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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
October 30, 2023
Date of Report (Date of earliest event reported)

Healthpeak Properties, Inc.
(Exact name of registrant as specified in its charter)
Maryland 001-08895 33-0091377
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
 
4600 South Syracuse Street, Suite 500
Denver, CO 80237
(Address of principal executive offices) (Zip Code)
 
(720) 428-5050
(Registrant’s telephone number, including area code)
 
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $1.00 par valuePEAKNew York Stock Exchange
 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company

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



Item 2.02                                           Results of Operations and Financial Condition.
 
On October 30, 2023, Healthpeak Properties, Inc., a Maryland corporation (“Healthpeak”), issued a press release setting forth its financial results for the three and nine months ended September 30, 2023. The press release refers to the Discussion and Reconciliation of Non-GAAP Financial Measures, which is available in the Investor Relations section of Healthpeak’s website, free of charge, at http://ir.healthpeak.com/quarterly-results. The press release and Discussion and Reconciliation of Non-GAAP Financial Measures are furnished herewith as Exhibits 99.1 and 99.3, respectively, and are incorporated by reference herein.
 
The information set forth in this Item 2.02 of this Current Report on Form 8-K and the related information in Exhibits 99.1 and 99.3 attached hereto are being furnished herewith, and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference in any filing with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference therein.

Item 7.01                                           Regulation FD Disclosure.
 
A supplemental report containing financial results and related information of Healthpeak for the three and nine months ended September 30, 2023 is furnished as Exhibit 99.2 hereto and incorporated by reference herein. The supplemental report is also available in the Investor Relations section of Healthpeak’s website, free of charge, at http://ir.healthpeak.com/quarterly-results.

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

Item 9.01                                           Financial Statements and Exhibits.
 
(d)                                 Exhibits.  The following exhibits are being furnished herewith:
 
No. Description
   
99.1 
   
99.2 
   
99.3 
104Cover Page Interactive Data File (embedded within the inline XBRL document and contained in Exhibit 101).

2


SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date: October 30, 2023 
Healthpeak Properties, Inc.
 
  
  
 By:/s/ Peter A. Scott
  Peter A. Scott
  Chief Financial Officer

3
Exhibit 99.1
    



Healthpeak Properties Reports Third Quarter 2023 Results and Declares Quarterly Cash Dividend on Common Stock
DENVER, October 30, 2023 - Healthpeak Properties, Inc. (NYSE: PEAK), a leading owner, operator, and developer of real estate for healthcare discovery and delivery, today announced results for the third quarter ended September 30, 2023.

THIRD QUARTER 2023 FINANCIAL PERFORMANCE AND RECENT HIGHLIGHTS
Net income of $0.12 per share, Nareit FFO of $0.46 per share, FFO as Adjusted of $0.45 per share, AFFO of $0.40 per share, and blended Total Same-Store Portfolio Cash (Adjusted) NOI growth of 6.0%
Third quarter new and renewal lease executions totaled 2.3 million square feet:
Outpatient Medical new and renewal lease executions totaled 2.1 million square feet, an all-time quarterly high, including a 1.3 million square foot renewal at Medical City Dallas
Lab new and renewal lease executions totaled 211,000 square feet, including leases at three trophy campuses:
101,000 square feet at 331 Oyster Point in South San Francisco, California
61,000 square feet at 75 Hayden in Lexington, Massachusetts
23,000 square foot development lease at Vantage in South San Francisco, California, bringing the project to 52% pre-leased
In September 2023, the Cambridge City Council unanimously approved a comprehensive rezoning to allow for greater density and developable heights in the West Cambridge neighborhood of Alewife, where Healthpeak owns a total of 39 acres
Net debt to Adjusted EBITDAre was 5.2x as of September 30, 2023
Updated full year 2023 diluted earnings guidance to a range of $0.53 – $0.55 per share; increased the midpoint of 2023 FFO as Adjusted guidance by $0.02 per share and increased Total Portfolio Same-Store Cash (Adjusted) NOI growth guidance by 75 basis points at the midpoint
On October 29, 2023, Healthpeak's Board of Directors declared a quarterly common stock cash dividend of $0.30 per share to be paid on November 20, 2023, to stockholders of record as of the close of business on November 7, 2023
Received the GRESB Green Star designation for the twelfth consecutive year and recognized for leading corporate governance and ESG disclosures by Governance Intelligence and IR Magazine

THIRD QUARTER COMPARISON
 Three Months Ended September 30, 2023Three Months Ended September 30, 2022
(in thousands, except per share amounts)AmountPer ShareAmountPer Share
Net income, diluted$64,048 $0.12 $355,721 $0.65 
Nareit FFO, diluted252,566 0.46 227,426 0.42 
FFO as Adjusted, diluted251,647 0.45 235,504 0.43 
AFFO, diluted219,645 0.40 194,963 0.36 
Page 1


YEAR TO DATE COMPARISON
 Nine Months Ended
September 30, 2023
Nine Months Ended
September 30, 2022
(in thousands, except per share amounts)AmountPer ShareAmountPer Share
Net income, diluted$233,497 $0.43 $496,341 $0.91 
Nareit FFO, diluted730,764 1.32 711,713 1.30 
FFO as Adjusted, diluted735,067 1.33 711,515 1.30 
AFFO, diluted652,839 1.18 595,883 1.09 
Nareit FFO, FFO as Adjusted, AFFO, Same-Store Cash (Adjusted) NOI, and 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, 2023 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.
Year-Over-Year Total SS Portfolio Cash (Adjusted) NOI Growth
Three MonthYear-To-Date
SS Growth %% of SSSS Growth %% of SS
Lab3.3 %47.6 %4.3 %47.3 %
Outpatient Medical3.4 %41.1 %3.2 %41.5 %
CCRC32.1 %11.3 %20.0 %11.2 %
Total Portfolio6.0 %100.0 %5.4 %100.0 %



Page 2


DEVELOPMENT UPDATES
VANTAGE PHASE I
In September 2023, Healthpeak signed an additional 23,000 square foot lease with a global pharmaceutical company at its Vantage Phase I development in South San Francisco, California, bringing the property to 52% pre-leased.
Strategically located on Forbes Boulevard and at the doorstep of Genentech's headquarters, the purpose-built lab campus will feature state-of-the-art design, an amenity center, flexible and efficient floor plates, and building systems accommodating a broad range of lab uses.
WEST CAMBRIDGE
In September 2023, the Cambridge City Council unanimously approved a comprehensive rezoning to allow for greater density and developable heights in the West Cambridge neighborhood of Alewife. Healthpeak’s vision for the neighborhood incorporates Alewife’s historic heritage and its innovative future by creating an active public realm driven by world-class real estate including lab, R&D and multi-family residential. Healthpeak owns a total of 39 acres in Alewife.
GRAPHITE BIO LEASE MODIFICATION
In October 2023, Healthpeak modified an approximately 85,200 square foot lease with Graphite Bio (Nasdaq: GRPH) at the Nexus on Grand campus in South San Francisco, California. Under the terms of the modification, Graphite Bio’s lease expiration date was accelerated to December 31, 2024 in exchange for total consideration of $58 million, consisting of:
i.$37 million cash payment, which is inclusive of the prepayment of Graphite Bio's 2024 contractual rent, including operating expense reimbursements, and termination and related fees; and
ii.$21 million credit for future rent and operating expense reimbursements from the in-place 32,000 square foot subtenant; the subtenant has approximately one year remaining on the sublease, at which point it will become a direct tenant of Healthpeak with a lease term of approximately six years
The $58 million in total consideration is equivalent to approximately 5+ years of Graphite Bio’s original contractual rental payments, including operating expense reimbursements, and provides ample time for Healthpeak to release the remaining 53,000 square feet of fully built-out, Class A space to new tenants. Healthpeak retains the right to immediately release this space with no change in the payments due from Graphite Bio or the subtenant.
ESG
Healthpeak received the GRESB Green Star designation for the twelfth consecutive year. Healthpeak was also named a finalist by Governance Intelligence and IR Magazine for Best Proxy Statement for the fourth consecutive year and Best ESG Reporting for the second consecutive year, and included in Fortune's list of Best Workplaces in Real Estate for the second consecutive year.
To learn more about Healthpeak's commitment to responsible business and view our 2022 ESG Report, please visit www.healthpeak.com/ESG.
DIVIDEND  
On October 29, 2023, Healthpeak's Board declared a quarterly common stock cash dividend of $0.30 per share to be paid on November 20, 2023, to stockholders of record as of the close of business on November 7, 2023.
2023 GUIDANCE
We are updating the following guidance ranges for full year 2023:
Diluted earnings per common share from $0.49 – $0.53 to $0.53 – $0.55
Diluted Nareit FFO per share from $1.72 – $1.76 to $1.76 – $1.78
Diluted FFO as Adjusted per share from $1.73 – $1.77 to $1.76 – $1.78
Total Portfolio Same-Store Cash (Adjusted) NOI growth from 3.25% – 4.75% to 4.25% – 5.25%
These estimates do not reflect the potential impact from unannounced future transactions. These estimates are based on our view of existing market conditions, transaction timing, and other assumptions for the year ending December 31, 2023. For additional details and assumptions underlying this guidance, please see page 38 in our corresponding Supplemental Report and the Discussion and Reconciliation of Non-GAAP Financial Measures, both of which are available in the Investor Relations section of our website at http://ir.healthpeak.com.



