peak-20211102

Exhibit 99.1

Healthpeak Reports Third Quarter 2021 Results

DENVER, November 2, 2021 - Healthpeak Properties, Inc. (NYSE: PEAK) today announced results for the third quarter ended September 30, 2021.

THIRD QUARTER 2021 FINANCIAL PERFORMANCE AND RECENT HIGHLIGHTS

–Net income of $0.10 per share, Nareit FFO of $0.36 per share, FFO as Adjusted of $0.40 per share, and blended Total Same-Store Portfolio Cash (Adjusted) NOI growth of 3.2%

▪Life Science and MOB Same-Store Portfolio Cash (Adjusted) NOI growth of 6.8% and 2.9%, respectively

▪Total pro forma Same-Store Portfolio Cash (Adjusted) NOI growth of 4.1% excluding government grants received under the CARES Act at our CCRC properties

–Announced $782 million of new acquisitions:

▪Through a series of eight separate transactions, and $625 million of initial investment, assembled 36 acres of income-producing properties and covered land plays in the Alewife submarket of West Cambridge to support significant future life science development activity over the next decade or more

▪Acquired a five acre covered land play in the Sorrento Mesa submarket of San Diego for $20 million to further strengthen our sizable position in the submarket and support future development

▪$137 million of new on-campus MOB acquisitions

–Life science development leasing:

▪Signed 178,000 square feet of new leases at our active developments, including 36,000 square feet at The Shore at Sierra Point Phase II, bringing the project to 100% pre-leased, and 142,000 square feet at 101 CambridgePark Drive, bringing the project to 88% pre-leased

▪Active life science developments 87% pre-leased as of the end of the third quarter

–New life science development start:

▪Commenced construction on the first phase of Vantage, a 343,000 square foot Class A life science development in South San Francisco

–Closed the final $149 million of senior housing dispositions, bringing total sales proceeds to $4 billion since July 2020

–Balance sheet:

▪In September, closed on an upsized $3 billion revolving credit facility, extending maturity to 2026

▪Sold 9.1 million shares of common stock under our ATM equity program on a forward basis, which is expected to result in net proceeds of approximately $320 million

▪Net debt to adjusted EBITDAre of 5.0x as of September 30, 2021

–The Board of Directors declared a quarterly common stock cash dividend of $0.30 per share to be paid on November 19, 2021, to stockholders of record as of the close of business on November 8, 2021

–Received the Green Star designation from GRESB and named a constituent in the FTSE4Good Index, each for the tenth consecutive year; short-listed by IR Magazine for the Corporate Governance Awards – Best Proxy Statement for the second consecutive year

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THIRD QUARTER COMPARISON


	Three Months Ended September 30, 2021				Three Months Ended September 30, 2020
(in thousands, except per share amounts)	Amount		Per Share		Amount		Per Share
Net income (loss), diluted	$	54,442	$	0.10	$	(63,768)	$	(0.12)
Nareit FFO, diluted	196,565		0.36		164,603		0.31
FFO as Adjusted, diluted	219,784		0.40		215,381		0.40
AFFO, diluted	181,389				183,791

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 "September 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	6.8	%	46.3	%	7.7	%	49.1	%
Medical office	2.9	%	43.0	%	3.0	%	48.0	%
CCRC(1)	(9.0	%)	10.7	%	(14.2	%)	2.9	%
Total Portfolio	3.2	%	100.0	%	4.6	%	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	6.8	%	46.3	%	7.7	%	49.2	%
Medical office	2.9	%	43.0	%	3.0	%	48.0	%
CCRC(1)	(1.7	%)	10.7	%	(5.8	%)	2.8	%
Total Portfolio	4.1	%	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.

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ACQUISITIONS

WEST CAMBRIDGE ALEWIFE ASSEMBLAGE

Through a series of eight separate transactions, Healthpeak has acquired, or is under contract on, $625 million of acquisitions totaling approximately 36 acres of largely contiguous income-producing properties and covered land plays in the Alewife submarket of West Cambridge. The estimated blended year-one FFO yield across the assemblage is 4.2%.

Healthpeak intends to capitalize on robust market fundamentals and tenant demand through the development of multiple Class A life science buildings over the next decade-plus, extending our leading position in West Cambridge. This 36 acre campus has convenient access to the Alewife T station, Route 2, and the Minuteman Bike Trail, which link Cambridge, downtown Boston, and the western suburbs.

Alewife Submarket Acquisitions Overview:

•CONCORD AVENUE CAMPUS: 220,000 square foot three-building office and R&D campus that is 100% leased to Raytheon on 9.7 acres for $180 million. The site includes 10 & 20 Moulton Street, 77 Fawcett Street, 617 Concord Avenue and a land parcel at 645 Concord Avenue. The site includes densification opportunities upon expiration of the Raytheon lease in 2027. The acquisition closed in September 2021.

•10 FAWCETT: 132,000 square foot multi-tenant office building on 2.5 acres adjacent to the Concord Avenue campus for $73 million. The site includes densification opportunities. The acquisition closed in October 2021.

•68 MOULTON: 26,000 square foot office building on one acre directly abutting the Concord Avenue campus for $18 million. The site provides densification opportunities upon expiration of the lease in 2024. The acquisition closed in October 2021.

•110 & 125 FAWCETT: 53,000 square foot industrial building on 2.4 acres and adjacent to 68 Moulton for $45 million. The site provides densification opportunities and the potential for a pedestrian footbridge to improve connectivity to the Alewife T station. The acquisition is expected to close in late 2021.

•MOONEY STREET PARCELS: 145,000 square feet of flex office and industrial buildings on 11.9 acres for $123 million. Healthpeak intends to pursue additional entitlements on the site which, if successful, would result in an earn-out payment to the sellers of up to approximately $15 million. The campus includes 13 & 40-61 Mooney Street and 127 Smith Place. The site provides densification opportunities upon the expiration of the in-place short-term leases. The acquisition closed in October 2021.

•67 SMITH PLACE: 53,000 square foot industrial building on 4.4 acres for $72 million. 67 Smith Place abuts the Mooney Street parcels. The site provides future densification opportunities upon expiration of the in-place leases in 2022. The acquisition is under contract and expected to close in early 2022.

•725 CONCORD: 85,000 square foot medical office building 100% leased to an affiliate of Beth Israel Lahey Health (Moody’s: A3) for $80 million. The site is 3.8 acres and provides direct connection to the Mooney Street and 67 Smith Place parcels. The site includes a surface parking lot which could be densified over time. The acquisition closed in October 2021.

•25 SPINELLI: Recently redeveloped 20,000 square foot life science building 100% leased to an affiliate of Flagship Pioneering for $34 million. The acquisition closed in October 2021.

For additional detail on the West Cambridge assemblage, please refer to the West Cambridge & South San Francisco Transaction Update presentation available in the Investor relations section of our website at http://ir.healthpeak.com/investor-presentations.

VISTA SORRENTO CAMPUS, SORRENTO MESA

In October, Healthpeak closed on an off-market acquisition in the Sorrento Mesa submarket of San Diego for $20 million.

The Vista Sorrento campus consists of a 63,000 square foot office building on five acres of land. Following the near-term expirations of the in-place leases, Healthpeak intends to commence construction of a new Class A life science development. The Vista Sorrento site is across the street from Healthpeak’s 250,000 square foot Sorrento Summit Campus.

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NEW MOB ACQUISITIONS

Since our last earnings call, Healthpeak announced it acquired 232,000 square feet of on-campus MOBs for an aggregate $137 million. The Baylor and Lakeview acquisitions represent a blended stabilized Cash NOI capitalization rate of 5%, while the covered land acquisition in Seattle represents a 4% year-one Cash NOI capitalization rate.

BAYLOR MOBs

In September, Healthpeak acquired two Class A, on-campus MOBs totaling 138,000 square feet for $60 million in an off-market transaction. The properties are 89% occupied and are the only two MOBs on the campus of Baylor Scott & White’s 118-bed hospital in Frisco, Texas. Baylor Scott & White (Moody’s: Aa3) is ranked the #2 health system in the Dallas MSA and leases 37% of the properties’ square footage. The acquisition adds to our market-leading MOB position in Dallas, bringing Healthpeak's ownership to over 4 million square feet in the MSA.

LAKEVIEW MOB

In October, Healthpeak acquired Lakeview Medical Pavilion, a 55,000 square foot on-campus MOB for $34 million in an off-market transaction. The property is on the campus of a 167-bed HCA hospital in Covington, Louisiana, part of the New Orleans MSA. The property, built in 2014, is 100% occupied with a weighted average lease term of 7 years.

SWEDISH MEDICAL MOB

In October, Healthpeak acquired 700 Broadway, a 39,000 square foot on-campus MOB located in the downtown Seattle healthcare cluster known as “First Hill” for $43 million. The property is on the campus of Swedish Medical Center and connected via an underground tunnel to the hospital. The property is 100% leased to Northwest Kidney Centers, the world’s first dialysis organization. The site includes structured and surface parking, providing future densification opportunities. The acquisition brings Healthpeak’s total square footage on the campus of Swedish Medical Center to 610,000 square feet with a current occupancy of approximately 97%.

PREVIOUSLY DISCLOSED MOB ACQUISITIONS

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.

