8-K - DOC - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

August 3, 2021

Date of Report (Date of earliest event reported)

Healthpeak Properties, Inc.

(Exact name of registrant as specified in its charter)

Maryland	001-08895	33-0091377
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5050 South Syracuse Street, Suite 800

Denver, CO 80237

(Address of principal executive offices) (Zip Code)

(720) 428-5050

(Registrant’s telephone number, including area code)

N/A

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $1.00 par value	PEAK	New York Stock Exchange

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

Emerging growth company ☐

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

Item 2.02 Results of Operations and Financial Condition.

On August 3, 2021, Healthpeak Properties, Inc., a Maryland corporation (“Healthpeak”), issued a press release setting forth its financial results for the quarter ended June 30, 2021. The press release refers to the Discussion and Reconciliation of Non-GAAP Financial Measures, which is available in the Investor Relations section of Healthpeak’s website, free of charge, at http://ir.healthpeak.com/quarterly-results. The press release and Discussion and Reconciliation of Non-GAAP Financial Measures are furnished herewith as Exhibits 99.1 and 99.3, respectively, and are incorporated by reference herein.

The information set forth in this Item 2.02 of this Current Report on Form 8-K and the related information in Exhibits 99.1 and 99.3 attached hereto are being furnished herewith, and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section and shall not be incorporated by reference in any filing with, the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference therein.

Item 7.01 Regulation FD Disclosure.

A supplemental report containing financial results and related information of Healthpeak for the quarter ended June 30, 2021 is furnished as Exhibit 99.2 hereto and incorporated by reference herein. The supplemental report is also available in the Investor Relations section of Healthpeak’s website, free of charge, at http://ir.healthpeak.com/quarterly-results.

The information set forth in this Item 7.01 of this Current Report on Form 8-K and the related information in Exhibit 99.2 attached hereto is being furnished herewith, and shall not be deemed filed for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section and shall not be incorporated by reference in any filing with, the Securities and Exchange Commission under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference therein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are being furnished herewith:

No.	Description
99.1	Press Release dated August 3, 2021.
99.2	June 30, 2021, Supplemental Report.
99.3	June 30, 2021, Discussion and Reconciliation of Non-GAAP Financial Measures.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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

Date: August 3, 2021
	Healthpeak Properties, Inc.
	By:	/s/ Peter A. Scott
		Peter A. Scott
		Chief Financial Officer

Document

Exhibit 99.1

Healthpeak Reports Second Quarter 2021 Results

DENVER, August 3, 2021 - Healthpeak Properties, Inc. (NYSE: PEAK) today announced results for the second quarter ended June 30, 2021.

SECOND QUARTER 2021 FINANCIAL PERFORMANCE AND RECENT HIGHLIGHTS

–Net income of $0.51 per share, Nareit FFO of $0.28 per share, FFO as Adjusted of $0.40 per share, and blended Total Same-Store Portfolio Cash (Adjusted) NOI growth of 1.2%

▪Total pro forma Same-Store Portfolio Cash (Adjusted) NOI growth of 7.6% excluding government grants received under the CARES Act at our CCRC properties

▪Life Science and MOB Same-Store Portfolio Cash (Adjusted) NOI growth of 7.4% and 4.1%, respectively

–Acquisitions:

▪Closed on $425 million of MOB acquisitions during the second quarter

▪In July 2021, acquired an aggregate $205 million of MOBs in off-market transactions, consisting of three buildings that are 100% leased to Atlantic Health System for $155 million and a 132,000 square foot medical campus 100% leased to HCA for $50 million

–Development leasing:

▪Signed a binding term sheet for a 163,000 square foot full-building lease for the Sorrento Gateway life science development in the Sorrento Mesa submarket of San Diego, California

▪Signed a 185,000 square foot full-campus lease for the Callan Ridge densification in the Torrey Pines submarket of San Diego, California

▪Active life science development pipeline now 73% pre-leased

–Dispositions:

▪Closed on an additional $249 million of senior housing sales and $19 million of loan repayments from our May 4, 2021 earnings release through August 1, 2021 and under contract on the remaining sales

▪Received $246 million of seller-financing early repayments in June 2021

▪Closed on the previously announced sale of Hoag Hospital purchase option, generating proceeds of $226 million

–Balance sheet:

▪Completed the previously announced tender offers for $550 million of senior unsecured notes due 2025

▪Issued $450 million of 1.35% senior unsecured notes due 2027 in our inaugural green bond offering

▪Net debt to adjusted EBITDAre of 4.6x as of June 30, 2021

–The Board of Directors declared a quarterly common stock cash dividend of $0.30 per share to be paid on August 20, 2021, to stockholders of record as of the close of business on August 9, 2021

–Published 10th annual ESG report covering environmental, social and governance initiatives and progress

SECOND QUARTER COMPARISON

	Three Months Ended June 30, 2021				Three Months Ended June 30, 2020
(in thousands, except per share amounts)	Amount		Per Share		Amount		Per Share
Net income (loss), diluted	$	277,533	$	0.51	$	51,131	$	0.09
Nareit FFO, diluted	149,671		0.28		182,367		0.34
FFO as Adjusted, diluted	219,386		0.40		216,547		0.40
AFFO, diluted	190,579				193,790

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Nareit FFO, FFO as Adjusted, AFFO, Same-Store Cash (Adjusted) NOI, Net Debt to Adjusted EBITDAre are supplemental non-GAAP financial measures that we believe are useful in evaluating the operating performance and financial position of real estate investment trusts (see the "Funds From Operations" and "Adjusted Funds From Operations" sections of this release for additional information). See "June 30, 2021 Discussion and Reconciliation of Non-GAAP Financial Measures” for definitions, discussions of their uses and inherent limitations, and reconciliations to the most directly comparable financial measures calculated and presented in accordance with GAAP in the Investor Relations section of our website at http://ir.healthpeak.com/quarterly-results.

SAME-STORE ("SS") OPERATING SUMMARY

The table below outlines the year-over-year three-month and year-to-date SS Cash (Adjusted) NOI growth on an actual and pro forma basis. The Pro Forma table reflects the results excluding government grants under the CARES Act for our CCRC portfolio.

Actual
Year-Over-Year Total SS Portfolio Cash (Adjusted) NOI Growth
	Three Month				Year-To-Date
	SS Growth %		% of SS		SS Growth %		% of SS
Life science	7.4	%	44.7	%	7.9	%	48.6	%
Medical office	4.1	%	43.3	%	3.1	%	48.6	%
CCRC(1)	(23.2	%)	12.0	%	(18.9	%)	2.9	%
Total Portfolio	1.2	%	100.0	%	4.5	%	100.0	%
Pro Forma (excluding CARES)
---	---	---	---	---	---	---	---	---
Year-Over-Year Total SS Portfolio Cash (Adjusted) NOI Growth
	Three Month				Year-To-Date
	SS Growth %		% of SS		SS Growth %		% of SS
Life science	7.4	%	44.7	%	7.9	%	48.5	%
Medical office	4.1	%	43.3	%	3.1	%	48.5	%
CCRC(1)	22.7	%	11.9	%	(7.4	%)	3.0	%
Total Portfolio	7.6	%	100.0	%	5.0	%	100.0	%

(1)CCRC SS consists of 15 properties for the three month comparison and two properties for the year-to-date comparison.

MOB ACQUISITION UPDATES

ATLANTIC HEALTH MOBs

In July 2021, Healthpeak acquired three buildings totaling 537,000 square feet for $155 million in an off-market transaction. The properties are located in Morristown, New Jersey and are 100% leased to Atlantic Health System, the leading health system in New Jersey, under triple-net leases with approximately 11 years of remaining lease term. The transaction also includes an adjacent land parcel that can support up to 80,000 square feet of medical office development. The transaction represents stabilized NOI and Cash NOI capitalization rates in the low 6% range and mid 5% range, respectively.

HCA WESLEY WOODLAWN MOB

In July 2021, Healthpeak acquired Wesley Woodlawn located in Wichita, Kansas for $50 million. The 132,000 square foot medical campus is 100% leased to HCA with approximately 6 years of remaining lease term. The transaction represents year one NOI and Cash NOI capitalization rates of 6.4% and 6.1%, respectively.

HCA WESTSIDE MEDICAL PLAZA MOB

In June 2021, Healthpeak acquired Westside Medical Plaza located in Fort Lauderdale, Florida for $16 million. The 37,000 square foot building is Healthpeak’s second MOB on HCA’s Westside Regional Medical Center campus and is 100% leased with a weighted average remaining lease term of approximately 6.5 years. The transaction represents year one NOI and Cash NOI capitalization rates of 6.0% and 5.5%, respectively.

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14-PROPERTY MOB PORTFOLIO

As previously announced, in April 2021, Healthpeak acquired a 14-property, 833,000 square foot MOB portfolio for $371 million in an off-market transaction. The portfolio is 89% leased with a weighted average lease term of 6.5 years. 100% of the portfolio is on-campus or affiliated with investment grade health system tenants including Bon Secours Mercy Health, Inova Health System, NorthShore University HealthSystem, Fairview Health Services and PeaceHealth. The portfolio is primarily located in top 25 MSAs including Minneapolis, Chicago, Philadelphia, Washington, D.C., Los Angeles and Dallas. The transaction represents NOI and Cash NOI capitalization rates of approximately 5.6% and 5.2%, respectively, at closing, and low 6% and high 5%, respectively, upon stabilization.

SKY RIDGE CAMPUS MOB

As previously announced, in April 2021, Healthpeak acquired Pinnacle at Ridgegate, a recently developed 80,000 square foot MOB located on HCA's Sky Ridge Medical Center campus (“Sky Ridge”) in Denver, Colorado for $38 million in an off-market transaction. The acquisition brings Healthpeak’s on-campus MOB ownership at Sky Ridge to 420,000 square feet. The transaction represents a year one NOI and Cash NOI capitalization rate of approximately mid 2% and, upon completion of lease-up and stabilization, NOI and Cash NOI capitalization rates of approximately 5.8% and 5.5%, respectively.

LIFE SCIENCE LAND ACQUISITION UPDATE

SOUTH SAN FRANCISCO LAND

As previously announced, in April 2021, Healthpeak closed on the first phase of the acquisition of 12 acres of land in South San Francisco, California for $61 million in an off-market transaction. Healthpeak is under contract to acquire the remaining 7 acres for an additional $67.5 million.

The 12 acre site is adjacent to Healthpeak’s Forbes Research land, and the combination of the two sites, branded as Vantage, forms a contiguous 20 acres, enabling the development of a multi-phase, scalable campus totaling 1 million square feet or more, subject to final entitlements.

DEVELOPMENT LEASING UPDATES

SORRENTO GATEWAY FULL-CAMPUS LEASE

Sorrento Therapeutics, Inc. has executed a binding term sheet for a long-term lease for the entire Sorrento Gateway development project in the Sorrento Mesa submarket of San Diego. The $117 million Class A development will consist of a five-story building totaling approximately 163,000 square feet with an estimated yield on cost in the mid 8% range. Upon expected completion of the development in 2023, Sorrento Therapeutics will lease a total of 374,000 square feet from Healthpeak.

CALLAN RIDGE FULL-CAMPUS LEASE

As previously announced, Turning Point Therapeutics, Inc. has executed a long-term lease for the entire Callan Ridge densification project located in the Torrey Pines submarket of San Diego. The lease is expected to commence in early 2023, upon completion of construction. The $140 million project will more than double the current leasable area by replacing an outmoded 90,000 square foot building with a new Class A two-building campus totaling approximately 185,000 square feet with an estimated yield on cost in the low 9% range.

SENIOR HOUSING DISPOSITIONS

Continued progress on the sale of $4 billion of senior housing assets:

▪Cumulative gross proceeds from closed sales of $3.8 billion since July 2020

◦116 SHOP assets containing 12,315 units generating gross proceeds of $2.49 billion at a blended 2.6% annualized trailing 3-month cap rate

◦50 NNN assets containing 4,812 units generating gross proceeds of $1.13 billion at a blended 7.5% annualized trailing 3-month lease yield and a blended 5.2% annualized trailing 3-month EBITDAR yield

◦2 legacy CCRCs owned in a joint venture with, and managed by, Brookdale Senior Living containing 891 units generating gross proceeds of $19 million at share at a blended (5.4%) annualized trailing 3-month cap rate

◦$157 million from senior housing loan sales and repayments

▪Under contract on the remaining sales

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Transactions closed subsequent to our May 4, 2021 earnings release:

▪$145 million sale of 11 SHOP properties, totaling 1,087 units at a blended (2.3%) annualized trailing 3-month cap rate

▪$85 million sale of 3 NNN properties, totaling 317 units at a blended 4.9% annualized trailing 3-month lease yield and a blended 2.0% annualized trailing 3-month EBITDAR yield

▪$19 million sale of 2 legacy CCRCs owned in a joint venture with, and managed by, Brookdale Senior Living containing 891 units at a blended (5.4%) annualized trailing 3-month cap rate

▪$19 million of loan repayments

Previously disclosed transactions closed during the second quarter include:

▪$564 million sale of a 12-property SHOP portfolio, totaling 1,043 units, operated by Oakmont Senior Living

▪$334 million sale of a 10-property SHOP portfolio, totaling 1,428 units, operated by Discovery Senior Living and the sale of 2 loans and 2 preferred equity investments generating additional proceeds of $21 million

▪Through 5 separate transactions, sale of 2 NNN properties totaling 107 units operated by Next Step Senior Care and 8 SHOP properties totaling 794 units generating total proceeds of $116 million. The operators of the SHOP properties include Sonata (5), Milestone, Capital Senior Living and Brookdale Senior Living

Also during the quarter, Healthpeak received $246 million of seller-financing early repayments.

BALANCE SHEET

In July 2021, Healthpeak completed its inaugural green bond issuance, a public offering of $450 million of 1.35% senior unsecured notes due 2027.

In July 2021, we repaid a $250 million unsecured term loan.

As previously announced, during the second quarter, Healthpeak completed its tender offers for a total of $550 million of senior unsecured notes maturing in 2025, with a weighted average coupon of approximately 3.7%. Total debt extinguishment costs were $61 million, of which $53 million represents mark-to-market adjustments.

DIVIDEND

On July 29, Healthpeak announced that its Board declared a quarterly common stock cash dividend of $0.30 per share to be paid on August 20, 2021, to stockholders of record as of the close of business on August 9, 2021.

