10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended September 30, 2024

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 1-11314

LTC PROPERTIES, INC.

(Exact name of Registrant as specified in its charter)

Maryland	71-0720518
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

3011 Townsgate Road, Suite 220

Westlake Village, California 91361

(Address of principal executive offices, including zip code)

(805) 981-8655

(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, $.01 par value	LTC	New York Stock Exchange

Indicate by check mark whether 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 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☑

The number of shares of common stock outstanding on October 22, 2024 was 45,260,754.

LTC PROPERTIES, INC.

FORM 10-Q

September 30, 2024

INDEX

PART I -- Financial Information		Page
Item 1.	Financial Statements
	Consolidated Balance Sheets	3
	Consolidated Statements of Income	4
	Consolidated Statements of Comprehensive Income	5
	Consolidated Statements of Equity	6
	Consolidated Statements of Cash Flows	7
	Notes to Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	31
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	54
Item 4.	Controls and Procedures	54
PART II -- Other Information
Item 1.	Legal Proceedings	55
Item 1A.	Risk Factors	55
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	55
Item 5.	Other Information	55
Item 6.	Exhibits	56

LTC PROPERTIES, INC.

CONSOLIDATED BALANCE SHEETS

(amounts in thousands, except per share)

	September 30, 2024		December 31, 2023
	(unaudited)		(audited)
ASSETS
Investments:
Land	$	118,382	$	121,725
Buildings and improvements		1,217,954		1,235,600
Accumulated depreciation and amortization		(398,080)		(387,751)
Operating real estate property, net		938,256		969,574
Properties held-for-sale, net of accumulated depreciation: 2024—$1,794; 2023—$3,616		4,058		18,391
Real property investments, net		942,314		987,965
Financing receivables, net of credit loss reserve: 2024—$3,615; 2023—$1,980		357,889		196,032
Mortgage loans receivable, net of credit loss reserve: 2024—$3,638; 2023—$4,814		360,776		477,266
Real estate investments, net		1,660,979		1,661,263
Notes receivable, net of credit loss reserve: 2024—$482; 2023—$611		47,691		60,490
Investments in unconsolidated joint ventures		30,602		19,340
Investments, net		1,739,272		1,741,093
Other assets:
Cash and cash equivalents		35,040		20,286
Debt issue costs related to revolving line of credit		1,548		1,557
Interest receivable		58,421		53,960
Straight-line rent receivable		18,677		19,626
Lease incentives		3,584		2,607
Prepaid expenses and other assets		15,095		15,969
Total assets	$	1,871,637	$	1,855,098
LIABILITIES
Revolving line of credit	$	240,150	$	302,250
Term loans, net of debt issue costs: 2024—$229; 2023—$342		99,771		99,658
Senior unsecured notes, net of debt issue costs: 2024—$1,098; 2023—$1,251		445,402		489,409
Accrued interest		3,757		3,865
Accrued expenses and other liabilities		41,120		43,649
Total liabilities		830,200		938,831
EQUITY
Stockholders’ equity:
Common stock: $0.01 par value; 60,000 shares authorized; shares issued and outstanding: 2024—45,034; 2023—43,022		450		430
Capital in excess of par value		1,062,374		991,656
Cumulative net income		1,707,352		1,634,395
Accumulated other comprehensive income		3,639		6,110
Cumulative distributions		(1,825,996)		(1,751,312)
Total LTC Properties, Inc. stockholders’ equity		947,819		881,279
Non-controlling interests		93,618		34,988
Total equity		1,041,437		916,267
Total liabilities and equity	$	1,871,637	$	1,855,098

See accompanying notes.

3

LTC PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF INCOME

(amounts in thousands, except per share, unaudited)

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2024		2023		2024		2023
Revenues:
Rental income	$	32,258	$	31,589	$	97,464	$	94,861
Interest income from financing receivables		7,001		3,832		14,661		11,413
Interest income from mortgage loans		10,733		12,247		35,842		35,417
Interest and other income		5,791		1,635		9,298		5,358
Total revenues		55,783		49,303		157,265		147,049
Expenses:
Interest expense		10,023		12,674		31,971		34,595
Depreciation and amortization		9,054		9,499		27,173		28,085
Impairment loss		—		—		—		12,510
Provision for credit losses		215		189		942		2,107
Transaction costs		33		329		679		537
Property tax expense		3,186		3,271		9,816		9,751
General and administrative expenses		6,765		5,959		20,016		18,344
Total expenses		29,276		31,921		90,597		105,929
Other operating income:
Gain on sale of real estate, net		3,663		4,870		6,882		20,545
Operating income		30,170		22,252		73,550		61,665
Income from unconsolidated joint ventures		692		375		1,739		1,127
Net income		30,862		22,627		75,289		62,792
Income allocated to non-controlling interests		(1,496)		(430)		(2,332)		(1,287)
Net income attributable to LTC Properties, Inc.		29,366		22,197		72,957		61,505
Income allocated to participating securities		(201)		(147)		(511)		(440)
Net income available to common stockholders	$	29,165	$	22,050	$	72,446	$	61,065
Earnings per common share:
Basic	$	0.66	$	0.54	$	1.67	$	1.48
Diluted	$	0.66	$	0.54	$	1.65	$	1.48
Weighted average shares used to calculate earnings per common share:
Basic		43,868		41,153		43,313		41,127
Diluted		44,394		41,211		43,839		41,185
Dividends declared and paid per common share	$	0.57	$	0.57	$	1.71	$	1.71

See accompanying notes.

4

LTC PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(amounts in thousands, unaudited)

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2024		2023		2024		2023
Net income	$	30,862	$	22,627	$	75,289	$	62,792
Unrealized gain on cash flow hedges before reclassification		(1,289)		1,034		655		2,629
Gains reclassified from accumulated other comprehensive income to interest expense		(1,037)		(1,006)		(3,126)		(2,752)
Comprehensive income		28,536		22,655		72,818		62,669
Less: Comprehensive income allocated to non-controlling interests		(1,496)		(430)		(2,332)		(1,287)
Comprehensive income attributable to LTC Properties, Inc.	$	27,040	$	22,225	$	70,486	$	61,382

5

LTC PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF EQUITY

(amounts in thousands)

					Capital in		Cumulative						Total		Non-
	Common Stock				Excess of		Net		Accumulated		Cumulative		Stockholder's		Controlling		Total
	Shares		Amount		Par Value		Income		OCI		Distributions		Equity		Interests		Equity
Balance—December 31, 2022	41,262	$	412	$	931,124	$	1,544,660	$	8,719	$	(1,656,548)	$	828,367	$	21,940	$	850,307
Issuance of common stock	48		—		1,697		—		—		—		1,697		—		1,697
Issuance of restricted stock	128		1		(1)		—		—		—		—		—		—
Common Stock cash distributions ($0.57 per share)	—		—		—		—		—		(23,563)		(23,563)		—		(23,563)
Stock-based compensation expense	—		—		2,088		—		—		—		2,088		—		2,088
Net income	—		—		—		33,134		—		—		33,134		427		33,561
Cash paid for taxes in lieu of common shares	(41)		—		(1,538)		—		—		—		(1,538)		—		(1,538)
Non-controlling interest contributions	—		—		—		—		—		—		—		3,831		3,831
Non-controlling interest distributions	—		—		—		—		—		—		—		(406)		(406)
Fair market valuation adjustment for interest rate swap	—		—		—		—		(1,362)		—		(1,362)		—		(1,362)
Other	(1)		—		—		—		—		—		—		—		—
Balance—March 31, 2023	41,396	$	413	$	933,370	$	1,577,794	$	7,357	$	(1,680,111)	$	838,823	$	25,792	$	864,615
Issuance of restricted stock	15		—		—		—		—		—		—		—		—
Common Stock cash distributions ($0.57 per share)	—		—		—		—		—		(23,599)		(23,599)		—		(23,599)
Stock-based compensation expense	—		—		2,138		—		—		—		2,138		—		2,138
Net income	—		—		—		6,174		—		—		6,174		430		6,604
Cash paid for taxes in lieu of common shares	(2)		—		(81)		—		—		—		(81)		—		(81)
Non-controlling interest contributions	—		—		—		—		—		—		—		9,133		9,133
Non-controlling interest distributions	—		—		—		—		—		—		—		(406)		(406)
Fair market valuation adjustment for interest rate swap	—		—		—		—		1,211		—		1,211		—		1,211
Balance—June 30, 2023	41,409	$	413	$	935,427	$	1,583,968	$	8,568	$	(1,703,710)	$	824,666	$	34,949	$	859,615
Issuance of common stock	—		—		—		—		—		—		—		—		—
Issuance of restricted stock	3		—		—		—		—		—		—		—		—
Common Stock cash distributions ($0.57 per share)	—		—		—		—		—		(23,605)		(23,605)		—		(23,605)
Stock-based compensation expense	—		—		2,123		—		—		—		2,123		—		2,123
Net income	—		—		—		22,197		—		—		22,197		430		22,627
Non-controlling interest distributions	—		—		—		—		—		—		—		(405)		(405)
Fair market valuation adjustment for interest rate swap	—		—		—		—		28		—		28		—		28
Balance—September 30, 2023	41,412	$	413	$	937,550	$	1,606,165	$	8,596	$	(1,727,315)	$	825,409	$	34,974	$	860,383
Balance—December 31, 2023	43,022	$	430	$	991,656	$	1,634,395	$	6,110	$	(1,751,312)	$	881,279	$	34,988	$	916,267
Issuance of common stock	139		1		4,336		—		—		—		4,337		—		4,337
Issuance of restricted stock	160		2		(2)		—		—		—		—		—		—
Common Stock cash distributions ($0.57 per share)	—		—		—		—		—		(24,616)		(24,616)		—		(24,616)
Stock-based compensation expense	—		—		2,202		—		—		—		2,202		—		2,202
Net income	—		—		—		24,230		—		—		24,230		459		24,689
Fair market valuation adjustment for interest rate swap	—		—		—		—		378		—		378		—		378
Cash paid for taxes in lieu of common shares	(50)		—		(1,532)		—		—		—		(1,532)		—		(1,532)
Non-controlling interest contributions	—		—		—		—		—		—		—		50		50
Non-controlling interest distributions	—		—		—		—		—		—		—		(2,904)		(2,904)
Other	—		—		(29)		—		—		—		(29)		—		(29)
Balance—March 31, 2024	43,271	$	433	$	996,631	$	1,658,625	$	6,488	$	(1,775,928)	$	886,249	$	32,593	$	918,842
Issuance of common stock	204		2		6,519		—		—		—		6,521		—		6,521
Issuance of restricted stock	16		—		—		—		—		—		—		—		—
Common Stock cash distributions ($0.57 per share)	—		—		—		—		—		(24,787)		(24,787)		—		(24,787)
Stock-based compensation expense	—		—		2,320		—		—		—		2,320		—		2,320
Net income	—		—		—		19,361		—		—		19,361		377		19,738
Fair market valuation adjustment for interest rate swap	—		—		—		—		(523)		—		(523)		—		(523)
Cash paid for taxes in lieu of common shares	—		—		—		—		—		—		—		—		—
Non-controlling interest contributions	—		—		—		—		—		—		—		61,025		61,025
Non-controlling interest distributions	—		—		—		—		—		—		—		(377)		(377)
Other	—		—		(2)		—		—		—		(2)		—		(2)
Balance—June 30, 2024	43,491	$	435	$	1,005,468	$	1,677,986	$	5,965	$	(1,800,715)	$	889,139	$	93,618	$	982,757
Issuance of common stock	1,543		15		54,637		—		—		—		54,652		—		54,652
Common Stock cash distributions ($0.57 per share)	—		—		—		—		—		(25,281)		(25,281)		—		(25,281)
Stock-based compensation expense	—		—		2,269		—		—		—		2,269		—		2,269
Net income	—		—		—		29,366		—		—		29,366		1,496		30,862
Fair market valuation adjustment for interest rate swap	—		—		—		—		(2,326)		—		(2,326)		—		(2,326)
Non-controlling interest distributions	—		—		—		—		—		—		—		(1,496)		(1,496)
Balance—September 30, 2024	45,034	$	450	$	1,062,374	$	1,707,352	$	3,639	$	(1,825,996)	$	947,819	$	93,618	$	1,041,437

6

LTC PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(amounts in thousands, unaudited)

	Nine Months Ended September 30,
	2024		2023
OPERATING ACTIVITIES:
Net income	$	75,289	$	62,792
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		27,173		28,085
Stock-based compensation expense		6,791		6,349
Impairment loss		—		12,510
Gain on sale of real estate, net		(6,882)		(20,545)
Income from unconsolidated joint ventures		(1,739)		(1,127)
Income distributions from unconsolidated joint ventures		839		—
Straight-line rental adjustment		561		1,635
Exchange of prepayment fee for participating interest in mortgage loan		—		(1,380)
Adjustment for collectability of lease incentives and rental income		321		26
Amortization of lease incentives		626		584
Provision for credit losses		942		2,107
Application of interest reserve		(233)		(1,788)
Amortization of debt issue costs		791		900
Other non-cash items, net		71		71
Change in operating assets and liabilities
Lease incentives funded		(1,794)		(1,023)
Increase in interest receivable		(7,124)		(8,605)
Decrease in accrued interest payable		(108)		(1,341)
Net change in other assets and liabilities		(3,645)		(318)
Net cash provided by operating activities		91,879		78,932
INVESTING ACTIVITIES:
Investment in real estate properties		(319)		(43,759)
Investment in real estate capital improvements		(9,908)		(5,053)
Proceeds from sale of real estate, net		33,641		51,410
Investment in financing receivables		(97)		(112,712)
Investment in real estate mortgage loans receivable		(19,078)		(72,260)
Principal payments received on mortgage loans receivable		34,474		301
Investments in unconsolidated joint ventures		(11,262)		—
Advances and originations under notes receivable		(340)		(19,258)
Principal payments received on notes receivable		13,268		7,077
Net cash provided by (used in) investing activities		40,379		(194,254)
FINANCING ACTIVITIES:
Borrowings from revolving line of credit		19,200		274,450
Repayment of revolving line of credit		(81,300)		(42,200)
Principal payments on senior unsecured notes		(44,160)		(44,160)
Proceeds from common stock issued		65,629		1,777
Distributions paid to stockholders		(74,684)		(70,767)
Distributions paid to non-controlling interests		(109)		(1,217)
Financing costs paid		(516)		(19)
Cash paid for taxes in lieu of shares upon vesting of restricted stock		(1,533)		(1,619)
Other		(31)		—
Net cash (used in) provided by financing activities		(117,504)		116,245
Increase in cash and cash equivalents		14,754		923
Cash and cash equivalents, beginning of period		20,286		10,379
Cash and cash equivalents, end of period	$	35,040	$	11,302
Supplemental disclosure of cash flow information:
Interest paid	$	31,288	$	35,036
Non-cash investing and financing transactions:
Contribution from non-controlling interest	$	61,025	$	12,965
Investment in financing receivables	$	(163,460)	$	—
Exchange of mezzanine loan and related prepayment fee for participating interest in mortgage loan	$	—	$	(8,841)
Exchange of mortgage loans for controlling interests in joint ventures accounted for as financing receivables	$	102,435	$	—
Reserves withheld at financing and mortgage loan receivable origination	$	—	$	(5,147)
Accretion of interest reserve recorded as mortgage loan receivable	$	233	$	1,788
Decrease in fair value of interest rate swap agreements	$	(2,471)	$	(123)
Distributions paid to non-controlling interests	$	2,313	$	—
Distributions paid to non-controlling interests related to property sale	$	2,305	$	—
Mortgage loan receivable reserve withheld at origination	$	—	$	1,506

See accompanying notes.

7

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. General

LTC Properties, Inc., a health care real estate investment trust (“REIT”), was incorporated on May 12, 1992 in the State of Maryland and commenced operations on August 25, 1992. We invest primarily in seniors housing and health care properties primarily through sale-leasebacks, mortgage financing, joint ventures and structured finance solutions including preferred equity and mezzanine lending. We conduct and manage our business as one operating segment, rather than multiple operating segments, for internal reporting and internal decision-making purposes. Our primary objectives are to create, sustain and enhance stockholder equity value and provide current income for distribution to stockholders through real estate investments in seniors housing and health care properties managed by experienced operators. Our primary seniors housing and health care property classifications include skilled nursing centers (“SNF”), assisted living communities (“ALF”), independent living communities (“ILF”), memory care communities (“MC”) and combinations thereof. We also invest in other (“OTH”) types of properties, such as land parcels, projects under development (“UDP”) and behavioral health care hospitals. To meet these objectives, we attempt to invest in properties that provide opportunity for additional value and current returns to our stockholders and diversify our investment portfolio by geographic location, operator, property classification and form of investment.

We have prepared consolidated financial statements included herein without audit and in the opinion of management have included all adjustments necessary for a fair presentation of the consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to rules and regulations governing the presentation of interim financial statements. The accompanying consolidated financial statements include the accounts of our company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The results of operations for the three and nine months ended September 30, 2024 and 2023 are not necessarily indicative of the results for a full year.

No provision has been made for federal or state income taxes. Our company qualifies as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended. As such, we generally are not taxed on income that is distributed to our stockholders.

2. Real Estate Investments

Assisted living communities, independent living communities, memory care communities and combinations thereof are included in the assisted living property classification (collectively “ALF”).

Any reference to the number of properties or facilities, number of units, number of beds, number of operators and yield on investments in real estate are unaudited and outside the scope of our independent registered public accounting firm’s review of our consolidated financial statements in accordance with the standards of the Public Company Accounting Oversight Board.

Owned Properties. Our owned properties are leased pursuant to non-cancelable operating leases. Each lease is a triple net lease which requires the lessee to pay all taxes, insurance, maintenance and repairs, capital and non-capital expenditures and other costs necessary in the operations of the facilities. Many of the leases contain renewal options. The majority of our leases contain provisions for specified annual increases over the rents of the prior year.

8

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

The following table summarizes our investments in owned properties at September 30, 2024 (dollar amounts in thousands):

								Average
			Percentage		Number	Number of		Investment
	Gross		of		of	SNF	ALF	per
Type of Property	Investment		Investment		Properties (1)	Beds	Units	Bed/Unit
Assisted Living	$	732,120	54.5	%	73	—	4,341	$	168.65
Skilled Nursing		598,063	44.6	%	50	6,113	236	$	94.20
Other (2)		12,005	0.9	%	1	118	—		—
Total	$	1,342,188	100.0	%	124	6,231	4,577

(1) We own properties in 23 states that are leased to 23 different operators.

(2) Includes three parcels of land held-for-use, and one behavioral health care hospital.

Many of our existing leases contain renewal options that, if exercised, could result in the amount of rent payable upon renewal being greater or less than that currently being paid.

During 2023, Brookdale Senior Living Communities, Inc. (“Brookdale”) elected not to exercise its renewal option under a master lease that matured on December 31, 2023. The 35-property assisted living portfolio was apportioned as follows (dollar amounts in thousands):

		Type	Number		Number		First
Lease		of	of		of		Year		Lease
Commencement	State	Property	Properties		Units		Rent		Term
November 2023	OK	ALF	5	(1)	184	$	960		Three years
January 2024	CO, KS, OH, TX	ALF	17	(2)	738		9,325		Six years
January 2024	NC	ALF	5	(3)	210		3,300		Six years
			27		1,132	$	13,585
		Type	Number		Number
		of	of		of		Sales		Net
Year sold	State	Property	Properties		Units		Price		Proceeds (4)
2023	FL	ALF	4		176	$	18,750	$	14,310	(5)
2023	OK	ALF	1		37		800		769
2023	SC	ALF	3		128		8,409		8,153
			8		341	$	27,959	$	23,232
Total			35		1,473

(1) These communities were transitioned to an existing LTC operator. The new master lease includes a purchase option that can be exercised starting in November 2027 through October 2029 if the lessee exercises its four-year extension option. Rent increases to $984 in the second year, and $1,150 in the third year.

(2) These communities were re-leased to Brookdale under a new master lease. Rent escalates by approximately 2.0% annually. The new master lease includes a purchase option that can be exercised in 2029. We also agreed to fund $7,200 for capital expenditures for the first two years of the lease at an initial rate of 8.0% escalating by approximately 2.0% annually thereafter.

(3) These communities were transitioned to an operator new to us. Rent escalates by approximately 3.0% annually.

(4) Net of transaction costs and seller financing, if any.

(5) We provided seller financing collateralized by two of the Florida properties, with a total of 92 units. The $4,000 seller-financed mortgage loan has a two-year term, with a one-year extension, at an interest rate of 8.75%.

9

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

During the three months ended March 31, 2024, a master lease covering 11 skilled nursing centers, that was scheduled to mature in January 2024, was renewed for seven months extending the maturity to August 2024. The centers have a total of 1,444 beds and are located in Texas. During the three months ended June 30, 2024, this master lease was amended to extend the lease term to December 31, 2028, with two five-year renewal options. The annual rent increased from $8,000,000 to $9,000,000 for 2024. Rent will increase to $9,500,000 for 2025, and $10,000,000 for 2026, escalating 3.3% annually thereafter. As a condition of the amended master lease, the operator paid $11,986,000 during 2024, towards its $13,531,000 working capital note. The remaining $1,545,000 balance of the working capital note is interest-free and will be repaid in installments through 2028.

Additionally, during 2024, another operator exercised its renewal option under its master lease for five years, from March 2025 through February 2030. Annual cash rent for 2024 is $8,004,000 escalating 2.5% annually. The master lease covers 666 beds across four skilled nursing centers, three in Texas and one in Wisconsin, and a behavioral health care hospital in Nevada.

We monitor the collectability of our receivable balances, including deferred rent receivable balances, on an ongoing basis. We write-off uncollectible operator receivable balances, including straight- line rent receivable and lease incentives balances, as a reduction to rental income in the period such balances are no longer probable of being collected. Therefore, recognition of rental income is limited to the lesser of the amount of cash collected or rental income reflected on a “straight-line” basis for those customer receivable balances deemed uncollectible. During the three months ended September 30, 2024 and 2023, we had no uncollectible lease incentives or straight-line rent receivables to write-off. During the nine months ended September 30, 2024 and 2023, we wrote-off uncollectible straight-line rent receivable and lease incentive balances of $321,000 and $26,000, respectively.

We continue to take into account the current financial condition of our operators, in our estimation of uncollectible accounts at September 30, 2024. We are closely monitoring the collectability of such rents and will adjust future estimations as appropriate as further information becomes known.

The following table summarizes components of our rental income for the three and nine months ended September 30, 2024 and 2023 (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
Rental Income		2024			2023			2024			2023
Contractual cash rental income	$	29,215		$	29,065		$	89,142	(1)	$	87,204	(1)
Variable cash rental income		3,194			3,442			9,830			9,902
Straight-line rent		37	(2)		(747)	(2)		(561)	(2)		(1,635)	(2)
Adjustment of lease incentives and rental income		—			—			(321)	(3)		(26)	(4)
Amortization of lease incentives		(188)			(171)			(626)			(584)
Total	$	32,258		$	31,589		$	97,464		$	94,861

(1) Increased primarily due to $2,377 repayment of rent credit in connection with the sale of our interest in a consolidated joint venture (“JV), rental income from 2023 acquisitions and annual rent escalations and contractual rent increases, partially offset by property sales and transitioned portfolios.

(2) Straight-line rent income increased due to lease extensions and more leases accounted for on a straight-line basis.

(3) Represents a straight-line rent receivable write-off related to a lease converting to periodic fair market rent resets.

(4) Represents lease incentive balance write-offs related to lease terminations.

10

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

Some of our lease agreements provide purchase options allowing the lessees to purchase the properties they currently lease from us. The following table summarizes information about purchase options included in our lease agreements (dollar amounts in thousands):

	Type	Number
	of	of		Gross		Net Book	Option
State	Property	Properties		Investments (1)		Value	Window
California	ALF/MC	2	$	38,895	$	32,072	2020-2029
Colorado/Kansas/Ohio/Texas	ALF/MC	17		63,576		29,928	2029	(2)
Florida	SNF	3		76,625		76,625	2025-2027
Georgia/South Carolina	ALF/MC	2		31,904		24,721	2027
North Carolina	ALF/MC	11		121,419		121,419	2025-2028	(3)
North Carolina	ALF	5		14,654		6,876	2029	(4)
North Carolina	ALF	4		41,000		41,000	2024-2028	(5)
North Carolina/ South Carolina	ALF/MC	13		122,460		122,460	2024-2028	(6)
Ohio	MC	1		16,161		13,158	2024-2025
Ohio	ILF/ALF/MC	1		54,782		51,877	2025-2027
Oklahoma	ALF/MC	5		11,221		4,170	2027-2029	(7)
Tennessee	SNF	2		5,275		2,157	2023-2024
Texas	SNF	4		52,726		49,332	2027-2029	(8)
Texas	MC	1		12,743		9,440	2026-2028	(9)
Total			$	663,441	$	585,235

(1) Gross investments include previously recorded impairment losses, if any.

(2) During 2023, we re-leased 17 ALFs with a total of 738 units to Brookdale under a new six-year master lease. The new master lease commenced in January 2024 and includes a purchase option that can be exercised in 2029. See above for more information.

(3) During 2023, we entered into a JV that purchased 11 ALFs and MCs with a total of 523 units and leased the communities under a 10-year master lease. The master lease provides the operator with the option to buy up to 50% of the properties at the beginning of the third lease year, and the remaining properties at the beginning of the fourth lease year through the end of the sixth lease year, with an exit Internal Rate of Return (“IRR”) of 9.0% on any portion of the properties being purchased. For more information regarding this transaction see Financing Receivables below.

(4) During 2023, we transferred five ALFs with a total of 210 units from Brookdale to an operator new to us. The new master lease commenced in January 2024 and includes a purchase option that can be exercised in 2029. See above for more information.

(5) During 2024, we entered into a joint venture agreement with ALG Senior Living (“ALG”) and obtained a 92.7% controlling interest in the $41,000 newly formed JV that owns four ALFs in North Carolina with a total of 217 units. The JV leased the communities back to an affiliate of the seller under a 10-year master lease agreement. The master lease includes a purchase option that can be exercised through 2028, with an exit IRR of 8.0%. For more information regarding this transaction see Financing Receivables below.

(6) During 2024, we entered into a joint venture agreement with ALG and obtained a 52.6% controlling interest in the $122,460 newly formed JV that owns 13 ALFs and MCs in North Carolina (12) and South Carolina (1) with a total of 523 units. The JV leased the communities back to an affiliate of the seller under a 10-year master lease agreement. The master lease includes a purchase option that can be exercised through 2028, with an exit IRR of 8.0%. For more information regarding this transaction see Financing Receivables below.

(7) During 2023, we transferred five ALFs in Oklahoma with a total of 184 units from Brookdale to an existing operator. The new master lease commenced in November 2023 and includes a purchase option that can be exercised starting in November 2027 through October 2029 if the lessee exercises its four-year extension option. See above for more information.

(8) During 2022, we purchased four skilled nursing centers and leased these properties under a 10-year lease with an existing operator. The lease allows the operator to elect either an earn-out payment or purchase option. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the earn-out see Note 9. Commitments and Contingencies.

(9) During 2024, we transferred this community to an operator new to us. The new master lease commenced in April 2024 and includes a purchase option that can be exercised in May 2026 through April 2028, if the lessee exercises its one-year extension option.

11

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

Impairment Loss. During the three and nine months ended September 30, 2024, we did not record an impairment loss. During the first and second quarter of 2023, in conjunction with ongoing negotiations and planned sale of two assisted living communities located in Florida and one assisted living community located in Mississippi, we performed recoverability analysis on the carrying value of these communities and concluded that their carrying values may not be recoverable through future undiscounted cash flows. Accordingly, during the three and nine months ended September 30, 2023, we recorded impairment loss of $0 and $12,510,000, respectively. The following table summarizes information regarding impairment losses recorded during the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

		Type	Number	Number
		of	of	of	Impairment
Year	State	Properties	Properties	Beds/Units	Loss
2024	n/a	n/a	—	—	$	—
2023	Florida	ALF	1	70	$	434	(1)
	Florida	ALF	1	60		7,522
	Mississippi	ALF	1	67		4,554	(2)
			3	197	$	12,510

(1) In conjunction with the ongoing negotiations to sell this community, we recorded a $434 impairment loss during the three months ended March 31, 2023, and a $1,222 impairment loss during the fourth quarter of 2022. This community was sold during the second quarter of 2023 for $4,850 and we recorded a net gain on sale of real estate of $64 as a result of this transaction.

(2) This community was sold during the fourth quarter of 2023 for $1,650 and we recorded a net loss on sale of real estate of $219 as a result of this transaction.

Properties Held -for-Sale. The following summarizes our held-for-sale properties as of September 30, 2024 and December 31, 2023 (dollar amounts in thousands):

		Type		Number	Number
		of		of	of			Gross		Accumulated
	State	Property		Properties	Beds/units			Investment		Depreciation
At September 30, 2024	CO	ALF	(1)	1	—	(1)	$	5,852	$	(1,794)
At December 31, 2023	WI	ALF	(2)	1	110		$	22,007	$	(3,616)

(1) Subsequent to September 30, 2024, this closed property was sold for $5,250.

(2) This community was sold during the three months ended March 31, 2024.

12

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

Acquisitions. The following table summarizes our acquisitions for the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

		Cash					Non-						Number	Number
		Paid at		Assumed			Controlling	Transaction			Assets		of	of
Year	Type of Property	Acquisition		Liabilities			Interest	Costs			Acquired		Properties	Beds/Units
2024	OTH (1)	$	300	$	—	$	—	$	19	$	319		—	—
2023	ALF (2)		43,759		9,767		9,133		363		63,022	(3)	1	242

(1) We acquired a parcel of land in Kansas adjacent to an existing community operated by Brookdale. Rent was increased by 8.0% of our total cost of the investment.

(2) We entered into a $54,134 JV and contributed $45,000 into the JV that purchased an ILF/ALF/MC in Ohio. Under the JV agreement, the seller, our JV partner, has the option to purchase the campus between the third and fourth lease years for LTC’s allocation of the JV investment plus an IRR of 9.75%. The campus was leased to Encore Senior Living (“Encore”) under a 10-year term with an initial yield of 8.25% on LTC’s allocation of the JV investment. LTC committed to fund $2,100 of lease incentives under the Encore lease.

(3) Includes $8,585 tax abatement intangible included in the Prepaid expenses and other assets line item in our Consolidated Balance Sheets.

Intangible Assets. We make estimates as part of our allocation of the purchase price of acquisitions to various components of acquisition based upon the fair value of each component. In determining fair value, we use current appraisals or other third-party opinions of value. The most significant components of our allocations are typically the allocation of fair value to land and buildings, and for certain of our acquisitions, in-place leases and other intangible assets. In the case of the value of in-place leases, we make the best estimates based on the evaluation of the specific characteristics of each tenant’s lease. Factors considered include estimates of carrying costs during the hypothetical expected lease-up periods, market conditions and costs to execute similar leases. The following is a summary of the carrying amount of intangible assets as of September 30, 2024 and December 31, 2023 (in thousands):

	September 30, 2024								December 31, 2023
					Accumulated								Accumulated
Assets		Cost			Amortization			Net		Cost			Amortization			Net
In-place leases	$	11,155	(1)	$	(6,650)	(2)	$	4,505	$	11,348	(1)	$	(6,109)	(2)	$	5,239
Tax abatement intangible	$	8,309	(3)	$	(924)	(3)	$	7,385	$	8,309	(3)	$	(405)	(3)	$	7,904

(1) Included in the Buildings and improvements line item in our Consolidated Balance Sheets.

(2) Included in the Accumulated depreciation and amortization line item in our Consolidated Balance Sheets.

(3) Included in the Prepaid expenses and other assets line item in our Consolidated Balance Sheets.

Improvements. During the nine months ended September 30, 2024 and 2023, we invested in the following capital improvement projects (in thousands):

	Nine Months Ended September 30,
Type of Property	2024		2023
Assisted Living Communities	$	8,663	$	2,418
Skilled Nursing Centers		1,245		2,548
Other		—		87
Total	$	9,908	$	5,053

13

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

Properties Sold. During the three and nine months ended September 30, 2024, we recorded a net gain on sale of real estate of $3,663,000 and $6,882,000, respectively. During the three and nine months ended September 30, 2023, we recorded a net gain on sale of real estate of $4,870,000 and $20,545,000, respectively. The following table summarizes property sales during the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

		Type	Number	Number
		of	of	of		Sales			Carrying		Net
Year	State	Properties	Properties	Beds/Units		Price			Value		(Loss) Gain (1)
2024	Florida	ALF	1	60	$	4,500		$	4,579	$	(289)
	Texas	ALF	5	208		1,600			1,282		(390)
	Texas	ALF	2	—		500			389		—
	Texas	ALF	1	80		7,959	(2)		4,314		3,635
	Wisconsin	ALF	1	110		20,193	(3)		16,195		3,986
	n/a	n/a	—	—		—			—		(60)	(4)
Total (5)			10	458	$	34,752		$	26,759	$	6,882
2023	Florida	ALF	1	70	$	4,850		$	4,082	$	65
	Kentucky	ALF	1	60		11,000			10,720		57
	New Jersey	ALF	1	39		2,000			1,552		266
	New Mexico	SNF	2	235		21,250			5,523		15,287
	Nebraska	ALF	3	117		2,984			2,934		—
	Pennsylvania	ALF	2	130		11,128			6,054		4,870
Total			10	651	$	53,212		$	30,865	$	20,545

(

(1) Calculation of net gain includes cost of sales and write-off of straight-line receivable and lease incentives, when applicable.

(2) Additionally, as part of the negotiated sale, we received an additional $441 representing rental income through lease maturity in January 2025.

(3) Represents the price to sell our portion of interest in a JV, net of the JV partner’s $2,305 contributions in the joint venture.

(4) We recognized additional loss due to additional incurred costs related to properties sold during 2023.

(5) Subsequent to September 30, 2024, we sold a closed ALF located in Colorado for $5,250. At September 30, 2024, the community was classified as held-for-sale and had a gross book value of $5,852 and a net book value of $4,058.

Financing Receivables. As part of our acquisitions, we may invest in sale and leaseback transactions. In accordance with the accounting guidance, we must determine whether each sale and leaseback transaction qualifies as a sale. Generally, an option for the seller-lessee to repurchase a real estate asset precludes accounting for the transfer of the asset as a sale and the purchased assets should be presented as financing receivables.

During 2022 through 2024, we entered into joint venture agreements and contributed into these JVs for the purchase of properties through sale and leaseback transactions. Concurrently, each of these JVs leased the purchased properties back to an affiliate of the seller and provided the seller-lessee with purchase options. Accordingly, these sale and leaseback transactions meet the accounting criteria to be presented as financing receivables. Furthermore, we determined that we exercise power over and receive benefits from each of these joint ventures. Therefore, we consolidated the joint ventures as Financing Receivables on our Consolidated Balance Sheets and recorded the rental revenue from these joint ventures as Interest income from financing receivables on our Consolidated Statements of Income.

14

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

The following tables provide information regarding our investments in financing receivables (dollar amounts in thousands):

									Type	Number	Number		Investment
Interest		Investment				Gross		LTC	of	of	of		per
Rate		Year	Maturity	State		Investments		Investment	Properties	Properties	Beds/Units		Bed/Unit
7.25%	(1)	2022	2032	FL	$	76,626	$	62,301	SNF	3	299	$	256.27
7.25%	(2)	2023	2033	NC		121,419		117,588	ALF/MC	11	523	$	232.16
7.25%	(3)	2024	2034	NC/SC		122,460		64,450	ALF/MC	13	523	$	234.15
7.25%	(4)	2024	2034	NC		41,000		37,985	ALF	4	217	$	188.94
					$	361,505	$	282,324		31	1,562

(1) During 2022, we entered into a JV with an operator new to us. The JV purchased three SNFs and leased the centers back to an affiliate of the seller under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option, exercisable at the beginning of the fourth year through the end of the fifth year.

(2) During 2023, we entered into a JV with ALG. The JV purchased 11 ALFs and MCs and leased these communities back to an affiliate of the seller under a 10-year master lease, with two five-year renewal options. The contractual initial cash yield of 7.25% increases to 7.5% in year three then escalates thereafter based on Consumer Price Index(“CPI”) subject to a floor of 2.0% and a ceiling of 4.0%. The JV provided the seller-lessee with a purchase option to buy up to 50% of the properties at the beginning of the third lease year and the remaining properties at the beginning of the fourth lease year through the end of the sixth lease year, with an exit IRR of 9.0%. During 2024, we deferred a total of $2,240 consolidated JV interest income from financing receivables for May through September 2024 and agreed to defer up to approximately $258 per month for October through December 2024 consolidated JV interest income from financing receivables.

(3) During the second quarter of 2024, we funded an additional $5,546 under a mortgage loan receivable due from an ALG affiliate secured by 13 ALFs and MCs located in North Carolina (12) and South Carolina (1). We then entered into a newly formed $122,460 JV with ALG, whereby we exchanged our $64,450 mortgage loan receivable for a 53% controlling interest in the JV. Concurrently, ALG contributed these properties to the joint venture for a 47% non-controlling interest. The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option exercisable through 2028, with an exit IRR of 8.0%.

(4) During the second quarter of 2024, we funded an additional $2,766 under a mortgage loan receivable due from an ALG affiliate secured by four ALFs located in North Carolina. We then entered into a newly formed $41,000 JV with ALG, whereby we exchanged $37,985 mortgage loan receivables for a 93% controlling interest in the JV. Concurrently, ALG contributed these properties and a parcel of land to the joint venture for a 7% non-controlling interest. The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option exercisable through 2028, with an exit IRR of 8.0%.

The following table summarizes our financing receivables activities for the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

	Nine Months Ended September 30,
	2024			2023
Investment and funding under financing receivables	$	163,557	(1)	$	121,332	(2)
Amortization of capital costs		(65)			(65)
Provision for loan loss reserve		(1,635)	(1)		(1,213)	(2)
	$	161,857		$	120,054

(1) During 2024, we entered into two joint venture agreements with affiliates of ALG. We recorded an aggregate Provision for Credit losses of $1,635 equal to 1.0% of the investment balance. See above for more information.

(2) During 2023, we entered into a joint venture agreement with an affiliate of ALG. We recorded Provision for credit losses of $1,213 equal to 1.0% of the investment balance. See above for more information.

15

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

Mortgage Loans. During 2024, we committed to fund a $26,120,000 mortgage loan for the construction of a 116-unit independent living, assisted living and memory care community in Illinois. The borrower contributed $12,300,000 of equity which will initially fund the construction. The loan term is approximately six years at a current rate of 9.0% and an IRR of 9.5%. The following table sets forth information regarding our investments in mortgage loans secured by first mortgages at September 30, 2024 (dollar amounts in thousands):

						Type	Percentage		Number of					Investment
			Gross			of	of					SNF	ALF	per
Interest Rate	Maturity	State	Investment			Property	Investment		Loans (1)	Properties (2)		Beds	Units	Bed/Unit
7.5%	2024	GA	$	51,111	(3)	ALF	14.0	%	1	1		—	203	$	251.78
8.8%	2025	FL		4,000		ALF	1.1	%	1	2		—	92	$	43.48
7.8%	2025	FL		16,706		ALF	4.7	%	1	1		—	112	$	149.16
7.3%	2025	NC		10,750		ALF	2.9	%	1	1		—	45	$	238.89
8.8% (4)	2026	MI		9,999		UDP	2.7	%	1	—	(4)	—	—	$	n/a
8.8%	2028	IL		16,500		SNF	4.5	%	1	1		150	—	$	110.00
10.8% (5)	2043	MI		180,973		SNF	49.7	%	1	14		1,749	—	$	103.47
9.9% (5)	2045	MI		39,850		SNF	10.9	%	1	4		480	—	$	83.02
10.3% (5)	2045	MI		19,700		SNF	5.4	%	1	2		201	—	$	98.01
10.5% (5)	2045	MI		14,825		SNF	4.1	%	1	1		146	—	$	101.54
Total			$	364,414			100.0	%	10	27		2,726	452	$	114.67

(1) Some loans contain certain guarantees and provide for certain facility fees.

(2) Our mortgage loans are secured by properties located in five states with seven borrowers.

(3) Subsequent to September 30, 2024, we received the payoff of this mortgage loan receivable.

(4) During the third quarter of 2023, we committed to fund a $19,500 mortgage loan for the construction of an 85-unit ALF and MC in Michigan. The borrower contributed $12,100 of equity, which initially funded the construction. In 2024, once all of the borrower’s equity was drawn, we began funding the commitment. Our remaining commitment is $9,500. The 8.75% interest-only loan matures in September 2026 and includes two, one-year extensions, each of which is contingent on certain coverage thresholds.

(5) Mortgage loans provide for 2.25% annual increases in the interest rate.

16

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

The following table summarizes our mortgage loan activity for the nine months ended September 30, 2024 and 2023 (in thousands):

	Nine Months Ended September 30,
	2024			2023
Originations and funding under mortgage loans receivable	$	19,078	(1)	$	83,383	(5)
Exchange of mortgage loans for controlling interests in joint ventures accounted for as financing receivables		(102,435)	(3)		—
Pay-offs received		(34,094)	(2)		—
Application of interest reserve		169			1,609
Scheduled principal payments received		(380)			(301)
Mortgage loan premium amortization		(4)			(5)
Recovery (provision) for loan loss reserve		1,176			(847)
Net (decrease) increase in mortgage loans receivable	$	(116,490)	(4)	$	83,839

(1) The following funding occurred:

(a) $9,999 under a $19,500 mortgage loan commitment for the construction of an 85-unit ALF and MC in Michigan. The borrower contributed $12,100 of equity upon origination in July 2023, which was used to initially fund the construction. Our remaining commitment is $9,500. The interest-only loan term is approximately three years at a rate of 8.75%, and includes two, one-year extensions, each of which is contingent on certain coverage thresholds;

(b) $5,546 of additional funding under a mortgage loan receivable agreement with an ALG affiliate secured by 13 ALFs and MCs in North Carolina (12) and South Carolina (1). During the three months ended June 30, 2024, we exchanged this $64,450 mortgage loan receivable for a controlling interest in a JV investment with an ALG affiliate. See Financing Receivables above for more information;

(c) $2,766 of additional funding under a mortgage loan receivable agreement with an ALG affiliate secured by four ALFs in North Carolina. During the three months ended June 30, 2024, we exchanged this $37,985 mortgage loan receivable for a controlling interest in a JV investment with an ALG affiliate. See Financing Receivables above for more information; and

(d) $767 of additional funding under various loans.

(2) We received the payoff of a $29,347 mortgage loan secured by a 189-bed SNF in Louisiana and a $2,013 mortgage loan secured by a parcel of land in Missouri. Additionally, we received a partial principal paydown of $2,734 related to the sale of a SNF securing the mortgage loan previously secured by 15-SNFs in Michigan.