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.

LIFE SCIENCE DEVELOPMENT LEASING UPDATES

THE SHORE

Interline Therapeutics, Inc. has signed a lease for the remaining 36,000 square feet at Phase II of The Shore at Sierra Point, bringing the entire 629,000 square foot campus to 100% leased or pre-leased. The lease is expected to commence in late 2022 upon completion of construction.

101 CAMBRIDGEPARK DRIVE

eGenesis, Inc. and Seres Therapeutics, Inc. have signed leases for a combined 142,000 square feet at 101 CambridgePark Drive, bringing the $180 million, 161,000 square foot development to 88% pre-leased. When combined with our adjacent life science holdings at 35 and 87 CambridgePark Drive, Healthpeak has created a flagship 449,000 square foot campus in the heart of West Cambridge.

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VANTAGE DEVELOPMENT START

In October, Healthpeak commenced the first phase of its next South San Francisco life science development project, Vantage. Strategically located on the corner of Forbes Boulevard and at the door-step of Genentech’s headquarters, the first phase of the development will include approximately 343,000 square feet, with total project costs of approximately $393 million.

The purpose-built lab campus will feature state-of-the-art design, an amenity center, flexible and efficient floor plates, and building systems that will accommodate a broad range of life science uses. Expected initial occupancy is in the second half of 2023.

Healthpeak expects to pursue additional entitlements for the remaining acreage on the Vantage land site, enabling the development of a multi-phase campus totaling one million square feet based on existing zoning, with the potential for significantly more subject to entitlements.

BALANCE SHEET

In September, Healthpeak closed on an upsized $3 billion revolving credit facility extending maturity to 2026.

During the third quarter, Healthpeak sold 9.1 million shares of common stock under the ATM equity offering program on a forward basis at an average price of approximately $35.60 per share (before underwriting discounts), which is expected to result in net proceeds of approximately $320 million.

SENIOR HOUSING DISPOSITIONS

Subsequent to our August 2, 2021 earnings release, Healthpeak closed on a total of $149 million of senior housing sales and loan repayments, bringing cumulative gross proceeds to $4 billion since July 2020.

Following completion of the identified senior housing dispositions, Healthpeak’s remaining rental senior housing exposure consists solely of a 53.5% interest in a 19-property senior housing joint venture.

DIVIDEND

On October 27, Healthpeak announced that its Board declared a quarterly common stock cash dividend of $0.30 per share to be paid on November 19, 2021, to stockholders of record as of the close of business on November 8, 2021.

ESG

Healthpeak received the Green Star designation from GRESB and was named a constituent in the FTSE4Good Index, each for the tenth consecutive year. We also maintained a “Prime” rating from ISS ESG Corporate Rating, recognizing top ESG performance within our industry. Healthpeak was also short-listed for the Corporate Governance Awards 2021 – Best Proxy Statement by IR Magazine for the second consecutive year and named a Women's Forum of New York Corporate Champion for the fourth time.

2021 GUIDANCE

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

▪Diluted earnings per common share from $0.95 – $1.01 to $0.94 – $0.98

▪Diluted Nareit FFO per share from $1.06 – $1.12 to $1.09 – $1.13

▪Diluted FFO as Adjusted per share from $1.55 – $1.61 to $1.58 – $1.62

▪Blended Total Portfolio Same-Store Cash (Adjusted) NOI growth from 2.25% – 3.75% to 3.50% – 4.00%

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COMPANY INFORMATION

Healthpeak has scheduled a conference call and webcast for Wednesday, November 3, 2021, at 9:00 a.m. Mountain Time (11:00 a.m. Eastern Time) to present its performance and operating results for the third quarter ended September 30, 2021. The conference call is accessible by dialing (888) 317-6003 (U.S.) or (412) 317-6061 (international). The conference ID number is 8608073. 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 November 3, 2022, and a telephonic replay can be accessed through November 17, 2021, by dialing (877) 344-7529 (U.S.) or (412) 317-0088 (international) and entering conference ID number 10160585. 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 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,

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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 distributions; 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, CFA

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)


	September 30, 2021		December 31, 2020
Assets
Real estate:
Buildings and improvements	$	11,759,664	$	11,048,433
Development costs and construction in progress	845,382		613,182
Land	2,206,422		1,867,278
Accumulated depreciation and amortization	(2,734,832)		(2,409,135)
Net real estate	12,076,636		11,119,758
Net investment in direct financing leases	44,706		44,706
Loans receivable, net of reserves of $2,727 and $10,280	411,062		195,375
Investments in and advances to unconsolidated joint ventures	389,095		402,871
Accounts receivable, net of allowance of $3,690 and $3,994	44,699		42,269
Cash and cash equivalents	201,099		44,226
Restricted cash	53,699		67,206
Intangible assets, net	520,335		519,917
Assets held for sale and discontinued operations, net	105,009		2,626,306
Right-of-use asset, net	218,524		192,349
Other assets, net	678,638		665,106
Total assets	$	14,743,502	$	15,920,089

Liabilities and Equity
Bank line of credit and commercial paper	$	1,024,000	$	129,590
Term loan	—		249,182
Senior unsecured notes	4,157,834		5,697,586
Mortgage debt	356,570		221,621
Intangible liabilities, net	144,004		144,199
Liabilities related to assets held for sale and discontinued operations, net	18,910		415,737
Lease liability	191,444		179,895
Accounts payable, accrued liabilities, and other liabilities	729,939		760,617
Deferred revenue	782,413		774,316
Total liabilities	7,405,114		8,572,743

Commitments and contingencies


Redeemable noncontrolling interests	119,591		57,396

Common stock, $1.00 par value: 750,000,000 shares authorized; 539,066,131 and 538,405,393 shares issued and outstanding	539,066		538,405
Additional paid-in capital	10,122,112		10,175,235
Cumulative dividends in excess of earnings	(3,987,537)		(3,976,232)
Accumulated other comprehensive income (loss)	(3,281)		(3,685)
Total stockholders’ equity	6,670,360		6,733,723

Joint venture partners	347,180		357,069
Non-managing member unitholders	201,257		199,158
Total noncontrolling interests	548,437		556,227

Total equity	7,218,797		7,289,950

Total liabilities and equity	$	14,743,502	$	15,920,089

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Healthpeak Properties, Inc.

Consolidated Statements of Operations

In thousands, except per share data

(unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020

Revenues:
Rental and related revenues	$	353,516	$	301,941	$	1,022,130	$	872,511
Resident fees and services	119,022		115,031		352,458		320,737
Income from direct financing leases	2,179		2,150		6,522		7,569
Interest income	6,748		4,443		31,869		12,361
Total revenues	481,465		423,565		1,412,979		1,213,178

Costs and expenses:
Interest expense	35,905		53,734		121,429		164,248
Depreciation and amortization	177,175		141,971		506,172		406,774
Operating	202,139		183,141		574,032		598,326
General and administrative	23,270		21,661		72,260		67,730
Transaction costs	—		1,984		1,417		16,920

Impairments and loan loss reserves (recoveries), net	285		(1,777)		4,458		16,167
Total costs and expenses	438,774		400,714		1,279,768		1,270,165
Other income (expense):
Gain (loss) on sales of real estate, net	14,635		2,283		189,873		85,636
Gain (loss) on debt extinguishments	(667)		(17,921)		(225,824)		(42,912)
Other income (expense), net	1,670		6,744		5,604		234,812
Total other income (expense), net	15,638		(8,894)		(30,347)		277,536

Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	58,329		13,957		102,864		220,549
Income tax benefit (expense)	649		(22,970)		1,404		6,792
Equity income (loss) from unconsolidated joint ventures	2,327		(18,749)		4,517		(47,630)
Income (loss) from continuing operations	61,305		(27,762)		108,785		179,711

Income (loss) from discontinued operations	601		(31,819)		384,569		98,297

Net income (loss)	61,906		(59,581)		493,354		278,008
Noncontrolling interests’ share in continuing operations	(7,195)		(3,616)		(14,036)		(10,565)
Noncontrolling interests’ share in discontinued operations	—		(220)		(2,539)		(274)
Net income (loss) attributable to Healthpeak Properties, Inc.	54,711		(63,417)		476,779		267,169

Participating securities’ share in earnings	(269)		(351)		(3,001)		(2,151)
Net income (loss) applicable to common shares	$	54,442	$	(63,768)	$	473,778	$	265,018

Basic earnings (loss) per common share:
Continuing operations	$	0.10	$	(0.06)	$	0.17	$	0.32
Discontinued operations	0.00		(0.06)		0.71		0.18
Net income (loss) applicable to common shares	$	0.10	$	(0.12)	$	0.88	$	0.50

Diluted earnings (loss) per common share:
Continuing operations	$	0.10	$	(0.06)	$	0.17	$	0.32
Discontinued operations	0.00		(0.06)		0.71		0.18
Net income (loss) applicable to common shares	$	0.10	$	(0.12)	$	0.88	$	0.50

Weighted average shares outstanding:
Basic	539,021		538,333		538,879		527,908
Diluted	539,388		538,333		539,159		528,455

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Healthpeak Properties, Inc.

