
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	21,292
Total	21,292
Accumulated Depreciation	(1,407)
1057 Newburgh IN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	14,019
Costs Capitalized Subsequent to Acquisition	5,381
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	19,250
Total	19,250
Accumulated Depreciation	(9,128)
2700 Zionsville, IN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,969
Building and Improvements	7,281
Costs Capitalized Subsequent to Acquisition	809
Gross Amount at Which Carried As of Year End
Land	3,040
Buildings and Improvements	7,998
Total	11,038
Accumulated Depreciation	(757)
2039 Kansas City KS | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	440
Building and Improvements	2,173
Costs Capitalized Subsequent to Acquisition	316
Gross Amount at Which Carried As of Year End
Land	448
Buildings and Improvements	2,436
Total	2,884
Accumulated Depreciation	(658)
112 Overland Park, KS | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,316
Building and Improvements	10,681
Costs Capitalized Subsequent to Acquisition	24
Gross Amount at Which Carried As of Year End
Land	2,316
Buildings and Improvements	10,797
Total	13,113
Accumulated Depreciation	(7,924)
2043 Overland Park KS | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	7,668
Costs Capitalized Subsequent to Acquisition	2,354
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	9,290
Total	9,290
Accumulated Depreciation	(2,692)
3062 Overland Park KS | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	872
Building and Improvements	11,813
Costs Capitalized Subsequent to Acquisition	526
Gross Amount at Which Carried As of Year End
Land	978
Buildings and Improvements	11,811
Total	12,789
Accumulated Depreciation	(2,053)
483 Wichita KS | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	530
Building and Improvements	3,341
Costs Capitalized Subsequent to Acquisition	788
Gross Amount at Which Carried As of Year End
Land	605
Buildings and Improvements	3,510
Total	4,115
Accumulated Depreciation	(1,645)
3018 Wichita KS | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,946
Building and Improvements	39,795
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	3,946
Buildings and Improvements	39,795
Total	43,741
Accumulated Depreciation	(2,305)
1064 Lexington KY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	12,726
Costs Capitalized Subsequent to Acquisition	2,837
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	14,648
Total	14,648
Accumulated Depreciation	(6,224)
735 Louisville KY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	936
Building and Improvements	8,426
Costs Capitalized Subsequent to Acquisition	18,960
Gross Amount at Which Carried As of Year End
Land	936
Buildings and Improvements	23,542
Total	24,478
Accumulated Depreciation	(13,083)
737 Louisville KY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	835
Building and Improvements	27,627
Costs Capitalized Subsequent to Acquisition	11,636
Gross Amount at Which Carried As of Year End
Land	878
Buildings and Improvements	35,899
Total	36,777
Accumulated Depreciation	(16,797)
738 Louisville KY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	780
Building and Improvements	8,582
Costs Capitalized Subsequent to Acquisition	8,694
Gross Amount at Which Carried As of Year End
Land	851
Buildings and Improvements	13,331
Total	14,182
Accumulated Depreciation	(10,083)
739 Louisville KY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	826
Building and Improvements	13,814
Costs Capitalized Subsequent to Acquisition	4,003
Gross Amount at Which Carried As of Year End
Land	832
Buildings and Improvements	16,046
Total	16,878
Accumulated Depreciation	(6,911)
2834 Louisville KY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,983
Building and Improvements	13,171
Costs Capitalized Subsequent to Acquisition	8,866
Gross Amount at Which Carried As of Year End
Land	2,991
Buildings and Improvements	18,816
Total	21,807
Accumulated Depreciation	(10,006)
1945 Louisville KY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,255
Building and Improvements	28,644
Costs Capitalized Subsequent to Acquisition	3,092
Gross Amount at Which Carried As of Year End
Land	3,365
Buildings and Improvements	30,902
Total	34,267
Accumulated Depreciation	(12,422)
1946 Louisville KY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	430
Building and Improvements	6,125
Costs Capitalized Subsequent to Acquisition	276
Gross Amount at Which Carried As of Year End
Land	430
Buildings and Improvements	6,401
Total	6,831
Accumulated Depreciation	(2,587)
2237 Louisville KY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,519
Building and Improvements	15,386
Costs Capitalized Subsequent to Acquisition	5,450
Gross Amount at Which Carried As of Year End
Land	1,672
Buildings and Improvements	20,351
Total	22,023
Accumulated Depreciation	(7,139)
2238 Louisville KY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,334
Building and Improvements	12,172
Costs Capitalized Subsequent to Acquisition	3,627
Gross Amount at Which Carried As of Year End
Land	1,558
Buildings and Improvements	14,624
Total	16,182
Accumulated Depreciation	(4,921)
2239 Louisville KY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,644
Building and Improvements	10,832
Costs Capitalized Subsequent to Acquisition	6,912
Gross Amount at Which Carried As of Year End
Land	2,091
Buildings and Improvements	16,272
Total	18,363
Accumulated Depreciation	(6,510)
3023 Covington LA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	9,490
Building and Improvements	21,918
Costs Capitalized Subsequent to Acquisition	94
Gross Amount at Which Carried As of Year End
Land	9,490
Buildings and Improvements	22,012
Total	31,502
Accumulated Depreciation	(1,204)
3121 Cambrigde MA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	40,663
Building and Improvements	23,102
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	40,663
Buildings and Improvements	23,102
Total	63,765
Accumulated Depreciation	(956)
1213 Ellicott City MD | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,115
Building and Improvements	3,206
Costs Capitalized Subsequent to Acquisition	4,960
Gross Amount at Which Carried As of Year End
Land	1,463
Buildings and Improvements	6,257
Total	7,720
Accumulated Depreciation	(2,884)
1052 Towson MD | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	14,233
Costs Capitalized Subsequent to Acquisition	5,579
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	14,435
Total	14,435
Accumulated Depreciation	(5,538)
2650 Biddeford, ME | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,341
Building and Improvements	17,376
Costs Capitalized Subsequent to Acquisition	107
Gross Amount at Which Carried As of Year End
Land	1,341
Buildings and Improvements	17,483
Total	18,824
Accumulated Depreciation	(3,524)
3002 Burnsville MN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	7,713
Initial Cost to Company
Land	2,801
Building and Improvements	17,779
Costs Capitalized Subsequent to Acquisition	892
Gross Amount at Which Carried As of Year End
Land	2,861
Buildings and Improvements	18,611
Total	21,472
Accumulated Depreciation	(2,148)
3003 Burnsville MN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	5,142
Initial Cost to Company
Land	516
Building and Improvements	13,200
Costs Capitalized Subsequent to Acquisition	452
Gross Amount at Which Carried As of Year End
Land	533
Buildings and Improvements	13,382
Total	13,915
Accumulated Depreciation	(1,374)
3009 Burnsville MN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	18,985
Initial Cost to Company
Land	4,640
Building and Improvements	38,064
Costs Capitalized Subsequent to Acquisition	40
Gross Amount at Which Carried As of Year End
Land	4,664
Buildings and Improvements	38,080
Total	42,744
Accumulated Depreciation	(2,488)
240 Minneapolis MN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	117
Building and Improvements	13,213
Costs Capitalized Subsequent to Acquisition	7,285
Gross Amount at Which Carried As of Year End
Land	117
Buildings and Improvements	18,442
Total	18,559
Accumulated Depreciation	(11,143)
300 Minneapolis MN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	160
Building and Improvements	10,131
Costs Capitalized Subsequent to Acquisition	6,920
Gross Amount at Which Carried As of Year End
Land	214
Buildings and Improvements	14,342
Total	14,556
Accumulated Depreciation	(8,692)
2703 Columbia, MO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	4,141