UPDATED CONFERENCE CALL INFORMATION
Healthpeak has scheduled a conference call and webcast for Monday, October 30, 2023, at 8:30 a.m. Eastern Time.
The conference call can be accessed in the following ways:
Healthpeak’s website: https://ir.healthpeak.com/news-events
Webcast: https://events.q4inc.com/attendee/248022751. Joining via webcast is recommended for those who will not be asking questions.
Telephone: The participant dial-in number is (888) 330-2513 or (240) 789-2726 (international). The conference ID number is 58822.
An archive of the webcast will be available on Healthpeak's website through October 30, 2024, and a telephonic replay can be accessed through November 6, 2023, by dialing (800) 770-2030 or (647) 362-9199 (international) and entering conference ID number 58822.
ABOUT HEALTHPEAK
Healthpeak Properties, Inc. is a fully integrated real estate investment trust (REIT) and S&P 500 company. Healthpeak owns, operates and develops high-quality real estate for healthcare discovery and delivery.
FORWARD-LOOKING STATEMENTS
Statements contained 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 "2023 Guidance." Pending acquisitions, dispositions, joint venture transactions, leasing activity, and financing 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: macroeconomic trends, including inflation, interest rates, labor costs, and unemployment; the ability of our existing and future tenants, operators, and borrowers to conduct their respective businesses in a manner that generates sufficient income to make rent and loan payments to us; the financial condition of our tenants, operators, and borrowers, including potential bankruptcies and downturns in their businesses, and their legal and regulatory proceedings; our concentration of real estate investments in the healthcare property sector, which makes us more vulnerable to a downturn in a specific sector than if we invested across multiple sectors; the illiquidity of real estate investments; our ability to identify and secure new or replacement tenants and operators; our property development, redevelopment, and tenant improvement activity risks, including project abandonments, project delays, and lower profits than expected; changes within the industries in which we operate; significant regulation, funding requirements, and uncertainty faced by our lab tenants; the ability of the hospitals on whose campuses our outpatient medical buildings are located and their affiliated healthcare systems to remain competitive or financially viable; our ability to develop, maintain, or expand hospital and health system client relationships; operational risks associated with third party management contracts, including the additional regulation and liabilities of our properties operated through RIDEA structures; economic conditions, natural disasters, weather, and other conditions that negatively affect geographic areas where we have concentrated investments; uninsured or underinsured losses, which could result in significant losses and/or performance declines by us or our tenants and operators; our investments in joint ventures and unconsolidated entities, including our lack of sole decision making authority and our reliance on our partners’ financial condition and continued cooperation; our use of fixed rent escalators, contingent rent provisions, and/or rent escalators based on the Consumer Price Index; competition for suitable healthcare properties to grow our investment portfolio; our ability to foreclose or exercise rights on collateral securing our real estate-related loans; investment of substantial resources and time in transactions that are not consummated; our ability to successfully integrate or operate acquisitions; the potential impact on us and our tenants, operators, and borrowers from litigation matters, including rising liability and insurance costs; environmental



compliance costs and liabilities associated with our real estate investments; epidemics, pandemics, or other infectious diseases, including Covid, and health and safety measures intended to reduce their spread; the loss or limited availability of our key personnel; our reliance on information technology systems and the potential impact of system failures, disruptions, or breaches; increased borrowing costs, including due to rising interest rates; cash available for distribution to stockholders and our ability to make dividend distributions at expected levels; the availability of external capital on acceptable terms or at all, including due to rising interest rates, changes in our credit ratings and the value of our common stock, volatility or uncertainty in the capital markets, and other factors; our ability to manage our indebtedness level and covenants in and changes to the terms of such indebtedness; bank failures or other events affecting financial institutions; the failure of our tenants, operators, and borrowers to comply with federal, state, and local laws and regulations, including resident health and safety requirements, as well as licensure, certification, and inspection requirements; required regulatory approvals to transfer our senior housing properties; compliance with the Americans with Disabilities Act and fire, safety, and other regulations; laws or regulations prohibiting eviction of our tenants; the requirements of, or changes to, governmental reimbursement programs such as Medicare or Medicaid; legislation to address federal government operations and administrative decisions affecting the Centers for Medicare and Medicaid Services; our participation in the CARES Act Provider Relief Fund and other Covid-related stimulus and relief programs; our ability to maintain our qualification as a 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; provisions of Maryland law and our charter that could prevent a transaction that may otherwise be in the interest of our stockholders; 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.
CONTACT
Andrew Johns, CFA
Senior Vice President – Investor Relations
720-428-5400



Healthpeak Properties, Inc.
Consolidated Balance Sheets
In thousands, except share and per share data
September 30,
2023
December 31,
2022
Assets  
Real estate:  
Buildings and improvements$13,097,282 $12,784,078 
Development costs and construction in progress863,341 760,355 
Land and improvements2,657,602 2,667,188 
Accumulated depreciation and amortization(3,498,077)(3,188,138)
Net real estate13,120,148 13,023,483 
Loans receivable, net of reserves of $8,023 and $8,280225,881 374,832 
Investments in and advances to unconsolidated joint ventures745,381 706,677 
Accounts receivable, net of allowance of $2,077 and $2,39959,085 53,436 
Cash and cash equivalents63,478 72,032 
Restricted cash50,449 54,802 
Intangible assets, net339,191 418,061 
Assets held for sale, net8,277 49,866 
Right-of-use asset, net233,480 237,318 
Other assets, net757,164 780,722 
Total assets$15,602,534 $15,771,229 
Liabilities and Equity  
Bank line of credit and commercial paper$424,000 $995,606 
Term loans496,603 495,957 
Senior unsecured notes5,401,461 4,659,451 
Mortgage debt342,349 346,599 
Intangible liabilities, net133,668 156,193 
Liabilities related to assets held for sale, net39 4,070 
Lease liability204,762 208,515 
Accounts payable, accrued liabilities, and other liabilities687,650 772,485 
Deferred revenue879,174 844,076 
Total liabilities8,569,706 8,482,952 
Commitments and contingencies
Redeemable noncontrolling interests49,016 105,679 
Common stock, $1.00 par value: 750,000,000 shares authorized; 547,072,311 and 546,641,973 shares issued and outstanding547,072 546,642 
Additional paid-in capital10,401,994 10,349,614 
Cumulative dividends in excess of earnings(4,528,508)(4,269,689)
Accumulated other comprehensive income (loss)36,747 28,134 
Total stockholders’ equity6,457,305 6,654,701 
Joint venture partners313,402 327,721 
Non-managing member unitholders213,105 200,176 
Total noncontrolling interests526,507 527,897 
Total equity6,983,812 7,182,598 
Total liabilities and equity$15,602,534 $15,771,229 



Healthpeak Properties, Inc.
Consolidated Statements of Operations
In thousands, except per share data

 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2023202220232022
Revenues:
Rental and related revenues$417,075 $392,301 $1,219,473 $1,149,530 
Resident fees and services133,808 122,142 391,076 369,062 
Interest income5,360 5,963 16,802 16,950 
Income from direct financing leases— — — 1,168 
Total revenues556,243 520,406 1,627,351 1,536,710 
Costs and expenses: 
 
Interest expense50,510 44,078 147,547 123,531 
Depreciation and amortization184,559 173,190 561,357 531,412 
Operating232,734 220,208 677,659 642,499 
General and administrative23,093 24,549 73,576 73,161 
Transaction costs36 728 3,098 1,636 
Impairments and loan loss reserves (recoveries), net(550)3,407 (156)3,678 
Total costs and expenses490,382 466,160 1,463,081 1,375,917 
Other income (expense): 
 
Gain (loss) on sales of real estate, net— (4,149)86,463 10,047 
Other income (expense), net1,481 305,678 4,208 326,855 
Total other income (expense), net1,481 301,529 90,671 336,902 
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures67,342 355,775 254,941 497,695 
Income tax benefit (expense)(787)3,834 (2,225)3,775 
Equity income (loss) from unconsolidated joint ventures2,101 (325)6,646 2,141 
Income (loss) from continuing operations68,656 359,284 259,362 503,611 
Income (loss) from discontinued operations— (1,298)— 2,011 
Net income (loss)68,656 357,986 259,362 505,622 
Noncontrolling interests’ share in continuing operations(4,442)(4,016)(24,297)(11,701)
Net income (loss) attributable to Healthpeak Properties, Inc.64,214 353,970 235,065 493,921 
Participating securities’ share in earnings(166)(604)(1,568)(2,523)
Net income (loss) applicable to common shares$64,048 $353,366 $233,497 $491,398 
Basic earnings (loss) per common share:
Continuing operations$0.12 $0.66 $0.43 $0.91 
Discontinued operations— 0.00 — 0.00 
Net income (loss) applicable to common shares$0.12 $0.66 $0.43 $0.91 
Diluted earnings (loss) per common share:
Continuing operations$0.12 $0.65 $0.43 $0.91 
Discontinued operations— 0.00 — 0.00 
Net income (loss) applicable to common shares$0.12 $0.65 $0.43 $0.91 
Weighted average shares outstanding:  
Basic547,062 538,417 546,978 539,105 
Diluted547,331 546,015 547,247 544,852 



Healthpeak Properties, Inc.
Funds From Operations
 In thousands, except per share data

 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2023202220232022
Net income (loss) applicable to common shares$64,048 $353,366 $233,497 $491,398 
Real estate related depreciation and amortization184,559 173,190 561,357 531,412 
Healthpeak’s share of real estate related depreciation and amortization from unconsolidated joint ventures 6,190 8,704 18,076 19,049 
Noncontrolling interests’ share of real estate related depreciation and amortization(4,571)(4,464)(14,042)(14,487)
Loss (gain) on sales of depreciable real estate, net— 5,280 (86,463)(11,408)
Healthpeak’s share of loss (gain) on sales of depreciable real estate, net, from unconsolidated joint ventures — 239 — 89 
Noncontrolling interests’ share of gain (loss) on sales of depreciable real estate, net— — 11,546 12 
Loss (gain) upon change of control, net(1)
— (311,438)(234)(311,438)
Taxes associated with real estate dispositions— 197 — 31 
Nareit FFO applicable to common shares250,226 225,074 723,737 704,658 
Distributions on dilutive convertible units and other2,340 2,352 7,027 7,055 
Diluted Nareit FFO applicable to common shares$252,566 $227,426 $730,764 $711,713 
Diluted Nareit FFO per common share$0.46 $0.42 $1.32 $1.30 
Weighted average shares outstanding - diluted Nareit FFO554,614 546,015 554,535 546,677 
Impact of adjustments to Nareit FFO:
Transaction-related items$49 $681 $2,993 $1,573 
Other impairments (recoveries) and other losses (gains), net(2)
(602)2,897 557 (5,874)
Restructuring and severance-related charges— — 1,368 — 
Casualty-related charges (recoveries), net(3)
(367)4,514 (610)4,103 
Total adjustments(920)8,092 4,308 (198)
FFO as Adjusted applicable to common shares249,306 233,166 728,045 704,460 
Distributions on dilutive convertible units and other2,341 2,338 7,022 7,055 
Diluted FFO as Adjusted applicable to common shares$251,647 $235,504 $735,067 $711,515 
Diluted FFO as Adjusted per common share$0.45 $0.43 $1.33 $1.30 
Weighted average shares outstanding - diluted FFO as Adjusted554,614 546,015 554,535 546,677 
_______________________________________
(1)The three and nine months ended September 30, 2022 include a gain upon change of control related to the sale of a 30% interest to a sovereign wealth fund and deconsolidation of seven previously consolidated lab buildings in South San Francisco, California. The gain upon change of control is included in other income (expense), net in the Consolidated Statements of Operations.
(2)The nine months ended September 30, 2022 includes the following, which are included in other income (expense), net in the Consolidated Statements of Operations: (i) a $23 million gain on sale of a hospital under a direct financing lease and (ii) $14 million of expenses incurred for tenant relocation and other costs associated with the demolition of an outpatient medical building. The three and nine months ended September 30, 2023 and 2022 include reserves and (recoveries) for expected loan losses recognized in impairments and loan loss reserves (recoveries), net in the Consolidated Statements of Operations.
(3)Casualty-related charges (recoveries), net are recognized in other income (expense), net and equity income (loss) from unconsolidated joint ventures in the Consolidated Statements of Operations.



