0000766704-23-000023.txt : 20230731 0000766704-23-000023.hdr.sgml : 20230731 20230731160923 ACCESSION NUMBER: 0000766704-23-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 19 CONFORMED PERIOD OF REPORT: 20230731 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20230731 DATE AS OF CHANGE: 20230731 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WELLTOWER INC. CENTRAL INDEX KEY: 0000766704 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 341096634 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08923 FILM NUMBER: 231127476 BUSINESS ADDRESS: STREET 1: 4500 DORR STREET CITY: TOLEDO STATE: OH ZIP: 43615 BUSINESS PHONE: 419-247-2800 MAIL ADDRESS: STREET 1: 4500 DORR STREET CITY: TOLEDO STATE: OH ZIP: 43615 FORMER COMPANY: FORMER CONFORMED NAME: HEALTH CARE REIT INC /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 well-20230731.htm 8-K well-20230731
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 31, 2023
Welltower Inc.
(Exact name of registrant as specified in its charter)
Delaware1-892334-1096634
(State or other jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
4500 Dorr Street, Toledo, Ohio43615
(Address of principal executive offices)(Zip Code)

Registrant's telephone number, including area code: (419) 247-2800
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, $1.00 par value per shareWELLNew York Stock Exchange
Guarantee of 4.800% Notes due 2028 issued by Welltower OP LLCWELL/28New York Stock Exchange
Guarantee of 4.500% Notes due 2034 issued by Welltower OP LLCWELL/34New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company                 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 2.02  Results of Operations and Financial Condition.
On July 31, 2023, Welltower Inc. (the “Company”) issued a press release that announced operating results for its second quarter ended June 30, 2023. The press release refers to a supplemental information package that is available on the Company's website (www.welltower.com), free of charge. Copies of the press release and supplemental information package have been furnished as Exhibits 99.1 and 99.2, respectively, to this Current Report, and are incorporated herein by reference.
The information included in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01  Financial Statements and Exhibits.
(d)  Exhibits.
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.            
 
SIGNATURE
 Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
WELLTOWER INC.
By:/s/ Matthew McQueen
Name:Matthew McQueen
Title:Executive Vice President – General Counsel & Corporate Secretary
 
Dated:  July 31, 2023

EX-99.1 2 a2q23earningsrelease991.htm EX-99.1 Document

welltowerlogo_rgbxnotm002a.jpg

FOR IMMEDIATE RELEASE
July 31, 2023
For more information contact:
Tim McHugh (419) 247-2800
Welltower Reports Second Quarter 2023 Results
Toledo, Ohio, July 31, 2023…..Welltower Inc. (NYSE:WELL) today announced results for the quarter ended June 30, 2023.
Recent Highlights
Reported net income attributable to common stockholders of $0.20 per diluted share
Reported normalized funds from operations ("FFO") attributable to common stockholders of $0.90 per diluted share
Reported total portfolio year-over-year same store NOI ("SSNOI") growth of 12.7%, driven by SSNOI growth in our Seniors Housing Operating ("SHO") portfolio of 24.2%
SHO portfolio year-over-year same store ("SS") revenue increased 9.9% in the second quarter, driven by 190 basis points ("bps") of year-over-year average occupancy growth and Revenue Per Occupied Room ("RevPOR") growth of 7.3%
SHO portfolio year-over-year SSNOI margin expanded by 290 bps driven primarily by strong RevPOR growth which continued to meaningfully outpace Expense per Occupied Room ("ExpPOR") growth
During the first half of the year, completed nearly $700 million of pro rata acquisitions and loan funding
Since the beginning of the second quarter, we closed or are under contract to close 26 new transactions representing pro rata acquisition and loan funding of approximately $2.3 billion, bringing year-to-date total investment activity to $3.0 billion
As of July 28, 2023, we had approximately $6.7 billion of available liquidity inclusive of $2.7 billion of available cash and restricted cash and full capacity under our $4.0 billion line of credit
Improved net debt to Adjusted EBITDA to 5.62x at June 30, 2023 from 6.89x at June 30, 2022
Revised full year 2023 net income attributable to common stockholders outlook to a range of $0.73 to $0.84 per diluted share as compared to previous guidance of $0.61 to $0.74 per diluted share. Full year normalized FFO attributable to common stockholders guidance has been revised to a range of $3.48 to $3.59 per diluted share as compared to previous guidance of $3.43 to $3.56 per diluted share
Capital Activity and Liquidity During the second quarter, net debt to consolidated enterprise value improved to 24.6% at June 30, 2023 from 29.5% at December 31, 2022. During the second quarter and subsequent to quarter end, we sourced over $3 billion of attractively priced capital, including debt, exchangeable debt, equity and proceeds from dispositions and loan payoffs to fund accretive capital deployment opportunities and to further strengthen our already robust liquidity profile.
Provider Relief Funds During the second quarter, we recognized approximately $7.4 million of Provider Relief Funds, benefiting net income attributable to common stockholders and normalized FFO by approximately $0.01 per diluted share.
Notable Investment Activity In the second quarter, we completed $414 million of pro rata gross investments, including $164 million in acquisitions and loan funding and $250 million in development funding. We opened nine development projects for an aggregate pro rata investment amount of $315 million. Additionally, during the second quarter we completed pro rata property dispositions and loan payoffs of $433 million.
Revera Joint Venture During the second quarter, we entered into definitive agreements to dissolve our existing Revera joint venture relationship across the U.S., United Kingdom and Canada. The transactions include acquiring the remaining interests in 110 properties from Revera while simultaneously selling interests in 31 properties to Revera.
During the second quarter, we closed the U.K. portfolio portion of the transaction through the acquisition of the remaining ownership interest in 29 properties previously held in two separate consolidated joint venture structures in which we owned 75% and 90% of the interests in exchange for the disposition to Revera of our interests in four properties. Operations for these properties were transitioned to Avery, who recently appointed seniors housing industry veteran, Lorna Rose, as CEO. Ms. Rose has over 35 years of experience in healthcare, most recently serving on the executive teams at Bupa and Barchester Healthcare, both premier seniors housing operators in the U.K.
In July 2023, we closed transactions related primarily to our U.S portfolio through the acquisition of ten well-located properties currently under development or recently developed by Sunrise Senior Living, previously owned in a 34% Welltower/66% Revera joint venture. Additionally, we sold our minority interests in 12 U.S. properties and one Canadian development project. Operations for two