Funds From Operations

In thousands, except per share data

(unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020

Net income (loss) applicable to common shares	$	54,442	$	(63,768)	$	473,778	$	265,018
Real estate related depreciation and amortization(1)	177,175		173,630		506,172		541,394
Healthpeak’s share of real estate related depreciation and amortization from unconsolidated joint ventures	4,722		24,822		12,044		80,050
Noncontrolling interests’ share of real estate related depreciation and amortization	(4,849)		(5,020)		(14,599)		(15,043)
Other real estate-related depreciation and amortization	—		319		—		2,447
Loss (gain) on sales of depreciable real estate, net(1)	(41,393)		(149)		(598,531)		(247,881)
Healthpeak’s share of loss (gain) on sales of depreciable real estate, net, from unconsolidated joint ventures	(1,068)		—		(6,934)		(9,248)
Noncontrolling interests’ share of gain (loss) on sales of depreciable real estate, net	3,450		—		5,628		(3)
Loss (gain) upon change of control, net(2)	—		(3,259)		(1,042)		(173,222)
Taxes associated with real estate dispositions	483		551		2,666		(10,989)
Impairments (recoveries) of depreciable real estate, net	1,952		37,477		5,695		85,996


Nareit FFO applicable to common shares	194,914		164,603		384,877		518,519
Distributions on dilutive convertible units and other	1,651		—		—		5,380
Diluted Nareit FFO applicable to common shares	$	196,565	$	164,603	$	384,877	$	523,899
Diluted Nareit FFO per common share	$	0.36	$	0.31	$	0.71	$	0.98
Weighted average shares outstanding - diluted Nareit FFO	544,889		538,645		539,159		533,963
Impact of adjustments to Nareit FFO:
Transaction-related items(3)	$	1,259	$	2,276	$	6,638	$	95,342
Other impairments (recoveries) and other losses (gains), net(4)	20,073		(2,927)		25,161		(29,943)
Restructuring and severance related charges	—		—		2,463		—
Loss (gain) on debt extinguishments	667		17,921		225,824		42,912

Litigation costs (recoveries)	—		26		—		232
Casualty-related charges (recoveries), net	558		469		5,203		469
Foreign currency remeasurement losses (gains)	—		—		—		153
Valuation allowance on deferred tax assets(5)	—		31,161		—		31,161
Tax rate legislation impact(6)	—		—		—		(3,590)
Total adjustments	22,557		48,926		265,289		136,736
FFO as Adjusted applicable to common shares	217,471		213,529		650,166		655,255
Distributions on dilutive convertible units and other	2,313		1,852		6,323		5,244
Diluted FFO as Adjusted applicable to common shares	$	219,784	$	215,381	$	656,489	$	660,499
Diluted FFO as Adjusted per common share	$	0.40	$	0.40	$	1.20	$	1.24
Weighted average shares outstanding - diluted FFO as Adjusted	546,714		544,146		546,485		533,963

_______________________________________

(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 nine months ended September 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 nine months ended September 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 nine months ended September 30, 2021, includes a $22 million and $29 million goodwill impairment charge, respectively, in connection with our senior housing triple-net and SHOP asset sales which are reported in income (loss) from discontinued operations in the Consolidated Statements of Operations. The nine months ended September 30, 2021 also includes $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 nine months ended September 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 nine months ended September 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 nine months ended September 30, 2020, represents the valuation allowance and corresponding income tax expense related to deferred tax assets that are no longer expected to be realized as a result of our plan to dispose of our SHOP portfolio. We determined we were unlikely to hold the assets long enough to realize the future value of certain deferred tax assets generated by the net operating losses of our taxable REIT subsidiaries.

(6)For the nine months ended September 30, 2020, represents the tax benefit from the CARES Act, which extended the net operating loss carryback period to five years.

Page 10

Healthpeak Properties, Inc.

Adjusted Funds From Operations

In thousands

(unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
FFO as Adjusted applicable to common shares	$	217,471	$	213,529	$	650,166	$	655,255
Amortization of stock-based compensation	4,436		4,420		13,895		13,392
Amortization of deferred financing costs	2,343		2,554		6,677		7,670
Straight-line rents	(8,290)		(9,542)		(23,627)		(24,086)

AFFO capital expenditures	(28,980)		(20,756)		(72,112)		(61,329)


Deferred income taxes	(1,747)		(7,300)		(6,240)		(9,200)
Other AFFO adjustments	(5,494)		886		(15,181)		1,641
AFFO applicable to common shares	179,739		183,791		553,578		583,343
Distributions on dilutive convertible units and other	1,650		—		4,512		5,380
Diluted AFFO applicable to common shares	$	181,389	$	183,791	$	558,090	$	588,723
Weighted average shares outstanding - diluted AFFO	544,889		538,645		544,660		533,963

Page 11

Exhibit 99.3

Discussion and

Reconciliation of Non-

GAAP Financial Measures

September 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 From Operations (“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.


			2


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 other impairments (recoveries) and other losses (gains), transaction-related items, prepayment costs (benefits) associated with early retirement or payment of debt, restructuring and severance 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 Fees Certain of our CCRC 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.


			3


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.


			4


Definitions

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 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 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


			5


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.

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 and rental payments have commenced) or 12 months from the acquisition date. Newly completed developments and redevelopments are considered stabilized at the earlier of lease-up or 24 months from the date the property is placed in service. Properties that experience a change in reporting structure are considered stabilized after 12 months in operations under a consistent reporting structure. A property is removed from Same-Store when it is classified as held for sale, sold, placed into redevelopment, experiences a casualty event that significantly impacts operations, a change in reporting structure or operator transition has been agreed to, or a significant tenant relocates from a Same-Store property to a non Same-Store property and that change results in a corresponding increase in revenue. We do not report Same-Store metrics for our other non-reportable segments.

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 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 and rental payments have commenced) or 12 months from the acquisition date. Newly completed developments and redevelopments are considered Stabilized at the earlier of lease-up or 24 months from the date the property is placed in service. Properties that experience a change in reporting structure are considered stabilized after 12 months in operations under a consistent reporting structure.


			6


Reconciliations
In thousands, except per share data

Funds From Operations


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Net income (loss) applicable to common shares	$	54,442	$	(63,768)	$	473,778	$	265,018
Real estate related depreciation and amortization(1)	177,175		173,630		506,172		541,394
Healthpeak’s share of real estate related depreciation and amortization from unconsolidated joint ventures	4,722		24,822		12,044		80,050
Noncontrolling interests’ share of real estate related depreciation and amortization	(4,849)		(5,020)		(14,599)		(15,043)
Other real estate-related depreciation and amortization	—		319		—		2,447
Loss (gain) on sales of depreciable real estate, net(1)	(41,393)		(149)		(598,531)		(247,881)
Healthpeak’s share of loss (gain) on sales of depreciable real estate, net, from unconsolidated joint ventures	(1,068)		—		(6,934)		(9,248)
Noncontrolling interests’ share of gain (loss) on sales of depreciable real estate, net	3,450		—		5,628		(3)
Loss (gain) upon change of control, net(2)	—		(3,259)		(1,042)		(173,222)
Taxes associated with real estate dispositions	483		551		2,666		(10,989)
Impairments (recoveries) of depreciable real estate, net	1,952		37,477		5,695		85,996


Nareit FFO applicable to common shares	194,914		164,603		384,877		518,519
Distributions on dilutive convertible units and other	1,651		—		—		5,380
Diluted Nareit FFO applicable to common shares	$	196,565	$	164,603	$	384,877	$	523,899

Weighted average shares outstanding - diluted Nareit FFO	544,889		538,645		539,159		533,963

Impact of adjustments to Nareit FFO:
Transaction-related items(3)	$	1,259	$	2,276	$	6,638	$	95,342
Other impairments (recoveries) and other losses (gains), net(4)	20,073		(2,927)		25,161		(29,943)
Restructuring and severance related charges	—		—		2,463		—
Loss (gain) on debt extinguishments	667		17,921		225,824		42,912
Litigation costs (recoveries)	—		26		—		232
Casualty-related charges (recoveries), net	558		469		5,203		469
Foreign currency remeasurement losses (gains)	—		—		—		153
Valuation allowance on deferred tax assets(5)	—		31,161		—		31,161
Tax rate legislation impact(6)	—		—		—		(3,590)
Total adjustments	22,557		48,926		265,289		136,736
FFO as Adjusted applicable to common shares	217,471		213,529		650,166		655,255
Distributions on dilutive convertible units and other	2,313		1,852		6,323		5,244
Diluted FFO as Adjusted applicable to common shares	$	219,784	$	215,381	$	656,489	$	660,499

Weighted average shares outstanding - diluted FFO as Adjusted	546,714		544,146		546,485		533,963