Healthpeak Properties, Inc.
Adjusted Funds From Operations
In thousands

 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2023202220232022
FFO as Adjusted applicable to common shares$249,306 $233,166 $728,045 $704,460 
Stock-based compensation amortization expense3,434 4,614 10,966 14,635 
Amortization of deferred financing costs3,054 2,691 8,828 8,069 
Straight-line rents(1)
(7,279)(12,965)(12,710)(36,837)
AFFO capital expenditures(24,031)(24,358)(66,264)(75,103)
Deferred income taxes(430)(2,814)(933)(3,741)
Amortization of above (below) market lease intangibles, net(5,626)(5,876)(20,267)(17,528)
Other AFFO adjustments(1,123)(1,144)(1,852)(3,017)
AFFO applicable to common shares217,305 193,314 645,813 590,938 
Distributions on dilutive convertible units and other2,340 1,649 7,026 4,945 
Diluted AFFO applicable to common shares$219,645 $194,963 $652,839 $595,883 
Diluted AFFO per common share$0.40 $0.36 $1.18 $1.09 
Weighted average shares outstanding - diluted AFFO554,614 544,190 554,535 544,852 
_______________________________________
(1)The nine months ended September 30, 2023 includes an $8.7 million write-off of straight-line rent receivable associated with Sorrento Therapeutics, Inc., which commenced voluntary reorganization proceedings under Chapter 11 of the U.S. Bankruptcy Code. This write-off is reflected as a reduction of rental and related revenues in the Consolidated Statements of Operations.



 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


Exhibit 99.3
 
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Discussion and

Reconciliation of Non-

GAAP Financial Measures
 
September 30, 2023
 
 
 
 
 
(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) stock-based compensation amortization expense, (ii) amortization of deferred financing costs, net, (iii) straight-line rents, (iv) deferred income taxes, (v) amortization of above (below) market lease intangibles, net, and (vi) other AFFO adjustments, which include: (a) non-cash interest related to DFLs and lease incentive amortization (reduction of straight-line rents), (b) actuarial reserves for insurance claims that have been incurred but not reported, and (c) amortization of deferred revenues, excluding amounts amortized into rental income that are associated with tenant funded improvements owned/recognized by us and up-front cash payments made by tenants to reduce their contractual rents. Also, AFFO is computed after deducting recurring capital expenditures, including second generation leasing costs and second generation tenant and capital improvements, and includes adjustments to compute our share of AFFO from our unconsolidated joint ventures. More specifically, recurring capital expenditures, including second generation leasing costs and second generation tenant and capital improvements (“AFFO capital expenditures”) excludes our share from unconsolidated joint ventures (reported in “other AFFO adjustments”). Adjustments for joint ventures are calculated to reflect our pro rata share of both our consolidated and unconsolidated joint ventures. We reflect our share of AFFO for unconsolidated joint ventures by applying our actual ownership percentage for the period to the applicable reconciling items on an entity by entity basis. We reflect our share for consolidated joint ventures in which we do not own 100% of the equity by adjusting our AFFO to remove the third party ownership share of the applicable reconciling items based on actual ownership percentage for the applicable periods (reported in “other AFFO adjustments”). See FFO for further disclosure regarding our use of pro rata share information and its limitations. We believe AFFO is an alternative run-rate earnings measure that improves the understanding of our operating results among investors and makes comparisons with: (i) expected results, (ii) results of previous periods, and (iii) results among REITs more meaningful. AFFO does not represent cash generated from operating activities determined in accordance with GAAP and is not necessarily indicative of cash available to fund cash needs as it excludes the following items which generally flow through our cash flows from operating activities: (i) adjustments for changes in working capital or the actual timing of the payment of income or expense items that are accrued in the period, (ii) transaction-related costs, (iii) litigation settlement expenses, and (iv) restructuring and severance-related charges. Furthermore, AFFO is adjusted for recurring capital expenditures, which are generally not considered when determining cash flows from operations or liquidity. Other REITs or real estate companies may use different methodologies for calculating AFFO, and accordingly, our AFFO may not be comparable to those reported by other REITs. Management believes AFFO provides a meaningful supplemental measure of our performance and is frequently used by analysts, investors, and other interested parties in the evaluation of our performance as a REIT, and by presenting AFFO, we are assisting these parties in their evaluation. AFFO is a non-GAAP supplemental financial measure and should not be considered as an alternative to net income (loss) determined in accordance with GAAP and should only be considered together with and as a supplement to our financial information prepared 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.
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), adjusted to reflect the impact of transactions that closed during the period as if the transactions were completed at the beginning of the period. 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 to 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
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2