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2Q23Earnings ReleaseJuly 31, 2023
recently developed now wholly-owned properties, as well as an additional 26 existing 100% owned properties transitioned to Oakmont Management Group, which has previously demonstrated rapid success in driving outsized NOI growth after assuming management of properties in its core markets. In conjunction with the transaction we also sold our 34% interest in the Sunrise Senior Living management company.
We anticipate closing the remainder of the transactions related to our Canadian portfolio before year end. The Canadian portfolio consists of 85 properties in a joint venture owned 75% by us and 25% by Revera. As a part of the transaction, we will acquire Revera's interest in 71 properties and sell our interests in the remaining 14 properties.
StoryPoint Senior Living We continued to expand our relationship with StoryPoint, a preeminent senior living operator based in Brighton, Michigan, through the acquisition of an additional community in Ohio for approximately $35 million.
Genesis HealthCare As previously announced, we transitioned the sublease of a portfolio of seven facilities from Genesis HealthCare to Complete Care Management in the second quarter of 2021. As part of the March 2021 Genesis transactions, we entered into a forward sale agreement for the seven properties valued at approximately $182 million, which was expected to close when the Welltower-held purchase option for these seven facilities became exercisable. On May 1, 2023, we executed a series of transactions that included the assignment of the leasehold interest to a newly formed tri-party unconsolidated joint venture with Aurora Health Network, Peace Capital (an affiliate of Complete Care Management) and Welltower, and culminated with the closing of the $66 million purchase option by the joint venture. The transactions resulted in net cash proceeds to us of approximately $104 million after our retained interest in the joint venture, and a gain from the loss of control and derecognition of the leasehold interest of $65 million recognized in other income.
Environmental, Social and Governance (“ESG”) During the second quarter, we achieved an MSCI ESG rating of 'AA', reflecting our robust corporate governance practices, ESG risk management relative to peers and ongoing commitment to advancing sustainability initiatives. Subsequent to quarter-end, we released our 2022 ESG Report, summarizing our progress and achievements across a range of ESG initiatives, including those related to diversity and inclusion, environmental responsibility and corporate governance.
Dividend On July 31, 2023, the Board of Directors declared a cash dividend for the quarter ended June 30, 2023 of $0.61 per share. This dividend, which will be paid on August 23, 2023 to stockholders of record as of August 15, 2023, will be our 209th consecutive quarterly cash dividend. The declaration and payment of future quarterly dividends remains subject to review and approval by the Board of Directors.
Outlook for 2023 Net income attributable to common stockholders guidance has been revised to a range of $0.73 to $0.84 per diluted share from the previous range of $0.61 to $0.74 per diluted share, primarily due to change in projected net gains/losses/impairments and depreciation and amortization. We increased the midpoint of the guidance range of full year normalized FFO attributable to common stockholders to a range of $3.48 to $3.59 per diluted share from the previous range of $3.43 to $3.56 per diluted share. In preparing our guidance, we have updated or confirmed the following assumptions:
Same Store NOI: We expect average blended SSNOI growth of 10% to 13%, which is comprised of the following components:
Seniors Housing Operating approximately 20% to 25%
Seniors Housing Triple-net approximately 1% to 3%
Outpatient Medical approximately 2% to 3%
Long-Term/Post-Acute Care approximately 3% to 4%
Investments: Our earnings guidance includes only those acquisitions closed to date. Furthermore, no transitions or restructures beyond those announced to date are included.
Impact of Interest Rates: Increased interest rates on floating rate debt are expected to reduce 2023 normalized FFO attributable to common stockholders by approximately $0.20 per diluted share versus 2022.
General and Administrative Expenses: We anticipate general and administrative expenses to be approximately $171 million to $177 million and stock-based compensation expense to be approximately $35 million.
Development: We anticipate funding an additional $441 million of development in 2023 relating to projects underway on June 30, 2023.
Dispositions: We expect pro rata disposition proceeds of $966 million at a blended yield of 5.0% in the next twelve months. This includes approximately $961 million from expected property sales and $5 million of expected proceeds from loan repayments.
Provider Relief Funds: Our initial 2023 earnings guidance did not include the recognition of any Provider Relief Funds or other government grants. During the six months ended June 30, 2023, we recognized approximately $11 million at our share relating to Provider Relief Funds and similar programs in the United Kingdom and Canada. Our updated guidance does not include any additional funds in 2023. During the full year 2022, we recognized approximately $35 million at our share relating to these programs.

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2Q23Earnings ReleaseJuly 31, 2023
Our guidance does not include any additional investments, dispositions or capital transactions beyond those we have announced, nor any other expenses, impairments, unanticipated additions to the loan loss reserve or other additional normalizing items. Please see the Supplemental Reporting Measures section for further discussion and our definition of normalized FFO and SSNOI and Exhibit 3 for a reconciliation of the outlook for net income available to common stockholders to normalized FFO attributable to common stockholders. We will provide additional detail regarding our 2023 outlook and assumptions on the second quarter 2023 conference call.
Conference Call Information We have scheduled a conference call on Tuesday, August 1, 2023 at 9:00 a.m. Eastern Time to discuss our second quarter 2023 results, industry trends and portfolio performance. Telephone access will be available by dialing (888) 340-5024 or (646) 960-0135 (international). For those unable to listen to the call live, a taped rebroadcast will be available beginning two hours after completion of the call through August 8, 2023. To access the rebroadcast, dial (800) 770-2030 or (647) 362-9199 (international). The conference ID number is 8230248. To participate in the webcast, log on to www.welltower.com 15 minutes before the call to download the necessary software. Replays will be available for 90 days.
Supplemental Reporting Measures We believe that net income and net income attributable to common stockholders ("NICS"), as defined by U.S. generally accepted accounting principles ("U.S. GAAP"), are the most appropriate earnings measurements. However, we consider funds from operations ("FFO"), normalized FFO, net operating income ("NOI"), same store NOI ("SSNOI"), revenue per occupied room ("RevPOR"), same store RevPOR ("SS RevPOR"), expense per occupied room ("ExpPOR"), same store ExpPOR ("SS ExpPOR"), EBITDA and Adjusted EBITDA to be useful supplemental measures of our operating performance. Excluding EBITDA and Adjusted EBITDA, these supplemental measures are disclosed on our pro rata ownership basis. Pro rata amounts are derived by reducing consolidated amounts for minority partners’ noncontrolling ownership interests and adding our minority ownership share of unconsolidated amounts. We do not control unconsolidated investments. While we consider pro rata disclosures useful, they may not accurately depict the legal and economic implications of our joint venture arrangements and should be used with caution.
Historical cost accounting for real estate assets in accordance with U.S. GAAP implicitly assumes that the value of real estate assets diminishes predictably over time as evidenced by the provision for depreciation. However, since real estate values have historically risen or fallen with market conditions, many industry investors and analysts have considered presentations of operating results for real estate companies that use historical cost accounting to be insufficient. In response, the National Association of Real Estate Investment Trusts ("NAREIT") created FFO as a supplemental measure of operating performance for REITs that excludes historical cost depreciation from net income. FFO attributable to common stockholders, as defined by NAREIT, means net income attributable to common stockholders, computed in accordance with U.S. GAAP, excluding gains (or losses) from sales of real estate and impairments of depreciable assets, plus real estate depreciation and amortization, and after adjustments for unconsolidated entities and noncontrolling interests. Normalized FFO attributable to common stockholders represents FFO attributable to common stockholders adjusted for certain items detailed in Exhibit 2. We believe that normalized FFO attributable to common stockholders is a useful supplemental measure of operating performance because investors and equity analysts may use this measure to compare the operating performance of Welltower between periods or as compared to other REITs or other companies on a consistent basis without having to account for differences caused by unanticipated and/or incalculable items.
We define NOI as total revenues, including tenant reimbursements, less property operating expenses. Property operating expenses represent costs associated with managing, maintaining and servicing tenants for our properties. These expenses include, but are not limited to, property-related payroll and benefits, property management fees paid to operators, marketing, housekeeping, food service, maintenance, utilities, property taxes and insurance. General and administrative expenses represent general overhead costs that are unrelated to property operations and unallocable to the properties, or transaction costs. These expenses include, but are not limited to, payroll and benefits related to corporate employees, professional services, office expenses and depreciation of corporate fixed assets. SSNOI is used to evaluate the operating performance of our properties using a consistent population which controls for changes in the composition of our portfolio. As used herein, same store is generally defined as those revenue-generating properties in the portfolio for the relevant year-over-year reporting periods. Acquisitions and development conversions are included in the same store amounts five full quarters after acquisition or being placed into service. Land parcels, loans and sub-leases, as well as any properties sold or classified as held for sale during the period, are excluded from the same store amounts. Redeveloped properties (including major refurbishments of a Seniors Housing Operating property where 20% or more of units are simultaneously taken out of commission for 30 days or more or Outpatient Medical properties undergoing a change in intended use) are excluded from the same store amounts until five full quarters post completion of the redevelopment. Properties undergoing operator transitions and/or segment transitions are also excluded from the same store amounts until five full quarters post completion of the operator transition or segment transition. In addition, properties significantly impacted by force majeure, acts of God or other extraordinary adverse events are excluded from same store amounts until five full quarters after the properties are placed back into service. SSNOI excludes non-cash NOI and includes adjustments to present consistent property ownership percentages and to translate Canadian properties and UK properties using a consistent exchange rate. Normalizers include adjustments that in management’s opinion are appropriate in considering SSNOI, a supplemental, non-GAAP performance measure. None of these adjustments, which may increase or decrease SSNOI, are reflected in our financial statements prepared in accordance with U.S. GAAP. Significant normalizers (defined as any that individually exceed 0.50% of SSNOI growth per property type) are separately disclosed and explained. We believe NOI and SSNOI provide investors relevant and useful information because they measure the operating performance of our properties at the property level on an unleveraged basis. We use NOI and SSNOI to make decisions about resource allocations and to assess the property level performance