Building and Improvements	20,364
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	4,141
Buildings and Improvements	20,364
Total	24,505
Accumulated Depreciation	(1,845)
2032 Independence MO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	48,025
Costs Capitalized Subsequent to Acquisition	3,539
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	50,173
Total	50,173
Accumulated Depreciation	(12,403)
2863 Lee's Summitt MO | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	16,454
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	16,454
Total	16,454
Accumulated Depreciation	(1,822)
1078 Flowood MS | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	8,413
Costs Capitalized Subsequent to Acquisition	2,177
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	9,902
Total	9,902
Accumulated Depreciation	(3,723)
1059 Jackson MS | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	8,868
Costs Capitalized Subsequent to Acquisition	692
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	9,523
Total	9,523
Accumulated Depreciation	(3,776)
1060 Jackson MS | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	7,187
Costs Capitalized Subsequent to Acquisition	3,022
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	9,131
Total	9,131
Accumulated Depreciation	(3,500)
1068 Omaha NE | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	16,243
Costs Capitalized Subsequent to Acquisition	3,023
Gross Amount at Which Carried As of Year End
Land	41
Buildings and Improvements	18,491
Total	18,532
Accumulated Depreciation	(7,563)
2651 Charlotte NC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,032
Building and Improvements	6,196
Costs Capitalized Subsequent to Acquisition	204
Gross Amount at Which Carried As of Year End
Land	1,032
Buildings and Improvements	6,295
Total	7,327
Accumulated Depreciation	(992)
2695 Charlotte, NC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	844
Building and Improvements	5,021
Costs Capitalized Subsequent to Acquisition	76
Gross Amount at Which Carried As of Year End
Land	844
Buildings and Improvements	5,060
Total	5,904
Accumulated Depreciation	(781)
2655 Wilmington NC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,949
Building and Improvements	12,244
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	1,949
Buildings and Improvements	12,244
Total	14,193
Accumulated Depreciation	(2,291)
2656 Wilmington NC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,071
Building and Improvements	11,592
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	2,071
Buildings and Improvements	11,592
Total	13,663
Accumulated Depreciation	(2,146)
2657 Shallotte NC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	918
Building and Improvements	3,609
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	918
Buildings and Improvements	3,609
Total	4,527
Accumulated Depreciation	(921)
2647 Concord NH | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,961
Building and Improvements	23,516
Costs Capitalized Subsequent to Acquisition	556
Gross Amount at Which Carried As of Year End
Land	1,961
Buildings and Improvements	22,721
Total	24,682
Accumulated Depreciation	(2,953)
2648 Concord NH | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	815
Building and Improvements	8,902
Costs Capitalized Subsequent to Acquisition	464
Gross Amount at Which Carried As of Year End
Land	815
Buildings and Improvements	9,366
Total	10,181
Accumulated Depreciation	(2,106)
2649 Epsom NH | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	919
Building and Improvements	5,868
Costs Capitalized Subsequent to Acquisition	59
Gross Amount at Which Carried As of Year End
Land	919
Buildings and Improvements	5,303
Total	6,222
Accumulated Depreciation	(976)
3011 Cherry Hill NV | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,235
Building and Improvements	21,731
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	5,235
Buildings and Improvements	21,731
Total	26,966
Accumulated Depreciation	(1,685)
3012 Morristown NJ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	21,703
Building and Improvements	32,517
Costs Capitalized Subsequent to Acquisition	3,119
Gross Amount at Which Carried As of Year End
Land	21,703
Buildings and Improvements	35,636
Total	57,339
Accumulated Depreciation	(2,476)
3013 Morristown NJ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	14,567
Building and Improvements	20,548
Costs Capitalized Subsequent to Acquisition	6,480
Gross Amount at Which Carried As of Year End
Land	14,567
Buildings and Improvements	27,028
Total	41,595
Accumulated Depreciation	(1,118)
3014 Morristown NJ | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	20,563
Building and Improvements	31,849
Costs Capitalized Subsequent to Acquisition	1,007
Gross Amount at Which Carried As of Year End
Land	20,563
Buildings and Improvements	32,857
Total	53,420
Accumulated Depreciation	(1,466)
729 Albuquerque NM | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	5,380
Costs Capitalized Subsequent to Acquisition	2,466
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	7,308
Total	7,308
Accumulated Depreciation	(2,623)
571 Las Vegas NV | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	22,137
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	19,359
Total	19,359
Accumulated Depreciation	(8,720)
660 Las Vegas NV | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,121
Building and Improvements	4,363
Costs Capitalized Subsequent to Acquisition	12,784
Gross Amount at Which Carried As of Year End
Land	1,328
Buildings and Improvements	12,540
Total	13,868
Accumulated Depreciation	(4,437)
661 Las Vegas NV | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,305
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	1,371
Gross Amount at Which Carried As of Year End
Land	3,676
Buildings and Improvements	0
Total	3,676
Accumulated Depreciation	0
662 Las Vegas NV | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,000
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	1,000
Buildings and Improvements	0
Total	1,000
Accumulated Depreciation	0
663 Las Vegas NV | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,717
Building and Improvements	3,597
Costs Capitalized Subsequent to Acquisition	15,366
Gross Amount at Which Carried As of Year End
Land	1,724
Buildings and Improvements	15,511
Total	17,235
Accumulated Depreciation	(6,094)
664 Las Vegas NV | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,172
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	633
Gross Amount at Which Carried As of Year End
Land	1,805
Buildings and Improvements	0
Total	1,805
Accumulated Depreciation	(369)
691 Las Vegas NV | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,073
Building and Improvements	18,339
Costs Capitalized Subsequent to Acquisition	8,915
Gross Amount at Which Carried As of Year End
Land	3,167
Buildings and Improvements	25,521
Total	28,688
Accumulated Depreciation	(15,113)
2037 Mesquite NV | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	5,559
Costs Capitalized Subsequent to Acquisition	1,030
Gross Amount at Which Carried As of Year End
Land	34
Buildings and Improvements	6,430
Total	6,464
Accumulated Depreciation	(1,898)
400 Harrison OH | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	4,561
Costs Capitalized Subsequent to Acquisition	666
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	4,927
Total	4,927
Accumulated Depreciation	(3,019)
1054 Durant OK | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	619
Building and Improvements	9,256
Costs Capitalized Subsequent to Acquisition	3,301
Gross Amount at Which Carried As of Year End
Land	659
Buildings and Improvements	12,364
Total	13,023
Accumulated Depreciation	(4,905)
817 Owasso OK | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	6,582
Costs Capitalized Subsequent to Acquisition	2,090
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	6,113
Total	6,113
Accumulated Depreciation	(2,535)
404 Roseburg OR | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	5,707
Costs Capitalized Subsequent to Acquisition	1,147
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	6,154
Total	6,154
Accumulated Depreciation	(3,726)
3010 Springfield OR | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	20,666
Initial Cost to Company
Land	0
Building and Improvements	51,998
Costs Capitalized Subsequent to Acquisition	386
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	51,982
Total	51,982
Accumulated Depreciation	(3,493)
2570 Limerick PA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	925