Diluted earnings per common share	$	0.10	$	(0.12)	$	0.88	$	0.50
Depreciation and amortization	0.33		0.37		0.93		1.14
Loss (gain) on sales of depreciable real estate, net	(0.07)		0.00		(1.11)		(0.48)
Loss (gain) upon change of control, net(2)	—		(0.01)		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	0.00		0.07		0.01		0.16
Diluted Nareit FFO per common share	$	0.36	$	0.31	$	0.71	$	0.98
Transaction-related items(3)	0.00		0.01		0.01		0.18
Other impairments (recoveries) and other losses (gains), net(4)	0.04		(0.01)		0.05		(0.06)
Restructuring and severance related charges	—		—		0.00		—
Loss (gain) on debt extinguishments	0.00		0.03		0.42		0.09
Litigation costs (recoveries)	—		0.00		—		0.00
Casualty-related charges (recoveries), net	0.00		0.00		0.01		0.00
Foreign currency remeasurement losses (gains)	—		—		—		0.00
Valuation allowance on deferred tax assets(5)	—		0.06		—		0.06
Tax rate legislation impact(6)	—		—		—		(0.01)
Diluted FFO as Adjusted per common share	$	0.40	$	0.40	$	1.20	$	1.24


			7


Reconciliations
In thousands, except per share data

Adjusted Funds From Operations


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
FFO as Adjusted applicable to common shares	$	217,471	$	213,529	$	650,166	$	655,255
Amortization of stock-based compensation	4,436		4,420		13,895		13,392
Amortization of deferred financing costs	2,343		2,554		6,677		7,670
Straight-line rents	(8,290)		(9,542)		(23,627)		(24,086)
AFFO capital expenditures	(28,980)		(20,756)		(72,112)		(61,329)


Deferred income taxes	(1,747)		(7,300)		(6,240)		(9,200)
Other AFFO adjustments	(5,494)		886		(15,181)		1,641
AFFO applicable to common shares	179,739		183,791		553,578		583,343
Distributions on dilutive convertible units and other	1,650		—		4,512		5,380
Diluted AFFO applicable to common shares	$	181,389	$	183,791	$	558,090	$	588,723

Weighted average shares outstanding - diluted AFFO	544,889		538,645		544,660		533,963

______________________________________

(6)For the nine months ended September 30, 2020, represents the tax benefit from the CARES Act, which extended the net operating loss carryback period to five years.


			8


Reconciliations
Per share data

Projected Future Operations(1)


	Full Year 2021
	Low		High
Diluted earnings per common share	$	0.94	$	0.98
Real estate related depreciation and amortization	1.27		1.27
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	(1.12)		(1.12)
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	$	1.09	$	1.13
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	$	1.58	$	1.62

______________________________________

(1)The foregoing projections reflect management's view of current and future market conditions as of November 2, 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 September 30, 2021 that was issued on November 2, 2021. However, these projections do not reflect the impact of unannounced future transactions, except as described herein. Our actual results may differ materially from the projections set forth above. 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 impairment of goodwill related to the disposition of Senior Housing Triple-Net and SHOP portfolios incurred during the nine months ended September 30, 2021.


			9


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)	$	502	$	412	$	88	$	15	$	11	$	1,028
Interest income	—		—		—		23		—		23
Portfolio Income	502		412		88		38		11		1,050
Interest income	—		—		—		(23)		—		(23)
Non-cash adjustments to cash NOI(6)	45		12		10		(4)		(12)		51
NOI	547		423		98		12		(1)		1,079
Non-SS NOI	(187)		(91)		(79)		(12)		1		(369)
SS NOI	360		332		18		—		—		710
Non-cash adjustments to SS NOI(6)	(13)		(5)		—		—		—		(18)
SS Cash (Adjusted) NOI	$	347	$	327	$	18	$	—	$	—	$	692
Addback adjustments(7)											387
Other income and expenses(8)											656
Costs and expenses(9)											(1,169)
Other impairments (recoveries), net(10)											(37)
Net income (loss)											$	529

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)	$	504	$	413	$	106	$	20	$	11	$	1,055
Interest income	—		—		—		33		—		33
Portfolio Income	504		413		106		53		11		1,088
Interest income	—		—		—		(33)		—		(33)
Non-cash adjustments to cash NOI(6)	45		12		(4)		2		(12)		42
NOI	549		425		102		22		(1)		1,098
Non-SS NOI	(188)		(91)		(82)		(22)		1		(382)
SS NOI	361		334		21		—		—		716
Non-cash adjustments to SS NOI(6)	(13)		(4)		—		—		—		(17)
SS Cash (Adjusted) NOI	$	349	$	329	$	21	$	—	$	—	$	698
Addback adjustments(7)											399
Other income and expenses(8)											664
Costs and expenses(9)											(1,171)
Other impairments (recoveries), net(10)											(37)
Net income (loss)											$	554


			10


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	6.25	%	2.50	%	(25.00)	%	3.50	%
High	6.75	%	3.00	%	(15.00)	%	4.00	%

______________________________________

(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 $85 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 $15 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 impairment of goodwill related to the disposition of Senior Housing Triple-Net and SHOP portfolios incurred during the nine months ended September 30, 2021.


			11


Reconciliations
In thousands


Enterprise Gross Assets and Portfolio Investment


	September 30, 2021
	Life Science		Medical Office		CCRC		Other		Senior Housing Triple-net(1)		SHOP(1)		Corporate Non-segment		Total
Consolidated total assets(2)	$	6,914,558	$	4,578,243	$	2,123,848	$	822,112	$	22	$	22,238	$	282,481	$	14,743,502
Investments in and advances to unconsolidated JVs	(25,135)		(9,426)		—		(354,534)		—		—		—		(389,095)
Accumulated depreciation and amortization(3)	1,189,652		1,596,490		280,779		—		—		—		—		3,066,921
Consolidated Gross Assets	$	8,079,075	$	6,165,307	$	2,404,627	$	467,578	$	22	$	22,238	$	282,481	$	17,421,328
Healthpeak's share of unconsolidated JV gross assets	51,455		18,882		734		474,940		—		290		—		546,301
Enterprise Gross Assets	$	8,130,530	$	6,184,189	$	2,405,361	$	942,518	$	22	$	22,528	$	282,481	$	17,967,629

Land held for development	(152,638)		(3,252)		—		—		—		—		—		(155,890)
Real estate related to discontinued operations	—		—		—		—		—		(152)		—		(152)
Fully depreciated real estate and intangibles	391,946		520,621		16,056		—		—		—		—		928,623
Non-real estate related assets(4)	(253,472)		(349,659)		(202,338)		(19,726)		(22)		(22,376)		(282,481)		(1,130,074)
Real estate intangible liabilities	(176,268)		(114,958)		—		—		—		—		—		(291,226)
Noncontrolling interests' share of consolidated JVs real estate and related intangibles	(3,945)		(383,522)		—		—		—		—		—		(387,467)
Portfolio Investment	$	7,936,153	$	5,853,419	$	2,219,079	$	922,792	$	—	$	—	$	—	$	16,931,443

______________________________________

(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 September 30, 2021, the assets meeting the held for sale criteria on or before September 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 September 30, 2021. In September 2021, the Company successfully completed the disposition of the remaining senior triple-net and SHOP properties. The remaining balances primarily relate to Accounts receivable, net of allowances and Cash and cash equivalents related to the wrap up of senior housing triple-net and SHOP operations.

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


			12


Reconciliations
In thousands


Capital Expenditures


	Nine Months Ended
	September 30, 2021		September 30, 2020
Total capital expenditures at share(1)	$	566,804	$	641,388
Less: AFFO capital expenditures at share(1)	(74,637)		(64,375)
Non AFFO capital expenditures at share	492,167		577,013
Adjustment for Healthpeak's share of unconsolidated JV	(9,440)		(10,894)
Adjustment for noncontrolling interests' share of consolidated JVs	1,286		1,488
Consolidated non AFFO capital expenditures	484,013		567,607
Decrease (Increase) in construction payable	(51,636)		11,027
Other	(1,867)		(1,110)
Development, redevelopment, and other major improvements of real estate(2)	$	430,510	$	577,524

AFFO capital expenditures at share(1)	$	74,637	$	64,375
Adjustment for Healthpeak's share of unconsolidated JV	(3,433)		(3,486)
Adjustment for noncontrolling interests' share of consolidated JVs	$	908	$	440
Leasing costs, tenant improvements, and recurring capital expenditures(2)	$	72,112	$	61,329

______________________________________

(1)Total capital expenditures at share and AFFO capital expenditures at share are presented inclusive of unconsolidated JVs and exclusive of noncontrolling interest. For the nine month period ended September 30, 2021, Capital Expenditures on page 24 of the Earnings Release and Supplemental Report excluded $8.0 million and $2.6 million, respectively, of total capital expenditures at share and AFFO capital expenditures at share related to discontinued operations. Such amounts have been included within the totals provided herein for total capital expenditures at share and AFFO capital expenditures at share. Total capital expenditures at share and AFFO capital expenditures at share for the nine months period ended September 30, 2020 are presented on page 24 of the Earnings Release and Supplemental Reports for the period 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 nine months ended September 30, 2021 and 2020.