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of our properties. No reconciliation of the forecasted range for SSNOI on a combined basis or by property type is included in this release because we are unable to quantify certain amounts that would be required to be included in the comparable GAAP financial measure without unreasonable efforts, and we believe such reconciliation would imply a degree of precision that could be confusing or misleading to investors.
RevPOR represents the average revenues generated per occupied room per month and ExpPOR represents the average expenses per occupied room per month at our Seniors Housing Operating properties. These metrics are calculated as our pro rata version of total resident fees and services revenues or property operating expenses from the income statement, divided by average monthly occupied room days. SS RevPOR and SS ExpPOR are used to evaluate the RevPOR and ExpPOR performance of our properties under a consistent population, which eliminates changes in the composition of our portfolio. They are based on the same pool of properties used for SSNOI and includes any revenue or expense normalizations used for SSNOI. We use RevPOR, ExpPOR, SS RevPOR and SS ExpPOR to evaluate the revenue-generating capacity and profit potential of our Seniors Housing Operating portfolio independent of fluctuating occupancy rates. They are also used in comparison against industry and competitor statistics, if known, to evaluate the quality of our Seniors Housing Operating portfolio.
We measure our credit strength both in terms of leverage ratios and coverage ratios. The leverage ratios indicate how much of our balance sheet capitalization is related to long-term debt, net of cash and restricted cash. We expect to maintain capitalization ratios and coverage ratios sufficient to maintain a capital structure consistent with our current profile. The ratios are based on EBITDA and Adjusted EBITDA. EBITDA is defined as earnings (net income per income statement) before interest expense, income taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA excluding unconsolidated entities and including adjustments for stock-based compensation expense, provision for loan losses, gains/losses on extinguishment of debt, gains/losses/impairments on properties, gains/losses on derivatives and financial instruments, other expenses, other impairment charges and other adjustments deemed appropriate in management's opinion. We believe that EBITDA and Adjusted EBITDA, along with net income, are important supplemental measures because they provide additional information to assess and evaluate the performance of our operations. Our leverage ratios include net debt to Adjusted EBITDA. Net debt is defined as total long-term debt, excluding operating lease liabilities, less cash and cash equivalents and restricted cash. Consolidated enterprise value represents the sum of net debt, the fair market value of our common stock and noncontrolling interests.
Our supplemental reporting measures and similarly entitled financial measures are widely used by investors, equity and debt analysts and ratings agencies in the valuation, comparison, rating and investment recommendations of companies. Our management uses these financial measures to facilitate internal and external comparisons to historical operating results and in making operating decisions. Additionally, they are utilized by the Board of Directors to evaluate management. The supplemental reporting measures do not represent net income or cash flow provided from operating activities as determined in accordance with U.S. GAAP and should not be considered as alternative measures of profitability or liquidity. Finally, the supplemental reporting measures, as defined by us, may not be comparable to similarly entitled items reported by other real estate investment trusts or other companies. Please see the exhibits for reconciliations of supplemental reporting measures and the supplemental information package for the quarter ended June 30, 2023, which is available on Welltower's website (www.welltower.com), for information and reconciliations of additional supplemental reporting measures.
About Welltower Welltower Inc. (NYSE:WELL), a real estate investment trust ("REIT") and S&P 500 company headquartered in Toledo, Ohio, is driving the transformation of health care infrastructure. Welltower invests with leading seniors housing operators, post-acute providers and health systems to fund the real estate infrastructure needed to scale innovative care delivery models and improve people’s wellness and overall health care experience. Welltower, owns interests in properties concentrated in major, high-growth markets in the United States, Canada and the United Kingdom, consisting of seniors housing and post-acute communities and outpatient medical properties. More information is available at www.welltower.com. We routinely post important information on our website at www.welltower.com in the “Investors” section, including corporate and investor presentations and financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included on our website under the heading “Investors”. Accordingly, investors should monitor such portion of our website in addition to following our press releases, public conference calls and filings with the Securities and Exchange Commission. The information on our website is not incorporated by reference in this press release, and our web address is included as an inactive textual reference only.
Forward-Looking Statements and Risk Factors This press release contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely to historical matters, Welltower is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause Welltower’s actual results to differ materially from Welltower’s expectations discussed in the forward-looking statements. This may be a result of various factors, including, but not limited to: the impact of the COVID-19 pandemic; the status of the economy; the status of capital markets, including availability and cost of capital; issues facing the health care industry, including compliance with, and changes to, regulations and payment policies, responding to government investigations and punitive settlements and operators’/tenants’ difficulty in cost effectively obtaining and maintaining adequate liability and other insurance; changes in financing terms; competition within the health care and seniors housing industries; negative developments in the operating results or financial condition of operators/tenants, including, but not limited to, their ability to pay rent and repay loans; Welltower’s

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2Q23Earnings ReleaseJuly 31, 2023
ability to transition or sell properties with profitable results; the failure to make new investments or acquisitions as and when anticipated; natural disasters and other acts of God affecting Welltower’s properties; Welltower’s ability to re-lease space at similar rates as vacancies occur; Welltower’s ability to timely reinvest sale proceeds at similar rates to assets sold; operator/tenant or joint venture partner bankruptcies or insolvencies; the cooperation of joint venture partners; government regulations affecting Medicare and Medicaid reimbursement rates and operational requirements; liability or contract claims by or against operators/tenants; unanticipated difficulties and/or expenditures relating to future investments or acquisitions; environmental laws affecting Welltower’s properties; changes in rules or practices governing Welltower’s financial reporting; the movement of U.S. and foreign currency exchange rates; Welltower’s ability to maintain its qualification as a REIT; key management personnel recruitment and retention; and other risks described in Welltower’s reports filed from time to time with the SEC. Welltower undertakes no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events or otherwise, or to update the reasons why actual results could differ from those projected in any forward-looking statements.