10th ANNUAL ESG REPORT

In July 2021, Healthpeak published its 10th annual ESG Report, highlighting our environmental, social and governance (ESG) initiatives over the last decade as well as our 2020 performance.

To learn more about Healthpeak's ESG program and view our 2020 ESG Report, please visit www.healthpeak.com/esg or our interactive ESG Report website at esg.healthpeak.com.

2021 GUIDANCE

For full year 2021, we are updating the following guidance ranges:

▪Diluted earnings per common share from $0.98 – $1.06 to $0.95 – $1.01

▪Diluted Nareit FFO per share from $1.09 – $1.17 to $1.06 – $1.12

▪Diluted FFO as Adjusted per share from $1.53 – $1.61 to $1.55 – $1.61

▪Blended Total Portfolio Same-Store Cash (Adjusted) NOI growth from 1.75% – 3.25% to 2.25% – 3.75%

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COMPANY INFORMATION

Healthpeak has scheduled a conference call and webcast for Wednesday, August 4, 2021, at 9:00 a.m. Mountain Time (11:00 a.m. Eastern Time) to present its performance and operating results for the second quarter ended June 30, 2021. The conference call is accessible by dialing (888) 317-6003 (U.S.) or (412) 317-6061 (international). The conference ID number is 5046783. You may also access the conference call via webcast in the Investor Relations section of our website at http://ir.healthpeak.com. An archive of the webcast will be available on Healthpeak's website through August 4, 2022, and a telephonic replay can be accessed through August 18, 2021, by dialing (877) 344-7529 (U.S.) or (412) 317-0088 (international) and entering conference ID number 10158057. Our Supplemental Report for the current period is also available, with this earnings release, in the Investor Relations section of our website.

ABOUT HEALTHPEAK

Healthpeak Properties, Inc. is a fully integrated real estate investment trust (REIT) and S&P 500 company. Healthpeak owns and develops high-quality real estate in the three private-pay healthcare asset classes of Life Science, Medical Office and CCRCs. At Healthpeak, we pair our deep understanding of the healthcare real estate market with a strong vision for long-term growth. For more information regarding Healthpeak, visit www.healthpeak.com.

FORWARD-LOOKING STATEMENTS

Statements in this release that are not historical facts are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include, among other things, statements regarding our and our officers' intent, belief or expectation as identified by the use of words such as "may," "will," "project," "expect," "believe," "intend," "anticipate," "seek," "target," "forecast," "plan," "potential," "estimate," "could," "would," "should" and other comparable and derivative terms or the negatives thereof. Examples of forward-looking statements include, among other things: (i) statements regarding timing, outcomes and other details relating to current, pending or contemplated acquisitions, dispositions, transitions, developments, redevelopments, densifications, joint venture transactions, leasing activity and commitments, capital recycling plans, financing activities, or other transactions discussed in this release; (ii) the payment of a quarterly cash dividend; and (iii) the information presented under the heading "2021 Guidance." Pending acquisitions, dispositions, and leasing activity, including those subject to binding agreements, remain subject to closing conditions and may not be completed within the anticipated timeframes or at all. Forward-looking statements reflect our current expectations and views about future events and are subject to risks and uncertainties that could significantly affect our future financial condition and results of operations. While forward-looking statements reflect our good faith belief and assumptions we believe to be reasonable based upon current information, we can give no assurance that our expectations or forecasts will be attained. Further, we cannot guarantee the accuracy of any such forward-looking statement contained in this release, and such forward-looking statements are subject to known and unknown risks and uncertainties that are difficult to predict. These risks and uncertainties include, but are not limited to: the COVID-19 pandemic and health and safety measures intended to reduce its spread, the availability, effectiveness and public usage and acceptance of vaccines, and how quickly and to what extent normal economic and operating conditions can resume within the markets in which we operate; operational risks associated with third party management contracts, including the additional regulation and liabilities of our RIDEA lease structures; the ability of our existing and future tenants, operators and borrowers to conduct their respective businesses in a manner sufficient to maintain or increase their revenues and manage their expenses in order to generate sufficient income to make rent and loan payments to us and our ability to recover investments made, if applicable, in their operations; increased competition, operating costs and market changes affecting our tenants, operators and borrowers; the financial condition of our tenants, operators and borrowers, including potential bankruptcies and downturns in their businesses, and their legal and regulatory proceedings; our concentration of investments in the healthcare property sector, which makes us more vulnerable to a downturn in a specific sector than if we invested in multiple industries; our ability to identify replacement tenants and operators and the potential renovation costs and regulatory approvals associated therewith; our property development and redevelopment activity risks, including costs above original estimates, project delays and lower occupancy rates and rents than expected; changes within the life science industry; high levels of regulation, funding requirements, expense and uncertainty faced by our life science tenants; the ability of the hospitals on whose campuses our MOBs are located and their affiliated healthcare systems to remain competitive or financially viable; our ability to maintain or expand our hospital and health system client relationships; economic and other conditions that negatively affect geographic areas from which we recognize a greater percentage of our revenue; uninsured or underinsured losses, which could result in significant losses and/or performance declines by us or our tenants and operators; our investments in joint ventures and unconsolidated entities, including our lack of sole decision making authority and our reliance on our partners’ financial condition and continued cooperation; our use of contingent rent provisions and/or rent escalators based on the Consumer Price Index; competition for suitable healthcare properties to grow our investment portfolio; our ability to make material acquisitions and successfully integrate them; the potential impact on us and our tenants, operators and borrowers from litigation matters, including rising liability and insurance costs; our ability to foreclose on collateral securing our real estate-related loans; laws or regulations prohibiting eviction of our tenants; the failure of our tenants and operators to comply with federal, state and local laws and regulations, including resident health and safety requirements, as well as licensure, certification and inspection requirements; required regulatory approvals to transfer our healthcare properties; compliance with the Americans with Disabilities Act and fire, safety and other health regulations; the requirements of, or changes to, governmental reimbursement programs such as Medicare or Medicaid; legislation to address federal government operations and administration decisions affecting the Centers for Medicare and Medicaid Services; our participation in the CARES Act

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Provider Relief Program and other COVID-19 related stimulus and relief programs; volatility or uncertainty in the capital markets, the availability and cost of capital as impacted by interest rates, changes in our credit ratings and the value of our common stock, and other conditions that may adversely impact our ability to fund our obligations or consummate transactions, or reduce the earnings from potential transactions; cash available for distribution to stockholders and our ability to make dividend distributions at expected levels; our ability to manage our indebtedness level and covenants in and changes to the terms of such indebtedness; changes in global, national and local economic and other conditions; provisions of Maryland law and our charter that could prevent a transaction that may otherwise be in the interest of our stockholders; environmental compliance costs and liabilities associated with our real estate investments; our ability to maintain our qualification as a real estate investment trust (“REIT”); changes to U.S. federal income tax laws, and potential deferred and contingent tax liabilities from corporate acquisitions; calculating non-REIT tax earnings and profits; ownership limits in our charter that restrict ownership in our stock; our reliance on information technology systems and the potential impact of system failures, disruptions or breaches; unfavorable litigation resolution or disputes; the loss or limited availability of our key personnel; and other risks and uncertainties described from time to time in our Securities and Exchange Commission filings. Except as required by law, we do not undertake, and hereby disclaim, any obligation to update any forward-looking statements, which speak only as of the date on which they are made.

CALCULATIONS

The estimated capitalization rates and yield ranges included in this release are calculated by dividing projected NOI or Cash (Adjusted) NOI for the applicable properties by the aggregate purchase price or development cost, as applicable, for such properties. Newly acquired operating assets are generally considered stabilized at the earlier of lease-up (typically when the tenant(s) control(s) the physical use of at least 80% of the space) or 12 months from the acquisition date. Newly completed developments are considered stabilized at the earlier of lease-up or 24 months from the date the property is placed in service.

The aggregate NOI or Cash (Adjusted) NOI projections used in calculating the capitalization rates and yield ranges included in this presentation are based on (i) information currently available to us, including, in connection with acquisitions, information made available to us by the seller in the diligence process, and (ii) certain assumptions applied by us related to anticipated occupancy, rental rates, property taxes and other expenses over a specified period of time in the future based on historical data and the Company’s knowledge of and experience with the submarket. Accordingly, the capitalization rates and yield ranges included in this presentation are inherently based on inexact projections that may be incorrect or imprecise and may change as a result of events or factors currently unknown to the Company. The actual capitalization rates for these properties may differ materially and adversely from the estimated stabilized capitalization rates and yield ranges discussed in this release based on numerous factors, including any difficulties achieving assumed occupancy and/or rental rates, development delays, unanticipated expenses not payable by a tenant, tenant defaults, the results of purchase price allocations, as well as the risk factors set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 and its subsequent filings with the SEC.

CONTACT

Andrew Johns

Vice President – Corporate Finance and Investor Relations

720-428-5400

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Healthpeak Properties, Inc.

Consolidated Balance Sheets

In thousands, except share and per share data

(unaudited)

	June 30, 2021		December 31, 2020
Assets
Real estate:
Buildings and improvements	$	11,543,657	$	11,048,433
Development costs and construction in progress	711,772		613,182
Land	1,966,665		1,867,278
Accumulated depreciation and amortization	(2,618,101)		(2,409,135)
Net real estate	11,603,993		11,119,758
Net investment in direct financing leases	44,706		44,706
Loans receivable, net of reserves of $4,198 and $10,280	429,076		195,375
Investments in and advances to unconsolidated joint ventures	388,415		402,871
Accounts receivable, net of allowance of $3,429 and $3,994	41,814		42,269
Cash and cash equivalents	96,923		44,226
Restricted cash	129,052		67,206
Intangible assets, net	511,612		519,917
Assets held for sale and discontinued operations, net	246,807		2,626,306
Right-of-use asset, net	215,303		192,349
Other assets, net	624,669		665,106
Total assets	$	14,332,370	$	15,920,089
Liabilities and Equity
Bank line of credit and commercial paper	$	720,000	$	129,590
Term loan	249,303		249,182
Senior unsecured notes	3,710,972		5,697,586
Mortgage debt	358,101		221,621
Intangible liabilities, net	139,116		144,199
Liabilities related to assets held for sale and discontinued operations, net	65,272		415,737
Lease liability	189,732		179,895
Accounts payable, accrued liabilities, and other liabilities	688,458		763,391
Deferred revenue	777,687		774,316
Total liabilities	6,898,641		8,575,517
Commitments and contingencies
Common stock, $1.00 par value: 750,000,000 shares authorized; 538,955,168 and 538,405,393 shares issued and outstanding	538,955		538,405
Additional paid-in capital	10,229,549		10,229,857
Cumulative dividends in excess of earnings	(3,880,253)		(3,976,232)
Accumulated other comprehensive income (loss)	(3,389)		(3,685)
Total stockholders’ equity	6,884,862		6,788,345
Joint venture partners	347,610		357,069
Non-managing member unitholders	201,257		199,158
Total noncontrolling interests	548,867		556,227
Total equity	7,433,729		7,344,572
Total liabilities and equity	$	14,332,370	$	15,920,089

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Healthpeak Properties, Inc.

Consolidated Statements of Operations

In thousands, except per share data

(unaudited)

	Three Months Ended<br>June 30,				Six Months Ended<br>June 30,
	2021		2020		2021		2020
Revenues:
Rental and related revenues	$	340,642	$	288,253	$	668,614	$	570,570
Resident fees and services	117,308		113,926		233,436		205,706
Income from direct financing leases	2,180		2,150		4,343		5,419
Interest income	16,108		4,230		25,121		7,918
Total revenues	476,238		408,559		931,514		789,613
Costs and expenses:
Interest expense	38,681		54,823		85,524		110,514
Depreciation and amortization	171,459		139,691		328,997		264,803
Operating	190,132		177,808		371,893		415,185
General and administrative	24,088		23,720		48,990		46,069
Transaction costs	619		373		1,417		14,936
Impairments and loan loss reserves (recoveries), net	931		6,837		4,173		17,944
Total costs and expenses	425,910		403,252		840,994		869,451
Other income (expense):
Gain (loss) on sales of real estate, net	175,238		81,284		175,238		83,353
Gain (loss) on debt extinguishments	(60,865)		(25,824)		(225,157)		(24,991)
Other income (expense), net	1,734		17,415		3,934		228,068
Total other income (expense), net	116,107		72,875		(45,985)		286,430
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	166,435		78,182		44,535		206,592
Income tax benefit (expense)	763		(106)		755		29,762
Equity income (loss) from unconsolidated joint ventures	867		(17,735)		2,190		(28,881)
Income (loss) from continuing operations	168,065		60,341		47,480		207,473
Income (loss) from discontinued operations	113,960		(5,292)		383,968		130,116
Net income (loss)	282,025		55,049		431,448		337,589
Noncontrolling interests’ share in continuing operations	(3,535)		(3,486)		(6,841)		(6,949)
Noncontrolling interests’ share in discontinued operations	(2,210)		(57)		(2,539)		(54)
Net income (loss) attributable to Healthpeak Properties, Inc.	276,280		51,506		422,068		330,586
Participating securities’ share in earnings	(287)		(375)		(2,732)		(1,800)
Net income (loss) applicable to common shares	$	275,993	$	51,131	$	419,336	$	328,786
Basic earnings (loss) per common share:
Continuing operations	$	0.30	$	0.10	$	0.07	$	0.38
Discontinued operations	0.21		(0.01)		0.71		0.25
Net income (loss) applicable to common shares	$	0.51	$	0.09	$	0.78	$	0.63
Diluted earnings (loss) per common share:
Continuing operations	$	0.30	$	0.10	$	0.07	$	0.38
Discontinued operations	0.21		(0.01)		0.71		0.25
Net income (loss) applicable to common shares	$	0.51	$	0.09	$	0.78	$	0.63
Weighted average shares outstanding:
Basic	538,929		538,262		538,805		522,427
Diluted	544,694		538,517		539,081		523,498

Page 8

Healthpeak Properties, Inc.