			13


Reconciliations
In thousands


Revenues(1)


	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
Life Science	$	148,702	$	153,215	$	169,934	$	177,527	$	184,213
Medical Office	155,381		158,532		160,201		165,295		171,482
CCRC	115,031		115,757		116,128		117,308		119,022
Other	4,451		4,193		9,013		16,108		6,748


Total revenues	$	423,565	$	431,697	$	455,276	$	476,238	$	481,465
Life Science	—		—		—		—		—
Medical Office	—		—		—		—		—
CCRC	1,761		2,566		1,310		87		15
Other	—		—		—		—		—


Government grant income	$	1,761	$	2,566	$	1,310	$	87	$	15
Life Science	—		—		—		—		—
Medical Office	—		—		—		—		—
CCRC	—		—		—		—		—
Other	(4,443)		(4,192)		(9,013)		(16,108)		(6,748)


Less: Interest income	$	(4,443)	$	(4,192)	$	(9,013)	$	(16,108)	$	(6,748)
Life Science	—		448		1,337		1,412		1,521
Medical Office	699		687		715		710		737
CCRC	4,295		4,669		4,488		2,415		—
Other	17,853		17,294		16,753		16,740		17,109


Healthpeak's share of unconsolidated JVs real estate revenues	$	22,847	$	23,098	$	23,293	$	21,277	$	19,367
Life Science	—		—		—		—		—
Medical Office	—		—		—		—		—
CCRC	246		140		199		—		—
Other	49		40		227		583		—


Healthpeak's share of unconsolidated JVs government grant income	$	295	$	180	$	426	$	583	$	—
Life Science	(66)		(64)		(65)		(75)		(82)
Medical Office	(8,788)		(8,822)		(8,926)		(8,825)		(8,954)
CCRC	—		—		—		—		—
Other	—		—		—		—		—


Noncontrolling interests' share of consolidated JVs real estate revenues	$	(8,854)	$	(8,886)	$	(8,991)	$	(8,900)	$	(9,036)







Life Science	148,636		153,599		171,206		178,863		185,652
Medical Office	147,292		150,397		151,990		157,181		163,265
CCRC	121,333		123,132		122,125		119,810		119,037
Other	17,911		17,335		16,980		17,323		17,109


Portfolio Real Estate Revenues	$	435,172	$	444,463	$	462,301	$	473,177	$	485,063
Life Science	(8,343)		(4,757)		(11,819)		(12,374)		(11,030)
Medical Office	(2,371)		(3,003)		(2,556)		(2,643)		(4,337)
CCRC	22		(1)		8		14		—
Other	44		4		88		6		12


Non-cash adjustments to Portfolio Real Estate Revenues	$	(10,648)	$	(7,757)	$	(14,279)	$	(14,997)	$	(15,355)

Continued


			14


Reconciliations
In thousands

Revenues(1)


	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
Life Science	140,293		148,842		159,387		166,489		174,622
Medical Office	144,921		147,394		149,434		154,538		158,928
CCRC	121,355		123,131		122,133		119,824		119,037
Other	17,955		17,339		17,068		17,329		17,121


Portfolio Cash Real Estate Revenues	$	424,524	$	436,706	$	448,022	$	458,180	$	469,708
Life Science	8,343		4,757		11,819		12,374		11,030
Medical Office	2,371		3,003		2,556		2,643		4,337
CCRC	(22)		1		(8)		(14)		—
Other	(44)		(4)		(88)		(6)		(12)


Non-cash adjustments to Portfolio Real Estate Revenues	$	10,648	$	7,757	$	14,279	$	14,997	$	15,355
Life Science	(27,358)		(37,886)		(49,417)		(53,018)		(58,420)
Medical Office	(20,314)		(24,335)		(25,058)		(29,322)		(32,653)
CCRC	(4,542)		(4,809)		(4,687)		(2,415)		—
Other	(17,911)		(17,335)		(16,980)		(17,323)		(17,109)


Non-SS Portfolio Real Estate Revenues	$	(70,125)	$	(84,365)	$	(96,142)	$	(102,078)	$	(108,182)
Life Science	$	121,278	$	115,713	$	121,789	$	125,845	$	127,232
Medical Office	126,978		126,062		126,932		127,859		130,612
CCRC	116,792		118,323		117,438		117,395		119,037
Other	—		—		—		—		—


Portfolio Real Estate Revenue - SS	$	365,048	$	360,098	$	366,159	$	371,099	$	376,881
Life Science	(5,189)		(4)		(4,318)		(4,893)		(3,478)
Medical Office	(2,773)		(2,294)		(2,374)		(1,879)		(2,299)
CCRC	—		—		—		—		—
Other	—		—		—		—		—


Non-cash adjustment to SS Portfolio Real Estate Revenues	$	(7,962)	$	(2,298)	$	(6,692)	$	(6,772)	$	(5,777)
Life Science	116,089		115,709		117,471		120,952		123,754
Medical Office	124,205		123,768		124,558		125,980		128,313
CCRC	116,792		118,323		117,438		117,395		119,037
Other	—		—		—		—		—


Portfolio Cash Real Estate Revenues - SS(2)	$	357,086	$	357,800	$	359,467	$	364,327	$	371,104

______________________________________

(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.


			15


Reconciliations
In thousands


Operating Expenses(1)


	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
Life Science	$	36,714	$	36,885	$	39,461	$	40,724	$	44,923
Medical Office	51,435		52,523		51,121		54,648		58,430
CCRC	94,992		94,806		91,179		94,760		98,799
Other	—		—		—		—		(13)


Operating expenses	$	183,141	$	184,214	$	181,761	$	190,132	$	202,139
Life Science	—		137		425		428		463
Medical Office	296		282		294		317		305
CCRC	4,797		4,465		4,745		2,208		32
Other	13,485		13,335		12,595		12,451		13,450


Healthpeak's share of unconsolidated JVs operating expenses	$	18,578	$	18,219	$	18,059	$	15,404	$	14,250
Life Science	(18)		(19)		(20)		(21)		(25)
Medical Office	(2,630)		(2,545)		(2,504)		(2,552)		(2,659)
CCRC	—		—		—		—		—
Other	—		—		—		—		—


Noncontrolling interests' share of consolidated JVs operating expenses	$	(2,648)	$	(2,564)	$	(2,524)	$	(2,573)	$	(2,684)
Life Science	36,696		37,003		39,866		41,131		45,361
Medical Office	49,102		50,260		48,911		52,413		56,076
CCRC	99,789		99,271		95,924		96,968		98,831
Other	13,485		13,335		12,595		12,451		13,437


Portfolio Operating Expenses	$	199,072	$	199,869	$	197,296	$	202,963	$	213,705
Life Science	(13)		(13)		(9)		(9)		(10)
Medical Office	(642)		(647)		(633)		(639)		(711)
CCRC	(1,662)		(3,810)		(12)		(1,212)		(724)
Other	(19)		(313)		(24)		33		113


Non-cash adjustments to Portfolio Operating Expenses	$	(2,336)	$	(4,783)	$	(678)	$	(1,827)	$	(1,332)
Life Science	36,683		36,990		39,857		41,122		45,351
Medical Office	48,460		49,613		48,278		51,774		55,365
CCRC	98,127		95,461		95,912		95,756		98,107
Other	13,466		13,022		12,571		12,484		13,550


Portfolio Cash Operating Expenses	$	196,736	$	195,086	$	196,618	$	201,136	$	212,373
Life Science	$	13	$	13	$	9	$	9	$	10
Medical Office	642		647		633		639		711
CCRC	1,662		3,810		12		1,212		724
Other	19		313		24		(33)		(113)


Non-cash adjustments to Portfolio Operating Expenses	$	2,336	$	4,783	$	678	$	1,827	$	1,332
Life Science	(7,178)		(8,319)		(12,046)		(12,954)		(14,038)
Medical Office	(7,632)		(8,563)		(8,409)		(10,910)		(12,927)
CCRC	(4,798)		(4,463)		(5,495)		(2,602)		(426)
Other	(13,485)		(13,335)		(12,595)		(12,451)		(13,437)


Non-SS Portfolio Operating Expenses	$	(33,093)	$	(34,680)	$	(38,545)	$	(38,917)	$	(40,828)

Continued


			16


Reconciliations
In thousands


Operating Expenses(1)


	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
Life Science	29,518		28,684		27,820		28,177		31,323
Medical Office	41,472		41,697		40,502		41,503		43,149
CCRC	94,991		94,808		90,429		94,366		98,405
Other	—		—		—		—		—


Portfolio Operating Expenses - SS	$	165,981	$	165,189	$	158,751	$	164,046	$	172,877
Life Science	(13)		(13)		(10)		(8)		(9)
Medical Office	(582)		(578)		(574)		(573)		(572)
CCRC	(1,676)		(3,800)		—		(1,209)		(724)
Other	—		—		—		—		—


Non-cash adjustment to SS Portfolio Operating Expenses	$	(2,271)	$	(4,391)	$	(584)	$	(1,790)	$	(1,305)
Life Science	29,505		28,671		27,810		28,169		31,314
Medical Office	40,890		41,119		39,928		40,930		42,577
CCRC	93,315		91,008		90,429		93,157		97,681
Other	—		—		—		—		—


Portfolio Cash Operating Expenses - SS	$	163,710	$	160,798	$	158,167	$	162,256	$	171,572

______________________________________


			17


Reconciliations
In thousands

Revenues

Operating Expenses


Nine Months Ended September 30, 2021			Nine Months Ended September 30, 2021
Life Science	$	531,674	Life Science	$	125,108
Medical Office	496,978		Medical Office	164,198
CCRC	352,458		CCRC	284,739
Other	31,869		Other	(13)