Building and Improvements	20,072
Costs Capitalized Subsequent to Acquisition	51
Gross Amount at Which Carried As of Year End
Land	925
Buildings and Improvements	19,953
Total	20,878
Accumulated Depreciation	(4,350)
2234 Philadelphia PA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	24,264
Building and Improvements	99,904
Costs Capitalized Subsequent to Acquisition	49,324
Gross Amount at Which Carried As of Year End
Land	24,288
Buildings and Improvements	149,067
Total	173,355
Accumulated Depreciation	(36,719)
2403 Philadelphia PA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	26,063
Building and Improvements	97,646
Costs Capitalized Subsequent to Acquisition	38,382
Gross Amount at Which Carried As of Year End
Land	26,134
Buildings and Improvements	135,309
Total	161,443
Accumulated Depreciation	(41,809)
2571 Wilkes-Barre PA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	9,138
Costs Capitalized Subsequent to Acquisition	11
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	9,149
Total	9,149
Accumulated Depreciation	(2,186)
2694 Anderson, SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	405
Building and Improvements	1,211
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	405
Buildings and Improvements	1,211
Total	1,616
Accumulated Depreciation	(251)
2573 Florence SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	12,090
Costs Capitalized Subsequent to Acquisition	91
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	12,180
Total	12,180
Accumulated Depreciation	(2,323)
2574 Florence SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	12,190
Costs Capitalized Subsequent to Acquisition	88
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	12,277
Total	12,277
Accumulated Depreciation	(2,338)
2575 Florence SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	11,243
Costs Capitalized Subsequent to Acquisition	56
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	11,299
Total	11,299
Accumulated Depreciation	(2,635)
2841 Greenville SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	634
Building and Improvements	38,386
Costs Capitalized Subsequent to Acquisition	2,006
Gross Amount at Which Carried As of Year End
Land	647
Buildings and Improvements	39,635
Total	40,282
Accumulated Depreciation	(7,332)
2842 Greenville SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	794
Building and Improvements	41,293
Costs Capitalized Subsequent to Acquisition	560
Gross Amount at Which Carried As of Year End
Land	794
Buildings and Improvements	41,058
Total	41,852
Accumulated Depreciation	(7,587)
2843 Greenville SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	626
Building and Improvements	22,210
Costs Capitalized Subsequent to Acquisition	13
Gross Amount at Which Carried As of Year End
Land	626
Buildings and Improvements	22,223
Total	22,849
Accumulated Depreciation	(4,825)
2844 Greenville SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	806
Building and Improvements	18,889
Costs Capitalized Subsequent to Acquisition	948
Gross Amount at Which Carried As of Year End
Land	806
Buildings and Improvements	19,031
Total	19,837
Accumulated Depreciation	(3,507)
2845 Greenville SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	932
Building and Improvements	40,879
Costs Capitalized Subsequent to Acquisition	224
Gross Amount at Which Carried As of Year End
Land	932
Buildings and Improvements	41,103
Total	42,035
Accumulated Depreciation	(7,874)
2846 Greenville SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	896
Building and Improvements	38,486
Costs Capitalized Subsequent to Acquisition	632
Gross Amount at Which Carried As of Year End
Land	896
Buildings and Improvements	39,118
Total	40,014
Accumulated Depreciation	(7,522)
2847 Greenville SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	600
Building and Improvements	26,472
Costs Capitalized Subsequent to Acquisition	5,083
Gross Amount at Which Carried As of Year End
Land	600
Buildings and Improvements	30,954
Total	31,554
Accumulated Depreciation	(6,219)
2850 Greenville SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	211
Building and Improvements	6,503
Costs Capitalized Subsequent to Acquisition	154
Gross Amount at Which Carried As of Year End
Land	211
Buildings and Improvements	6,656
Total	6,867
Accumulated Depreciation	(1,553)
2853 Greenville SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	534
Building and Improvements	6,430
Costs Capitalized Subsequent to Acquisition	229
Gross Amount at Which Carried As of Year End
Land	534
Buildings and Improvements	5,576
Total	6,110
Accumulated Depreciation	(1,310)
2854 Greenville SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	824
Building and Improvements	13,645
Costs Capitalized Subsequent to Acquisition	109
Gross Amount at Which Carried As of Year End
Land	824
Buildings and Improvements	13,755
Total	14,579
Accumulated Depreciation	(3,808)
2848 Greer SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	318
Building and Improvements	5,816
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	318
Buildings and Improvements	5,816
Total	6,134
Accumulated Depreciation	(1,233)
2849 Greer SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	319
Building and Improvements	5,836
Costs Capitalized Subsequent to Acquisition	98
Gross Amount at Which Carried As of Year End
Land	319
Buildings and Improvements	5,935
Total	6,254
Accumulated Depreciation	(1,383)
2851 Travelers Rest SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	498
Building and Improvements	1,015
Costs Capitalized Subsequent to Acquisition	202
Gross Amount at Which Carried As of Year End
Land	498
Buildings and Improvements	1,018
Total	1,516
Accumulated Depreciation	(483)
2862 Myrtle Beach SC | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	27,660
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	27,660
Total	27,660
Accumulated Depreciation	(4,213)
2865 Brentwood TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	34,201
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	34,201
Total	34,201
Accumulated Depreciation	(2,397)
624 Hendersonville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	256
Building and Improvements	1,530
Costs Capitalized Subsequent to Acquisition	3,480
Gross Amount at Which Carried As of Year End
Land	256
Buildings and Improvements	3,619
Total	3,875
Accumulated Depreciation	(1,738)
559 Hermitage TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	830
Building and Improvements	5,036
Costs Capitalized Subsequent to Acquisition	14,514
Gross Amount at Which Carried As of Year End
Land	945
Buildings and Improvements	17,211
Total	18,156
Accumulated Depreciation	(6,645)
561 Hermitage TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	596
Building and Improvements	9,698
Costs Capitalized Subsequent to Acquisition	9,110
Gross Amount at Which Carried As of Year End
Land	596
Buildings and Improvements	15,414
Total	16,010
Accumulated Depreciation	(8,217)
562 Hermitage TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	317
Building and Improvements	6,528
Costs Capitalized Subsequent to Acquisition	5,427
Gross Amount at Which Carried As of Year End
Land	317
Buildings and Improvements	9,761
Total	10,078
Accumulated Depreciation	(4,751)
625 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	955
Building and Improvements	14,289
Costs Capitalized Subsequent to Acquisition	9,976
Gross Amount at Which Carried As of Year End
Land	955
Buildings and Improvements	20,959
Total	21,914
Accumulated Depreciation	(8,572)
626 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,050
Building and Improvements	5,211
Costs Capitalized Subsequent to Acquisition	7,211
Gross Amount at Which Carried As of Year End
Land	2,055
Buildings and Improvements	9,238
Total	11,293
Accumulated Depreciation	(3,819)
627 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,007
Building and Improvements	181
Costs Capitalized Subsequent to Acquisition	1,491
Gross Amount at Which Carried As of Year End
Land	1,113
Buildings and Improvements	1,073
Total	2,186
Accumulated Depreciation	(479)
628 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,980
Building and Improvements	7,164
Costs Capitalized Subsequent to Acquisition	6,377
Gross Amount at Which Carried As of Year End
Land	2,980
Buildings and Improvements	11,339
Total	14,319
Accumulated Depreciation	(5,081)
630 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	515
Building and Improvements	848
Costs Capitalized Subsequent to Acquisition	520