Funds From Operations

In thousands, except per share data

(unaudited)

	Three Months Ended<br>June 30,				Six Months Ended<br>June 30,
	2021		2020		2021		2020
Net income (loss) applicable to common shares	$	275,993	$	51,131	$	419,336	$	328,786
Real estate related depreciation and amortization(1)	171,459		178,488		328,997		367,764
Healthpeak's share of real estate related depreciation and amortization from unconsolidated joint ventures	2,869		25,618		7,322		55,228
Noncontrolling interests' share of real estate related depreciation and amortization	(4,923)		(4,980)		(9,809)		(10,023)
Other real estate-related depreciation and amortization	—		891		—		2,128
Loss (gain) on sales of depreciable real estate, net(1)	(297,476)		(82,863)		(557,138)		(247,732)
Healthpeak's share of loss (gain) on sales of depreciable real estate, net, from unconsolidated joint ventures	(5,866)		(1,519)		(5,866)		(9,248)
Noncontrolling interests' share of gain (loss) on sales of depreciable real estate, net	2,179		(3)		2,179		(3)
Loss (gain) upon change of control, net(2)	—		(2,528)		(1,042)		(169,962)
Taxes associated with real estate dispositions	1,693		335		2,183		(11,540)
Impairments (recoveries) of depreciable real estate, net	3,743		17,797		3,743		48,519
Nareit FFO applicable to common shares	149,671		182,367		189,905		353,917
Distributions on dilutive convertible units and other	—		—		—		3,501
Diluted Nareit FFO applicable to common shares	$	149,671	$	182,367	$	189,905	$	357,418
Diluted Nareit FFO per common share	$	0.28	$	0.34	$	0.35	$	0.68
Weighted average shares outstanding - diluted Nareit FFO	539,193		538,517		539,081		529,009
Impact of adjustments to Nareit FFO:
Transaction-related items(3)	$	1,265	$	685	$	5,379	$	93,064
Other impairments (recoveries) and other losses (gains), net(4)	1,845		6,291		5,087		(27,015)
Restructuring and severance related charges	—		—		2,463		—
Loss (gain) on debt extinguishments	60,865		25,824		225,157		24,991
Litigation costs (recoveries)	—		100		—		206
Casualty-related charges (recoveries), net	3,596		—		4,644		—
Foreign currency remeasurement losses (gains)	—		143		—		153
Tax rate legislation impact(5)	—		(697)		—		(3,589)
Total adjustments	67,571		32,346		242,730		87,810
FFO as Adjusted applicable to common shares	217,242		214,713		432,635		441,727
Distributions on dilutive convertible units and other	2,144		1,834		4,067		3,390
Diluted FFO as Adjusted applicable to common shares	$	219,386	$	216,547	$	436,702	$	445,117
Diluted FFO as Adjusted per common share	$	0.40	$	0.40	$	0.80	$	0.84
Weighted average shares outstanding - diluted FFO as Adjusted	546,519		544,018		546,407		529,009

_______________________________________

(1)This amount can be reconciled by combining the balances from the corresponding line of the Consolidated Statements of Operations and the detailed financial information in the Discontinued Operations Reconciliation section of the Supplemental Report.

(2)For the six months ended June 30, 2020, includes a $170 million gain upon consolidation of 13 continuing care retirement communities ("CCRCs") in which we acquired Brookdale's interest and began consolidating during the first quarter of 2020. Gains and losses upon change of control are included in other income (expense), net in the Consolidated Statements of Operations.

(3)For the six months ended June 30, 2020, includes the termination fee and transition fee expenses related to terminating the management agreements with Brookdale for 13 CCRCs and transitioning those communities to Life Care Services, LLC, partially offset by the tax benefit recognized related to those expenses. The expenses related to terminating management agreements are included in operating expenses in the Consolidated Statements of Operations.

(4)For the three and six months ended June 30, 2021, includes a $7 million goodwill impairment charge in connection with our senior housing triple-net asset sales which is reported in income (loss) from discontinued operations in the Consolidated Statements of Operations and $6 million of accelerated recognition of a mark-to-market discount, less loan fees, resulting from prepayments on loans receivable which is included in interest income in the Consolidated Statements of Operations. For the six months ended June 30, 2020, includes a $42 million gain on sale of a hospital that was in a direct financing lease ("DFL") which is included in other income (expense), net in the Consolidated Statements of Operations. The remaining activity for the three and six months ended June 30, 2021 and 2020 includes reserves for loan losses and land impairments recognized in impairments and loan loss reserves (recoveries), net in the Consolidated Statements of Operations.

(5)For the three and six months ended June 30, 2020, represents the tax benefit from the CARES Act, which extended the net operating loss carryback period to five years.

Page 9

Healthpeak Properties, Inc.

Adjusted Funds From Operations

In thousands

(unaudited)

	Three Months Ended<br>June 30,				Six Months Ended<br>June 30,
	2021		2020		2021		2020
FFO as Adjusted applicable to common shares	$	217,242	$	214,713	$	432,635	$	441,727
Amortization of stock-based compensation	5,095		4,984		9,459		8,972
Amortization of deferred financing costs	2,121		2,534		4,334		5,116
Straight-line rents	(6,201)		(8,316)		(15,336)		(14,544)
AFFO capital expenditures	(22,422)		(18,781)		(43,132)		(40,572)
Deferred income taxes	(2,771)		(6,686)		(4,493)		(1,899)
Other AFFO adjustments	(4,026)		3,478		(9,628)		728
AFFO applicable to common shares	189,038		191,926		373,839		399,528
Distributions on dilutive convertible units and other	1,541		1,864		2,862		3,501
Diluted AFFO applicable to common shares	$	190,579	$	193,790	$	376,701	$	403,029
Weighted average shares outstanding - diluted AFFO	544,694		544,018		544,582		529,009

Page 10

peaksupp06302021

Document

Exhibit 99.3

Discussion and

Reconciliation of Non-

GAAP Financial Measures

June 30, 2021

(Unaudited)

Definitions

Adjusted Fixed Charge Coverage Adjusted EBITDAre divided by Fixed Charges. Adjusted Fixed Charge Coverage is a supplemental measure of liquidity and our ability to meet interest payments on our outstanding debt and pay dividends to our preferred stockholders, if applicable. Our various debt agreements contain covenants that require us to maintain ratios similar to Adjusted Fixed Charge Coverage and credit rating agencies utilize similar ratios in evaluating and determining the credit rating on certain of our debt instruments. Adjusted Fixed Charge Coverage is subject to the same limitations and qualifications as Adjusted EBITDAre and Fixed Charges.

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

Consolidated Debt The carrying amount of bank line of credit, commercial paper, term loans, senior unsecured notes, and mortgage debt, as reported in our consolidated financial statements.

Consolidated Gross Assets The carrying amount of total assets, excluding investments in and advances to our unconsolidated JVs, after adding back accumulated depreciation and amortization, as reported in our consolidated financial statements. Consolidated Gross Assets is a supplemental measure of our financial position, which, when used in conjunction with debt-related measures, enables both management and investors to analyze our leverage and to compare our leverage to that of other companies.

Consolidated Secured Debt Mortgage and other debt secured by real estate, as reported in our consolidated financial statements.

Continuing Care Retirement Community (“CCRC”) A senior housing facility which provides at least three levels of care (i.e., independent living, assisted living and skilled nursing).

Debt Investments Loans secured by a direct interest in real estate and mezzanine loans.

Direct Financing Lease ("DFL") Lease for which future minimum lease payments are recorded as a receivable and the difference between the future minimum lease payments and the estimated residual values less the cost of the properties is recorded as unearned income. Unearned income is deferred and amortized to income over the lease terms to provide a constant yield.

Definitions

EBITDAre and Adjusted EBITDAre EBITDAre, or EBITDA for Real Estate, is a supplemental performance measure defined by the National Association of Real Estate Investment Trusts (“Nareit”) and intended for real estate companies. It represents earnings before interest expense, income taxes, depreciation and amortization, gains or losses from sales of depreciable property (including gains or losses on change in control), and impairment charges (recoveries) related to depreciable property. Adjusted EBITDAre is defined as EBITDAre excluding impairments (recoveries) related to non-depreciable assets, transaction-related items, prepayment costs (benefits) associated with early retirement or payment of debt, severance and related charges, litigation costs (recoveries), casualty-related charges (recoveries), stock compensation expense, and foreign currency remeasurement losses (gains). EBITDAre and Adjusted EBITDAre include our pro rata share of our unconsolidated JVs presented on the same basis. We consider EBITDAre and Adjusted EBITDAre important supplemental measures to net income (loss) because they provide an additional manner in which to evaluate our operating performance and serve as additional indicators of our ability service our debt obligations. Net income (loss) is the most directly comparable U.S. generally accepted accounting principles (“GAAP”) measure to EBITDAre and Adjusted EBITDAre.

Enterprise Debt Consolidated Debt plus our pro rata share of total debt from our unconsolidated JVs. Enterprise Debt is a supplemental measure of our financial position, which enables both management and investors to analyze our leverage and to compare our leverage to that of other companies. Our pro rata share of total debt from our unconsolidated JVs is not intended to reflect our actual liability or ability to access assets should there be a default under any or all such loans or a liquidation of the JVs.

Enterprise Gross Assets Consolidated Gross Assets plus our pro rata share of total gross assets from our unconsolidated JVs, after adding back accumulated depreciation and amortization. Enterprise Gross Assets is a supplemental measure of our financial position, which, when used in conjunction with debt-related measures, enables both management and investors to analyze our leverage and to compare our leverage to that of other companies.

Enterprise Secured Debt Consolidated Secured Debt plus our pro rata share of mortgage debt from our unconsolidated JVs. Enterprise Secured Debt is a supplemental measure of our financial position, which enables both management and investors to analyze our leverage and to compare our leverage to that of other companies. Our pro rata share of Enterprise Secured Debt from our unconsolidated JVs is not intended to reflect our actual liability or ability to access assets should there be a default under any or all such loans or a liquidation of the JVs.

Entrance Fee Certain of our communities have residency agreements which require the resident to pay an upfront entrance fee prior to taking occupancy at the community. For net income, NOI, Adjusted NOI, Nareit FFO, FFO as Adjusted, and AFFO, the non-refundable portion of the entrance fee is recorded as deferred entrance fee revenue and amortized over the estimated stay of the resident based on an actuarial valuation. The refundable portion of a resident’s entrance fee is generally refundable within a certain number of months or days following contract termination or upon the sale of the unit. All refundable amounts due to residents at any time in the future are classified as liabilities.

Financial Leverage Enterprise Debt divided by Enterprise Gross Assets. Financial Leverage is a supplemental measure of our financial position, which enables both management and investors to analyze our leverage and to compare our leverage to that of other companies. Our pro rata share information is calculated by applying our actual ownership percentage for the period and excludes debt funded by us to our JVs. Our pro rata share of total debt from our unconsolidated JVs is not intended to reflect our actual liability or ability to access assets should there be a default under any or all such loans or a liquidation of the JVs.

Fixed Charges Total interest expense plus capitalized interest plus preferred stock dividends (if applicable). Fixed Charges also includes our pro rata share of the interest expense plus capitalized interest plus preferred stock dividends (if applicable) of our unconsolidated JVs. Fixed Charges is a supplemental measure of our interest payments on outstanding debt and dividends to preferred stockholders for purposes of presenting Fixed Charge Coverage and Adjusted Fixed Charge Coverage. Fixed Charges is subject to limitations and qualifications, as, among other things, it does not include all contractual obligations.

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

Definitions

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

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

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

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

Investment and Portfolio Investment Represents: (i) the carrying amount of real estate assets and intangibles, after adding back accumulated depreciation and amortization and (ii) the carrying amount of DFLs and Debt Investments. Portfolio Investment also includes our pro rata share of the real estate assets and intangibles held in our unconsolidated JVs, presented on the same basis as Investment, and excludes noncontrolling interests' pro rata share of the real estate assets and intangibles held in our consolidated JVs, presented on the same basis. Investment and Portfolio Investment exclude land held for development.

Net Debt Enterprise Debt less the carrying amount of cash and cash equivalents as reported in our consolidated financial statements and our pro rata share of cash and cash equivalents from our unconsolidated JVs. Consolidated Debt is the most

Definitions

directly comparable GAAP measure to Net Debt. Net Debt is a supplemental measure of our financial position, which enables both management and investors to analyze our leverage and to compare our leverage to that of other companies.

Net Debt to Adjusted EBITDAre Net Debt divided by Adjusted EBITDAre is a supplemental measure of our ability to decrease our debt. Because we may not be able to use our cash to reduce our debt on a dollar-for-dollar basis, this measure may have material limitations.

Net Operating Income (“NOI”) and Cash (Adjusted) NOI NOI and Adjusted NOI are non-U.S. generally accepted accounting principles (“GAAP”) supplemental financial measures used to evaluate the operating performance of real estate. NOI is defined as real estate revenues (inclusive of rental and related revenues, resident fees and services, income from direct financing leases, and government grant income and exclusive of interest income), less property level operating expenses (which exclude transition costs); NOI excludes all other financial statement amounts included in net income (loss). Adjusted NOI is calculated as NOI after eliminating the effects of straight-line rents, DFL non-cash interest, amortization of market lease intangibles, termination fees, actuarial reserves for insurance claims that have been incurred but not reported, and the impact of deferred community fee income and expense. NOI and Adjusted NOI include our share of income (loss) generated by unconsolidated joint ventures and exclude noncontrolling interests’ share of income (loss) generated by consolidated joint ventures. Adjusted NOI is oftentimes referred to as “Cash NOI.” Management believes NOI and Adjusted NOI are important supplemental measures because they provide relevant and useful information by reflecting only income and operating expense items that are incurred at the property level and present them on an unlevered basis. We use NOI and Adjusted NOI to make decisions about resource allocations, to assess and compare property level performance, and to evaluate our Same-Store (“SS”) performance, as described below. We believe that net income (loss) is the most directly comparable GAAP measure to NOI and Adjusted NOI. NOI and Adjusted NOI should not be viewed as alternative measures of operating performance to net income (loss) as defined by GAAP since they do not reflect various excluded items. Further, our definitions of NOI and Adjusted NOI may not be comparable to the definitions used by other REITs or real estate companies, as they may use different methodologies for calculating NOI and Adjusted NOI.

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

Portfolio Adjusted NOI Portfolio Adjusted NOI is Portfolio Cash Real Estate Revenues less Portfolio Cash Operating Expenses.

Portfolio Cash Operating Expenses Consolidated cash operating expenses plus the Company's pro rata share of cash operating expenses from its unconsolidated JVs less noncontrolling interests' pro rata share of cash operating expenses from consolidated JVs. Portfolio Cash Operating Expenses represent property level operating expenses (which exclude transition costs) after eliminating the effects of straight-line rents, lease termination fees, actuarial reserves for insurance claims that have been incurred but not reported, and the impact of deferred community fee expense.