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2Q23Earnings ReleaseJuly 31, 2023
Welltower Inc.
Financial Exhibits
Consolidated Balance Sheets (unaudited)
(in thousands)
 June 30,
 20232022
Assets  
Real estate investments:  
Land and land improvements$4,262,745 $4,109,851 
Buildings and improvements34,127,012 32,480,543 
Acquired lease intangibles1,950,349 1,902,141 
Real property held for sale, net of accumulated depreciation404,071 177,719 
Construction in progress1,108,773 900,633 
Less accumulated depreciation and intangible amortization(8,599,622)(7,437,779)
Net real property owned33,253,328 32,133,108 
Right of use assets, net322,316 324,720 
Real estate loans receivable, net of credit allowance965,509 956,285 
Net real estate investments34,541,153 33,414,113 
Other assets:  
Investments in unconsolidated entities1,650,133 1,300,975 
Goodwill68,321 68,321 
Cash and cash equivalents2,203,788 363,339 
Restricted cash95,281 78,912 
Straight-line rent receivable389,381 408,575 
Receivables and other assets1,116,078 939,436 
Total other assets5,522,982 3,159,558 
Total assets$40,064,135 $36,573,671 
Liabilities and equity  
Liabilities:  
Unsecured credit facility and commercial paper$— $354,000 
Senior unsecured notes13,530,788 12,488,718 
Secured debt2,460,349 2,191,826 
Lease liabilities348,770 410,717 
Accrued expenses and other liabilities1,531,114 1,254,497 
Total liabilities17,871,021 16,699,758 
Redeemable noncontrolling interests369,191 420,018 
Equity:  
Common stock509,805 464,778 
Capital in excess of par value28,085,297 24,465,041 
Treasury stock(112,032)(111,691)
Cumulative net income8,933,663 8,815,446 
Cumulative dividends(16,116,698)(14,932,198)
Accumulated other comprehensive income(95,594)(145,196)
Total Welltower Inc. stockholders’ equity21,204,441 18,556,180 
Noncontrolling interests619,482 897,715 
Total equity21,823,923 19,453,895 
Total liabilities and equity$40,064,135 $36,573,671 

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2Q23Earnings ReleaseJuly 31, 2023
Consolidated Statements of Income (unaudited)
(in thousands, except per share data)
  Three Months EndedSix Months Ended
  June 30,June 30,
  2023202220232022
Revenues:    
 Resident fees and services$1,159,449 $1,009,999 $2,291,134 $2,004,334 
 Rental income383,439 361,411 767,498 717,801 
 Interest income38,710 37,140 75,115 76,134 
 Other income83,880 63,986 92,460 69,971 
Total revenues1,665,478 1,472,536 3,226,207 2,868,240 
Expenses:    
 Property operating expenses958,672 854,083 1,916,425 1,707,752 
 Depreciation and amortization341,945 310,295 681,057 614,383 
 Interest expense152,337 127,750 296,740 249,446 
 General and administrative expenses44,287 36,554 88,658 74,260 
 Loss (gain) on derivatives and financial instruments, net1,280 (1,407)2,210 1,171 
 Loss (gain) on extinguishment of debt, net603 591 
Provision for loan losses, net2,456 165 3,233 (639)
 Impairment of assets1,086 — 13,715 — 
 Other expenses11,069 35,166 33,814 61,235 
 Total expenses1,513,133 1,363,209 3,035,858 2,708,199 
Income (loss) from continuing operations before income taxes    
 and other items152,345 109,327 190,349 160,041 
Income tax (expense) benefit(3,503)(3,065)(6,548)(8,078)
Income (loss) from unconsolidated entities(40,332)(7,058)(47,403)(9,942)
Gain (loss) on real estate dispositions, net(2,168)(3,532)(1,421)19,402 
Income (loss) from continuing operations106,342 95,672 134,977 161,423 
Net income (loss)106,342 95,672 134,977 161,423 
Less:
Net income (loss) attributable to noncontrolling interests (1)
3,302 5,888 6,264 9,714 
Net income (loss) attributable to common stockholders$103,040 $89,784 $128,713 $151,709 
Average number of common shares outstanding:    
 Basic499,023 454,327 495,561 450,865 
 Diluted501,970 457,082 498,305 453,455 
Net income (loss) attributable to common stockholders per share:  
 Basic$0.21 $0.20 $0.26 $0.34 
 
Diluted(2)
$0.20 $0.20 $0.26 $0.33 
Common dividends per share$0.61 $0.61 $1.22 $1.22 
(1) Includes amounts attributable to redeemable noncontrolling interests.
(2) Includes adjustment to the numerator for income (loss) attributable to OP Units and DownREIT Units.

Page 7 of 12

2Q23Earnings ReleaseJuly 31, 2023
FFO ReconciliationsExhibit 1
(in thousands, except per share data)Three Months EndedSix Months Ended
June 30,June 30,
2023202220232022
Net income (loss) attributable to common stockholders$103,040$89,784 $128,713$151,709 
Depreciation and amortization341,945310,295 681,057614,383 
Impairments and losses (gains) on real estate dispositions, net3,2543,532 15,136(19,402)
Noncontrolling interests(1)
(12,841)(13,173)(26,168)(27,926)
Unconsolidated entities(2)
30,78419,150 53,50638,459 
NAREIT FFO attributable to common stockholders466,182409,588 852,244757,223 
Normalizing items, net(3)
(15,318)(14,975)18,1535,672 
Normalized FFO attributable to common stockholders$450,864$394,613 $870,397$762,895 
Average diluted common shares outstanding501,970 457,082 498,305 453,455 
Per diluted share data attributable to common stockholders:
Net income (loss)(4)
$0.20$0.20 $0.26$0.33 
NAREIT FFO$0.93$0.90 $1.71$1.67 
Normalized FFO$0.90$0.86 $1.75$1.68 
Normalized FFO Payout Ratio:
Dividends per common share$0.61$0.61 $1.22$1.22 
Normalized FFO attributable to common stockholders per share$0.90$0.86 $1.75$1.68 
Normalized FFO payout ratio68%71 %70%73 %
Other items:(5)
Net straight-line rent and above/below market rent amortization$(30,336)$(25,507)$(63,720)$(45,521)
Non-cash interest expenses(6)
6,5745,552 12,45210,273 
Recurring cap-ex, tenant improvements, and lease commissions(40,694)(39,558)(77,607)(72,024)
Stock-based compensation10,4915,901 19,61513,343 
(1) Represents noncontrolling interests' share of net FFO adjustments.
(2) Represents Welltower's share of net FFO adjustments from unconsolidated entities.
(3) See Exhibit 2.
(4) Includes adjustment to the numerator for income (loss) attributable to OP unitholders.
(5) Amounts presented net of noncontrolling interests' share and including Welltower's share of unconsolidated entities.
(6) Excludes normalized foreign currency loss (gain) (see Exhibit 2).