Gross Amount at Which Carried As of Year End
Land	528
Buildings and Improvements	1,057
Total	1,585
Accumulated Depreciation	(508)
631 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	266
Building and Improvements	1,305
Costs Capitalized Subsequent to Acquisition	2,222
Gross Amount at Which Carried As of Year End
Land	266
Buildings and Improvements	2,552
Total	2,818
Accumulated Depreciation	(1,332)
632 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	827
Building and Improvements	7,642
Costs Capitalized Subsequent to Acquisition	6,300
Gross Amount at Which Carried As of Year End
Land	827
Buildings and Improvements	10,796
Total	11,623
Accumulated Depreciation	(5,441)
633 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,425
Building and Improvements	12,577
Costs Capitalized Subsequent to Acquisition	10,755
Gross Amount at Which Carried As of Year End
Land	5,425
Buildings and Improvements	19,406
Total	24,831
Accumulated Depreciation	(9,067)
634 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,818
Building and Improvements	15,185
Costs Capitalized Subsequent to Acquisition	17,341
Gross Amount at Which Carried As of Year End
Land	3,818
Buildings and Improvements	26,738
Total	30,556
Accumulated Depreciation	(12,093)
636 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	583
Building and Improvements	450
Costs Capitalized Subsequent to Acquisition	522
Gross Amount at Which Carried As of Year End
Land	604
Buildings and Improvements	793
Total	1,397
Accumulated Depreciation	(360)
2967 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	47,823
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	47,823
Total	47,823
Accumulated Depreciation	(1,989)
2720 Nashville TN | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	102
Building and Improvements	10,925
Costs Capitalized Subsequent to Acquisition	886
Gross Amount at Which Carried As of Year End
Land	102
Buildings and Improvements	11,804
Total	11,906
Accumulated Depreciation	(1,299)
2611 Allen TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,330
Building and Improvements	5,960
Costs Capitalized Subsequent to Acquisition	838
Gross Amount at Which Carried As of Year End
Land	1,374
Buildings and Improvements	6,740
Total	8,114
Accumulated Depreciation	(1,579)
2612 Allen TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,310
Building and Improvements	4,165
Costs Capitalized Subsequent to Acquisition	1,438
Gross Amount at Which Carried As of Year End
Land	1,310
Buildings and Improvements	5,581
Total	6,891
Accumulated Depreciation	(1,469)
573 Arlington TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	769
Building and Improvements	12,355
Costs Capitalized Subsequent to Acquisition	12,450
Gross Amount at Which Carried As of Year End
Land	769
Buildings and Improvements	21,615
Total	22,384
Accumulated Depreciation	(7,448)
2621 Cedar Park, TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,617
Building and Improvements	11,640
Costs Capitalized Subsequent to Acquisition	809
Gross Amount at Which Carried As of Year End
Land	1,617
Buildings and Improvements	12,450
Total	14,067
Accumulated Depreciation	(1,726)
576 Conroe TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	324
Building and Improvements	4,842
Costs Capitalized Subsequent to Acquisition	5,202
Gross Amount at Which Carried As of Year End
Land	324
Buildings and Improvements	8,161
Total	8,485
Accumulated Depreciation	(3,540)
577 Conroe TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	397
Building and Improvements	7,966
Costs Capitalized Subsequent to Acquisition	4,643
Gross Amount at Which Carried As of Year End
Land	397
Buildings and Improvements	11,334
Total	11,731
Accumulated Depreciation	(5,268)
578 Conroe TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	388
Building and Improvements	7,975
Costs Capitalized Subsequent to Acquisition	5,687
Gross Amount at Which Carried As of Year End
Land	388
Buildings and Improvements	10,267
Total	10,655
Accumulated Depreciation	(4,158)
579 Conroe TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	188
Building and Improvements	3,618
Costs Capitalized Subsequent to Acquisition	1,697
Gross Amount at Which Carried As of Year End
Land	188
Buildings and Improvements	4,622
Total	4,810
Accumulated Depreciation	(2,231)
581 Corpus Christi TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	717
Building and Improvements	8,181
Costs Capitalized Subsequent to Acquisition	8,130
Gross Amount at Which Carried As of Year End
Land	717
Buildings and Improvements	12,331
Total	13,048
Accumulated Depreciation	(5,875)
600 Corpus Christi TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	328
Building and Improvements	3,210
Costs Capitalized Subsequent to Acquisition	5,094
Gross Amount at Which Carried As of Year End
Land	328
Buildings and Improvements	5,999
Total	6,327
Accumulated Depreciation	(3,431)
601 Corpus Christi TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	313
Building and Improvements	1,771
Costs Capitalized Subsequent to Acquisition	2,463
Gross Amount at Which Carried As of Year End
Land	325
Buildings and Improvements	3,235
Total	3,560
Accumulated Depreciation	(1,755)
2839 Cypress TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	38,362
Gross Amount at Which Carried As of Year End
Land	11
Buildings and Improvements	37,120
Total	37,131
Accumulated Depreciation	(11,016)
582 Dallas TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,664
Building and Improvements	6,785
Costs Capitalized Subsequent to Acquisition	7,505
Gross Amount at Which Carried As of Year End
Land	1,747
Buildings and Improvements	11,387
Total	13,134
Accumulated Depreciation	(5,185)
1314 Dallas TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	15,230
Building and Improvements	162,970
Costs Capitalized Subsequent to Acquisition	30,642
Gross Amount at Which Carried As of Year End
Land	24,093
Buildings and Improvements	183,326
Total	207,419
Accumulated Depreciation	(82,918)
1315 Dallas TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	4,458
Gross Amount at Which Carried As of Year End
Land	26
Buildings and Improvements	3,246
Total	3,272
Accumulated Depreciation	(1,367)
1316 Dallas TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	11,943
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	7,925
Total	7,925
Accumulated Depreciation	(1,393)
1317 Dallas TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	11,510
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	10,984
Total	10,984
Accumulated Depreciation	(1,645)
1319 Dallas TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	18,840
Building and Improvements	155,659
Costs Capitalized Subsequent to Acquisition	7,097
Gross Amount at Which Carried As of Year End
Land	18,840
Buildings and Improvements	162,198
Total	181,038
Accumulated Depreciation	(71,767)
2721 Dallas, TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	31,707
Building and Improvements	2,000
Costs Capitalized Subsequent to Acquisition	(2)
Gross Amount at Which Carried As of Year End
Land	31,707
Buildings and Improvements	1,998
Total	33,705
Accumulated Depreciation	(1,498)
3007 Denton TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	5,636
Initial Cost to Company
Land	2,298
Building and Improvements	9,502
Costs Capitalized Subsequent to Acquisition	97
Gross Amount at Which Carried As of Year End
Land	2,338
Buildings and Improvements	9,559
Total	11,897
Accumulated Depreciation	(810)
3020 Frisco TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	27,201
Costs Capitalized Subsequent to Acquisition	704
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	27,869
Total	27,869
Accumulated Depreciation	(1,296)
3021 Frisco TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	26,181
Costs Capitalized Subsequent to Acquisition	1,536
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	27,698
Total	27,698
Accumulated Depreciation	(1,420)
583 Fort Worth TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	898
Building and Improvements	4,866
Costs Capitalized Subsequent to Acquisition	5,802
Gross Amount at Which Carried As of Year End
Land	898
Buildings and Improvements	9,131
Total	10,029
Accumulated Depreciation	(3,953)
805 Fort Worth TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	2,481
Costs Capitalized Subsequent to Acquisition	2,335
Gross Amount at Which Carried As of Year End
Land	45
Buildings and Improvements	3,866
Total	3,911
Accumulated Depreciation	(2,364)
806 Fort Worth TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	6,070