Portfolio Income Cash (Adjusted) NOI plus interest income plus our pro rata share of Cash (Adjusted) NOI from our unconsolidated JVs less noncontrolling interests' pro rata share of Cash (Adjusted) NOI from consolidated JVs.

Portfolio Real Estate Revenues and Portfolio Cash Real Estate Revenues Portfolio Real Estate Revenues include rental related revenues, resident fees and services, income from DFLs, and government grant income which is included in Other income (expense), net in our Consolidated Statement of Operations. Portfolio Real Estate Revenues include the Company's pro rata share from unconsolidated JVs presented on the same basis and exclude noncontrolling interests' pro rata share from consolidated JVs presented on the same basis. Portfolio Cash Real Estate Revenues include Portfolio Real Estate Revenues after eliminating the effects of straight-line rents, DFL non-cash interest, amortization of market lease intangibles, lease termination fees, and the impact of deferred community fee income.

Revenue Per Occupied Room ("REVPOR") CCRC The 3-month average Cash Real Estate Revenues per occupied unit excluding Cash NREFs for the most recent period available. REVPOR CCRC excludes newly completed assets under lease-up, assets sold, acquired or converted to a new operating structure (such as triple-net to SHOP) during the relevant period, assets in redevelopment, assets that are held for sale, and assets that experienced a casualty event that significantly impacted operations. REVPOR cannot be derived from the information presented for the CCRC portfolio as units reflect 100% of the unit capacities for unconsolidated JVs and revenue is at the Company's pro rata share. REVPOR CCRC is a non-GAAP supplemental financial measure used to evaluate the revenue-generating capacity and profit potential of our CCRC assets independent of fluctuating occupancy rates. It is also used in comparison against industry and competitor statistics, if known, to evaluate the quality of our CCRC assets.

REVPOR Other The 3-month average Cash Real Estate Revenues per occupied unit for the most recent period available. REVPOR Other excludes newly completed assets under lease-up, assets sold, acquired or converted to a new operating structure during the relevant period, assets in redevelopment, assets that are held for sale, and assets that experienced a casualty event that significantly impacted operations. REVPOR cannot be derived from the information presented for the Other portfolio as units reflect 100% of the unit capacities for unconsolidated JVs and revenue is at the Company's pro rata share. REVPOR Other is a non-GAAP supplemental financial measure used to evaluate the revenue-generating capacity and profit

Definitions

potential of our other assets independent of fluctuating occupancy rates. It is also used in comparison against industry and competitor statistics, if known, to evaluate the quality of our other assets.

REVPOR SHOP The 3-month average Cash Real Estate Revenues per occupied unit for the most recent period available. REVPOR SHOP excludes newly completed assets under lease-up, assets sold, acquired or converted to a new operating structure (such as triple-net to SHOP) during the relevant period, assets in redevelopment, assets that are held for sale, and assets that experienced a casualty event that significantly impacted operations. REVPOR cannot be derived from the information presented for the SHOP portfolio as units reflect 100% of the unit capacities for unconsolidated JVs and revenue is at the Company's pro rata share. REVPOR SHOP is a non-GAAP supplemental financial measure used to evaluate the revenue-generating capacity and profit potential of our SHOP assets independent of fluctuating occupancy rates. It is also used in comparison against industry and competitor statistics, if known, to evaluate the quality of our SHOP assets.

RIDEA A structure whereby a taxable REIT subsidiary is permitted to rent a healthcare facility from its parent REIT and hire an independent contractor to operate the facility.

Same-Store ("SS") Same-Store NOI and Cash (Adjusted) NOI information allows us to evaluate the performance of our property portfolio under a consistent population by eliminating changes in the composition of our consolidated portfolio of properties. Same-Store Adjusted NOI excludes amortization of deferred revenue from tenant-funded improvements and certain non-property specific operating expenses that are allocated to each operating segment on a consolidated basis.

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

Secured Debt Ratio Enterprise Secured Debt divided by Enterprise Gross Assets. Secured Debt Ratio is a supplemental measure of our financial position, which enables both management and investors to analyze our leverage and to compare our leverage to that of other companies. Our pro rata share information is calculated by applying our actual ownership percentage for the period and excludes debt funded by us to our JVs. Our pro rata share of Total Secured Debt from our unconsolidated JVs is not intended to reflect our actual liability or ability to access assets should there be a default under any or all such loans or a liquidation of the JVs.

Segments The Company’s diverse portfolio is comprised of investments in the following reportable healthcare segments: (i) life science; (ii) medical office; (iii) continuing care retirement community (“CCRC”), and (iv) other non-reportable segment. During 2020, the Company established and began executing a plan to dispose of its senior housing triple-net and Senior Housing Operating (“SHOP”) portfolios, which until the quarter ended December 31, 2020 had separately been disclosed as two segments.

Share of Consolidated Joint Ventures ("JVs") Noncontrolling interests' pro rata share information is prepared by applying noncontrolling interests' actual ownership percentage for the period and is intended to reflect noncontrolling interests' proportionate economic interest in the financial position and operating results of properties in our portfolio.

Share of Unconsolidated Joint Ventures ("JVs") Our pro rata share information is prepared by applying our actual ownership percentage for the period and is intended to reflect our proportionate economic interest in the financial position and operating results of properties in our portfolio.

Stabilized / Stabilization Newly acquired operating assets are generally considered Stabilized at the earlier of lease-up (typically when the tenant(s) control(s) the physical use of at least 80% of the space) or 12 months from the acquisition date. Newly completed developments and redevelopments are considered Stabilized at the earlier of lease-up or 24 months from the date the property is placed in service. Properties that experience a change in reporting structure, such as a conversion from a triple-net lease to a RIDEA reporting structure, are considered stabilized after 12 months in operations under a consistent reporting structure.

Reconciliations
In thousands, except per share data
Funds From Operations
---			Three Months Ended June 30,				Six Months Ended<br>June 30,
---	---	---	---	---	---	---	---	---
	2021		2020		2021		2020
Net income (loss) applicable to common shares	$	275,993	$	51,131	$	419,336	$	328,786
Real estate related depreciation and amortization(1)	171,459		178,488		328,997		367,764
Healthpeak's share of real estate related depreciation and amortization from unconsolidated joint ventures	2,869		25,618		7,322		55,228
Noncontrolling interests' share of real estate related depreciation and amortization	(4,923)		(4,980)		(9,809)		(10,023)
Other real estate-related depreciation and amortization	—		891		—		2,128
Loss (gain) on sales of depreciable real estate, net(1)	(297,476)		(82,863)		(557,138)		(247,732)
Healthpeak's share of loss (gain) on sales of depreciable real estate, net, from unconsolidated joint ventures	(5,866)		(1,519)		(5,866)		(9,248)
Noncontrolling interests' share of gain (loss) on sales of depreciable real estate, net	2,179		(3)		2,179		(3)
Loss (gain) upon change of control, net(2)	—		(2,528)		(1,042)		(169,962)
Taxes associated with real estate dispositions	1,693		335		2,183		(11,540)
Impairments (recoveries) of depreciable real estate, net	3,743		17,797		3,743		48,519
Nareit FFO applicable to common shares	149,671		182,367		189,905		353,917
Distributions on dilutive convertible units and other	—		—		—		3,501
Diluted Nareit FFO applicable to common shares	$	149,671	$	182,367	$	189,905	$	357,418
Weighted average shares outstanding - diluted Nareit FFO	539,193		538,517		539,081		529,009
Impact of adjustments to Nareit FFO:
Transaction-related items(3)	$	1,265	$	685	$	5,379	$	93,064
Other impairments (recoveries) and other losses (gains), net(4)	1,845		6,291		5,087		(27,015)
Restructuring and severance related charges	—		—		2,463		—
Loss (gain) on debt extinguishments	60,865		25,824		225,157		24,991
Litigation costs (recoveries)	—		100		—		206
Casualty-related charges (recoveries), net	3,596		—		4,644		—
Foreign currency remeasurement losses (gains)	—		143		—		153
Tax rate legislation impact(5)	—		(697)		—		(3,589)
Total adjustments	67,571		32,346		242,730		87,810
FFO as Adjusted applicable to common shares	217,242		214,713		432,635		441,727
Distributions on dilutive convertible units and other	2,144		1,834		4,067		3,390
Diluted FFO as Adjusted applicable to common shares	$	219,386	$	216,547	$	436,702	$	445,117
Weighted average shares outstanding - diluted FFO as Adjusted	546,519		544,018		546,407		529,009
Diluted earnings per common share	$	0.51	$	0.09	$	0.78	$	0.63
Depreciation and amortization	0.32		0.37		0.60		0.79
Loss (gain) on sales of depreciable real estate, net	(0.56)		(0.15)		(1.04)		(0.49)
Loss (gain) upon change of control, net(2)	—		0.00		0.00		(0.32)
Taxes associated with real estate dispositions	0.00		0.00		0.00		(0.02)
Impairments (recoveries) of depreciable real estate, net	0.01		0.03		0.01		0.09
Diluted Nareit FFO per common share	$	0.28	$	0.34	$	0.35	$	0.68
Transaction-related items(3)	0.00		0.00		0.01		0.18
Other impairments (recoveries) and other losses (gains), net(4)	0.00		0.01		0.01		(0.06)
Restructuring and severance related charges	—		—		0.00		—
Loss (gain) on debt extinguishments	0.11		0.05		0.42		0.05
Litigation costs (recoveries)	—		0.00		—		0.00
Casualty-related charges (recoveries), net	0.01		—		0.01		—
Foreign currency remeasurement losses (gains)	—		0.00		—		0.00
Tax rate legislation impact(5)	—		0.00		—		(0.01)
Diluted FFO as Adjusted per common share	$	0.40	$	0.40	$	0.80	$	0.84
Reconciliations
---
In thousands, except per share data
Adjusted Funds From Operations
---			Three Months Ended June 30,				Six Months Ended<br>June 30,
---	---	---	---	---	---	---	---	---
	2021		2020		2021		2020
FFO as Adjusted applicable to common shares	$	217,242	$	214,713	$	432,635	$	441,727
Amortization of stock-based compensation	5,095		4,984		9,459		8,972
Amortization of deferred financing costs	2,121		2,534		4,334		5,116
Straight-line rents	(6,201)		(8,316)		(15,336)		(14,544)
AFFO capital expenditures	(22,422)		(18,781)		(43,132)		(40,572)
Deferred income taxes	(2,771)		(6,686)		(4,493)		(1,899)
Other AFFO adjustments	(4,026)		3,478		(9,628)		728
AFFO applicable to common shares	189,038		191,926		373,839		399,528
Distributions on dilutive convertible units and other	1,541		1,864		2,862		3,501
Diluted AFFO applicable to common shares	$	190,579	$	193,790	$	376,701	$	403,029
Weighted average shares outstanding - diluted AFFO	544,694		544,018		544,582		529,009

______________________________________

(5)For the three and six months ended June 30, 2020, represents the tax benefit from the CARES Act, which extended the net operating loss carryback period to five years.

Reconciliations
Per share data		Projected Future Operations(1)
---
	Full Year 2021
---	---	---	---	---
	Low		High
Diluted earnings per common share	$	0.95	$	1.01
Real estate related depreciation and amortization	1.26		1.26
Healthpeak's share of real estate related depreciation and amortization from unconsolidated joint ventures	0.03		0.03
Noncontrolling interests' share of real estate related depreciation and amortization	(0.04)		(0.04)
Loss (gain) on sales of depreciable real estate, net	(1.15)		(1.15)
Heathpeak's share of loss (gain) on sale of depreciable real estate, net, from unconsolidated joint ventures	(0.01)		(0.01)
Noncontrolling interests' share of gain (loss) on sale of depreciable real estate, net	0.01		0.01
Impairments (recoveries) of depreciable real estate, net	0.01		0.01
Diluted Nareit FFO per common share	$	1.06	$	1.12
Transaction-related items	0.01		0.01
Other impairments (recoveries) and other losses (gains), net(2)	0.05		0.05
Loss (gain) on extinguishment of debt	0.42		0.42
Casualty-related charges (recoveries), net	0.01		0.01
Diluted FFO as adjusted per common share	$	1.55	$	1.61

______________________________________

(1)The foregoing projections reflect management's view of current and future market conditions as of August 3, 2021 including assumptions with respect to rental rates, occupancy levels, development items, and the earnings impact of the events referenced in our earnings press release for the quarter ended June 30, 2021 that was issued on August 3, 2021. However, these projections do not reflect the impact of unannounced future transactions, except as described herein, other impairments or recoveries, the future bankruptcy or insolvency of our operators, lessees, borrowers or other obligors, the effect of any future restructuring of our contractual relationships with such entities, gains or losses on marketable securities, ineffectiveness related to our cash flow hedges, or larger than expected litigation settlements and expenses related to existing or future litigation matters. Our actual results may differ materially from the projections set forth above. The aforementioned ranges represent management's best estimates based upon the underlying assumptions as of August 3, 2021. Except as otherwise required by law, management assumes no, and hereby disclaims any, obligation to update any of the foregoing projections as a result of new information or new or future developments.

(2)The majority of the balance represents the anticipated write off of goodwill related to the disposition of NNN and SHOP portfolios.