Definitions
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.
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), deferred tax asset valuation allowances, and changes in tax legislation (“FFO as Adjusted”). These adjustments are net of tax, when applicable. Transaction-related items include transaction expenses and gains/charges incurred as a result of mergers and acquisitions and lease amendment or termination activities. Prepayment costs (benefits) associated with early retirement of debt include the write-off of unamortized deferred financing fees, or additional costs, expenses, discounts, make-whole payments, penalties or premiums incurred as a result of early retirement or payment of debt. Other impairments (recoveries) and other losses (gains) include interest income associated with early and partial repayments of loans receivable and other losses or gains associated with non-depreciable assets including goodwill, DFLs, undeveloped land parcels, and loans receivable. Management believes that FFO as Adjusted provides a meaningful supplemental measurement of our FFO run-rate and is frequently used by analysts, investors, and other interested parties in the evaluation of our performance as a REIT. At the same time
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Definitions
that Nareit created and defined its FFO measure for the REIT industry, it also recognized that “management of each of its member companies has the responsibility and authority to publish financial information that it regards as useful to the financial community.” We believe stockholders, potential investors, and financial analysts who review our operating performance are best served by an FFO run-rate earnings measure that includes certain other adjustments to net income (loss), in addition to adjustments made to arrive at the Nareit defined measure of FFO. FFO as Adjusted is used by management in analyzing our business and the performance of our properties and we believe it is important that stockholders, potential investors, and financial analysts understand this measure used by management. We use FFO as Adjusted to: (i) evaluate our performance in comparison with expected results and results of previous periods, relative to resource allocation decisions, (ii) evaluate the performance of our management, (iii) budget and forecast future results to assist in the allocation of resources, (iv) assess our performance as compared with similar real estate companies and the industry in general, and (v) evaluate how a specific potential investment will impact our future results. Other REITs or real estate companies may use different methodologies for calculating an adjusted FFO measure, and accordingly, our FFO as Adjusted may not be comparable to those reported by other REITs.
Investment and Portfolio Investment Represents: (i) the carrying amount of real estate assets and intangibles, after adding back accumulated depreciation and amortization and (ii) the carrying amount of DFLs and Debt Investments. Portfolio Investment also includes our pro rata share of the real estate assets and intangibles held in our unconsolidated JVs, presented on the same basis as Investment, and excludes noncontrolling interests' pro rata share of the real estate assets and intangibles held in our consolidated JVs, presented on the same basis. Investment and Portfolio Investment exclude land held for development.
Net Debt Enterprise Debt less the carrying amount of cash and cash equivalents, restricted cash, and expected net proceeds from the future settlement of shares issued through our equity forward contracts, as reported in our consolidated financial statements and our pro rata share of cash and cash equivalents and restricted cash 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; NOI excludes all other financial statement amounts included in net income (loss). Adjusted NOI is calculated as NOI after eliminating the effects of straight-line rents, DFL non-cash interest, amortization of market lease intangibles, termination fees, actuarial reserves for insurance claims that have been incurred but not reported, and the impact of deferred community fee income and expense. NOI and Adjusted NOI are calculated as NOI and Adjusted NOI from consolidated properties, plus our share of NOI and Adjusted NOI from unconsolidated joint ventures (calculated by applying our actual ownership percentage for the period), less noncontrolling interests’ share of NOI and Adjusted NOI from consolidated joint ventures (calculated by applying our actual ownership percentage for the period). Management utilizes its share of NOI and Adjusted NOI in assessing its performance as we have various joint ventures that contribute to its performance. We do not control our unconsolidated joint ventures, and our share of amounts from unconsolidated joint ventures do not represent our legal claim to such items. Our share of NOI and Adjusted NOI should not be considered a substitute for, and should only be considered together with and as a supplement to, our financial information presented in accordance with GAAP.
Adjusted NOI is oftentimes referred to as “Cash NOI.” Management believes NOI and Adjusted NOI are important supplemental measures because they provide relevant and useful information by reflecting only income and operating expense items that are incurred at the property level and present them on an unlevered basis. We use NOI and Adjusted NOI to make decisions about resource allocations, to assess and compare property level performance, and to evaluate our Same-Store (“SS”) performance, as described below. We believe that net income (loss) is the most directly comparable GAAP measure to NOI and Adjusted NOI. NOI and Adjusted NOI should not be viewed as alternative measures of operating performance to net income (loss) as defined by GAAP since they do not reflect various excluded items. Further, our definitions of NOI and Adjusted NOI may not be comparable to the definitions used by other REITs or real estate companies, as they may use different methodologies for calculating NOI and Adjusted NOI.
Operating expenses generally relate to leased outpatient medical and lab buildings, as well as CCRC facilities. We generally recover all or a portion of our leased outpatient medical and lab 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 Operating Expenses and Portfolio Cash Operating Expenses Portfolio Operating Expenses and Portfolio Cash Operating Expenses are non-GAAP supplemental measures. Portfolio Operating Expenses represent property level operating expenses (which exclude transition costs). Portfolio Operating Expenses include consolidated operating expenses plus the Company's pro rata share of operating expenses from its unconsolidated JVs less noncontrolling interests' pro rata share of operating expenses from consolidated JVs. Portfolio Cash Operating Expenses represent Portfolio Operating Expenses 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. Management believes that Portfolio Income is an important supplemental measure because it provides relevant and useful information regarding our performance; specifically, it is a measure of our property level profitability of the Company inclusive of interest income. Management believes that net income (loss) is the most directly comparable GAAP measure to Portfolio Income. Portfolio Income should not be viewed as an alternative measure of operating performance to net income (loss) as defined by GAAP since it does not reflect various excluded items.
Portfolio Real Estate Revenues and Portfolio Cash Real Estate Revenues Portfolio Real Estate Revenues and Portfolio Cash Real Estate Revenues are non-GAAP supplemental measures. 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
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Definitions
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.
Projected Stabilized Yield Projected Cash (Adjusted) NOI at Stabilization divided by the expected total development costs. Management considers Projected Stabilized Yield a useful metric for investors as it helps provide context to the expected effects that development projects will have on the Company’s future performance once stabilized.
REVPOR The 3-month average Cash Real Estate Revenues per occupied unit for the most recent period available. REVPOR 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. All facility occupancy data was derived solely from information provided by operators without independent verification by us. REVPOR relates to our Other non-reportable segment. REVPOR is a metric used to evaluate the revenue-generating capacity and profit potential of our other assets independent of fluctuating occupancy rates. It is also used in comparison against industry and competitor statistics, if known, to evaluate the quality of our other assets.
REVPOR 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. All facility occupancy data was derived solely from information provided by operators without independent verification by us. REVPOR CCRC is a metric 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.
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 portfolio of properties, excluding properties within the other non-reportable segments. We include properties from our consolidated portfolio, as well as properties owned by our unconsolidated joint ventures in Same-Store NOI and Adjusted NOI (see NOI definition above for further discussion regarding our use of pro-rata share information and its limitations). Same-Store NOI and Adjusted NOI exclude government grant income under the CARES Act. Same-Store Adjusted NOI also 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) lab; (ii) outpatient medical; and (iii) continuing care retirement community (“CCRC”).
Share of Consolidated Joint Ventures ("JVs") Noncontrolling interests' pro rata share information is prepared by applying noncontrolling interests' actual ownership percentage for the period and is intended to reflect noncontrolling interests' proportionate economic interest in the financial position and operating results of properties in our portfolio.
Share of Unconsolidated Joint Ventures ("JVs") Our pro rata share information is prepared by applying our actual ownership percentage for the period and is intended to reflect our proportionate economic interest in the financial position and operating results of properties in our portfolio.
Stabilized / Stabilization Newly acquired operating assets are generally considered Stabilized at the earlier of lease-up (typically when the tenant(s) control(s) the physical use of at least 80% of the space 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.
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Reconciliations
Funds From Operations
In thousands, except per share data
Three Months Ended
September 30,
Nine Months Ended
September 30,
 2023202220232022
Net income (loss) applicable to common shares$64,048 $353,366 $233,497 $491,398 
Real estate related depreciation and amortization184,559 173,190 561,357 531,412 
Healthpeak’s share of real estate related depreciation and amortization from unconsolidated joint ventures 6,190 8,704 18,076 19,049 
Noncontrolling interests’ share of real estate related depreciation and amortization(4,571)(4,464)(14,042)(14,487)
Loss (gain) on sales of depreciable real estate, net— 5,280 (86,463)(11,408)
Healthpeak’s share of loss (gain) on sales of depreciable real estate, net, from unconsolidated joint ventures — 239 — 89 
Noncontrolling interests’ share of gain (loss) on sales of depreciable real estate, net— — 11,546 12 
Loss (gain) upon change of control, net(1)
— (311,438)(234)(311,438)
Taxes associated with real estate dispositions— 197 — 31 
Nareit FFO applicable to common shares250,226 225,074 723,737 704,658 
Distributions on dilutive convertible units and other2,340 2,352 7,027 7,055 
Diluted Nareit FFO applicable to common shares$252,566 $227,426 $730,764 $711,713 
Weighted average shares outstanding - diluted Nareit FFO554,614 546,015 554,535 546,677 
Impact of adjustments to Nareit FFO:
Transaction-related items$49 $681 $2,993 $1,573 
Other impairments (recoveries) and other losses (gains), net(2)
(602)2,897 557 (5,874)
Restructuring and severance-related charges— — 1,368 — 
Casualty-related charges (recoveries), net(3)
(367)4,514 (610)4,103 
Total adjustments(920)8,092 4,308 (198)
FFO as Adjusted applicable to common shares249,306 233,166 728,045 704,460 
Distributions on dilutive convertible units and other2,341 2,338 7,022 7,055 
Diluted FFO as Adjusted applicable to common shares$251,647 $235,504 $735,067 $711,515 
Weighted average shares outstanding - diluted FFO as Adjusted554,614 546,015 554,535 546,677 
FFO as Adjusted applicable to common shares$249,306 $233,166 $728,045 $704,460 
Stock-based compensation amortization expense3,434 4,614 10,966 14,635 
Amortization of deferred financing costs3,054 2,691 8,828 8,069 
Straight-line rents(4)
(7,279)(12,965)(12,710)(36,837)
AFFO capital expenditures(24,031)(24,358)(66,264)(75,103)
Deferred income taxes(430)(2,814)(933)(3,741)
Amortization of above (below) market lease intangibles, net(5,626)(5,876)(20,267)(17,528)
Other AFFO adjustments(1,123)(1,144)(1,852)(3,017)
AFFO applicable to common shares217,305 193,314 645,813 590,938 
Distributions on dilutive convertible units and other2,340 1,649 7,026 4,945 
Diluted AFFO applicable to common shares$219,645 $194,963 $652,839 $595,883 
Weighted average shares outstanding - diluted AFFO554,614 544,190 554,535 544,852 
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Reconciliations
Funds From Operations
In thousands, except per share data
Three Months Ended
September 30,
Nine Months Ended
September 30,
 2023202220232022
Diluted earnings per common share$0.12 $0.65 $0.43 $0.91 
Depreciation and amortization0.34 0.33 1.03 0.98 
Loss (gain) on sales of depreciable real estate, net— 0.01 (0.14)(0.02)
Loss (gain) upon change of control, net(1)
— (0.57)0.00 (0.57)
Taxes associated with real estate dispositions— 0.00 — 0.00 
Diluted Nareit FFO per common share$0.46 $0.42 $1.32 $1.30 
Transaction-related items0.00 0.00 0.01 0.00 
Other impairments (recoveries) and other losses (gains), net(2)
(0.01)0.00 0.00 (0.01)
Restructuring and severance-related charges— — 0.00 — 
Casualty-related charges (recoveries), net(3)
0.00 0.01 0.00 0.01 
Diluted FFO as Adjusted per common share$0.45 $0.43 $1.33 $1.30 
Stock-based compensation amortization expense0.01 0.01 0.03 0.03 
Amortization of deferred financing costs0.01 0.00 0.02 0.02 
Straight-line rents(4)
(0.01)(0.02)(0.02)(0.07)
AFFO capital expenditures(0.05)(0.04)(0.14)(0.14)
Deferred income taxes0.00 (0.01)0.00 (0.01)
Amortization of above (below) market lease intangibles, net(0.01)(0.01)(0.04)(0.03)
Other AFFO adjustments0.00 0.00 0.00 (0.01)
Diluted AFFO per common share$0.40 $0.36 $1.18 $1.09 
______________________________________
(1)The three and nine months ended September 30, 2022 include a gain upon change of control related to the sale of a 30% interest to a sovereign wealth fund and deconsolidation of seven previously consolidated lab buildings in South San Francisco, California. The gain upon change of control is included in other income (expense), net in the Consolidated Statements of Operations.
(2)The nine months ended September 30, 2022 includes the following, which are included in other income (expense), net in the Consolidated Statements of Operations: (i) a $23 million gain on sale of a hospital under a direct financing lease and (ii) $14 million of expenses incurred for tenant relocation and other costs associated with the demolition of an outpatient medical building. The three and nine months ended September 30, 2023 and 2022 include reserves and (recoveries) for expected loan losses recognized in impairments and loan loss reserves (recoveries), net in the Consolidated Statements of Operations.
(3)Casualty-related charges (recoveries), net are recognized in other income (expense), net and equity income (loss) from unconsolidated joint ventures in the Consolidated Statements of Operations.
(4)The nine months ended September 30, 2023 includes an $8.7 million write-off of straight-line rent receivable associated with Sorrento Therapeutics, Inc., which commenced voluntary reorganization proceedings under Chapter 11 of the U.S. Bankruptcy Code. This write-off is reflected as a reduction of rental and related revenues in the Consolidated Statements of Operations.
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7

Reconciliations
Projected Future Operations(1)
Per share data
Full Year 2023
LowHigh
Diluted earnings per common share$0.53 $0.55 
Real estate related depreciation and amortization1.36 1.36 
Healthpeak's share of real estate related depreciation and amortization from unconsolidated joint ventures0.05 0.05 
Noncontrolling interests' share of real estate related depreciation and amortization(0.04)(0.04)
Loss (gain) on sales of depreciable real estate, net(0.16)(0.16)
Noncontrolling interests' share of gain (loss) on sale of depreciable real estate, net0.02 0.02 
Diluted Nareit FFO per common share$1.76 $1.78 
Transaction-related items0.01 0.01
Other impairments (recoveries) and other losses (gains), net(0.01)(0.01)
Diluted FFO as Adjusted per common share$1.76 $1.78 
Stock-based compensation amortization expense$0.03 $0.03 
Amortization of deferred financing costs0.02 0.02 
Straight-line rents(0.06)(0.06)
AFFO capital expenditures(0.19)(0.19)
Amortization of above (below) market lease intangibles, net(0.05)(0.05)
Other AFFO adjustments0.01 0.01 
Diluted AFFO per common share$1.52 $1.54 
______________________________________
(1)The foregoing projections reflect management's view of current and future market conditions as of October 30, 2023 including assumptions with respect to rental rates, occupancy levels, development items, and the earnings impact of the events referenced in our earnings press release that was issued on October 30, 2023. 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.
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8

Reconciliations

Projected NOI(1)
In millions

For the projected year 2023 (low)
LabOutpatient MedicalCCRCOtherCorporate AdjustmentsTotal
Net income (loss)$403 $229 $(31)$26 $(311)$318 
Other income, costs, and expenses excluded from NOI(2)
245 238 141 (9)305 916 
NOI(3)
$649 $466 $109 $16 $(6)$1,235 
Non-SS NOI(163)(40)(16)(212)
SS NOI$486 $426 $111 $ $ $1,022 
Non-cash adjustments to SS NOI(4)
(20)(12)(1)— — (31)
SS Cash (Adjusted) NOI$465 $415 $110 $ $ $991 
Non-SS cash NOI147 37 (1)16 (4)195 
Cash (Adjusted) NOI(5)
$613 $452 $109 $16 $(4)$1,185 