(3) The following occurred:

(a) $64,450 mortgage loan receivable due from an ALG affiliate was exchanged for a controlling interest in a JV. See (1)(b) above for more information; and

(b) $37,985 mortgage loan receivable due from an ALG affiliate was exchanged for a controlling interest in a JV. See (1)(c) above for more information.

(4) Subsequent to September 30 2024, we received the payoff of a $51,111 mortgage loan receivable secured by a 203-unit ALF in Georgia.

(5) The following funding and originations occurred:

(a) $10,750 mortgage loan secured by a 45-unit MC located in North Carolina. The loan carries a two-year term with an interest-only rate of 7.25% and an IRR of 9.0%;

(b) $51,111 mortgage loan investment secured by a 203-unit ILF, ALF and MC located in Georgia. We acquired a participating interest owned by existing lenders for $42,251 in addition to converting our $7,461 mezzanine loan in the property into a participating interest in the mortgage loan. The mortgage loan matures in October 2024 and our investment is at an initial rate of 7.5% with an IRR of 7.75%. We recorded $1,380 of additional interest income in connection with the effective prepayment of the mezzanine loan in the first quarter of 2023. Subsequent to September 30, 2024, the $51,111 mortgage loan was paid off. See (4) above;

(c) $16,500 senior loan for the purchase of a 150-bed Medicare focused SNF in Illinois. The mortgage loan matures in June 2028 and our investment is at an interest rate of 8.75%; and

(d) $5,022 of additional funding under other mortgage loans receivable.

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(Unaudited)

3. Investment in Unconsolidated Joint Ventures

We have preferred equity investments in two joint ventures and an acquisition, development and construction (“ADC”) loan . We determined that each of these JVs meet the accounting criteria to be considered a variable interest entity (“VIE”). We are not the primary beneficiary of the JVs as we do not have both: 1) the power to direct the activities that most significantly affect the JVs’ economic performance, and 2) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. However, we do have significant influence over the JVs. Therefore, we have accounted for the JVs using the equity method of accounting. The following table provides information regarding these preferred equity investments (dollar amounts in thousands):

	Type	Type		Total		Contractual		Number
	of	of		Preferred		Cash		of		Carrying
State	Properties	Investment		Return		Portion		Beds/ Units		Value
Texas	SNF/ALF	Senior Loan	(1)	9.2	%	9.2	%	104	$	11,262	(1)
Washington	ALF/MC	Preferred Equity	(2)	12.0	%	7.0	%	95		6,340	(2)
Washington	ILF/ALF	Preferred Equity	(3)	14.0	%	8.0	%	267		13,000	(3)
Total								466	$	30,602

(1) We originated a $12,700 mortgage loan to a current operator secured by a SNF/ALF in Texas. The investment commitment amount includes $11,164, funded during the three months ended June 30, 2024, an interest reserve of $750 and a capital expenditure reserve of $786. In accordance with GAAP, this mortgage loan was determined to be an ADC loan and is accounted for as an unconsolidated JV. The campus has 104 beds (70 skilled nursing and 34 assisted living). The five-year mortgage loan is interest-only at a current rate of 9.15%.

(2) Our investment represents 15.5% of the total investment. The preferred equity investment earns an initial cash rate of 7% increasing to 9% in year four until the IRR is 8%. After achieving an 8% IRR, the cash rate drops to 8% with an IRR ranging between 12% to 14%, depending upon timing of redemption. We have the option to require the JV partner to purchase our preferred equity interest at any time between August 17, 2031 and December 31, 2036.

(3) Our investment represents 11.6% of the estimated total investment. The preferred equity investment earns an initial cash rate of 8% with an IRR of 14%. The JV partner has the option to buy out our investment at any time after August 31, 2023 at the IRR rate. Also, we have the option to require the JV partner to purchase our preferred equity interest at any time between August 31, 2027 and prior to the end of the first renewal term of the lease.

The following table summarizes our capital contributions, income recognized, and cash interest received related to our investments in unconsolidated joint ventures during the nine months ended September 30, 2024 and 2023 (in thousands):

	Type
	of		Income		Cash Income		Non-cash
Year	Properties		Recognized		Earned		Income Accrued
2024	SNF/ALF	$	589	$	589	$	—
	ALF/MC		359		359		—
	ILF/ALF (1)		791		—		791
Total		$	1,739	$	948	$	791
			`
2023	ALF/MC	$	337	$	—	$	337
	UDP (1)		790		—		790
Total		$	1,127	$	—	$	1,127

(1) The JV developed and owns a 267-unit ILF and ALF in Washington. The development project was completed during the fourth quarter of 2023.

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(Unaudited)

4. Notes Receivable

Notes receivable consist of mezzanine loans and working capital loans. The following table summarizes our investments in notes receivable at September 30, 2024 (dollar amounts in thousands):

Interest				Type of	Gross				Type of
Rate	IRR		Maturity	Loan	Investment			# of loans	Property
8.3%	—		2025	Working capital	$	50		1	ALF
9.0%	—		2026	Working capital		290		1	ALF
8.0%	11.0	%	2027	Mezzanine		25,000		1	ALF
0.0%	—		2028	Working capital		1,545		1	SNF
8.8%	12.0	%	2028	Mezzanine		17,000		1	ALF
6.5%	—		2030	Working capital		138		2	SNF
7.4%	—		2030	Working capital		500		1	ALF
7.4%	—		2030	Working capital		957		1	ALF
0.0%	—		2031	Working capital		2,693		1	ALF
					$	48,173	(1)	10

(1) Excludes the impact of credit loss reserve.

The following table is a summary of our notes receivable components as of September 30, 2024 and December 31, 2023 (in thousands):

	At September 30, 2024		At December 31, 2023
Mezzanine loans	$	42,000	$	42,000
Working capital loans		6,173		19,101
Notes receivable credit loss reserve		(482)		(611)
Total	$	47,691	$	60,490

The following table summarizes our notes receivable activity for the nine months ended September 30, 2024 and 2023 (in thousands):

	Nine Months Ended September 30,
		2024			2023
Advances under notes receivable	$	340		$	19,258
Principal payments received under notes receivable		(13,268)	(1)		(14,537)	(2)
Recovery of credit losses		129			(48)
Net (decrease) increase in notes receivable	$	(12,799)		$	4,673

(1) During 2024, we received $11,986 towards the paydown of a $13,531 working capital note. The remaining $1,545 balance of the working capital note is interest free and will be repaid in installments through 2028. Additionally, we received an aggregate $1,282 related to the payoff of two working capital notes.

(2) During 2023, we received $4,545, which includes a prepayment fee and the exit IRR totaling $190 from a mezzanine loan prepayment. The mezzanine loan was on a 136-unit ILF in Oregon. Additionally, another $7,461 mezzanine loan was effectively prepaid through converting it as part of our $51,111 investment in a participating interest in an existing mortgage loan that is secured by a 203-unit ALF, ILF and MC located in Georgia. We recorded $1,380 of interest income in connection with the effective prepayment of the mezzanine loan. Subsequent to September 30, 2024, the $51,111 mortgage loan was paid off.

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(Unaudited)

5. Lease Incentives

Our non-contingent lease incentive balances at September 30, 2024 and December 31, 2023 were $3,584,000 and $2,607,000, respectively. The following table summarizes our lease incentives activity for the nine months ended September 30, 2024 and 2023 (in thousands):

	Nine Months Ended September 30,
		2024			2023
Lease incentives funded	$	1,794		$	1,023
Amortization of lease incentives		(626)			(584)
Adjustment for collectability of lease incentives		—			(26)	(2)
Other adjustments		(191)	(1)		(9)	(1)
Net increase in non-contingent lease incentives	$	977		$	404

(1) Represents lease incentive balances written-off due to property sales.

(2) Represents uncollectible lease incentive balances written-off.

Non-contingent lease incentives represent payments made to our lessees for various reasons including entering into a new lease or lease amendments and extensions. Contingent lease incentives represent potential contingent earn-out payments that may be made to our lessees in the future, as part of our lease agreements. From time to time, we may commit to provide contingent payments to our lessees, upon our properties achieving certain rent coverage ratios. Once the contingent payment becomes probable and estimable, the contingent payment is recorded as a lease incentive. Lease incentives are amortized as a yield adjustment to rental income over the remaining life of the lease.

6. Credit Loss Reserve

We apply Accounting Standards Codification Topic 326, Financial Instruments-Credit Losses (“ASC 326”), which requires a forward-looking “expected loss” model, to estimate our loan losses. We determined our Financing receivables, Mortgage loans receivable and Notes receivable line items on our Consolidated Balance Sheets are within the scope of ASC 326.

Financing receivables. We obtained controlling interests in JVs that acquired properties through sale and leaseback transactions. The JVs concurrently leased the purchased properties to affiliates of sellers and provided the sellers-lessees with purchase options. We consolidated the JVs as Financing receivables on our Consolidated Balance Sheets. For more information regarding these transactions See Note 2. Financing receivables above. At September 30, 2024, we had investments in four JVs accounted for as financing receivables that owned 31 properties in three states. In addition to owning the properties through our controlling interests in the JVs, generally, these leases provide one or more of the following: security deposits, property tax impounds, repair and maintenance escrows and other credit enhancements such as corporate or personal guarantees or letters of credit.

Mortgage loans. As part of our strategy of making investments in properties used in the provision of long-term health care services, we provided mortgage loan financing on such properties. At September 30, 2024, we had ten mortgage loans secured by 27 properties in five states with seven borrowers. In addition to a lien on the mortgaged properties, the loans are generally secured by non-real estate assets of the properties and contain certain other security provisions in the form of letters of credit and/or security deposits.

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(Unaudited)

Notes receivable. Our notes receivable consist of mezzanine loans and working capital notes. Security for these notes can include all or a portion of the following credit enhancements: secured second mortgage, pledge of equity interests and personal/corporate guarantees.

The following table summarizes our financial instruments within the scope of ASC 326 by year of origination (dollar amounts in thousands):

		Year of origination (1)											At September 30, 2024
Investment Type:	2024		2023		2022		2021		2020		Prior		Total		Credit loss reserve
Financing receivables	$	163,460	$	121,418	$	76,626	$	—	$	—	$	—	$	361,504	$	3,615
Mortgage loans receivable	$	—	$	92,360	$	—	$	16,706	$	—	$	255,348	$	364,414	$	3,638
Mezzanine loans	$	—	$	17,000	$	25,000	$	—	$	—	$	—	$	42,000	$	420
Working Capital loans		50		—		—		2,045		1,095		2,983		6,173		62
Total Notes Receivable	$	50	$	17,000	$	25,000	$	2,045	$	1,095	$	2,983	$	48,173	$	482

(1) Excludes paid-off loans. Additional funding, if any, is included in the year of the origination of the initial loan.

We monitor the credit quality of our financial instruments through a variety of methods determined by the underlying collateral or other protective rights, operator’s payment history and other internal metrics. Our monitoring process includes periodic review of financial statements for each facility, scheduled property inspections and review of covenant compliance, industry conditions and current and future economic conditions. The future economic conditions are based on the economic data from the Federal Reserve and reasonable assumptions for the future economic trends.

In determining the “expected” credit loss reserves on these instruments, we utilize the probability of default and discounted cash flow methods. Further, we stress-test the results to reflect the impact of unknown adverse future events including recessions.

The expected credit losses related to our financial instruments that are within the scope of ASC 326 are as follows (in thousands):

	Balance			Recovery	due to		Balance
	at			due to	Originations/		at
Description	12/31/2023			payoffs	additional funding		9/30/2024
Credit Loss Reserve- Financing Receivables	$	1,980	$	—	$	1,635	$	3,615
Credit Loss Reserve- Mortgage Loans Receivable		4,814		(1,369)		193		3,638
Credit Loss Reserve-Notes Receivable		611		(132)		3		482

We elected not to measure an allowance for expected credit losses on accrued interest receivable under the expected credit loss standard as we have a policy in place to reserve or write off accrued interest receivable in a timely manner through our quarterly review of the loan and property performance. Therefore, we elected the policy to write off accrued interest receivable by recognizing credit loss expense. As of September 30, 2024, the total balance of accrued interest receivable of $58,421,000 was not included in the measurement of expected credit loss. During the three and nine months ended September 30, 2024, we wrote-off $613,000 related to accrued interest receivable. During the three and nine months ended September 30, 2023, we did not recognize any write-off related to accrued interest receivable.

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(Unaudited)

7. Debt Obligations

Unsecured Credit Facility. We had an unsecured credit agreement (the “Original Credit Agreement”) that provided for an aggregate commitment of the lenders of up to $500,000,000 comprising of a $400,000,000 revolving credit facility (the “Revolving Line of Credit”) and two $50,000,000 term loans (the “Term Loans”). The Term Loans mature on November 19, 2025 and November 19, 2026. The Revolving Line of Credit had a maturity date of November 19, 2025 and provided a one-year extension option at our discretion, subject to customary conditions. During the first quarter of 2024, we entered into an amendment to the Original Credit Agreement (the “Credit Agreement”) to accelerate our one-year extension option notice to January 4, 2024. Concurrently, we exercised our option to extend the maturity date to November 19, 2026. Other material terms of the Original Credit Agreement remained unchanged. The Credit Agreement permitted us to request increases to the Revolving Line of Credit and Term Loans commitments up to a total of $1,000,000,000 (the “Accordion”). As permitted under the terms of the Credit Agreement, we exercised $25,000,000 of the available $500,000,000 Accordion feature of the Revolving Line of Credit, effective September 30, 2024. Accordingly, the aggregate commitment of the lenders under the Credit Agreement increased to $525,000,000, with $475,000,000 remaining available under the Accordion. The exercise of the Accordion did not materially change any other term or condition of the Credit Agreement, including its maturity date or covenant requirements.

Based on our leverage at September 30, 2024, the facility provides for interest annually at Adjusted SOFR plus 110 basis points and a facility fee of 15 basis points and the Term Loans provide for interest annually at Adjusted SOFR plus 125 basis points.

Interest Rate Swap Agreements. In connection with entering into the Term Loans described above, we entered into two receive variable/pay fixed interest rate swap agreements (the “Interest Rate Swaps”) with maturities of November 19, 2025 and November 19, 2026, respectively, that will effectively lock-in the forecasted interest payments on the Term Loans’ borrowings over their four and five year terms of the loans. The Interest Rate Swaps are considered cash flow hedges and are recorded on our Consolidated Balance Sheets at fair value in Prepaid expenses and other assets, with cumulative changes in the fair value of these instruments recognized in Accumulated other comprehensive income (loss) on our Consolidated Balance Sheets. During the three and nine months ended September 30, 2024, we recorded a decrease of $2,326,000 and $2,471,000 in fair value of Interest Rate Swaps, respectively. During the three and nine months ended September 30, 2023, we recorded an increase of $28,000 and a decrease of $123,000 in fair value of Interest Rate Swaps, respectively.

Information regarding our interest rate swaps measured at fair value, which are classified as Level 2 of the fair value hierarchy is presented below (dollar amounts in thousands):

						Notional	Fair Value at
Date Entered	Maturity Date	Swap Rate		Rate Index		Amount		September 30, 2024		December 31, 2023
November 2021	November 19, 2025	2.62	%	1-month SOFR	$	50,000	$	1,448	$	2,698
November 2021	November 19, 2026	2.76	%	1-month SOFR		50,000		2,191		3,412
					$	100,000	$	3,639	$	6,110

Senior Unsecured Notes. We have senior unsecured notes held by institutional investors with interest rates ranging from 3.66% to 4.5%. The senior unsecured notes mature between 2026 and 2033.

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(Unaudited)

The senior unsecured notes and the Credit Agreement, including the Revolving Line of Credit and the Term Loans, contain financial covenants, which are measured quarterly, that require us to maintain, among other things:

● a ratio of total indebtedness to total asset value not greater than 0.6 to 1.0;

● a ratio of secured debt to total asset value not greater than 0.35 to 1.0;

● a ratio of unsecured debt to the value of the unencumbered asset value not greater than 0.6 to 1.0; and

● a ratio of EBITDA, as calculated in the debt obligation, to fixed charges not less than 1.50 to 1.0.

At September 30, 2024, we were in compliance with all applicable financial covenants. These debt obligations also contain additional customary covenants and events of default that are subject to a number of important and significant limitations, qualifications and exceptions.

The following table sets forth information regarding debt obligations by component as of September 30, 2024 and December 31, 2023 (dollar amounts in thousands):

		At September 30, 2024				At December 31, 2023
	Applicable			Available				Available
	Interest	Outstanding		for		Outstanding		for
Debt Obligations	Rate (1)	Balance		Borrowing		Balance		Borrowing
Revolving line of credit (2)	6.17%	$	240,150	$	184,850	$	302,250	$	97,750
Term loans, net of debt issue costs	2.69%		99,771		—		99,658		—
Senior unsecured notes, net of debt issue costs	4.15%		445,402		—		489,409		—
Total	4.58%	$	785,323	$	184,850	$	891,317	$	97,750

(1) Represents weighted average of interest rate as of September 30, 2024.

(2) Subsequent to September 30, 2024, we repaid $93,800 under our unsecured revolving line of credit. Accordingly, we have $146,350 outstanding and $278,650 available for borrowing under our unsecured revolving line of credit.

During the nine months ended September 30, 2024 and 2023, our debt borrowings and repayments were as follows (in thousands):

	Nine Months Ended September 30,
	2024					2023
Debt Obligations		Borrowings		Repayments		Borrowings		Repayments
Revolving line of credit	$	19,200	$	(81,300)	(1)	$	274,450	$	(42,200)
Term loans		—		—			—		—
Senior unsecured notes		—		(44,160)			—		(44,160)
Total	$	19,200	$	(125,460)		$	274,450	$	(86,360)

(1) Subsequent to September 30, 2024, we repaid $93,800 under our unsecured revolving line of credit. Accordingly, we have $146,350 outstanding and $278,650 available for borrowing under our unsecured revolving line of credit.

8. Equity

Non-controlling Interests. We have entered into partnerships to develop and/or own real estate. Given that our limited members do not have the substantive kick-out rights, liquidation rights, or participation rights, we have concluded that the partnerships are VIEs. As we exercise power over and receive benefits from the VIEs, we are considered the primary beneficiary. Accordingly, we consolidate the VIEs and record the non-controlling interests on the consolidated financial statements.

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(Unaudited)

As of September 30, 2024, we have the following consolidated VIEs (in thousands):

					Gross
Investment		Property			Consolidated		Non-Controlling
Year	Purpose	Type	State		Assets (1)		Interests
2024	Owned real estate	ALF/MC	NC/SC	$	122,460	$	58,010
2024	Owned real estate	ALF	NC		41,000		3,015
2023	Owned real estate	ILF/ALF/MC	OH		54,782		9,134
2023	Owned real estate	ALF/MC	NC		121,419		3,831
2022	Owned real estate	SNF	FL		76,625		14,325
2018	Owned real estate	ILF	OR		14,650		2,907
2018	Owned real estate and development	ALF/MC	OR		18,452		1,156
2017	Owned real estate	ALF/MC	SC		11,680		1,240
Total				$	461,068	$	93,618

(1) Includes the total real estate investments and excludes intangible assets.

Common Stock. We have separate equity distribution agreements (collectively, “Equity Distribution Agreements”) to offer and sell, from time to time, up to $200,000,000 in aggregate offering price of shares of our common stock. The Equity Distribution Agreements provide for sales of common shares to be made by means of ordinary brokers’ transactions, which may include block trades, or transactions that are deemed to be “at the market” offerings.

During the nine months ended September 30, 2023, we sold 48,500 shares of common stock for $1,777,000 in net proceeds under our Equity Distribution Agreements. In conjunction with the sale of common stock, we incurred $80,000 of costs associated with this agreement which have been recorded in additional paid in capital as a reduction of proceeds received.

During the nine months ended September 30, 2024, we sold 1,886,900 shares of common stock for $65,629,000 in net proceeds under our Equity Distribution Agreements. In conjunction with the sale of common stock, we incurred $119,000 of costs associated with this agreement which have been recorded in additional paid in capital as a reduction of proceeds received. At September 30, 2024, we had $9,558,000 available under the Equity Distribution Agreements. Subsequent to September 30, 2024, we sold 226,370 shares of common stock for $7,936,000 in net proceeds under our Equity Distribution Agreements. Accordingly, subsequent to September 30, 2024, we had $1,522,000 available under the Equity Distribution Agreements.

During the nine months ended September 30, 2024 and 2023, we acquired 49,540 shares and 43,933 shares, respectively, of common stock held by employees who tendered owned shares to satisfy tax withholding obligations.

Available Shelf Registration. We have an automatic shelf registration statement on file with the SEC, and currently have the ability to file additional automatic shelf registration statements, to provide us with capacity to publicly offer an indeterminate amount of common stock, preferred stock, warrants, debt, depositary shares, or units. We may from time to time raise capital under our automatic shelf registration statement in amounts, at prices, and on terms to be announced when and if the securities are offered. The specifics of any future offerings, along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of the offering. Our shelf registration statement expires on February 17, 2025.

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(Unaudited)

Distributions. We declared and paid the following cash dividends (in thousands):

	Nine Months Ended September 30,
	2024				2023
	Declared		Paid		Declared		Paid
Common Stock (1)	$	74,684	$	74,684	$	70,767	$	70,767

(1) Represents $0.19 per share per month for the nine months ended September 30, 2024 and 2023.

In October 2024, we declared a monthly cash dividend of $0.19 per share on our common stock for the months of October, November and December 2024, payable on October 31, November 29, and December 31, 2024, respectively, to stockholders of record on October 23, November 21, and December 23, 2024, respectively.

Stock-Based Compensation. During 2021, we adopted and our shareholders approved the 2021 Equity Participation Plan (“the 2021 Plan”) which replaces the 2015 Equity Participation Plan (“the 2015 Plan”). Under the 2021 Plan, 1,900,000 shares of common stock have been authorized and reserved for awards, less one share for every one share that was subject to an award granted under the 2015 Plan after December 31, 2020 and prior to adoption. In addition, any shares that are not issued under outstanding awards under the 2015 Plan because the shares were forfeited or cancelled after December 31, 2020 will be added to and again be available for awards under the 2021 Plan. Under the 2021 Plan, the shares were authorized and reserved for awards to officers, employees, non-employee directors and consultants. The terms of the awards granted under the 2021 Plan and the 2015 Plan are set by our compensation committee at its discretion. Beginning in the first quarter of 2024, we entered into Performance Stock Unit Award Agreements, based upon absolute and relative total shareholder return, under the 2021 Plan. Forms of such Performance Stock Unit Award Agreements are filed as exhibits to this quarter report.

During the nine months ended September 30, 2024 and 2023, no stock options were granted or exercised. During each of the nine months ended September 30, 2024 and 2023, 5,000 stock options expired and were cancelled. At September 30, 2024, we had no stock options outstanding and exercisable.

The following table summarizes our restricted stock activity for the nine months ended September 30, 2024 and 2023:

	Nine Months Ended September 30,
	2024		2023
Outstanding, January 1		258,620		229,236
Granted		175,431		146,020
Vested		(132,842)		(115,551)
Cancelled		—		(1,085)
Outstanding, September 30		301,209		258,620

No performance-based stock units vested during the nine months ended September 30, 2024, and 2023.

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(Unaudited)

During the nine months ended September 30, 2024 and 2023, we granted restricted stock and performance-based stock units under the 2021 Plan as follows:

	No. of	Price per
Year	Shares/Units	Share		Reward Type	Vesting Period
2024	159,536	$	30.72	Restricted stock	ratably over 3 years
	69,610	$	31.84	Performance-based stock units	TSR targets (1)
	62,914	$	31.84	Performance-based stock units	TSR targets (2)
	15,895	$	34.60	Restricted stock	(3)
	307,955
2023	127,960	$	37.16	Restricted stock	ratably over 3 years
	86,867	$	37.16	Performance-based stock units	TSR targets (4)
	15,060	$	31.54	Restricted stock	May 24, 2024
	3,000	$	35.45	Restricted stock	July 25, 2024
	232,887

(1) Vesting is based on achieving certain total shareholder return (“TSR”) targets in 3 years.

(2) Vesting is based on achieving certain TSR targets relative to the TSR of a predefined peer group in 3 years.

(3) Vesting date is the earlier of the one-year anniversary of the award date and the date of the next annual meeting of the stockholders of LTC following the award date.

(4) Vesting is based on achieving certain total shareholder return (“TSR”) targets in 4 years with acceleration opportunity in 3 years.

Compensation expense recognized related to the vesting of restricted common stock and performance-based stock units for the nine months ended September 30, 2024 and 2023 were $6,791,000 and $6,349,000, respectively. At September 30, 2024, the remaining compensation expense to be recognized related to the future service period of unvested outstanding restricted common stock and performance-based stock units are as follows (in thousands):

	Remaining
	Compensation
Vesting Date	Expense
October - December 2024	$	2,260
2025		6,450
2026		3,385
2027		369
Total	$	12,464

26

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

9. Commitments and Contingencies

At September 30, 2024, we had commitments as follows (in thousands):

						Total
	Investment			2024		Commitment		Remaining
	Commitment			Funding		Funded		Commitment
Real estate properties (Note 2. Real Estate Investments)	$	15,920	(1)	$	7,862	$	8,814	$	7,106
Accrued incentives and earn-out liabilities (Note 5. Lease Incentives)		6,625	(2)		587		2,045		4,580
Mortgage loans (Note 2. Real Estate Investments)		63,620	(3)		9,999		11,999		51,621
Joint venture investments (Note 3. Investments in Unconsolidated Joint Ventures)		1,536	(4)		98		98		1,438
Notes receivable (Note 4. Notes Receivable)		940	(5)		50		50		890
Total	$	88,641		$	18,596	$	23,006	$	65,635

(1) Represents commitments to purchase land and improvements, if applicable, and to develop, re-develop, renovate or expand seniors housing and skilled nursing properties.

(2) Includes an earn-out payment of up to $3,000 to an operator under a master lease on four SNFs in Texas which were acquired during 2022. The master lease allows either an earn-out payment up to $3,000 or a purchase option. The earn-out payment is available, contingent on achieving certain thresholds per the lease, beginning in April 2024 through March 2027. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the purchase option see Note 2. Real Estate Investments.

(3) Represents $45,620 related to construction loans and $18,000 of commitments which are contingent upon the borrower achieving certain coverage ratios.

(4) Represents an interest reserve of $750 and capital expenditure reserve of $786 related to a mortgage loan secured by a SNF and ALF in Texas. The loan is accounted for as an unconsolidated JV in accordance with GAAP. For more information regarding this loan see Note 3. Investment in Unconsolidated Joint Ventures.

(5) Represents working capital loan commitments.

Additionally, some of our lease agreements provide purchase options allowing the lessee to purchase the properties they currently lease from us. See Note 2. Real Estate Investments for a table summarizing information about our purchase options.

We are a party from time to time to various general and professional liability claims and lawsuits asserted against the lessees or borrowers of our properties, which in our opinion are not singularly or in the aggregate material to our results of operations or financial condition. These types of claims and lawsuits may include matters involving general or professional liability, which we believe under applicable legal principles are not our responsibility as a non-possessory landlord or mortgage holder. We believe that these matters are the responsibility of our lessees and borrowers pursuant to general legal principles and pursuant to insurance and indemnification provisions in the applicable leases or mortgages. We intend to continue to vigorously defend such claims.

27

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

10. Major Operators

We have one operator that represents 10% or more of our combined rental revenue and interest income from mortgage loans. The following table sets forth information regarding our major operator as of September 30, 2024:

	Number of		Number of		Percentage of
			SNF	ALF	Total		Total
Operator	SNF	ALF	Beds	Units	Revenues		Assets (1)
Prestige Healthcare (2)	23	—	2,694	93	15.4	%	14.0	%

(1) Represents the net carrying value of the mortgage loans and properties we own divided by the Total assets on the Consolidated Balance Sheets.

(2) The majority of the revenue derived from this operator relates to interest income from mortgage loans.

Our financial position and ability to make distributions may be adversely affected if Prestige Healthcare or any of our lessees and borrowers face financial difficulties, including any bankruptcies, inability to emerge from bankruptcy, insolvency or general downturn in business of any such operator, or in the event any such operator does not renew and/or extend its relationship with us.

11. Earnings per Share

The following table sets forth the computation of basic and diluted net income per share (in thousands, except per share amounts):

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2024			2023		2024			2023
Net income	$	30,862		$	22,627	$	75,289		$	62,792
Less income allocated to non-controlling interests		(1,496)			(430)		(2,332)			(1,287)
Less income allocated to participating securities:
Non-forfeitable dividends on participating securities		(173)			(147)		(511)			(440)
Income allocated to participating securities		(28)	(1)		—		—	(1)		—
Total net income allocated to participating securities		(201)			(147)		(511)			(440)
Net income available to common stockholders		29,165			22,050		72,446			61,065
Effect of dilutive securities:
Participating securities (2)		—			—		—			—
Net income for diluted net income per share	$	29,165		$	22,050	$	72,446		$	61,065
Shares for basic net income per share		43,868			41,153		43,313			41,127
Effect of dilutive securities:
Stock options (2)		—			—		—			—
Performance-based stock units		526			58		526			58
Participating securities (2)		—			—		—			—
Total effect of dilutive securities		526			58		526			58
Shares for diluted net income per share		44,394			41,211		43,839			41,185
Basic net income per share	$	0.66		$	0.54	$	1.67		$	1.48
Diluted net income per share	$	0.66		$	0.54	$	1.65		$	1.48

(1) The computation of the net income per share for the three and nine months ended September 30, 2024 and 2023 are made independently. Therefore, the sum of the quarters may not agree with the amounts for the year-to-date periods.

(2) For the three and nine months ended September 30, 2024 and 2023, the participating securities and stock options were excluded from the computation of diluted net income per share as such inclusion would be anti-dilutive.

28

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

12. Fair Value Measurements

In accordance with the accounting guidance regarding the fair value option for financial assets and financial liabilities, entities are permitted to choose to measure certain financial assets and liabilities at fair value, with the change in unrealized gains and losses reported in earnings. We did not elect the fair value option for any of our financial assets and financial liabilities.

The carrying amount of cash and cash equivalents approximates their fair value because of the short-term maturity of these instruments. We do not invest our cash in auction rate securities. The carrying value and estimated fair value of our financial instruments as of September 30, 2024 and December 31, 2023 were as follows (in thousands):

	At September 30, 2024					At December 31, 2023
	Carrying		Fair			Carrying		Fair
	Value		Value			Value		Value
Financing receivables, net of credit loss reserve	$	357,889	$	363,900	(1)	$	196,032	$	199,199	(1)
Mortgage loans receivable, net of credit loss reserve		360,776		422,180	(2)		477,266		554,993	(2)
Notes receivable, net of credit loss reserve		47,691		53,923	(3)		60,490		67,877	(3)
Revolving line of credit		240,150		240,150	(4)		302,250		302,250	(4)
Term loans, net of debt issue costs		99,771		100,000	(4)		99,658		100,000	(4)
Senior unsecured notes, net of debt issue costs		445,402		417,267	(5)		489,409		439,865	(5)

(1) Our investment in financing receivables is classified as Level 3. The fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate used to value our future cash inflows of the financing receivables at September 30, 2024 and December 31, 2023 was 7.3% and 7.6%, respectively.

(2) Our investment in mortgage loans receivable is classified as Level 3. The fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate is determined using our assumption on market conditions adjusted for market and credit risk and current returns on our investments. The discount rate used to value our future cash inflows of the mortgage loans receivable at September 30, 2024 and December 31, 2023 was 9.8% and 9.2%, respectively.

(3) Our investments in notes receivable are classified as Level 3. The discount rate is determined using our assumption on market conditions adjusted for market and credit risk and current returns on our investments. The discount rate used to value our future cash flows of the notes receivable at September 30, 2024 and December 31, 2023 was 7.6% and 6.9%, respectively.

(4) Our revolving line of credit and term loans bear interest at a variable interest rate. The estimated fair value of our revolving line of credit and term loans approximated their carrying values at September 30, 2024 and December 31, 2023 upon prevailing market interest rates for similar debt arrangements.

(5) Our obligation under our senior unsecured notes is classified as Level 3 and thus the fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate is measured based upon management’s estimates of rates currently prevailing for comparable loans available to us, and instruments of comparable maturities. At September 30, 2024, the discount rate used to value our future cash outflow of our senior unsecured notes was 5.5% for those maturing before year 2030 and 5.75% for those maturing at or beyond year 2030. At December 31, 2023, the discount rate used to value our future cash outflow of our senior unsecured notes was 6.5% for those maturing before year 2030 and 6.75% for those maturing at or beyond year 2030.

13. Subsequent Events

Subsequent to September 30, 2024, the following events occurred:

Real Estate. We sold a closed assisted living community located in Colorado for $5,250,000. At September 30, 2024, the community was classified as held-for-sale and had a gross book value of $5,852,000 and a net book value of $4,058,000.

29

LTC PROPERTIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED

(Unaudited)

Mortgage Loan Receivable. We received the payoff of a $51,111,000 mortgage loan receivable secured by a 203-unit assisted living community in Georgia.

Debt. We repaid $93,800,000 under our unsecured revolving line of credit. Accordingly, we have $146,350,000 outstanding and $278,650,000 available for borrowing under our unsecured revolving line of credit.

Equity: We sold 226,370 shares of common stock for $7,936,000 in net proceeds under our Equity Distribution Agreements. Accordingly, we have $1,522,000 available under our Equity Distribution Agreements.

We declared a monthly cash dividend of $0.19 per share on our common stock for the months of October, November and December 2024, payable on October 31, November 29, and December 31, 2024, respectively to stockholders of record on October 23, November 21, and December 23, 2024, respectively.

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Item 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Cautionary Statement Regarding Forward-Looking Statements

This quarterly report contains 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, adopted pursuant to the Private Securities Litigation Reform Act of 1995. Statements that are not purely historical may be forward-looking. You can identify some of the forward-looking statements by their use of forward-looking words, such as “believes,” “expects,” “may,” “will,” “could,” “would,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates” or “anticipates,” or the negative of those words or similar words. Forward-looking statements involve inherent risks and uncertainties regarding events, conditions and financial trends that may affect our future plans of operation, business strategy, results of operations and financial position. A number of important factors could cause actual results to differ materially from those included within or contemplated by such forward-looking statements, including, but not limited to, our dependence on our operators for revenue and cash flow; the duration and extent of the effects of the COVID-19 pandemic; government regulation of the health care industry; federal and state health care cost containment measures including reductions in reimbursement from third-party payors such as Medicare and Medicaid; required regulatory approvals for operation of health care facilities; a failure to comply with federal, state, or local regulations for the operation of health care facilities; the adequacy of insurance coverage maintained by our operators; our reliance on a few major operators; our ability to renew leases or enter into favorable terms of renewals or new leases; the impact of inflation, operator financial or legal difficulties; the sufficiency of collateral securing mortgage loans; an impairment of our real estate investments; the relative illiquidity of our real estate investments; our ability to develop and complete construction projects; our ability to invest cash proceeds for health care properties; a failure to qualify as a REIT; our ability to grow if access to capital is limited; and a failure to maintain or increase our dividend. For a discussion of these and other factors that could cause actual results to differ from those contemplated in the forward-looking statements, please see the discussion under “Risk Factors” contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and in our publicly available filings with the Securities and Exchange Commission. We do not undertake any responsibility to update or revise any of these factors or to announce publicly any revisions to forward-looking statements, whether as a result of new information, future events or otherwise.

Executive Overview

Business and Investment Strategy

We are a real estate investment trust (“REIT”) that invests in seniors housing and health care properties through sale-leaseback, financing receivables, mortgage financing, joint ventures and structured finance solutions including preferred equity and mezzanine lending. Our primary objectives are to create, sustain and enhance stockholder equity value and provide current income for distribution to stockholders through real estate investments in seniors housing and health care properties managed by experienced operators.

31

The following graph summarizes our gross investments as of September 30, 2024:

Our primary seniors housing and health care property classifications include skilled nursing centers (“SNF”), assisted living communities (“ALF”), independent living communities (“ILF”), memory care communities (“MC”) and combinations thereof. We also invest in other (“OTH”) types of properties, such as land parcels, projects under development (“UDP”) and behavioral health care hospitals. To meet these objectives, we attempt to invest in properties that provide opportunity for additional value and current returns to our stockholders and diversify our investment portfolio by geographic location, operator, property classification and form of investment.

We conduct and manage our business as one operating segment for internal reporting and internal decision-making purposes. For purposes of this quarterly report and other presentations, we generally include ALF, ILF, MC, and combinations thereof in the ALF classification. As of September 30, 2024, seniors housing and health care properties comprised approximately 99.4% of our gross investment portfolio. We have been operating since August 1992.

Substantially all of our revenues and sources of cash flows from operations are derived from operating lease rentals, interest earned on financing receivable, interest earned on outstanding loans receivable and income from investments in unconsolidated joint ventures. Income from our investments represent our primary source of liquidity to fund distributions and are dependent upon the performance of the operators on their lease and loan obligations and the rates earned thereon. To the extent that the operators experience operating difficulties and are unable to generate sufficient cash to make payments to us, there could be a material adverse impact on our consolidated results of operations, liquidity and/or financial condition. To mitigate this risk, we monitor our investments through a variety of methods determined by property type and operator. Our monitoring process includes periodic review of financial statements for each facility, periodic review of operator credit, scheduled property inspections and review of covenant compliance.

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In addition to our monitoring and research efforts, we also structure our investments to help mitigate payment risk. Some operating leases and loans are credit enhanced by guaranties and/or letters of credit. In addition, operating leases are typically structured as master leases and loans are generally cross-defaulted and cross-collateralized with other loans, operating leases or agreements between us and the operator and its affiliates.

Depending upon the availability and cost of external capital, we anticipate making additional investments in health care related properties. New investments are generally funded from cash on hand, proceeds from periodic asset sales, temporary borrowings under our unsecured revolving line of credit and internally generated cash flows. Our investments generate internal cash from rent and interest receipts and principal payments on loan receivables and income from unconsolidated joint ventures. Permanent financing for future investments, which replaces funds drawn under our unsecured revolving line of credit, is expected to be provided through a combination of public and private offerings of debt and equity securities. We could also look to secured and unsecured debt financing. The timing, source and amount of cash flows provided by financing activities and used in investing activities are sensitive to the capital markets’ environment, especially to changes in interest rates. Changes in the capital markets’ environment may impact the availability of cost-effective capital.

We believe our business model has enabled and will continue to enable us to maintain the integrity of our property investments, including in response to financial difficulties that may be experienced by operators. Traditionally, we have taken a conservative approach to managing our business, choosing to maintain liquidity and exercise patience until favorable investment opportunities arise.

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Real Estate Portfolio Overview

The following tables summarize our real estate investment portfolio by owned properties and mortgage loans and by property type, as of September 30, 2024 (dollar amounts in thousands):

								Nine Months Ended
								September 30, 2024
		Number of				Percentage					Percentage
	Number of	SNF	ALF	Gross		of		Rental			of Total
Owned Properties	Properties (1)	Beds	Units	Investments		Investments		Revenue			Revenues
Assisted Living	73	—	4,341	$	732,120	34.1	%	$	37,450		27.7	%
Skilled Nursing	50	6,113	236		598,063	27.9	%		46,170		34.1	%
Other (2)	1	118	—		12,005	0.6	%		827		0.6	%
Total Owned Properties	124	6,231	4,577		1,342,188	62.6	%		84,447	(4)​	62.4	%
		Number of				Percentage		Interest Income			Percentage
	Number of	SNF	ALF		Gross	of		from Financing			of Total
Financing Receivables	Properties (1)	Beds	Units		Investments	Investments		Receivable			Revenues
Assisted Living	28	—	1,263		284,878	13.3	%		10,452		7.7	%
Skilled Nursing	3	299	—		76,626	3.5	%		4,209		3.1	%
Total Financing Receivables	31	299	1,263		361,504	16.8	%		14,661		10.8	%
		Number of				Percentage		Interest Income			Percentage
	Number of	SNF	ALF		Gross	of		from Mortgage			of Total
Mortgage Loans	Properties (1)	Beds	Units		Investments	Investments		Loans			Revenues
Assisted Living	5	—	452		82,567	3.8	%		4,936		3.7	%
Skilled Nursing	22	2,726	—		271,848	12.7	%		24,821		18.4	%
Under Development (3)	—	—	—		9,999	0.5	%		580		0.4	%
Total Mortgage Loans	27	2,726	452		364,414	17.0	%		30,337	(5)​	22.5	%
		Number of				Percentage		Interest			Percentage
	Number of	SNF	ALF		Gross	of		and other			of Total
Notes Receivable	Properties (1)	Beds	Units		Investments	Investments		Income			Revenues
Assisted Living	6	—	765		46,490	2.1	%		3,686		2.7	%
Skilled Nursing	—	—	—		1,683	0.1	%		351		0.3	%
Total Notes Receivable	6	—	765		48,173	2.2	%		4,037	(6)​	3.0	%
		Number of				Percentage		Income from			Percentage
	Number of	SNF	ALF		Gross	of		Unconsolidated			of Total
Unconsolidated Joint Ventures	Properties (1)	Beds	Units		Investments	Investments		Joint Ventures			Revenues
Assisted Living	2	—	362		19,340	0.9	%		1,150		0.9	%
Skilled Nursing	1	104	—		11,262	0.5	%		589		0.4
Total Unconsolidated Joint Ventures	3	104	362		30,602	1.4	%		1,739		1.3	%
Total Portfolio	191	9,360	7,419	$	2,146,881	100.0	%	$	135,221		100.0	%

	Number	Number of				Percentage
	of	SNF	ALF	Gross		of
Summary of Properties by Type	Properties (1)	Beds	Units	Investments		Investments
Assisted Living	114	—	7,183	$	1,165,395	54.2	%
Skilled Nursing	76	9,242	236		959,482	44.7	%
Other (2)	1	118	—		12,005	0.6	%
Under Development (3)	—	—	—		9,999	0.5	%
Total Portfolio	191	9,360	7,419	$	2,146,881	100.0	%

(1) We have investments in owned properties, financing receivables, mortgage loans, notes receivable and unconsolidated joint ventures in 25 states to 29 operators.

(2) Includes three parcels of land held-for-use and one behavioral health care hospital.

(3) Includes a mortgage loan commitment for the construction of an 85-unit ALF and MC in Michigan.

(4) Excludes $9,830 variable rental income from lessee reimbursement, $3,508 rental income from sold properties and $321 write-off of straight-line rent.

(5) Excludes $5,505 interest income from paid-off mortgage loans.