Reconciliations
In millions
Projected SS Cash NOI(1)(2)
---

For the projected year 2021 (low)

	Life Science		Medical Office		CCRC(3)		Other(4)		Corporate Adjustments and Discontinued Operations		Total
Portfolio Cash (Adjusted) NOI(5)	$	496	$	408	$	87	$	10	$	11	$	1,012
Interest income	—		—		—		23		—		23
Portfolio Income	496		408		87		33		11		1,035
Interest income	—		—		—		(23)		—		(23)
Non-cash adjustments to cash NOI(6)	41		12		11		—		(5)		59
NOI	538		420		97		10		6		1,071
Non-SS NOI	(181)		(87)		(80)		(10)		(6)		(364)
SS NOI	357		333		17		—		—		707
Non-cash adjustments to SS NOI(6)	(13)		(8)		—		—		—		(20)
SS Cash (Adjusted) NOI	$	344	$	326	$	17	$	—	$	—	$	686
Addback adjustments(7)											384
Other income and expenses(8)											664
Costs and expenses(9)											(1,162)
Other impairments (recoveries), net(10)											(37)
Net income (loss)											$	535

For the projected year 2021 (high)

	Life Science		Medical Office		CCRC(3)		Other(4)		Corporate Adjustments and Discontinued Operations		Total
Portfolio Cash (Adjusted) NOI(5)	$	500	$	412	$	111	$	20	$	13	$	1,057
Interest income	—		—		—		33		—		33
Portfolio Income	500		412		111		53		13		1,090
Interest income	—		—		—		(33)		—		(33)
Non-cash adjustments to cash NOI(6)	42		12		(4)		—		(5)		44
NOI	542		424		107		20		8		1,101
Non-SS NOI	(182)		(87)		(86)		(20)		(8)		(384)
SS NOI	360		336		21		—		—		717
Non-cash adjustments to SS NOI(6)	(13)		(8)		—		—		—		(21)
SS Cash (Adjusted) NOI	$	347	$	329	$	21	$	—	$	—	$	696
Addback adjustments(7)											405
Other income and expenses(8)											670
Costs and expenses(9)											(1,165)
Other impairments (recoveries), net(10)											(37)
Net income (loss)											$	569
Reconciliations
---
In millions

For the year ended December 31, 2020

	Life Science		Medical Office		CCRC(3)		Other(4)		Corporate Adjustments and Discontinued Operations		Total
Portfolio Cash (Adjusted) NOI(5)	$	411	$	390	$	113	$	21	$	204	$	1,140
Interest income	—		—		—		17		—		17
Portfolio Income	411		390		113		38		204		1,156
Interest income	—		—		—		(17)		—		(17)
Non-cash adjustments to cash NOI(6)	20		6		(97)		(1)		(16)		(88)
NOI	431		396		16		21		188		1,052
Non-SS NOI	(93)		(70)		8		(21)		(188)		(364)
SS NOI	338		325		25		—		—		688
Non-cash adjustments to SS NOI(6)	(12)		(6)		—		—		—		(18)
SS Cash (Adjusted) NOI	$	327	$	319	$	25	$	—	$	—	$	670
Addback adjustments(7)											382
Other income and expenses(8)											721
Costs and expenses(9)											(1,101)
Other impairments (recoveries), net											(244)
Net income (loss)											$	428

Projected SS Cash NOI Changed for the full year 2021

	Life Science		Medical Office		CCRC		Total
Low	5.25	%	2.00	%	(30.00)	%	2.25	%
High	6.25	%	3.00	%	(15.00)	%	3.75	%

______________________________________

(2)May not foot, cross foot, or recalculate due to rounding and adjustments made to SS high and low ranges reported by segments.

(3)The 13 CCRCs operated by LCS are not included in the 2021 full year SS pools, however, are included in Portfolio Cash NOI with the low of $70 million and high of $90 million.

(4)Portfolio Cash NOI for Other represents the Company's share of its unconsolidated investment in SWF SH JV portfolio, with the low of $10 million and the high of $20 million.

(5)Represents rental and related revenues, tenant recoveries, resident fees and services, and other income from DFLs, less property level operating expenses, including our share of joint ventures.

(6)Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, the deferral of community fees, net of amortization, management contract termination expense, actuarial reserves for insurance claims that have been incurred but not reported, and lease termination fees.

(7)Represents non-SS NOI and non-cash adjustments to SS NOI.

(8)Represents interest income, gain (loss) on sales of real estate, net, other income (expense), net, income taxes benefit (expense), and equity income (loss) from unconsolidated joint ventures, excluding NOI.

(9)Represents interest expense, depreciation and amortization, general and administrative, transaction costs, and loss on debt extinguishments.

(10)The majority of the balance represents the anticipated write off of goodwill related to the disposition of NNN and SHOP portfolios.

Reconciliations
In thousands
Enterprise Gross Assets and Portfolio Investment
---			June 30, 2021
---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---	---
	Life Science		Medical Office		CCRC		Other		Senior Housing Triple-net(1)		SHOP(1)		Corporate Non-segment		Total
Consolidated total assets(2)	$	6,653,771	$	4,395,974	$	2,102,175	$	840,097	$	15,091	$	149,737	$	175,525	$	14,332,370
Investments in and advances to unconsolidated JVs	(24,505)		(9,501)		(2,041)		(352,368)		—		—		—		(388,415)
Accumulated depreciation and amortization(3)	1,108,727		1,571,991		249,671		—		5,282		39,227		—		2,974,898
Consolidated Gross Assets	$	7,737,993	$	5,958,464	$	2,349,805	$	487,729	$	20,373	$	188,964	$	175,525	$	16,918,853
Healthpeak's share of unconsolidated JV gross assets	52,572		18,651		4,451		468,311		—		529		—		544,514
Enterprise Gross Assets	$	7,790,565	$	5,977,115	$	2,354,256	$	956,040	$	20,373	$	189,493	$	175,525	$	17,463,367
Land held for development	(126,459)		(3,252)		—		—		—		—		—		(129,711)
Fully depreciated real estate and intangibles	397,512		508,707		15,721		—		747		7,384		—		930,071
Non-real estate related assets(4)	(250,526)		(426,333)		(166,226)		(9,143)		(9,940)		(49,855)		(175,525)		(1,087,548)
Real estate intangible liabilities	(172,633)		(108,180)		—		—		—		—		—		(280,813)
Noncontrolling interests' share of consolidated JVs real estate and related intangibles	(3,804)		(387,629)		—		—		—		—		—		(391,433)
Portfolio Investment	$	7,634,655	$	5,560,428	$	2,203,751	$	946,897	$	11,180	$	147,022	$	—	$	16,503,933

______________________________________

(1)During 2020, the Company established and began executing a plan to dispose of its senior housing triple-net and SHOP properties. As of December 31, 2020, the Company concluded the planned dispositions represented a strategic shift and therefore, as of June 30, 2021, the assets meeting the held for sale criteria on or before June 30, 2021 are classified as assets held for sale on the Consolidated Balance Sheet as disclosed within the Earnings Release and Supplemental Report for the quarter ended June 30, 2021.

(2)Consolidated total assets represents total assets on the Consolidated Balance Sheet as of June 30, 2021 presented on page 8 within the Earnings Release and Supplemental Report for the quarter ended June 30, 2021.

(3)Accumulated depreciation and amortization includes accumulated depreciation for real estate, accumulated amortization for real estate related intangible assets, and accumulated amortization for right-of-use assets.

(4)Balance includes Cash and cash equivalents, Restricted cash, Loans receivable, net of reserves, Accounts receivable, net of allowance, Right-of-use asset, net, and Other assets, net.

Reconciliations
In thousands
Capital Expenditures
---
	Six Months Ended
---	---	---	---	---
	June 30, 2021		June 30, 2020
Total capital expenditures at share(1)	$	352,546	$	435,797
Less: AFFO capital expenditures at share(1)	(44,506)		(42,964)
Non AFFO capital expenditures at share	308,040		392,833
Adjustment for Healthpeak's share of unconsolidated JV	(8,515)		(9,985)
Adjustment for noncontrolling interests' share of consolidated JVs	707		977
Consolidated non AFFO capital expenditures	300,232		383,825
Decrease (Increase) in construction payable	(17,928)		8,111
Other	(475)		(706)
Development, redevelopment, and other major improvements of real estate(2)	$	281,829	$	391,230
AFFO capital expenditures at share(1)	$	44,506	$	42,964
Adjustment for Healthpeak's share of unconsolidated JV	(1,932)		(2,634)
Adjustment for noncontrolling interests' share of consolidated JVs	$	558	$	242
Leasing costs, tenant improvements, and recurring capital expenditures(2)	$	43,132	$	40,572

______________________________________

(1)Total capital expenditures at share and AFFO capital expenditures at share are presented inclusive of unconsolidated JVs and exclusive of noncontrolling interest within the Supplemental Reports for the six months period ended June 30, 2021 and 2020 on page 24 of their respective Earnings Release and Supplemental Reports for the periods then ended.

(2)Represents the financial statement lines items of Development, redevelopment, and other major improvements of real estate and Leasing costs, tenant improvements, and recurring capital expenditures as presented within the Consolidated Statement of Cash Flows for the six months ended June 20, 2021 and 2020.

Reconciliations
In thousands
Revenues(1)(2)
---			Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Life Science	$	138,496	$	148,702	$	153,215	$	169,934	$	177,527
Medical Office	151,844		155,381		158,532		160,201		165,295
CCRC	113,926		115,031		115,757		116,128		117,308
Other	4,293		4,452		4,193		9,013		16,108
Senior Housing Triple-net	24,589		24,558		16,807		5,228		1,613
SHOP	155,292		149,615		144,173		72,998		30,273
Total revenues	$	588,440	$	597,739	$	592,677	$	533,502	$	508,124
Life Science	—		—		—		—		—
Medical Office	—		—		—		—		—
CCRC	11,871		1,761		2,566		1,310		87
Other	—		—		—		—		—
Senior Housing Triple-net	—		—		—		—		—
SHOP	2,209		392		12,774		3,232		428
Government grant income	$	14,080	$	2,153	$	15,340	$	4,542	$	515
Life Science	—		—		—		—		—
Medical Office	—		—		—		—		—
CCRC	—		—		—		—		—
Other	(4,230)		(4,443)		(4,192)		(9,013)		(16,108)
Senior Housing Triple-net	—		—		—		—		—
SHOP	—		—		—		—		—
Less: Interest income	$	(4,230)	$	(4,443)	$	(4,192)	$	(9,013)	$	(16,108)
Life Science	—		—		448		1,337		1,412
Medical Office	691		699		687		715		710
CCRC	4,781		4,295		4,669		4,488		2,415
Other	18,682		17,853		17,294		16,753		16,740
Senior Housing Triple-net	—		—		—		—		—
SHOP	6,002		5,947		4,625		875		252
Healthpeak's share of unconsolidated JVs real estate revenues	$	30,156	$	28,794	$	27,723	$	24,168	$	21,529
Life Science	—		—		—		—		—
Medical Office	—		—		—		—		—
CCRC	534		246		140		199		—
Other	270		49		40		227		583
Senior Housing Triple-net	—		—		—		—		—
SHOP	—		—		61		—		—
Healthpeak's share of unconsolidated JVs government grant income	$	804	$	295	$	241	$	426	$	583
Life Science	(57)		(66)		(64)		(65)		(75)
Medical Office	(8,347)		(8,788)		(8,822)		(8,926)		(8,825)
CCRC	—		—		—		—		—
Other	—		—		—		—		—
Senior Housing Triple-net	—		—		—		—		—
SHOP	(504)		(459)		(134)		(52)		(18)
Noncontrolling interests' share of consolidated JVs real estate revenues	$	(8,908)	$	(9,313)	$	(9,020)	$	(9,043)	$	(8,918)

Continued

Reconciliations
In thousands
Revenues(1)(2)
---			Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Life Science	$	—	$	—	$	—	$	—	$	—
Medical Office	—		—		—		—		—
CCRC	—		—		—		—		—
Other	—		—		—		—		—
Senior Housing Triple-net	—		—		—		—		—
SHOP	—		—		(14)		—		—
Noncontrolling interests' share of consolidated JVs government grant income	$	—	$	—	$	(14)	$	—	$	—
Life Science	138,439		148,636		153,599		171,206		178,863
Medical Office	144,188		147,292		150,397		151,990		157,181
CCRC	131,112		121,333		123,132		122,125		119,810
Other	19,015		17,911		17,335		16,980		17,323
Senior Housing Triple-net	24,589		24,558		16,807		5,228		1,613
SHOP	162,999		155,495		161,485		77,053		30,935
Portfolio Real Estate Revenues	$	620,342	$	615,225	$	622,755	$	544,582	$	505,725
Life Science	(2,793)		(8,343)		(4,757)		(11,819)		(12,374)
Medical Office	(1,113)		(2,371)		(3,003)		(2,556)		(2,643)
CCRC	(4)		22		(1)		8		14
Other	38		44		4		88		6
Senior Housing Triple-net	(20)		79		4,962		146		43
SHOP	69		(244)		20		42		31
Non-cash adjustments to Portfolio Real Estate Revenues	$	(3,823)	$	(10,813)	$	(2,775)	$	(14,091)	$	(14,923)
Life Science	135,646		140,293		148,842		159,387		166,489
Medical Office	143,075		144,921		147,394		149,434		154,538
CCRC	131,108		121,355		123,131		122,133		119,824
Other	19,053		17,955		17,339		17,068		17,329
Senior Housing Triple-net	24,569		24,637		21,769		5,374		1,656
SHOP	163,068		155,251		161,505		77,095		30,966
Portfolio Cash Real Estate Revenues	$	616,519	$	604,412	$	619,980	$	530,491	$	490,802
Life Science	2,793		8,343		4,757		11,819		12,374
Medical Office	1,113		2,371		3,003		2,556		2,643
CCRC	4		(22)		1		(8)		(14)
Other	(38)		(44)		(4)		(88)		(6)
Senior Housing Triple-net	20		(79)		(4,962)		(146)		(43)
SHOP	(69)		244		(20)		(42)		(31)
Non-cash adjustments to Portfolio Real Estate Revenues	$	3,823	$	10,813	$	2,775	$	14,091	$	14,923
Life Science	(25,291)		(30,138)		(40,493)		(52,376)		(55,899)
Medical Office	(18,182)		(16,648)		(20,735)		(21,390)		(25,595)
CCRC	(5,314)		(4,542)		(4,809)		(4,687)		(2,415)
Other	(19,015)		(17,911)		(17,335)		(16,980)		(17,323)
Senior Housing Triple-net	(24,589)		(24,558)		(16,807)		(5,228)		(1,613)
SHOP	(162,999)		(155,495)		(161,485)		(77,053)		(30,935)
Non-SS Portfolio Real Estate Revenues	$	(255,390)	$	(249,292)	$	(261,664)	$	(177,714)	$	(133,780)

Continued

Reconciliations
In thousands
Revenues(1)(2)
---			Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Life Science	$	113,148	$	118,498	$	113,106	$	118,830	$	122,964
Medical Office	126,007		130,644		129,662		130,600		131,586
CCRC	125,797		116,792		118,323		117,438		117,395
Other	—		—		—		—		—
Senior Housing Triple-net	—		—		—		—		—
SHOP	—		—		—		—		—
Portfolio Real Estate Revenue - SS	$	364,952	$	365,934	$	361,091	$	366,868	$	371,945
Life Science	(2,163)		(4,979)		133		(4,204)		(4,855)
Medical Office	(1,599)		(2,677)		(2,194)		(2,291)		(1,801)
CCRC	—		—		—		—		—
Other	—		—		—		—		—
Senior Housing Triple-net	—		—		—		—		—
SHOP	—		—		—		—		—
Non-cash adjustment to SS Portfolio Real Estate Revenues	$	(3,762)	$	(7,656)	$	(2,061)	$	(6,495)	$	(6,656)
Life Science	110,985		113,519		113,239		114,626		118,109
Medical Office	124,408		127,967		127,468		128,309		129,785
CCRC	125,797		116,792		118,323		117,438		117,395
Other	—		—		—		—		—
Senior Housing Triple-net	—		—		—		—		—
SHOP	—		—		—		—		—
Portfolio Cash Real Estate Revenues - SS(2)	$	361,190	$	358,278	$	359,030	$	360,373	$	365,289

______________________________________

(1)In December 2020, as a result of a change in how operating results are reported to the Company's chief operating decision makers, the Company’s hospitals were reclassified from other non-reportable segments to the medical office segment and the Company’s one remaining unconsolidated investment in a senior housing joint venture was reclassified from the SHOP segment to other non-reportable segments. All prior period segment information has been recast to conform to the current period presentation.