For the projected year 2023 (high)
LabOutpatient MedicalCCRCOtherCorporate AdjustmentsTotal
Net income (loss)$410 $231 $(27)$36 $(315)$334 
Other income, costs, and expenses excluded from NOI(2)
245 238 141 (9)305 921 
NOI(3)
$655 $468 $114 $27 $(10)$1,255 
Non-SS NOI(165)(40)(27)10 (221)
SS NOI$490 $428 $115 $ $ $1,032 
Non-cash adjustments to SS NOI(4)
(21)(12)(1)— — (32)
SS Cash (Adjusted) NOI$470 $417 $114 $ $ $1,001 
Non-SS cash NOI149 37 (1)27 (18)194 
Cash (Adjusted) NOI(5)
$619 $454 $113 $27 $(18)$1,195 
______________________________________
(1)The foregoing projections reflect management's view of current and future market conditions as of October 30, 2023 including assumptions with respect to rental rates, occupancy levels, development items, and the earnings impact of the events referenced in our earnings press release that was issued on October 30, 2023. 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. May not foot, cross foot, or recalculate due to rounding and adjustments made to SS high and low ranges reported by segments.
(2)Represents interest income, gain (loss) on sales of real estate, net, other income (expense), net, income tax benefit (expense), equity income (loss) from unconsolidated joint ventures (excluding NOI), interest expense, depreciation and amortization, general and administrative, transaction costs, and loss on debt extinguishments.
(3)The midpoint of the low and high projected year 2023 total NOI is $1.245 million.
(4)Represents straight-line rents, 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.
(5)The midpoint of the low and high projected year 2023 total Cash (Adjusted) NOI is $1.190 million.
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9

Reconciliations

NOI(1)
In millions

For the year ended December 31, 2022
LabOutpatient MedicalCCRCOtherCorporate AdjustmentsTotal
Net income (loss)$627 $210 $(37)$19 $(303)$516 
Other income, costs, and expenses excluded from NOI(2)
(12)239 140 (3)303 667 
NOI$615 $448 $103 $17 $ $1,183 
Non-SS NOI(117)(33)(7)(17)— (174)
SS NOI$498 $416 $96 $ $ $1,010 
Non-cash adjustments to SS NOI(3)
(47)(14)— — (59)
SS Cash (Adjusted) NOI$451 $402 $98 $ $ $951 
Non-SS cash NOI102 31 17 — 157 
Cash (Adjusted) NOI$553 $433 $105 $17 $ $1,108 
______________________________________
(1)May not foot, cross foot, or recalculate due to rounding and adjustments made to SS high and low ranges reported by segments.
(2)Represents interest income, gain (loss) on sales of real estate, net, other income (expense), net, income tax benefit (expense), equity income (loss) from unconsolidated joint ventures (excluding NOI), interest expense, depreciation and amortization, general and administrative, transaction costs, and loss on debt extinguishments. The year ended December 31, 2022 includes a $311 million gain upon change in control within the Lab segment.
(3)Represents straight-line rents, 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.
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10

Reconciliations

Enterprise Gross Assets
In thousands
September 30, 2023
Consolidated total assets(1)
$15,602,534 
Investments in and advances to unconsolidated joint ventures(745,381)
Accumulated depreciation and amortization of real estate3,498,077 
Accumulated amortization of real estate intangibles416,712 
Accumulated depreciation and amortization of real estate assets held for sale5,367 
Consolidated Gross Assets$18,777,309 
Healthpeak's share of unconsolidated joint venture gross assets973,612 
Enterprise Gross Assets$19,750,921 
______________________________________
(1)Consolidated total assets represents total assets on the Consolidated Balance Sheet as of September 30, 2023 presented on page 7 within the Earnings Release and Supplemental Report for the quarter ended September 30, 2023.

Portfolio Investment
In thousands
September 30, 2023
LabOutpatient MedicalCCRCOtherTotal
Net real estate$7,381,926 $4,077,941 $1,660,281 $— $13,120,148 
Real estate assets held for sale, net— 8,080 — — 8,080 
Intangible assets, net78,309 119,596 141,286 — 339,191 
Accumulated depreciation and amortization of real estate1,410,578 1,750,035 337,464 — 3,498,077 
Accumulated amortization of real estate intangibles 77,803 143,517 195,392 — 416,712 
Accumulated depreciation and amortization of real estate assets held for sale— 5,367 — — 5,367 
Healthpeak's share of unconsolidated joint venture gross real estate assets435,942 21,883 — 470,300 928,125 
Fully depreciated and amortization real estate and intangibles assets502,896 676,410 19,270 — 1,198,576 
Leasing commissions and other91,543 70,848 — — 162,391 
Debt investments— — — 191,689 191,689 
Land held for development(693,558)(4,676)— — (698,234)
Real estate intangible liabilities, gross(190,922)(136,853)— — (327,775)
Noncontrolling interests' share of consolidated joint venture real estate and related intangibles(5,099)(382,017)— — (387,116)
Portfolio Investment $9,089,418 $6,350,131 $2,353,693 $661,989 $18,455,231 
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11

Reconciliations

Revenues
In thousands
Three Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Lab$207,795 $207,952 $205,464 $223,306 $226,059 
Outpatient Medical184,506 184,293 186,967 186,661 191,016 
CCRC122,142 125,873 127,084 130,184 133,808 
Other5,963 6,350 6,163 5,279 5,360 
Total revenues$520,406 $524,468 $525,678 $545,430 $556,243 
Lab— — — — — 
Outpatient Medical— — — — — 
CCRC— 137 47 — 
Other— — — — — 
Government grant income$4 $ $137 $47 $ 
Lab— — — — — 
Outpatient Medical— — — — — 
CCRC— — — — — 
Other(5,963)(6,350)(6,163)(5,279)(5,360)
Less: Interest income$(5,963)$(6,350)$(6,163)$(5,279)$(5,360)
Lab2,938 4,285 2,165 1,928 2,425 
Outpatient Medical756 750 745 754 746 
CCRC— — — — — 
Other18,656 18,969 20,346 20,261 20,572 
Healthpeak's share of unconsolidated joint venture real estate revenues$22,350 $24,004 $23,256 $22,943 $23,743 
Lab— — — — — 
Outpatient Medical— — — — — 
CCRC— 47 — — — 
Other183 — 228 — — 
Healthpeak's share of unconsolidated joint venture government grant income$183 $47 $228 $ $ 
Lab(55)(94)(143)(151)(154)
Outpatient Medical(8,968)(8,986)(8,963)(8,665)(8,735)
CCRC— — — — — 
Other— — — — — 
Noncontrolling interests' share of consolidated joint venture real estate revenues$(9,023)$(9,080)$(9,106)$(8,816)$(8,889)
Lab210,678 212,143 207,486 225,083 228,330 
Outpatient Medical176,294 176,057 178,749 178,749 183,027 
CCRC122,146 125,920 127,221 130,231 133,808 
Other18,839 18,969 20,574 20,261 20,572 
Portfolio Real Estate Revenues$527,957 $533,089 $534,030 $554,324 $565,737 
Lab(15,231)(11,786)(842)(14,950)(9,477)
Outpatient Medical(4,780)(5,631)(4,470)(4,685)(4,223)
CCRC— — — — — 
Other66 55 (8)17 (5)
Non-cash adjustments to Portfolio Real Estate Revenues$(19,945)$(17,362)$(5,320)$(19,618)$(13,705)

Continued
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12

Reconciliations

Revenues
In thousands
Three Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Lab195,447 200,357 206,644 210,133 218,854 
Outpatient Medical171,514 170,426 174,279 174,064 178,804 
CCRC122,146 125,920 127,221 130,231 133,808 
Other18,905 19,024 20,566 20,278 20,567 
Portfolio Cash Real Estate Revenues$508,012 $515,727 $528,710 $534,706 $552,033 
Lab15,231 11,786 842 14,950 9,477 
Outpatient Medical4,780 5,631 4,470 4,685 4,223 
CCRC— — — — — 
Other(66)(55)(17)
Non-cash adjustments to Portfolio Real Estate Revenues$19,945 $17,362 $5,320 $19,618 $13,705 
Lab(30,695)(32,558)(35,238)(43,185)(48,767)
Outpatient Medical(14,296)(14,603)(15,864)(14,907)(15,313)
CCRC(4)(47)(137)(232)(205)
Other(18,839)(18,969)(20,574)(20,261)(20,572)
Non-SS Portfolio Real Estate Revenues$(63,834)$(66,177)$(71,813)$(78,585)$(84,857)
Lab179,983 179,585 172,248 181,898 179,564 
Outpatient Medical161,998 161,454 162,885 163,842 167,714 
CCRC122,142 125,873 127,084 129,999 133,603 
Other— — — — — 
Portfolio Real Estate Revenue - SS(1)
$464,123 $466,912 $462,217 $475,739 $480,881 
Lab(12,957)(11,368)744 (11,930)(5,234)
Outpatient Medical(4,437)(5,263)(4,196)(4,285)(3,888)
CCRC— — — — — 
Other— — — — — 
Non-cash adjustment to SS Portfolio Real Estate Revenues$(17,394)$(16,631)$(3,452)$(16,215)$(9,122)
Lab167,026 168,217 172,992 169,968 174,330 
Outpatient Medical157,561 156,191 158,689 159,557 163,826 
CCRC122,142 125,873 127,084 129,999 133,603 
Other— — — — — 
Portfolio Cash Real Estate Revenue - SS(1)
$446,729 $450,281 $458,765 $459,524 $471,759 
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13

Reconciliations

Operating Expenses
In thousands
Three Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Lab$55,162 $56,346 $57,566 $54,832 $60,268 
Outpatient Medical64,782 64,036 64,398 65,350 67,693 
CCRC100,264 100,110 101,124 101,655 104,773 
Other— — — — — 
Operating expenses$220,208 $220,492 $223,088 $221,837 $232,734 
Lab777 1,140 1,182 848 958 
Outpatient Medical313 265 305 288 301 
CCRC— — — — — 
Other14,599 14,828 15,006 14,618 15,439 
Healthpeak's share of unconsolidated joint venture operating expenses$15,689 $16,233 $16,493 $15,754 $16,698 
Lab(21)(28)(40)(35)(33)
Outpatient Medical(2,558)(2,431)(2,595)(2,409)(2,474)
CCRC— — — — — 
Other— — — — — 
Noncontrolling interests' share of consolidated joint venture operating expenses$(2,579)$(2,459)$(2,635)$(2,444)$(2,507)
Lab55,918 57,458 58,708 55,645 61,193 
Outpatient Medical62,537 61,870 62,108 63,229 65,520 
CCRC100,264 100,110 101,124 101,655 104,773 
Other14,599 14,828 15,006 14,618 15,439 
Portfolio Operating Expenses$233,318 $234,266 $236,946 $235,147 $246,925 
Lab(10)(8)(10)(7)365 
Outpatient Medical(701)(692)(649)(677)(676)
CCRC— (2,299)(50)728 — 
Other(10)13 27 22 
Non-cash adjustments to Portfolio Operating Expenses$(721)$(2,991)$(696)$71 $(289)
Lab55,908 57,450 58,698 55,638 61,558 
Outpatient Medical61,836 61,178 61,459 62,552 64,844 
CCRC100,264 97,811 101,074 102,383 104,773 
Other14,589 14,836 15,019 14,645 15,461 
Portfolio Cash Operating Expenses$232,597 $231,275 $236,250 $235,218 $246,636 
Lab10 10 (365)
Outpatient Medical701 692 649 677 676 
CCRC— 2,299 50 (728)— 
Other10 (8)(13)(27)(22)
Non-cash adjustments to Portfolio Operating Expenses$721 $2,991 $696 $(71)$289 
Lab(8,392)(9,634)(9,164)(8,980)(10,333)
Outpatient Medical(7,441)(7,265)(6,656)(6,932)(7,660)
CCRC(350)(341)(446)(445)(537)
Other(14,599)(14,828)(15,006)(14,618)(15,439)
Non-SS Portfolio Operating Expenses$(30,782)$(32,068)$(31,272)$(30,975)$(33,969)
Continued
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14