(6) Included in the Interest and other income line item of our Consolidated Statements of Income.

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As of September 30, 2024, we had $1.7 billion in net carrying value of investments, consisting of $942.3 million or 54.2% invested in owned and leased properties, $357.9 million or 20.6% invested in financing receivables, $360.8 million or 20.7% invested in mortgage loans secured by first mortgages, $47.7 million or 2.7% in notes receivable and $30.6 million or 1.8% in unconsolidated joint ventures.

Rental income, income from financing receivables and interest income from mortgage loans represented 62.0%, 9.3% and 22.8%, respectively, of Total revenues on the Consolidated Statements of Income for the nine months ended September 30, 2024. In most instances, our lease structure contains fixed annual rental escalations and/or annual rental escalations that are contingent upon changes in the Consumer Price Index. Certain leases have annual rental escalations that are contingent upon changes in the gross operating revenues of the property. This revenue is not recognized until the appropriate contingencies have been resolved.

Many of our existing leases contain renewal options that, if exercised, could result in the amount of rent payable upon renewal being greater or less than that currently being paid. During 2023, Brookdale Senior Living Communities, Inc. (“Brookdale”) elected not to exercise its renewal option under a master lease that matured on December 31, 2023. The 35-community assisted living portfolio was apportioned as follows (dollar amounts in thousands):

		Type	Number		Number		First
Lease		of	of		of		Year		Lease
Commencement	State	Property	Properties		Units		Rent		Term
November 2023	OK	ALF	5	(1)​	184	$	960		Three years
January 2024	CO, KS, OH, TX	ALF	17	(2)​	738		9,325		Six years
January 2024	NC	ALF	5	(3)​	210		3,300		Six years
			27		1,132	$	13,585
		Type	Number		Number
		of	of		of		Sales		Net
Year sold	State	Property	Properties		Units		Price		Proceeds (4)
2023	FL	ALF	4		176	$	18,750	$	14,310	(5)​
2023	OK	ALF	1		37		800		769
2023	SC	ALF	3		128		8,409		8,153
			8		341	$	27,959	$	23,232
Total			35		1,473

(1) These communities were transitioned to an existing LTC operator. The new master lease includes a purchase option that can be exercised starting in November 2027 through October 2029 if the lessee exercises its four-year extension option. Rent increases to $984 in the second year, and $1,150 in the third year.

(2) These communities were re-leased to Brookdale under a new master lease. Rent escalates by approximately 2.0% annually. The new master lease includes a purchase option that can be exercised in 2029. We also agreed to fund $7,200 for capital expenditures for the first two years of the lease at an initial rate of 8.0% escalating by approximately 2.0% annually thereafter.

(3) These communities were transitioned to an operator new to us. Rent escalates by approximately 3.0% annually.

(4) Net of transaction costs and seller financing, if any.

(5) We provided seller financing collateralized by two of the Florida properties, with a total of 92 units. The $4,000 seller-financed mortgage loan has a two-year term, with a one-year extension, at an interest rate of 8.75%.

During the three months ended March 31, 2024, a master lease covering 11 skilled nursing centers, that was scheduled to mature in January 2024, was renewed for seven months extending the maturity to August 2024. The centers have a total of 1,444 beds and are located in Texas. During the three months ended June 30, 2024, this master lease was amended to extend the lease term to December 31,

35

2028, with two five-year renewal options. The annual rent increased from $8.0 million to $9.0 million for 2024. Rent will increase to $9.5 million in 2025 and $10.0 million in 2026, escalating 3.3% annually thereafter. As a condition of the amended master lease, the operator paid $12.0 million during 2024, towards its $13.5 million working capital note. The remaining $1.5 million balance of the working capital note is interest-free and repaid in installments through 2028.

Additionally, during 2024, another operator exercised its renewal option under its master lease for five years, from March 2025 through February 2030. Annual cash and GAAP rent for 2024 are $8.0 million and $7.0 million, respectively escalating 2.5% annually. The master lease covers 666 beds across four skilled nursing centers, three in Texas and one in Wisconsin and a behavioral health care hospital in Nevada.

For the nine months ended September 30, 2024, we recorded $0.6 million in straight-line rental adjustment reflecting higher cash rent received than recorded as rental income, and amortization of lease incentive cost of $0.6 million. During the nine months ended September 30, 2024, we received $99.0 million of cash rental income, which includes $9.8 million of operator reimbursements for real estate taxes. At September 30, 2024, the straight-line rent receivable balance on the consolidated balance sheet was $18.7 million.

For the nine months ended September 30, 2024, we recorded $14.7 million in Interest income from financing receivables which includes $11.7 million of interest received in cash and $3.0 million in financing receivables effective interest. At September 30, 2024, the financing receivables effective interest receivable which is included in the Interest receivable line item on our Consolidated Balance Sheets was $4.3 million.

For the nine months ended September 30, 2024, we recorded $35.8 million in Interest income from mortgage loans which includes $32.7 million of interest received in cash, $0.2 million of income from interest reserves and $2.9 million in mortgage loans effective interest. At September, 30, 2024, the mortgage loans effective interest receivable which is included in the Interest receivable line item on our Consolidated Balance Sheets was $51.9 million.

36

Update on Certain Operators

ALG Senior Living

During the third quarter of 2022, a portfolio of 12 assisted living communities was temporarily transitioned to ALG Senior Living (“ALG”) under a two-year master lease. The temporary transition allowed us to find a more permanent solution for the portfolio as follows (dollar amounts in thousands):

		Type	Number	Number
Lease		of	of	of		Lease
Commencement	State	Property	Properties	Beds/Units		Term
January 2024	GA, SC	ALF	2	159		Two years
April 2024	TX	ALF	1	56		Two years
			3	215
		Type	Number	Number
		of	of	of		Sales		Net
Year sold	State	Property	Properties	Beds/Units		Price		Proceeds
2023	FL	ALF	1	70	$	4,850	$	4,147
2023	MS	ALF	1	67		1,650		1,419
2024	TX	ALF	5	208		1,600		892
2024	TX	ALF	2	—		500		389
			9	345	$	8,600	$	6,847
Total			12	560

During the second quarter of 2024, we funded an additional $5.5 million under a mortgage loan receivable due from an ALG affiliate secured by 13 assisted living and memory care communities located in North Carolina (12) and South Carolina (1). We then entered into a newly formed $122.5 million joint venture with ALG, whereby we exchanged our $64.5 million mortgage loan receivable for a 53% controlling interest in the JV. Concurrently, ALG contributed these properties to the joint venture for a 47% non-controlling interest. The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option exercisable through 2028, with an exit IRR of 8.0%.

During the second quarter of 2024, we also funded an additional $2.8 million under a mortgage loan receivable due from an ALG affiliate secured by four assisted living communities located in North Carolina. We then entered into another newly formed $41.0 million joint venture with ALG, whereby we exchanged $38.0 million of mortgage loan receivables for a 93% controlling interest in the JV. Concurrently, ALG contributed these properties and a parcel of land to the joint venture for a 7% non-controlling interest. The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option exercisable through 2028, with an exit IRR of 8.0%. All of our investments with ALG are now cross-defaulted and cross-collateralized, providing us with added security.

We determined that these joint venture transactions meet the criteria to be presented as financing receivables and that we exercise power over and receive benefits from each of these joint ventures, thus consolidated them as Financing Receivables on our Consolidated Balance Sheets.

Additionally, we have a controlling interest in a separate consolidated JV with ALG. These communities are located in North Carolina and are accounted for as financing receivables. During the second quarter of 2024, we deferred the consolidated JV income for a total of $2.2 million for May through September 2024. Also, we agreed to defer up to $258,000 in consolidated JV income per month

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related to this JV for October through December 2024. Accordingly, the estimated 2024 consolidated JV deferred income related to this JV is $3.0 million. We also agreed to reduce rent from a lease on an assisted living community operated by ALG to $0 for May through September 2024, with quarterly market-based rent resets thereafter. We wrote-off $321,000 of straight-line rent receivable related to this lease during the three months ended June 30, 2024.

Prestige Healthcare

Prestige Healthcare (“Prestige”) operates 21 skilled nursing centers located in Michigan secured under four mortgage loans and two skilled nursing centers located in South Carolina under a master lease. Prestige is our largest operator based upon revenues and assets representing 15.4% of our total revenues and 14.0% of our total assets as of September 30, 2024. During the second quarter of 2023, we agreed to defer up to $1.5 million, or up to $0.3 million per month for May through September 2023, in interest payments due on one of Prestige’s mortgage loans secured by 15 skilled nursing centers in Michigan. During the three months ended September 30, 2024, we consented to the sale of one of the 15 skilled nursing centers that secured this mortgage loan and received $2.0 million of partial principal paydown related to the sale. Accordingly, the mortgage loan is secured by 14 skilled nursing centers.

During the fourth quarter of 2023, we amended the mortgage loan with Prestige which was subject to the previously agreed upon interest deferral. Effective January 1, 2024, the minimum mortgage interest payment due to us is based on an annual current pay rate of 8.5% on the outstanding loan balance. The current contractual interest rate on the loan of 10.8% remains unchanged. The amendment also provides us the right to draw on Prestige’s security to pay the difference between the contractual rate and current pay rate.

During the nine months ended September 30, 2024, Prestige increased the security by $2.7 million from its receipt of retroactive Medicaid funds. Additionally, in the fourth quarter of 2024, we expect to receive approximately $6.0 million of additional security from Prestige from its receipt of retroactive Medicaid payments and the security will continue to increase beginning in January 2025 by 50% of Prestige’s excess cash flow. We received all 2023 contractual interest of $19.5 million due from Prestige after applying $3.4 million of its security. Full contractual interest was received through October 2024 from payments received from Prestige and application of security. We expect to receive full contractual cash interest through at least 2025. The following table summarizes the activity of Prestige’s security (in thousands):

Balance						Balance						Balance						Balance
at		Deposits		Interest		at		Deposits		Interest		at		Deposits		Interest		at
12/31/2023		Received		Applications		3/31/2024		Received		Applications		6/30/2024		Received		Applications		9/30/2024
$	2,352	$	2,674	$	(1,074)	$	3,952	$	1	$	(1,072)	$	2,881	$	—	$	(1,062)	$	1,819

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2024 Activities Overview

The following tables summarize our transactions during the nine months ended September 30, 2024 (dollar amounts in thousands):

Acquisition

We acquired a parcel of land in Kansas adjacent to an existing community operated by Brookdale for $0.3 million. Rent was increased by 8.0% of our total cost of the investment.

Investment in Improvement projects

	Amount
Assisted Living Communities	$	8,663
Skilled Nursing Centers		1,245
Total	$	9,908

Properties Held -for-Sale

	Type		Number	Number
	of		of	of			Gross		Accumulated
State	Property		Properties	Beds/units			Investment		Depreciation
CO	ALF	(1)​	1	—	(1)​	$	5,852	$	(1,794)

(1) Subsequent to September 30, 2024, this closed property was sold for $5,250.

Properties Sold

	Type	Number	Number
	of	of	of		Sales			Carrying		Net
State	Properties	Properties	Beds/Units		Price			Value		(Loss) Gain (1)
Florida	ALF	1	60	$	4,500		$	4,579	$	(289)
Texas	ALF	5	208		1,600			1,282		(390)
Texas	ALF	2	—		500			389		—
Texas	ALF	1	80		7,959	(2)​		4,314		3,635
Wisconsin	ALF	1	110		20,193	(3)​		16,195		3,986
n/a	n/a	—	—		—			—		(60)	(4)​
Total (5)		10	458	$	34,752		$	26,759	$	6,882

(1) Calculation of net gain includes cost of sales and write-off of straight-line receivable and lease incentives, when applicable.

(2) Additionally, as part of the negotiated sale, we received an additional $441 representing rental income through lease maturity in January 2025.

(3) Represents the price to sell our portion of interest in a JV, net of the JV partner’s $2,305 contributions in the joint venture.

(4) We recognized additional loss due to additional incurred costs related to properties sold during 2023.

(5) Subsequent to September 30, 2024, we sold a closed ALF located in Colorado for $5,250. At September 30, 2024, the community was classified as held-for-sale and had a gross book value of $5,852 and a net book value of $4,058.

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Investment in Financing Receivables

	Amount
Investment and funding under financing receivables	$	163,557	(1)​
Amortization of capital costs		(65)
Provision for loan loss reserve		(1,635)	(2)​
	$	161,857

(1) During the second quarter of 2024, we entered into a newly formed $122,460 JV with ALG, whereby we exchanged our $64,450 mortgage loan receivable due from an ALG affiliate for a 53% controlling interest in the JV. This mortgage loan was secured by 13 ALFs and MCs located in North Carolina (12) and South Carolina (1). Concurrently, ALG contributed these properties to the joint venture for a 47% non-controlling interest. The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option exercisable through 2028, with an exit IRR of 8.0%. During the second quarter of 2024, we also entered into another newly formed $41,000 JV with ALG, whereby we exchanged $37,985 mortgage loan receivables due from an ALG affiliate for a 93% controlling interest in the JV. This mortgage loan was secured by four ALFs located in North Carolina. Concurrently, ALG contributed these properties and a parcel of land to the joint venture for a 7% non-controlling interest. The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option exercisable through 2028, with an exit IRR of 8.0%.

(2) We recorded an aggregate Provision for Credit Losses of $1,635 equal to 1.0% of the combined balance of joint venture investments as explained above.

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Investment in Mortgage Loans Receivable

During 2024, we committed to fund a $26.1 million mortgage loan receivable for the construction of a 116-unit independent living, assisted living and memory care community in Illinois. The borrower contributed $12.3 million of equity which will initially fund the construction. The loan term is approximately six years at a current rate of 9.0% and an IRR of 9.5%. The following table summarizes our mortgage loan activity for the nine months ended September 30, 2024 (in thousands):

	Amount
Originations and funding under mortgage loans receivable	$	19,078	(1)​
Exchange of mortgage loans for controlling interests in joint ventures accounted for as financing receivables		(102,435)	(2)​
Pay-offs received		(34,094)	(3)​
Application of interest reserve		169
Scheduled principal payments received		(380)
Mortgage loan premium amortization		(4)
Recovery of loan loss reserve		1,176
Net decrease in mortgage loans receivable	$	(116,490)

(1) The following funding occurred:

(a) $9,999 under a $19,500 mortgage loan commitment for the construction of an 85-unit ALF and MC in Michigan. The borrower contributed $12,100 of equity upon origination in July 2023, which was used to initially fund the construction. Our remaining commitment is $12,600. The interest-only loan term is approximately three years at a rate of 8.75%, and includes two, one-year extensions, each of which is contingent on certain coverage thresholds;

(b) $5,546 of additional funding under a mortgage loan receivable agreement with an ALG affiliate secured by 13 ALFs and MCs in North Carolina (12) and South Carolina (1). During the three months ended June 30, 2024, we exchanged this $64,450 mortgage loan receivable for a controlling interest in a JV investment with an ALG affiliate. See Financing Receivables above for more information;

(c) $2,766 of additional funding under a mortgage loan receivable agreement with an ALG affiliate secured by four ALFs in North Carolina. During the three months ended June 30, 2024, we exchanged this $37,985 mortgage loan receivable for a controlling interest in a JV investment with an ALG affiliate. See Financing Receivables above for more information; and

(d) $767 of additional funding.

(2) The following occurred:

(a) $64,450 mortgage loan receivable due from an ALG affiliate was exchanged for a controlling interest in a JV. See (1)(b) above for more information; and

(b) $37,985 mortgage loan receivable due from an ALG affiliate was exchanged for a controlling interest in a JV. See (1)(c) above for more information.

(3) We received the payoff of a $29,347 mortgage loan secured by a 189-bed SNF in Louisiana and a $2,013 mortgage loan secured by a parcel of land in Missouri. Additionally, we received a partial principal paydown of $2,734 related to the sale of a SNF securing the mortgage loan previously secured by 15-SNFs in Michigan.

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Preferred Equity Investment in Unconsolidated Joint Ventures

		Type	Total		Contractual		Number						Cash		Non-cash
		of	Preferred		Cash		of		Carrying		Income		Income		Income
State		Properties	Return		Portion		Beds/ Units		Value		Recognized		Earned		Accrued
Texas	(1)​	SNF/ALF	9.2	%	9.2	%	104	$	11,262	$	589	$	589	$	—
Washington	(2)​	ALF/MC	12.0	%	7.0	%	95		6,340		359		359		—
Washington	(3)​	ILF/ALF	14.0	%	8.0	%	267		13,000		791		—		791
Total							466	$	30,602	$	1,739	$	948	$	791

(1) We originated a $12,700 mortgage loan to a current operator secured by a SNF/ALF campus in Texas. The investment commitment amount includes $11,164, funded during the three months ended June 30, 2024, an interest reserve of $750 and a capital expenditure reserve of $786. In accordance with GAAP, this mortgage loan was determined to be an acquisition, development and construction (“ADC”) loan and was accounted for as an unconsolidated JV. The campus has 104 beds (70 skilled nursing and 34 assisted living). The five-year mortgage loan is interest-only at a current rate of 9.15%.

(2) Our investment represents 15.5% of the total investment. The preferred equity investment earns an initial cash rate of 7% increasing to 9% in year four until the internal rate of return (“IRR”) is 8%. After achieving an 8% IRR, the cash rate drops to 8% with an IRR ranging between 12% to 14%, depending upon timing of redemption. We have the option to require the JV partner to purchase our preferred equity interest at any time between August 17, 2031 and December 31, 2036.

(3) Our investment represents 11.6% of the estimated total investment. The preferred equity investment earns an initial cash rate of 8% with an IRR of 14%. The JV partner has the option to buy out our investment at any time after August 31, 2023 at the IRR rate. Also, we have the option to require the JV partner to purchase our preferred equity interest at any time between August 31, 2027 and prior to the end of the first renewal term of the lease.

Notes Receivable

	Amount
Advances under notes receivable	$	340
Principal payments received under notes receivable		(13,268)	(1)​
Recovery of credit losses		129
Net decrease in notes receivable	$	(12,799)

(1) During 2024, we received $11,986 towards the paydown of a $13,531 working capital note. The remaining $1,545 balance of the working capital note is interest free and will be repaid in installments through 2028. Additionally, we received an aggregate $1,282 related to the payoff of two working capital notes.

Health Care Regulatory

The Centers for Medicare & Medicaid Services (“CMS”) annually updates Medicare SNF prospective payment system rates and other policies. On July 31, 2024, CMS issued a final rule to update SNF rates and policies for the fiscal year 2025. CMS estimated that the updated payment rates would result in a net increase of 4.2%, or approximately $1.4 billion, in Medicare Part A payments to SNFs in fiscal year 2025. CMS stated that its impact figures do not incorporate the SNF Value-Based Purchasing (“VBP”) reductions for certain SNFs subject to the net reduction in payments under the SNF VBP, which are estimated to total $196.5 million in fiscal year 2025. The final rule also changes CMS’s enforcement policies as they relate to imposing civil monetary penalties (“CMPs”) for health and safety violations in nursing homes. In the final rule, CMS expanded the type of CMPs that can be imposed to allow for more per instance and per day CMPs to be imposed, and to permit both types of penalties to be imposed concurrently. In addition, the final rule finalized updates to the SNF Quality Reporting Program (“QRP”) to better account for adverse social conditions that negatively impact individuals’ health or health care. Finally, for the SNF VBP program, CMS finalized several operational and administrative proposals.

On April 22, 2024, CMS issued the Minimum Staffing Standards for Long-Term Care Facilities and Medicaid Institutional Payment Transparency Reporting final rule. The final rule sets forth new comprehensive minimum staffing requirements. It finalizes a total nurse staffing standard of 3.48 hours per resident day, which must include at least 0.55 hours per resident day of direct registered nurse care and 2.45 hours per resident day of direct nurse aide care. Facilities may use any combination of nurse

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staff (registered nurse, licensed practical nurse and licensed vocational nurse, or nurse aide) to account for the additional 0.48 hours per resident day needed to comply with the total nurse staffing standard. CMS also finalized enhanced facility assessment requirements and a requirement to have a registered nurse onsite 24 hours a day, seven days a week, to provide skilled nursing care. The final rule also provides a staggered implementation timeframe of the minimum nurse staffing standards and 24/7 registered nurse requirement based on geographic location as well as possible exemptions for qualifying facilities for some parts of these requirements based on workforce unavailability and other factors. The final rule has been challenged in federal courts in Texas and Iowa; the rule may be subject to further revision or deferral due to the pending litigation, pending legislation, or administration changes.

There can be no assurance that these rules or future regulations modifying Medicare SNF payment rates or other requirements for Medicare and/or Medicaid participation will not have an adverse effect on the financial condition of our borrowers and lessees which could, in turn, adversely impact the timing or level of their payments to us. Failure by an operator to comply with regulatory requirements can, among other things, jeopardize a facility’s compliance with the conditions of participation under relevant federal and state healthcare programs. Further the ability of our operators to comply with applicable regulations, including minimum staffing requirements, can be adversely impacted by changes in the labor market and increases in inflation.

Key Performance Indicators, Trends and Uncertainties

We utilize several key performance indicators to evaluate the various aspects of our business. These indicators are discussed below and relate to concentration risk and credit strength. Management uses these key performance indicators to facilitate internal and external comparisons to our historical operating results in making operating decisions and for budget planning purposes.

Concentration Risk. We evaluate by gross investment our concentration risk in terms of asset mix, real estate investment mix, operator mix and geographic mix. Concentration risk is valuable to understand what portion of our real estate investments could be at risk if certain sectors were to experience downturns. Asset mix measures the portion of our investments that are real property or mortgage loans. The National Association of Real Estate Investment Trusts (“NAREIT”), an organization representing U.S. REITs and publicly traded real estate companies, classifies a company with 50% or more of assets directly or indirectly in the equity ownership of real estate as an equity REIT. Investment mix measures the portion of our investments that relate to our various property classifications. Operator mix measures the portion of our investments that relate to our top five operators. Geographic mix measures the portion of our real estate investment that relate to our top five states.

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The following table reflects our recent historical trends of concentration risk (gross investment, in thousands):

	9/30/24		6/30/24		3/31/24		12/31/23		9/30/23
Asset mix:
Real property	$	1,342,188	$	1,342,069	$	1,342,921	$	1,379,332	$	1,405,848
Financing receivables		361,504		361,525		197,990		198,012		198,033
Mortgage Loan receivables		364,414		393,375		485,095		482,080		478,344
Notes receivable		48,173		58,995		60,551		61,101		63,693
Unconsolidated joint ventures		30,602		30,504		19,340		19,340		19,340
Real estate investment mix:
Assisted living communities	$	1,165,395	$	1,166,053	$	1,096,573	$	1,133,543	$	1,149,589
Skilled nursing centers		959,482		1,001,532		991,540		991,492		987,877
Other (1)		12,005		12,005		14,844		14,830		14,792
Under development		9,999		6,878		2,940		—		13,000
Operator mix:
ALG Senior	$	307,308	$	307,308	$	249,882	$	298,816	$	310,789
Prestige Healthcare (1)		269,345		272,081		272,338		272,465		272,767
Encore Senior Living		191,988		187,645		183,345		179,753		179,430
HMG Healthcare, LLC		166,833		176,877		178,422		178,422		176,644
Anthem Memory Care, LLC		156,407		156,407		156,407		156,312		156,054
Remaining operators		1,055,000		1,086,150		1,065,503		1,054,097		1,069,574
Geographic mix:
Texas	$	323,737	$	328,428	$	320,214	$	328,467	$	329,545
North Carolina		301,142		300,893		234,918		234,665		234,665
Michigan		287,795		287,389		283,708		280,857		281,159
Ohio		144,229		143,115		142,897		142,669		142,483
Florida		130,196		130,218		130,240		137,941		146,178
Remaining states		959,782		996,425		993,920		1,015,266		1,031,228

(1) Includes three parcels of land located adjacent to properties securing the Prestige Healthcare mortgage loan and are managed by Prestige.

Credit Strength. We measure our credit strength both in terms of leverage ratios and coverage ratios. Our leverage ratios include debt to gross asset value and debt to market capitalization. The leverage ratios indicate how much of our Consolidated Balance Sheets capitalization is related to long-term obligations. Our coverage ratios include interest coverage ratio and fixed charge coverage ratio. The coverage ratios indicate our ability to service interest and fixed charges (interest). The coverage ratios are based on earnings before interest, taxes, depreciation and amortization for real estate (“EBITDAre”) as defined by NAREIT. EBITDAre is calculated as net income available to common stockholders (computed in accordance with GAAP) excluding (i) interest expense, (ii) income tax expense, (iii) real estate depreciation and amortization, (iv) impairment write-downs of depreciable real estate, (v) gains or losses on the sale of depreciable real estate, and (vi) adjustments for unconsolidated partnerships and joint ventures. Leverage ratios and coverage ratios are widely used by investors, analysts and rating agencies in the valuation, comparison, rating and investment recommendations of companies. The following table reflects the recent historical trends for our credit strength measures:

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Balance Sheet Metrics

	Year to Date		Quarter Ended
	9/30/24		9/30/24			6/30/24			3/31/24			12/31/23			9/30/23
Debt to gross asset value	34.5	%	34.5	%	(1)​	37.6	%	(4)​	38.9	%	(1)​	39.5	%	(1)​	42.1	%
Debt to market capitalization ratio	32.3	%	32.3	%	(2)​	36.5	%	(5)​	37.9	%	(7)​	39.2	%	(7)​	41.8	%
Interest coverage ratio (9)	3.8	x	4.2	x	(3)​	3.7	x	(6)​	3.5	x	(8)​	3.3	x		3.2	x
Fixed charge coverage ratio (9)	3.8	x	4.2	x	(3)​	3.7	x	(6)​	3.5	x	(8)​	3.3	x		3.2	x

(1) Decreased due to decrease in outstanding debt partially offset by decrease in gross asset value.

(2) Decreased due to decrease in outstanding debt and increase in market capitalization resulting from the sale of common stock under our Equity Distribution Agreements as well as increase in stock price.

(3) Increase due to decrease in interest expense and increase in rental and other income.

(4) Decreased due to increase in gross asset value.

(5) Decreased due to increase in market capitalization.

(6) Increased primarily due to increase in rental income from acquisitions, contractual rent increases and annual escalations.

(7) Decreased due to decrease in outstanding debt and increase in market capitalization from issuance of common stock.

(8) Increased due to decrease in interest expense.

(9) In calculating our interest coverage and fixed charge coverage ratios above, we use EBITDAre, which is a financial measure not derived in accordance with GAAP (non-GAAP financial measure). EBITDAre is not an alternative to net income, operating income or cash flows from operating activities as calculated and presented in accordance with GAAP. You should not rely on EBITDAre as a substitute for any such GAAP financial measures or consider it in isolation, for the purpose of analyzing our financial performance, financial position or cash flows. Net income is the most directly comparable GAAP measure to EBITDAre.

	Year to Date			Quarter Ended
	9/30/24			9/30/24			6/30/24			3/31/24			12/31/23			9/30/23
Net income	$	75,289		$	30,862		$	19,738		$	24,689		$	28,670		$	22,627
Less: Gain on sale		(6,882)			(3,663)			32			(3,251)			(16,751)			(4,870)
Add: Impairment loss		—			—			—			—			3,265			—
Add: Interest expense		31,971			10,023			10,903			11,045			12,419			12,674
Add: Depreciation and amortization		27,173			9,054			9,024			9,095			9,331			9,499
EBITDAre		127,551			46,276			39,697			41,578			36,934			39,930
(Less)/Add : Non-recurring one-time items		(5,528)	(1) (2) (3)​		(4,173)	(1)​		1,022	(2)​		(2,377)	(3)​		3,561	(4)​		—
Adjusted EBITDAre	$	122,023		$	42,103		$	40,719		$	39,201		$	40,495		$	39,930
Interest expense	$	31,971		$	10,023		$	10,903		$	11,045		$	12,419		$	12,674
Interest coverage ratio		3.8	x		4.2	x		3.7	x		3.5	x		3.3	x		3.2	x
Interest expense	$	31,971		$	10,023		$	10,903		$	11,045		$	12,419		$	12,674
Total fixed charges	$	31,971		$	10,023		$	10,903		$	11,045		$	12,419		$	12,674
Fixed charge coverage ratio		3.8	x		4.2	x		3.7	x		3.5	x		3.3	x		3.2	x

(1) Includes an aggregate one-time income of $4,493 received from three former operators, the recovery of provisions for credit losses of $293 related to a mortgage loan receivable payoff, partially offset by the uncollectible effective interest write-off of $613 related to the partial paydown of a mortgage loan receivable.

(2) Includes $321 write-off of an uncollectible straight-line rent receivable, $1,635 provision for credit losses related to acquisitions totaling $163,460 accounted for as financing receivables, partially offset by $934 recovery of provision for credit losses related to the payoffs of mortgage loan receivables.

(3) Represents the repayment of an operator rent credit received from the buyer/lessee in connection with the sale of a 110-unit ALF in Wisconsin.

(4) Represents the write-off of an uncollectible working capital note related to the sale and transition of 10 ALFs.

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We evaluate our key performance indicators in conjunction with current expectations to determine if historical trends are indicative of future results. Our expected results may not be achieved, and actual results may differ materially from our expectations. This may be a result of various factors, including, but not limited to

● The status of the economy;

● The status of capital markets, including prevailing interest rates;

● Compliance with and changes to regulations and payment policies within the health care industry;

● Changes in financing terms;

● Competition within the health care and seniors housing industries; and

● Changes in federal, state and local legislation.

Additionally, the effects of inflation, COVID-19 and the pace of recovery from COVID-19 on our operators adversely affected and may continue to adversely affect our business, results of operations, cash flows and financial condition. Depending on the future developments regarding inflation, COVID-19 and the pace of recovery from its effects, historical trends reflected in our balance sheet metrics may not be achieved in the future.

Management regularly monitors the economic and other factors listed above. We develop strategic and tactical plans designed to improve performance and maximize our competitive position. Our ability to achieve our financial objectives is dependent upon our ability to effectively execute these plans and to appropriately respond to emerging economic and company-specific trends.

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Operating Results (unaudited, in thousands)

	Three Months Ended
	September 30,
	2024			2023			Difference
Revenues:
Rental income	$	32,258		$	31,589		$	669	(1)​
Interest income from financing receivables		7,001			3,832			3,169	(2)​
Interest income from mortgage loans		10,733			12,247			(1,514)	(3)​
Interest and other income		5,791			1,635			4,156	(4)​
Total revenues		55,783			49,303			6,480
Expenses:
Interest expense		10,023			12,674			2,651	(5)​
Depreciation and amortization		9,054			9,499			445	(6)​
Provision for credit losses		215			189			(26)
Transaction costs		33			329			296
Property tax expense		3,186			3,271			85
General and administrative expenses		6,765			5,959			(806)	(7)​
Total expenses		29,276			31,921			2,645
Other operating income:
Gain on sale of real estate, net		3,663	(8)​		4,870	(9)​		(1,207)
Operating income		30,170			22,252			7,918
Income from unconsolidated joint ventures		692			375			317
Net income		30,862			22,627			8,235
Income allocated to non-controlling interests		(1,496)			(430)			(1,066)	(2)​
Net income attributable to LTC Properties, Inc.		29,366			22,197			7,169
Income allocated to participating securities		(201)			(147)			(54)
Net income available to common stockholders	$	29,165		$	22,050		$	7,115

(1) Increased primarily due to additional rental income received from transitioned portfolios, lease amendments and extensions and additional rental income through lease maturity received from a sold property partially offset by property sales.

(2) Increased primarily due to exchange of two mortgage loan receivables during the second quarter of 2024 for controlling interests in two newly formed JVs that are accounted for as financing receivables.

(3) Decreased primarily due to explanation (2) above partially offset by mortgage loan originations.

(4) Increased primarily due to aggregate one-time income of $4,052 received from two former operators.

(5) Decreased due to lower outstanding balance on our revolving line of credit and scheduled principal paydowns on our senior unsecured notes.

(6) Decreased due to sold properties.

(7) Increased due to higher costs related to properties transitioned to new operators, non-cash compensation charges and the timing of certain expenditures.

(8) Relates primarily to the sale of an 80-unit ALF in Texas.

(9) Represents the gain on sale of real estate related to two ALFs located in Pennsylvania during the third quarter of 2023.

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	Nine Months Ended
	September 30,
	2024			2023			Difference
Revenues:
Rental income	$	97,464		$	94,861		$	2,603	(1)​
Interest income from financing receivables		14,661			11,413			3,248	(2)​
Interest income from mortgage loans		35,842			35,417			425	(3)​
Interest and other income		9,298			5,358			3,940	(4)​
Total revenues		157,265			147,049			10,216
Expenses:
Interest expense		31,971			34,595			2,624	(5)​
Depreciation and amortization		27,173			28,085			912	(6)​
Impairment loss		—			12,510	(7)​		12,510
Provision for credit losses		942			2,107			1,165	(8)​
Transaction costs		679			537			(142)
Property tax expense		9,816			9,751			(65)
General and administrative expenses		20,016			18,344			(1,672)	(9)​
Total expenses		90,597			105,929			15,332
Other operating income:
Gain on sale of real estate, net		6,882	(10)​		20,545	(11)​		(13,663)
Operating income		73,550			61,665			11,885
Income from unconsolidated joint ventures		1,739			1,127			612	(12)​
Net income		75,289			62,792			12,497
Income allocated to non-controlling interests		(2,332)			(1,287)			(1,045)	(2)​
Net income attributable to LTC Properties, Inc.		72,957			61,505			11,452
Income allocated to participating securities		(511)			(440)			(71)
Net income available to common stockholders	$	72,446		$	61,065		$	11,381

(1) Increased primarily due to the repayment of $2,377 rent credit received in 2024 from the buyer/lessee in connection with the sale of our interest in a 110-unit ALF in Wisconsin, additional rental income received from an amended master lease, rental income from 2023 acquisitions and annual rent escalations, partially offset by property sales and transitioned portfolios.

(2) Increased primarily due to exchange of two mortgage loan receivables during the second quarter of 2024 for controlling interests in two newly formed JVs that are accounted for as financing receivables.

(3) Increased primarily due to mortgage loan originations during 2023 and additional funding during 2024 partially offset by explanation (2) above.

(4) Increased primarily due to aggregate one-time income of $4,052 received from two former operators, a 2023 mezzanine loan origination, receipt of insurance proceeds, partially offset by working capital loans payoff and paydowns.

(5) Decreased due to lower outstanding balance on our revolving line of credit and scheduled principal paydowns on our senior unsecured notes partially offset by higher interest rates on our revolving line of credit.

(6) Decreased due to sold properties.

(7) Represents $434 impairment loss related to a 70-unit ALF located in Florida that was sold during 2023 and an aggregate impairment loss of $12,076 related to two ALFs. See Note 2. Real Estate Investments within our consolidated financial statements for more information.

(8) Decreased primarily due to more originations during the nine months ended September 30, 2023 compared to nine months ended September 30, 2024.

(9) Increased due to higher costs related to properties transitioned to new operators, non-cash compensation charges, public company costs and the timing of certain expenditures.

(10) Represents the gain on sale of an 80-unit ALF in Texas, a 110-unit community in Wisconsin and two closed properties located in Texas, partially offset by the aggregate loss on sale of 6 ALFs located in Texas (five) and Florida (one).

(11) Represents the net gain on sale related to five ALFs located in Florida, Kentucky, New Jersey and Pennsylvania and two SNFs in New Mexico.

(12) Increased due to additional income from origination of a $12,700 mortgage loan receivable secured by a SNF/ALF in Texas. In accordance with GAAP, this mortgage loan receivable was determined to be an acquisition, development and construction (“ADC”) loan and is accounted for as an unconsolidated JV.

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Funds From Operations Available to Common Stockholders

Funds from Operations (“FFO”) attributable to common stockholders, basic FFO attributable to common stockholders per share and diluted FFO attributable to common stockholders per share are supplemental measures of a REIT’s financial performance that are not defined by GAAP. Real estate values historically rise and fall with market conditions, but cost accounting for real estate assets in accordance with GAAP assumes that the value of real estate assets diminishes predictably over time. We believe that by excluding the effect of historical cost depreciation, which may be of limited relevance in evaluating current performance, FFO facilitates comparisons of operating performance between periods.

We use FFO as a supplemental performance measurement of our cash flow generated by operations. FFO does not represent cash generated from operating activities in accordance with GAAP, and is not necessarily indicative of cash available to fund cash needs and should not be considered an alternative to net income available to common stockholders.

We calculate and report FFO in accordance with the definition and interpretive guidelines issued by NAREIT. FFO, as defined by NAREIT, means net income available to common stockholders (computed in accordance with GAAP) excluding gains or losses on the sale of real estate and impairment write-downs of depreciable real estate plus real estate depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Our calculation of FFO may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that have a different interpretation of the current NAREIT definition from us; therefore, caution should be exercised when comparing our FFO to that of other REITs.

The following table reconciles GAAP net income available to common stockholders to NAREIT FFO available to common stockholders (unaudited, amounts in thousands, except per share amounts):

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2024		2023		2024		2023
GAAP net income available to common stockholders	$	29,165	$	22,050	$	72,446	$	61,065
Add: Depreciation and amortization		9,054		9,499		27,173		28,085
Add: Impairment loss		—		—		—		12,510
Less: Gain on sale of real estate, net		(3,663)		(4,870)		(6,882)		(20,545)
NAREIT FFO attributable to common stockholders	$	34,556	$	26,679	$	92,737	$	81,115
NAREIT FFO attributable to common stockholders per share:
Effect of dilutive securities:
Add: Participating securities		201		147		511		440
NAREIT Diluted FFO attributable to common stockholders	$	34,757	$	26,826	$	93,248	$	81,555
Weighted average shares used to calculate NAREIT FFO per share:
Shares for basic net income per share		43,868		41,153		43,313		41,127
Effect of dilutive securities:
Performance-based stock units		526		58		526		58
Participating securities		302		258		294		255
Total effect of dilutive securities		828		316		820		313
Shares for diluted net income per share		44,696		41,469		44,133		41,440

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Liquidity and Capital Resources

Sources and Uses of Cash

As of September 30, 2024, we had $229.4 million in liquidity as follow (amounts in thousands, except per share amounts):

	At September 30, 2024
Cash and cash equivalents	$	35,040	(1)​
Available under revolving line of credit		184,850	(2)​
Available under Equity Distribution Agreements		9,558	(3)​
Total Liquidity	$	229,448	(4)​

(1) Subsequent to September 30, 2024, we used $29,600 of cash on hand to paydown our unsecured revolving line of credit. Accordingly, we have a cash balance of $5,440. See (2) below for further discussion of our unsecured revolving line of credit paydown.

(2) Subsequent to September 30, 2024, we repaid $93,800 under our unsecured revolving line of credit. Accordingly, we have $146,350 outstanding and $278,650 available for borrowing under our unsecured revolving line of credit.

(3) Subsequent to September 30, 2024, we sold 226,370 shares of common stock for $7,936 in net proceeds under our Equity Distribution Agreements. Accordingly, subsequent to September 30, 2024, we had $1,522 available under the Equity Distribution Agreements.

(4) Subsequent to September 30, 2024, we had $285,612 in liquidity. See explanations (1) through (3) above for more information.

We believe that our current cash balance, cash flow from operations available for distribution or reinvestment, our borrowing capacity and our potential ability to access the capital markets are sufficient to provide for payment of our current operating costs, meet debt obligations and pay common dividends at least sufficient to maintain our REIT status and repay borrowings at, or prior to, their maturity. The timing, source and amount of cash flows used in financing and investing activities are sensitive to the capital markets environment, especially to changes in interest rates. In addition, COVID-19 and inflation have adversely affected our operators’ business, results of operations, cash flows and financial condition which could, in turn, adversely affect our financial position.

The operating results of the facilities will be impacted by various factors over which the operators/owners may have no control. Those factors include, without limitation, the health of the economy, inflation pressures, employee availability and cost, changes in supply of or demand for competing seniors housing and health care facilities, ability to hire and maintain qualified staff, ability to control other rising operating costs, and the potential for significant reforms in the health care industry and related occupancy challenges in the governmental regulations and financing of the health care industry or the impact of any other infectious disease and epidemic outbreaks. We cannot presently predict what impact these potential events may have, if any. We believe that adequate provision has been made for the possibility of loans proving uncollectable but we will continually evaluate the financial status of the operations of the seniors housing and health care properties. In addition, we will monitor our borrowers and the underlying collateral for mortgage loans and will make future revisions to the provision, if considered necessary.

Depending on our borrowing capacity, compliance with financial covenants, ability to access the capital markets, and the payment of dividends may be negatively impacted. We continuously evaluate the availability of cost-effective capital and believe we have sufficient liquidity for our current dividend, corporate expenses and additional capital investments in 2024 and 2025.

Our investments, principally our investments in owned properties, financing receivables and mortgage loans, are subject to the possibility of loss of their carrying values as a result of changes in

50

market prices, interest rates and inflationary expectations. The effects on interest rates may affect our costs of financing our operations and the fair market value of our financial assets. Generally, our leases have agreed upon annual increases and our loans have predetermined increases in interest rates. Inasmuch as we may initially fund some of our investments with variable interest rate debt, we would be at risk of net interest margin deterioration if medium and long-term rates were to increase.

Our primary sources of cash include rent and interest receipts, borrowings under our unsecured credit facility, public and private issuances of debt and equity securities, proceeds from investment dispositions and principal payments on loans receivable. Our primary uses of cash include dividend distributions, debt service payments (including principal and interest), real property investments (including acquisitions, capital expenditures and construction advances), loan advances and general and administrative expenses. These sources and uses of cash are reflected in our Consolidated Statements of Cash Flows as summarized below (in thousands):

	Nine Months Ended September 30,					Change
Net Cash provided by (used in):	2024		2023			$
Operating activities	$	91,879	$	78,932	$	12,947
Investing activities		40,379		(194,254)		234,633
Financing activities		(117,504)		116,245		(233,749)
Increase in cash and cash equivalents		14,754		923		13,831
Cash and cash equivalents, beginning of period		20,286		10,379		9,907
Cash and cash equivalents, end of period	$	35,040	$	11,302	$	23,738

Debt Obligations

Unsecured Credit Facility. We had an unsecured credit agreement (the “Original Credit Agreement”) that provided for an aggregate commitment of the lenders of up to $500.0 million comprising of a $400.0 million revolving credit facility (the “Revolving Line of Credit”) and two $50.0 million term loans (the “Term Loans”). The Term Loans mature on November 19, 2025 and November 19, 2026. The Revolving Line of Credit had a maturity date of November 19, 2025 and provided a one-year extension option at our discretion, subject to customary conditions. During the first quarter of 2024, we entered into an amendment to the Original Credit Agreement (the “Credit Agreement”) to accelerate our one-year extension option notice to January 4, 2024. Concurrently, we exercised our option to extend the maturity date to November 19, 2026. Other material terms of the Original Credit Agreement remained unchanged. The Credit Agreement permitted us to request increases to the Revolving Line of Credit and Term Loans commitments up to a total of $1.0 billion (the “Accordion”). As permitted under the terms of the Credit Agreement, we exercised $25.0 million of the available $500.0 million Accordion feature of the Revolving Line of Credit, effective September 30, 2024. Accordingly, the aggregate commitment of the lenders under the Credit Agreement increased to $525.0 million, with $475.0 million remaining available under the Accordion. The exercise of the Accordion did not materially change any other term or condition of the Credit Agreement, including its maturity date or covenant requirements.