(2)During 2020, the Company established and began executing a plan to dispose of its senior housing triple-net and SHOP properties. As of December 31, 2020, the Company concluded the planned dispositions represented a strategic shift that has and will have a major effect on the Company’s operations and financial results. Therefore, Senior Housing Triple-net and SHOP assets meeting the held for sale criteria on or before June 30, 2021 are classified as discontinued operations in all periods presented herein. Additional information regarding discontinued operations can be found at Note 5: Disposition of Real Estate and Discontinued Operations within the Quarterly Report on Form 10-Q and page 40, Discontinued Operations Reconciliation, of the Earnings Release and Supplemental Report for the quarter ended June 30, 2021.

Reconciliations
In thousands
Operating Expenses(1)(2)
---			Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Life Science	$	34,205	$	36,714	$	36,885	$	39,461	$	40,724
Medical Office	49,355		51,436		52,523		51,121		54,648
CCRC	94,248		94,992		94,806		91,179		94,760
Other	—		—		—		—		—
Senior Housing Triple-net	526		421		453		294		288
SHOP	137,507		130,729		141,953		71,225		33,358
Operating expenses	$	315,841	$	314,292	$	326,620	$	253,280	$	223,778
Life Science	—		—		137		425		428
Medical Office	276		296		282		294		317
CCRC	4,826		4,797		4,465		4,745		2,208
Other	13,681		13,485		13,335		12,595		12,451
Senior Housing Triple-net	—		—		—		—		—
SHOP	5,005		4,795		3,830		1,026		368
Healthpeak's share of unconsolidated JVs operating expenses	$	23,788	$	23,373	$	22,049	$	19,085	$	15,772
Life Science	(18)		(18)		(19)		(20)		(21)
Medical Office	(2,507)		(2,630)		(2,545)		(2,504)		(2,552)
CCRC	—		—		—		—		—
Other	—		—		—		—		—
Senior Housing Triple-net	—		—		—		—		—
SHOP	(411)		(361)		(112)		(49)		(16)
Noncontrolling interests' share of consolidated JVs operating expenses	$	(2,936)	$	(3,009)	$	(2,676)	$	(2,573)	$	(2,589)
Life Science	34,187		36,696		37,003		39,866		41,131
Medical Office	47,124		49,102		50,260		48,911		52,413
CCRC	99,074		99,789		99,271		95,924		96,968
Other	13,681		13,485		13,335		12,595		12,451
Senior Housing Triple-net	526		421		453		294		288
SHOP	142,101		135,163		145,671		72,202		33,710
Portfolio Operating Expenses	$	336,693	$	334,656	$	345,993	$	269,792	$	236,961
Life Science	(14)		(13)		(13)		(9)		(9)
Medical Office	(648)		(642)		(647)		(633)		(639)
CCRC	(22)		(1,662)		(3,810)		(12)		(1,212)
Other	(61)		(19)		(313)		(24)		33
Senior Housing Triple-net	(61)		(14)		(14)		(4)		—
SHOP	50		1,047		(14,650)		(3,371)		(813)
Non-cash adjustments to Portfolio Operating Expenses	$	(756)	$	(1,303)	$	(19,447)	$	(4,053)	$	(2,640)
Life Science	34,173		36,683		36,990		39,857		41,122
Medical Office	46,476		48,460		49,613		48,278		51,774
CCRC	99,052		98,127		95,461		95,912		95,756
Other	13,620		13,466		13,022		12,571		12,484
Senior Housing Triple-net	465		407		439		290		288
SHOP	142,151		136,210		131,021		68,831		32,897
Portfolio Cash Operating Expenses	$	335,937	$	333,353	$	326,546	$	265,739	$	234,321

Continued

Reconciliations
In thousands
Operating Expenses(1)(2)
---			Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Life Science	$	14	$	13	$	13	$	9	$	9
Medical Office	648		642		647		633		639
CCRC	22		1,662		3,810		12		1,212
Other	61		19		313		24		(33)
Senior Housing Triple-net	61		14		14		4		—
SHOP	(50)		(1,047)		14,650		3,371		813
Non-cash adjustments to Portfolio Operating Expenses	$	756	$	1,303	$	19,447	$	4,053	$	2,640
Life Science	(7,391)		(7,840)		(8,933)		(12,526)		(13,468)
Medical Office	(6,239)		(6,322)		(7,319)		(7,181)		(9,641)
CCRC	(4,826)		(4,798)		(4,463)		(5,495)		(2,602)
Other	(13,681)		(13,485)		(13,335)		(12,595)		(12,451)
Senior Housing Triple-net	(526)		(421)		(453)		(294)		(288)
SHOP	(142,101)		(135,163)		(145,671)		(72,202)		(33,710)
Non-SS Portfolio Operating Expenses	$	(174,764)	$	(168,029)	$	(180,174)	$	(110,293)	$	(72,160)
Life Science	26,795		28,856		28,070		27,340		27,663
Medical Office	40,885		42,780		42,941		41,730		42,772
CCRC	94,248		94,991		94,808		90,429		94,366
Other	—		—		—		—		—
Senior Housing Triple-net	—		—		—		—		—
SHOP	—		—		—		—		—
Portfolio Operating Expenses - SS	$	161,928	$	166,627	$	165,819	$	159,499	$	164,801
Life Science	(13)		(13)		(13)		(9)		(9)
Medical Office	(624)		(621)		(616)		(609)		(610)
CCRC	—		(1,676)		(3,800)		—		(1,209)
Other	—		—		—		—		—
Senior Housing Triple-net	—		—		—		—		—
SHOP	—		—		—		—		—
Non-cash adjustment to SS Portfolio Operating Expenses	$	(637)	$	(2,310)	$	(4,429)	$	(618)	$	(1,828)
Life Science	26,782		28,843		28,057		27,331		27,654
Medical Office	40,261		42,159		42,325		41,121		42,162
CCRC	94,248		93,315		91,008		90,429		93,157
Other	—		—		—		—		—
Senior Housing Triple-net	—		—		—		—		—
SHOP	—		—		—		—		—
Portfolio Cash Operating Expenses - SS	$	161,291	$	164,317	$	161,390	$	158,881	$	162,973

______________________________________

Reconciliations
In thousands
Revenues(1)	Operating Expenses(1)
---	---		Six Months Ended <br>June 30, 2021			Six Months Ended <br>June 30, 2021
---	---	---	---	---	---
Life Science	$	347,461	Life Science	$	80,185
Medical Office	325,496		Medical Office	105,769
CCRC	233,436		CCRC	185,939
Other	25,121		Other	—
Senior Housing Triple-net	6,841		Senior Housing Triple-net	582
SHOP	103,270		SHOP	104,583
Total revenues	$	1,041,625	Operating expenses	$	477,058
Life Science	—		Life Science	853
Medical Office	—		Medical Office	611
CCRC	1,397		CCRC	6,953
Other	—		Other	25,046
Senior Housing Triple-net	—		Senior Housing Triple-net	—
SHOP	3,660		SHOP	1,394
Government grant income	$	5,057	Healthpeak's share of unconsolidated JVs operating expenses	$	34,857
Life Science	—		Life Science	(41)
Medical Office	—		Medical Office	(5,056)
CCRC	—		CCRC	—
Other	(25,121)		Other	—
Senior Housing Triple-net	—		Senior Housing Triple-net	—
SHOP	—		SHOP	(65)
Less: Interest income	$	(25,121)	Noncontrolling interests' share of consolidated JVs operating expenses	$	(5,162)
Life Science	2,749		Life Science	80,997
Medical Office	1,425		Medical Office	101,324
CCRC	6,903		CCRC	192,892
Other	33,493		Other	25,046
Senior Housing Triple-net	—		Senior Housing Triple-net	582
SHOP	1,127		SHOP	105,912
Healthpeak's share of unconsolidated JVs real estate revenues	$	45,697	Portfolio Operating Expenses	$	506,753
Life Science	—		Life Science	(18)
Medical Office	—		Medical Office	(1,273)
CCRC	199		CCRC	(1,224)
Other	810		Other	9
Senior Housing Triple-net	—		Senior Housing Triple-net	(4)
SHOP	—		SHOP	(4,184)
Healthpeak's share of unconsolidated JVs government grant income	$	1,009	Non-cash adjustments to Portfolio Operating Expenses	$	(6,694)
Life Science	(140)		Life Science	80,979
Medical Office	(17,751)		Medical Office	100,051
CCRC	—		CCRC	191,668
Other	—		Other	25,055
Senior Housing Triple-net	—		Senior Housing Triple-net	578
SHOP	(70)		SHOP	101,728
Noncontrolling interests' share of consolidated JVs real estate revenues	$	(17,961)	Portfolio Cash Operating Expenses	$	500,059
Reconciliations
---
In thousands
Six Months Ended <br>June 30, 2021			Six Months Ended <br>June 30, 2021
---	---	---	---	---	---
Life Science	350,070		Life Science	$	18
Medical Office	309,170		Medical Office	1,273
CCRC	241,935		CCRC	1,224
Other	34,303		Other	(9)
Senior Housing Triple-net	6,841		Senior Housing Triple-net	4
SHOP	107,987		SHOP	4,184
Portfolio Real Estate Revenues	$	1,050,306	Non-cash Portfolio Cash Operating Expenses	$	6,694
Life Science	(24,195)		Life Science	(27,029)
Medical Office	(5,198)		Medical Office	(16,822)
CCRC	22		CCRC	(166,484)
Other	95		Other	(25,046)
Senior Housing Triple-net	189		Senior Housing Triple-net	(582)
SHOP	74		SHOP	(105,912)
Non-cash adjustments to Portfolio Real Estate Revenues	$	(29,013)	Non-SS Portfolio Operating Expenses	$	(341,875)
Life Science	325,875		Life Science	53,968
Medical Office	303,972		Medical Office	84,502
CCRC	241,957		CCRC	26,408
Other	34,398		Other	—
Senior Housing Triple-net	7,030		Senior Housing Triple-net	—
SHOP	108,061		SHOP	—
Portfolio Cash Real Estate Revenues	$	1,021,293	Portfolio Operating Expenses - SS(2)	$	164,878
Life Science	24,195		Life Science	(19)
Medical Office	5,198		Medical Office	(1,219)
CCRC	(22)		CCRC	—
Other	(95)		Other	—
Senior Housing Triple-net	(189)		Senior Housing Triple-net	—
SHOP	(74)		SHOP	—
Non-cash adjustments to Portfolio Real Estate Revenues	$	29,013	Non-cash adjustment to SS Portfolio Operating Expenses	$	(1,238)
Life Science	(112,693)		Life Science	53,949
Medical Office	(46,984)		Medical Office	83,283
CCRC	(205,208)		CCRC	26,408
Other	(34,303)		Other	—
Senior Housing Triple-net	(6,841)		Senior Housing Triple-net	—
SHOP	(107,987)		SHOP	—
Non-SS Portfolio Real Estate Revenue	$	(514,016)	Portfolio Cash Operating Expenses - SS(2)	$	163,640
Life Science	$	237,377
Medical Office	262,186
CCRC	36,727
Other	—
Senior Housing Triple-net	—
SHOP	—
Portfolio Real Estate Revenue - SS(2)	$	536,290
Reconciliations
---
In thousands
Six Months Ended<br>June 30, 2021
---	---	---
Life Science	(8,653)
Medical Office	(4,092)
CCRC	—
Other	—
Senior Housing Triple-net	—
SHOP	—
Non-cash adjustment to SS Portfolio Real Estate Revenues	$	(12,745)
Life Science	228,724
Medical Office	258,094
CCRC	36,727
Other	—
Senior Housing Triple-net	—
SHOP	—
Portfolio Cash Real Estate Revenues - SS(2)	$	523,545

______________________________________

(1)During 2020, the Company began the process of disposing of its senior housing triple-net and SHOP portfolios. As of December 31, 2020, the Company concluded the planned dispositions represented a strategic shift and therefore, the assets are classified as discontinued operations in all periods presented within the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021. Additional information regarding discontinued operations can be found at Note 5: Disposition of Real Estate and Discontinued Operations within the Quarterly Report for the quarter ended June 30, 2021, including total revenues and operating expenses. Those amounts combined with Consolidated Statement of Operations supply the totals needed for the reconciliation of Revenue and Operating Expenses for the quarter ended June 30, 2021.

(2)The property count used for Portfolio Real Estate Revenue - SS, Portfolio Cash Real Estate Revenues - SS, Portfolio Operating Expenses - SS, and Portfolio Cash Operating Expenses - SS differed for the three and six months ended June 30, 2021.