Page 8 of 12

2Q23Earnings ReleaseJuly 31, 2023
Normalizing ItemsExhibit 2
(in thousands, except per share data)Three Months EndedSix Months Ended
June 30,June 30,
2023202220232022
Loss (gain) on derivatives and financial instruments, net$1,280 (1)$(1,407)$2,210 $1,171 
Loss (gain) on extinguishment of debt, net(2)603 591 
Provision for loan losses, net2,456 (3)165 3,233 (639)
Income tax benefits— — (246)— 
Other impairment— (620)— (620)
Other expenses11,069 (4)35,166 33,814 61,235 
Leasehold interest termination(65,485)(5)(56,397)(65,485)(64,854)
Casualty losses, net of recoveries3,568 (6)2,673 8,055 2,686 
Foreign currency loss (gain)(345)(7)1,840 (572)1,840 
Normalizing items attributable to noncontrolling interests and unconsolidated entities, net32,138 (8)3,002 37,138 4,262 
Net normalizing items$(15,318)$(14,975)$18,153 $5,672 
Average diluted common shares outstanding501,970 457,082 498,305 453,455 
Net normalizing items per diluted share$(0.03)$(0.03)$0.04 $0.01 
(1) Primarily related to mark-to-market of the equity warrants received as part of the Safanad/HC-One transaction that closed in 2021.
(2) Primarily related to the extinguishment of secured debt.
(3) Primarily related to reserves for loan losses under the current expected credit losses accounting standard.
(4) Primarily related to non-capitalizable transaction costs and an accrual for non-capitalizable promotes.
(5) Primarily related to a gain from the loss of control and derecognition of the leasehold interest related to seven properties.
(6) Primarily relates to casualty losses net of any insurance recoveries.
(7) Primarily relates to foreign currency gains and losses related to accrued interest on intercompany loans and third party debt denominated in a foreign currency.
(8) Primarily related to an impairment recognized on the Sunrise Senior Living unconsolidated management company investment.

Outlook Reconciliation: Year Ending December 31, 2023Exhibit 3
(in millions, except per share data)Prior OutlookCurrent Outlook
LowHighLowHigh
FFO Reconciliation:
Net income attributable to common stockholders$303 $368 $374 $430 
Impairments and losses (gains) on real estate dispositions, net(1,2)
(19)(19)(20)(20)
Depreciation and amortization(1)
1,391 1,391 1,402 1,402 
NAREIT FFO attributable to common stockholders1,675 1,740 1,756 1,812 
Normalizing items, net(1,3)
33 33 18 18 
Normalized FFO attributable to common stockholders$1,708 $1,773 $1,774 $1,830 
Diluted per share data attributable to common stockholders:
Net income$0.61 $0.74 $0.73 $0.84 
NAREIT FFO$3.36 $3.49 $3.44 $3.55 
Normalized FFO$3.43 $3.56 $3.48 $3.59 
Other items:(1)
Net straight-line rent and above/below market rent amortization$(126)$(126)$(126)$(126)
Non-cash interest expenses24 24 27 27 
Recurring cap-ex, tenant improvements, and lease commissions(174)(174)(177)(177)
Stock-based compensation33 33 37 37 
(1) Amounts presented net of noncontrolling interests' share and Welltower's share of unconsolidated entities.
(2) Includes estimated gains on projected dispositions.
(3) See Exhibit 2.

Page 9 of 12

2Q23Earnings ReleaseJuly 31, 2023
SSNOI ReconciliationExhibit 4
(in thousands)Three Months Ended
June 30,
20232022% growth
Net income (loss)$106,342 $95,672 
Loss (gain) on real estate dispositions, net2,168 3,532 
Loss (income) from unconsolidated entities40,332 7,058 
Income tax expense (benefit)3,503 3,065 
Other expenses11,069 35,166 
Impairment of assets1,086 — 
Provision for loan losses, net2,456 165 
Loss (gain) on extinguishment of debt, net603 
Loss (gain) on derivatives and financial instruments, net1,280 (1,407)
General and administrative expenses44,287 36,554 
Depreciation and amortization341,945 310,295 
Interest expense152,337 127,750 
Consolidated NOI706,806 618,453 
NOI attributable to unconsolidated investments(1)
25,150 23,648 
NOI attributable to noncontrolling interests(2)
(24,262)(82,804)
Pro rata NOI707,694 559,297 
Non-cash NOI attributable to same store properties
(15,671)(18,162)
NOI attributable to non-same store properties
(242,710)(133,593)
Currency and ownership adjustments(3)
(1,738)(1,713)
Normalizing adjustments, net(4)
(3,378)(11,603)
Same Store NOI (SSNOI)$444,197 $394,226 12.7%
Seniors Housing Operating217,863 175,416 24.2%
Seniors Housing Triple-net93,575 90,740 3.1%
Outpatient Medical113,097 109,547 3.2%
Long-Term/Post-Acute Care19,662 18,523 6.1%
Total SSNOI
$444,197 $394,226 12.7%
(1) Represents Welltower's interests in joint ventures where Welltower is the minority partner.
(2) Represents minority partners' interests in joint ventures where Welltower is the majority partner.
(3) Includes adjustments to reflect consistent property ownership percentages and foreign currency exchange rates for properties in the U.K. and Canada.
(4) Includes other adjustments described in the accompanying Supplement.


Page 10 of 12

2Q23Earnings ReleaseJuly 31, 2023
Reconciliation of SHO SS RevPOR GrowthExhibit 5
(in thousands except SS RevPOR)
June 30,
20232022
Consolidated SHO revenues$1,164,439 $1,071,210 
Unconsolidated SHO revenues attributable to WELL(1)
63,041 51,456 
SHO revenues attributable to noncontrolling interests(2)
(48,505)(121,704)
SHO pro rata revenues(3)
1,178,975 1,000,962 
Non-cash and non-RevPOR revenues on same store properties(2,006)(907)
Revenues attributable to non-same store properties(298,776)(211,353)
Currency and ownership adjustments(4)
(3,922)8,111 
SHO SS RevPOR revenues(5)
$874,271 $796,813 
Average occupied units/month(6)
55,788 54,537 
SHO SS RevPOR(7)
$5,238 $4,884 
SS RevPOR YOY growth7.3 %
(1) Represents Welltower's interests in joint ventures where Welltower is the minority partner.
(2) Represents minority partners' interests in joint ventures where Welltower is the majority partner.
(3) Represents SHO revenues at Welltower pro rata ownership.
(4) Includes where appropriate adjustments to reflect consistent property ownership percentages, to translate Canadian properties at a USD/CAD rate of 1.37 and to translate UK properties at a GBP/USD rate of 1.20.
(5) Represents SS SHO RevPOR revenues at Welltower pro rata ownership.
(6) Represents average occupied units for SS properties on a pro rata basis.
(7) Represents pro rata SS average revenues generated per occupied room per month.