Based on our leverage at September 30, 2024, the facility provides for interest annually at Adjusted SOFR plus 110 basis points and a facility fee of 15 basis points and the Term Loans provide for interest annually at Adjusted SOFR plus 125 basis points.

Interest Rate Swap Agreements. In connection with entering into the Term Loans as described above, we entered into two receive variable/pay fixed interest rate swap agreements (the “Interest Rate Swaps”) with maturities of November 19, 2025 and November 19, 2026, respectively, that will effectively lock-in the forecasted interest payments on the Term Loans’ borrowings over their four and five year terms of the loans. The Interest Rate Swaps are considered cash flow hedges and are recorded on our Consolidated Balance Sheets at fair value, with changes in the fair value of these instruments recognized in Accumulated other comprehensive income (loss) on our Consolidated Balance Sheets. During the three

51

and nine months ended September 30, 2024, we recorded a decrease of $2.3 million and $2.5 million in fair value of Interest Rate Swaps, respectively.

As of September 30, 2024, the terms of the Interest Rate Swaps are as follows (dollar amounts in thousands):

					Notional		Fair Value at
Date Entered	Maturity Date	Swap Rate		Rate Index	Amount		September 30, 2024
November 2021	November 19, 2025	2.62	%	1-month SOFR	$	50,000	$	1,448
November 2021	November 19, 2026	2.76	%	1-month SOFR		50,000		2,191
					$	100,000	$	3,639

Senior Unsecured Notes. We have senior unsecured notes held by institutional investors with interest rates ranging from 3.66% to 4.5%. The senior unsecured notes mature between 2026 and 2033.

The senior unsecured notes and the Credit Agreement, including the Revolving Line of Credit and the Term Loans, contain financial covenants, which are measured quarterly, that require us to maintain, among other things:

● a ratio of total indebtedness to total asset value not greater than 0.6 to 1.0;

● a ratio of secured debt to total asset value not greater than 0.35 to 1.0;

● a ratio of unsecured debt to the value of the unencumbered asset value not greater than 0.6 to 1.0; and

● a ratio of EBITDA, as calculated in the debt obligation, to fixed charges not less than 1.50 to 1.0.

At September 30, 2024, we were in compliance with all applicable financial covenants. These debt obligations also contain additional customary covenants and events of default that are subject to a number of important and significant limitations, qualifications and exceptions.

The debt obligations by component as of September 30, 2024 are as follows (dollar amounts in thousands):

	Applicable			Available
	Interest	Outstanding		for
Debt Obligations	Rate (1)	Balance		Borrowing
Revolving line of credit (2)	6.17%	$	240,150	$	184,850
Term loans, net of debt issue costs	2.69%		99,771		—
Senior unsecured notes, net of debt issue costs	4.15%		445,402		—
Total	4.58%	$	785,323	$	184,850

(1) Represents weighted average of interest rate as of September 30, 2024.

(2) Subsequent to September 30, 2024, we repaid $93,800 under our unsecured revolving line of credit. Accordingly, we have $146,350 outstanding and $278,650 available for borrowing under our unsecured revolving line of credit.

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During the nine months ended September 30, 2024, our debt borrowings and repayments were as follows (in thousands):

Debt Obligations		Borrowings		Repayments
Revolving line of credit	$	19,200	$	(81,300)	(1)​
Senior unsecured notes		—		(44,160)
Total	$	19,200	$	(125,460)

(1) Subsequent to September 30, 2024, we repaid $93,800 under our unsecured revolving line of credit. Accordingly, we have $146,350 outstanding and $278,650available for borrowing under our unsecured revolving line of credit.

Equity

At September 30, 2024, we had 45,034,384 shares of common stock outstanding, total equity on our balance sheet $1.0 billion and our equity securities had a market value of $1.7 billion. During the nine months ended September 30, 2024, we declared and paid $74.7 million of cash dividends.

During the nine months ended September 30, 2024, we acquired 49,540 shares of common stock held by employees who tendered owned shares to satisfy tax withholding obligations.

Subsequent to September 30, 2024, we declared a monthly cash dividend of $0.19 per share on our common stock for the months of October, November and December 2024, payable on October 31, November 29, and December 31, 2024, respectively, to stockholders of record on October 23, November 21, and December 23, 2024, respectively.

At-The-Market Program. We have separate equity distribution agreements (collectively, “Equity Distribution Agreements”) to offer and sell, from time to time, up to $200.0 million in aggregate offering price of shares of our common stock. During the nine months ended September 30, 2024, we sold 1,886,900 shares of common stock for $65.6 million in net proceeds under our Equity Distribution Agreements. In conjunction with the sale of common stock, we incurred $0.1 million of costs associated with this agreement which have been recorded in additional paid in capital as a reduction of proceeds received. At September 30, 2024, we had $9.6 million available under the Equity Distribution Agreements. Subsequent to September 30, 2024, we sold 226,370 shares of common stock for $7.9 million in net proceeds under our Equity Distribution Agreements. Accordingly, subsequent to September 30, 2024, we had $1.5 million available under the Equity Distribution Agreements.

Available Shelf Registrations. We have an automatic shelf registration statement on file with the SEC and currently have the ability to file additional automatic shelf registration statements to provide us with capacity to publicly offer an indeterminate amount of common stock, preferred stock, warrants, debt, depositary shares, or units. We may from time to time raise capital under our automatic registration statement in amounts, at prices, and on terms to be announced when and if the securities are offered. The specifics of any future offerings, along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of the offering. Our shelf registration statement expires on February 17, 2025.

Stock-Based Compensation. During the second quarter of 2021, we adopted and our shareholders approved the 2021 Equity Participation Plan (“the 2021 Plan”) which replaces the 2015 Equity Participation Plan (“the 2015 Plan”). Under the 2021 Plan, 1,900,000 shares of common stock have been authorized and reserved for awards, less one share for every one share that was subject to an award granted under the 2015 Plan after December 31, 2020 and prior to adoption. In addition, any shares that are not issued under outstanding awards under the 2015 Plan because the shares were forfeited or cancelled after December 31, 2020 will be added to and again be available for awards under the 2021

53

Plan. Under the 2021 Plan, the shares were authorized and reserved for awards to officers, employees, non-employee directors and consultants. The terms of the awards granted under the 2021 Plan and the 2015 Plan are set by our compensation committee at its discretion.

During the nine months ended September 30, 2024, we awarded restricted stock and performance-based stock units as follows:

No. of	Price per
Shares	Share		Award Type	Vesting Period
159,536	$	30.72	Restricted stock	ratably over 3 years
69,610	$	31.84	Performance-based stock units	TSR targets (1)
62,914	$	31.84	Performance-based stock units	TSR targets (2)
15,895	$	34.60	Restricted stock	(3)​
307,955

(1) Vesting is based on achieving certain total shareholder return (“TSR”) targets in 3 years.

(2) Vesting is based on achieving certain TSR targets relative to the TSR of a predefined peer group in 3 years.

(3) The vesting date is the earlier of the one-year anniversary of the award date and the date of the next annual meeting of the stockholders of LTC following the award date.

Critical Accounting Policies

Our consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q are prepared in conformity with U.S. generally accepted accounting principles for interim financial information set forth in the Accounting Standards Codification as published by the Financial Accounting Standards Board, which require us to make estimates and assumptions regarding future events that affect the amounts reported in our financial statements and accompanying footnotes. We base these estimates on our experience and assumptions regarding future events we believe to be reasonable under the circumstances. Actual results could differ from those estimates and such differences may be material to the consolidated financial statements. We have described our most critical accounting policies in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section of our Annual Report on Form 10-K for the year ended December 31, 2023. There have been no material changes to our critical accounting policies or estimates since December 31, 2023.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There were no material changes in our market risk during the nine months ended September 30, 2024. For additional information, refer to Item 7A as presented in our Annual Report on Form 10-K for the year ended December 31, 2023.

Item 4. CONTROLS AND PROCEDURES

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended). As of the end of the period covered by this report based on such evaluation our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, our disclosure controls and procedures were effective.

There has been no change in our internal control over financial reporting during the period covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

54

PART II

OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

We are and may become from time to time a party to various claims and lawsuits arising in the ordinary course of business, which in our opinion are not singularly or in the aggregate anticipated to be material to our results of operations or financial condition. Claims and lawsuits may include matters involving general or professional liability asserted against the lessees or borrowers related to our properties, which we believe under applicable legal principles are not our responsibility as a non-possessory landlord or mortgage holder. We believe that these matters are the responsibility of our lessees and borrowers pursuant to general legal principles and pursuant to insurance and indemnification provisions in the applicable leases or mortgages. We intend to continue to vigorously defend such claims and lawsuits.

Item 1A. RISK FACTORS

There have been no material changes from the risk factors as previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

Item 5. OTHER INFORMATION

None

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Item 6. EXHIBITS

3.1	LTC Properties, Inc. Articles of Restatement (incorporated by reference to Exhibit 3.1.2 to the registrant’s Current Report on Form 8-K filed June 6, 2016)
3.2	Bylaws of LTC Properties, Inc. (incorporated by reference to Exhibit 3.2 to the registrant’s Current Report on Form 8-K filed May 26, 2023)
31.1	Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32	Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	Inline 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	Inline XBRL Taxonomy Extension Schema Document
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definitions Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

56

SIGNATURES

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, thereunto duly authorized.

	LTC PROPERTIES, INC.
	Registrant
Dated: October 28, 2024	By:	/s/ Caroline Chikhale
		Caroline Chikhale
		Executive Vice President, Chief Accounting Officer and Treasurer
		(Principal Accounting Officer)

57

EX-31.1

Exhibit 31.1

CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Wendy L. Simpson, certify that:

1.I have reviewed this quarterly report on Form 10-Q of LTC Properties, Inc.;

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 quarterly 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.

/s/ Wendy L. Simpson

Wendy L. Simpson

Chairman and Chief Executive Officer

(Principal Executive Officer)

October 28, 2024

EX-31.2

Exhibit 31.2

CERTIFICATION OF THE CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Pam Kessler, certify that:

1.I have reviewed this quarterly report on Form 10-Q of LTC Properties, Inc.;

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 quarterly 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.

/s/ Pam Kessler

Pam Kessler

Co-President, Chief Financial Officer

and Corporate Secretary

(Principal Financial Officer)

October 28, 2024

EX-32

Exhibit 32

CERTIFICATIONS PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of LTC Properties, Inc. (the “Company”) hereby certifies with respect to the Quarterly Report on Form 10-Q of the Company for the quarter ended September 30, 2024 as filed with the Securities and Exchange Commission (the “Report”) that to her knowledge:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: October 28, 2024	/s/ Wendy L. Simpson
	Wendy L. Simpson Chairman and Chief Executive Officer
Date: October 28, 2024	/s/ Pam Kessler
	Pam Kessler Co-President, Chief Financial Officer and Corporate Secretary

This certification is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Securities Act of 1934 (whether made before or after the date of the Report), irrespective of any general incorporation language contained in such filing.

XML

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2024	Oct. 22, 2024
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2024
Entity File Number	1-11314
Entity Registrant Name	LTC PROPERTIES INC
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	71-0720518
Entity Address, Address Line One	3011 Townsgate Road, Suite 220
Entity Address, City or Town	Westlake Village
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	91361
City Area Code	805
Local Phone Number	981-8655
Title of 12(b) Security	Common stock, $.01 par value
Trading Symbol	LTC
Security Exchange Name	NYSE
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
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		45,260,754
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Entity Central Index Key	0000887905
Amendment Flag	false

XML

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Investments:
Land	$ 118,382	$ 121,725
Buildings and improvements	1,217,954	1,235,600
Accumulated depreciation and amortization	(398,080)	(387,751)
Operating real estate property, net	938,256	969,574
Properties held-for-sale, net of accumulated depreciation: 2024-$1,794; 2023-$3,616	4,058	18,391
Real property investments, net	942,314	987,965
Financing receivables, net of credit loss reserve: 2024-$3,615; 2023-$1,980	357,889	196,032
Mortgage loans receivable, net of credit loss reserve: 2024-$3,638; 2023-$4,814	360,776	477,266
Real estate investments, net	1,660,979	1,661,263
Notes receivable, net of credit loss reserve: 2024-$482; 2023-$611	47,691	60,490
Investments in unconsolidated joint ventures	30,602	19,340
Investments, net	1,739,272	1,741,093
Other assets:
Cash and cash equivalents	35,040	20,286
Debt issue costs related to revolving line of credit	1,548	1,557
Interest receivable	58,421	53,960
Straight-line rent receivable	18,677	19,626
Lease incentives	3,584	2,607
Prepaid expenses and other assets	15,095	15,969
Total assets	1,871,637	1,855,098
LIABILITIES
Revolving line of credit	240,150	302,250
Term loans, net of debt issue costs: 2024-$229; 2023-$342	99,771	99,658
Senior unsecured notes, net of debt issue costs: 2024-$1,098; 2023-$1,251	445,402	489,409
Accrued interest	3,757	3,865
Accrued expenses and other liabilities	41,120	43,649
Total liabilities	830,200	938,831
Stockholders' equity:
Common stock: $0.01 par value; 60,000 shares authorized; shares issued and outstanding: 2024-45,034; 2023-43,022	450	430
Capital in excess of par value	1,062,374	991,656
Cumulative net income	1,707,352	1,634,395
Accumulated other comprehensive income	3,639	6,110
Cumulative distributions	(1,825,996)	(1,751,312)
Total LTC Properties, Inc. stockholders' equity	947,819	881,279
Non-controlling interests	93,618	34,988
Total equity	1,041,437	916,267
Total liabilities and equity	$ 1,871,637	$ 1,855,098

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CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Properties held-for-sale, accumulated depreciation	$ 1,794	$ 3,616
Financial receivable credit loss reserve	3,615	1,980
Mortgage loans receivable, credit loss reserve	3,638	4,814
Notes receivable, credit loss reserve	$ 482	$ 611
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	60,000	60,000
Common stock, shares issued (in shares)	45,034	43,022
Common stock, shares outstanding (in shares)	45,034	43,022
Term loans
Debt issue costs, net	$ 229	$ 342
Senior Unsecured Notes
Debt issue costs, net	$ 1,098	$ 1,251

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CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Revenues:
Rental income	$ 32,258	$ 31,589	$ 97,464	$ 94,861
Interest income from financing receivables	7,001	3,832	14,661	11,413
Interest income from mortgage loans	10,733	12,247	35,842	35,417
Interest and other income	5,791	1,635	9,298	5,358
Total revenues	55,783	49,303	157,265	147,049
Expenses:
Interest expense	10,023	12,674	31,971	34,595
Depreciation and amortization	9,054	9,499	27,173	28,085
Impairment loss				12,510
Provision for credit losses	215	189	942	2,107
Transaction costs	33	329	679	537
Property tax expense	3,186	3,271	9,816	9,751
General and administrative expenses	6,765	5,959	20,016	18,344
Total expenses	29,276	31,921	90,597	105,929
Other operating income:
Gain on sale of real estate, net	3,663	4,870	6,882	20,545
Operating income	30,170	22,252	73,550	61,665
Income from unconsolidated joint ventures	692	375	1,739	1,127
Net income	30,862	22,627	75,289	62,792
Income allocated to non-controlling interests	(1,496)	(430)	(2,332)	(1,287)
Net income attributable to LTC Properties, Inc.	29,366	22,197	72,957	61,505
Income allocated to participating securities	(201)	(147)	(511)	(440)
Net income available to common stockholders	$ 29,165	$ 22,050	$ 72,446	$ 61,065
Earnings per common share:
Basic (in dollars per share)	$ 0.66	$ 0.54	$ 1.67	$ 1.48
Diluted (in dollars per share)	$ 0.66	$ 0.54	$ 1.65	$ 1.48
Weighted average shares used to calculate earnings per common share:
Basic (in shares)	43,868	41,153	43,313	41,127
Diluted (in shares)	44,394	41,211	43,839	41,185
Dividends declared and paid per common share (in dollars per share)	$ 0.57	$ 0.57	$ 1.71	$ 1.71

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net income	$ 30,862	$ 22,627	$ 75,289	$ 62,792
Unrealized gain on cash flow hedges before reclassification	(1,289)	1,034	655	2,629
Gains reclassified from accumulated other comprehensive income to interest expense	(1,037)	(1,006)	(3,126)	(2,752)
Comprehensive income	28,536	22,655	72,818	62,669
Less: Comprehensive income allocated to non-controlling interests	(1,496)	(430)	(2,332)	(1,287)
Comprehensive income attributable to LTC Properties, Inc.	$ 27,040	$ 22,225	$ 70,486	$ 61,382

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CONSOLIDATED STATEMENTS OF EQUITY - USD ($) shares in Thousands, $ in Thousands	Parent	Common Stock	Capital in Excess of Par Value	Cumulative Net Income	Accumulated OCI	Cumulative Distributions	Non-controlling Interests	Total
Balance at beginning of period at Dec. 31, 2022	$ 828,367	$ 412	$ 931,124	$ 1,544,660	$ 8,719	$ (1,656,548)	$ 21,940	$ 850,307
Balance (in shares) at Dec. 31, 2022		41,262
Equity activity
Issuance of common stock	1,697		1,697					1,697
Issuance of common stock (in shares)		48
Issuance of restricted stock		$ 1	(1)
Issuance of restricted stock (in shares)		128
Common stock cash distributions	(23,563)					(23,563)		(23,563)
Stock-based compensation expense	2,088		2,088					2,088
Net income	33,134			33,134			427	33,561
Cash paid for taxes in lieu of common shares	(1,538)		(1,538)					(1,538)
Cash paid for taxes in lieu of common shares (in shares)		(41)
Non-controlling interests contributions							3,831	3,831
Non-controlling interest distributions							(406)	(406)
Fair market valuation adjustment for interest rate swap	(1,362)				(1,362)			(1,362)
Other (in shares)		(1)
Balance at end of period at Mar. 31, 2023	838,823	$ 413	933,370	1,577,794	7,357	(1,680,111)	25,792	864,615
Balance (in shares) at Mar. 31, 2023		41,396
Balance at beginning of period at Dec. 31, 2022	828,367	$ 412	931,124	1,544,660	8,719	(1,656,548)	21,940	850,307
Balance (in shares) at Dec. 31, 2022		41,262
Equity activity
Net income								62,792
Balance at end of period at Sep. 30, 2023	825,409	$ 413	937,550	1,606,165	8,596	(1,727,315)	34,974	860,383
Balance (in shares) at Sep. 30, 2023		41,412
Balance at beginning of period at Dec. 31, 2022	828,367	$ 412	931,124	1,544,660	8,719	(1,656,548)	21,940	850,307
Balance (in shares) at Dec. 31, 2022		41,262
Balance at end of period at Dec. 31, 2023	881,279	$ 430	991,656	1,634,395	6,110	(1,751,312)	34,988	916,267
Balance (in shares) at Dec. 31, 2023		43,022
Balance at beginning of period at Mar. 31, 2023	838,823	$ 413	933,370	1,577,794	7,357	(1,680,111)	25,792	864,615
Balance (in shares) at Mar. 31, 2023		41,396
Equity activity
Issuance of restricted stock (in shares)		15
Common stock cash distributions	(23,599)					(23,599)		(23,599)
Stock-based compensation expense	2,138		2,138					2,138
Net income	6,174			6,174			430	6,604
Cash paid for taxes in lieu of common shares	(81)		(81)					(81)
Cash paid for taxes in lieu of common shares (in shares)		(2)
Non-controlling interests contributions							9,133	9,133
Non-controlling interest distributions							(406)	(406)
Fair market valuation adjustment for interest rate swap	1,211				1,211			1,211
Balance at end of period at Jun. 30, 2023	824,666	$ 413	935,427	1,583,968	8,568	(1,703,710)	34,949	859,615
Balance (in shares) at Jun. 30, 2023		41,409
Equity activity
Issuance of restricted stock (in shares)		3
Common stock cash distributions	(23,605)					(23,605)		(23,605)
Stock-based compensation expense	2,123		2,123					2,123
Net income	22,197			22,197			430	22,627
Non-controlling interest distributions							(405)	(405)
Fair market valuation adjustment for interest rate swap	28				28			28
Balance at end of period at Sep. 30, 2023	825,409	$ 413	937,550	1,606,165	8,596	(1,727,315)	34,974	860,383
Balance (in shares) at Sep. 30, 2023		41,412
Balance at beginning of period at Dec. 31, 2023	881,279	$ 430	991,656	1,634,395	6,110	(1,751,312)	34,988	916,267
Balance (in shares) at Dec. 31, 2023		43,022
Equity activity
Issuance of common stock	4,337	$ 1	4,336					4,337
Issuance of common stock (in shares)		139
Issuance of restricted stock		$ 2	(2)
Issuance of restricted stock (in shares)		160
Common stock cash distributions	(24,616)					(24,616)		(24,616)
Stock-based compensation expense	2,202		2,202					2,202
Net income	24,230			24,230			459	24,689
Cash paid for taxes in lieu of common shares	(1,532)		(1,532)					(1,532)
Cash paid for taxes in lieu of common shares (in shares)		(50)
Non-controlling interests contributions							50	50
Non-controlling interest distributions							(2,904)	(2,904)
Fair market valuation adjustment for interest rate swap	378				378			378
Other	(29)		(29)					(29)
Balance at end of period at Mar. 31, 2024	886,249	$ 433	996,631	1,658,625	6,488	(1,775,928)	32,593	918,842
Balance (in shares) at Mar. 31, 2024		43,271
Balance at beginning of period at Dec. 31, 2023	881,279	$ 430	991,656	1,634,395	6,110	(1,751,312)	34,988	916,267
Balance (in shares) at Dec. 31, 2023		43,022
Equity activity
Net income								75,289
Balance at end of period at Sep. 30, 2024	947,819	$ 450	1,062,374	1,707,352	3,639	(1,825,996)	93,618	1,041,437
Balance (in shares) at Sep. 30, 2024		45,034
Balance at beginning of period at Mar. 31, 2024	886,249	$ 433	996,631	1,658,625	6,488	(1,775,928)	32,593	918,842
Balance (in shares) at Mar. 31, 2024		43,271
Equity activity
Issuance of common stock	6,521	$ 2	6,519					6,521
Issuance of common stock (in shares)		204
Issuance of restricted stock (in shares)		16
Common stock cash distributions	(24,787)					(24,787)		(24,787)
Stock-based compensation expense	2,320		2,320					2,320
Net income	19,361			19,361			377	19,738
Non-controlling interests contributions							61,025	61,025
Non-controlling interest distributions							(377)	(377)
Fair market valuation adjustment for interest rate swap	(523)				(523)			(523)
Other	(2)		(2)					(2)
Balance at end of period at Jun. 30, 2024	889,139	$ 435	1,005,468	1,677,986	5,965	(1,800,715)	93,618	982,757
Balance (in shares) at Jun. 30, 2024		43,491
Equity activity
Issuance of common stock	54,652	$ 15	54,637					54,652
Issuance of common stock (in shares)		1,543
Common stock cash distributions	(25,281)					(25,281)		(25,281)
Stock-based compensation expense	2,269		2,269					2,269
Net income	29,366			29,366			1,496	30,862
Non-controlling interest distributions							(1,496)	(1,496)
Fair market valuation adjustment for interest rate swap	(2,326)				(2,326)			(2,326)
Balance at end of period at Sep. 30, 2024	$ 947,819	$ 450	$ 1,062,374	$ 1,707,352	$ 3,639	$ (1,825,996)	$ 93,618	$ 1,041,437
Balance (in shares) at Sep. 30, 2024		45,034

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CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
CONSOLIDATED STATEMENTS OF EQUITY
Common Stock cash distributions	$ 0.57	$ 0.57	$ 0.57	$ 0.57	$ 0.57	$ 0.57	$ 1.71	$ 1.71

XML

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
OPERATING ACTIVITIES:
Net income	$ 75,289	$ 62,792
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	27,173	28,085
Stock-based compensation expense	6,791	6,349
Impairment loss		12,510
Gain on sale of real estate, net	(6,882)	(20,545)
Income from unconsolidated joint ventures	(1,739)	(1,127)
Income distributions from unconsolidated joint ventures	839
Straight-line rental adjustment	561	1,635
Exchange of prepayment fee for participating interest in mortgage loan		(1,380)
Adjustment for collectability of lease incentives and rental income	321	26
Amortization of lease incentives	626	584
Provision for credit losses	942	2,107
Application of interest reserve	(233)	(1,788)
Amortization of debt issue costs	791	900
Other non-cash items, net	71	71
Change in operating assets and liabilities
Lease incentives funded	(1,794)	(1,023)
Increase in interest receivable	(7,124)	(8,605)
Decrease in accrued interest payable	(108)	(1,341)
Net change in other assets and liabilities	(3,645)	(318)
Net cash provided by operating activities	91,879	78,932
INVESTING ACTIVITIES:
Investment in real estate properties	(319)	(43,759)
Investment in real estate capital improvements	(9,908)	(5,053)
Proceeds from sale of real estate, net	33,641	51,410
Investment in financing receivables	(97)	(112,712)
Investment in real estate mortgage loans receivable	(19,078)	(72,260)
Principal payments received on mortgage loans receivable	34,474	301
Investments in unconsolidated joint ventures	(11,262)
Advances and originations under notes receivable	(340)	(19,258)
Principal payments received on notes receivable	13,268	7,077
Net cash provided by (used in) investing activities	40,379	(194,254)
FINANCING ACTIVITIES:
Borrowings from revolving line of credit	19,200	274,450
Repayment of revolving line of credit	(81,300)	(42,200)
Principal payments on senior unsecured notes	(44,160)	(44,160)
Proceeds from common stock issued	65,629	1,777
Distributions paid to stockholders	(74,684)	(70,767)
Distributions paid to non-controlling interests	(109)	(1,217)
Financing costs paid	(516)	(19)
Cash paid for taxes in lieu of shares upon vesting of restricted stock	(1,533)	(1,619)
Other	(31)
Net cash (used in) provided by financing activities	(117,504)	116,245
Increase in cash and cash equivalents	14,754	923
Cash and cash equivalents, beginning of period	20,286	10,379
Cash and cash equivalents, end of period	35,040	11,302
Supplemental disclosure of cash flow information:
Interest paid	31,288	35,036
Non-cash investing and financing transactions:
Contribution from non-controlling interest	61,025	12,965
Investment in financing receivables	(163,460)
Exchange of mezzanine loan and related prepayment fee for participating interest in mortgage loan		(8,841)
Exchange of mortgage loans for controlling interests in joint ventures accounted for as financing receivables	102,435
Reserves withheld at financing and mortgage loan receivable origination		(5,147)
Accretion of interest reserve recorded as mortgage loan receivable	233	1,788
Decrease in fair value of interest rate swap agreements	(2,471)	(123)
Distributions paid to non-controlling interests	2,313
Distributions paid to non-controlling interests related to property sale	$ 2,305
Mortgage loan receivable reserve withheld at origination		$ 1,506

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General

9 Months Ended

Sep. 30, 2024

General

General

1. General

LTC Properties, Inc., a health care real estate investment trust (“REIT”), was incorporated on May 12, 1992 in the State of Maryland and commenced operations on August 25, 1992. We invest primarily in seniors housing and health care properties primarily through sale-leasebacks, mortgage financing, joint ventures and structured finance solutions including preferred equity and mezzanine lending. We conduct and manage our business as one operating segment, rather than multiple operating segments, for internal reporting and internal decision-making purposes. Our primary objectives are to create, sustain and enhance stockholder equity value and provide current income for distribution to stockholders through real estate investments in seniors housing and health care properties managed by experienced operators. Our primary seniors housing and health care property classifications include skilled nursing centers (“SNF”), assisted living communities (“ALF”), independent living communities (“ILF”), memory care communities (“MC”) and combinations thereof. We also invest in other (“OTH”) types of properties, such as land parcels, projects under development (“UDP”) and behavioral health care hospitals. To meet these objectives, we attempt to invest in properties that provide opportunity for additional value and current returns to our stockholders and diversify our investment portfolio by geographic location, operator, property classification and form of investment.

We have prepared consolidated financial statements included herein without audit and in the opinion of management have included all adjustments necessary for a fair presentation of the consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to rules and regulations governing the presentation of interim financial statements. The accompanying consolidated financial statements include the accounts of our company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The results of operations for the three and nine months ended September 30, 2024 and 2023 are not necessarily indicative of the results for a full year.

No provision has been made for federal or state income taxes. Our company qualifies as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended. As such, we generally are not taxed on income that is distributed to our stockholders.

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Real Estate Investments

9 Months Ended

Sep. 30, 2024

Real Estate Investments

Real Estate Investments

2. Real Estate Investments

Assisted living communities, independent living communities, memory care communities and combinations thereof are included in the assisted living property classification (collectively “ALF”).

Any reference to the number of properties or facilities, number of units, number of beds, number of operators and yield on investments in real estate are unaudited and outside the scope of our independent registered public accounting firm’s review of our consolidated financial statements in accordance with the standards of the Public Company Accounting Oversight Board.

Owned Properties. Our owned properties are leased pursuant to non-cancelable operating leases. Each lease is a triple net lease which requires the lessee to pay all taxes, insurance, maintenance and repairs, capital and non-capital expenditures and other costs necessary in the operations of the facilities. Many of the leases contain renewal options. The majority of our leases contain provisions for specified annual increases over the rents of the prior year.

The following table summarizes our investments in owned properties at September 30, 2024 (dollar amounts in thousands):

								Average
			Percentage		Number	Number of		Investment
	Gross		of		of	SNF	ALF	per
Type of Property	Investment		Investment		Properties (1)	Beds	Units	Bed/Unit
Assisted Living	$	732,120	54.5	%	73	—	4,341	$	168.65
Skilled Nursing		598,063	44.6	%	50	6,113	236	$	94.20
Other (2)		12,005	0.9	%	1	118	—		—
Total	$	1,342,188	100.0	%	124	6,231	4,577

(1) We own properties in 23 states that are leased to 23 different operators.

(2) Includes three parcels of land held-for-use, and one behavioral health care hospital.

Many of our existing leases contain renewal options that, if exercised, could result in the amount of rent payable upon renewal being greater or less than that currently being paid.

During 2023, Brookdale Senior Living Communities, Inc. (“Brookdale”) elected not to exercise its renewal option under a master lease that matured on December 31, 2023. The 35-property assisted living portfolio was apportioned as follows (dollar amounts in thousands):

		Type	Number		Number		First
Lease		of	of		of		Year		Lease
Commencement	State	Property	Properties		Units		Rent		Term
November 2023	OK	ALF	5	(1)	184	$	960		Three years
January 2024	CO, KS, OH, TX	ALF	17	(2)	738		9,325		Six years
January 2024	NC	ALF	5	(3)	210		3,300		Six years
			27		1,132	$	13,585
		Type	Number		Number
		of	of		of		Sales		Net
Year sold	State	Property	Properties		Units		Price		Proceeds (4)
2023	FL	ALF	4		176	$	18,750	$	14,310	(5)
2023	OK	ALF	1		37		800		769
2023	SC	ALF	3		128		8,409		8,153
			8		341	$	27,959	$	23,232
Total			35		1,473

(1) These communities were transitioned to an existing LTC operator. The new master lease includes a purchase option that can be exercised starting in November 2027 through October 2029 if the lessee exercises its four-year extension option. Rent increases to $984 in the second year, and $1,150 in the third year.

(2) These communities were re-leased to Brookdale under a new master lease. Rent escalates by approximately 2.0% annually. The new master lease includes a purchase option that can be exercised in 2029. We also agreed to fund $7,200 for capital expenditures for the first two years of the lease at an initial rate of 8.0% escalating by approximately 2.0% annually thereafter.

(3) These communities were transitioned to an operator new to us. Rent escalates by approximately 3.0% annually.

(4) Net of transaction costs and seller financing, if any.

(5) We provided seller financing collateralized by two of the Florida properties, with a total of 92 units. The $4,000 seller-financed mortgage loan has a two-year term, with a one-year extension, at an interest rate of 8.75%.

During the three months ended March 31, 2024, a master lease covering 11 skilled nursing centers, that was scheduled to mature in January 2024, was renewed for seven months extending the maturity to August 2024. The centers have a total of 1,444 beds and are located in Texas. During the three months ended June 30, 2024, this master lease was amended to extend the lease term to December 31, 2028, with two five-year renewal options. The annual rent increased from $8,000,000 to $9,000,000 for 2024. Rent will increase to $9,500,000 for 2025, and $10,000,000 for 2026, escalating 3.3% annually thereafter. As a condition of the amended master lease, the operator paid $11,986,000 during 2024, towards its $13,531,000 working capital note. The remaining $1,545,000 balance of the working capital note is interest-free and will be repaid in installments through 2028.

Additionally, during 2024, another operator exercised its renewal option under its master lease for five years, from March 2025 through February 2030. Annual cash rent for 2024 is $8,004,000 escalating 2.5% annually. The master lease covers 666 beds across four skilled nursing centers, three in Texas and one in Wisconsin, and a behavioral health care hospital in Nevada.

We monitor the collectability of our receivable balances, including deferred rent receivable balances, on an ongoing basis. We write-off uncollectible operator receivable balances, including straight- line rent receivable and lease incentives balances, as a reduction to rental income in the period such balances are no longer probable of being collected. Therefore, recognition of rental income is limited to the lesser of the amount of cash collected or rental income reflected on a “straight-line” basis for those customer receivable balances deemed uncollectible. During the three months ended September 30, 2024 and 2023, we had no uncollectible lease incentives or straight-line rent receivables to write-off. During the nine months ended September 30, 2024 and 2023, we wrote-off uncollectible straight-line rent receivable and lease incentive balances of $321,000 and $26,000, respectively.

We continue to take into account the current financial condition of our operators, in our estimation of uncollectible accounts at September 30, 2024. We are closely monitoring the collectability of such rents and will adjust future estimations as appropriate as further information becomes known.

The following table summarizes components of our rental income for the three and nine months ended September 30, 2024 and 2023 (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
Rental Income		2024			2023			2024			2023
Contractual cash rental income	$	29,215		$	29,065		$	89,142	(1)	$	87,204	(1)
Variable cash rental income		3,194			3,442			9,830			9,902
Straight-line rent		37	(2)		(747)	(2)		(561)	(2)		(1,635)	(2)
Adjustment of lease incentives and rental income		—			—			(321)	(3)		(26)	(4)
Amortization of lease incentives		(188)			(171)			(626)			(584)
Total	$	32,258		$	31,589		$	97,464		$	94,861

(1) Increased primarily due to $2,377 repayment of rent credit in connection with the sale of our interest in a consolidated joint venture (“JV), rental income from 2023 acquisitions and annual rent escalations and contractual rent increases, partially offset by property sales and transitioned portfolios.

(2) Straight-line rent income increased due to lease extensions and more leases accounted for on a straight-line basis.

(3) Represents a straight-line rent receivable write-off related to a lease converting to periodic fair market rent resets.

(4) Represents lease incentive balance write-offs related to lease terminations.

Some of our lease agreements provide purchase options allowing the lessees to purchase the properties they currently lease from us. The following table summarizes information about purchase options included in our lease agreements (dollar amounts in thousands):

	Type	Number
	of	of		Gross		Net Book	Option
State	Property	Properties		Investments (1)		Value	Window
California	ALF/MC	2	$	38,895	$	32,072	2020-2029
Colorado/Kansas/Ohio/Texas	ALF/MC	17		63,576		29,928	2029	(2)
Florida	SNF	3		76,625		76,625	2025-2027
Georgia/South Carolina	ALF/MC	2		31,904		24,721	2027
North Carolina	ALF/MC	11		121,419		121,419	2025-2028	(3)
North Carolina	ALF	5		14,654		6,876	2029	(4)
North Carolina	ALF	4		41,000		41,000	2024-2028	(5)
North Carolina/ South Carolina	ALF/MC	13		122,460		122,460	2024-2028	(6)
Ohio	MC	1		16,161		13,158	2024-2025
Ohio	ILF/ALF/MC	1		54,782		51,877	2025-2027
Oklahoma	ALF/MC	5		11,221		4,170	2027-2029	(7)
Tennessee	SNF	2		5,275		2,157	2023-2024
Texas	SNF	4		52,726		49,332	2027-2029	(8)
Texas	MC	1		12,743		9,440	2026-2028	(9)
Total			$	663,441	$	585,235

(1) Gross investments include previously recorded impairment losses, if any.

(2) During 2023, we re-leased 17 ALFs with a total of 738 units to Brookdale under a new six-year master lease. The new master lease commenced in January 2024 and includes a purchase option that can be exercised in 2029. See above for more information.

(3) During 2023, we entered into a JV that purchased 11 ALFs and MCs with a total of 523 units and leased the communities under a 10-year master lease. The master lease provides the operator with the option to buy up to 50% of the properties at the beginning of the third lease year, and the remaining properties at the beginning of the fourth lease year through the end of the sixth lease year, with an exit Internal Rate of Return (“IRR”) of 9.0% on any portion of the properties being purchased. For more information regarding this transaction see Financing Receivables below.

(4) During 2023, we transferred five ALFs with a total of 210 units from Brookdale to an operator new to us. The new master lease commenced in January 2024 and includes a purchase option that can be exercised in 2029. See above for more information.

(5) During 2024, we entered into a joint venture agreement with ALG Senior Living (“ALG”) and obtained a 92.7% controlling interest in the $41,000 newly formed JV that owns four ALFs in North Carolina with a total of 217 units. The JV leased the communities back to an affiliate of the seller under a 10-year master lease agreement. The master lease includes a purchase option that can be exercised through 2028, with an exit IRR of 8.0%. For more information regarding this transaction see Financing Receivables below.

(6) During 2024, we entered into a joint venture agreement with ALG and obtained a 52.6% controlling interest in the $122,460 newly formed JV that owns 13 ALFs and MCs in North Carolina (12) and South Carolina (1) with a total of 523 units. The JV leased the communities back to an affiliate of the seller under a 10-year master lease agreement. The master lease includes a purchase option that can be exercised through 2028, with an exit IRR of 8.0%. For more information regarding this transaction see Financing Receivables below.

(7) During 2023, we transferred five ALFs in Oklahoma with a total of 184 units from Brookdale to an existing operator. The new master lease commenced in November 2023 and includes a purchase option that can be exercised starting in November 2027 through October 2029 if the lessee exercises its four-year extension option. See above for more information.

(8) During 2022, we purchased four skilled nursing centers and leased these properties under a 10-year lease with an existing operator. The lease allows the operator to elect either an earn-out payment or purchase option. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the earn-out see Note 9. Commitments and Contingencies.

(9) During 2024, we transferred this community to an operator new to us. The new master lease commenced in April 2024 and includes a purchase option that can be exercised in May 2026 through April 2028, if the lessee exercises its one-year extension option.

Impairment Loss. During the three and nine months ended September 30, 2024, we did not record an impairment loss. During the first and second quarter of 2023, in conjunction with ongoing negotiations and planned sale of two assisted living communities located in Florida and one assisted living community located in Mississippi, we performed recoverability analysis on the carrying value of these communities and concluded that their carrying values may not be recoverable through future undiscounted cash flows. Accordingly, during the three and nine months ended September 30, 2023, we recorded impairment loss of $0 and $12,510,000, respectively. The following table summarizes information regarding impairment losses recorded during the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

		Type	Number	Number
		of	of	of	Impairment
Year	State	Properties	Properties	Beds/Units	Loss
2024	n/a	n/a	—	—	$	—
2023	Florida	ALF	1	70	$	434	(1)
	Florida	ALF	1	60		7,522
	Mississippi	ALF	1	67		4,554	(2)
			3	197	$	12,510

(1) In conjunction with the ongoing negotiations to sell this community, we recorded a $434 impairment loss during the three months ended March 31, 2023, and a $1,222 impairment loss during the fourth quarter of 2022. This community was sold during the second quarter of 2023 for $4,850 and we recorded a net gain on sale of real estate of $64 as a result of this transaction.

(2) This community was sold during the fourth quarter of 2023 for $1,650 and we recorded a net loss on sale of real estate of $219 as a result of this transaction.

Properties Held -for-Sale. The following summarizes our held-for-sale properties as of September 30, 2024 and December 31, 2023 (dollar amounts in thousands):

		Type		Number	Number
		of		of	of			Gross		Accumulated
	State	Property		Properties	Beds/units			Investment		Depreciation
At September 30, 2024	CO	ALF	(1)	1	—	(1)	$	5,852	$	(1,794)
At December 31, 2023	WI	ALF	(2)	1	110		$	22,007	$	(3,616)

(1) Subsequent to September 30, 2024, this closed property was sold for $5,250.

(2) This community was sold during the three months ended March 31, 2024.

Acquisitions. The following table summarizes our acquisitions for the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

		Cash					Non-						Number	Number
		Paid at		Assumed			Controlling	Transaction			Assets		of	of
Year	Type of Property	Acquisition		Liabilities			Interest	Costs			Acquired		Properties	Beds/Units
2024	OTH (1)	$	300	$	—	$	—	$	19	$	319		—	—
2023	ALF (2)		43,759		9,767		9,133		363		63,022	(3)	1	242

(1) We acquired a parcel of land in Kansas adjacent to an existing community operated by Brookdale. Rent was increased by 8.0% of our total cost of the investment.

(2) We entered into a $54,134 JV and contributed $45,000 into the JV that purchased an ILF/ALF/MC in Ohio. Under the JV agreement, the seller, our JV partner, has the option to purchase the campus between the third and fourth lease years for LTC’s allocation of the JV investment plus an IRR of 9.75%. The campus was leased to Encore Senior Living (“Encore”) under a 10-year term with an initial yield of 8.25% on LTC’s allocation of the JV investment. LTC committed to fund $2,100 of lease incentives under the Encore lease.

(3) Includes $8,585 tax abatement intangible included in the Prepaid expenses and other assets line item in our Consolidated Balance Sheets.