Costs Capitalized Subsequent to Acquisition	2,454
Gross Amount at Which Carried As of Year End
Land	5
Buildings and Improvements	7,973
Total	7,978
Accumulated Depreciation	(3,567)
2619 Fort Worth, TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,180
Building and Improvements	13,432
Costs Capitalized Subsequent to Acquisition	1,437
Gross Amount at Which Carried As of Year End
Land	1,180
Buildings and Improvements	14,869
Total	16,049
Accumulated Depreciation	(1,703)
2620 Fort Worth, TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,961
Building and Improvements	14,155
Costs Capitalized Subsequent to Acquisition	366
Gross Amount at Which Carried As of Year End
Land	2,000
Buildings and Improvements	14,482
Total	16,482
Accumulated Depreciation	(1,900)
2982 Fort Worth TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,720
Building and Improvements	6,225
Costs Capitalized Subsequent to Acquisition	5,880
Gross Amount at Which Carried As of Year End
Land	2,720
Buildings and Improvements	12,022
Total	14,742
Accumulated Depreciation	(2,236)
1061 Granbury TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	6,863
Costs Capitalized Subsequent to Acquisition	1,331
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	8,054
Total	8,054
Accumulated Depreciation	(3,406)
430 Houston TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,927
Building and Improvements	33,140
Costs Capitalized Subsequent to Acquisition	24,348
Gross Amount at Which Carried As of Year End
Land	2,479
Buildings and Improvements	52,033
Total	54,512
Accumulated Depreciation	(29,418)
446 Houston TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,200
Building and Improvements	19,585
Costs Capitalized Subsequent to Acquisition	25,280
Gross Amount at Which Carried As of Year End
Land	2,945
Buildings and Improvements	32,869
Total	35,814
Accumulated Depreciation	(23,130)
589 Houston TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,676
Building and Improvements	12,602
Costs Capitalized Subsequent to Acquisition	20,000
Gross Amount at Which Carried As of Year End
Land	1,706
Buildings and Improvements	27,359
Total	29,065
Accumulated Depreciation	(7,835)
702 Houston TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	7,414
Costs Capitalized Subsequent to Acquisition	4,119
Gross Amount at Which Carried As of Year End
Land	7
Buildings and Improvements	9,504
Total	9,511
Accumulated Depreciation	(4,449)
1044 Houston TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	4,838
Costs Capitalized Subsequent to Acquisition	7,140
Gross Amount at Which Carried As of Year End
Land	1,321
Buildings and Improvements	8,737
Total	10,058
Accumulated Depreciation	(3,053)
2542 Houston TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	304
Building and Improvements	17,764
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	304
Buildings and Improvements	17,764
Total	18,068
Accumulated Depreciation	(4,091)
2543 Houston Tx | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	116
Building and Improvements	6,555
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	116
Buildings and Improvements	6,439
Total	6,555
Accumulated Depreciation	(1,639)
2544 Houston Tx | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	312
Building and Improvements	12,094
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	312
Buildings and Improvements	12,094
Total	12,406
Accumulated Depreciation	(3,316)
2545 Houston Tx | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	316
Building and Improvements	13,931
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	316
Buildings and Improvements	13,931
Total	14,247
Accumulated Depreciation	(2,909)
2546 Houston Tx | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	408
Building and Improvements	18,332
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	408
Buildings and Improvements	17,925
Total	18,333
Accumulated Depreciation	(5,500)
2547 Houston Tx | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	470
Building and Improvements	18,197
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	470
Buildings and Improvements	17,727
Total	18,197
Accumulated Depreciation	(4,549)
2548 Houston Tx | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	313
Building and Improvements	7,036
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	313
Buildings and Improvements	6,724
Total	7,037
Accumulated Depreciation	(2,111)
2549 Houston Tx | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	530
Building and Improvements	22,711
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	530
Buildings and Improvements	22,711
Total	23,241
Accumulated Depreciation	(4,182)
2966 Houston, TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	32,920
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	32,920
Total	32,920
Accumulated Depreciation	(845)
590 Irving TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	828
Building and Improvements	6,160
Costs Capitalized Subsequent to Acquisition	6,147
Gross Amount at Which Carried As of Year End
Land	828
Buildings and Improvements	10,035
Total	10,863
Accumulated Depreciation	(4,146)
700 Irving TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	8,550
Costs Capitalized Subsequent to Acquisition	6,390
Gross Amount at Which Carried As of Year End
Land	8
Buildings and Improvements	11,256
Total	11,264
Accumulated Depreciation	(4,562)
1207 Irving TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,955
Building and Improvements	12,793
Costs Capitalized Subsequent to Acquisition	4,684
Gross Amount at Which Carried As of Year End
Land	2,063
Buildings and Improvements	16,131
Total	18,194
Accumulated Depreciation	(6,119)
2840 Kingwood TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,035
Building and Improvements	28,373
Costs Capitalized Subsequent to Acquisition	2,128
Gross Amount at Which Carried As of Year End
Land	3,422
Buildings and Improvements	28,718
Total	32,140
Accumulated Depreciation	(5,586)
591 Lewisville TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	561
Building and Improvements	8,043
Costs Capitalized Subsequent to Acquisition	3,043
Gross Amount at Which Carried As of Year End
Land	561
Buildings and Improvements	9,513
Total	10,074
Accumulated Depreciation	(4,688)
144 Longview TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	102
Building and Improvements	7,998
Costs Capitalized Subsequent to Acquisition	1,438
Gross Amount at Which Carried As of Year End
Land	102
Buildings and Improvements	8,986
Total	9,088
Accumulated Depreciation	(5,450)
143 Lufkin TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	338
Building and Improvements	2,383
Costs Capitalized Subsequent to Acquisition	299
Gross Amount at Which Carried As of Year End
Land	338
Buildings and Improvements	2,602
Total	2,940
Accumulated Depreciation	(1,573)
568 McKinney TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	541
Building and Improvements	6,217
Costs Capitalized Subsequent to Acquisition	5,260
Gross Amount at Which Carried As of Year End
Land	541
Buildings and Improvements	9,910
Total	10,451
Accumulated Depreciation	(4,928)
569 McKinney TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	636
Costs Capitalized Subsequent to Acquisition	9,509
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	9,045
Total	9,045
Accumulated Depreciation	(4,251)
596 N Richland Hills TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	812
Building and Improvements	8,883
Costs Capitalized Subsequent to Acquisition	6,238
Gross Amount at Which Carried As of Year End
Land	812
Buildings and Improvements	12,644
Total	13,456
Accumulated Depreciation	(4,720)
2048 North Richland Hills TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,385
Building and Improvements	10,213
Costs Capitalized Subsequent to Acquisition	2,364
Gross Amount at Which Carried As of Year End
Land	1,400
Buildings and Improvements	12,034
Total	13,434
Accumulated Depreciation	(5,092)
2835 Pearland TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	4,014
Costs Capitalized Subsequent to Acquisition	5,707
Gross Amount at Which Carried As of Year End
Land	29
Buildings and Improvements	7,866
Total	7,895
Accumulated Depreciation	(3,010)
2838 Pearland TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	19,978
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	18,768
Total	18,768
Accumulated Depreciation	(4,996)
597 Plano TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,210
Building and Improvements	9,588