Total revenues	$	1,412,979	Operating expenses	$	574,032
Life Science	—		Life Science	1,316
Medical Office	—		Medical Office	915
CCRC	1,412		CCRC	6,985
Other	—		Other	38,496


Government grant income	$	1,412	Healthpeak's share of unconsolidated JVs operating expenses	$	47,712
Life Science	—		Life Science	(66)
Medical Office	—		Medical Office	(7,714)
CCRC	—		CCRC	—
Other	(31,869)		Other	—


Less: Interest income	$	(31,869)	Noncontrolling interests' share of consolidated JVs operating expenses	$	(7,780)
Life Science	4,270		Life Science	126,358
Medical Office	2,162		Medical Office	157,399
CCRC	6,903		CCRC	291,724
Other	50,602		Other	38,483


Healthpeak's share of unconsolidated JVs real estate revenues	$	63,937	Portfolio Operating Expenses	$	613,964
Life Science	—		Life Science	(28)
Medical Office	—		Medical Office	(1,983)
CCRC	200		CCRC	(1,949)
Other	810		Other	122


Healthpeak's share of unconsolidated JVs government grant income	$	1,010	Non-cash adjustments to Portfolio Operating Expenses	$	(3,838)
Life Science	(222)		Life Science	126,330
Medical Office	(26,704)		Medical Office	155,416
CCRC	—		CCRC	289,775
Other	—		Other	38,605


Noncontrolling interests' share of consolidated JVs real estate revenues	$	(26,926)	Portfolio Cash Operating Expenses	$	610,126
Life Science	535,722		Life Science	$	28
Medical Office	472,436		Medical Office	1,983
CCRC	360,973		CCRC	1,949
Other	51,412		Other	(122)


Portfolio Real Estate Revenues	$	1,420,543	Non-cash Portfolio Cash Operating Expenses	$	3,838
Life Science	(35,225)		Life Science	(43,652)
Medical Office	(9,535)		Medical Office	(32,855)
CCRC	22		CCRC	(251,329)
Other	107		Other	(38,483)


Non-cash adjustments to Portfolio Real Estate Revenues	$	(44,631)	Non-SS Portfolio Operating Expenses	$	(366,319)

Continued


			18


Reconciliations
In thousands


Nine Months Ended September 30, 2021			Nine Months Ended September 30, 2021
Life Science	500,497		Life Science	82,706
Medical Office	462,901		Medical Office	124,544
CCRC	360,995		CCRC	40,395
Other	51,519		Other	—


Portfolio Cash Real Estate Revenues	$	1,375,912	Portfolio Operating Expenses - SS(2)	$	247,645
Life Science	35,225		Life Science	(27)
Medical Office	9,535		Medical Office	(1,711)
CCRC	(22)		CCRC	—
Other	(107)		Other	—


Non-cash adjustments to Portfolio Real Estate Revenues	$	44,631	Non-cash adjustment to SS Portfolio Operating Expenses	$	(1,738)
Life Science	(180,815)		Life Science	82,679
Medical Office	(88,880)		Medical Office	122,833
CCRC	(305,346)		CCRC	40,395
Other	(51,412)		Other	—


Non-SS Portfolio Real Estate Revenue	$	(626,453)	Portfolio Cash Operating Expenses - SS(1)	$	245,907
Life Science	354,907
Medical Office	383,556
CCRC	55,627
Other	—


Portfolio Real Estate Revenue - SS(2)	$	794,090
Life Science	(11,841)
Medical Office	(6,579)
CCRC	—
Other	—


Non-cash adjustment to SS Portfolio Real Estate Revenues	$	(18,420)
Life Science	343,066
Medical Office	376,977
CCRC	55,627
Other	—


Portfolio Cash Real Estate Revenues - SS(1)	$	775,670

______________________________________

(1)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 nine months ended September 30, 2021.


			19


Reconciliations
In thousands


EBITDAre and Adjusted EBITDAre


	Three Months Ended September 30, 2021
Net income (loss)	$	61,906
Interest expense(1)	35,952
Income tax expense (benefit)(1)	(870)
Depreciation and amortization	177,175
Other depreciation and amortization	1,133
Loss (gain) on sales of real estate(1)	(41,393)

Impairments (recoveries) of depreciable real estate	1,952
Share of unconsolidated JV:
Interest expense	(384)
Income tax expense (benefit)	(693)
Depreciation and amortization	4,722

Gain on sale of real estate from unconsolidated JVs	(1,068)

EBITDAre	$	238,432






Transaction-related items, excluding taxes	1,279

Other impairments (recoveries) and losses (gains)(2)	20,073

Loss (gain) on debt extinguishments	667

Casualty-related charges (recoveries), excluding taxes	571
Amortization of stock-based compensation	4,436



Adjusted EBITDAre	$	265,458


Adjusted Fixed Charge Coverage


	Three Months Ended September 30, 2021


Interest expense, including unconsolidated JV interest expense at share	35,568
Capitalized interest	6,096
Fixed Charges	$	41,664

Adjusted Fixed Charge Coverage	6.4x

______________________________________

(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 September 30, 2021.

(2)For the three months ended September 30, 2021, includes the following: (i) a $22 million goodwill impairment charge in connection with our senior housing asset sales reported in income (loss) from discontinued operations in the Consolidated Statements of Operations offset by (ii) $2 million of loan loss recoveries recorded in impairments and loan loss reserves (recoveries), net in the Consolidated Statements of Operations.


			20


Reconciliations
In thousands


Enterprise Debt and Net Debt


	September 30, 2021		Pro Forma September 30, 2021(1)
Bank line of credit and commercial paper	$	1,024,000

Senior unsecured notes	4,157,834
Mortgage debt	356,570

Consolidated Debt	$	5,538,404
Share of unconsolidated JV mortgage debt	30,510

Enterprise Debt	$	5,568,914	$	5,568,914
Cash and cash equivalents(1)	(215,104)		(534,182)
Share of unconsolidated JV cash and cash equivalents	(13,559)		(13,559)
Net Debt	$	5,340,251	$	5,021,173


Financial Leverage


	September 30, 2021
Enterprise Debt	$	5,568,914
Enterprise Gross Assets	17,967,629
Financial Leverage	31.0%


Secured Debt Ratio(2)


	September 30, 2021
Mortgage debt	$	356,570
Share of unconsolidated JV mortgage debt	30,510
Enterprise Secured Debt	$	387,080
Enterprise Gross Assets	17,967,629
Secured Debt Ratio	2.2%


Net Debt to Adjusted EBITDAre


	Three Months Ended September 30, 2021			Pro Forma Three Months Ended September 30, 2021(1)
Net Debt	$	5,340,251		$	5,021,173
Annualized Adjusted EBITDAre	1,061,832		(3)	1,061,832
Net Debt to Adjusted EBITDAre	5.0x			4.7x

______________________________________

(1)Pro forma cash and cash equivalents and the resulting Net Debt to Adjusted EBITDAre at September 30, 2021 is adjusted to include $319 million of net proceeds from the future expected settlement of shares issued through the Company's ATM forward contracts.

(2)Includes cash and cash equivalents of $14 million on assets held for sale.

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


			21


Reconciliations
In thousands


Segment Portfolio NOI and Cash (Adjusted) NOI, Portfolio Income, and SS

Total Portfolio


	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
Income (loss) from continuing operations	$	(27,762)	$	(19,203)	$	(120,585)	$	168,065	$	61,305
Interest income	(4,443)		(4,192)		(9,013)		(16,108)		(6,748)
Interest expense	53,734		54,088		46,843		38,681		35,905
Depreciation and amortization	141,971		147,175		157,538		171,459		177,175
General and administrative	21,661		25,507		24,902		24,088		23,270
Transaction costs	1,984		1,422		798		619		—
Loss (gain) on sales of real estate, net	(2,283)		(4,714)		—		(175,238)		(14,635)
Impairments and loan loss reserves (recoveries), net	(1,777)		26,742		3,242		931		285
Other expense (income), net	(6,744)		128		(2,200)		(1,734)		(1,670)
Loss (gain) on debt extinguishments	17,921		—		164,292		60,865		667
Income tax expense (benefit)	22,970		(2,631)		8		(763)		(649)
Government grant income	1,761		2,566		1,310		87		15
Equity loss (income) from unconsolidated JVs	18,749		18,969		(1,323)		(867)		(2,327)
Healthpeak's share of unconsolidated JVs NOI	4,564		5,059		5,660		6,456		5,117
Noncontrolling interests' share of consolidated JVs NOI	(6,206)		(6,322)		(6,467)		(6,327)		(6,352)
Portfolio NOI	$	236,100	$	244,594	$	265,005	$	270,214	$	271,358
Adjustment to Portfolio NOI	(8,312)		(2,974)		(13,601)		(13,170)		(14,023)
Portfolio Cash (Adjusted) NOI	$	227,788	$	241,620	$	251,404	$	257,044	$	257,335
Interest income	4,443		4,192		9,013		16,108		6,748

Portfolio Income	$	232,231	$	245,812	$	260,417	$	273,152	$	264,083
Interest income	(4,443)		(4,192)		(9,013)		(16,108)		(6,748)