Intangible Assets. We make estimates as part of our allocation of the purchase price of acquisitions to various components of acquisition based upon the fair value of each component. In determining fair value, we use current appraisals or other third-party opinions of value. The most significant components of our allocations are typically the allocation of fair value to land and buildings, and for certain of our acquisitions, in-place leases and other intangible assets. In the case of the value of in-place leases, we make the best estimates based on the evaluation of the specific characteristics of each tenant’s lease. Factors considered include estimates of carrying costs during the hypothetical expected lease-up periods, market conditions and costs to execute similar leases. The following is a summary of the carrying amount of intangible assets as of September 30, 2024 and December 31, 2023 (in thousands):

	September 30, 2024								December 31, 2023
					Accumulated								Accumulated
Assets		Cost			Amortization			Net		Cost			Amortization			Net
In-place leases	$	11,155	(1)	$	(6,650)	(2)	$	4,505	$	11,348	(1)	$	(6,109)	(2)	$	5,239
Tax abatement intangible	$	8,309	(3)	$	(924)	(3)	$	7,385	$	8,309	(3)	$	(405)	(3)	$	7,904

(1) Included in the Buildings and improvements line item in our Consolidated Balance Sheets.

(2) Included in the Accumulated depreciation and amortization line item in our Consolidated Balance Sheets.

(3) Included in the Prepaid expenses and other assets line item in our Consolidated Balance Sheets.

Improvements. During the nine months ended September 30, 2024 and 2023, we invested in the following capital improvement projects (in thousands):

	Nine Months Ended September 30,
Type of Property	2024		2023
Assisted Living Communities	$	8,663	$	2,418
Skilled Nursing Centers		1,245		2,548
Other		—		87
Total	$	9,908	$	5,053

Properties Sold. During the three and nine months ended September 30, 2024, we recorded a net gain on sale of real estate of $3,663,000 and $6,882,000, respectively. During the three and nine months ended September 30, 2023, we recorded a net gain on sale of real estate of $4,870,000 and $20,545,000, respectively. The following table summarizes property sales during the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

		Type	Number	Number
		of	of	of		Sales			Carrying		Net
Year	State	Properties	Properties	Beds/Units		Price			Value		(Loss) Gain (1)
2024	Florida	ALF	1	60	$	4,500		$	4,579	$	(289)
	Texas	ALF	5	208		1,600			1,282		(390)
	Texas	ALF	2	—		500			389		—
	Texas	ALF	1	80		7,959	(2)		4,314		3,635
	Wisconsin	ALF	1	110		20,193	(3)		16,195		3,986
	n/a	n/a	—	—		—			—		(60)	(4)
Total (5)			10	458	$	34,752		$	26,759	$	6,882
2023	Florida	ALF	1	70	$	4,850		$	4,082	$	65
	Kentucky	ALF	1	60		11,000			10,720		57
	New Jersey	ALF	1	39		2,000			1,552		266
	New Mexico	SNF	2	235		21,250			5,523		15,287
	Nebraska	ALF	3	117		2,984			2,934		—
	Pennsylvania	ALF	2	130		11,128			6,054		4,870
Total			10	651	$	53,212		$	30,865	$	20,545

(

(1) Calculation of net gain includes cost of sales and write-off of straight-line receivable and lease incentives, when applicable.

(2) Additionally, as part of the negotiated sale, we received an additional $441 representing rental income through lease maturity in January 2025.

(3) Represents the price to sell our portion of interest in a JV, net of the JV partner’s $2,305 contributions in the joint venture.

(4) We recognized additional loss due to additional incurred costs related to properties sold during 2023.

(5) Subsequent to September 30, 2024, we sold a closed ALF located in Colorado for $5,250. At September 30, 2024, the community was classified as held-for-sale and had a gross book value of $5,852 and a net book value of $4,058.

Financing Receivables. As part of our acquisitions, we may invest in sale and leaseback transactions. In accordance with the accounting guidance, we must determine whether each sale and leaseback transaction qualifies as a sale. Generally, an option for the seller-lessee to repurchase a real estate asset precludes accounting for the transfer of the asset as a sale and the purchased assets should be presented as financing receivables.

During 2022 through 2024, we entered into joint venture agreements and contributed into these JVs for the purchase of properties through sale and leaseback transactions. Concurrently, each of these JVs leased the purchased properties back to an affiliate of the seller and provided the seller-lessee with purchase options. Accordingly, these sale and leaseback transactions meet the accounting criteria to be presented as financing receivables. Furthermore, we determined that we exercise power over and receive benefits from each of these joint ventures. Therefore, we consolidated the joint ventures as Financing Receivables on our Consolidated Balance Sheets and recorded the rental revenue from these joint ventures as Interest income from financing receivables on our Consolidated Statements of Income.

The following tables provide information regarding our investments in financing receivables (dollar amounts in thousands):

									Type	Number	Number		Investment
Interest		Investment				Gross		LTC	of	of	of		per
Rate		Year	Maturity	State		Investments		Investment	Properties	Properties	Beds/Units		Bed/Unit
7.25%	(1)	2022	2032	FL	$	76,626	$	62,301	SNF	3	299	$	256.27
7.25%	(2)	2023	2033	NC		121,419		117,588	ALF/MC	11	523	$	232.16
7.25%	(3)	2024	2034	NC/SC		122,460		64,450	ALF/MC	13	523	$	234.15
7.25%	(4)	2024	2034	NC		41,000		37,985	ALF	4	217	$	188.94
					$	361,505	$	282,324		31	1,562

(1) During 2022, we entered into a JV with an operator new to us. The JV purchased three SNFs and leased the centers back to an affiliate of the seller under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option, exercisable at the beginning of the fourth year through the end of the fifth year.

(2) During 2023, we entered into a JV with ALG. The JV purchased 11 ALFs and MCs and leased these communities back to an affiliate of the seller under a 10-year master lease, with two five-year renewal options. The contractual initial cash yield of 7.25% increases to 7.5% in year three then escalates thereafter based on Consumer Price Index(“CPI”) subject to a floor of 2.0% and a ceiling of 4.0%. The JV provided the seller-lessee with a purchase option to buy up to 50% of the properties at the beginning of the third lease year and the remaining properties at the beginning of the fourth lease year through the end of the sixth lease year, with an exit IRR of 9.0%. During 2024, we deferred a total of $2,240 consolidated JV interest income from financing receivables for May through September 2024 and agreed to defer up to approximately $258 per month for October through December 2024 consolidated JV interest income from financing receivables.

(3) During the second quarter of 2024, we funded an additional $5,546 under a mortgage loan receivable due from an ALG affiliate secured by 13 ALFs and MCs located in North Carolina (12) and South Carolina (1). We then entered into a newly formed $122,460 JV with ALG, whereby we exchanged our $64,450 mortgage loan receivable for a 53% controlling interest in the JV. Concurrently, ALG contributed these properties to the joint venture for a 47% non-controlling interest. The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option exercisable through 2028, with an exit IRR of 8.0%.

(4) During the second quarter of 2024, we funded an additional $2,766 under a mortgage loan receivable due from an ALG affiliate secured by four ALFs located in North Carolina. We then entered into a newly formed $41,000 JV with ALG, whereby we exchanged $37,985 mortgage loan receivables for a 93% controlling interest in the JV. Concurrently, ALG contributed these properties and a parcel of land to the joint venture for a 7% non-controlling interest. The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option exercisable through 2028, with an exit IRR of 8.0%.

The following table summarizes our financing receivables activities for the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

	Nine Months Ended September 30,
	2024			2023
Investment and funding under financing receivables	$	163,557	(1)	$	121,332	(2)
Amortization of capital costs		(65)			(65)
Provision for loan loss reserve		(1,635)	(1)		(1,213)	(2)
	$	161,857		$	120,054

(1) During 2024, we entered into two joint venture agreements with affiliates of ALG. We recorded an aggregate Provision for Credit losses of $1,635 equal to 1.0% of the investment balance. See above for more information.

(2) During 2023, we entered into a joint venture agreement with an affiliate of ALG. We recorded Provision for credit losses of $1,213 equal to 1.0% of the investment balance. See above for more information.

Mortgage Loans. During 2024, we committed to fund a $26,120,000 mortgage loan for the construction of a 116-unit independent living, assisted living and memory care community in Illinois. The borrower contributed $12,300,000 of equity which will initially fund the construction. The loan term is approximately six years at a current rate of 9.0% and an IRR of 9.5%. The following table sets forth information regarding our investments in mortgage loans secured by first mortgages at September 30, 2024 (dollar amounts in thousands):

						Type	Percentage		Number of					Investment
			Gross			of	of					SNF	ALF	per
Interest Rate	Maturity	State	Investment			Property	Investment		Loans (1)	Properties (2)		Beds	Units	Bed/Unit
7.5%	2024	GA	$	51,111	(3)	ALF	14.0	%	1	1		—	203	$	251.78
8.8%	2025	FL		4,000		ALF	1.1	%	1	2		—	92	$	43.48
7.8%	2025	FL		16,706		ALF	4.7	%	1	1		—	112	$	149.16
7.3%	2025	NC		10,750		ALF	2.9	%	1	1		—	45	$	238.89
8.8% (4)	2026	MI		9,999		UDP	2.7	%	1	—	(4)	—	—	$	n/a
8.8%	2028	IL		16,500		SNF	4.5	%	1	1		150	—	$	110.00
10.8% (5)	2043	MI		180,973		SNF	49.7	%	1	14		1,749	—	$	103.47
9.9% (5)	2045	MI		39,850		SNF	10.9	%	1	4		480	—	$	83.02
10.3% (5)	2045	MI		19,700		SNF	5.4	%	1	2		201	—	$	98.01
10.5% (5)	2045	MI		14,825		SNF	4.1	%	1	1		146	—	$	101.54
Total			$	364,414			100.0	%	10	27		2,726	452	$	114.67

(1) Some loans contain certain guarantees and provide for certain facility fees.

(2) Our mortgage loans are secured by properties located in five states with seven borrowers.

(3) Subsequent to September 30, 2024, we received the payoff of this mortgage loan receivable.

(4) During the third quarter of 2023, we committed to fund a $19,500 mortgage loan for the construction of an 85-unit ALF and MC in Michigan. The borrower contributed $12,100 of equity, which initially funded the construction. In 2024, once all of the borrower’s equity was drawn, we began funding the commitment. Our remaining commitment is $9,500. The 8.75% interest-only loan matures in September 2026 and includes two, one-year extensions, each of which is contingent on certain coverage thresholds.

(5) Mortgage loans provide for 2.25% annual increases in the interest rate.

The following table summarizes our mortgage loan activity for the nine months ended September 30, 2024 and 2023 (in thousands):

	Nine Months Ended September 30,
	2024			2023
Originations and funding under mortgage loans receivable	$	19,078	(1)	$	83,383	(5)
Exchange of mortgage loans for controlling interests in joint ventures accounted for as financing receivables		(102,435)	(3)		—
Pay-offs received		(34,094)	(2)		—
Application of interest reserve		169			1,609
Scheduled principal payments received		(380)			(301)
Mortgage loan premium amortization		(4)			(5)
Recovery (provision) for loan loss reserve		1,176			(847)
Net (decrease) increase in mortgage loans receivable	$	(116,490)	(4)	$	83,839

(1) The following funding occurred:

(a) $9,999 under a $19,500 mortgage loan commitment for the construction of an 85-unit ALF and MC in Michigan. The borrower contributed $12,100 of equity upon origination in July 2023, which was used to initially fund the construction. Our remaining commitment is $9,500. The interest-only loan term is approximately three years at a rate of 8.75%, and includes two, one-year extensions, each of which is contingent on certain coverage thresholds;

(b) $5,546 of additional funding under a mortgage loan receivable agreement with an ALG affiliate secured by 13 ALFs and MCs in North Carolina (12) and South Carolina (1). During the three months ended June 30, 2024, we exchanged this $64,450 mortgage loan receivable for a controlling interest in a JV investment with an ALG affiliate. See Financing Receivables above for more information;

(c) $2,766 of additional funding under a mortgage loan receivable agreement with an ALG affiliate secured by four ALFs in North Carolina. During the three months ended June 30, 2024, we exchanged this $37,985 mortgage loan receivable for a controlling interest in a JV investment with an ALG affiliate. See Financing Receivables above for more information; and

(d) $767 of additional funding under various loans.

(2) We received the payoff of a $29,347 mortgage loan secured by a 189-bed SNF in Louisiana and a $2,013 mortgage loan secured by a parcel of land in Missouri. Additionally, we received a partial principal paydown of $2,734 related to the sale of a SNF securing the mortgage loan previously secured by 15-SNFs in Michigan.

(3) The following occurred:

(a) $64,450 mortgage loan receivable due from an ALG affiliate was exchanged for a controlling interest in a JV. See (1)(b) above for more information; and

(b) $37,985 mortgage loan receivable due from an ALG affiliate was exchanged for a controlling interest in a JV. See (1)(c) above for more information.

(4) Subsequent to September 30 2024, we received the payoff of a $51,111 mortgage loan receivable secured by a 203-unit ALF in Georgia.

(5) The following funding and originations occurred:

(a) $10,750 mortgage loan secured by a 45-unit MC located in North Carolina. The loan carries a two-year term with an interest-only rate of 7.25% and an IRR of 9.0%;

(b) $51,111 mortgage loan investment secured by a 203-unit ILF, ALF and MC located in Georgia. We acquired a participating interest owned by existing lenders for $42,251 in addition to converting our $7,461 mezzanine loan in the property into a participating interest in the mortgage loan. The mortgage loan matures in October 2024 and our investment is at an initial rate of 7.5% with an IRR of 7.75%. We recorded $1,380 of additional interest income in connection with the effective prepayment of the mezzanine loan in the first quarter of 2023. Subsequent to September 30, 2024, the $51,111 mortgage loan was paid off. See (4) above;

(c) $16,500 senior loan for the purchase of a 150-bed Medicare focused SNF in Illinois. The mortgage loan matures in June 2028 and our investment is at an interest rate of 8.75%; and

(d) $5,022 of additional funding under other mortgage loans receivable.

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Investment in Unconsolidated Joint Ventures

9 Months Ended

Sep. 30, 2024

Investment in Unconsolidated Joint Ventures

Investment in Unconsolidated Joint Ventures

3. Investment in Unconsolidated Joint Ventures

We have preferred equity investments in two joint ventures and an acquisition, development and construction (“ADC”) loan . We determined that each of these JVs meet the accounting criteria to be considered a variable interest entity (“VIE”). We are not the primary beneficiary of the JVs as we do not have both: 1) the power to direct the activities that most significantly affect the JVs’ economic performance, and 2) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. However, we do have significant influence over the JVs. Therefore, we have accounted for the JVs using the equity method of accounting. The following table provides information regarding these preferred equity investments (dollar amounts in thousands):

	Type	Type		Total		Contractual		Number
	of	of		Preferred		Cash		of		Carrying
State	Properties	Investment		Return		Portion		Beds/ Units		Value
Texas	SNF/ALF	Senior Loan	(1)	9.2	%	9.2	%	104	$	11,262	(1)
Washington	ALF/MC	Preferred Equity	(2)	12.0	%	7.0	%	95		6,340	(2)
Washington	ILF/ALF	Preferred Equity	(3)	14.0	%	8.0	%	267		13,000	(3)
Total								466	$	30,602

(1) We originated a $12,700 mortgage loan to a current operator secured by a SNF/ALF in Texas. The investment commitment amount includes $11,164, funded during the three months ended June 30, 2024, an interest reserve of $750 and a capital expenditure reserve of $786. In accordance with GAAP, this mortgage loan was determined to be an ADC loan and is accounted for as an unconsolidated JV. The campus has 104 beds (70 skilled nursing and 34 assisted living). The five-year mortgage loan is interest-only at a current rate of 9.15%.

(2) Our investment represents 15.5% of the total investment. The preferred equity investment earns an initial cash rate of 7% increasing to 9% in year four until the IRR is 8%. After achieving an 8% IRR, the cash rate drops to 8% with an IRR ranging between 12% to 14%, depending upon timing of redemption. We have the option to require the JV partner to purchase our preferred equity interest at any time between August 17, 2031 and December 31, 2036.

(3) Our investment represents 11.6% of the estimated total investment. The preferred equity investment earns an initial cash rate of 8% with an IRR of 14%. The JV partner has the option to buy out our investment at any time after August 31, 2023 at the IRR rate. Also, we have the option to require the JV partner to purchase our preferred equity interest at any time between August 31, 2027 and prior to the end of the first renewal term of the lease.

The following table summarizes our capital contributions, income recognized, and cash interest received related to our investments in unconsolidated joint ventures during the nine months ended September 30, 2024 and 2023 (in thousands):

	Type
	of		Income		Cash Income		Non-cash
Year	Properties		Recognized		Earned		Income Accrued
2024	SNF/ALF	$	589	$	589	$	—
	ALF/MC		359		359		—
	ILF/ALF (1)		791		—		791
Total		$	1,739	$	948	$	791
			`
2023	ALF/MC	$	337	$	—	$	337
	UDP (1)		790		—		790
Total		$	1,127	$	—	$	1,127

(1) The JV developed and owns a 267-unit ILF and ALF in Washington. The development project was completed during the fourth quarter of 2023.

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Notes Receivable

9 Months Ended

Sep. 30, 2024

Notes Receivable.

Notes Receivable

4. Notes Receivable

Notes receivable consist of mezzanine loans and working capital loans. The following table summarizes our investments in notes receivable at September 30, 2024 (dollar amounts in thousands):

Interest				Type of	Gross				Type of
Rate	IRR		Maturity	Loan	Investment			# of loans	Property
8.3%	—		2025	Working capital	$	50		1	ALF
9.0%	—		2026	Working capital		290		1	ALF
8.0%	11.0	%	2027	Mezzanine		25,000		1	ALF
0.0%	—		2028	Working capital		1,545		1	SNF
8.8%	12.0	%	2028	Mezzanine		17,000		1	ALF
6.5%	—		2030	Working capital		138		2	SNF
7.4%	—		2030	Working capital		500		1	ALF
7.4%	—		2030	Working capital		957		1	ALF
0.0%	—		2031	Working capital		2,693		1	ALF
					$	48,173	(1)	10

(1) Excludes the impact of credit loss reserve.

The following table is a summary of our notes receivable components as of September 30, 2024 and December 31, 2023 (in thousands):

	At September 30, 2024		At December 31, 2023
Mezzanine loans	$	42,000	$	42,000
Working capital loans		6,173		19,101
Notes receivable credit loss reserve		(482)		(611)
Total	$	47,691	$	60,490

The following table summarizes our notes receivable activity for the nine months ended September 30, 2024 and 2023 (in thousands):

	Nine Months Ended September 30,
		2024			2023
Advances under notes receivable	$	340		$	19,258
Principal payments received under notes receivable		(13,268)	(1)		(14,537)	(2)
Recovery of credit losses		129			(48)
Net (decrease) increase in notes receivable	$	(12,799)		$	4,673

(1) During 2024, we received $11,986 towards the paydown of a $13,531 working capital note. The remaining $1,545 balance of the working capital note is interest free and will be repaid in installments through 2028. Additionally, we received an aggregate $1,282 related to the payoff of two working capital notes.

(2) During 2023, we received $4,545, which includes a prepayment fee and the exit IRR totaling $190 from a mezzanine loan prepayment. The mezzanine loan was on a 136-unit ILF in Oregon. Additionally, another $7,461 mezzanine loan was effectively prepaid through converting it as part of our $51,111 investment in a participating interest in an existing mortgage loan that is secured by a 203-unit ALF, ILF and MC located in Georgia. We recorded $1,380 of interest income in connection with the effective prepayment of the mezzanine loan. Subsequent to September 30, 2024, the $51,111 mortgage loan was paid off.

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Lease Incentives

9 Months Ended

Sep. 30, 2024

Lease Incentives

Lease Incentives

5. Lease Incentives

Our non-contingent lease incentive balances at September 30, 2024 and December 31, 2023 were $3,584,000 and $2,607,000, respectively. The following table summarizes our lease incentives activity for the nine months ended September 30, 2024 and 2023 (in thousands):

	Nine Months Ended September 30,
		2024			2023
Lease incentives funded	$	1,794		$	1,023
Amortization of lease incentives		(626)			(584)
Adjustment for collectability of lease incentives		—			(26)	(2)
Other adjustments		(191)	(1)		(9)	(1)
Net increase in non-contingent lease incentives	$	977		$	404

(1) Represents lease incentive balances written-off due to property sales.

(2) Represents uncollectible lease incentive balances written-off.

Non-contingent lease incentives represent payments made to our lessees for various reasons including entering into a new lease or lease amendments and extensions. Contingent lease incentives represent potential contingent earn-out payments that may be made to our lessees in the future, as part of our lease agreements. From time to time, we may commit to provide contingent payments to our lessees, upon our properties achieving certain rent coverage ratios. Once the contingent payment becomes probable and estimable, the contingent payment is recorded as a lease incentive. Lease incentives are amortized as a yield adjustment to rental income over the remaining life of the lease.

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Credit Loss Reserve

9 Months Ended

Sep. 30, 2024

Credit Loss Reserve

Credit Loss Reserve

6. Credit Loss Reserve

We apply Accounting Standards Codification Topic 326, Financial Instruments-Credit Losses (“ASC 326”), which requires a forward-looking “expected loss” model, to estimate our loan losses. We determined our Financing receivables, Mortgage loans receivable and Notes receivable line items on our Consolidated Balance Sheets are within the scope of ASC 326.

Financing receivables. We obtained controlling interests in JVs that acquired properties through sale and leaseback transactions. The JVs concurrently leased the purchased properties to affiliates of sellers and provided the sellers-lessees with purchase options. We consolidated the JVs as Financing receivables on our Consolidated Balance Sheets. For more information regarding these transactions See Note 2. Financing receivables above. At September 30, 2024, we had investments in four JVs accounted for as financing receivables that owned 31 properties in three states. In addition to owning the properties through our controlling interests in the JVs, generally, these leases provide one or more of the following: security deposits, property tax impounds, repair and maintenance escrows and other credit enhancements such as corporate or personal guarantees or letters of credit.

Mortgage loans. As part of our strategy of making investments in properties used in the provision of long-term health care services, we provided mortgage loan financing on such properties. At September 30, 2024, we had ten mortgage loans secured by 27 properties in five states with seven borrowers. In addition to a lien on the mortgaged properties, the loans are generally secured by non-real estate assets of the properties and contain certain other security provisions in the form of letters of credit and/or security deposits.

Notes receivable. Our notes receivable consist of mezzanine loans and working capital notes. Security for these notes can include all or a portion of the following credit enhancements: secured second mortgage, pledge of equity interests and personal/corporate guarantees.

The following table summarizes our financial instruments within the scope of ASC 326 by year of origination (dollar amounts in thousands):

		Year of origination (1)											At September 30, 2024
Investment Type:	2024		2023		2022		2021		2020		Prior		Total		Credit loss reserve
Financing receivables	$	163,460	$	121,418	$	76,626	$	—	$	—	$	—	$	361,504	$	3,615
Mortgage loans receivable	$	—	$	92,360	$	—	$	16,706	$	—	$	255,348	$	364,414	$	3,638
Mezzanine loans	$	—	$	17,000	$	25,000	$	—	$	—	$	—	$	42,000	$	420
Working Capital loans		50		—		—		2,045		1,095		2,983		6,173		62
Total Notes Receivable	$	50	$	17,000	$	25,000	$	2,045	$	1,095	$	2,983	$	48,173	$	482

(1) Excludes paid-off loans. Additional funding, if any, is included in the year of the origination of the initial loan.

We monitor the credit quality of our financial instruments through a variety of methods determined by the underlying collateral or other protective rights, operator’s payment history and other internal metrics. Our monitoring process includes periodic review of financial statements for each facility, scheduled property inspections and review of covenant compliance, industry conditions and current and future economic conditions. The future economic conditions are based on the economic data from the Federal Reserve and reasonable assumptions for the future economic trends.

In determining the “expected” credit loss reserves on these instruments, we utilize the probability of default and discounted cash flow methods. Further, we stress-test the results to reflect the impact of unknown adverse future events including recessions.

The expected credit losses related to our financial instruments that are within the scope of ASC 326 are as follows (in thousands):

	Balance			Recovery	due to		Balance
	at			due to	Originations/		at
Description	12/31/2023			payoffs	additional funding		9/30/2024
Credit Loss Reserve- Financing Receivables	$	1,980	$	—	$	1,635	$	3,615
Credit Loss Reserve- Mortgage Loans Receivable		4,814		(1,369)		193		3,638
Credit Loss Reserve-Notes Receivable		611		(132)		3		482

We elected not to measure an allowance for expected credit losses on accrued interest receivable under the expected credit loss standard as we have a policy in place to reserve or write off accrued interest receivable in a timely manner through our quarterly review of the loan and property performance. Therefore, we elected the policy to write off accrued interest receivable by recognizing credit loss expense. As of September 30, 2024, the total balance of accrued interest receivable of $58,421,000 was not included in the measurement of expected credit loss. During the three and nine months ended September 30, 2024, we wrote-off $613,000 related to accrued interest receivable. During the three and nine months ended September 30, 2023, we did not recognize any write-off related to accrued interest receivable.

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Debt Obligations

9 Months Ended

Sep. 30, 2024

Debt Obligations

Debt Obligations

7. Debt Obligations

Unsecured Credit Facility. We had an unsecured credit agreement (the “Original Credit Agreement”) that provided for an aggregate commitment of the lenders of up to $500,000,000 comprising of a $400,000,000 revolving credit facility (the “Revolving Line of Credit”) and two $50,000,000 term loans (the “Term Loans”). The Term Loans mature on November 19, 2025 and November 19, 2026. The Revolving Line of Credit had a maturity date of November 19, 2025 and provided a one-year extension option at our discretion, subject to customary conditions. During the first quarter of 2024, we entered into an amendment to the Original Credit Agreement (the “Credit Agreement”) to accelerate our one-year extension option notice to January 4, 2024. Concurrently, we exercised our option to extend the maturity date to November 19, 2026. Other material terms of the Original Credit Agreement remained unchanged. The Credit Agreement permitted us to request increases to the Revolving Line of Credit and Term Loans commitments up to a total of $1,000,000,000 (the “Accordion”). As permitted under the terms of the Credit Agreement, we exercised $25,000,000 of the available $500,000,000 Accordion feature of the Revolving Line of Credit, effective September 30, 2024. Accordingly, the aggregate commitment of the lenders under the Credit Agreement increased to $525,000,000, with $475,000,000 remaining available under the Accordion. The exercise of the Accordion did not materially change any other term or condition of the Credit Agreement, including its maturity date or covenant requirements.

Based on our leverage at September 30, 2024, the facility provides for interest annually at Adjusted SOFR plus 110 basis points and a facility fee of 15 basis points and the Term Loans provide for interest annually at Adjusted SOFR plus 125 basis points.

Interest Rate Swap Agreements. In connection with entering into the Term Loans described above, we entered into two receive variable/pay fixed interest rate swap agreements (the “Interest Rate Swaps”) with maturities of November 19, 2025 and November 19, 2026, respectively, that will effectively lock-in the forecasted interest payments on the Term Loans’ borrowings over their four and five year terms of the loans. The Interest Rate Swaps are considered cash flow hedges and are recorded on our Consolidated Balance Sheets at fair value in Prepaid expenses and other assets, with cumulative changes in the fair value of these instruments recognized in Accumulated other comprehensive income (loss) on our Consolidated Balance Sheets. During the three and nine months ended September 30, 2024, we recorded a decrease of $2,326,000 and $2,471,000 in fair value of Interest Rate Swaps, respectively. During the three and nine months ended September 30, 2023, we recorded an increase of $28,000 and a decrease of $123,000 in fair value of Interest Rate Swaps, respectively.

Information regarding our interest rate swaps measured at fair value, which are classified as Level 2 of the fair value hierarchy is presented below (dollar amounts in thousands):

						Notional	Fair Value at
Date Entered	Maturity Date	Swap Rate		Rate Index		Amount		September 30, 2024		December 31, 2023
November 2021	November 19, 2025	2.62	%	1-month SOFR	$	50,000	$	1,448	$	2,698
November 2021	November 19, 2026	2.76	%	1-month SOFR		50,000		2,191		3,412
					$	100,000	$	3,639	$	6,110

Senior Unsecured Notes. We have senior unsecured notes held by institutional investors with interest rates ranging from 3.66% to 4.5%. The senior unsecured notes mature between 2026 and 2033.

The senior unsecured notes and the Credit Agreement, including the Revolving Line of Credit and the Term Loans, contain financial covenants, which are measured quarterly, that require us to maintain, among other things:

● a ratio of total indebtedness to total asset value not greater than 0.6 to 1.0;

● a ratio of secured debt to total asset value not greater than 0.35 to 1.0;

● a ratio of unsecured debt to the value of the unencumbered asset value not greater than 0.6 to 1.0; and

● a ratio of EBITDA, as calculated in the debt obligation, to fixed charges not less than 1.50 to 1.0.

At September 30, 2024, we were in compliance with all applicable financial covenants. These debt obligations also contain additional customary covenants and events of default that are subject to a number of important and significant limitations, qualifications and exceptions.

The following table sets forth information regarding debt obligations by component as of September 30, 2024 and December 31, 2023 (dollar amounts in thousands):

		At September 30, 2024				At December 31, 2023
	Applicable			Available				Available
	Interest	Outstanding		for		Outstanding		for
Debt Obligations	Rate (1)	Balance		Borrowing		Balance		Borrowing
Revolving line of credit (2)	6.17%	$	240,150	$	184,850	$	302,250	$	97,750
Term loans, net of debt issue costs	2.69%		99,771		—		99,658		—
Senior unsecured notes, net of debt issue costs	4.15%		445,402		—		489,409		—
Total	4.58%	$	785,323	$	184,850	$	891,317	$	97,750

(1) Represents weighted average of interest rate as of September 30, 2024.

(2) Subsequent to September 30, 2024, we repaid $93,800 under our unsecured revolving line of credit. Accordingly, we have $146,350 outstanding and $278,650 available for borrowing under our unsecured revolving line of credit.

During the nine months ended September 30, 2024 and 2023, our debt borrowings and repayments were as follows (in thousands):

	Nine Months Ended September 30,
	2024					2023
Debt Obligations		Borrowings		Repayments		Borrowings		Repayments
Revolving line of credit	$	19,200	$	(81,300)	(1)	$	274,450	$	(42,200)
Term loans		—		—			—		—
Senior unsecured notes		—		(44,160)			—		(44,160)
Total	$	19,200	$	(125,460)		$	274,450	$	(86,360)

(1) Subsequent to September 30, 2024, we repaid $93,800 under our unsecured revolving line of credit. Accordingly, we have $146,350 outstanding and $278,650 available for borrowing under our unsecured revolving line of credit.

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Equity

9 Months Ended

Sep. 30, 2024

Equity

Equity

8. Equity

Non-controlling Interests. We have entered into partnerships to develop and/or own real estate. Given that our limited members do not have the substantive kick-out rights, liquidation rights, or participation rights, we have concluded that the partnerships are VIEs. As we exercise power over and receive benefits from the VIEs, we are considered the primary beneficiary. Accordingly, we consolidate the VIEs and record the non-controlling interests on the consolidated financial statements.

As of September 30, 2024, we have the following consolidated VIEs (in thousands):

					Gross
Investment		Property			Consolidated		Non-Controlling
Year	Purpose	Type	State		Assets (1)		Interests
2024	Owned real estate	ALF/MC	NC/SC	$	122,460	$	58,010
2024	Owned real estate	ALF	NC		41,000		3,015
2023	Owned real estate	ILF/ALF/MC	OH		54,782		9,134
2023	Owned real estate	ALF/MC	NC		121,419		3,831
2022	Owned real estate	SNF	FL		76,625		14,325
2018	Owned real estate	ILF	OR		14,650		2,907
2018	Owned real estate and development	ALF/MC	OR		18,452		1,156
2017	Owned real estate	ALF/MC	SC		11,680		1,240
Total				$	461,068	$	93,618

(1) Includes the total real estate investments and excludes intangible assets.

Common Stock. We have separate equity distribution agreements (collectively, “Equity Distribution Agreements”) to offer and sell, from time to time, up to $200,000,000 in aggregate offering price of shares of our common stock. The Equity Distribution Agreements provide for sales of common shares to be made by means of ordinary brokers’ transactions, which may include block trades, or transactions that are deemed to be “at the market” offerings.

During the nine months ended September 30, 2023, we sold 48,500 shares of common stock for $1,777,000 in net proceeds under our Equity Distribution Agreements. In conjunction with the sale of common stock, we incurred $80,000 of costs associated with this agreement which have been recorded in additional paid in capital as a reduction of proceeds received.

During the nine months ended September 30, 2024, we sold 1,886,900 shares of common stock for $65,629,000 in net proceeds under our Equity Distribution Agreements. In conjunction with the sale of common stock, we incurred $119,000 of costs associated with this agreement which have been recorded in additional paid in capital as a reduction of proceeds received. At September 30, 2024, we had $9,558,000 available under the Equity Distribution Agreements. Subsequent to September 30, 2024, we sold 226,370 shares of common stock for $7,936,000 in net proceeds under our Equity Distribution Agreements. Accordingly, subsequent to September 30, 2024, we had $1,522,000 available under the Equity Distribution Agreements.

During the nine months ended September 30, 2024 and 2023, we acquired 49,540 shares and 43,933 shares, respectively, of common stock held by employees who tendered owned shares to satisfy tax withholding obligations.

Available Shelf Registration. We have an automatic shelf registration statement on file with the SEC, and currently have the ability to file additional automatic shelf registration statements, to provide us with capacity to publicly offer an indeterminate amount of common stock, preferred stock, warrants, debt, depositary shares, or units. We may from time to time raise capital under our automatic shelf registration statement in amounts, at prices, and on terms to be announced when and if the securities are offered. The specifics of any future offerings, along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of the offering. Our shelf registration statement expires on February 17, 2025.

Distributions. We declared and paid the following cash dividends (in thousands):

	Nine Months Ended September 30,
	2024				2023
	Declared		Paid		Declared		Paid
Common Stock (1)	$	74,684	$	74,684	$	70,767	$	70,767

(1) Represents $0.19 per share per month for the nine months ended September 30, 2024 and 2023.

In October 2024, we declared a monthly cash dividend of $0.19 per share on our common stock for the months of October, November and December 2024, payable on October 31, November 29, and December 31, 2024, respectively, to stockholders of record on October 23, November 21, and December 23, 2024, respectively.

Stock-Based Compensation. During 2021, we adopted and our shareholders approved the 2021 Equity Participation Plan (“the 2021 Plan”) which replaces the 2015 Equity Participation Plan (“the 2015 Plan”). Under the 2021 Plan, 1,900,000 shares of common stock have been authorized and reserved for awards, less one share for every one share that was subject to an award granted under the 2015 Plan after December 31, 2020 and prior to adoption. In addition, any shares that are not issued under outstanding awards under the 2015 Plan because the shares were forfeited or cancelled after December 31, 2020 will be added to and again be available for awards under the 2021 Plan. Under the 2021 Plan, the shares were authorized and reserved for awards to officers, employees, non-employee directors and consultants. The terms of the awards granted under the 2021 Plan and the 2015 Plan are set by our compensation committee at its discretion. Beginning in the first quarter of 2024, we entered into Performance Stock Unit Award Agreements, based upon absolute and relative total shareholder return, under the 2021 Plan. Forms of such Performance Stock Unit Award Agreements are filed as exhibits to this quarter report.

During the nine months ended September 30, 2024 and 2023, no stock options were granted or exercised. During each of the nine months ended September 30, 2024 and 2023, 5,000 stock options expired and were cancelled. At September 30, 2024, we had no stock options outstanding and exercisable.

The following table summarizes our restricted stock activity for the nine months ended September 30, 2024 and 2023:

	Nine Months Ended September 30,
	2024		2023
Outstanding, January 1		258,620		229,236
Granted		175,431		146,020
Vested		(132,842)		(115,551)
Cancelled		—		(1,085)
Outstanding, September 30		301,209		258,620

No performance-based stock units vested during the nine months ended September 30, 2024, and 2023.

During the nine months ended September 30, 2024 and 2023, we granted restricted stock and performance-based stock units under the 2021 Plan as follows:

	No. of	Price per
Year	Shares/Units	Share		Reward Type	Vesting Period
2024	159,536	$	30.72	Restricted stock	ratably over 3 years
	69,610	$	31.84	Performance-based stock units	TSR targets (1)
	62,914	$	31.84	Performance-based stock units	TSR targets (2)
	15,895	$	34.60	Restricted stock	(3)
	307,955
2023	127,960	$	37.16	Restricted stock	ratably over 3 years
	86,867	$	37.16	Performance-based stock units	TSR targets (4)
	15,060	$	31.54	Restricted stock	May 24, 2024
	3,000	$	35.45	Restricted stock	July 25, 2024
	232,887

(1) Vesting is based on achieving certain total shareholder return (“TSR”) targets in 3 years.

(2) Vesting is based on achieving certain TSR targets relative to the TSR of a predefined peer group in 3 years.

(3) Vesting date is the earlier of the one-year anniversary of the award date and the date of the next annual meeting of the stockholders of LTC following the award date.

(4) Vesting is based on achieving certain total shareholder return (“TSR”) targets in 4 years with acceleration opportunity in 3 years.

Compensation expense recognized related to the vesting of restricted common stock and performance-based stock units for the nine months ended September 30, 2024 and 2023 were $6,791,000 and $6,349,000, respectively. At September 30, 2024, the remaining compensation expense to be recognized related to the future service period of unvested outstanding restricted common stock and performance-based stock units are as follows (in thousands):

	Remaining
	Compensation
Vesting Date	Expense
October - December 2024	$	2,260
2025		6,450
2026		3,385
2027		369
Total	$	12,464

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Commitments and Contingencies

9 Months Ended

Sep. 30, 2024

Commitments and Contingencies

Commitments and Contingencies

9. Commitments and Contingencies

At September 30, 2024, we had commitments as follows (in thousands):

						Total
	Investment			2024		Commitment		Remaining
	Commitment			Funding		Funded		Commitment
Real estate properties (Note 2. Real Estate Investments)	$	15,920	(1)	$	7,862	$	8,814	$	7,106
Accrued incentives and earn-out liabilities (Note 5. Lease Incentives)		6,625	(2)		587		2,045		4,580
Mortgage loans (Note 2. Real Estate Investments)		63,620	(3)		9,999		11,999		51,621
Joint venture investments (Note 3. Investments in Unconsolidated Joint Ventures)		1,536	(4)		98		98		1,438
Notes receivable (Note 4. Notes Receivable)		940	(5)		50		50		890
Total	$	88,641		$	18,596	$	23,006	$	65,635

(1) Represents commitments to purchase land and improvements, if applicable, and to develop, re-develop, renovate or expand seniors housing and skilled nursing properties.

(2) Includes an earn-out payment of up to $3,000 to an operator under a master lease on four SNFs in Texas which were acquired during 2022. The master lease allows either an earn-out payment up to $3,000 or a purchase option. The earn-out payment is available, contingent on achieving certain thresholds per the lease, beginning in April 2024 through March 2027. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the purchase option see Note 2. Real Estate Investments.

(3) Represents $45,620 related to construction loans and $18,000 of commitments which are contingent upon the borrower achieving certain coverage ratios.

(4) Represents an interest reserve of $750 and capital expenditure reserve of $786 related to a mortgage loan secured by a SNF and ALF in Texas. The loan is accounted for as an unconsolidated JV in accordance with GAAP. For more information regarding this loan see Note 3. Investment in Unconsolidated Joint Ventures.

(5) Represents working capital loan commitments.

Additionally, some of our lease agreements provide purchase options allowing the lessee to purchase the properties they currently lease from us. See Note 2. Real Estate Investments for a table summarizing information about our purchase options.

We are a party from time to time to various general and professional liability claims and lawsuits asserted against the lessees or borrowers of our properties, which in our opinion are not singularly or in the aggregate material to our results of operations or financial condition. These types of claims and lawsuits may include matters involving general or professional liability, which we believe under applicable legal principles are not our responsibility as a non-possessory landlord or mortgage holder. We believe that these matters are the responsibility of our lessees and borrowers pursuant to general legal principles and pursuant to insurance and indemnification provisions in the applicable leases or mortgages. We intend to continue to vigorously defend such claims.

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Major Operators

9 Months Ended

Sep. 30, 2024

Major Operators

Major Operators

10. Major Operators

We have one operator that represents 10% or more of our combined rental revenue and interest income from mortgage loans. The following table sets forth information regarding our major operator as of September 30, 2024:

	Number of		Number of		Percentage of
			SNF	ALF	Total		Total
Operator	SNF	ALF	Beds	Units	Revenues		Assets (1)
Prestige Healthcare (2)	23	—	2,694	93	15.4	%	14.0	%

(1) Represents the net carrying value of the mortgage loans and properties we own divided by the Total assets on the Consolidated Balance Sheets.

(2) The majority of the revenue derived from this operator relates to interest income from mortgage loans.

Our financial position and ability to make distributions may be adversely affected if Prestige Healthcare or any of our lessees and borrowers face financial difficulties, including any bankruptcies, inability to emerge from bankruptcy, insolvency or general downturn in business of any such operator, or in the event any such operator does not renew and/or extend its relationship with us.

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Earnings per Share

9 Months Ended

Sep. 30, 2024

Earnings per Share

Earnings per Share

11. Earnings per Share

The following table sets forth the computation of basic and diluted net income per share (in thousands, except per share amounts):

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2024			2023		2024			2023
Net income	$	30,862		$	22,627	$	75,289		$	62,792
Less income allocated to non-controlling interests		(1,496)			(430)		(2,332)			(1,287)
Less income allocated to participating securities:
Non-forfeitable dividends on participating securities		(173)			(147)		(511)			(440)
Income allocated to participating securities		(28)	(1)		—		—	(1)		—
Total net income allocated to participating securities		(201)			(147)		(511)			(440)
Net income available to common stockholders		29,165			22,050		72,446			61,065
Effect of dilutive securities:
Participating securities (2)		—			—		—			—
Net income for diluted net income per share	$	29,165		$	22,050	$	72,446		$	61,065
Shares for basic net income per share		43,868			41,153		43,313			41,127
Effect of dilutive securities:
Stock options (2)		—			—		—			—
Performance-based stock units		526			58		526			58
Participating securities (2)		—			—		—			—
Total effect of dilutive securities		526			58		526			58
Shares for diluted net income per share		44,394			41,211		43,839			41,185
Basic net income per share	$	0.66		$	0.54	$	1.67		$	1.48
Diluted net income per share	$	0.66		$	0.54	$	1.65		$	1.48

(1) The computation of the net income per share for the three and nine months ended September 30, 2024 and 2023 are made independently. Therefore, the sum of the quarters may not agree with the amounts for the year-to-date periods.