Page 11 of 12

2Q23Earnings ReleaseJuly 31, 2023
Net Debt to Adjusted EBITDA ReconciliationExhibit 6
(in thousands)Three Months Ended
June 30, 2023June 30, 2022
Net income (loss)$106,342 $95,672 
Interest expense152,337 127,750 
Income tax expense (benefit)3,503 3,065 
Depreciation and amortization341,945 310,295 
EBITDA604,127 536,782 
Loss (income) from unconsolidated entities40,332 7,058 
Stock-based compensation10,491 5,901 
Loss (gain) on extinguishment of debt, net603 
Loss (gain) on real estate dispositions, net2,168 3,532 
Impairment of assets1,086 — 
Provision for loan losses, net2,456 165 
Loss (gain) on derivatives and financial instruments, net1,280 (1,407)
Other expenses11,069 35,166 
Leasehold interest termination(1)
(65,485)(56,397)
Casualty losses, net of recoveries3,568 2,673 
Other impairment(2)
— (620)
Adjusted EBITDA$611,093 $533,456 
Total debt(3)
$16,040,530 $15,144,432 
Cash and cash equivalents and restricted cash(2,299,069)(442,251)
Net debt$13,741,461 $14,702,181 
Adjusted EBITDA annualized$2,444,372 $2,133,824 
Net debt to Adjusted EBITDA ratio5.62 x6.89 x
(1) For the three months ended June 30, 2023, relates to the derecognition of leasehold interest related to seven properties. For the three months ended June 30, 2022, relates to the termination of our leasehold interest relating to the master lease with National Health Investors ("NHI") for 17 properties assumed in conjunction with the Holiday Retirement acquisition.
(2) Primarily relates to the release of previously reserved straight-line receivables.
(3) Amounts include unamortized premiums/discounts, other fair value adjustments and financing lease liabilities. Excludes operating lease liabilities related to ASC 842 adoption.
Net Debt to Consolidated Enterprise ValueExhibit 7
(in thousands, except share price)
June 30, 2023December 31, 2022
Common shares outstanding508,159 490,509 
Period end share price$80.89 $65.55 
Common equity market capitalization$41,104,982 $32,152,865 
Total debt(1)
$16,040,530 $14,661,552 
Cash and cash equivalents and restricted cash(2,299,069)(722,292)
Net debt$13,741,461 $13,939,260 
Noncontrolling interests(2)
988,673 1,099,182 
Consolidated enterprise value$55,835,116 $47,191,307 
Net debt to consolidated enterprise value24.6 %29.5 %
(1) Amounts include senior unsecured notes, secured debt and lease liabilities related to finance leases, as reflected on our consolidated balance sheets. Operating lease liabilities related to the ASC 842 adoption are excluded.
(2) Includes amounts attributable to both redeemable noncontrolling interests and noncontrolling interests as reflected on our consolidated balance sheets.

Page 12 of 12
EX-99.2 3 a2q23supplement992.htm EX-99.2 Document

welltower_supplementalcovea.jpg


Table of Contents

    
Overview
Portfolio
Investment
Financial
Glossary
Supplemental Reporting Measures
Forward Looking Statements and Risk Factors


Overview

(dollars and occupancy at Welltower pro rata ownership; dollars in thousands)
Portfolio Composition(1)
Beds/Unit Mix
Average AgePropertiesTotalWellness HousingIndependent LivingAssisted LivingMemory CareLong-Term/ Post-Acute Care
Seniors Housing Operating19957 113,00716,89744,44436,00314,871792
Seniors Housing Triple-net1937331,0445,44214,7119,1401,751
Outpatient Medical1743725,987,778(2)n/an/an/an/an/a
Long-Term/Post-Acute Care28234 29,6828241028,848
Total192,001

NOI Performance
Same Store(3)
In-Place Portfolio(4)
Properties2Q22 NOI2Q23 NOI% ChangePropertiesAnnualized
In-Place NOI
% of Total
Seniors Housing Operating674$175,416 $217,863 24.2 %859$1,072,692 49.0 %
Seniors Housing Triple-net32790,740 93,575 3.1 %354396,116 18.1 %
Outpatient Medical374109,547 113,097 3.2 %419489,144 22.3 %
Long-Term/Post-Acute Care4818,52319,662 6.1 %204233,084 10.6 %
Total1,423$394,226 $444,197 12.7 %1,836$2,191,036 100.0 %

Portfolio PerformanceFacility Revenue Mix
Stable Portfolio(5)
Occupancy
EBITDAR Coverage(6)
EBITDARM Coverage(6)
Private PayMedicaidMedicare
Other Government(7)
Seniors Housing Operating80.7 %n/an/a97.3 %1.2 %0.6 %0.9 %
Seniors Housing Triple-net80.4 %0.881.1794.0 %2.3 %0.5 %3.2 %
Outpatient Medical94.4 %n/an/a100.0 %— — — 
Long-Term/Post-Acute Care79.4 %1.481.7827.3 %35.0 %37.7 %— %
Total0.981.2794.2 %2.8 %1.8 %1.2 %
Notes:
(1) Includes land parcels and properties under development.
(2) Indicates the total square footage of Outpatient Medical properties.
(3) See pages 18 and 19 for reconciliation.
(4) Excludes land parcels, loans, developments and investments held for sale. See page 18 for reconciliation.
(5) Data as of June 30, 2023 for Seniors Housing Operating and Outpatient Medical and March 31, 2023 for remaining asset types.
(6) Represents trailing twelve month coverage metrics.
(7) Represents various federal and local reimbursement programs in the United Kingdom and Canada.