Costs Capitalized Subsequent to Acquisition	10,042
Gross Amount at Which Carried As of Year End
Land	1,225
Buildings and Improvements	17,340
Total	18,565
Accumulated Depreciation	(7,412)
672 Plano TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,389
Building and Improvements	12,768
Costs Capitalized Subsequent to Acquisition	5,783
Gross Amount at Which Carried As of Year End
Land	1,389
Buildings and Improvements	15,701
Total	17,090
Accumulated Depreciation	(6,542)
1384 Plano, TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	6,290
Building and Improvements	22,686
Costs Capitalized Subsequent to Acquisition	6,702
Gross Amount at Which Carried As of Year End
Land	6,290
Buildings and Improvements	29,197
Total	35,487
Accumulated Depreciation	(22,652)
2653 Rockwall, TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	788
Building and Improvements	9,020
Costs Capitalized Subsequent to Acquisition	39
Gross Amount at Which Carried As of Year End
Land	788
Buildings and Improvements	9,026
Total	9,814
Accumulated Depreciation	(1,533)
815 San Antonio TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	9,193
Costs Capitalized Subsequent to Acquisition	4,303
Gross Amount at Which Carried As of Year End
Land	87
Buildings and Improvements	12,038
Total	12,125
Accumulated Depreciation	(5,744)
816 San Antonio TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	1,902
Initial Cost to Company
Land	0
Building and Improvements	8,699
Costs Capitalized Subsequent to Acquisition	14,749
Gross Amount at Which Carried As of Year End
Land	175
Buildings and Improvements	21,625
Total	21,800
Accumulated Depreciation	(5,880)
2837 San Antonio TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	26,191
Costs Capitalized Subsequent to Acquisition	4,030
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	28,781
Total	28,781
Accumulated Depreciation	(11,500)
2852 Shenandoah TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	29,980
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	29,980
Total	29,980
Accumulated Depreciation	(6,808)
598 Sugar Land TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,078
Building and Improvements	5,158
Costs Capitalized Subsequent to Acquisition	4,245
Gross Amount at Which Carried As of Year End
Land	1,170
Buildings and Improvements	6,912
Total	8,082
Accumulated Depreciation	(3,313)
599 Texas City TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	9,519
Costs Capitalized Subsequent to Acquisition	2,326
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	11,649
Total	11,649
Accumulated Depreciation	(4,913)
152 Victoria TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	125
Building and Improvements	8,977
Costs Capitalized Subsequent to Acquisition	711
Gross Amount at Which Carried As of Year End
Land	125
Buildings and Improvements	9,294
Total	9,419
Accumulated Depreciation	(5,628)
2198 Webster, TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	2,220
Building and Improvements	9,602
Costs Capitalized Subsequent to Acquisition	462
Gross Amount at Which Carried As of Year End
Land	2,220
Buildings and Improvements	9,744
Total	11,964
Accumulated Depreciation	(3,516)
3024 Webster, TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,196
Building and Improvements	12,911
Costs Capitalized Subsequent to Acquisition	36
Gross Amount at Which Carried As of Year End
Land	3,212
Buildings and Improvements	12,931
Total	16,143
Accumulated Depreciation	(449)
3025 Webster, TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,209
Building and Improvements	23,782
Costs Capitalized Subsequent to Acquisition	16
Gross Amount at Which Carried As of Year End
Land	3,225
Buildings and Improvements	23,782
Total	27,007
Accumulated Depreciation	(671)
2550 The Woodlands TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	115
Building and Improvements	5,141
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	115
Buildings and Improvements	5,141
Total	5,256
Accumulated Depreciation	(1,210)
2551 The Woodlands TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	296
Building and Improvements	18,282
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	296
Buildings and Improvements	18,282
Total	18,578
Accumulated Depreciation	(3,706)
2552 The Woodlands TX | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	374
Building and Improvements	25,125
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	374
Buildings and Improvements	25,125
Total	25,499
Accumulated Depreciation	(4,538)
1592 Bountiful UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	999
Building and Improvements	7,426
Costs Capitalized Subsequent to Acquisition	2,222
Gross Amount at Which Carried As of Year End
Land	1,019
Buildings and Improvements	9,393
Total	10,412
Accumulated Depreciation	(3,813)
169 Bountiful UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	276
Building and Improvements	5,237
Costs Capitalized Subsequent to Acquisition	4,466
Gross Amount at Which Carried As of Year End
Land	653
Buildings and Improvements	8,252
Total	8,905
Accumulated Depreciation	(3,906)
2035 Draper UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	4,146
Initial Cost to Company
Land	0
Building and Improvements	10,803
Costs Capitalized Subsequent to Acquisition	1,244
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	11,543
Total	11,543
Accumulated Depreciation	(2,859)
469 Kaysville UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	530
Building and Improvements	4,493
Costs Capitalized Subsequent to Acquisition	441
Gross Amount at Which Carried As of Year End
Land	530
Buildings and Improvements	4,708
Total	5,238
Accumulated Depreciation	(2,130)
456 Layton UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	371
Building and Improvements	7,073
Costs Capitalized Subsequent to Acquisition	3,201
Gross Amount at Which Carried As of Year End
Land	389
Buildings and Improvements	9,237
Total	9,626
Accumulated Depreciation	(4,801)
2042 Layton UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	10,975
Costs Capitalized Subsequent to Acquisition	1,906
Gross Amount at Which Carried As of Year End
Land	44
Buildings and Improvements	12,481
Total	12,525
Accumulated Depreciation	(3,090)
2864 Washington Terrace | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	0
Costs Capitalized Subsequent to Acquisition	19,898
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	19,898
Total	19,898
Accumulated Depreciation	(2,086)
357 Orem UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	337
Building and Improvements	8,744
Costs Capitalized Subsequent to Acquisition	4,751
Gross Amount at Which Carried As of Year End
Land	306
Buildings and Improvements	10,201
Total	10,507
Accumulated Depreciation	(5,970)
353 Salt Lake City UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	190
Building and Improvements	779
Costs Capitalized Subsequent to Acquisition	280
Gross Amount at Which Carried As of Year End
Land	273
Buildings and Improvements	830
Total	1,103
Accumulated Depreciation	(576)
354 Salt Lake City UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	220
Building and Improvements	10,732
Costs Capitalized Subsequent to Acquisition	4,517
Gross Amount at Which Carried As of Year End
Land	220
Buildings and Improvements	13,444
Total	13,664
Accumulated Depreciation	(8,332)
355 Salt Lake City UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	180
Building and Improvements	14,792
Costs Capitalized Subsequent to Acquisition	6,257
Gross Amount at Which Carried As of Year End
Land	180
Buildings and Improvements	19,145
Total	19,325
Accumulated Depreciation	(11,119)
467 Salt Lake City UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,000
Building and Improvements	7,541
Costs Capitalized Subsequent to Acquisition	3,340
Gross Amount at Which Carried As of Year End
Land	3,145
Buildings and Improvements	9,878
Total	13,023
Accumulated Depreciation	(5,572)
566 Salt Lake City UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	509
Building and Improvements	4,044
Costs Capitalized Subsequent to Acquisition	4,993
Gross Amount at Which Carried As of Year End
Land	509
Buildings and Improvements	7,717
Total	8,226
Accumulated Depreciation	(3,679)
2041 Salt Lake City UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	12,326
Costs Capitalized Subsequent to Acquisition	1,347
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	13,185
Total	13,185
Accumulated Depreciation	(3,272)
2033 Sandy UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	867
Building and Improvements	3,513