(2) For the three and nine months ended September 30, 2024 and 2023, the participating securities and stock options were excluded from the computation of diluted net income per share as such inclusion would be anti-dilutive.

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Fair Value Measurements

9 Months Ended

Sep. 30, 2024

Fair Value Measurements

Fair Value Measurements

12. Fair Value Measurements

In accordance with the accounting guidance regarding the fair value option for financial assets and financial liabilities, entities are permitted to choose to measure certain financial assets and liabilities at fair value, with the change in unrealized gains and losses reported in earnings. We did not elect the fair value option for any of our financial assets and financial liabilities.

The carrying amount of cash and cash equivalents approximates their fair value because of the short-term maturity of these instruments. We do not invest our cash in auction rate securities. The carrying value and estimated fair value of our financial instruments as of September 30, 2024 and December 31, 2023 were as follows (in thousands):

	At September 30, 2024					At December 31, 2023
	Carrying		Fair			Carrying		Fair
	Value		Value			Value		Value
Financing receivables, net of credit loss reserve	$	357,889	$	363,900	(1)	$	196,032	$	199,199	(1)
Mortgage loans receivable, net of credit loss reserve		360,776		422,180	(2)		477,266		554,993	(2)
Notes receivable, net of credit loss reserve		47,691		53,923	(3)		60,490		67,877	(3)
Revolving line of credit		240,150		240,150	(4)		302,250		302,250	(4)
Term loans, net of debt issue costs		99,771		100,000	(4)		99,658		100,000	(4)
Senior unsecured notes, net of debt issue costs		445,402		417,267	(5)		489,409		439,865	(5)

(1) Our investment in financing receivables is classified as Level 3. The fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate used to value our future cash inflows of the financing receivables at September 30, 2024 and December 31, 2023 was 7.3% and 7.6%, respectively.

(2) Our investment in mortgage loans receivable is classified as Level 3. The fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate is determined using our assumption on market conditions adjusted for market and credit risk and current returns on our investments. The discount rate used to value our future cash inflows of the mortgage loans receivable at September 30, 2024 and December 31, 2023 was 9.8% and 9.2%, respectively.

(3) Our investments in notes receivable are classified as Level 3. The discount rate is determined using our assumption on market conditions adjusted for market and credit risk and current returns on our investments. The discount rate used to value our future cash flows of the notes receivable at September 30, 2024 and December 31, 2023 was 7.6% and 6.9%, respectively.

(4) Our revolving line of credit and term loans bear interest at a variable interest rate. The estimated fair value of our revolving line of credit and term loans approximated their carrying values at September 30, 2024 and December 31, 2023 upon prevailing market interest rates for similar debt arrangements.

(5) Our obligation under our senior unsecured notes is classified as Level 3 and thus the fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate is measured based upon management’s estimates of rates currently prevailing for comparable loans available to us, and instruments of comparable maturities. At September 30, 2024, the discount rate used to value our future cash outflow of our senior unsecured notes was 5.5% for those maturing before year 2030 and 5.75% for those maturing at or beyond year 2030. At December 31, 2023, the discount rate used to value our future cash outflow of our senior unsecured notes was 6.5% for those maturing before year 2030 and 6.75% for those maturing at or beyond year 2030.

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Subsequent Events

9 Months Ended

Sep. 30, 2024

Subsequent Events

Subsequent Events

13. Subsequent Events

Subsequent to September 30, 2024, the following events occurred:

Real Estate. We sold a closed assisted living community located in Colorado for $5,250,000. At September 30, 2024, the community was classified as held-for-sale and had a gross book value of $5,852,000 and a net book value of $4,058,000.

Mortgage Loan Receivable. We received the payoff of a $51,111,000 mortgage loan receivable secured by a 203-unit assisted living community in Georgia.

Debt. We repaid $93,800,000 under our unsecured revolving line of credit. Accordingly, we have $146,350,000 outstanding and $278,650,000 available for borrowing under our unsecured revolving line of credit.

Equity: We sold 226,370 shares of common stock for $7,936,000 in net proceeds under our Equity Distribution Agreements. Accordingly, we have $1,522,000 available under our Equity Distribution Agreements.

We declared a monthly cash dividend of $0.19 per share on our common stock for the months of October, November and December 2024, payable on October 31, November 29, and December 31, 2024, respectively to stockholders of record on October 23, November 21, and December 23, 2024, respectively.

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Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ 29,366	$ 22,197	$ 72,957	$ 61,505

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Insider Trading Arrangements	3 Months Ended
	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

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General (Policies)

9 Months Ended

Sep. 30, 2024

General

Basis of Presentation

We have prepared consolidated financial statements included herein without audit and in the opinion of management have included all adjustments necessary for a fair presentation of the consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to rules and regulations governing the presentation of interim financial statements. The accompanying consolidated financial statements include the accounts of our company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The results of operations for the three and nine months ended September 30, 2024 and 2023 are not necessarily indicative of the results for a full year.

Income taxes

No provision has been made for federal or state income taxes. Our company qualifies as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended. As such, we generally are not taxed on income that is distributed to our stockholders.

Credit loss reserve

We apply Accounting Standards Codification Topic 326, Financial Instruments-Credit Losses (“ASC 326”), which requires a forward-looking “expected loss” model, to estimate our loan losses. We determined our Financing receivables, Mortgage loans receivable and Notes receivable line items on our Consolidated Balance Sheets are within the scope of ASC 326.

Financing receivables. We obtained controlling interests in JVs that acquired properties through sale and leaseback transactions. The JVs concurrently leased the purchased properties to affiliates of sellers and provided the sellers-lessees with purchase options. We consolidated the JVs as Financing receivables on our Consolidated Balance Sheets. For more information regarding these transactions See Note 2. Financing receivables above. At September 30, 2024, we had investments in four JVs accounted for as financing receivables that owned 31 properties in three states. In addition to owning the properties through our controlling interests in the JVs, generally, these leases provide one or more of the following: security deposits, property tax impounds, repair and maintenance escrows and other credit enhancements such as corporate or personal guarantees or letters of credit.

Mortgage loans. As part of our strategy of making investments in properties used in the provision of long-term health care services, we provided mortgage loan financing on such properties. At September 30, 2024, we had ten mortgage loans secured by 27 properties in five states with seven borrowers. In addition to a lien on the mortgaged properties, the loans are generally secured by non-real estate assets of the properties and contain certain other security provisions in the form of letters of credit and/or security deposits.

Notes receivable. Our notes receivable consist of mezzanine loans and working capital notes. Security for these notes can include all or a portion of the following credit enhancements: secured second mortgage, pledge of equity interests and personal/corporate guarantees.

The following table summarizes our financial instruments within the scope of ASC 326 by year of origination (dollar amounts in thousands):

		Year of origination (1)											At September 30, 2024
Investment Type:	2024		2023		2022		2021		2020		Prior		Total		Credit loss reserve
Financing receivables	$	163,460	$	121,418	$	76,626	$	—	$	—	$	—	$	361,504	$	3,615
Mortgage loans receivable	$	—	$	92,360	$	—	$	16,706	$	—	$	255,348	$	364,414	$	3,638
Mezzanine loans	$	—	$	17,000	$	25,000	$	—	$	—	$	—	$	42,000	$	420
Working Capital loans		50		—		—		2,045		1,095		2,983		6,173		62
Total Notes Receivable	$	50	$	17,000	$	25,000	$	2,045	$	1,095	$	2,983	$	48,173	$	482

(1) Excludes paid-off loans. Additional funding, if any, is included in the year of the origination of the initial loan.

We monitor the credit quality of our financial instruments through a variety of methods determined by the underlying collateral or other protective rights, operator’s payment history and other internal metrics. Our monitoring process includes periodic review of financial statements for each facility, scheduled property inspections and review of covenant compliance, industry conditions and current and future economic conditions. The future economic conditions are based on the economic data from the Federal Reserve and reasonable assumptions for the future economic trends.

In determining the “expected” credit loss reserves on these instruments, we utilize the probability of default and discounted cash flow methods. Further, we stress-test the results to reflect the impact of unknown adverse future events including recessions.

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Real Estate Investments (Tables)

9 Months Ended

Sep. 30, 2024

Real Estate Investments

Summary of investments in owned properties

The following table summarizes our investments in owned properties at September 30, 2024 (dollar amounts in thousands):

								Average
			Percentage		Number	Number of		Investment
	Gross		of		of	SNF	ALF	per
Type of Property	Investment		Investment		Properties (1)	Beds	Units	Bed/Unit
Assisted Living	$	732,120	54.5	%	73	—	4,341	$	168.65
Skilled Nursing		598,063	44.6	%	50	6,113	236	$	94.20
Other (2)		12,005	0.9	%	1	118	—		—
Total	$	1,342,188	100.0	%	124	6,231	4,577

(1) We own properties in 23 states that are leased to 23 different operators.

(2) Includes three parcels of land held-for-use, and one behavioral health care hospital.

Schedule of assisted living portfolio property

During 2023, Brookdale Senior Living Communities, Inc. (“Brookdale”) elected not to exercise its renewal option under a master lease that matured on December 31, 2023. The 35-property assisted living portfolio was apportioned as follows (dollar amounts in thousands):

		Type	Number		Number		First
Lease		of	of		of		Year		Lease
Commencement	State	Property	Properties		Units		Rent		Term
November 2023	OK	ALF	5	(1)	184	$	960		Three years
January 2024	CO, KS, OH, TX	ALF	17	(2)	738		9,325		Six years
January 2024	NC	ALF	5	(3)	210		3,300		Six years
			27		1,132	$	13,585
		Type	Number		Number
		of	of		of		Sales		Net
Year sold	State	Property	Properties		Units		Price		Proceeds (4)
2023	FL	ALF	4		176	$	18,750	$	14,310	(5)
2023	OK	ALF	1		37		800		769
2023	SC	ALF	3		128		8,409		8,153
			8		341	$	27,959	$	23,232
Total			35		1,473

(1) These communities were transitioned to an existing LTC operator. The new master lease includes a purchase option that can be exercised starting in November 2027 through October 2029 if the lessee exercises its four-year extension option. Rent increases to $984 in the second year, and $1,150 in the third year.

(2) These communities were re-leased to Brookdale under a new master lease. Rent escalates by approximately 2.0% annually. The new master lease includes a purchase option that can be exercised in 2029. We also agreed to fund $7,200 for capital expenditures for the first two years of the lease at an initial rate of 8.0% escalating by approximately 2.0% annually thereafter.

(3) These communities were transitioned to an operator new to us. Rent escalates by approximately 3.0% annually.

(4) Net of transaction costs and seller financing, if any.

(5) We provided seller financing collateralized by two of the Florida properties, with a total of 92 units. The $4,000 seller-financed mortgage loan has a two-year term, with a one-year extension, at an interest rate of 8.75%.

Summary of components of our rental income

The following table summarizes components of our rental income for the three and nine months ended September 30, 2024 and 2023 (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
Rental Income		2024			2023			2024			2023
Contractual cash rental income	$	29,215		$	29,065		$	89,142	(1)	$	87,204	(1)
Variable cash rental income		3,194			3,442			9,830			9,902
Straight-line rent		37	(2)		(747)	(2)		(561)	(2)		(1,635)	(2)
Adjustment of lease incentives and rental income		—			—			(321)	(3)		(26)	(4)
Amortization of lease incentives		(188)			(171)			(626)			(584)
Total	$	32,258		$	31,589		$	97,464		$	94,861

(1) Increased primarily due to $2,377 repayment of rent credit in connection with the sale of our interest in a consolidated joint venture (“JV), rental income from 2023 acquisitions and annual rent escalations and contractual rent increases, partially offset by property sales and transitioned portfolios.

(2) Straight-line rent income increased due to lease extensions and more leases accounted for on a straight-line basis.

(3) Represents a straight-line rent receivable write-off related to a lease converting to periodic fair market rent resets.

(4) Represents lease incentive balance write-offs related to lease terminations.

Summary of information about purchase options included in our lease agreements

Some of our lease agreements provide purchase options allowing the lessees to purchase the properties they currently lease from us. The following table summarizes information about purchase options included in our lease agreements (dollar amounts in thousands):

	Type	Number
	of	of		Gross		Net Book	Option
State	Property	Properties		Investments (1)		Value	Window
California	ALF/MC	2	$	38,895	$	32,072	2020-2029
Colorado/Kansas/Ohio/Texas	ALF/MC	17		63,576		29,928	2029	(2)
Florida	SNF	3		76,625		76,625	2025-2027
Georgia/South Carolina	ALF/MC	2		31,904		24,721	2027
North Carolina	ALF/MC	11		121,419		121,419	2025-2028	(3)
North Carolina	ALF	5		14,654		6,876	2029	(4)
North Carolina	ALF	4		41,000		41,000	2024-2028	(5)
North Carolina/ South Carolina	ALF/MC	13		122,460		122,460	2024-2028	(6)
Ohio	MC	1		16,161		13,158	2024-2025
Ohio	ILF/ALF/MC	1		54,782		51,877	2025-2027
Oklahoma	ALF/MC	5		11,221		4,170	2027-2029	(7)
Tennessee	SNF	2		5,275		2,157	2023-2024
Texas	SNF	4		52,726		49,332	2027-2029	(8)
Texas	MC	1		12,743		9,440	2026-2028	(9)
Total			$	663,441	$	585,235

(1) Gross investments include previously recorded impairment losses, if any.

(2) During 2023, we re-leased 17 ALFs with a total of 738 units to Brookdale under a new six-year master lease. The new master lease commenced in January 2024 and includes a purchase option that can be exercised in 2029. See above for more information.

(3) During 2023, we entered into a JV that purchased 11 ALFs and MCs with a total of 523 units and leased the communities under a 10-year master lease. The master lease provides the operator with the option to buy up to 50% of the properties at the beginning of the third lease year, and the remaining properties at the beginning of the fourth lease year through the end of the sixth lease year, with an exit Internal Rate of Return (“IRR”) of 9.0% on any portion of the properties being purchased. For more information regarding this transaction see Financing Receivables below.

(4) During 2023, we transferred five ALFs with a total of 210 units from Brookdale to an operator new to us. The new master lease commenced in January 2024 and includes a purchase option that can be exercised in 2029. See above for more information.

(5) During 2024, we entered into a joint venture agreement with ALG Senior Living (“ALG”) and obtained a 92.7% controlling interest in the $41,000 newly formed JV that owns four ALFs in North Carolina with a total of 217 units. The JV leased the communities back to an affiliate of the seller under a 10-year master lease agreement. The master lease includes a purchase option that can be exercised through 2028, with an exit IRR of 8.0%. For more information regarding this transaction see Financing Receivables below.

(6) During 2024, we entered into a joint venture agreement with ALG and obtained a 52.6% controlling interest in the $122,460 newly formed JV that owns 13 ALFs and MCs in North Carolina (12) and South Carolina (1) with a total of 523 units. The JV leased the communities back to an affiliate of the seller under a 10-year master lease agreement. The master lease includes a purchase option that can be exercised through 2028, with an exit IRR of 8.0%. For more information regarding this transaction see Financing Receivables below.

(7) During 2023, we transferred five ALFs in Oklahoma with a total of 184 units from Brookdale to an existing operator. The new master lease commenced in November 2023 and includes a purchase option that can be exercised starting in November 2027 through October 2029 if the lessee exercises its four-year extension option. See above for more information.

(8) During 2022, we purchased four skilled nursing centers and leased these properties under a 10-year lease with an existing operator. The lease allows the operator to elect either an earn-out payment or purchase option. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the earn-out see Note 9. Commitments and Contingencies.

(9) During 2024, we transferred this community to an operator new to us. The new master lease commenced in April 2024 and includes a purchase option that can be exercised in May 2026 through April 2028, if the lessee exercises its one-year extension option.

Schedule of impairment loss

The following table summarizes information regarding impairment losses recorded during the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

		Type	Number	Number
		of	of	of	Impairment
Year	State	Properties	Properties	Beds/Units	Loss
2024	n/a	n/a	—	—	$	—
2023	Florida	ALF	1	70	$	434	(1)
	Florida	ALF	1	60		7,522
	Mississippi	ALF	1	67		4,554	(2)
			3	197	$	12,510

(1) In conjunction with the ongoing negotiations to sell this community, we recorded a $434 impairment loss during the three months ended March 31, 2023, and a $1,222 impairment loss during the fourth quarter of 2022. This community was sold during the second quarter of 2023 for $4,850 and we recorded a net gain on sale of real estate of $64 as a result of this transaction.

(2) This community was sold during the fourth quarter of 2023 for $1,650 and we recorded a net loss on sale of real estate of $219 as a result of this transaction.

Schedule of properties held-for-sale

The following summarizes our held-for-sale properties as of September 30, 2024 and December 31, 2023 (dollar amounts in thousands):

		Type		Number	Number
		of		of	of			Gross		Accumulated
	State	Property		Properties	Beds/units			Investment		Depreciation
At September 30, 2024	CO	ALF	(1)	1	—	(1)	$	5,852	$	(1,794)
At December 31, 2023	WI	ALF	(2)	1	110		$	22,007	$	(3,616)

(1) Subsequent to September 30, 2024, this closed property was sold for $5,250.

(2) This community was sold during the three months ended March 31, 2024.

Summary of acquisitions

The following table summarizes our acquisitions for the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

		Cash					Non-						Number	Number
		Paid at		Assumed			Controlling	Transaction			Assets		of	of
Year	Type of Property	Acquisition		Liabilities			Interest	Costs			Acquired		Properties	Beds/Units
2024	OTH (1)	$	300	$	—	$	—	$	19	$	319		—	—
2023	ALF (2)		43,759		9,767		9,133		363		63,022	(3)	1	242

(1) We acquired a parcel of land in Kansas adjacent to an existing community operated by Brookdale. Rent was increased by 8.0% of our total cost of the investment.

(2) We entered into a $54,134 JV and contributed $45,000 into the JV that purchased an ILF/ALF/MC in Ohio. Under the JV agreement, the seller, our JV partner, has the option to purchase the campus between the third and fourth lease years for LTC’s allocation of the JV investment plus an IRR of 9.75%. The campus was leased to Encore Senior Living (“Encore”) under a 10-year term with an initial yield of 8.25% on LTC’s allocation of the JV investment. LTC committed to fund $2,100 of lease incentives under the Encore lease.

(3) Includes $8,585 tax abatement intangible included in the Prepaid expenses and other assets line item in our Consolidated Balance Sheets.

Summary of the carrying amount of intangible assets

The following is a summary of the carrying amount of intangible assets as of September 30, 2024 and December 31, 2023 (in thousands):

	September 30, 2024								December 31, 2023
					Accumulated								Accumulated
Assets		Cost			Amortization			Net		Cost			Amortization			Net
In-place leases	$	11,155	(1)	$	(6,650)	(2)	$	4,505	$	11,348	(1)	$	(6,109)	(2)	$	5,239
Tax abatement intangible	$	8,309	(3)	$	(924)	(3)	$	7,385	$	8,309	(3)	$	(405)	(3)	$	7,904

(1) Included in the Buildings and improvements line item in our Consolidated Balance Sheets.

(2) Included in the Accumulated depreciation and amortization line item in our Consolidated Balance Sheets.

(3) Included in the Prepaid expenses and other assets line item in our Consolidated Balance Sheets.

Schedule of developments and improvement projects

During the nine months ended September 30, 2024 and 2023, we invested in the following capital improvement projects (in thousands):

	Nine Months Ended September 30,
Type of Property	2024		2023
Assisted Living Communities	$	8,663	$	2,418
Skilled Nursing Centers		1,245		2,548
Other		—		87
Total	$	9,908	$	5,053

Schedule of property sold

The following table summarizes property sales during the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

		Type	Number	Number
		of	of	of		Sales			Carrying		Net
Year	State	Properties	Properties	Beds/Units		Price			Value		(Loss) Gain (1)
2024	Florida	ALF	1	60	$	4,500		$	4,579	$	(289)
	Texas	ALF	5	208		1,600			1,282		(390)
	Texas	ALF	2	—		500			389		—
	Texas	ALF	1	80		7,959	(2)		4,314		3,635
	Wisconsin	ALF	1	110		20,193	(3)		16,195		3,986
	n/a	n/a	—	—		—			—		(60)	(4)
Total (5)			10	458	$	34,752		$	26,759	$	6,882
2023	Florida	ALF	1	70	$	4,850		$	4,082	$	65
	Kentucky	ALF	1	60		11,000			10,720		57
	New Jersey	ALF	1	39		2,000			1,552		266
	New Mexico	SNF	2	235		21,250			5,523		15,287
	Nebraska	ALF	3	117		2,984			2,934		—
	Pennsylvania	ALF	2	130		11,128			6,054		4,870
Total			10	651	$	53,212		$	30,865	$	20,545

(

(1) Calculation of net gain includes cost of sales and write-off of straight-line receivable and lease incentives, when applicable.

(2) Additionally, as part of the negotiated sale, we received an additional $441 representing rental income through lease maturity in January 2025.

(3) Represents the price to sell our portion of interest in a JV, net of the JV partner’s $2,305 contributions in the joint venture.

(4) We recognized additional loss due to additional incurred costs related to properties sold during 2023.

(5) Subsequent to September 30, 2024, we sold a closed ALF located in Colorado for $5,250. At September 30, 2024, the community was classified as held-for-sale and had a gross book value of $5,852 and a net book value of $4,058.

Schedule of investments in financing receivables

The following tables provide information regarding our investments in financing receivables (dollar amounts in thousands):

									Type	Number	Number		Investment
Interest		Investment				Gross		LTC	of	of	of		per
Rate		Year	Maturity	State		Investments		Investment	Properties	Properties	Beds/Units		Bed/Unit
7.25%	(1)	2022	2032	FL	$	76,626	$	62,301	SNF	3	299	$	256.27
7.25%	(2)	2023	2033	NC		121,419		117,588	ALF/MC	11	523	$	232.16
7.25%	(3)	2024	2034	NC/SC		122,460		64,450	ALF/MC	13	523	$	234.15
7.25%	(4)	2024	2034	NC		41,000		37,985	ALF	4	217	$	188.94
					$	361,505	$	282,324		31	1,562

(1) During 2022, we entered into a JV with an operator new to us. The JV purchased three SNFs and leased the centers back to an affiliate of the seller under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option, exercisable at the beginning of the fourth year through the end of the fifth year.

(2) During 2023, we entered into a JV with ALG. The JV purchased 11 ALFs and MCs and leased these communities back to an affiliate of the seller under a 10-year master lease, with two five-year renewal options. The contractual initial cash yield of 7.25% increases to 7.5% in year three then escalates thereafter based on Consumer Price Index(“CPI”) subject to a floor of 2.0% and a ceiling of 4.0%. The JV provided the seller-lessee with a purchase option to buy up to 50% of the properties at the beginning of the third lease year and the remaining properties at the beginning of the fourth lease year through the end of the sixth lease year, with an exit IRR of 9.0%. During 2024, we deferred a total of $2,240 consolidated JV interest income from financing receivables for May through September 2024 and agreed to defer up to approximately $258 per month for October through December 2024 consolidated JV interest income from financing receivables.

(3) During the second quarter of 2024, we funded an additional $5,546 under a mortgage loan receivable due from an ALG affiliate secured by 13 ALFs and MCs located in North Carolina (12) and South Carolina (1). We then entered into a newly formed $122,460 JV with ALG, whereby we exchanged our $64,450 mortgage loan receivable for a 53% controlling interest in the JV. Concurrently, ALG contributed these properties to the joint venture for a 47% non-controlling interest. The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option exercisable through 2028, with an exit IRR of 8.0%.

(4) During the second quarter of 2024, we funded an additional $2,766 under a mortgage loan receivable due from an ALG affiliate secured by four ALFs located in North Carolina. We then entered into a newly formed $41,000 JV with ALG, whereby we exchanged $37,985 mortgage loan receivables for a 93% controlling interest in the JV. Concurrently, ALG contributed these properties and a parcel of land to the joint venture for a 7% non-controlling interest. The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option exercisable through 2028, with an exit IRR of 8.0%.

Summary of financing receivables activities

The following table summarizes our financing receivables activities for the nine months ended September 30, 2024 and 2023 (dollar amounts in thousands):

	Nine Months Ended September 30,
	2024			2023
Investment and funding under financing receivables	$	163,557	(1)	$	121,332	(2)
Amortization of capital costs		(65)			(65)
Provision for loan loss reserve		(1,635)	(1)		(1,213)	(2)
	$	161,857		$	120,054

(1) During 2024, we entered into two joint venture agreements with affiliates of ALG. We recorded an aggregate Provision for Credit losses of $1,635 equal to 1.0% of the investment balance. See above for more information.

(2) During 2023, we entered into a joint venture agreement with an affiliate of ALG. We recorded Provision for credit losses of $1,213 equal to 1.0% of the investment balance. See above for more information.

Summary of investments in mortgage loans secured by first mortgages

During 2024, we committed to fund a $26,120,000 mortgage loan for the construction of a 116-unit independent living, assisted living and memory care community in Illinois. The borrower contributed $12,300,000 of equity which will initially fund the construction. The loan term is approximately six years at a current rate of 9.0% and an IRR of 9.5%. The following table sets forth information regarding our investments in mortgage loans secured by first mortgages at September 30, 2024 (dollar amounts in thousands):

						Type	Percentage		Number of					Investment
			Gross			of	of					SNF	ALF	per
Interest Rate	Maturity	State	Investment			Property	Investment		Loans (1)	Properties (2)		Beds	Units	Bed/Unit
7.5%	2024	GA	$	51,111	(3)	ALF	14.0	%	1	1		—	203	$	251.78
8.8%	2025	FL		4,000		ALF	1.1	%	1	2		—	92	$	43.48
7.8%	2025	FL		16,706		ALF	4.7	%	1	1		—	112	$	149.16
7.3%	2025	NC		10,750		ALF	2.9	%	1	1		—	45	$	238.89
8.8% (4)	2026	MI		9,999		UDP	2.7	%	1	—	(4)	—	—	$	n/a
8.8%	2028	IL		16,500		SNF	4.5	%	1	1		150	—	$	110.00
10.8% (5)	2043	MI		180,973		SNF	49.7	%	1	14		1,749	—	$	103.47
9.9% (5)	2045	MI		39,850		SNF	10.9	%	1	4		480	—	$	83.02
10.3% (5)	2045	MI		19,700		SNF	5.4	%	1	2		201	—	$	98.01
10.5% (5)	2045	MI		14,825		SNF	4.1	%	1	1		146	—	$	101.54
Total			$	364,414			100.0	%	10	27		2,726	452	$	114.67

(1) Some loans contain certain guarantees and provide for certain facility fees.

(2) Our mortgage loans are secured by properties located in five states with seven borrowers.

(3) Subsequent to September 30, 2024, we received the payoff of this mortgage loan receivable.

(4) During the third quarter of 2023, we committed to fund a $19,500 mortgage loan for the construction of an 85-unit ALF and MC in Michigan. The borrower contributed $12,100 of equity, which initially funded the construction. In 2024, once all of the borrower’s equity was drawn, we began funding the commitment. Our remaining commitment is $9,500. The 8.75% interest-only loan matures in September 2026 and includes two, one-year extensions, each of which is contingent on certain coverage thresholds.

(5) Mortgage loans provide for 2.25% annual increases in the interest rate.

Schedule of mortgage loan activity

The following table summarizes our mortgage loan activity for the nine months ended September 30, 2024 and 2023 (in thousands):

	Nine Months Ended September 30,
	2024			2023
Originations and funding under mortgage loans receivable	$	19,078	(1)	$	83,383	(5)
Exchange of mortgage loans for controlling interests in joint ventures accounted for as financing receivables		(102,435)	(3)		—
Pay-offs received		(34,094)	(2)		—
Application of interest reserve		169			1,609
Scheduled principal payments received		(380)			(301)
Mortgage loan premium amortization		(4)			(5)
Recovery (provision) for loan loss reserve		1,176			(847)
Net (decrease) increase in mortgage loans receivable	$	(116,490)	(4)	$	83,839

(1) The following funding occurred:

(a) $9,999 under a $19,500 mortgage loan commitment for the construction of an 85-unit ALF and MC in Michigan. The borrower contributed $12,100 of equity upon origination in July 2023, which was used to initially fund the construction. Our remaining commitment is $9,500. The interest-only loan term is approximately three years at a rate of 8.75%, and includes two, one-year extensions, each of which is contingent on certain coverage thresholds;

(b) $5,546 of additional funding under a mortgage loan receivable agreement with an ALG affiliate secured by 13 ALFs and MCs in North Carolina (12) and South Carolina (1). During the three months ended June 30, 2024, we exchanged this $64,450 mortgage loan receivable for a controlling interest in a JV investment with an ALG affiliate. See Financing Receivables above for more information;

(c) $2,766 of additional funding under a mortgage loan receivable agreement with an ALG affiliate secured by four ALFs in North Carolina. During the three months ended June 30, 2024, we exchanged this $37,985 mortgage loan receivable for a controlling interest in a JV investment with an ALG affiliate. See Financing Receivables above for more information; and

(d) $767 of additional funding under various loans.

(2) We received the payoff of a $29,347 mortgage loan secured by a 189-bed SNF in Louisiana and a $2,013 mortgage loan secured by a parcel of land in Missouri. Additionally, we received a partial principal paydown of $2,734 related to the sale of a SNF securing the mortgage loan previously secured by 15-SNFs in Michigan.

(3) The following occurred:

(a) $64,450 mortgage loan receivable due from an ALG affiliate was exchanged for a controlling interest in a JV. See (1)(b) above for more information; and

(b) $37,985 mortgage loan receivable due from an ALG affiliate was exchanged for a controlling interest in a JV. See (1)(c) above for more information.

(4) Subsequent to September 30 2024, we received the payoff of a $51,111 mortgage loan receivable secured by a 203-unit ALF in Georgia.

(5) The following funding and originations occurred:

(a) $10,750 mortgage loan secured by a 45-unit MC located in North Carolina. The loan carries a two-year term with an interest-only rate of 7.25% and an IRR of 9.0%;

(b) $51,111 mortgage loan investment secured by a 203-unit ILF, ALF and MC located in Georgia. We acquired a participating interest owned by existing lenders for $42,251 in addition to converting our $7,461 mezzanine loan in the property into a participating interest in the mortgage loan. The mortgage loan matures in October 2024 and our investment is at an initial rate of 7.5% with an IRR of 7.75%. We recorded $1,380 of additional interest income in connection with the effective prepayment of the mezzanine loan in the first quarter of 2023. Subsequent to September 30, 2024, the $51,111 mortgage loan was paid off. See (4) above;

(c) $16,500 senior loan for the purchase of a 150-bed Medicare focused SNF in Illinois. The mortgage loan matures in June 2028 and our investment is at an interest rate of 8.75%; and

(d) $5,022 of additional funding under other mortgage loans receivable.

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Investment in Unconsolidated Joint Ventures (Tables)

9 Months Ended

Sep. 30, 2024

Investment in Unconsolidated Joint Ventures

Summary of the preferred equity investments

The following table provides information regarding these preferred equity investments (dollar amounts in thousands):

	Type	Type		Total		Contractual		Number
	of	of		Preferred		Cash		of		Carrying
State	Properties	Investment		Return		Portion		Beds/ Units		Value
Texas	SNF/ALF	Senior Loan	(1)	9.2	%	9.2	%	104	$	11,262	(1)
Washington	ALF/MC	Preferred Equity	(2)	12.0	%	7.0	%	95		6,340	(2)
Washington	ILF/ALF	Preferred Equity	(3)	14.0	%	8.0	%	267		13,000	(3)
Total								466	$	30,602

(1) We originated a $12,700 mortgage loan to a current operator secured by a SNF/ALF in Texas. The investment commitment amount includes $11,164, funded during the three months ended June 30, 2024, an interest reserve of $750 and a capital expenditure reserve of $786. In accordance with GAAP, this mortgage loan was determined to be an ADC loan and is accounted for as an unconsolidated JV. The campus has 104 beds (70 skilled nursing and 34 assisted living). The five-year mortgage loan is interest-only at a current rate of 9.15%.

(2) Our investment represents 15.5% of the total investment. The preferred equity investment earns an initial cash rate of 7% increasing to 9% in year four until the IRR is 8%. After achieving an 8% IRR, the cash rate drops to 8% with an IRR ranging between 12% to 14%, depending upon timing of redemption. We have the option to require the JV partner to purchase our preferred equity interest at any time between August 17, 2031 and December 31, 2036.

(3) Our investment represents 11.6% of the estimated total investment. The preferred equity investment earns an initial cash rate of 8% with an IRR of 14%. The JV partner has the option to buy out our investment at any time after August 31, 2023 at the IRR rate. Also, we have the option to require the JV partner to purchase our preferred equity interest at any time between August 31, 2027 and prior to the end of the first renewal term of the lease.

Summary of capital contributions, income recognized and cash interest received from investments in unconsolidated joint ventures

The following table summarizes our capital contributions, income recognized, and cash interest received related to our investments in unconsolidated joint ventures during the nine months ended September 30, 2024 and 2023 (in thousands):

	Type
	of		Income		Cash Income		Non-cash
Year	Properties		Recognized		Earned		Income Accrued
2024	SNF/ALF	$	589	$	589	$	—
	ALF/MC		359		359		—
	ILF/ALF (1)		791		—		791
Total		$	1,739	$	948	$	791
			`
2023	ALF/MC	$	337	$	—	$	337
	UDP (1)		790		—		790
Total		$	1,127	$	—	$	1,127

(1) The JV developed and owns a 267-unit ILF and ALF in Washington. The development project was completed during the fourth quarter of 2023.

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Notes Receivable (Tables)

9 Months Ended

Sep. 30, 2024

Notes Receivable.

Summary of investments in notes receivable

Notes receivable consist of mezzanine loans and working capital loans. The following table summarizes our investments in notes receivable at September 30, 2024 (dollar amounts in thousands):

Interest				Type of	Gross				Type of
Rate	IRR		Maturity	Loan	Investment			# of loans	Property
8.3%	—		2025	Working capital	$	50		1	ALF
9.0%	—		2026	Working capital		290		1	ALF
8.0%	11.0	%	2027	Mezzanine		25,000		1	ALF
0.0%	—		2028	Working capital		1,545		1	SNF
8.8%	12.0	%	2028	Mezzanine		17,000		1	ALF
6.5%	—		2030	Working capital		138		2	SNF
7.4%	—		2030	Working capital		500		1	ALF
7.4%	—		2030	Working capital		957		1	ALF
0.0%	—		2031	Working capital		2,693		1	ALF
					$	48,173	(1)	10

(1) Excludes the impact of credit loss reserve.

Summary of mezzanine loans and other loan arrangements

The following table is a summary of our notes receivable components as of September 30, 2024 and December 31, 2023 (in thousands):

	At September 30, 2024		At December 31, 2023
Mezzanine loans	$	42,000	$	42,000
Working capital loans		6,173		19,101
Notes receivable credit loss reserve		(482)		(611)
Total	$	47,691	$	60,490

Summary of notes receivable activity

The following table summarizes our notes receivable activity for the nine months ended September 30, 2024 and 2023 (in thousands):

	Nine Months Ended September 30,
		2024			2023
Advances under notes receivable	$	340		$	19,258
Principal payments received under notes receivable		(13,268)	(1)		(14,537)	(2)
Recovery of credit losses		129			(48)
Net (decrease) increase in notes receivable	$	(12,799)		$	4,673

(1) During 2024, we received $11,986 towards the paydown of a $13,531 working capital note. The remaining $1,545 balance of the working capital note is interest free and will be repaid in installments through 2028. Additionally, we received an aggregate $1,282 related to the payoff of two working capital notes.

(2) During 2023, we received $4,545, which includes a prepayment fee and the exit IRR totaling $190 from a mezzanine loan prepayment. The mezzanine loan was on a 136-unit ILF in Oregon. Additionally, another $7,461 mezzanine loan was effectively prepaid through converting it as part of our $51,111 investment in a participating interest in an existing mortgage loan that is secured by a 203-unit ALF, ILF and MC located in Georgia. We recorded $1,380 of interest income in connection with the effective prepayment of the mezzanine loan. Subsequent to September 30, 2024, the $51,111 mortgage loan was paid off.

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Lease Incentives (Tables)

9 Months Ended

Sep. 30, 2024

Lease Incentives

Summary of non-contingent lease incentive activity

Our non-contingent lease incentive balances at September 30, 2024 and December 31, 2023 were $3,584,000 and $2,607,000, respectively. The following table summarizes our lease incentives activity for the nine months ended September 30, 2024 and 2023 (in thousands):

	Nine Months Ended September 30,
		2024			2023
Lease incentives funded	$	1,794		$	1,023
Amortization of lease incentives		(626)			(584)
Adjustment for collectability of lease incentives		—			(26)	(2)
Other adjustments		(191)	(1)		(9)	(1)
Net increase in non-contingent lease incentives	$	977		$	404

(1) Represents lease incentive balances written-off due to property sales.

(2) Represents uncollectible lease incentive balances written-off.

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Credit Loss Reserve (Tables)

9 Months Ended

Sep. 30, 2024

Credit Loss Reserve

Summary of financial instruments within the scope of ASC 326

The following table summarizes our financial instruments within the scope of ASC 326 by year of origination (dollar amounts in thousands):

		Year of origination (1)											At September 30, 2024
Investment Type:	2024		2023		2022		2021		2020		Prior		Total		Credit loss reserve
Financing receivables	$	163,460	$	121,418	$	76,626	$	—	$	—	$	—	$	361,504	$	3,615
Mortgage loans receivable	$	—	$	92,360	$	—	$	16,706	$	—	$	255,348	$	364,414	$	3,638
Mezzanine loans	$	—	$	17,000	$	25,000	$	—	$	—	$	—	$	42,000	$	420
Working Capital loans		50		—		—		2,045		1,095		2,983		6,173		62
Total Notes Receivable	$	50	$	17,000	$	25,000	$	2,045	$	1,095	$	2,983	$	48,173	$	482

(1) Excludes paid-off loans. Additional funding, if any, is included in the year of the origination of the initial loan.

Summary of expected credit losses

The expected credit losses related to our financial instruments that are within the scope of ASC 326 are as follows (in thousands):

	Balance			Recovery	due to		Balance
	at			due to	Originations/		at
Description	12/31/2023			payoffs	additional funding		9/30/2024
Credit Loss Reserve- Financing Receivables	$	1,980	$	—	$	1,635	$	3,615
Credit Loss Reserve- Mortgage Loans Receivable		4,814		(1,369)		193		3,638
Credit Loss Reserve-Notes Receivable		611		(132)		3		482

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Debt Obligations (Tables)

9 Months Ended

Sep. 30, 2024

Debt Obligations

Schedule of interest rate swaps

Information regarding our interest rate swaps measured at fair value, which are classified as Level 2 of the fair value hierarchy is presented below (dollar amounts in thousands):

						Notional	Fair Value at
Date Entered	Maturity Date	Swap Rate		Rate Index		Amount		September 30, 2024		December 31, 2023
November 2021	November 19, 2025	2.62	%	1-month SOFR	$	50,000	$	1,448	$	2,698
November 2021	November 19, 2026	2.76	%	1-month SOFR		50,000		2,191		3,412
					$	100,000	$	3,639	$	6,110

Schedule of Debt Obligations

The following table sets forth information regarding debt obligations by component as of September 30, 2024 and December 31, 2023 (dollar amounts in thousands):

		At September 30, 2024				At December 31, 2023
	Applicable			Available				Available
	Interest	Outstanding		for		Outstanding		for
Debt Obligations	Rate (1)	Balance		Borrowing		Balance		Borrowing
Revolving line of credit (2)	6.17%	$	240,150	$	184,850	$	302,250	$	97,750
Term loans, net of debt issue costs	2.69%		99,771		—		99,658		—
Senior unsecured notes, net of debt issue costs	4.15%		445,402		—		489,409		—
Total	4.58%	$	785,323	$	184,850	$	891,317	$	97,750

(1) Represents weighted average of interest rate as of September 30, 2024.

(2) Subsequent to September 30, 2024, we repaid $93,800 under our unsecured revolving line of credit. Accordingly, we have $146,350 outstanding and $278,650 available for borrowing under our unsecured revolving line of credit.

Schedule of borrowings and repayments

During the nine months ended September 30, 2024 and 2023, our debt borrowings and repayments were as follows (in thousands):

	Nine Months Ended September 30,
	2024					2023
Debt Obligations		Borrowings		Repayments		Borrowings		Repayments
Revolving line of credit	$	19,200	$	(81,300)	(1)	$	274,450	$	(42,200)
Term loans		—		—			—		—
Senior unsecured notes		—		(44,160)			—		(44,160)
Total	$	19,200	$	(125,460)		$	274,450	$	(86,360)

(1) Subsequent to September 30, 2024, we repaid $93,800 under our unsecured revolving line of credit. Accordingly, we have $146,350 outstanding and $278,650 available for borrowing under our unsecured revolving line of credit.

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Equity (Tables)

9 Months Ended

Sep. 30, 2024

Equity

Schedule of consolidated VIEs

As of September 30, 2024, we have the following consolidated VIEs (in thousands):

					Gross
Investment		Property			Consolidated		Non-Controlling
Year	Purpose	Type	State		Assets (1)		Interests
2024	Owned real estate	ALF/MC	NC/SC	$	122,460	$	58,010
2024	Owned real estate	ALF	NC		41,000		3,015
2023	Owned real estate	ILF/ALF/MC	OH		54,782		9,134
2023	Owned real estate	ALF/MC	NC		121,419		3,831
2022	Owned real estate	SNF	FL		76,625		14,325
2018	Owned real estate	ILF	OR		14,650		2,907
2018	Owned real estate and development	ALF/MC	OR		18,452		1,156
2017	Owned real estate	ALF/MC	SC		11,680		1,240
Total				$	461,068	$	93,618

(1) Includes the total real estate investments and excludes intangible assets.

Schedule of cash dividends declared and paid

We declared and paid the following cash dividends (in thousands):

	Nine Months Ended September 30,
	2024				2023
	Declared		Paid		Declared		Paid
Common Stock (1)	$	74,684	$	74,684	$	70,767	$	70,767

(1) Represents $0.19 per share per month for the nine months ended September 30, 2024 and 2023.

Schedule of restricted stock activity

	Nine Months Ended September 30,
	2024		2023
Outstanding, January 1		258,620		229,236
Granted		175,431		146,020
Vested		(132,842)		(115,551)
Cancelled		—		(1,085)
Outstanding, September 30		301,209		258,620

Schedule of restricted stock granted

	No. of	Price per
Year	Shares/Units	Share		Reward Type	Vesting Period
2024	159,536	$	30.72	Restricted stock	ratably over 3 years
	69,610	$	31.84	Performance-based stock units	TSR targets (1)
	62,914	$	31.84	Performance-based stock units	TSR targets (2)
	15,895	$	34.60	Restricted stock	(3)
	307,955
2023	127,960	$	37.16	Restricted stock	ratably over 3 years
	86,867	$	37.16	Performance-based stock units	TSR targets (4)
	15,060	$	31.54	Restricted stock	May 24, 2024
	3,000	$	35.45	Restricted stock	July 25, 2024
	232,887

(1) Vesting is based on achieving certain total shareholder return (“TSR”) targets in 3 years.