1

Portfolio


(dollars in thousands at Welltower pro rata ownership)
In-Place NOI Diversification(1)
By Partner:Total PropertiesSeniors Housing OperatingSeniors Housing
Triple-net
Outpatient
Medical
Long-Term/ Post-Acute CareTotal% of Total
Sunrise Senior Living120 $192,868 $— $— $— $192,868 8.8 %
Integra Healthcare Properties147 — — — 152,088 152,088 6.9 %
Avery Healthcare91 38,080 67,424 — — 105,504 4.8 %
StoryPoint Senior Living75 41,764 44,476 — — 86,240 3.9 %
Cogir Management Corporation49 85,584 — — — 85,584 3.9 %
Atria Senior Living92 78,736 — — — 78,736 3.6 %
Oakmont Management Group35 76,344 — — — 76,344 3.5 %
Belmont Village21 76,172 — — — 76,172 3.5 %
Sagora Senior Living40 42,944 23,708 — — 66,652 3.0 %
Brookdale Senior Living73 — 60,940 — — 60,940 2.8 %
Remaining1,093 440,200 199,568 489,144 80,996 1,209,908 55.3 %
Total1,836 $1,072,692 $396,116 $489,144 $233,084 $2,191,036 100.0 %
By Country:
United States1,567 $889,728 $314,576 $489,144 $226,236 $1,919,684 87.6 %
United Kingdom129 63,928 78,048 — — 141,976 6.5 %
Canada140 119,036 3,492 — 6,848 129,376 5.9 %
Total1,836 $1,072,692 $396,116 $489,144 $233,084 $2,191,036 100.0 %
By MSA:
Los Angeles73$86,084 $19,496 $33,376 $— $138,956 6.3 %
New York / New Jersey7666,244 11,316 37,328 3,512 118,400 5.4 %
Washington D.C.5649,832 8,040 24,388 30,240 112,500 5.1 %
Dallas6449,220 6,168 30,224 4,384 89,996 4.1 %
Philadelphia4514,104 5,216 18,628 25,520 63,468 2.9 %
Greater London4942,404 16,704 — — 59,108 2.7 %
San Francisco2234,700 10,336 2,084 — 47,120 2.2 %
Chicago4522,016 11,492 7,512 5,784 46,804 2.1 %
Houston358,288 3,308 32,304 — 43,900 2.0 %
San Diego1920,748 6,868 8,744 2,912 39,272 1.8 %
Charlotte261,368 10,592 24,096 — 36,056 1.6 %
Seattle2615,132 1,084 15,192 4,176 35,584 1.6 %
Montréal2434,188 — — — 34,188 1.6 %
Raleigh137,340 22,312 3,156 — 32,808 1.5 %
Boston2423,420 5,280 2,584 — 31,284 1.4 %
Minneapolis20(608)16,992 13,548 — 29,932 1.4 %
Indianapolis175,140 13,892 552 9,000 28,584 1.3 %
Atlanta313,824 — 19,192 1,632 24,648 1.1 %
Kansas City248,036 9,812 652 6,100 24,600 1.1 %
Miami36(216)1,364 16,312 6,684 24,144 1.1 %
Remaining1,111 581,428215,844199,272133,1401,129,68451.7 %
Total1,836 $1,072,692 $396,116 $489,144 $233,084 $2,191,036 100.0 %
Notes:
(1) Represents current quarter annualized In-Place NOI. See page 18 for reconciliation.


2

Portfolio

(dollars, units and occupancy at Welltower pro rata ownership; dollars in thousands)
Seniors Housing Operating
Total Portfolio Performance(1)
2Q223Q224Q221Q232Q23
Properties836 870 882 885 886 
Units84,782 87,375 88,783 89,240 89,932 
Total occupancy77.1 %78.0 %78.3 %79.0 %79.6 %
Total revenues$1,000,962 $1,061,753 $1,095,146 $1,143,744 $1,178,975 
Operating expenses777,178 831,556 866,482 894,981 902,068 
NOI$223,784 $230,197 $228,664 $248,763 $276,907 
NOI margin22.4 %21.7 %20.9 %21.7 %23.5 %
Recurring cap-ex$26,806 $31,513 $36,923 $26,848 $32,791 
Other cap-ex$57,225 $56,878 $75,545 $45,557 $66,002 

Same Store Performance(2)
2Q223Q224Q221Q232Q23
Properties674 674 674 674 674 
Occupancy78.3 %79.2 %79.6 %79.8 %80.2 %
Same store revenues$797,156 $819,487 $838,616 $854,088 $875,900 
Compensation365,500 373,765 379,361 381,631 387,005 
Utilities37,009 43,710 43,259 46,681 39,066 
Food34,060 34,839 36,571 34,704 36,259 
Repairs and maintenance24,883 24,989 24,856 24,934 26,631 
Property taxes32,991 32,883 28,983 32,979 32,290 
All other127,297 130,096 136,103 130,909 136,786 
Same store operating expenses621,740 640,282 649,133 651,838 658,037 
Same store NOI$175,416 $179,205 $189,483 $202,250 $217,863 
Same store NOI margin %22.0 %21.9 %22.6 %23.7 %24.9 %
Year over year NOI growth rate24.2 %
Year over year revenue growth rate9.9 %
Partners(3)
PropertiesPro Rata Units
Welltower Ownership %(4)
Top Markets2Q23 NOI% of Total
Sunrise Senior Living120 9,895 100.0 %Southern California$32,815 11.9 %
Cogir Management Corporation49 7,168 88.4 %Northern California21,383 7.7 %
Atria Senior Living92 10,924 100.0 %New York / New Jersey16,364 5.9 %
Oakmont Management Group35 4,428 100.0 %Greater London, UK11,387 4.1 %
Belmont Village21 2,804 95.0 %Washington D.C.12,138 4.4 %
Legend Senior Living37 2,809 93.3 %Montréal, QC8,660 3.1 %
Brandywine Living29 2,704 99.4 %Toronto, ON7,173 2.6 %
Sagora Senior Living18 2,884 99.5 %Boston, MA5,505 2.0 %
StoryPoint Senior Living43 4,523 100.0 %Seattle, WA3,153 1.1 %
Revera64 5,870 75.0 %Vancouver, BC2,404 0.9 %
Avery Healthcare41 3,239 100.0 %Birmingham, UK2,164 0.8 %
Clover36 3,950 90.4 %Manchester, UK1,625 0.6 %
Pegasus35 3,791 99.0 %Ottawa, ON1,189 0.4 %
Chartwell42 4,479 49.6 %Top Markets125,960 45.5 %
Remaining 197 18,675 All Other150,947 54.5 %
Total859 88,143 Total$276,907 100.0 %
Notes:
(1) Properties, units and occupancy exclude land parcels and properties under development.
(2) See pages 18 and 19 for reconciliation.
(3) Represents partner concentration based on annualized In Place NOI for the quarter ended June 30, 2023. Property count and pro rata units represent the In Place portfolio.
(4) Welltower ownership percentage weighted based on In-Place NOI. See page 18 for reconciliation.