Costs Capitalized Subsequent to Acquisition	2,697
Gross Amount at Which Carried As of Year End
Land	1,356
Buildings and Improvements	5,525
Total	6,881
Accumulated Depreciation	(2,884)
351 Washington Terrace UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	4,573
Costs Capitalized Subsequent to Acquisition	3,629
Gross Amount at Which Carried As of Year End
Land	17
Buildings and Improvements	5,762
Total	5,779
Accumulated Depreciation	(3,429)
352 Washington Terrace UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	2,692
Costs Capitalized Subsequent to Acquisition	1,801
Gross Amount at Which Carried As of Year End
Land	15
Buildings and Improvements	3,665
Total	3,680
Accumulated Depreciation	(2,555)
2034 West Jordan UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	12,021
Costs Capitalized Subsequent to Acquisition	323
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	11,844
Total	11,844
Accumulated Depreciation	(2,751)
2036 West Jordan UT | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	1,383
Costs Capitalized Subsequent to Acquisition	1,671
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	2,714
Total	2,714
Accumulated Depreciation	(1,472)
1208 Fairfax VA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,396
Building and Improvements	16,710
Costs Capitalized Subsequent to Acquisition	15,381
Gross Amount at Which Carried As of Year End
Land	8,845
Buildings and Improvements	27,935
Total	36,780
Accumulated Depreciation	(14,268)
2230 Fredericksburg VA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,101
Building and Improvements	8,570
Costs Capitalized Subsequent to Acquisition	12
Gross Amount at Which Carried As of Year End
Land	1,113
Buildings and Improvements	8,570
Total	9,683
Accumulated Depreciation	(2,062)
3001 Leesburg VA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	10,185
Initial Cost to Company
Land	3,549
Building and Improvements	24,059
Costs Capitalized Subsequent to Acquisition	3,701
Gross Amount at Which Carried As of Year End
Land	3,549
Buildings and Improvements	27,699
Total	31,248
Accumulated Depreciation	(2,419)
3015 Midlothian VA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	12,643
Initial Cost to Company
Land	0
Building and Improvements	21,442
Costs Capitalized Subsequent to Acquisition	179
Gross Amount at Which Carried As of Year End
Land	45
Buildings and Improvements	21,354
Total	21,399
Accumulated Depreciation	(1,024)
3016 Midlothian VA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	11,952
Initial Cost to Company
Land	0
Building and Improvements	20,610
Costs Capitalized Subsequent to Acquisition	177
Gross Amount at Which Carried As of Year End
Land	32
Buildings and Improvements	20,416
Total	20,448
Accumulated Depreciation	(1,097)
3017 Midlothian VA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	13,829
Initial Cost to Company
Land	0
Building and Improvements	22,531
Costs Capitalized Subsequent to Acquisition	89
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	22,619
Total	22,619
Accumulated Depreciation	(1,771)
572 Reston VA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	11,902
Costs Capitalized Subsequent to Acquisition	1,353
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	11,712
Total	11,712
Accumulated Depreciation	(5,938)
448 Renton WA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	18,724
Costs Capitalized Subsequent to Acquisition	5,301
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	21,729
Total	21,729
Accumulated Depreciation	(14,259)
781 Seattle WA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	52,703
Costs Capitalized Subsequent to Acquisition	22,499
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	67,881
Total	67,881
Accumulated Depreciation	(34,648)
782 Seattle WA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	24,382
Costs Capitalized Subsequent to Acquisition	31,717
Gross Amount at Which Carried As of Year End
Land	126
Buildings and Improvements	50,563
Total	50,689
Accumulated Depreciation	(19,720)
783 Seattle WA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	5,625
Costs Capitalized Subsequent to Acquisition	2,329
Gross Amount at Which Carried As of Year End
Land	211
Buildings and Improvements	6,949
Total	7,160
Accumulated Depreciation	(6,373)
785 Seattle WA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	7,293
Costs Capitalized Subsequent to Acquisition	6,153
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	11,351
Total	11,351
Accumulated Depreciation	(7,886)
1385 Seattle WA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	45,027
Costs Capitalized Subsequent to Acquisition	19,908
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	63,018
Total	63,018
Accumulated Depreciation	(25,124)
3022 Seattle WA | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	35,624
Building and Improvements	4,176
Costs Capitalized Subsequent to Acquisition	0
Gross Amount at Which Carried As of Year End
Land	35,624
Buildings and Improvements	4,176
Total	39,800
Accumulated Depreciation	(1,054)
2038 Evanston WY | Medical Office | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	0
Building and Improvements	4,601
Costs Capitalized Subsequent to Acquisition	1,225
Gross Amount at Which Carried As of Year End
Land	0
Buildings and Improvements	5,751
Total	5,751
Accumulated Depreciation	(1,715)
3089 Birmingham AL | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	6,193
Building and Improvements	32,146
Costs Capitalized Subsequent to Acquisition	3,803
Gross Amount at Which Carried As of Year End
Land	6,543
Buildings and Improvements	35,599
Total	42,142
Accumulated Depreciation	(5,502)
3090 Bradenton FL | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,496
Building and Improvements	95,671
Costs Capitalized Subsequent to Acquisition	16,038
Gross Amount at Which Carried As of Year End
Land	5,991
Buildings and Improvements	103,501
Total	109,492
Accumulated Depreciation	(15,560)
2997 Clearwater FL | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	68,405
Initial Cost to Company
Land	6,680
Building and Improvements	132,521
Costs Capitalized Subsequent to Acquisition	17,406
Gross Amount at Which Carried As of Year End
Land	6,819
Buildings and Improvements	146,467
Total	153,286
Accumulated Depreciation	(15,324)
3086 Jacksonville FL | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	19,660
Building and Improvements	167,860
Costs Capitalized Subsequent to Acquisition	15,791
Gross Amount at Which Carried As of Year End
Land	20,412
Buildings and Improvements	182,496
Total	202,908
Accumulated Depreciation	(21,706)
2996 Leesburg FL | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	8,941
Building and Improvements	65,698
Costs Capitalized Subsequent to Acquisition	13,662
Gross Amount at Which Carried As of Year End
Land	9,766
Buildings and Improvements	78,534
Total	88,300
Accumulated Depreciation	(10,744)
2995 Port Charlotte FL | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	5,344
Building and Improvements	159,612
Costs Capitalized Subsequent to Acquisition	12,089
Gross Amount at Which Carried As of Year End
Land	5,672
Buildings and Improvements	162,232
Total	167,904
Accumulated Depreciation	(17,301)
2998 Seminole FL | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	44,582
Initial Cost to Company
Land	14,080
Building and Improvements	77,485
Costs Capitalized Subsequent to Acquisition	9,202
Gross Amount at Which Carried As of Year End
Land	15,001
Buildings and Improvements	85,766
Total	100,767
Accumulated Depreciation	(8,074)
3085 Seminole FL | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	13,915
Building and Improvements	125,796
Costs Capitalized Subsequent to Acquisition	11,656
Gross Amount at Which Carried As of Year End
Land	14,613
Buildings and Improvements	136,755
Total	151,368
Accumulated Depreciation	(16,932)
3092 Sun City Center FL | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	87,106
Initial Cost to Company
Land	25,254
Building and Improvements	175,535
Costs Capitalized Subsequent to Acquisition	15,374
Gross Amount at Which Carried As of Year End
Land	26,382
Buildings and Improvements	189,781
Total	216,163
Accumulated Depreciation	(26,301)
3087 The Villages FL | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	7,091
Building and Improvements	120,493
Costs Capitalized Subsequent to Acquisition	12,553
Gross Amount at Which Carried As of Year End
Land	7,312
Buildings and Improvements	132,825
Total	140,137
Accumulated Depreciation	(15,586)