(2) Vesting is based on achieving certain TSR targets relative to the TSR of a predefined peer group in 3 years.

(3) Vesting date is the earlier of the one-year anniversary of the award date and the date of the next annual meeting of the stockholders of LTC following the award date.

(4) Vesting is based on achieving certain total shareholder return (“TSR”) targets in 4 years with acceleration opportunity in 3 years.

Schedule of restricted common stock and performance-based stock unit scheduled to vest and remaining compensation expense

At September 30, 2024, the remaining compensation expense to be recognized related to the future service period of unvested outstanding restricted common stock and performance-based stock units are as follows (in thousands):

	Remaining
	Compensation
Vesting Date	Expense
October - December 2024	$	2,260
2025		6,450
2026		3,385
2027		369
Total	$	12,464

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Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2024

Commitments and Contingencies

Schedule of commitments

At September 30, 2024, we had commitments as follows (in thousands):

						Total
	Investment			2024		Commitment		Remaining
	Commitment			Funding		Funded		Commitment
Real estate properties (Note 2. Real Estate Investments)	$	15,920	(1)	$	7,862	$	8,814	$	7,106
Accrued incentives and earn-out liabilities (Note 5. Lease Incentives)		6,625	(2)		587		2,045		4,580
Mortgage loans (Note 2. Real Estate Investments)		63,620	(3)		9,999		11,999		51,621
Joint venture investments (Note 3. Investments in Unconsolidated Joint Ventures)		1,536	(4)		98		98		1,438
Notes receivable (Note 4. Notes Receivable)		940	(5)		50		50		890
Total	$	88,641		$	18,596	$	23,006	$	65,635

(1) Represents commitments to purchase land and improvements, if applicable, and to develop, re-develop, renovate or expand seniors housing and skilled nursing properties.

(2) Includes an earn-out payment of up to $3,000 to an operator under a master lease on four SNFs in Texas which were acquired during 2022. The master lease allows either an earn-out payment up to $3,000 or a purchase option. The earn-out payment is available, contingent on achieving certain thresholds per the lease, beginning in April 2024 through March 2027. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the purchase option see Note 2. Real Estate Investments.

(3) Represents $45,620 related to construction loans and $18,000 of commitments which are contingent upon the borrower achieving certain coverage ratios.

(4) Represents an interest reserve of $750 and capital expenditure reserve of $786 related to a mortgage loan secured by a SNF and ALF in Texas. The loan is accounted for as an unconsolidated JV in accordance with GAAP. For more information regarding this loan see Note 3. Investment in Unconsolidated Joint Ventures.

(5) Represents working capital loan commitments.

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Major Operators (Tables)

9 Months Ended

Sep. 30, 2024

Major Operators

Schedule of concentration of risk by major operators

We have one operator that represents 10% or more of our combined rental revenue and interest income from mortgage loans. The following table sets forth information regarding our major operator as of September 30, 2024:

	Number of		Number of		Percentage of
			SNF	ALF	Total		Total
Operator	SNF	ALF	Beds	Units	Revenues		Assets (1)
Prestige Healthcare (2)	23	—	2,694	93	15.4	%	14.0	%

(1) Represents the net carrying value of the mortgage loans and properties we own divided by the Total assets on the Consolidated Balance Sheets.

(2) The majority of the revenue derived from this operator relates to interest income from mortgage loans.

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Earnings per Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings per Share

Schedule of basic and diluted net income per share

The following table sets forth the computation of basic and diluted net income per share (in thousands, except per share amounts):

	Three Months Ended					Nine Months Ended
	September 30,					September 30,
	2024			2023		2024			2023
Net income	$	30,862		$	22,627	$	75,289		$	62,792
Less income allocated to non-controlling interests		(1,496)			(430)		(2,332)			(1,287)
Less income allocated to participating securities:
Non-forfeitable dividends on participating securities		(173)			(147)		(511)			(440)
Income allocated to participating securities		(28)	(1)		—		—	(1)		—
Total net income allocated to participating securities		(201)			(147)		(511)			(440)
Net income available to common stockholders		29,165			22,050		72,446			61,065
Effect of dilutive securities:
Participating securities (2)		—			—		—			—
Net income for diluted net income per share	$	29,165		$	22,050	$	72,446		$	61,065
Shares for basic net income per share		43,868			41,153		43,313			41,127
Effect of dilutive securities:
Stock options (2)		—			—		—			—
Performance-based stock units		526			58		526			58
Participating securities (2)		—			—		—			—
Total effect of dilutive securities		526			58		526			58
Shares for diluted net income per share		44,394			41,211		43,839			41,185
Basic net income per share	$	0.66		$	0.54	$	1.67		$	1.48
Diluted net income per share	$	0.66		$	0.54	$	1.65		$	1.48

(1) The computation of the net income per share for the three and nine months ended September 30, 2024 and 2023 are made independently. Therefore, the sum of the quarters may not agree with the amounts for the year-to-date periods.

(2) For the three and nine months ended September 30, 2024 and 2023, the participating securities and stock options were excluded from the computation of diluted net income per share as such inclusion would be anti-dilutive.

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Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Measurements

Schedule of carrying value and fair value of the entity's financial instruments

The carrying value and estimated fair value of our financial instruments as of September 30, 2024 and December 31, 2023 were as follows (in thousands):

	At September 30, 2024					At December 31, 2023
	Carrying		Fair			Carrying		Fair
	Value		Value			Value		Value
Financing receivables, net of credit loss reserve	$	357,889	$	363,900	(1)	$	196,032	$	199,199	(1)
Mortgage loans receivable, net of credit loss reserve		360,776		422,180	(2)		477,266		554,993	(2)
Notes receivable, net of credit loss reserve		47,691		53,923	(3)		60,490		67,877	(3)
Revolving line of credit		240,150		240,150	(4)		302,250		302,250	(4)
Term loans, net of debt issue costs		99,771		100,000	(4)		99,658		100,000	(4)
Senior unsecured notes, net of debt issue costs		445,402		417,267	(5)		489,409		439,865	(5)

(1) Our investment in financing receivables is classified as Level 3. The fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate used to value our future cash inflows of the financing receivables at September 30, 2024 and December 31, 2023 was 7.3% and 7.6%, respectively.

(2) Our investment in mortgage loans receivable is classified as Level 3. The fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate is determined using our assumption on market conditions adjusted for market and credit risk and current returns on our investments. The discount rate used to value our future cash inflows of the mortgage loans receivable at September 30, 2024 and December 31, 2023 was 9.8% and 9.2%, respectively.

(3) Our investments in notes receivable are classified as Level 3. The discount rate is determined using our assumption on market conditions adjusted for market and credit risk and current returns on our investments. The discount rate used to value our future cash flows of the notes receivable at September 30, 2024 and December 31, 2023 was 7.6% and 6.9%, respectively.

(4) Our revolving line of credit and term loans bear interest at a variable interest rate. The estimated fair value of our revolving line of credit and term loans approximated their carrying values at September 30, 2024 and December 31, 2023 upon prevailing market interest rates for similar debt arrangements.

(5) Our obligation under our senior unsecured notes is classified as Level 3 and thus the fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate is measured based upon management’s estimates of rates currently prevailing for comparable loans available to us, and instruments of comparable maturities. At September 30, 2024, the discount rate used to value our future cash outflow of our senior unsecured notes was 5.5% for those maturing before year 2030 and 5.75% for those maturing at or beyond year 2030. At December 31, 2023, the discount rate used to value our future cash outflow of our senior unsecured notes was 6.5% for those maturing before year 2030 and 6.75% for those maturing at or beyond year 2030.

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General (Details)	9 Months Ended
	Sep. 30, 2024 segment
General
Number of operating segments	1

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Real Estate Investments - Owned Properties (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($) property item state $ / item
Real Estate [Line Items]
Gross Investment | $	$ 1,342,188
Percentage of Investment	100.00%
Number of properties | property	124
Number of beds/units	466
Number of states | state	23
Number of operators	23
SNF Beds
Real Estate [Line Items]
Number of beds/units	6,231
ALF Units
Real Estate [Line Items]
Number of beds/units	4,577
ALF
Real Estate [Line Items]
Gross Investment | $	$ 732,120
Percentage of Investment	54.50%
Number of properties | property	73
Average Investment per Bed/Unit | $ / item	168.65
ALF | ALF Units
Real Estate [Line Items]
Number of beds/units	4,341
SNF
Real Estate [Line Items]
Gross Investment | $	$ 598,063
Percentage of Investment	44.60%
Number of properties | property	50
Average Investment per Bed/Unit | $ / item	94.20
SNF | SNF Beds
Real Estate [Line Items]
Number of beds/units	6,113
SNF | ALF Units
Real Estate [Line Items]
Number of beds/units	236
Other
Real Estate [Line Items]
Gross Investment | $	$ 12,005
Percentage of Investment	0.90%
Number of properties | property	1
Number of parcels of land	3
Other | SNF Beds
Real Estate [Line Items]
Number of beds/units	118
Hospital
Real Estate [Line Items]
Number of properties | property	1

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Real Estate Investment - Details (Details)	1 Months Ended		3 Months Ended				9 Months Ended		12 Months Ended
	Jan. 31, 2024 USD ($)	Nov. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) property item	Jun. 30, 2024 USD ($)	Mar. 31, 2024 item Center	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) lease Center property item	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) item property
Real Estate [Line Items]
Number of properties | property			124				124
Number of beds/units | item			466				466
Gross Investment			$ 1,342,188,000				$ 1,342,188,000
Lease renewal term		4 years
Write-off of straight-line rent and lease incentives balances			$ 0			$ 0	321,000	$ 26,000
Income and Expenses, Lessor [Abstract]
Adjustment of lease incentives and rental income							$ (321,000)	$ (26,000)
SNF
Real Estate [Line Items]
Number of properties | property			50				50
Gross Investment			$ 598,063,000				$ 598,063,000
ALF
Real Estate [Line Items]
Number of properties | property			73				73
Gross Investment			$ 732,120,000				$ 732,120,000
Mortgage Loans
Real Estate [Line Items]
Number of properties | property			27				27
Gross Investment			$ 364,414,000				$ 364,414,000
Mortgage Loans | SNF
Real Estate [Line Items]
Interest rate (as a percent)							2.25%
Mortgage Loans | Mortgage Loans With 8.75 Interest | ALF
Real Estate [Line Items]
Loan Term						1 year
Interest rate (as a percent)						8.75%
Master lease agreement
Real Estate [Line Items]
Specified annual increase over the prior year's rent (as a percent)				3.30%
2024				$ 9,000,000
2025				9,500,000
2026				$ 10,000,000
Number of operating lease renewals | lease							2
Lease renewal term				5 years
Master lease agreement | Working capital loans
Real Estate [Line Items]
Gross Investment			$ 13,531,000				$ 13,531,000
Master lease agreement | Texas | SNF
Real Estate [Line Items]
Number of beds/units | item					1,444
Skilled nursing center purchased | Center					11
Additional term of lessor's operating lease renewal					7 months
Annual Rent				$ 8,000,000
New master lease agreement
Real Estate [Line Items]
Number of properties | property									35
Number of beds/units | item			666				666		1,473
Rental income to be received in first year									$ 13,585,000
Specified annual increase over the prior year's rent (as a percent)							2.50%
Number of properties sold | property									8
Number of beds or units in property sold | item									341
Amount of real estate property sold									$ 27,959,000
Proceeds from Sale of Real Estate									23,232,000
Gross Investment			$ 13,531,000				$ 13,531,000
Skilled nursing center purchased | Center							4
Contractual annual cash rent							$ 8,004,000
Repayment on working capital							$ 11,986,000
New master lease agreement | Mortgage Loans | Mortgage Loans With 8.75 Interest | ALF
Real Estate [Line Items]
Gross Investment									$ 4,000,000
Loan Term									2 years
Loan extension term									1 year
Interest rate (as a percent)									8.75%
New master lease agreement | Texas
Real Estate [Line Items]
Skilled nursing center purchased | Center							3
New master lease agreement | Oklahoma | ALF
Real Estate [Line Items]
Lease term									3 years
Rental income to be received in first year									$ 960,000
Rental income to be received in second year		$ 984,000
Rental income to be received in third year		$ 1,150,000
Number of properties sold | property									1
Number of beds or units in property sold | item									37
Amount of real estate property sold									$ 800,000
Proceeds from Sale of Real Estate									$ 769,000
New master lease agreement | North Carolina | ALF
Real Estate [Line Items]
Lease term									6 years
Rental income to be received in first year									$ 3,300,000
Specified annual increase over the prior year's rent (as a percent)	3.00%
New master lease agreement | Florida | ALF
Real Estate [Line Items]
Number of properties sold | property									4
Number of beds or units in property sold | item									176
Amount of real estate property sold									$ 18,750,000
Proceeds from Sale of Real Estate									$ 14,310,000
New master lease agreement | Florida | Mortgage Loans | ALF
Real Estate [Line Items]
Number of properties provided for collateral to seller financing | property									2,000
Number of units included in properties provided for collateral to seller financing | item									92
New master lease agreement | South Carolina | ALF
Real Estate [Line Items]
Number of properties sold | property									3
Number of beds or units in property sold | item									128
Amount of real estate property sold									$ 8,409,000
Proceeds from Sale of Real Estate									$ 8,153,000
New master lease agreement | Wisconsin
Real Estate [Line Items]
Skilled nursing center purchased | Center							1
Brookdale Senior Living | New master lease agreement | ALF
Real Estate [Line Items]
Number of properties | property									35
Fund for capital expenditures	$ 7,200,000
Tenure for funding capital expenditure	2 years
Initial rate for capital expenditure by lessor (as a percent)	8.00%
Annual increase in rate for capital expenditure by lessor (as a percent)	2.00%

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Real Estate Investments - Assisted Living Portfolio Property (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($) property item	Sep. 30, 2024 item property
Real Estate Properties [Line Items]
Number of Properties | property		124
Number of beds/units | item		466
New master lease agreement
Real Estate Properties [Line Items]
Number of Properties | property	27
Number of Units | item	1,132
First Year Rent | $	$ 13,585
Number of properties sold | property	8
Number of beds or units in property sold | item	341
Sales Price | $	$ 27,959
Net Proceeds | $	$ 23,232
Number of Properties | property	35
Number of beds/units | item	1,473	666
ALF
Real Estate Properties [Line Items]
Number of Properties | property		73
ALF | New master lease agreement | Oklahoma
Real Estate Properties [Line Items]
Number of Properties | property	5
Number of Units | item	184
First Year Rent | $	$ 960
Lease term	3 years
Number of properties sold | property	1
Number of beds or units in property sold | item	37
Sales Price | $	$ 800
Net Proceeds | $	$ 769
ALF | New master lease agreement | Colorado, Kansas, Ohio and Texas
Real Estate Properties [Line Items]
Number of Properties | property	17
Number of Units | item	738
First Year Rent | $	$ 9,325
Lease term	6 years
ALF | New master lease agreement | North Carolina
Real Estate Properties [Line Items]
Number of Properties | property	5
Number of Units | item	210
First Year Rent | $	$ 3,300
Lease term	6 years
ALF | New master lease agreement | Florida
Real Estate Properties [Line Items]
Number of properties sold | property	4
Number of beds or units in property sold | item	176
Sales Price | $	$ 18,750
Net Proceeds | $	$ 14,310
ALF | New master lease agreement | South Carolina
Real Estate Properties [Line Items]
Number of properties sold | property	3
Number of beds or units in property sold | item	128
Sales Price | $	$ 8,409
Net Proceeds | $	$ 8,153
ALF | New master lease agreement | Brookdale Senior Living
Real Estate Properties [Line Items]
Number of Properties | property	35

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Real Estate Investments - Components of Rental Income (Details) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024 USD ($) item	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) item	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Income and Expenses, Lessor [Abstract]
Contractual cash rental income	$ 29,215	$ 29,065	$ 89,142	$ 87,204
Variable cash rental income	3,194	3,442	9,830	9,902
Straight-line rent	37	(747)	(561)	(1,635)
Adjustment of lease incentives and rental income			(321)	(26)
Amortization of lease incentives	(188)	(171)	(626)	(584)
Total Rental Income	$ 32,258	$ 31,589	$ 97,464	$ 94,861
Repayment of rent credit					$ 2,377
Number of units | item	466		466

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Real Estate Investments - Purchase Options (Details) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2024 USD ($) item property	Dec. 31, 2023 USD ($) property item	Dec. 31, 2022 item
Real estate investments
Number of Properties | property	124
Gross Investment	$ 1,342,188
Net Book Value	$ 942,314	$ 987,965
Number of units | item	466
Purchase Option in Lease Arrangements
Real estate investments
Gross Investment	$ 663,441
Net Book Value	$ 585,235
Financing receivables
Real estate investments
Number of Properties | property	31
Gross Investment	$ 361,505
ALF
Real estate investments
Number of Properties | property	73
Gross Investment	$ 732,120
Number of properties acquired | property		1
ALF | Purchase Option in Lease Arrangements | Colorado/Kansas/Ohio/Texas | Brookdale Senior Living
Real estate investments
Number of Properties | property		17
Number of units | item		738
Lease term		6 years
ALF | Purchase Option in Lease Arrangements | North Carolina
Real estate investments
Number of Properties | property	5	5
Gross Investment	$ 14,654
Net Book Value	$ 6,876
Number of units | item		210
ALF | Purchase Option in Lease Arrangements | Oklahoma
Real estate investments
Number of ALF transferred to existing operator | property		5
Number of units | item		184
Lease term, extension period		4 years
ALF (Option window 2024- 2028) | Purchase Option in Lease Arrangements | North Carolina
Real estate investments
Number of Properties | property	4
Gross Investment	$ 41,000
Net Book Value	$ 41,000
Controlling interest obtained from JV (%)	92.70%
Number of units | item	217
Lease term	10 years
Percentage of cash return	8.00%
MC | Purchase Option in Lease Arrangements | Ohio
Real estate investments
Number of Properties | property	1
Gross Investment	$ 16,161
Net Book Value	$ 13,158
MC | Purchase Option in Lease Arrangements | Texas
Real estate investments
Number of Properties | property	1
Gross Investment	$ 12,743
Net Book Value	$ 9,440
Lease term, extension period	1 year
ALF & MC | Purchase Option in Lease Arrangements | California
Real estate investments
Number of Properties | property	2
Gross Investment	$ 38,895
Net Book Value	$ 32,072
ALF & MC | Purchase Option in Lease Arrangements | Colorado/Kansas/Ohio/Texas
Real estate investments
Number of Properties | property	17
Gross Investment	$ 63,576
Net Book Value	$ 29,928
ALF & MC | Purchase Option in Lease Arrangements | Georgia/South Carolina
Real estate investments
Number of Properties | property	2
Gross Investment	$ 31,904
Net Book Value	$ 24,721
ALF & MC | Purchase Option in Lease Arrangements | North Carolina
Real estate investments
Number of Properties | property	12
Number of units | item		523
Lease term		10 years
Number of assisted living and memory care communities | item		11
Maximum percentage of purchase option to buy properties		50.00%
Percentage of cash return		9.00%
ALF & MC | Purchase Option in Lease Arrangements | North Carolina/ South Carolina
Real estate investments
Number of Properties | property	13
Gross Investment	$ 122,460
Net Book Value	$ 122,460
Controlling interest obtained from JV (%)	52.60%
Number of units | item	523
Lease term	10 years
Percentage of cash return	8.00%
ALF & MC | Purchase Option in Lease Arrangements | Oklahoma
Real estate investments
Number of Properties | property	5
Gross Investment	$ 11,221
Net Book Value	$ 4,170
ALF & MC | Purchase Option in Lease Arrangements | South Carolina
Real estate investments
Number of Properties | property	1
ALF & MC | 7.25% (2033 Maturity Year) | North Carolina
Real estate investments
Number of Properties | property		11
Gross Investment		$ 121,419
Lease term		10 years
Maximum percentage of purchase option to buy properties		50.00%
Percentage of cash return		9.00%
ALF & MC | 7.25% (2033 Maturity Year) | Purchase Option in Lease Arrangements | North Carolina
Real estate investments
Number of Properties | property	11
Gross Investment	$ 121,419
Net Book Value	$ 121,419
SNF
Real estate investments
Number of Properties | property	50
Gross Investment	$ 598,063
SNF | Purchase Option in Lease Arrangements | Florida
Real estate investments
Number of Properties | property	3
Gross Investment	$ 76,625
Net Book Value	$ 76,625
SNF | Purchase Option in Lease Arrangements | Tennessee
Real estate investments
Number of Properties | property	2
Gross Investment	$ 5,275
Net Book Value	$ 2,157
SNF | Purchase Option in Lease Arrangements | Texas
Real estate investments
Number of Properties | property	4
Gross Investment	$ 52,726
Net Book Value	$ 49,332
Number of properties acquired | item			4
Lease term			10 years
ALF/ILF/MC | Ohio | Encore Senior Living
Real estate investments
Lease term		10 years
ALF/ILF/MC | Purchase Option in Lease Arrangements | Ohio
Real estate investments
Number of Properties | property	1
Gross Investment	$ 54,782
Net Book Value	$ 51,877

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Real Estate Investments - Impairment Loss (Details)	3 Months Ended						9 Months Ended		12 Months Ended
	Sep. 30, 2024 USD ($)	Dec. 31, 2023 USD ($) item property	Sep. 30, 2023 USD ($)	Jun. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) item property
Real Estate Properties [Line Items]
Impairment loss								$ 12,510,000
Net gain (loss)	$ 3,663,000		$ 4,870,000				$ 6,882,000	20,545,000
Properties sold
Real Estate Properties [Line Items]
Sales price							34,752,000		$ 53,212,000
Net gain (loss)	3,663,000		4,870,000				6,882,000	20,545,000
ALF
Real Estate Properties [Line Items]
Number of properties | property		3							3
Number of Beds/Units | item		197							197
Impairment loss	$ 0		$ 0				0	$ 12,510,000	$ 12,510,000
ALF | Florida
Real Estate Properties [Line Items]
Impairment loss					$ 434,000	$ 1,222,000
Sales price				$ 4,850,000
Net gain (loss)				$ 64,000
ALF | Florida 1
Real Estate Properties [Line Items]
Number of properties | property		1							1
Number of Beds/Units | item		70							70
Impairment loss									$ 434,000
ALF | Florida 2
Real Estate Properties [Line Items]
Number of properties | property		1							1
Number of Beds/Units | item		60							60
Impairment loss									$ 7,522,000
ALF | Mississippi
Real Estate Properties [Line Items]
Number of properties | property		1							1
Number of Beds/Units | item		67							67
Impairment loss									$ 4,554,000
Sales price		$ 1,650,000
Net gain (loss)		$ 219,000
ALF | Properties sold | Florida
Real Estate Properties [Line Items]
Sales price							$ 4,500,000		$ 4,850,000

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Real Estate Investments - Properties Held-For-Sale (Details) $ in Thousands	Oct. 01, 2024 USD ($)	Sep. 30, 2024 USD ($) property	Dec. 31, 2023 USD ($) property item	Jun. 30, 2023 property	Mar. 31, 2023 property
Real Estate Properties [Line Items]
Accumulated depreciation and amortization		$ (398,080)	$ (387,751)
ALF | Properties held-for-sale | Texas
Real Estate Properties [Line Items]
Number of Properties | property		1
Gross Investment		$ 5,852
Accumulated depreciation and amortization		$ (1,794)
ALF | Properties held-for-sale | Wisconsin
Real Estate Properties [Line Items]
Number of Properties | property			1
Number of Beds/units | item			110
Gross Investment			$ 22,007
Accumulated depreciation and amortization			$ (3,616)
ALF | Properties held-for-sale | Subsequent Event | Texas
Real Estate Properties [Line Items]
Proceeds from sale of real estate	$ 5,250
ALF | Properties sold | Florida
Real Estate Properties [Line Items]
Number of Properties | property				2	2
ALF | Properties sold | Mississippi
Real Estate Properties [Line Items]
Number of Properties | property				1	1

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Real Estate Investments - Acquisitions (Details)	3 Months Ended				9 Months Ended	12 Months Ended
	Jun. 30, 2024 USD ($)	Mar. 31, 2024 USD ($)	Jun. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Sep. 30, 2024 USD ($)	Dec. 31, 2023 USD ($) item property	Nov. 30, 2023
Real estate investments
Non-Controlling Interest	$ 61,025,000	$ 50,000	$ 9,133,000	$ 3,831,000
Lease renewal term							4 years
OTH
Real estate investments
Cash Paid at Acquisition					$ 300,000
Transaction Costs					19,000
Assets Acquired					$ 319,000
OTH | Kansas
Real estate investments
Increase in rent (as percent)					8.00%
ALF
Real estate investments
Cash Paid at Acquisition						$ 43,759,000
Assumed Liabilities						9,767,000
Non-Controlling Interest						9,133,000
Transaction Costs						363,000
Assets Acquired						$ 63,022,000
Number of properties acquired | property						1
Number of beds/units acquired | item						242
Tax abatement intangible						$ 8,585
ALF/ILF/MC | Ohio | Encore Senior Living
Real estate investments
Amount of joint venture investment						54,134
LTC Investment						$ 45,000
Percentage of IRR						9.75%
Lease term						10 years
Percentage of contractual initial cash yield						8.25%
Amount committed to fund						$ 2,100

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Real Estate Investments - Carrying Amount of Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
In-place leases
Real estate investments
Cost	$ 11,155	$ 11,348
Accumulated Amortization	(6,650)	(6,109)
Net	4,505	5,239
Tax abatement intangible
Real estate investments
Cost	8,309	8,309
Accumulated Amortization	(924)	(405)
Net	$ 7,385	$ 7,904

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Real Estate Investments - Improvements (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Real estate investments
Invested in projects	$ 18,596
Improvements | Development and Improvement Commitments
Real estate investments
Invested in projects	9,908	$ 5,053
ALF | Improvements | Development and Improvement Commitments
Real estate investments
Invested in projects	8,663	2,418
SNF | Improvements | Development and Improvement Commitments
Real estate investments
Invested in projects	$ 1,245	2,548
Other | Improvements | Development and Improvement Commitments
Real estate investments
Invested in projects		$ 87

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Real Estate Investments - Properties Sold (Details)		1 Months Ended	3 Months Ended				9 Months Ended		12 Months Ended
	Oct. 01, 2024 USD ($)	Oct. 31, 2024 USD ($)	Sep. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)	Sep. 30, 2023 USD ($)	Jun. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) property item	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) property item
Disposals and other
Carrying value			$ 942,314,000	$ 987,965,000			$ 942,314,000		$ 987,965,000
Net gain (loss)			3,663,000		$ 4,870,000		6,882,000	$ 20,545,000
Distributions paid to non-controlling interests related to property sale							2,305,000
Rental income			32,258,000		31,589,000		$ 97,464,000	94,861,000
ALF | Florida
Disposals and other
Sales price						$ 4,850,000
Net gain (loss)						$ 64,000
ALF | Mississippi
Disposals and other
Sales price				1,650,000
Net gain (loss)				219,000
Properties sold
Disposals and other
Number of properties sold | property							10		10
Number of beds or units in property sold | item							458		651
Sales price							$ 34,752,000		$ 53,212,000
Carrying value			26,759,000	30,865,000			26,759,000		30,865,000
Net gain (loss)			3,663,000		$ 4,870,000		6,882,000	$ 20,545,000
Net (Loss) Gain							(60,000)		$ 20,545,000
Properties sold | Subsequent Event
Disposals and other
Sales price	$ 5,250,000
Carrying value	$ 5,852,000
Net gain (loss)		$ 4,058,000
Properties sold | ALF
Disposals and other
Carrying value			4,058,000				$ 4,058,000
Properties sold | ALF | Florida
Disposals and other
Number of properties sold | property							1		1
Number of beds or units in property sold | item							60		70
Sales price							$ 4,500,000		$ 4,850,000
Carrying value			4,579,000	4,082,000			4,579,000		4,082,000
Net (Loss) Gain							$ (289,000)		$ 65,000
Properties sold | ALF | Kentucky
Disposals and other
Number of properties sold | property									1
Number of beds or units in property sold | item									60
Sales price									$ 11,000,000
Carrying value				10,720,000					10,720,000
Net (Loss) Gain									$ 57,000
Properties sold | ALF | New Jersey
Disposals and other
Number of properties sold | property									1
Number of beds or units in property sold | item									39
Sales price									$ 2,000,000
Carrying value				1,552,000					1,552,000
Net (Loss) Gain									$ 266,000
Properties sold | ALF | Nebraska
Disposals and other
Number of properties sold | property									3
Number of beds or units in property sold | item									117
Sales price									$ 2,984,000
Carrying value				2,934,000					$ 2,934,000
Properties sold | ALF | Pennsylvania
Disposals and other
Number of properties sold | property									2
Number of beds or units in property sold | item									130
Sales price									$ 11,128,000
Carrying value				6,054,000					6,054,000
Net (Loss) Gain									$ 4,870,000
Properties sold | ALF | Texas
Disposals and other
Number of properties sold | property							5
Number of beds or units in property sold | item							208
Sales price							$ 1,600,000
Carrying value			1,282,000				1,282,000
Net (Loss) Gain							$ (390,000)
Properties sold | ALF | Texas | 1 Property obtained from JV
Disposals and other
Number of properties sold | property							1
Number of beds or units in property sold | item							80
Sales price							$ 7,959,000
Carrying value			4,314,000				4,314,000
Net (Loss) Gain							3,635,000
Rental income							$ 441,000
Properties sold | ALF | Texas | 2 Properties obtained from JV
Disposals and other
Number of properties sold | property							2
Sales price							$ 500,000
Carrying value			389,000				$ 389,000
Properties sold | ALF | Wisconsin
Disposals and other
Number of properties sold | property							1
Number of beds or units in property sold | item							110
Sales price							$ 20,193,000
Carrying value			$ 16,195,000				16,195,000
Net (Loss) Gain							3,986,000
Distributions paid to non-controlling interests related to property sale							$ 2,305,000
Properties sold | SNF | New Mexico
Disposals and other
Number of properties sold | property									2
Number of beds or units in property sold | item									235
Sales price									$ 21,250,000
Carrying value				$ 5,523,000					5,523,000
Net (Loss) Gain									$ 15,287,000

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Real Estate Investments - Financing Receivable (Details) $ in Thousands	3 Months Ended			9 Months Ended		12 Months Ended		33 Months Ended
	Sep. 30, 2024 USD ($) property	Jun. 30, 2024 USD ($) property Option	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) item property $ / item	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) item Option property $ / item	Dec. 31, 2022 USD ($) item Option property $ / item	Sep. 30, 2024 USD ($) property item	Nov. 30, 2023
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Gross Investment	$ 1,342,188			$ 1,342,188				$ 1,342,188
Number of properties | property	124			124				124
Interest income from financing receivables	$ 7,001		$ 3,832	$ 14,661	$ 11,413
Non-controlling interest owned by JV partner		7.00%
Lease renewal term									4 years
Provision for credit losses	215		$ 189	942	$ 2,107
Financing receivables
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Gross Investment	$ 361,505			$ 361,505				$ 361,505
LTC Investment								$ 282,324
Number of properties | property	31			31				31
Number of Beds/Units | item								1,562
Florida | 7.25% (2032 Maturity Year)
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Number of properties | property							3
Lease term							10 years
Number of operating lease renewals | Option							2
Lease renewal term							5 years
SNF
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Gross Investment	$ 598,063			$ 598,063				$ 598,063
Number of properties | property	50			50				50
Investment per Bed/Unit | $ / item				94.20
SNF | Florida | 7.25% (2032 Maturity Year)
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Interest rate (as a percent)							7.25%
Gross Investment							$ 76,626
LTC Investment							$ 62,301
Number of properties | property							3
Number of Beds/Units | item							299
Investment per Bed/Unit | $ / item							256.27
ALF & MC | North Carolina/ South Carolina | 7.25% (2034 Maturity Year)
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Interest rate (as a percent)				7.25%
Gross Investment	$ 122,460			$ 122,460				$ 122,460
LTC Investment				$ 64,450
Number of properties | property	13	13		13				13
Number of Beds/Units | item				523
Investment per Bed/Unit | $ / item				234.15
Additional amount funded under mortgage loan		$ 5,546
ALF & MC | North Carolina | 7.25% (2033 Maturity Year)
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Interest rate (as a percent)						7.25%
Gross Investment						$ 121,419
LTC Investment						$ 117,588
Number of properties | property						11
Number of Beds/Units | item						523
Investment per Bed/Unit | $ / item						232,160
Percentage of contractual initial cash yield						7.25%
Lease term						10 years
Number of operating lease renewals | Option						2
Lease renewal term						5 years
Percentage of contractual initial cash yield in year three						7.50%
Percentage of floor on initial cash yield						2.00%
Percentage of ceiling on initial cash yield						4.00%
Maximum percentage of purchase option to buy properties						50.00%
Percentage of cash return						9.00%
Interest income deferred				$ 2,240
Interest income deferred per month				258
ALF & MC | North Carolina | 7.25% (2034 Maturity Year)
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Gross Investment		122,460
LTC Investment		$ 64,450
Number of properties | property		12
Controlling interest obtained from JV (%)		53.00%
Non-controlling interest owned by JV partner		47.00%
Lease term		10 years
Number of operating lease renewals | Option		2
Lease renewal term		5 years
Percentage of cash return		8.00%
ALF & MC | South Carolina | 7.25% (2034 Maturity Year)
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Number of properties | property		1
ALF
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Gross Investment	$ 732,120			$ 732,120				$ 732,120
Number of properties | property	73			73				73
Investment per Bed/Unit | $ / item				168.65
ALF | North Carolina/ South Carolina | 7.25% (2034 Maturity Year)
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Interest rate (as a percent)				7.25%
Gross Investment	$ 41,000			$ 41,000				$ 41,000
LTC Investment		$ 37,985		$ 37,985
Number of properties | property	4	4		4				4
Number of Beds/Units | item				217
Investment per Bed/Unit | $ / item				188.94
Additional amount funded under mortgage loan		$ 2,766
Controlling interest obtained from JV (%)		93.00%
Lease term		10 years
Number of operating lease renewals | Option		2
Lease renewal term		5 years
Percentage of cash return		8.00%
Affiliates of ALG
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Additional amount funded under mortgage loan				$ 5,546
Affiliates of ALG | ALF | 7.25% (2034 Maturity Year)
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Gross Investment		$ 41,000
Affiliates of ALG | ALF | North Carolina
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Additional amount funded under mortgage loan				$ 2,766

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Real Estate Investments - Financing Receivable Activities (Details) - Financing receivables $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($) item	Sep. 30, 2023 USD ($)
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Investment and funding under financing receivables	$ 163,557	$ 121,332
Amortization of capital costs	(65)	(65)
Provision for loan loss reserve	(1,635)	(1,213)
Financial Receivable, Net	161,857	120,054
Affiliates of ALG
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Provision for loan loss reserve	$ (1,635)	$ 1,213
Number of joint venture agreements | item	2
Percentage of the investment balance	1.00%	1.00%

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Real Estate Investments - Mortgage Loan (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2023 USD ($) property item period	Mar. 31, 2023 USD ($)	Sep. 30, 2024 USD ($) loan item property state $ / item	Sep. 30, 2023 USD ($) property item period	Dec. 31, 2023 USD ($)
Real Estate [Line Items]
Gross Investment			$ 1,342,188,000
Percentage of Investment			100.00%
Number of properties | property			124
Number of beds/units | item			466
Notes receivable, net of credit loss reserve			$ 47,691,000		$ 60,490,000
Remaining commitment			$ 65,635,000
Additional interest income related to the exit IRR				$ 1,380,000
SNF Beds
Real Estate [Line Items]
Number of beds/units | item			6,231
ALF Units
Real Estate [Line Items]
Number of beds/units | item			4,577
SNF
Real Estate [Line Items]
Gross Investment			$ 598,063,000
Percentage of Investment			44.60%
Number of properties | property			50
Average Investment per Bed/Unit | $ / item			94.20
SNF | SNF Beds
Real Estate [Line Items]
Number of beds/units | item			6,113
SNF | ALF Units
Real Estate [Line Items]
Number of beds/units | item			236
ALF
Real Estate [Line Items]
Gross Investment			$ 732,120,000
Percentage of Investment			54.50%
Number of properties | property			73
Average Investment per Bed/Unit | $ / item			168.65
ALF | ALF Units
Real Estate [Line Items]
Number of beds/units | item			4,341
ALF/ILF/MC | Georgia
Real Estate [Line Items]
Payments to Acquire Real Estate				$ 51,111,000
Mezzanine loan
Real Estate [Line Items]
Number of beds/units | item	136			136
Additional interest income related to the exit IRR		$ 1,380,000
Mezzanine loan | ALF/ILF/MC | Georgia
Real Estate [Line Items]
Gross Investment	$ 42,251,000			$ 42,251,000
Mortgage loans with 7.5% Interest Maturing 2024 | Mezzanine loan
Real Estate [Line Items]
Notes receivable, net of credit loss reserve	7,461,000			$ 7,461,000
Mortgage loans with 10.3% Interest Maturing 2045 | SNF
Real Estate [Line Items]
Interest rate (as a percent)			10.30%
Mortgage Loans With 8.75 Interest | SNF | Illinois
Real Estate [Line Items]
Interest rate (as a percent)				8.75%
Gross Investment	$ 16,500,000			$ 16,500,000
Number of beds/units | property	150			150
Mortgage Loans
Real Estate [Line Items]
Gross Investment			$ 364,414,000
Percentage of Investment			100.00%
Number of Loans | loan			10
Number of properties | property			27
Average Investment per Bed/Unit | $ / item			114.67
Number of states in which properties are located | state			5
Number of borrowers | item			7
Mortgage Loans | SNF Beds
Real Estate [Line Items]
Number of beds/units | item			2,726
Mortgage Loans | ALF Units
Real Estate [Line Items]
Number of beds/units | item			452
Mortgage Loans | SNF
Real Estate [Line Items]
Interest rate (as a percent)			2.25%
Mortgage Loans | ALF/ILF/MC | Georgia
Real Estate [Line Items]
Interest rate (as a percent)				7.50%
Gross Investment	$ 51,111,000			$ 51,111,000
Number of beds/units | item	203			203
Internal Rate of Return				7.75%
Mortgage Loans | ALF/ILF/MC | Illinois
Real Estate [Line Items]
Interest rate (as a percent)			9.00%
Gross Investment			$ 26,120,000
Number of beds/units | item			116
Internal Rate of Return			9.50%
Borrower contribution			$ 12,300,000
Loan Term			6 years
Mortgage Loans | Mortgage loans with 7.5% Interest Maturing 2024 | ALF
Real Estate [Line Items]
Interest rate (as a percent)			7.50%
Gross Investment			$ 51,111,000
Percentage of Investment			14.00%
Number of Loans | loan			1
Number of properties | property			1
Average Investment per Bed/Unit | $ / item			251.78
Mortgage Loans | Mortgage loans with 7.5% Interest Maturing 2024 | ALF | ALF Units
Real Estate [Line Items]
Number of beds/units | item			203
Mortgage Loans | Mortgage loans with 8.8% Interest Maturing 2025 | ALF
Real Estate [Line Items]
Interest rate (as a percent)			8.80%
Gross Investment			$ 4,000,000
Percentage of Investment			1.10%
Number of Loans | loan			1
Number of properties | property			2
Average Investment per Bed/Unit | $ / item			43.48
Mortgage Loans | Mortgage loans with 8.8% Interest Maturing 2025 | ALF | ALF Units
Real Estate [Line Items]
Number of beds/units | item			92
Mortgage Loans | Mortgage loans with 7.8% Interest Maturing 2025 | ALF
Real Estate [Line Items]
Interest rate (as a percent)			7.80%
Gross Investment			$ 16,706,000
Percentage of Investment			4.70%
Number of Loans | loan			1
Number of properties | property			1
Average Investment per Bed/Unit | $ / item			149.16
Mortgage Loans | Mortgage loans with 7.8% Interest Maturing 2025 | ALF | ALF Units
Real Estate [Line Items]
Number of beds/units | item			112
Mortgage Loans | Mortgage loans with 7.3% Interest Maturing 2025, NC | ALF
Real Estate [Line Items]
Interest rate (as a percent)			7.30%
Gross Investment	$ 10,750,000		$ 10,750,000	$ 10,750,000
Percentage of Investment			2.90%
Number of Loans | loan			1
Number of properties | property			1
Average Investment per Bed/Unit | $ / item			238.89
Mortgage Loans | Mortgage loans with 7.3% Interest Maturing 2025, NC | ALF | ALF Units
Real Estate [Line Items]
Number of beds/units | item			45
Mortgage Loans | Mortgage loans with 7.3% Interest Maturing 2025, NC | ALF | ALF Units | North Carolina
Real Estate [Line Items]
Interest rate (as a percent)				7.25%
Number of beds/units | item	45			45
Internal Rate of Return				9.00%
Loan Term				2 years
Mortgage Loans | Mortgage loans with 8.8% Interest Maturing 2026 | ALF
Real Estate [Line Items]
Gross Investment	$ 19,500			$ 19,500
Number of beds/units | item	85			85
Borrower contribution	$ 12,100
Remaining commitment	$ 9,500			$ 9,500
Mortgage Loans | Mortgage loans with 8.8% Interest Maturing 2026 | UDP
Real Estate [Line Items]
Interest rate (as a percent)			8.80%
Gross Investment			$ 9,999,000
Percentage of Investment			2.70%
Number of Loans | loan			1
Mortgage Loans | Mortgage loans with 8.8% Interest Maturing 2028 | SNF
Real Estate [Line Items]
Interest rate (as a percent)			8.80%
Gross Investment			$ 16,500,000
Percentage of Investment			4.50%
Number of Loans | loan			1
Number of properties | property			1
Average Investment per Bed/Unit | $ / item			110.00
Mortgage Loans | Mortgage loans with 8.8% Interest Maturing 2028 | SNF | SNF Beds
Real Estate [Line Items]
Number of beds/units | item			150
Mortgage Loans | Mortgage Loans With 10.8% Interest Maturing 2043 | SNF
Real Estate [Line Items]
Interest rate (as a percent)			10.80%
Gross Investment			$ 180,973,000
Percentage of Investment			49.70%
Number of Loans | loan			1
Number of properties | property			14
Average Investment per Bed/Unit | $ / item			103.47
Mortgage Loans | Mortgage Loans With 10.8% Interest Maturing 2043 | SNF | SNF Beds
Real Estate [Line Items]
Number of beds/units | item			1,749
Mortgage Loans | Mortgage loans with 9.9% Interest Maturing 2045 | SNF
Real Estate [Line Items]
Interest rate (as a percent)			9.90%
Gross Investment			$ 39,850,000
Percentage of Investment			10.90%
Number of Loans | loan			1
Number of properties | property			4
Average Investment per Bed/Unit | $ / item			83.02
Mortgage Loans | Mortgage loans with 9.9% Interest Maturing 2045 | SNF | SNF Beds
Real Estate [Line Items]
Number of beds/units | item			480
Mortgage Loans | Mortgage loans with 10.3% Interest Maturing 2045 | SNF
Real Estate [Line Items]
Gross Investment			$ 19,700,000
Percentage of Investment			5.40%
Number of Loans | loan			1
Number of properties | property			2
Average Investment per Bed/Unit | $ / item			98.01
Mortgage Loans | Mortgage loans with 10.3% Interest Maturing 2045 | SNF | SNF Beds
Real Estate [Line Items]
Number of beds/units | item			201
Mortgage Loans | Mortgage loans with 10.5% Interest Maturing 2045 | SNF
Real Estate [Line Items]
Interest rate (as a percent)			10.50%
Gross Investment			$ 14,825,000
Percentage of Investment			4.10%
Number of Loans | loan			1
Number of properties | property			1
Average Investment per Bed/Unit | $ / item			101.54
Mortgage Loans | Mortgage loans with 10.5% Interest Maturing 2045 | SNF | SNF Beds
Real Estate [Line Items]
Number of beds/units | item			146
Mortgage Loans | Mortgage Loans With 8.75 Interest | ALF
Real Estate [Line Items]
Interest rate (as a percent)	8.75%
Remaining commitment			$ 9,500
Loan Term	1 year
Extension term number of options | period	2			2