3

Portfolio

(dollars in thousands at Welltower pro rata ownership)
Payment Coverage Stratification
EBITDARM Coverage(1)
EBITDAR Coverage(1)
% of In-Place NOISeniors Housing Triple-netLong-Term/ Post- Acute CareTotalWeighted Average MaturityNumber of LeasesSeniors Housing Triple-netLong-Term/ Post- Acute CareTotalWeighted Average MaturityNumber of Leases
<.85x2.6 %0.1 %2.7 %12 4.6 %0.1 %4.7 %11 
.85x-.95x0.6 %— %0.6 %14 5.4 %0.5 %5.9 %10 
.95x-1.05x1.9 %— %1.9 %0.3 %— %0.3 %23 
1.05x-1.15x1.7 %0.5 %2.2 %6.1 %— %6.1 %
1.15x-1.25x1.2 %— %1.2 %14 1.2 %1.0 %2.2 %11 
1.25x-1.35x7.2 %0.1 %7.3 %10 — %— %— %— — 
>1.352.3 %2.4 %4.7 %10 — %1.4 %1.4 %12 
Total17.6 %3.0 %20.6 %10 27 17.6 %3.0 %20.6 %10 27 
Revenue and Lease Maturity(2)
Rental Income
YearSeniors Housing
Triple-net
Outpatient MedicalLong-Term / Post-Acute CareInterest
Income
Total
Revenues
% of Total
2023$— $41,796 $2,159 $8,073 $52,028 4.0 %
202413,088 58,182 — 24,546 95,816 7.4 %
20255,667 42,430 — 10,591 58,688 4.5 %
20263,529 45,527 9,355 103,528 161,939 12.4 %
2027— 40,949 1,211 3,173 45,333 3.5 %
2028— 34,331 5,246 360 39,937 3.1 %
20291,004 33,416 — 416 34,836 2.7 %
203040,895 34,480 28,411 140 103,926 8.0 %
20316,390 45,841 4,310 226 56,767 4.4 %
203290,850 37,025 — — 127,875 9.8 %
Thereafter226,963 117,076 179,976 1,535 525,550 40.2 %
$388,386 $531,053 $230,668 $152,588 $1,302,695 100.0 %
Weighted Avg Maturity Years11 15 
Notes:
(1) Represents trailing twelve month coverage metrics as of March 31, 2023 for stable portfolio only. Agreements included represent 68% of total Seniors Housing Triple-net and Long-Term/Post-Acute Care In-Place NOI. See page 18 for a reconciliation. Agreements with mixed units use the predominant type based on investment balance.
(2) Excludes all land parcels, developments and investments held for sale. Rental income represents annualized cash base rent for effective lease agreements. The amounts are derived from the current contracted monthly cash base rent, net of collectability reserves, if applicable. Rental income does not include common area maintenance charges, the amortization of above/below market lease intangibles or other non cash income. Interest income represents contractual rate of interest for loans, net of collectability reserves if applicable.




4

Portfolio

(dollars, square feet and occupancy at Welltower pro rata ownership; dollars in thousands except per square feet)
Outpatient Medical
Total Portfolio Performance(1)
2Q223Q224Q221Q232Q23
Properties384 386 389 419 420 
Square feet18,452,459 18,665,903 18,844,516 20,188,159 20,236,315 
Occupancy94.5 %94.5 %94.2 %94.0 %94.4 %
Total revenues$166,220 $171,990 $176,816 $185,190 $186,802 
Operating expenses51,177 53,684 53,259 58,977 59,358 
NOI$115,043 $118,306 $123,557 $126,213 $127,444 
NOI margin69.2 %68.8 %69.9 %68.2 %68.2 %
Revenues per square foot$36.03 $37.15 $37.53 $36.69 $36.92 
NOI per square foot$24.94 $25.55 $26.23 $25.01 $25.19 
Recurring cap-ex$12,752 $13,470 $25,200 $10,666 $7,400 
Other cap-ex$2,303 $2,472 $5,633 $5,118 $4,397 

Same Store Performance(2)
2Q223Q224Q221Q232Q23
Properties374 374 374 374 374 
Occupancy95.1 %95.0 %95.1 %95.0 %95.1 %
Same store revenues$158,414 $159,654 $160,439 $164,810 $163,301 
Same store operating expenses48,867 49,766 48,755 52,638 50,204 
Same store NOI$109,547 $109,888 $111,684 $112,172 $113,097 
NOI margin69.2 %68.8 %69.6 %68.1 %69.3 %
Year over year NOI growth rate3.2 %

Portfolio Diversification
by Tenant(3)
Rental Income% of TotalQuality Indicators
Kelsey-Seybold$29,851 5.6 %
Health system affiliated properties as % of NOI(3)
88.8 %
Common Spirit Health19,729 3.7 %
Health system affiliated tenants as % of rental income(3)
59.7 %
Novant Health15,763 3.0 %
Retention (trailing twelve months)(3)
92.5 %
Summit Health14,888 2.8 %
In-house managed properties as % of square feet(3,4)
86.4 %
Providence Health & Services14,238 2.7 %
Average remaining lease term (years)(3)
6.3 
Remaining portfolio436,584 82.2 %
Average building size (square feet)(3)
59,928 
Total$531,053 100.0 %Average age (years)17 

Expirations(3)
20232024202520262027Thereafter
Occupied square feet1,525,700 1,976,071 1,459,723 1,702,638 1,472,142 10,933,742 
% of occupied square feet8.0 %10.4 %7.7 %8.9 %7.7 %57.3 %
Notes:
(1) Property count, occupancy, square feet and per square foot metrics exclude properties under development and all land parcels. Per square foot amounts are annualized.
(2) Includes 374 same store properties representing 17,875,716 square feet. See pages 18 and 19 for reconciliation.
(3) Excludes all land parcels, developments and investments held for sale. Rental income represents annualized cash base rent for effective lease agreements. The amounts are derived from the current contracted monthly cash base rent, net of collectability reserves, if applicable. Rental income does not include common area maintenance charges, the amortization of above/below market lease intangibles or other non cash income. Retention includes month-to-month tenants retained.
(4) Excludes tenant managed properties.








5

Investment

(dollars in thousands at Welltower pro rata ownership)
Relationship Investment History
chart-ba941f971e454e7ab7ba.jpg
Detail of Acquisitions/JVs(1)
20192020202120221Q232Q2319-23 Total
Count27 12 35 27 11 114 
Total$4,073,554 $910,217 $4,101,534 $2,785,739 $443,240 $145,094 $12,459,378 
Low7,550 6,201 5,000 6,485 19,967 34,532 5,000 
Median38,800 48,490 45,157 66,074 78,250 72,547 48,793 
High1,250,000 235,387 1,576,642 389,149 140,172 110,562 1,576,642 

Investment Timing
Acquisitions and Loan Funding(2)
Yield
Construction Conversions(3)
Year 1 YieldDispositions and Loan PayoffsYield
April$41,636 4.1 %$55,319 1.0 %$24,385 9.6 %
May2,887 6.1 %23,604 2.4 %182,090 4.1 %
June119,513 4.0 %245,220 4.3 %226,745 3.9 %
Total$164,036 4.1 %$324,143 3.6 %$433,220 4.3 %

Notes:
(1) Includes non-yielding asset acquisitions.
(2) Excludes land acquisitions and includes advances for non-real estate loans and excludes advances for development loans.
(3) Includes expansion conversions.
6

Investment
(dollars in thousands at Welltower pro rata ownership, except per bed / unit / square foot)
Gross Investment Activity
Second Quarter 2023
PropertiesBeds / Units / Square FeetInvestment Per
Bed / Unit /
SqFt
Pro Rata
Amount
Yield
Acquisitions and Loan Funding(1)
Seniors Housing Operating 1204 units$169,275 $145,094 
Loan funding18,942 
Total acquisitions and loan funding(2)
1164,036 4.1 %
Development Funding(3)
Development projects:
Seniors Housing Operating376,221units140,744 
Seniors Housing Triple-net1191units7,311 
Outpatient Medical8675,386sf59,891 
Total development projects46207,946 
Expansion projects:
Seniors Housing Operating2160units6,212 
Outpatient Medical7323,449sf35,700 
Total expansion projects941,912 
Total development funding55249,858 7.0 %
Total gross investments413,894 5.8 %
Dispositions and Loan Payoffs(4)
Seniors Housing Operating4371units559,960 207,745 
Loan payoffs