Adjustment to Portfolio NOI	8,312		2,974		13,601		13,170		14,023
Non-SS Portfolio NOI	(37,033)		(49,685)		(57,598)		(63,162)		(67,355)
SS Portfolio NOI	$	199,067	$	194,909	$	207,407	$	207,052	$	204,003
Non-cash adjustment to SS Portfolio NOI	(5,691)		2,093		(6,107)		(4,981)		(4,471)
SS Portfolio Cash (Adjusted) NOI	$	193,376	$	197,002	$	201,300	$	202,071	$	199,532


			22


Reconciliations
In thousands

Life Science


	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
Income (loss) from continuing operations	$	54,682	$	43,225	$	61,816	$	59,960	$	60,326

Interest expense	57		55		102		48		46
Depreciation and amortization	57,170		58,184		68,434		76,955		79,570

Transaction costs	79		155		32		(21)		—
Impairments and loan loss (reserves) recoveries, net	—		14,671		—		—		—

Other expense (income), net	—		—		(4)		(28)		(22)


Equity loss (income) from unconsolidated JVs	—		40		93		(111)		(630)
Healthpeak's share of unconsolidated JVs NOI	—		311		912		984		1,058
Noncontrolling interests' share of consolidated JVs NOI	(48)		(45)		(45)		(54)		(57)
Portfolio NOI	$	111,940	$	116,596	$	131,340	$	137,733	$	140,291
Adjustment to Portfolio NOI	(8,330)		(4,744)		(11,810)		(12,366)		(11,021)
Portfolio Cash (Adjusted) NOI(2)	$	103,610	$	111,852	$	119,530	$	125,367	$	129,270





Adjustment to Portfolio NOI	8,330		4,744		11,810		12,366		11,021
Non-SS Portfolio NOI	(20,181)		(29,568)		(37,371)		(40,065)		(44,383)
SS Portfolio NOI	$	91,759	$	87,028	$	93,969	$	97,668	$	95,908
Non-cash adjustment to SS Portfolio NOI	(5,175)		10		(4,308)		(4,885)		(3,468)
SS Portfolio Cash (Adjusted) NOI	$	86,584	$	87,038	$	89,661	$	92,783	$	92,440

Medical Office(1)


	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
Income (loss) from continuing operations	$	50,426	$	49,741	$	48,614	$	221,725	$	58,632

Interest expense	100		98		95		786		1,104
Depreciation and amortization	54,693		56,902		57,954		63,371		66,189

Transaction costs	—		—		330		(35)		—
Impairments and loan loss (reserves) recoveries, net	1,208		4,175		—		—		1,952
Loss (gain) on sales of real estate, net	(2,283)		(4,714)		—		(175,238)		(14,635)
Other expense (income), net	—		—		2,279		175		30


Equity loss (income) from unconsolidated JVs	(198)		(193)		(192)		(137)		(220)
Healthpeak's share of unconsolidated JVs NOI	403		405		421		393		432
Noncontrolling interests' share of consolidated JVs NOI	(6,158)		(6,277)		(6,422)		(6,273)		(6,295)
Portfolio NOI	$	98,191	$	100,137	$	103,079	$	104,767	$	107,189
Adjustment to Portfolio NOI	(1,729)		(2,356)		(1,923)		(2,003)		(3,626)
Portfolio Cash (Adjusted) NOI(2)	$	96,462	$	97,781	$	101,156	$	102,764	$	103,563





Adjustment to Portfolio NOI	1,729		2,356		1,923		2,003		3,626
Non-SS Portfolio NOI	(12,685)		(15,772)		(16,649)		(18,412)		(19,726)
SS Portfolio NOI	$	85,506	$	84,365	$	86,430	$	86,355	$	87,463
Non-cash adjustment to SS Portfolio NOI	(2,191)		(1,716)		(1,800)		(1,305)		(1,727)
SS Portfolio Cash (Adjusted) NOI	$	83,315	$	82,649	$	84,630	$	85,050	$	85,736


			23


Reconciliations
In thousands

CCRC


	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
Income (loss) from continuing operations	$	(10,366)	$	(14,644)	$	(6,375)	$	(10,362)	$	(12,170)

Interest expense	1,983		1,971		1,918		1,924		1,936
Depreciation and amortization	30,106		32,089		31,150		31,133		31,416

Transaction costs	1,897		1,256		432		657		—

Other expense (income), net	(3,903)		533		(2,176)		(165)		(114)

Government grant income	1,761		2,566		1,310		87		15
Equity loss (income) from unconsolidated JVs	322		(254)		—		(639)		(845)
Healthpeak's share of unconsolidated JVs NOI	(256)		344		(58)		207		(32)

Portfolio NOI	$	21,544	$	23,861	$	26,201	$	22,842	$	20,206
Adjustment to Portfolio NOI	1,684		3,809		20		1,226		724
Portfolio Cash (Adjusted) NOI(2)	$	23,228	$	27,670	$	26,221	$	24,068	$	20,930





Adjustment to Portfolio NOI	(1,684)		(3,809)		(20)		(1,226)		(724)
Non-SS Portfolio NOI	258		(345)		807		187		426
SS Portfolio NOI	$	21,802	$	23,516	$	27,008	$	23,029	$	20,632
Non-cash adjustment to SS Portfolio NOI	1,675		3,799		1		1,209		724
SS Portfolio Cash (Adjusted) NOI	$	23,477	$	27,315	$	27,009	$	24,238	$	21,356

Other(1)


	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
Income (loss) from continuing operations	$	(11,199)	$	(23,090)	$	7,473	$	15,139	$	9,061
Interest income	(4,443)		(4,192)		(9,013)		(16,108)		(6,748)

Depreciation and amortization	2		—		—		—		—

Transaction costs	8		11		4		18		—
Impairments and loan loss (reserves) recoveries, net	(2,985)		7,896		3,242		931		(1,667)

Other expense (income), net	—		—		(482)		—		(1)


Equity loss (income) from unconsolidated JVs	18,625		19,376		(1,224)		20		(632)
Healthpeak's share of unconsolidated JVs NOI	4,417		3,999		4,385		4,872		3,659

Portfolio NOI	$	4,425	$	4,000	$	4,385	$	4,872	$	3,672
Adjustment to Portfolio NOI	63		317		112		(27)		(100)
Portfolio Cash (Adjusted) NOI	$	4,488	$	4,317	$	4,497	$	4,845	$	3,572
Interest income	4,443		4,192		9,013		16,108		6,748

Portfolio Income	$	8,931	$	8,509	$	13,510	$	20,953	$	10,320
Interest income	(4,443)		(4,192)		(9,013)		(16,108)		(6,748)

Adjustment to Portfolio NOI	(63)		(317)		(112)		27		100
Non-SS Portfolio NOI	(4,425)		(4,000)		(4,385)		(4,872)		(3,672)
SS Portfolio NOI	$	—	$	—	$	—	$	—	$	—

SS Portfolio Cash (Adjusted) NOI	$	—	$	—	$	—	$	—	$	—


			24


Reconciliations
In thousands

Corporate Non-Segment


	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
Income (loss) from continuing operations	$	(111,305)	$	(74,435)	$	(232,113)	$	(118,397)	$	(54,544)
Interest expense	51,594		51,964		44,728		35,923		32,819
General and administrative	21,661		25,507		24,902		24,088		23,270


Loss (gain) on debt extinguishments	17,921		—		164,292		60,865		667
Other expense (income), net	(2,841)		(405)		(1,817)		(1,716)		(1,563)
Income tax expense (benefit)	22,970		(2,631)		8		(763)		(649)
Portfolio NOI	$	—	$	—	$	—	$	—	$	—

______________________________________

(2)Portfolio Income and Portfolio Cash (Adjusted) NOI are the same for Life Science, Medical Office, and CCRC for all periods presented as there is no interest income related to such segments.


			25


Reconciliations
In thousands


Segment Portfolio NOI and Cash (Adjusted) NOI, Portfolio Income, and SS

For the nine months ended September 30, 2021


	Life Science		Medical Office		CCRC		Other		Corporate Non-segment		Total
Income (loss) from continuing operations	$	182,103	$	328,975	$	(28,911)	$	31,673	$	(405,055)	$	108,785
Interest income	—		—		—		(31,869)		—		(31,869)
Interest expense	196		1,985		5,778		—		113,470		121,429
Depreciation and amortization	224,958		187,512		93,702		—		—		506,172
General and administrative	—		—		—		—		72,260		72,260
Transaction costs	11		295		1,090		21		—		1,417
Impairments and loan loss (reserves) recoveries, net	—		1,952		—		2,506		—		4,458
Loss (gain) on sales of real estate, net	—		(189,873)		—		—		—		(189,873)
Loss on debt extinguishments	—		—		—		—		225,824		225,824
Other expense (income), net	(54)		2,483		(2,456)		(482)		(5,095)		(5,604)
Income tax expense (benefit)	—		—		—		—		(1,404)		(1,404)
Government grant income	—		—		1,412		—		—		1,412
Healthpeak's share of unconsolidated joint venture NOI	2,954		1,247		118		12,916		—		17,235
Noncontrolling interests' share of consolidated joint venture NOI	(156)		(18,990)		—		—		—		(19,146)
Equity loss (income) from unconsolidated JVs	(648)		(549)		(1,484)		(1,836)		—		(4,517)