Reconciliations
In thousands
EBITDAre and Adjusted EBITDAre
---			Three Months Ended June 30, 2021
---	---	---
Net income (loss)	$	282,025
Interest expense(1)	39,858
Income tax expense (benefit)(1)	(1,065)
Depreciation and amortization(1)	171,459
Other depreciation and amortization	1,155
Loss (gain) on sales of real estate(1)	(297,476)
Impairments (recoveries) of depreciable real estate	3,743
Share of unconsolidated JV:
Interest expense	221
Income tax expense (benefit)	(481)
Depreciation and amortization	2,869
Gain on sale of real estate from unconsolidated JVs	(5,866)
EBITDAre	$	196,442
Transaction-related items, excluding taxes	1,080
Other impairments (recoveries) and losses (gains)(2)	1,845
Loss (gain) on debt extinguishments	60,865
Casualty-related charges (recoveries), excluding taxes	3,727
Amortization of stock-based compensation	5,095
Adjusted EBITDAre	$	269,054
Adjusted Fixed Charge Coverage
---			Three Months Ended June 30, 2021
---	---	---
Interest expense(1)	$	39,858
Share of unconsolidated JV interest expense	221
Capitalized interest	5,414
Fixed Charges	$	45,493
Adjusted Fixed Charge Coverage	5.9x

______________________________________

(1)Amount can be reconciled by combining the balances from the corresponding line of the Consolidated Statements of Operations and Discontinued Operations Reconciliation provided on pages 9 and 40, respectively, in the Earnings Release and Supplemental Report for the quarter ended June 30, 2021.

(2)For the three months ended June 30, 2021, includes the following: (i) a $7 million goodwill impairment charge in connection with our senior housing triple-net asset sales reported in income (loss) from discontinued operations in the Consolidated Statements of Operations and (ii) $1 million of reserves for loan losses recorded in impairments and loan loss reserves (recoveries), net in the Consolidated Statements of Operations, offset by (iii) $6 million of accelerated recognition of a mark-to-market discount, less loan fees, resulting from prepayments on loans receivable which is included in interest income in the Consolidated Statements of Operations.

Reconciliations
In thousands
Enterprise Debt and Net Debt
---			June 30, 2021
---	---	---
Bank line of credit and commercial paper	$	720,000
Term loan	249,303
Senior unsecured notes	3,710,972
Mortgage debt(1)	395,170
Consolidated Debt	$	5,075,445
Share of unconsolidated JV mortgage debt	30,573
Enterprise Debt	$	5,106,018
Cash and cash equivalents(2)	(114,277)
Share of unconsolidated JV cash and cash equivalents	(15,479)
Net Debt	$	4,976,262		Financial Leverage
---			June 30, 2021
---	---	---
Enterprise Debt	$	5,106,018
Enterprise Gross Assets	17,463,367
Financial Leverage	29.2%			Secured Debt Ratio(1)
---			June 30, 2021
---	---	---
Mortgage debt(1)	$	395,170
Share of unconsolidated JV mortgage debt	30,573
Enterprise Secured Debt	$	425,743
Enterprise Gross Assets	17,463,367
Secured Debt Ratio	2.4%			Net Debt to Adjusted EBITDAre
---			Three Months Ended <br>June 30, 2021
---	---	---	---
Net Debt	$	4,976,262
Annualized Adjusted EBITDAre	1,076,216		(3)
Net Debt to Adjusted EBITDAre	4.6x		(4)

______________________________________

(1)Includes mortgage debt of $37 million on an asset held for sale.

(2)Includes cash and cash equivalents of $17.4 million on assets held for sale.

(3)Represents the current quarter Adjusted EBIDTAre multiplied by a factor of four.

(4)Net Debt to Adjusted EBITDAre including $87 million of restricted cash held by a qualified intermediary in conjunction with an Internal Revenue Code Section 1031 exchange would be 4.5x.

Reconciliations
In thousands
Segment Portfolio NOI and Cash (Adjusted) NOI, Portfolio Income, and SS
---

Total Portfolio(1)(2)

	Three Months Ended
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Net Income (loss)	$	55,049	$	(59,581)	$	150,246	$	149,423	$	282,025
Interest income	(4,230)		(4,443)		(4,192)		(9,013)		(16,108)
Interest expense	57,550		56,235		56,713		49,519		39,858
Depreciation and amortization	178,488		173,630		155,749		157,538		171,459
General and administrative	23,720		21,661		25,507		24,902		24,088
Transaction costs	627		2,586		20,708		874		619
Loss (gain) on sales of real estate, net	(82,863)		(149)		(302,613)		(259,662)		(297,476)
Impairments and loan loss reserves (recoveries), net	24,050		34,550		146,530		3,242		11,926
Other expense (income), net	(19,586)		(7,060)		(2,905)		(8,085)		(1,861)
Loss (gain) on debt extinguishments	25,824		17,921		—		164,292		60,865
Income tax expense (benefit)	(7,346)		24,174		(3,120)		(813)		(1,065)
Government grant income	14,080		2,153		15,340		4,542		515
Equity loss (income) from unconsolidated JVs	17,086		19,480		19,242		(1,008)		(6,092)
Healthpeak's share of unconsolidated JVs NOI	7,172		5,716		5,915		5,509		6,340
Noncontrolling interests' share of consolidated JVs NOI	(5,972)		(6,304)		(6,358)		(6,470)		(6,329)
Portfolio NOI	$	283,649	$	280,569	$	276,762	$	274,790	$	268,764
Adjustment to Portfolio NOI	(3,067)		(9,510)		16,672		(10,038)		(12,283)
Portfolio Cash (Adjusted) NOI	$	280,582	$	271,059	$	293,434	$	264,752	$	256,481
Interest income	4,230		4,443		4,192		9,013		16,108
Portfolio Income	$	284,812	$	275,502	$	297,626	$	273,765	$	272,589
Interest income	(4,230)		(4,443)		(4,192)		(9,013)		(16,108)
Adjustment to Portfolio NOI	3,067		9,510		(16,672)		10,038		12,283
Non-SS Portfolio NOI	(80,626)		(81,260)		(81,491)		(67,423)		(61,620)
SS Portfolio NOI	$	203,023	$	199,309	$	195,271	$	207,367	$	207,144
Non-cash adjustment to SS Portfolio NOI	(3,124)		(5,348)		2,369		(5,875)		(4,828)
SS Portfolio Cash (Adjusted) NOI	$	199,899	$	193,961	$	197,640	$	201,492	$	202,316
Reconciliations
---
In thousands

Life Science(1)

	Three Months Ended
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Net Income (loss)	$	51,874	$	54,682	$	43,225	$	61,816	$	59,960
Interest expense	60		57		55		102		48
Depreciation and amortization	52,356		57,170		58,184		68,434		76,955
Transaction costs	1		79		155		32		(21)
Impairments and loan loss (reserves) recoveries, net	—		—		14,671		—		—
Other expense (income), net	—		—		—		(4)		(28)
Equity loss (income) from unconsolidated JVs	—		—		40		93		(111)
Healthpeak's share of unconsolidated JVs NOI	—		—		311		912		984
Noncontrolling interests' share of consolidated JVs NOI	(39)		(48)		(45)		(45)		(54)
Portfolio NOI	$	104,252	$	111,940	$	116,596	$	131,340	$	137,733
Adjustment to Portfolio NOI	(2,779)		(8,330)		(4,744)		(11,810)		(12,366)
Portfolio Cash (Adjusted) NOI(3)	$	101,473	$	103,610	$	111,852	$	119,530	$	125,367
Adjustment to Portfolio NOI	2,779		8,330		4,744		11,810		12,366
Non-SS Portfolio NOI	(17,900)		(22,297)		(31,562)		(39,850)		(42,432)
SS Portfolio NOI	$	86,352	$	89,643	$	85,034	$	91,490	$	95,301
Non-cash adjustment to SS Portfolio NOI	(2,149)		(4,967)		148		(4,195)		(4,845)
SS Portfolio Cash (Adjusted) NOI	$	84,203	$	84,676	$	85,182	$	87,295	$	90,456

Medical Office(1)

	Three Months Ended
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Net Income (loss)	$	125,860	$	50,425	$	49,741	$	48,614	$	221,725
Interest expense	100		100		98		95		786
Depreciation and amortization	55,904		54,693		56,902		57,954		63,371
Transaction costs	—		—		—		330		(35)
Impairments and loan loss (reserves) recoveries, net	2,119		1,208		4,175		—		—
Loss (gain) on sales of real estate, net	(81,284)		(2,283)		(4,714)		—		(175,238)
Other expense (income), net	—		—		—		2,279		175
Equity loss (income) from unconsolidated JVs	(210)		(198)		(193)		(192)		(137)
Healthpeak's share of unconsolidated JVs NOI	415		403		405		421		393
Noncontrolling interests' share of consolidated JVs NOI	(5,840)		(6,158)		(6,277)		(6,422)		(6,273)
Portfolio NOI	$	97,064	$	98,190	$	100,137	$	103,079	$	104,767
Adjustment to Portfolio NOI	(465)		(1,729)		(2,356)		(1,923)		(2,003)
Portfolio Cash (Adjusted) NOI(3)	$	96,599	$	96,461	$	97,781	$	101,156	$	102,764
Adjustment to Portfolio NOI	465		1,729		2,356		1,923		2,003
Non-SS Portfolio NOI	(11,942)		(10,326)		(13,416)		(14,210)		(15,953)
SS Portfolio NOI	$	85,122	$	87,864	$	86,721	$	88,869	$	88,814
Non-cash adjustment to SS Portfolio NOI	(975)		(2,056)		(1,578)		(1,681)		(1,192)
SS Portfolio Cash (Adjusted) NOI	$	84,147	$	85,808	$	85,143	$	87,188	$	87,622
Reconciliations
---
In thousands

CCRC(1)

	Three Months Ended
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Net Income (loss)	$	458	$	(10,366)	$	(14,644)	$	(6,375)	$	(10,362)
Interest expense	1,969		1,983		1,971		1,918		1,924
Depreciation and amortization	31,426		30,106		32,089		31,150		31,133
Transaction costs	368		1,897		1,256		432		657
Other expense (income), net	(14,142)		(3,903)		533		(2,176)		(165)
Government grant income	11,871		1,761		2,566		1,310		87
Equity loss (income) from unconsolidated JVs	(401)		322		(254)		—		(639)
Healthpeak's share of unconsolidated JVs NOI	489		(256)		344		(58)		207
Portfolio NOI	$	32,038	$	21,544	$	23,861	$	26,201	$	22,842
Adjustment to Portfolio NOI	18		1,684		3,809		20		1,226
Portfolio Cash (Adjusted) NOI(3)	$	32,056	$	23,228	$	27,670	$	26,221	$	24,068
Adjustment to Portfolio NOI	(18)		(1,684)		(3,809)		(20)		(1,226)
Non-SS Portfolio NOI	(489)		258		(345)		807		187
SS Portfolio NOI	$	31,549	$	21,802	$	23,516	$	27,008	$	23,029
Non-cash adjustment to SS Portfolio NOI	—		1,675		3,799		1		1,209
SS Portfolio Cash (Adjusted) NOI	$	31,549	$	23,477	$	27,315	$	27,009	$	24,238

Other(1)

	Three Months Ended
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Net Income (loss)	$	(18,780)	$	(11,198)	$	(23,090)	$	7,473	$	15,139
Interest income	(4,230)		(4,443)		(4,192)		(9,013)		(16,108)
Depreciation and amortization	5		2		—		—		—
Transaction costs	4		8		11		4		18
Impairments and loan loss (reserves) recoveries, net	4,718		(2,985)		7,896		3,242		931
Other expense (income), net	—		—		—		(482)		—
Equity loss (income) from unconsolidated JVs	18,346		18,625		19,376		(1,224)		20
Healthpeak's share of unconsolidated JVs NOI	5,271		4,417		3,999		4,385		4,872
Portfolio NOI	$	5,334	$	4,426	$	4,000	$	4,385	$	4,872
Adjustment to Portfolio NOI	99		63		317		112		(27)
Portfolio Cash (Adjusted) NOI	$	5,433	$	4,489	$	4,317	$	4,497	$	4,845
Interest income	4,230		4,443		4,192		9,013		16,108
Portfolio Income	$	9,663	$	8,932	$	8,509	$	13,510	$	20,953
Interest income	(4,230)		(4,443)		(4,192)		(9,013)		(16,108)
Adjustment to Portfolio NOI	(99)		(63)		(317)		(112)		27
Non-SS Portfolio NOI	(5,334)		(4,426)		(4,000)		(4,385)		(4,872)
SS Portfolio NOI	$	—	$	—	$	—	$	—	$	—
SS Portfolio Cash (Adjusted) NOI	$	—	$	—	$	—	$	—	$	—
Reconciliations
---
In thousands

Senior Housing Triple-net(1)(2)

	Three Months Ended
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Net Income (loss)	$	15,808	$	5,301	$	256,292	$	207,741	$	16,257
Interest expense	72		45		112		—		—
Depreciation and amortization	7,175		6,694		4,051		—		—
Transaction costs	1		—		—		4		—
Impairments and loan loss (reserves) recoveries, net	1,007		12,097		—		—		7,252
Loss (gain) on sales of real estate, net	—		—		(244,101)		(202,455)		(22,174)
Other expense (income), net	—		—		—		(356)		(10)
Portfolio NOI	$	24,063	$	24,137	$	16,354	$	4,934	$	1,325
Adjustment to Portfolio NOI	41		93		4,976		150		43
Portfolio Cash (Adjusted) NOI(3)	$	24,104	$	24,230	$	21,330	$	5,084	$	1,368
Adjustment to Portfolio NOI	(41)		(93)		(4,976)		(150)		(43)
Non-SS Portfolio NOI	(24,063)		(24,137)		(16,354)		(4,934)		(1,325)
SS Portfolio NOI	$	—	$	—	$	—	$	—	$	—
SS Portfolio Cash (Adjusted) NOI	$	—	$	—	$	—	$	—	$	—

SHOP(1)(2)

	Three Months Ended
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Net Income (loss)	$	(28,552)	$	(35,915)	$	(87,333)	$	61,446	$	97,401
Interest expense	2,655		2,455		2,514		2,676		1,177
Depreciation and amortization	31,622		24,965		4,523		—		—
Transaction costs	253		602		19,286		72		—
Impairments and loan loss (reserves) recoveries, net	16,206		24,230		119,788		—		3,743
Loss (gain) on sales of real estate, net	(1,579)		2,134		(53,798)		(57,207)		(100,064)
Other expense (income), net	(2,171)		(316)		(3,033)		(5,529)		(117)
Government grant income	2,209		392		12,774		3,232		428
Equity loss (income) from unconsolidated JVs	(649)		731		273		315		(5,225)
Healthpeak's share of unconsolidated JVs NOI	997		1,152		856		(151)		(116)
Noncontrolling interests' share of consolidated JVs NOI	(93)		(98)		(36)		(3)		(2)
Portfolio NOI	$	20,898	$	20,332	$	15,814	$	4,851	$	(2,775)
Adjustment to Portfolio NOI	19		(1,291)		14,670		3,413		844
Portfolio Cash (Adjusted) NOI(3)	$	20,917	$	19,041	$	30,484	$	8,264	$	(1,931)
Adjustment to Portfolio NOI	(19)		1,291		(14,670)		(3,413)		(844)
Non-SS Portfolio NOI	(20,898)		(20,332)		(15,814)		(4,851)		2,775
SS Portfolio NOI	$	—	$	—	$	—	$	—	$	—
SS Portfolio Cash (Adjusted) NOI	$	—	$	—	$	—	$	—	$	—
Reconciliations
---
In thousands

Corporate Non-Segment(1)(2)

	Three Months Ended
	June 30, 2020		September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021
Net Income (loss)	$	(91,619)	$	(112,510)	$	(73,945)	$	(231,292)	$	(118,095)
Interest expense	52,694		51,595		51,963		44,728		35,923
General and administrative	23,720		21,661		25,507		24,902		24,088
Loss (gain) on debt extinguishments	25,824		17,921		—		164,292		60,865
Other expense (income), net	(3,273)		(2,841)		(405)		(1,817)		(1,716)
Income tax expense (benefit)	(7,346)		24,174		(3,120)		(813)		(1,065)
Portfolio NOI	$	—	$	—	$	—	$	—	$	—

______________________________________

(3)Portfolio Income and Portfolio Cash (Adjusted) NOI are the same for Life Science, Medical Office, CCRC, Senior Housing Triple-net, and SHOP for all periods presented as there is no interest income for the segments.