3084 Holland MI | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	1,572
Building and Improvements	88,960
Costs Capitalized Subsequent to Acquisition	6,766
Gross Amount at Which Carried As of Year End
Land	1,804
Buildings and Improvements	95,493
Total	97,297
Accumulated Depreciation	(11,057)
2991 Coatesville PA | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	16,443
Building and Improvements	126,243
Costs Capitalized Subsequent to Acquisition	11,838
Gross Amount at Which Carried As of Year End
Land	17,064
Buildings and Improvements	137,463
Total	154,527
Accumulated Depreciation	(14,965)
3080 Haverford PA | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	16,461
Building and Improvements	108,816
Costs Capitalized Subsequent to Acquisition	29,925
Gross Amount at Which Carried As of Year End
Land	16,461
Buildings and Improvements	126,165
Total	142,626
Accumulated Depreciation	(50,068)
3088 Spring TX | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	3,210
Building and Improvements	30,085
Costs Capitalized Subsequent to Acquisition	6,821
Gross Amount at Which Carried As of Year End
Land	3,475
Buildings and Improvements	36,640
Total	40,115
Accumulated Depreciation	(3,992)
3081 Fortt Belvoir VA | Continuing care retirement community | Operating segment
Real Estate and Accumulated Depreciation
Encumbrances as of Year end	0
Initial Cost to Company
Land	11,594
Building and Improvements	99,528
Costs Capitalized Subsequent to Acquisition	25,908
Gross Amount at Which Carried As of Year End
Land	11,594
Buildings and Improvements	117,897
Total	129,491
Accumulated Depreciation	$ (48,177)

XML

Schedule III: Real Estate and Accumulated Depreciation - Amount that Tax Basis of Net Real Estate Assets Less Than the Reported Amounts (Details) $ in Billions	12 Months Ended
	Dec. 31, 2022 USD ($)
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract]
Amount that the tax basis of the Company's net real estate is less than the reported amounts	$ 1.1
Life on Which Depreciation in Latest Income Statement is Computed	50 years

XML

Schedule III: Real Estate and Accumulated Depreciation - Summary of Activity for Real Estate and Accumulated Depreciation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Accumulated depreciation:
Deconsolidation of real estate	$ (89,766)	$ 0	$ 0
Continuing Operations
Real estate:
Balances at beginning of year	15,506,658	13,528,893	10,372,584
Acquisition of real estate and development and improvements	1,102,593	2,157,539	3,460,556
Sales and/or transfers to assets held for sale	(82,350)	(72,819)	(203,687)
Deconsolidation of real estate	(189,605)	0	0
Impairments	0	(21,294)	(23,991)
Other	(125,675)	(85,661)	(76,569)
Balances at end of year	16,211,621	15,506,658	13,528,893
Accumulated depreciation:
Balances at beginning of year	2,839,229	2,409,135	2,141,960
Depreciation expense	575,125	548,063	438,735
Sales and/or transfers to assets held for sale	(30,428)	(32,692)	(93,220)
Other	(106,022)	(85,277)	(78,340)
Balances at end of year	3,188,138	2,839,229	2,409,135
Discontinued Operations
Real estate:
Balances at beginning of year	0	2,930,566	4,133,349
Acquisition of real estate and development and improvements	0	8,238	119,333
Sales and/or transfers to assets held for sale	0	(2,929,713)	(1,114,792)
Impairments	0	(5,315)	(198,048)
Other	0	(3,776)	(9,276)
Balances at end of year	0	0	2,930,566
Accumulated depreciation:
Balances at beginning of year	0	615,708	861,557
Depreciation expense	0	0	91,726
Sales and/or transfers to assets held for sale	0	(615,708)	(333,654)
Other	0	0	(3,921)
Balances at end of year	$ 0	$ 0	$ 615,708

XML

Schedule IV: Mortgage Loans on Real Estate (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) property	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Prior Liens	$ 0
Face Amount of Mortgages	350,837
Carrying Amount of Mortgages	341,749	$ 390,291	$ 157,572	$ 161,964
Principal Amount Subject to Delinquent Principal or Interest	$ 0
California, Florida, and Other
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Number of properties with first mortgages | property	1
Mortgage loan on real estate, California due 2026 | Other Non-reportable | California
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	4.25%
Prior Liens	$ 0
Face Amount of Mortgages	20,566
Carrying Amount of Mortgages	17,652
Principal Amount Subject to Delinquent Principal or Interest	$ 0
Mortgage loan on real estate, California due 2026 | LIBOR | Other Non-reportable | California
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	2.00%
Mortgage loan on real estate, Florida due 2023 | Other Non-reportable | Florida
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	8.50%
Prior Liens	$ 0
Face Amount of Mortgages	7,798
Carrying Amount of Mortgages	6,882
Principal Amount Subject to Delinquent Principal or Interest	$ 0
Mortgage loan on real estate, Florida due 2023 | SOFR | Other Non-reportable | Florida
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	5.50%
Mortgage loan on real estate, Florida due 2023 | Other Non-reportable | Florida
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	8.50%
Prior Liens	$ 0
Face Amount of Mortgages	3,912
Carrying Amount of Mortgages	3,769
Principal Amount Subject to Delinquent Principal or Interest	$ 0
Mortgage loan on real estate, Florida due 2023 | SOFR | Other Non-reportable | Florida
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	5.50%
Mortgage loan on real estate, Florida due 2023 | Other Non-reportable | Florida
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	8.50%
Prior Liens	$ 0
Face Amount of Mortgages	14,207
Carrying Amount of Mortgages	14,106
Principal Amount Subject to Delinquent Principal or Interest	$ 0
Mortgage loan on real estate, Florida due 2023 | SOFR | Other Non-reportable | Florida
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	5.50%
Mortgage loan on real estate, California due 2023 | Other Non-reportable | California
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	8.50%
Prior Liens	$ 0
Face Amount of Mortgages	35,100
Carrying Amount of Mortgages	33,143
Principal Amount Subject to Delinquent Principal or Interest	$ 0
Mortgage loan on real estate, California due 2023 | SOFR | Other Non-reportable | California
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	5.50%
Mortgage loan on real estate, multiple due 2024
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Number of properties with first mortgages | property	10
Mortgage loan on real estate, multiple due 2024 | Other Non-reportable | California, Florida, and Other
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	3.75%
Prior Liens	$ 0
Face Amount of Mortgages	119,754
Carrying Amount of Mortgages	116,920
Principal Amount Subject to Delinquent Principal or Interest	$ 0
Mortgage loan on real estate, multiple due 2024 | LIBOR | Other Non-reportable | California, Florida, and Other
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	0.50%
Mortgage loan on real estate, multiple due 2023
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Number of properties with first mortgages | property	16
Mortgage loan on real estate, multiple due 2023 | Other Non-reportable | California, Florida, and Other
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items]
Interest Rate	4.25%
Prior Liens	$ 0
Face Amount of Mortgages	149,500
Carrying Amount of Mortgages	149,277
Principal Amount Subject to Delinquent Principal or Interest	$ 0

XML

Schedule IV: Mortgage Loans on Real Estate - Reconciliation of Mortgage Loans (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
SEC Schedule, 12-29, Real Estate Companies, Investment in Movement in Mortgage Loans on Real Estate [Roll Forward]
Balance at beginning of year	$ 390,291	$ 157,572	$ 161,964
New mortgage loans	0	310,338	98,469
Draws and additions to existing mortgage loans	5,525	9,370	19,182
Total additions	5,525	319,708	117,651
Principal repayments	(47,591)	(84,486)	(113,200)
Reserve for loan losses	(6,476)	(2,503)	(8,843)
Total deductions	(54,067)	(86,989)	(122,043)
Balance at end of year	$ 341,749	$ 390,291	$ 157,572

XML

Label	Element	Value
Accounting Standards Update [Extensible Enumeration]	us-gaap_AccountingStandardsUpdateExtensibleList	Accounting Standards Update 2016-13 [Member]	[1]

[1] On January 1, 2020, the Company adopted a series of Accounting Standards Updates (“ASUs”) related to accounting for credit losses and recognized the cumulative-effect of adoption to beginning retained earnings. Refer to Note 2 for a detailed impact of adoption.