Portfolio NOI	$	409,364	$	315,037	$	69,249	$	12,929	$	—	$	806,579
Adjustment to NOI	(35,197)		(7,553)		1,971		(15)		—		(40,794)
Portfolio Cash NOI	$	374,167	$	307,484	$	71,220	$	12,914	$	—	$	765,785
Interest Income	—		—		—		31,869		—		31,869

Portfolio Income	$	374,167	$	307,484	$	71,220	$	44,783	$	—	$	797,654
Interest income	—		—		—		(31,869)				(31,869)

Adjustment to NOI	35,197		7,553		(1,971)		15		—		40,794
Non-SS Portfolio NOI	(137,163)		(56,025)		(54,017)		(12,929)		—		(260,134)
SS Portfolio NOI	$	272,201	$	259,012	$	15,232	$	—	$	—	$	546,445
Non-cash adjustment to SS Portfolio NOI	(11,813)		(4,868)		—		—		—		(16,681)
SS Portfolio Cash NOI	$	260,388	$	254,144	$	15,232	$	—	$	—	$	529,764


			26


Reconciliations
In thousands

For the nine months ended September 30, 2020


	Life Science		Medical Office(1)		CCRC		Other(1)		Corporate Non-segment		Total
Income (loss) from continuing operations	$	154,964	$	227,062	$	57,836	$	(2,519)	$	(257,632)	$	179,711
Interest income	—		—		—		(12,361)		—		(12,361)
Interest expense	180		302		5,256		—		158,510		164,248
Depreciation and amortization	159,737		165,265		81,760		12		—		406,774
General and administrative	—		—		—		—		67,730		67,730
Transaction costs	80		—		16,739		101		—		16,920
Impairments and loan loss (reserves) recoveries, net	—		6,033		—		10,134		—		16,167
Loss (gain) on sales of real estate, net	—		(85,676)		—		40		—		(85,636)
Loss on debt extinguishments	—		—		—		—		42,912		42,912
Other expense (income), net	—		—		(188,377)		(41,707)		(4,728)		(234,812)
Income tax expense (benefit)	—		—		—		—		(6,792)		(6,792)
Government grant income	—		—		13,632		—		—		13,632
Healthpeak's share of unconsolidated joint venture NOI	—		1,239		3,843		16,604		—		21,686
Noncontrolling interests' share of consolidated joint venture NOI	(122)		(18,038)		—		—		—		(18,160)
Equity loss (income) from unconsolidated JVs	—		(604)		1,801		46,433		—		47,630


Portfolio NOI	$	314,839	$	295,583	$	(7,510)	$	16,737	$	—	$	619,649
Adjustment to NOI	(15,389)		(3,188)		93,263		114		—		74,800
Portfolio Cash NOI	$	299,450	$	292,395	$	85,753	$	16,851	$	—	$	694,449
Interest Income	—		—		—		12,361		—		12,361

Portfolio Income	$	299,450	$	292,395	$	85,753	$	29,212	$	—	$	706,810
Interest income	—		—		—		(12,361)		—		(12,361)

Adjustment to NOI	15,389		3,188		(93,263)		(114)		—		(74,800)
Non-SS Portfolio NOI	(61,019)		(43,905)		25,268		(16,737)		—		(96,393)
SS Portfolio NOI	$	253,820	$	251,678	$	17,758	$	—	$	—	$	523,256
Non-cash adjustment to SS Portfolio NOI	(11,969)		(4,917)		1		—		—		(16,885)
SS Portfolio Cash NOI	$	241,851	$	246,761	$	17,759	$	—	$	—	$	506,371

____________________________________


			27


Reconciliations
In thousands

CCRC Pro Forma Portfolio Real Estate Revenues and NOI(1)


Pro Forma SS Portfolio Real Estate Revenues	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2020		September 30, 2021
Portfolio Real Estate Revenues - SS(2)	$	116,793	$	118,323	$	117,437	$	117,395	$	119,037

Pro forma adjustments to exclude government grant income	(1,761)		(2,566)		(1,310)		(87)		(15)
Pro forma Portfolio Real Estate Revenues - SS(3)	$	115,031	$	115,757	$	116,128	$	117,308	$	119,022


Pro Forma SS Portfolio Cash Real Estate Revenues	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2020		September 30, 2021
Portfolio Cash Real Estate Revenues - SS(2)	$	116,793	$	118,323	$	117,437	$	117,395	$	119,037

Pro forma adjustments to exclude government grant income	(1,761)		(2,566)		(1,310)		(87)		(15)
Pro forma Portfolio Cash Real Estate Revenues - SS(3)	$	115,031	$	115,757	$	116,128	$	117,308	$	119,022


Pro Forma SS Portfolio NOI	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
SS Portfolio NOI(5)	$	21,802	$	23,516	$	27,008	$	23,029	$	20,632

Pro forma adjustment to exclude government grants	(1,761)		(2,566)		(1,310)		(87)		(15)
Pro forma SS Portfolio NOI(3)	$	20,040	$	20,950	$	25,699	$	22,942	$	20,617


Pro Forma SS Portfolio Cash (Adjusted) NOI	Three Months Ended
	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021
SS Portfolio Cash (Adjusted) NOI(5)	$	23,477	$	27,315	$	27,009	$	24,238	$	21,356

Pro forma adjustment to exclude government grants	(1,761)		(2,566)		(1,310)		(87)		(15)
Pro forma SS Portfolio Cash (Adjusted) NOI(3)	$	21,716	$	24,749	$	25,700	$	24,151	$	21,341

______________________________________

(1)May not foot due to rounding.

(2)See page 14 and 15 of this document for a reconciliation of Portfolio Cash Real Estate Revenues - SS.

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

(4)See page 17 and 18 of this document for a reconciliation of Portfolio Operating Expenses - SS and Portfolio Cash Operating Expenses - SS.

(5)See page 22 through 25 of this document for a reconciliation of SS Portfolio NOI and SS Portfolio Cash (Adjusted) NOI.


			28


Reconciliations
In thousands, except per month data


REVPOR CCRC(1)



	Three Months Ended
CCRC	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2020		September 30, 2021



Portfolio Cash Real Estate Revenues(2)	$	121,355	$	123,131	$	122,133	$	119,824	$	119,037
Other adjustments to REVPOR CCRC(3)	(4,563)		(4,808)		(4,696)		(2,429)		—
REVPOR CCRC revenues	$	116,792	$	118,323	$	117,438	$	117,395	$	119,037

Average occupied units/month	5,909		5,876		5,854		5,906		5,910
REVPOR CCRC per month(4)	$	6,589	$	6,712	$	6,687	$	6,626	$	6,714



	Three Months Ended
SS REVPOR CCRC	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021



SS REVPOR CCRC revenues(5)	$	116,792	$	118,323	$	117,438	$	117,395	$	119,037

SS average occupied units/month	5,909		5,876		5,854		5,906		5,910
SS REVPOR CCRC per month(4)	$	6,589	$	6,712	$	6,687	$	6,626	$	6,714



	Three Months Ended
PRO FORMA SS REVPOR CCRC	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2021		September 30, 2021


Pro Forma SS REVPOR CCRC revenues(6)	$	115,031	$	115,757	$	116,128	$	117,308	$	119,022

SS average occupied units/month	5,909		5,876		5,854		5,906		5,910
SS REVPOR CCRC per month(4)	$	6,490	$	6,567	$	6,612	$	6,621	$	6,713

______________________________________

(1)May not foot due to rounding.

(2)See page 14 and 15 of this document for a reconciliation of Portfolio Cash Real Estate Revenues.

(3)Includes revenue from facilities that are held for sale or sold.

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

(5)See page 14 and 15 of this document for a reconciliation of Portfolio Cash Real Estate Revenues - SS.

(6)See page 28 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.


			29


Reconciliations
In thousands, except per month data


REVPOR(1)



	Three Months Ended
Other	September 30, 2020		December 31, 2020		March 31, 2021		June 30, 2020		September 30, 2021



Portfolio Cash Real Estate Revenues(2)	$	17,955	$	17,339	$	17,068	$	17,329	$	17,121
Other adjustments to REVPOR Other(3)	(3,411)		(3,330)		(3,372)		(3,460)		(3,509)
REVPOR Other revenues	$	14,544	$	14,008	$	13,696	$	13,870	$	13,612

Average occupied units/month	1,213		1,172		1,109		1,104		1,134
REVPOR Other per month(4)	$	3,997	$	3,983	$	4,117	$	4,186	$	4,000

______________________________________

(1)May not foot due to rounding.

(2)See page 14 and 15 of this document for a reconciliation of Portfolio Cash Real Estate Revenues.

(3)Includes revenue for sold assets, assets in redevelopment, or recently completed redevelopments that are not yet stabilized.

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


			30


☐			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))


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


No.						Description

99.1						Press Release dated November 2, 2021.

99.2						September 30, 2021, Supplemental Report.

99.3						September 30, 2021, Discussion and Reconciliation of Non-GAAP Financial Measures.

104						Cover Page Interactive Data File (embedded within the Inline XBRL document).


Date: November 2, 2021
	Healthpeak Properties, Inc.



	By:	/s/ Peter A. Scott
		Peter A. Scott
		Chief Financial Officer