Reconciliations

Operating Expenses
In thousands
Three Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Lab47,526 47,824 49,544 46,665 50,860 
Outpatient Medical55,096 54,605 55,452 56,297 57,860 
CCRC99,914 99,769 100,678 101,210 104,236 
Other— — — — — 
Portfolio Operating Expenses - SS(1)
$202,536 $202,198 $205,674 $204,172 $212,956 
Lab(10)(10)(8)(6)(3)
Outpatient Medical(665)(655)(615)(645)(643)
CCRC— (2,300)(50)728 — 
Other— — — — — 
Non-cash adjustment to SS Portfolio Operating Expenses$(675)$(2,965)$(673)$77 $(646)
Lab47,516 47,814 49,536 46,659 50,857 
Outpatient Medical54,431 53,950 54,837 55,652 57,217 
CCRC99,914 97,469 100,628 101,938 104,236 
Other— — — — — 
Portfolio Cash Operating Expenses - SS(1)
$201,861 $199,233 $205,001 $204,249 $212,310 
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15

Reconciliations

RevenueOperating Expenses
In thousands
Nine Months Ended
September 30, 2023
Nine Months Ended
September 30, 2023
Lab$654,829 Lab$172,666 
Outpatient Medical564,644 Outpatient Medical197,442 
CCRC391,076 CCRC307,551 
Other16,802 Other— 
Total revenues$1,627,351 Operating expenses$677,659 
Lab— Lab2,987 
Outpatient Medical— Outpatient Medical895 
CCRC184 CCRC— 
Other— Other45,062 
Government grant income$184 Healthpeak's share of unconsolidated joint venture operating expenses$48,944 
Lab— Lab(108)
Outpatient Medical— Outpatient Medical(7,477)
CCRC— CCRC— 
Other(16,802)Other— 
Less: Interest income$(16,802)Noncontrolling interests' share of consolidated joint venture operating expenses$(7,585)
Lab6,519 Lab175,545 
Outpatient Medical2,245 Outpatient Medical190,860 
CCRC— CCRC307,551 
Other61,179 Other45,062 
Healthpeak's share of unconsolidated joint venture real estate revenues$69,943 Portfolio Operating Expenses$719,018 
Lab— Lab350 
Outpatient Medical— Outpatient Medical(2,005)
CCRC— CCRC679 
Other229 Other62 
Healthpeak's share of unconsolidated joint venture government grant income$229 Non-cash adjustments to Portfolio Operating Expenses$(914)
Lab(449)Lab175,895 
Outpatient Medical(26,364)Outpatient Medical188,855 
CCRC— CCRC308,230 
Other— Other45,124 
Noncontrolling interests' share of consolidated joint venture real estate revenues$(26,813)Portfolio Cash Operating Expenses$718,104 
Lab660,899 Lab(350)
Outpatient Medical540,525 Outpatient Medical2,005 
CCRC391,260 CCRC(679)
Other61,408 Other(62)
Portfolio Real Estate Revenues$1,654,092 Non-cash Portfolio Cash Operating Expenses$914 
Lab(25,268)Lab(33,690)
Outpatient Medical(13,378)Outpatient Medical(25,214)
CCRC— CCRC(1,428)
OtherOther(45,062)
Non-cash adjustments to Portfolio Real Estate Revenues$(38,643)Non-SS Portfolio Operating Expenses$(105,394)
Continued

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16

Reconciliations

RevenueOperating Expenses
In thousands
Nine Months Ended
September 30, 2023
Nine Months Ended
September 30, 2023
Lab635,631 Lab141,855 
Outpatient Medical527,148 Outpatient Medical165,646 
CCRC391,260 CCRC306,123 
Other61,411 Other— 
Portfolio Cash Real Estate Revenues$1,615,450 
Portfolio Operating Expenses - SS(1)
$613,624 
Lab25,268 Lab(17)
Outpatient Medical13,378 Outpatient Medical(1,878)
CCRC— CCRC678 
Other(3)Other— 
Non-cash adjustments to Portfolio Real Estate Revenues$38,643 Non-cash adjustment to SS Portfolio Operating Expenses$(1,217)
Lab(149,517)Lab141,838 
Outpatient Medical(55,323)Outpatient Medical163,768 
CCRC(574)CCRC306,801 
Other(61,408)Other— 
Non-SS Portfolio Real Estate Revenue$(266,822)
Portfolio Cash Operating Expenses - SS(1)
$612,407 
Lab511,382 
Outpatient Medical485,203 
CCRC390,686 
Other— 
Portfolio Real Estate Revenue - SS(1)
$1,387,271 
Lab(15,831)
Outpatient Medical(11,122)
CCRC— 
Other— 
Non-cash adjustment to SS Portfolio Real Estate Revenues$(26,953)
Lab495,551 
Outpatient Medical474,081 
CCRC390,686 
Other— 
Portfolio Cash Real Estate Revenue - SS(1)
$1,360,318 
______________________________________
(1)The property count used for Portfolio Real Estate Revenues - 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, 2023.

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17

Reconciliations

Net Income to Adjusted EBITDAre
In thousands
Three Months Ended
September 30, 2023
Net income (loss)$68,656 
Interest expense50,510 
Income tax expense (benefit)787 
Depreciation and amortization184,559 
Other depreciation and amortization2,119 
Share of unconsolidated JV:
  Interest expense463 
  Income tax expense (benefit)50 
  Depreciation and amortization6,190 
EBITDAre$313,334 
Transaction-related items(1)
36 
Other impairments (recoveries) and losses (gains)(1)
(550)
Casualty-related charges (recoveries)(1)
(493)
Stock-based compensation amortization expense3,434 
Adjusted EBITDAre$315,761 


Adjusted Fixed Charge Coverage
In thousands
Three Months Ended
September 30, 2023
Interest expense, including unconsolidated JV interest expense at share50,973 
Capitalized interest, including unconsolidated JV capitalized interest at share15,151 
Fixed Charges$66,124 
Adjusted Fixed Charge Coverage  4.8x
  ______________________________________
(1)This amount includes the corresponding line on the Funds From Operations reconciliation on page 6 of this document excluding the related tax impact included in the adjustment for income tax expense (benefit) above.
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18

Reconciliations

Enterprise Debt and Net Debt
In thousands
September 30, 2023
Bank line of credit and commercial paper$424,000 
Term loans496,603 
Senior unsecured notes5,401,461 
Mortgage debt342,349 
Consolidated Debt$6,664,413 
Share of unconsolidated JV mortgage debt39,976 
Enterprise Debt$6,704,389 
Cash and cash equivalents(63,478)
Share of unconsolidated JV cash and cash equivalents(29,947)
Restricted cash(50,449)
Share of unconsolidated JV restricted cash(3,126)
Net Debt$6,557,389 
Financial Leverage
In thousands
September 30, 2023
Enterprise Debt$6,704,389 
Enterprise Gross Assets19,750,921 
Financial Leverage33.9%
Secured Debt Ratio
In thousands
September 30, 2023
Mortgage debt$342,349 
Share of unconsolidated JV mortgage debt39,976 
Enterprise Secured Debt$382,325 
Enterprise Gross Assets19,750,921 
Secured Debt Ratio1.9%
Net Debt to Adjusted EBITDAre
In thousands
Three Months Ended
September 30, 2023
Net Debt$6,557,389 
Annualized Adjusted EBITDAre(1)
1,263,044 
Net Debt to Adjusted EBITDAre5.2x
  ______________________________________
(1)Represents the current quarter Adjusted EBITDAre multiplied by a factor of four.
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19

Reconciliations

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

Total PortfolioThree Months Ended
 September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Net income (loss)$357,986 $10,802 $134,507 $56,199 $68,656 
Loss (income) from discontinued operations1,298 (873)— — — 
Income (loss) from continuing operations$359,284 $9,929 $134,507 $56,199 $68,656 
Interest income(5,963)(6,350)(6,163)(5,279)(5,360)
Interest expense44,078 49,413 47,963 49,074 50,510 
Depreciation and amortization173,190 179,157 179,225 197,573 184,559 
General and administrative24,549 57,872 24,547 25,936 23,093 
Transaction costs 728 3,217 2,425 637 36 
Impairments and loan loss reserves (recoveries), net3,407 3,326 (2,213)2,607 (550)
Loss (gain) on sales of real estate, net4,149 969 (81,578)(4,885)— 
Other expense (income), net(305,678)587 (772)(1,955)(1,481)
Government grant income— 137 47 — 
Income tax expense (benefit)(3,834)(650)302 1,136 787 
Equity loss (income) from unconsolidated joint ventures325 156 (1,816)(2,729)(2,101)
Healthpeak's share of unconsolidated joint venture NOI6,844 7,818 6,991 7,189 7,045 
Noncontrolling interests' share of consolidated joint venture NOI(6,444)(6,621)(6,471)(6,372)(6,382)
Portfolio NOI$294,639 $298,823 $297,084 $319,178 $318,812 
Adjustment to Portfolio NOI(19,224)(14,371)(4,624)(19,688)(13,416)
Portfolio Cash (Adjusted) NOI$275,415 $284,452 $292,460 $299,490 $305,396 
Interest income5,963 6,350 6,163 5,279 5,360 
Portfolio Income$281,378 $290,802 $298,623 $304,769 $310,756 
Interest income(5,963)(6,350)(6,163)(5,279)(5,360)
Adjustment to Portfolio NOI19,224 14,371 4,624 19,688 13,416 
Non-SS Portfolio NOI(33,052)(34,109)(40,541)(47,611)(50,887)
SS Portfolio NOI$261,587 $264,714 $256,543 $271,567 $267,925 
Non-cash adjustment to SS Portfolio NOI(16,719)(13,666)(2,779)(16,292)(8,475)
SS Portfolio Cash (Adjusted) NOI$244,868 $251,048 $253,764 $255,275 $259,450 