Reconciliations
In thousands
Segment Portfolio NOI and Cash (Adjusted) NOI, Portfolio Income, and SS
---

For the six months ended June 30, 2021

	Life Science		Medical Office		CCRC		Other		Senior Housing Triple-Net		SHOP		Corporate Non-segment		Total
Net Income (loss)	$	121,778	$	270,337	$	(16,738)	$	22,614	$	223,998	$	158,846	$	(349,387)	$	431,448
Interest income	—		—		—		(25,121)		—		—		—		(25,121)
Interest expense	150		881		3,842		—		—		3,853		80,651		89,377
Depreciation and amortization	145,388		121,326		62,283		—		—		—		—		328,997
General and administrative	—		—		—		—		—		—		48,990		48,990
Transaction costs	11		295		1,090		21		4		72		—		1,493
Impairments and loan loss (reserves) recoveries, net	—		—		—		4,173		7,252		3,743		—		15,168
Loss (gain) on sales of real estate, net	—		(175,238)		—		—		(224,629)		(157,271)		—		(557,138)
Loss on debt extinguishments	—		—		—		—		—		—		225,157		225,157
Other expense (income), net	(33)		2,454		(2,341)		(482)		(366)		(5,646)		(3,532)		(9,946)
Income tax expense (benefit)	—		—		—		—		—		—		(1,879)		(1,879)
Government grant income	—		—		1,397		—		—		3,660		—		5,057
Healthpeak's share of unconsolidated joint venture NOI	1,896		814		149		9,257		—		(268)		—		11,848
Noncontrolling interests' share of consolidated joint venture NOI	(99)		(12,695)		—		—		—		(5)		—		(12,799)
Equity loss (income) from unconsolidated JVs	(18)		(328)		(639)		(1,205)		—		(4,910)		—		(7,100)
Portfolio NOI	$	269,073	$	207,846	$	49,043	$	9,257	$	6,259	$	2,074	$	—	$	543,552
Adjustment to NOI	(24,176)		(3,926)		1,246		85		193		4,259		—		(22,319)
Portfolio Cash NOI	$	244,897	$	203,920	$	50,289	$	9,342	$	6,452	$	6,333	$	—	$	521,233
Interest Income	—		—		—		25,121		—		—		—		25,121
Portfolio Income	$	244,897	$	203,920	$	50,289	$	34,463	$	6,452	$	6,333	$	—	$	546,354
Interest income	—		—		—		(25,121)		—		—				(25,121)
Adjustment to NOI	24,176		3,926		(1,246)		(85)		(193)		(4,259)		—		22,319
Non-SS Portfolio NOI	(85,664)		(30,162)		(38,724)		(9,257)		(6,259)		(2,074)		—		(172,140)
SS Portfolio NOI	$	183,409	$	177,684	$	10,319	$	—	$	—	$	—	$	—	$	371,412
Non-cash adjustment to SS Portfolio NOI	(8,635)		(2,873)		—		—		—		—		—		(11,508)
SS Portfolio Cash NOI	$	174,774	$	174,811	$	10,319	$	—	$	—	$	—	$	—	$	359,904
Reconciliations
---
In thousands

For the six months ended June 30, 2020

	Life Science		Medical Office		CCRC		Other		Senior Housing Triple-Net		SHOP		Corporate Non-segment		Total
Net Income (loss)	$	100,283	$	176,637	$	68,201	$	8,679	$	200,569	$	(81,081)	$	(135,699)	$	337,589
Interest income	—		—		—		(7,918)		—		—		—		(7,918)
Interest expense	122		203		3,273		—		154		5,258		106,916		115,926
Depreciation and amortization	102,567		110,571		51,655		10		14,335		88,626		—		367,764
General and administrative	—		—		—		—		—		—		46,069		46,069
Transaction costs	1		—		14,842		93		—		539		—		15,475
Impairments and loan loss (reserves) recoveries, net	—		4,825		—		13,119		5,677		39,552		—		63,173
Loss (gain) on sales of real estate, net	—		(83,393)		—		40		(164,043)		(336)		—		(247,732)
Loss on debt extinguishments	—		—		—		—		—		—		24,991		24,991
Other expense (income), net	—		—		(184,474)		(41,707)		—		(2,126)		(1,887)		(230,194)
Income tax expense (benefit)	—		—		—		—		—		—		(40,390)		(40,390)
Government grant income	—		—		11,871		—		—		2,209		—		14,080
Healthpeak's share of unconsolidated joint venture NOI	—		835		4,099		12,187		—		1,978		—		19,099
Noncontrolling interests' share of consolidated joint venture NOI	(74)		(11,880)		—		—		—		(254)		—		(12,208)
Equity loss (income) from unconsolidated JVs	—		(407)		1,479		27,809		—		184		—		29,065
Portfolio NOI	$	202,899	$	197,391	$	(29,054)	$	12,312	$	56,692	$	54,549	$	—	$	494,789
Adjustment to NOI	(7,059)		(1,459)		91,579		52		(3,334)		595		—		80,374
Portfolio Cash NOI	$	195,840	$	195,932	$	62,525	$	12,364	$	53,358	$	55,144	$	—	$	575,163
Interest Income	—		—		—		7,918		—		—		—		7,918
Portfolio Income	$	195,840	$	195,932	$	62,525	$	20,282	$	53,358	$	55,144	$	—	$	583,081
Interest income	—		—		—		(7,918)		—		—				(7,918)
Adjustment to NOI	7,059		1,459		(91,579)		(52)		3,334		(595)		—		(80,374)
Non-SS Portfolio NOI	(34,215)		(25,438)		41,781		(12,312)		(56,692)		(54,549)		—		(141,425)
SS Portfolio NOI	$	168,684	$	171,953	$	12,727	$	—	$	—	$	—	$	—	$	353,364
Non-cash adjustment to SS Portfolio NOI	(6,690)		(2,421)		—		—		—		—		—		(9,111)
SS Portfolio Cash NOI	$	161,994	$	169,532	$	12,727	$	—	$	—	$	—	$	—	$	344,253

____________________________________

Reconciliations
In thousands
CCRC Pro Forma Portfolio Real Estate Revenues, Operating Expenses, and NOI(1)
---
Pro Forma Portfolio Real Estate Revenues	Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
	June 30,<br>2020		September 30,<br>2020		December 31,<br>2020		March 31,<br>2021		June 30,<br>2021
Portfolio Real Estate Revenues - SS(2)	$	125,797	$	116,793	$	118,323	$	117,437	$	117,395
Pro forma adjustments to exclude government grant income	(11,871)		(1,761)		(2,566)		(1,310)		(87)
Pro forma Portfolio Real Estate Revenues - SS(3)	$	113,926	$	115,031	$	115,757	$	116,128	$	117,308
Operating Expenses	Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
	June 30,<br>2020		September 30,<br>2020		December 31,<br>2020		March 31,<br>2021		June 30,<br>2021
Portfolio Operating Expenses - SS4)	$	94,248	$	94,991	$	94,808	$	90,429	$	94,366
Portfolio Cash Operating Expenses - SS(4)	$	94,248	$	93,315	$	91,007	$	90,429	$	93,157
Pro Forma SS Portfolio NOI	Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
	June 30,<br>2020		September 30,<br>2020		December 31,<br>2020		March 31,<br>2021		June 30,<br>2021
SS Portfolio NOI(5)	$	31,549	$	21,802	$	23,515	$	27,008	$	23,029
Pro forma adjustment to exclude government grants	(11,871)		(1,761)		(2,566)		(1,310)		(87)
Pro forma SS Portfolio NOI(3)	$	19,678	$	20,040	$	20,950	$	25,699	$	22,942
Pro Forma SS Portfolio Cash (Adjusted) NOI	Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
	June 30,<br>2020		September 30,<br>2020		December 31,<br>2020		March 31,<br>2021		June 30,<br>2021
SS Portfolio Cash (Adjusted) NOI(5)	$	31,549	$	23,477	$	27,315	$	27,009	$	24,238
Pro forma adjustment to exclude government grants	(11,871)		(1,761)		(2,566)		(1,310)		(87)
Pro forma SS Portfolio Cash (Adjusted) NOI(3)	$	19,678	$	21,716	$	24,750	$	25,699	$	24,151

______________________________________

(1)May not foot due to rounding.

(2)See page 14 of this document for a reconciliation of Portfolio Cash Real Estate Revenues - SS.

(3)Pro forma adjustments excludes government grants under the CARES Act for Portfolio Real Estate Revenues.

(4)See page 17 of this document for a reconciliation of Portfolio Operating Expenses - SS and Portfolio Cash Operating Expenses - SS.

(5)See page 24 of this document for a reconciliation of SS Portfolio NOI and SS Portfolio Cash (Adjusted) NOI.

Reconciliations
In thousands, except per month data		REVPOR CCRC(1)
---
	Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
CCRC	June 30,<br>2020		September 30,<br>2020		December 31,<br>2020		March 31,<br>2021		June 30,<br>2021
Portfolio Cash Real Estate Revenues(2)	$	131,108	$	121,355	$	123,131	$	122,133	$	119,824
Other adjustments to REVPOR CCRC(3)	(5,311)		(4,563)		(4,808)		(4,696)		(2,429)
REVPOR CCRC revenues	$	125,797	$	116,793	$	118,323	$	117,437	$	117,395
Average occupied units/month	5,979		5,909		5,876		5,854		5,906
REVPOR CCRC per month(4)	$	7,014	$	6,589	$	6,712	$	6,687	$	6,626
	Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
SS REVPOR CCRC	June 30,<br>2020		September 30,<br>2020		December 31,<br>2020		March 31,<br>2021		June 30,<br>2021
SS REVPOR CCRC revenues(5)	$	125,797	$	116,793	$	118,323	$	117,437	$	117,395
SS average occupied units/month	5,979		5,909		5,876		5,854		5,906
SS REVPOR CCRC per month(4)	$	7,014	$	6,589	$	6,712	$	6,687	$	6,626
	Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
PRO FORMA SS REVPOR CCRC	June 30,<br>2020		September 30,<br>2020		December 31,<br>2020		March 31,<br>2021		June 30,<br>2021
Pro Forma SS REVPOR CCRC revenues(6)	$	113,926	$	115,031	$	115,757	$	116,128	$	117,308
SS average occupied units/month	5,979		5,909		5,876		5,854		5,906
SS REVPOR CCRC per month(4)	$	6,352	$	6,490	$	6,567	$	6,612	$	6,621

______________________________________

(1)May not foot due to rounding.

(2)See page 14 of this document for a reconciliation of Portfolio Cash Real Estate Revenues.

(3)Includes revenue from non-refundable entrance fees, facilities converted to a new operating structure during the relevant period, and facilities that are held for sale.

(4)Represents the current quarter REVPOR CCRC divided by a factor of three.

(5)See page 14 of this document for a reconciliation of Portfolio Cash Real Estate Revenues - SS.

(6)See page 31 of this document for a reconciliation of Pro forma Portfolio Real Estate Revenues - SS which is the same as Pro Forma SS REVPOR CCRC revenues.

Reconciliations
In thousands, except per month data		REVPOR(1)
---
	Three Months Ended
---	---	---	---	---	---	---	---	---	---	---
Other	June 30,<br>2020		September 30,<br>2020		December 31,<br>2020		March 31,<br>2021		June 30,<br>2021
Portfolio Cash Real Estate Revenues(2)	$	19,053	$	17,955	$	17,339	$	17,068	$	17,330
Other adjustments to REVPOR Other(3)	(3,955)		(3,411)		(3,330)		(3,372)		(3,460)
REVPOR Other revenues	$	15,098	$	14,544	$	14,008	$	13,696	$	13,870
Average occupied units/month	1,260		1,213		1,172		1,109		1,104
REVPOR Other per month(4)	$	3,993	$	3,997	$	3,983	$	4,117	$	4,186
	Three Months Ended
---	---	---	---
SHOP		June 30,<br>2021
Portfolio Cash Real Estate Revenues(2)		$	30,966
Other adjustments to REVPOR SHOP(5)		(24,960)
REVPOR SHOP revenues(6)		$	6,007
Average occupied units/month		316
REVPOR SHOP per month(4)		$	6,326

______________________________________

(1)May not foot due to rounding.

(2)See page 14 of this document for a reconciliation of Portfolio Cash Real Estate Revenues.

(3)Includes revenue for sold assets or assets in redevelopment.

(4)Represents the current quarter REVPOR Other, REVPOR SHOP, or REVPOR SHOP Stabilized - HFS divided by a factor of three.

(5)Includes revenue for facilities sold and assets in redevelopment.

(6)Includes revenue from properties that are held for sale for informational purposes.

33