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Real Estate Investments - Mortgage Loans Activity (Details)		3 Months Ended		9 Months Ended
	Oct. 01, 2024 USD ($) item	Jun. 30, 2024 USD ($)	Sep. 30, 2023 USD ($) property item period	Sep. 30, 2024 USD ($) item property period	Sep. 30, 2023 USD ($) property item period
Mortgage Loans
Originations and funding under mortgage loans receivable				$ 19,078,000	$ 83,383,000
Exchange of mortgage loans for controlling interests in joint ventures accounted for as financing receivables				(102,435,000)
Pay-offs received				(34,094,000)
Application of interest reserve				169,000	1,609,000
Scheduled principal payments received				(380,000)	(301,000)
Mortgage loan premium amortization				(4,000)	(5,000)
Recovery (provision) for loan loss reserve				1,176,000	(847,000)
Net (decrease) increase in mortgage loans receivable				(116,490,000)	83,839,000
Gross Investment				$ 1,342,188,000
Number of properties | property				124
Number of beds/units | item				466
Remaining commitment				$ 65,635,000
Percentage of Investment				100.00%
Additions to mortgage loans				$ 5,022,000
Accrued interest receivable				58,421,000,000
Mortgage Loans
Mortgage Loans
Gross Investment				$ 364,414,000
Number of properties | property				27
Percentage of Investment				100.00%
Other Mortgage Loans
Mortgage Loans
Additions to mortgage loans				$ 767,000
Mezzanine loan
Mortgage Loans
Exit IRR					$ 190,000
Number of beds/units | item			136		136
SNF
Mortgage Loans
Gross Investment				$ 598,063,000
Number of properties | property				50
Percentage of Investment				44.60%
SNF | Mortgage Loans
Mortgage Loans
Interest rate (as a percent)				2.25%
SNF | Mortgage loans with 8.8% Interest Maturing 2028 | Mortgage Loans
Mortgage Loans
Gross Investment				$ 16,500,000
Interest rate (as a percent)				8.80%
Number of properties | property				1
Percentage of Investment				4.50%
ALF
Mortgage Loans
Gross Investment				$ 732,120,000
Number of properties | property				73
Percentage of Investment				54.50%
ALF | Mortgage loans with 7.3% Interest Maturing 2025, NC | Mortgage Loans
Mortgage Loans
Gross Investment			$ 10,750,000	$ 10,750,000	$ 10,750,000
Interest rate (as a percent)				7.30%
Number of properties | property				1
Percentage of Investment				2.90%
ALF | Mortgage loans with 7.5% Interest Maturing 2024 | Mortgage Loans
Mortgage Loans
Gross Investment				$ 51,111,000
Interest rate (as a percent)				7.50%
Number of properties | property				1
Percentage of Investment				14.00%
ALF | Mortgage Loans With 8.75 Interest | Mortgage Loans
Mortgage Loans
Loan Term			1 year
Interest rate (as a percent)			8.75%
Remaining commitment				$ 9,500
Extension term number of options | period			2		2
Michigan | ALF & MC | Mortgage Loans With 8.75 Interest
Mortgage Loans
Loan Term				3 years
Gross Investment				$ 19,500,000
Interest rate (as a percent)				8.75%
Number of beds/units | item				85
Borrower contribution				$ 12,100,000
Funding under mortgage loan commitment				$ 9,999,000
Extension term number of options | period				2
Loan extension term				1 year
Georgia | ALF/ILF/MC
Mortgage Loans
Payments to Acquire Real Estate					$ 51,111,000
Georgia | ALF/ILF/MC | Mortgage Loans
Mortgage Loans
Gross Investment			$ 51,111,000		$ 51,111,000
Interest rate (as a percent)					7.50%
Internal Rate of Return					7.75%
Number of beds/units | item			203		203
Georgia | ALF/ILF/MC | Mezzanine loan
Mortgage Loans
Gross Investment			$ 42,251,000		$ 42,251,000
Illinois | SNF | Mortgage Loans With 8.75 Interest
Mortgage Loans
Gross Investment			$ 16,500,000		$ 16,500,000
Interest rate (as a percent)					8.75%
Number of beds/units | property			150		150
Illinois | ALF/ILF/MC | Mortgage Loans
Mortgage Loans
Loan Term				6 years
Gross Investment				$ 26,120,000
Interest rate (as a percent)				9.00%
Internal Rate of Return				9.50%
Number of beds/units | item				116
Borrower contribution				$ 12,300,000
Affiliates of ALG
Mortgage Loans
Exchange of mortgage loans for controlling interests in joint ventures accounted for as financing receivables		$ (64,450,000)
Additional amount funded under mortgage loan				5,546,000
Affiliates of ALG | North Carolina/ South Carolina | ALF & MC
Mortgage Loans
Exchange of mortgage loans for controlling interests in joint ventures accounted for as financing receivables				$ (64,450,000)
Number of properties collateralized | property				13
Affiliates of ALG | North Carolina | ALF
Mortgage Loans
Exchange of mortgage loans for controlling interests in joint ventures accounted for as financing receivables				$ (37,985,000)
Additional amount funded under mortgage loan				$ 2,766,000
Number of properties collateralized | property				4
Affiliates of ALG | North Carolina | ALF & MC
Mortgage Loans
Number of properties collateralized | property				12
Affiliates of ALG | South Carolina | ALF & MC
Mortgage Loans
Number of properties collateralized | property				1
SNF Beds
Mortgage Loans
Number of beds/units | item				6,231
SNF Beds | Mortgage Loans
Mortgage Loans
Number of beds/units | item				2,726
SNF Beds | SNF
Mortgage Loans
Number of beds/units | item				6,113
SNF Beds | SNF | Mortgage loans with 8.8% Interest Maturing 2028 | Mortgage Loans
Mortgage Loans
Number of beds/units | item				150
ALF Units
Mortgage Loans
Number of beds/units | item				4,577
ALF Units | Mortgage Loans
Mortgage Loans
Number of beds/units | item				452
ALF Units | SNF
Mortgage Loans
Number of beds/units | item				236
ALF Units | ALF
Mortgage Loans
Number of beds/units | item				4,341
ALF Units | ALF | Mortgage loans with 7.3% Interest Maturing 2025, NC | Mortgage Loans
Mortgage Loans
Number of beds/units | item				45
ALF Units | ALF | Mortgage loans with 7.5% Interest Maturing 2024 | Mortgage Loans
Mortgage Loans
Number of beds/units | item				203
ALF Units | North Carolina | ALF | Mortgage loans with 7.3% Interest Maturing 2025, NC | Mortgage Loans
Mortgage Loans
Loan Term					2 years
Interest rate (as a percent)					7.25%
Internal Rate of Return					9.00%
Number of beds/units | item			45		45
ALF 203 | Georgia | Subsequent Event
Mortgage Loans
Pay-offs received	$ 51,111,000
Number of beds/units | item	203
SNF 189 | Louisiana
Mortgage Loans
Pay-offs received				$ (29,347,000)
Parcel of land | Missouri
Mortgage Loans
Pay-offs received				(2,013,000)
SNF 15 | Michigan
Mortgage Loans
Pay-offs received				$ (2,734,000)

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Investment in Unconsolidated Joint Ventures - Investment (Details) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2024 USD ($) item	Jun. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) item	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) item
Investment in Unconsolidated Joint Ventures
Number of beds/units | item	466			466
Carrying Value	$ 30,602			$ 30,602		$ 19,340
Percentage of Investment	100.00%			100.00%
Non-cash Income Accrued				$ 233	$ 1,788
Gross Investment	$ 1,342,188			1,342,188
Income from unconsolidated joint ventures	$ 692		$ 375	$ 1,739	1,127
Mortgage Loans
Investment in Unconsolidated Joint Ventures
Percentage of Investment	100.00%			100.00%
Gross Investment	$ 364,414			$ 364,414
Joint Venture | Not primary beneficiary
Investment in Unconsolidated Joint Ventures
Income Recognized				1,739	1,127
Cash Income Earned				948
Non-cash Income Accrued				$ 791	1,127
SNF/ALF | Senior Loan | Texas
Investment in Unconsolidated Joint Ventures
Preferred return percentage				9.20%
Contractual cash portion				9.20%
Number of beds/units | item	104			104
Carrying Value	$ 11,262			$ 11,262
Investment commitment		$ 11,164
Amount With held in Reserve		750
Capital expenditure reserve		$ 786
SNF/ALF | Senior Loan | Texas | Mortgage Loans With Interest 9.15
Investment in Unconsolidated Joint Ventures
Interest rate (as a percent)				9.15%
Loan Term				5 years
SNF/ALF | Senior Loan | Texas | Mortgage Loans
Investment in Unconsolidated Joint Ventures
Gross Investment	$ 12,700			$ 12,700
SNF/ALF | Joint Venture | Not primary beneficiary
Investment in Unconsolidated Joint Ventures
Income Recognized				589
Cash Income Earned				$ 589
SNF | Senior Loan | Texas
Investment in Unconsolidated Joint Ventures
Number of beds/units | item	70			70
ALF
Investment in Unconsolidated Joint Ventures
Percentage of Investment	54.50%			54.50%
Gross Investment	$ 732,120			$ 732,120
ALF | Senior Loan | Texas
Investment in Unconsolidated Joint Ventures
Number of beds/units | item	34			34
UDP | Joint Venture | Not primary beneficiary
Investment in Unconsolidated Joint Ventures
Income Recognized					790
Non-cash Income Accrued					790
UDP | Joint Venture | Not primary beneficiary | Washington
Investment in Unconsolidated Joint Ventures
Percentage of Investment	11.60%			11.60%
Percentage of cash return				8.00%
Percentage of internal rate of return				14.00%
Combination ALF/MC | Joint Venture | Not primary beneficiary
Investment in Unconsolidated Joint Ventures
Income Recognized				$ 359	337
Cash Income Earned				$ 359
Non-cash Income Accrued					$ 337
Combination ALF/MC | Joint Venture | Not primary beneficiary | Internal Rate of Return is Until Eight Percent
Investment in Unconsolidated Joint Ventures
Percentage of internal rate of return				8.00%
Combination ALF/MC | Joint Venture | Not primary beneficiary | The Internal Rate of Return is Between Twelve and Fourteen Percent | Minimum
Investment in Unconsolidated Joint Ventures
Percentage of internal rate of return				12.00%
Combination ALF/MC | Joint Venture | Not primary beneficiary | The Internal Rate of Return is Between Twelve and Fourteen Percent | Maximum
Investment in Unconsolidated Joint Ventures
Percentage of internal rate of return				14.00%
Combination ALF/MC | Joint Venture | Not primary beneficiary | Washington
Investment in Unconsolidated Joint Ventures
Percentage of Investment	15.50%			15.50%
Combination ALF/MC | Joint Venture | Not primary beneficiary | Washington | Internal Rate of Return is Until Eight Percent | Minimum
Investment in Unconsolidated Joint Ventures
Percentage of cash return				7.00%
Combination ALF/MC | Joint Venture | Not primary beneficiary | Washington | Internal Rate of Return is Until Eight Percent | Maximum
Investment in Unconsolidated Joint Ventures
Percentage of cash return				9.00%
Combination ILF/ALF | Joint Venture | Not primary beneficiary
Investment in Unconsolidated Joint Ventures
Income Recognized				$ 791
Non-cash Income Accrued				$ 791
Combination ILF/ALF | Joint Venture | Not primary beneficiary | Washington
Investment in Unconsolidated Joint Ventures
Preferred return percentage				14.00%
Contractual cash portion				8.00%
Number of beds/units | item	267			267		267
Carrying Value	$ 13,000			$ 13,000
Combination ALF/IL/MC | Joint Venture | Not primary beneficiary | Washington
Investment in Unconsolidated Joint Ventures
Preferred return percentage				12.00%
Contractual cash portion				7.00%
Number of beds/units | item	95			95
Carrying Value	$ 6,340			$ 6,340

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Notes Receivable - Investment in Notes Receivable (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($) loan item	Sep. 30, 2023 item
Notes Receivable
Gross Investment	$ 1,342,188
Number of units | item	466
ALF
Notes Receivable
Gross Investment	$ 732,120
SNF
Notes Receivable
Gross Investment	598,063
Notes Receivable
Notes Receivable
Gross Investment	$ 48,173
Number of Loans | loan	10
Working capital loans | Working capital loan 8.3% interest rate, 2025 maturity | ALF
Notes Receivable
Gross Investment	$ 50
Number of Loans | loan	1
Interest rate (as a percent)	8.30%
Working capital loans | Working capital loan 9% interest rate, 2025 maturity | ALF
Notes Receivable
Gross Investment	$ 290
Number of Loans | loan	1
Interest rate (as a percent)	9.00%
Working capital loans | Working capital loan 0.0% interest rate, 2028 maturity | SNF
Notes Receivable
Gross Investment	$ 1,545
Number of Loans | loan	1
Interest rate (as a percent)	0.00%
Working capital loans | Working capital loan 6.5% interest rate, 2030 maturity | SNF
Notes Receivable
Gross Investment	$ 138
Number of Loans | loan	2
Interest rate (as a percent)	6.50%
Working capital loans | Working capital loan with 7.4 percent interest rate 2030 maturity | ALF
Notes Receivable
Gross Investment	$ 500
Number of Loans | loan	1
Interest rate (as a percent)	7.40%
Working capital loans | Working capital loan with 7.4 percent interest rate 2030 maturity | ALF
Notes Receivable
Gross Investment	$ 957
Number of Loans | loan	1
Working capital loans | Working capital loan with 0.0 percent interest rate 2031 maturity | ALF
Notes Receivable
Gross Investment	$ 2,693
Number of Loans | loan	1
Interest rate (as a percent)	0.00%
Mezzanine loan
Notes Receivable
Number of units | item		136
Mezzanine loan | Mezzanine loan loan 8% interest rate, 2027 maturity | ALF
Notes Receivable
Internal Rate of Return	11.00%
Gross Investment	$ 25,000
Number of Loans | loan	1
Interest rate (as a percent)	8.00%
Mezzanine loan | Mezzanine loan loan 8.8% interest rate, 2028 maturity | ALF
Notes Receivable
Internal Rate of Return	12.00%
Gross Investment	$ 17,000
Number of Loans | loan	1
Interest rate (as a percent)	8.80%

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Notes Receivable - Components (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Notes receivable activities
Mezzanine loan	$ 48,173
Notes receivable credit loss reserve	(482)	$ (611)
Total	47,691	60,490
Mezzanine loan
Notes receivable activities
Mezzanine loan	42,000	42,000
Working capital loans
Notes receivable activities
Mezzanine loan	$ 6,173	$ 19,101

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Notes Receivable - Notes Receivable Activity (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Notes receivable activities
Advances under notes receivable	$ 340	$ 19,258
Principal payments received under notes receivable	(13,268)	(14,537)
Recovery of credit losses	129	(48)
Net (decrease) increase in notes receivable	$ (12,799)	$ 4,673

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Notes Receivable - New Loan Commitment (Details)		3 Months Ended	9 Months Ended
	Oct. 01, 2024 USD ($) item	Mar. 31, 2023 USD ($)	Sep. 30, 2024 USD ($) item	Sep. 30, 2023 USD ($) item	Dec. 31, 2023 USD ($) item
Notes Receivable
Gross Investment			$ 1,342,188,000
Principal payments received under notes receivable			(13,268,000)	$ (14,537,000)
Notes receivable, net of credit loss reserve			47,691,000		$ 60,490,000
Principal payments received on notes receivable			$ 13,268,000	7,077,000
Number of units | item			466
Additional interest income related to the exit IRR				1,380,000
Pay-offs received			$ (34,094,000)
Mortgage Loans
Notes Receivable
Gross Investment			364,414,000
ALF/ILF/MC | Georgia | Mortgage Loans
Notes Receivable
Gross Investment				$ 51,111,000
Number of units | item				203
Loan principal amount				$ 7,461,000
New master lease agreement
Notes Receivable
Repayment on working capital			11,986,000
Gross Investment			$ 13,531,000
Number of units | item			666		1,473
Working capital loans
Notes Receivable
Principal payments received under notes receivable			$ 1,282,000
Notes receivable, net of credit loss reserve			1,545,000
Working capital loans | Master lease agreement
Notes Receivable
Gross Investment			13,531,000
Principal payments received under notes receivable			11,986,000
Notes receivable, net of credit loss reserve			$ 1,545,000
Mezzanine loan
Notes Receivable
Principal payments received on notes receivable				4,545,000
Exit IRR				$ 190,000
Number of units | item				136
Additional interest income related to the exit IRR		$ 1,380,000
Mezzanine loan | ALF/ILF/MC | Georgia
Notes Receivable
Gross Investment				$ 42,251,000
ALF 203 | Georgia | Subsequent Event
Notes Receivable
Number of units | item	203
Pay-offs received	$ 51,111,000

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Lease Incentives - Activity (Details) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Lease Incentives
Non-contingent lease incentives	$ 3,584,000		$ 2,607,000
Lease incentives funded	(1,794,000)	$ (1,023,000)
Amortization of lease incentives	(626,000)	(584,000)
Adjustment for collectability of lease incentives		(26,000)
Other adjustments	(191,000)	(9,000)
Net increase in non-contingent lease incentives	$ 977,000	$ 404,000

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Credit Loss Reserve - Financial Instruments by Year of Origination (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($) property borrower item state	Dec. 31, 2023 USD ($)
Financing Receivable, Credit Quality Indicator [Line Items]
Number of Properties | property	124
Financial instruments by year of origination
2024	$ 50
2023	17,000
2022	25,000
2021	2,045
2020	1,095
Prior	2,983
Total	48,173
Credit loss reserve	$ 482	$ 611
Financing Receivables
Financing Receivable, Credit Quality Indicator [Line Items]
Number of joint ventures accounted for financing receivables | item	4
Number of Properties | property	31
Number of states in which properties are located | state	3
Financial instruments by year of origination
2024	$ 163,460
2023	121,418
2022	76,626
Total	361,504
Credit loss reserve	$ 3,615	1,980
Mortgage Loans Receivable
Financing Receivable, Credit Quality Indicator [Line Items]
Number of Properties | property	27
Number of states in which properties are located | state	5
Number of senior mortgage loans | item	10
Number of borrowers | borrower	7
Financial instruments by year of origination
2023	$ 92,360
2021	16,706
Prior	255,348
Total	364,414
Credit loss reserve	3,638	4,814
Notes Receivable
Financial instruments by year of origination
Credit loss reserve	482	$ 611
Mezzanine Loans
Financial instruments by year of origination
2023	17,000
2022	25,000
Total	42,000
Credit loss reserve	420
Working Capital Loans Receivables
Financial instruments by year of origination
2024	50
2021	2,045
2020	1,095
Prior	2,983
Total	6,173
Credit loss reserve	$ 62

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Credit Loss Reserve - Expected Credit Losses (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Expected credit losses related to our financial instruments
Balance at beginning of period			$ 611
due to Originations/ additional funding			321	$ 26
Balance at end of period	$ 482		482
Accrued interest receivable	58,421,000		58,421,000
Write-off of accrued interest receivable	613,000	$ 0	613,000	$ 0
Financing Receivables
Expected credit losses related to our financial instruments
Balance at beginning of period			1,980
due to Originations/ additional funding			1,635
Balance at end of period	3,615		3,615
Mortgage Loans Receivable
Expected credit losses related to our financial instruments
Balance at beginning of period			4,814
Recovery due to payoffs			(1,369)
due to Originations/ additional funding			193
Balance at end of period	3,638		3,638
Notes Receivable
Expected credit losses related to our financial instruments
Balance at beginning of period			611
Recovery due to payoffs			(132)
due to Originations/ additional funding			3
Balance at end of period	$ 482		$ 482

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Debt Obligations - Bank Borrowings (Details)		9 Months Ended
	Jan. 04, 2024	Sep. 30, 2024 USD ($) loan	Sep. 30, 2023 USD ($)	Oct. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)
Debt Obligations
Number of term loans | loan		2
Borrowings from revolving line of credit		$ 19,200,000	$ 274,450,000
Available for borrowing		$ 184,850,000			$ 97,750,000
Revolving line of credit
Debt Obligations
Basis spread over base rate (as a percent)		1.10%
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]		us-gaap:SecuredOvernightFinancingRateSofrMember
Unused commitment fee (as a percent)		0.15%
Borrowings from revolving line of credit		$ 19,200,000	$ 274,450,000
Available for borrowing		184,850,000			$ 97,750,000
Revolving line of credit | Subsequent Event
Debt Obligations
Available for borrowing				$ 278,650,000
Credit Agreement
Debt Obligations
Maximum available under facility		500,000,000
Contingent increase in maximum borrowing capacity		$ 1,000,000,000,000
Additional extension period option	1 year	1 year
Revolving Credit Facility
Debt Obligations
Maximum available under facility		$ 400,000,000
Term loans
Debt Obligations
Maximum available under facility		$ 50,000,000
Basis spread over base rate (as a percent)		1.25%
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]		us-gaap:SecuredOvernightFinancingRateSofrMember
Revolving credit facility credit agreement
Debt Obligations
Maximum available under facility		$ 500,000,000
Contingent increase in maximum borrowing capacity		525,000,000
Borrowings from revolving line of credit		25,000,000
Available for borrowing		$ 475,000,000

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Debt Obligations - Interest Rate Swap Agreement (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024 USD ($) item	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) item	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Level 2
Debt Obligations
Notional Amount	$ 100,000		$ 100,000
Fair Value	$ 3,639		$ 3,639		$ 6,110
Interest Rate Swap
Debt Obligations
Number of interest rate swaps | item	2		2
Interest Rate Swap | Minimum
Debt Obligations
Debt instrument term			4 years
Interest Rate Swap | Maximum
Debt Obligations
Debt instrument term			5 years
Interest Rate Swap | Cash Flow Hedging
Debt Obligations
Increase (decrease) in fair value	$ (2,326,000)	$ 28,000	$ (2,471,000)	$ (123,000)
Interest Rate Swap | Cash Flow Hedging | Maturing on November 19, 2025 | Level 2
Debt Obligations
Swap rate (in percentage)	2.62%		2.62%
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]			us-gaap:SecuredOvernightFinancingRateSofrMember
Notional Amount	$ 50,000		$ 50,000
Fair Value	$ 1,448		$ 1,448		2,698
Interest Rate Swap | Cash Flow Hedging | Maturing on November 19, 2026 | Level 2
Debt Obligations
Swap rate (in percentage)	2.76%		2.76%
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]			us-gaap:SecuredOvernightFinancingRateSofrMember
Notional Amount	$ 50,000		$ 50,000
Fair Value	$ 2,191		$ 2,191		$ 3,412

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Debt Obligations - Senior Unsecured Notes (Details)	9 Months Ended
	Sep. 30, 2024
Senior Unsecured Notes | Minimum
Debt Obligations
Interest rate (as a percent)	3.66%
Senior Unsecured Notes | Maximum
Debt Obligations
Interest rate (as a percent)	4.50%
Revolving line of credit
Financial covenants
Maximum ratio of total indebtedness to total asset value	0.6
Maximum ratio of secured debt to total asset value	0.35
Maximum ratio of unsecured debt to the value of the unencumbered asset pool	0.6
Minimum ratio of EBITDA to fixed charges	1.50

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Debt Obligations - Component (Details) - USD ($) $ in Thousands	Oct. 31, 2024	Sep. 30, 2024	Dec. 31, 2023
Debt Obligations
Applicable Interest Rate (as a percent)		4.58%
Outstanding Balance		$ 785,323	$ 891,317
Available for borrowing		$ 184,850	97,750
Revolving line of credit
Debt Obligations
Applicable Interest Rate (as a percent)		6.17%
Outstanding Balance		$ 240,150	302,250
Available for borrowing		$ 184,850	97,750
Term loans
Debt Obligations
Applicable Interest Rate (as a percent)		2.69%
Outstanding Balance		$ 99,771	99,658
Senior Unsecured Notes
Debt Obligations
Applicable Interest Rate (as a percent)		4.15%
Outstanding Balance		$ 445,402	$ 489,409
Subsequent Event | Revolving line of credit
Debt Obligations
Outstanding Balance	$ 146,350
Available for borrowing	$ 278,650

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Debt Obligations - Borrowings and Repayments (Details) - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	Oct. 31, 2024	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Borrowings
Borrowings from revolving line of credit		$ 19,200	$ 274,450
Total		19,200	274,450
Repayments
Revolving line of credit		(81,300)	(42,200)
Senior unsecured notes		(44,160)	(44,160)
Total		(125,460)	(86,360)
Amount outstanding		240,150		$ 302,250
Revolving line of credit
Borrowings
Borrowings from revolving line of credit		19,200	274,450
Repayments
Revolving line of credit		(81,300)	(42,200)
Senior Unsecured Notes
Repayments
Senior unsecured notes		$ (44,160)	$ (44,160)
Subsequent Event | Revolving line of credit
Repayments
Repayment of debt	$ 93,800
Amount outstanding	$ 146,350

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Equity - Noncontrolling Interest (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($) item	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Noncontrolling interest
Gross Consolidated Assets	$ 1,871,637		$ 1,855,098
Non-controlling interests	$ 93,618		$ 34,988
Number of units | item	466
Principal payments received on notes receivable	$ 13,268	$ 7,077
Partnership
Noncontrolling interest
Gross Consolidated Assets	461,068
Non-controlling interests	93,618
North Carolina/ South Carolina | 2024 Acquisitions | Partnership | ALF & MC
Noncontrolling interest
Gross Consolidated Assets	122,460
Non-controlling interests	58,010
Ohio | 2023 Acquisitions | Partnership | ALF/ILF/MC
Noncontrolling interest
Gross Consolidated Assets	54,782
Non-controlling interests	9,134
North Carolina | 2023 Acquisitions | Partnership | ALF & MC
Noncontrolling interest
Gross Consolidated Assets	121,419
Non-controlling interests	3,831
North Carolina | 2024 Acquisitions | Partnership | ALF
Noncontrolling interest
Gross Consolidated Assets	41,000
Non-controlling interests	3,015
Florida | 2022 Acquisitions | Partnership | SNF
Noncontrolling interest
Gross Consolidated Assets	76,625
Non-controlling interests	14,325
Oregon | 2018 Acquisitions | Partnership | ALF & MC
Noncontrolling interest
Gross Consolidated Assets	18,452
Non-controlling interests	1,156
Oregon | 2018 Acquisitions | Partnership | ILF
Noncontrolling interest
Gross Consolidated Assets	14,650
Non-controlling interests	2,907
South Carolina | 2017 Acquisitions | Partnership | ALF & MC
Noncontrolling interest
Gross Consolidated Assets	11,680
Non-controlling interests	$ 1,240

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Equity - Common Stock (Details) - USD ($)	1 Months Ended	9 Months Ended
	Oct. 31, 2024	Sep. 30, 2024	Sep. 30, 2023
Equity
Proceeds from common stock issued, net of issuance costs		$ 65,629,000	$ 1,777,000
Equity Distribution Agreements
Equity
Amount available under effective shelf registration statement		$ 9,558,000
Equity Distribution Agreements | Subsequent Event
Equity
Amount available under effective shelf registration statement	$ 1,522,000
Common Stock
Equity
Number of shares repurchased		49,540	43,933
Common Stock | Equity Distribution Agreements
Equity
Maximum offering capacity under shelf registration statement		$ 200,000,000
Shares common stock sold		1,886,900	48,500
Proceeds from common stock issued, net of issuance costs		$ 65,629,000	$ 1,777,000
Reclassification of accumulated costs to additional paid in capital		$ 119,000	$ 80,000
Common Stock | Equity Distribution Agreements | Subsequent Event
Equity
Shares common stock sold	226,370
Proceeds from common stock issued, net of issuance costs	$ 7,936,000

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Equity - Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended																					3 Months Ended						9 Months Ended
	Dec. 31, 2024	Nov. 30, 2024	Oct. 31, 2024	Sep. 30, 2024	Aug. 31, 2024	Jul. 31, 2024	Jun. 30, 2024	May 31, 2024	Apr. 30, 2024	Mar. 31, 2024	Feb. 29, 2024	Jan. 31, 2024	Sep. 30, 2023	Aug. 31, 2023	Jul. 31, 2023	Jun. 30, 2023	May 31, 2023	Apr. 30, 2023	Mar. 31, 2023	Feb. 28, 2023	Jan. 31, 2023	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Dividend Distributions
Paid																												$ 74,684	$ 70,767
Common Stock cash distributions																						$ 0.57	$ 0.57	$ 0.57	$ 0.57	$ 0.57	$ 0.57	$ 1.71	$ 1.71
Subsequent Event | Cash Dividend, October 2024
Dividend Distributions
Dividends declared and paid per common share			$ 0.19
Subsequent Event | Cash Dividend, November 2024
Dividend Distributions
Dividends declared and paid per common share		$ 0.19
Subsequent Event | Cash Dividend, December 2024
Dividend Distributions
Dividends declared and paid per common share	$ 0.19
Common Stock
Dividend Distributions
Declared				$ 74,684									$ 70,767									$ 74,684			$ 70,767			$ 74,684	$ 70,767
Paid																												$ 74,684	$ 70,767
Common Stock cash distributions				$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19	$ 0.19

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Equity - Stock-Based Compensation plans (Details)	9 Months Ended
	Sep. 30, 2024 shares	Sep. 30, 2023 shares
Stock Based Compensation Plans
Stock options granted (in shares)	0	0
Options exercisable (in shares)	0
Options expired	5,000	5,000
Options outstanding (in shares)	0
2015 Plan
Stock Based Compensation Plans
Ratio of shares subject to award granted	1
2021 Plan
Stock Based Compensation Plans
Total shares reserved for issuance of common stock related to the conversion of preferred stock	1,900,000

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Equity - Restricted Stock and Performance-based Stock Units (Details) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Stock Based Compensation Plans
Stock options granted (in shares)	0	0
Restricted stock and performance-based stock units
Restricted stock and performance based stock units activity
Granted (in shares)	307,955	232,887
Compensation expense
Compensation expense related to share-based award	$ 6,791,000	$ 6,349,000
Remaining compensation expense	12,464,000
Restricted stock and performance-based stock units | October - December 2024
Compensation expense
Remaining compensation expense	2,260,000
Restricted stock and performance-based stock units | 2025
Compensation expense
Remaining compensation expense	6,450,000
Restricted stock and performance-based stock units | 2026
Compensation expense
Remaining compensation expense	3,385,000
Restricted stock and performance-based stock units | 2027
Compensation expense
Remaining compensation expense	$ 369,000
Restricted stock and performance-based stock units | Grant Date Price $37.16 | Three year vesting
Restricted stock and performance based stock units activity
Vesting period	3 years
Restricted stock and performance-based stock units | Grant Date Price $33.94 | Three year vesting
Restricted stock and performance based stock units activity
Vesting period		3 years
Restricted stock
Restricted stock and performance based stock units activity
Outstanding at the beginning of the period (in shares)	258,620	229,236
Granted (in shares)	175,431	146,020
Vested (in shares)	(132,842)	(115,551)
Canceled (in shares)		(1,085)
Outstanding at the end of the period (in shares)	301,209	258,620
Restricted stock | Grant Date Price $30.72 | Three year vesting
Restricted stock and performance based stock units activity
Granted (in shares)	159,536
Granted (in dollars per share)	$ 30.72
Restricted stock | Grant Date Price $30.72 | TSR Targets
Restricted stock and performance based stock units activity
Vesting period	3 years
Restricted stock | Grant Date Price $34.60 | One year anniversary vesting
Restricted stock and performance based stock units activity
Granted (in shares)	15,895
Granted (in dollars per share)	$ 34.60
Restricted stock | Grant Date Price $37.16 | Three year vesting
Restricted stock and performance based stock units activity
Granted (in shares)		127,960
Granted (in dollars per share)		$ 37.16
Restricted stock | Grant Date Price $31.54 | Vesting Date May 24,2024
Restricted stock and performance based stock units activity
Granted (in shares)		15,060
Granted (in dollars per share)		$ 31.54
Restricted stock | Grant Date Price 35.45 | Vesting Date July 25, 2024
Restricted stock and performance based stock units activity
Granted (in shares)		3,000
Granted (in dollars per share)		$ 35.45
Performance-based stock units
Restricted stock and performance based stock units activity
Vested (in shares)	0	0
Performance-based stock units | Grant Date Price $31.84 | TSR Targets
Restricted stock and performance based stock units activity
Granted (in shares)	69,610
Granted (in dollars per share)	$ 31.84
Performance-based stock units | Grant Date Price $31.84 | TSR Targets Relating to Predefined Peer Group
Restricted stock and performance based stock units activity
Vesting period	3 years
Performance-based stock units | Grant Date Price $31.84 | TSR Targets
Restricted stock and performance based stock units activity
Granted (in shares)	62,914
Granted (in dollars per share)	$ 31.84
Performance-based stock units | Grant Date Price $37.16 | TSR Targets
Restricted stock and performance based stock units activity
Granted (in shares)		86,867
Granted (in dollars per share)		$ 37.16
Vesting period	4 years
Performance-based stock units | Grant Date Price $37.16 | Accelerated TSR Targets
Restricted stock and performance based stock units activity
Vesting period	3 years

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Commitments and Contingencies - Summary of Commitments (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($) property
Commitments and Contingencies
Investment Commitment	$ 88,641
2024 Funding	18,596
Total Commitment funded	23,006
Remaining commitment	65,635
Skilled Nursing Centers
Commitments and Contingencies
Fair value of earn-out liability	3,000
Earn-out liability, Write off	$ 3,000
Number of properties acquired | property	4
Real estate properties
Commitments and Contingencies
Investment Commitment	$ 15,920
2024 Funding	7,862
Total Commitment funded	8,814
Remaining commitment	7,106
Accrued incentives and earn-out liabilities
Commitments and Contingencies
Investment Commitment	6,625
2024 Funding	587
Total Commitment funded	2,045
Remaining commitment	4,580
Mortgage loans
Commitments and Contingencies
Investment Commitment	63,620
2024 Funding	9,999
Total Commitment funded	11,999
Remaining commitment	51,621
Contingent Funding Commitments
Commitments and Contingencies
Investment Commitment	18,000
Joint venture investments
Commitments and Contingencies
Investment Commitment	1,536
2024 Funding	98
Total Commitment funded	98
Remaining commitment	1,438
Interest reserve	750
Capital expenditure reserve	786
Notes receivable
Commitments and Contingencies
Investment Commitment	940
2024 Funding	50
Total Commitment funded	50
Remaining commitment	890
Construction loans
Commitments and Contingencies
Investment Commitment	$ 45,620

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Major Operators (Details)	9 Months Ended
	Sep. 30, 2024 item property
Major Operators
Number of major operators	1
Number of beds/units	466
Prestige Healthcare | SNF
Major Operators
Number of beds | property	23
Number of beds/units	2,694
Prestige Healthcare | ALF
Major Operators
Number of beds/units	93
Total Revenue | Operator Concentration Risk | Prestige Healthcare
Major Operators
Concentration risk (as a percent)	15.40%
Total Assets | Credit Concentration Risk | Prestige Healthcare
Major Operators
Concentration risk (as a percent)	14.00%

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Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Net income	$ 30,862	$ 19,738	$ 24,689	$ 22,627	$ 6,604	$ 33,561	$ 75,289	$ 62,792
Less income allocated to non-controlling interests	(1,496)			(430)			(2,332)	(1,287)
Less income allocated to participating securities:
Non-forfeitable dividends on participating securities	(173)			(147)			(511)	(440)
Income allocated to participating securities	(28)
Total net income allocated to participating securities	(201)			(147)			(511)	(440)
Net income available to common stockholders	29,165			22,050			72,446	61,065
Net income for diluted net income per share	$ 29,165			$ 22,050			$ 72,446	$ 61,065
Reconciliation of shares
Shares for basic net income per share	43,868			41,153			43,313	41,127
Effect of dilutive securities:
Total effect of dilutive securities (in shares)	526			58			526	58
Shares for diluted net income per share	44,394			41,211			43,839	41,185
Basic net income per share (in dollars per share)	$ 0.66			$ 0.54			$ 1.67	$ 1.48
Diluted net income per share (in dollars per share)	$ 0.66			$ 0.54			$ 1.65	$ 1.48
Performance-based stock units
Effect of dilutive securities:
Stock options and performance-based stock units (in shares)	526			58			526	58

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Fair Value Measurements (Details) $ in Thousands	Sep. 30, 2024 USD ($) item	Dec. 31, 2023 USD ($) item
Fair value measurements
Mortgage loans receivable, net of credit loss reserve	$ 360,776	$ 477,266
Notes receivable, net of credit loss reserve	47,691	60,490
Term loans, net of debt issue costs	785,323	891,317
Senior unsecured notes, net of debt issue costs	$ 445,402	$ 489,409
Level 3 | Senior Unsecured Notes maturing before 2030 | Discount Rate
Fair value measurements
Future cash outflows discount rate (as a percent) | item	0.055	0.065
Level 3 | Senior Unsecured Notes maturing 2030 and after | Discount Rate
Fair value measurements
Future cash outflows discount rate (as a percent) | item	0.0575	0.0675
Level 3 | Mortgage Loans Receivable | Discount Rate
Fair value measurements
Future cash inflows discount rate (as a percent)	0.098	0.092
Level 3 | Notes Receivable | Discount Rate
Fair value measurements
Future cash inflows discount rate (as a percent)	0.076	0.069
Carrying Value
Fair value measurements
Mortgage loans receivable, net of credit loss reserve	$ 360,776	$ 477,266
Revolving line of credit	240,150	302,250
Term loans, net of debt issue costs	99,771	99,658
Senior unsecured notes, net of debt issue costs	445,402	489,409
Carrying Value | Financing receivables
Fair value measurements
Notes receivable, net of credit loss reserve	357,889	196,032
Carrying Value | Notes Receivable
Fair value measurements
Notes receivable, net of credit loss reserve	47,691	60,490
Fair Value
Fair value measurements
Revolving line of credit	240,150	302,250
Term loans, net of debt issue costs	100,000	100,000
Fair Value | Financing receivables
Fair value measurements
Notes receivable, net of credit loss reserve	363,900	199,199
Fair Value | Level 3
Fair value measurements
Mortgage loans receivable, net of credit loss reserve	422,180	554,993
Senior unsecured notes, net of debt issue costs	417,267	439,865
Fair Value | Level 3 | Notes Receivable
Fair value measurements
Notes receivable, net of credit loss reserve	$ 53,923	$ 67,877

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Subsequent Events (Details) - USD ($)		1 Months Ended			9 Months Ended
	Oct. 01, 2024	Dec. 31, 2024	Nov. 30, 2024	Oct. 31, 2024	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Subsequent Events
Gross Investment					$ 1,342,188,000
Net Book Value					942,314,000		$ 987,965,000
Pay-offs received					(34,094,000)
Revolving line of credit					240,150,000		302,250,000
Amount available for borrowing					184,850,000		97,750,000
Proceeds from common stock issued, net of issuance costs					65,629,000	$ 1,777,000
Equity Distribution Agreements
Subsequent Events
Amount available under effective shelf registration statement					$ 9,558,000
Common Stock | Equity Distribution Agreements
Subsequent Events
Shares common stock sold					1,886,900	48,500
Proceeds from common stock issued, net of issuance costs					$ 65,629,000	$ 1,777,000
Revolving line of credit
Subsequent Events
Amount available for borrowing					184,850,000		97,750,000
Properties sold
Subsequent Events
Net Book Value					26,759,000		$ 30,865,000
ALF
Subsequent Events
Gross Investment					732,120,000
ALF | Properties sold
Subsequent Events
Gross Investment					5,852,000
Net Book Value					$ 4,058,000
Subsequent Event | Cash Dividend, October 2024
Subsequent Events
Dividends declared and paid per common share				$ 0.19
Subsequent Event | Cash Dividend, November 2024
Subsequent Events
Dividends declared and paid per common share			$ 0.19
Subsequent Event | Cash Dividend, December 2024
Subsequent Events
Dividends declared and paid per common share		$ 0.19
Subsequent Event | Equity Distribution Agreements
Subsequent Events
Amount available under effective shelf registration statement				$ 1,522,000
Subsequent Event | Common Stock | Equity Distribution Agreements
Subsequent Events
Shares common stock sold				226,370
Proceeds from common stock issued, net of issuance costs				$ 7,936,000
Subsequent Event | Revolving line of credit
Subsequent Events
Repayment of debt				93,800,000
Revolving line of credit				146,350,000
Amount available for borrowing				$ 278,650,000
Subsequent Event | ALF 203 | Georgia
Subsequent Events
Pay-offs received	$ 51,111,000
Subsequent Event | Properties sold
Subsequent Events
Net Book Value	5,852,000
Subsequent Event | ALF | Properties sold
Subsequent Events
Amount of real estate property sold	$ 5,250,000

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Label	Element	Value
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents	us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents	$ 20,286,000