Continued
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20

Reconciliations

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

LabThree Months Ended
 September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Net income (loss)$393,487 $75,575 $133,258 $76,551 $88,337 
Loss (income) from discontinued operations— — — — — 
Income (loss) from continuing operations$393,487 $75,575 $133,258 $76,551 $88,337 
Depreciation and amortization70,141 74,697 75,582 93,235 78,646 
Transaction costs40 20 158 — 51 
Loss (gain) on sales of real estate, net— 112 (60,498)— — 
Other expense (income), net(311,912)(7)(4)
Equity loss (income) from unconsolidated joint ventures877 1,209 (598)(1,314)(1,244)
Healthpeak's share of unconsolidated joint venture NOI2,161 3,145 983 1,080 1,467 
Noncontrolling interests' share of consolidated joint venture NOI(34)(66)(103)(116)(121)
Portfolio NOI$154,760 $154,685 $148,778 $169,438 $167,137 
Adjustment to Portfolio NOI(15,221)(11,778)(832)(14,943)(9,842)
Portfolio Cash (Adjusted) NOI(1)
$139,539 $142,907 $147,946 $154,495 $157,295 
Adjustment to Portfolio NOI15,221 11,778 832 14,943 9,842 
Non-SS Portfolio NOI(22,303)(22,924)(26,074)(34,205)(38,433)
SS Portfolio NOI$132,457 $131,761 $122,704 $135,233 $128,704 
Non-cash adjustment to SS Portfolio NOI(12,947)(11,358)752 (11,924)(5,231)
SS Portfolio Cash (Adjusted) NOI$119,510 $120,403 $123,456 $123,309 $123,473 

Outpatient Medical
Three Months Ended
 September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Net income (loss)$47,663 $45,571 $71,064 $48,068 $48,906 
Loss (income) from discontinued operations— — — — — 
Income (loss) from continuing operations$47,663 $45,571 $71,064 $48,068 $48,906 
Interest expense1,964 1,970 1,920 1,924 1,947 
Depreciation and amortization70,917 71,983 71,158 71,722 72,736 
Transaction costs94 1,087 132 16 23 
Loss (gain) on sales of real estate, net(554)235 (21,312)— — 
Other expense (income), net(154)(354)(204)(235)(78)
Equity loss (income) from unconsolidated joint ventures(206)(235)(189)(184)(211)
Healthpeak's share of unconsolidated joint venture NOI443 485 440 466 445 
Noncontrolling interests' share of consolidated joint venture NOI(6,410)(6,555)(6,368)(6,256)(6,261)
Portfolio NOI$113,757 $114,187 $116,641 $115,521 $117,507 
Adjustment to Portfolio NOI(4,079)(4,939)(3,821)(4,008)(3,547)
Portfolio Cash (Adjusted) NOI(1)
$109,678 $109,248 $112,820 $111,513 $113,960 
Adjustment to Portfolio NOI4,079 4,939 3,821 4,008 3,547 
Non-SS Portfolio NOI(6,855)(7,338)(9,208)(7,976)(7,653)
SS Portfolio NOI$106,902 $106,849 $107,433 $107,545 $109,854 
Non-cash adjustment to SS Portfolio NOI(3,772)(4,608)(3,581)(3,640)(3,244)
SS Portfolio Cash (Adjusted) NOI$103,130 $102,241 $103,852 $103,905 $106,610 

Continued
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21

Reconciliations

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

CCRCThree Months Ended
 September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Net income (loss)$(19,821)$(10,097)$(9,227)$(5,514)$(5,633)
Loss (income) from discontinued operations— — — — — 
Income (loss) from continuing operations$(19,821)$(10,097)$(9,227)$(5,514)$(5,633)
Interest expense1,887 1,881 1,816 1,823 1,830 
Depreciation and amortization32,132 32,477 32,485 32,616 33,177 
Transaction costs594 67 219 278 (85)
Other expense (income), net7,086 1,435 667 (674)(254)
Government grant income— 137 47 — 
Healthpeak's share of unconsolidated joint venture NOI— 47 — — — 
Portfolio NOI$21,882 $25,810 $26,097 $28,576 $29,035 
Adjustment to Portfolio NOI— 2,299 50 (728)— 
Portfolio Cash (Adjusted) NOI(1)
$21,882 $28,109 $26,147 $27,848 $29,035 
Adjustment to Portfolio NOI— (2,299)(50)728 — 
Non-SS Portfolio NOI346 294 309 213 332 
SS Portfolio NOI$22,228 $26,104 $26,406 $28,789 $29,367 
Non-cash adjustment to SS Portfolio NOI— 2,300 50 (728)— 
SS Portfolio Cash (Adjusted) NOI$22,228 $28,404 $26,456 $28,061 $29,367 

OtherThree Months Ended
 September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Net income (loss)$(1,801)$3,221 $9,173 $8,769 $6,503 
Loss (income) from discontinued operations— — — — — 
Income (loss) from continuing operations$(1,801)$3,221 $9,173 $8,769 $6,503 
Interest income(5,963)(6,350)(6,163)(5,279)(5,360)
Impairments and loan loss (reserves) recoveries, net3,407 3,326 (2,213)2,607 (550)
Loss (gain) on sales of real estate, net4,703 622 232 (4,885)— 
Other expense (income), net— (1)— 19 53 
Equity loss (income) from unconsolidated joint ventures(346)(818)(1,029)(1,231)(646)
Healthpeak's share of unconsolidated joint venture NOI4,240 4,141 5,568 5,643 5,133 
Portfolio NOI$4,240 $4,141 $5,568 $5,643 $5,133 
Adjustment to Portfolio NOI76 47 (21)(9)(27)
Portfolio Cash (Adjusted) NOI$4,316 $4,188 $5,547 $5,634 $5,106 
Interest income5,963 6,350 6,163 5,279 5,360 
Portfolio Income$10,279 $10,538 $11,710 $10,913 $10,466 
Interest income(5,963)(6,350)(6,163)(5,279)(5,360)
Adjustment to Portfolio NOI(76)(47)21 27 
Non-SS Portfolio NOI(4,240)(4,141)(5,568)(5,643)(5,133)
SS Portfolio NOI$ $ $ $ $ 
SS Portfolio Cash (Adjusted) NOI$ $ $ $ $ 

Continued
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22

Reconciliations

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

Corporate Non-Segment
Three Months Ended
 September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Net income (loss)$(61,542)$(103,468)$(69,761)$(71,675)$(69,457)
Loss (income) from discontinued operations1,298 (873)— — — 
Income (loss) from continuing operations$(60,244)$(104,341)$(69,761)$(71,675)$(69,457)
Interest expense40,227 45,562 44,227 45,327 46,733 
General and administrative24,549 57,872 24,547 25,936 23,093 
Transaction costs — 2,043 1,916 343 47 
Other expense (income), net(698)(486)(1,231)(1,067)(1,203)
Income tax expense (benefit)(3,834)(650)302 1,136 787 
Portfolio NOI$ $ $ $ $ 
______________________________________
(1)Portfolio Income and Portfolio Cash (Adjusted) NOI are the same for Lab, Outpatient Medical, and CCRC for all periods presented as there is no interest income related to such segments.
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23

Reconciliations

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

For the nine months ended September 30, 2023

LabOutpatient MedicalCCRCOther Non-reportableCorporate
Non-segment
Total
Net income (loss)$298,145 $168,037 $(20,374)$24,445 $(210,891)$259,362 
Loss (income) from discontinued operations— — — — — — 
Income (loss) from continuing operations$298,145 $168,037 $(20,374)$24,445 $(210,891)$259,362 
Interest income— — — (16,802)— (16,802)
Interest expense— 5,791 5,470 — 136,286 147,547 
Depreciation and amortization247,463 215,617 98,277 — — 561,357 
General and administrative— — — — 73,576 73,576 
Transaction costs209 171 412 — 2,306 3,098 
Impairments and loan loss (reserves) recoveries, net— — — (156)— (156)
Loss (gain) on sales of real estate, net(60,498)(21,312)— (4,653)— (86,463)
Other expense (income), net(1)(517)(260)72 (3,502)(4,208)
Government grant income— — 184 — — 184 
Income tax expense (benefit)— — — — 2,225 2,225 
Equity loss (income) from unconsolidated joint ventures(3,155)(585)— (2,906)— (6,646)
Healthpeak's share of unconsolidated joint venture NOI3,532 1,350 — 16,346 — 21,228 
Noncontrolling interests' share of consolidated joint venture NOI(341)(18,887)— — — (19,228)
Portfolio NOI$485,354 $349,665 $83,709 $16,346 $ $935,074 
Adjustment to NOI(25,618)(11,373)(679)(59)— (37,729)
Portfolio Cash (Adjusted) NOI$459,736 $338,292 $83,030 $16,287 $ $897,345 
Interest Income— — — 16,802 — 16,802 
Portfolio Income $459,736 $338,292 $83,030 $33,089 $ $914,147 
Interest income— — — (16,802)— (16,802)
Adjustment to NOI25,618 11,373 679 59 — 37,729 
Non-SS Portfolio NOI(115,827)(30,108)854 (16,346)— (161,427)
SS Portfolio NOI(1)
$369,527 $319,557 $84,563 $ $ $773,647 
Non-cash adjustment to SS Portfolio NOI(15,813)(9,244)(678)— — (25,735)
SS Portfolio Cash (Adjusted) NOI(1)
$353,714 $310,313 $83,885 $ $ $747,912 
  ______________________________________
(1)The property count used for SS Portfolio NOI and SS Portfolio Cash (Adjusted) NOI differed for the three and nine months ended September 30, 2023 and 2022.

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24

Reconciliations

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

For the nine months ended September 30, 2022

LabOutpatient MedicalCCRCOther Non-reportableCorporate Non-segmentTotal
Net income (loss)$544,530 $163,007 $(32,957)$9,304 $(178,262)$505,622 
Loss (income) from discontinued operations— — — — (2,011)(2,011)
Income (loss) from continuing operations$544,530 $163,007 $(32,957)$9,304 $(180,273)$503,611 
Interest income— — — (16,950)— (16,950)
Interest expense— 4,931 5,629 — 112,971 123,531 
Depreciation and amortization227,952 207,563 95,897 — — 531,412 
General and administrative— — — — 73,161 73,161 
Transaction costs367 168 658 — 443 1,636 
Impairments and loan loss (reserves) recoveries, net— — — 3,678 — 3,678 
Loss (gain) on sales of real estate, net(3,856)(10,894)— 4,703 — (10,047)
Other expense (income), net(311,932)(12,354)(55)13 (2,527)(326,855)
Government grant income— — 6,765 — — 6,765 
Income tax expense (benefit)— — — — (3,775)(3,775)
Equity loss (income) from unconsolidated joint ventures(237)(617)(539)(748)— (2,141)
Healthpeak's share of unconsolidated joint venture NOI3,893 1,337 334 12,611 — 18,175 
Noncontrolling interests' share of consolidated joint venture NOI(115)(18,846)— — — (18,961)
Portfolio NOI$460,602 $334,295 $75,732 $12,611 $ $883,240 
Adjustment to NOI(50,977)(10,574)— 120 — (61,431)
Portfolio Cash (Adjusted) NOI$409,625 $323,721 $75,732 $12,731 $ $821,809 
Interest Income— — — 16,950 — 16,950 
Portfolio Income $409,625 $323,721 $75,732 $29,681 $ $838,759 
Interest income— — — (16,950)— (16,950)
Adjustment to NOI50,977 10,574 — (120)— 61,431 
Non-SS Portfolio NOI(84,954)(23,883)(5,816)(12,611)— (127,264)
SS Portfolio NOI(1)
$375,648 $310,412 $69,916 $ $ $755,976 
Non-cash adjustment to SS Portfolio NOI(36,641)(9,678)— — — (46,319)
SS Portfolio Cash (Adjusted) NOI(1)
$339,007 $300,734 $69,916 $ $ $709,657 
  ______________________________________
(1)The property count used for SS Portfolio NOI and SS Portfolio Cash (Adjusted) NOI differed for the three and nine months ended September 30, 2023 and 2022.


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25

Reconciliations

Healthpeak's Share of Unconsolidated Joint Venture NOI
In thousands

Total PortfolioThree Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Equity income (loss) from unconsolidated joint ventures$(325)$(156)$1,816 $2,729 $2,101 
Depreciation and amortization8,704 8,642 5,993 5,893 6,190 
General and administrative177 167 444 249 267 
Loss (gain) on sales of real estate, net239 45 — — — 
Other expense (income), net(2,069)(861)(1,478)(1,917)(1,558)
Income tax expense (benefit)118 (19)216 235 45 
Healthpeak's share of unconsolidated joint venture NOI$6,844 $7,818 $6,991 $7,189 $7,045 

LabThree Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Equity income (loss) from unconsolidated joint ventures$(877)$(1,209)$598 $1,314 $1,244 
Depreciation and amortization3,709 5,037 1,521 1,415 1,568 
General and administrative123 160 345 209 220 
Other expense (income), net(794)(843)(1,481)(1,858)(1,565)
Healthpeak's share of unconsolidated joint venture NOI$2,161 $3,145 $983 $1,080 $1,467 

Outpatient MedicalThree Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Equity income (loss) from unconsolidated joint ventures$206 $235 $189 $184 $211 
Depreciation and amortization225 240 238 256 218 
General and administrative21 15 
Income tax expense (benefit)
Healthpeak's share of unconsolidated joint venture NOI$443 $485 $440 $466 $445 

CCRCThree Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Equity income (loss) from unconsolidated joint ventures$ $ $ $ $ 
Loss (gain) on sales of real estate, net— 45 — — — 
Other expense (income), net— — — — 
Healthpeak's share of unconsolidated joint venture NOI$ $47 $ $ $ 

OtherThree Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Equity income (loss) from unconsolidated joint ventures$346 $818 $1,029 $1,231 $646 
Depreciation and amortization4,770 3,365 4,234 4,222 4,404 
General and administrative49 92 19 32 
Other expense (income), net(1,036)(20)(59)
Income tax expense (benefit)111 (26)210 230 44 
Healthpeak's share of unconsolidated joint venture NOI$4,240 $4,141 $5,568 $5,643 $5,133 
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26

Reconciliations

Healthpeak's Share of Unconsolidated Joint Venture NOI
In thousands


For the nine months ended September 30, 2023
LabOutpatient MedicalCCRCOtherTotal
Equity income (loss) from unconsolidated joint ventures$3,155 $585 $ $2,906 $6,646 
Depreciation and amortization4,504 712 — 12,860 18,076 
General and administrative774 41 — 143 958 
Other expense (income), net(4,901)— — (47)(4,948)
Income tax expense (benefit)— 12 — 484 496 
Healthpeak's share of unconsolidated joint venture NOI$3,532 $1,350 $ $16,346 $21,228 




For the nine months ended September 30, 2022
LabOutpatient MedicalCCRCOtherTotal
Equity income (loss) from unconsolidated joint ventures$237 $617 $539 $748 $2,141 
Depreciation and amortization5,245 672 — 13,132 19,049 
General and administrative123 30 — 126 279 
Loss (gain) on sales of real estate, net— (2)181 — 179 
Other expense (income), net(1,712)— (386)(1,628)(3,726)
Income tax expense (benefit)— 20 — 233 253 
Healthpeak's share of unconsolidated joint venture NOI$3,893 $1,337 $334 $12,611 $18,175 


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27

Reconciliations

Noncontrolling Interests' Share of Consolidated Joint Venture NOI
In thousands

Total PortfolioThree Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Income (loss) from continuing operations attributable to noncontrolling interest$4,016 $4,274 $15,555 $4,300 $4,442 
Gain on sales of real estate, net— — (11,546)— — 
Depreciation and amortization4,696 4,657 4,691 4,593 4,474 
Other expense (income), net82 69 113 40 
Dividends attributable to noncontrolling interest(2,350)(2,379)(2,342)(2,561)(2,540)
Noncontrolling interests' share of consolidated joint venture NOI$6,444 $6,621 $6,471 $6,372 $6,382 

LabThree Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Income (loss) from continuing operations attributable to noncontrolling interest$922 $1,000 $1,483 $1,078 $1,061 
Gain on sales of real estate, net— — (413)— — 
Depreciation and amortization13 31 37 52 52 
Other expense (income), net— (35)(103)(84)(91)
Dividends attributable to noncontrolling interest(901)(930)(901)(930)(901)
Noncontrolling interests' share of consolidated joint venture NOI$34 $66 $103 $116 $121 

Outpatient MedicalThree Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Income (loss) from continuing operations attributable to noncontrolling interest$3,094 $3,274 $14,072 $3,032 $3,181 
Gain on sales of real estate, net— — (11,133)— — 
Depreciation and amortization4,683 4,626 4,654 4,541 4,422 
Other expense (income), net82 104 216 124 97 
Dividends attributable to noncontrolling interest(1,449)(1,449)(1,441)(1,441)(1,439)
Noncontrolling interests' share of consolidated joint venture NOI$6,410 $6,555 $6,368 $6,256 $6,261 

Corporate Non-segmentThree Months Ended
September 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Income (loss) from continuing operations attributable to noncontrolling interest$ $ $ $190 $200 
Dividends attributable to noncontrolling interest— — — (190)(200)
Noncontrolling interests' share of consolidated joint venture NOI$ $ $ $ $ 
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28

Reconciliations

Noncontrolling Interests' Share of Consolidated Joint Venture NOI
In thousands


For the nine months ended September 30, 2023
LabOutpatient MedicalCorporate Non-segmentTotal
Income (loss) from continuing operations attributable to noncontrolling interest$3,622 $20,285 $390 $24,297 
Gain on sales of real estate, net(413)(11,133)— (11,546)
Depreciation and amortization141 13,617 — 13,758 
Other expense (income), net(277)438 — 161 
Dividends attributable to noncontrolling interest(2,732)(4,320)(390)(7,442)
Noncontrolling interests' share of consolidated joint venture NOI$341 $18,887 $ $19,228 



For the nine months ended September 30, 2022
LabOutpatient MedicalCorporate Non-segmentTotal
Income (loss) from continuing operations attributable to noncontrolling interest$2,784 $8,917 $ $11,701 
Gain on sales of real estate, net— (12)— (12)
Depreciation and amortization59 14,041 — 14,100 
Other expense (income), net247 — 252 
Dividends attributable to noncontrolling interest(2,733)(4,347)— (7,080)
Noncontrolling interests' share of consolidated joint venture NOI$115 $18,846 $ $18,961 

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29

Reconciliations

REVPOR CCRC(1)
In thousands, except per month data

Three Months Ended
REVPOR CCRCSeptember 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Portfolio Cash Real Estate Revenues(2)
$122,146 $125,920 $127,221 $130,231 $133,808 
Other adjustments to REVPOR CCRC(3)
— (47)— (184)(206)
REVPOR CCRC revenues$122,146 $125,873 $127,221 $130,046 $133,603 
Average occupied units/month5,894 5,918 5,908 5,925 5,956 
REVPOR CCRC per month(4)
$6,908 $7,090 $7,179 $7,317 $7,477 
Three Months Ended
REVPOR CCRC excluding NREF AmortizationSeptember 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
REVPOR CCRC revenues$122,146 $125,873 $127,221 $130,046 $133,603 
NREF Amortization(5)
(19,706)(21,260)(19,887)(20,287)(20,762)
REVPOR CCRC revenues excluding NREF Amortization$102,440 $104,612 $107,334 $109,759 $112,841 
Average occupied units/month5,894 5,918 5,908 5,925 5,956 
REVPOR CCRC excluding NREF Amortization per month(4)
$5,794 $5,892 $6,056 $6,175 $6,315 
Three Months Ended
SS REVPOR CCRCSeptember 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
SS REVPOR CCRC revenues(6)
$122,143 $125,873 $127,084 $129,999 $133,603 
SS average occupied units/month5,894 5,918 5,908 5,925 5,956 
SS REVPOR CCRC per month(4)
$6,908 $7,090 $7,171 $7,314 $7,477 
Three Months Ended
SS REVPOR CCRC excluding NREF AmortizationSeptember 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
SS REVPOR CCRC revenues(6)
$122,143 $125,873 $127,084 $129,999 $133,603 
NREF Amortization(5)
(19,706)(21,260)(19,887)(20,287)(20,762)
SS REVPOR CCRC revenues excluding NREF Amortization$102,436 $104,612 $107,197 $109,712 $112,841 
SS Average occupied units/month5,894 5,918 5,908 5,925 5,956 
SS REVPOR CCRC excluding NREF Amortization per month(4)
$5,794 $5,892 $6,049 $6,173 $6,315 
_____________________________________
(1)May not foot due to rounding.
(2)See pages 12 and 13 of this document for a reconciliation of Portfolio Cash Real Estate Revenues.
(3)Includes revenue from facilities that are held for sale or sold, facilities in redevelopment or recently completed redevelopments that are not yet stabilized.
(4)Represents the quarter REVPOR CCRC divided by a factor of three.
(5)NREF amortization excludes a recently completed redevelopment that is not yet stabilized as it is already excluded from REVPOR CCRC revenues.
(6)See pages 12 and 13 of this document for a reconciliation of Portfolio Cash Real Estate Revenues - SS.
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Reconciliations

REVPOR(1)
In thousands, except per month data

Three Months Ended
REVPORSeptember 30,
2022
December 31,
2022
March 31,
2023
June 30,
2023
September 30,
2023
Portfolio Cash Real Estate Revenues(2)
$18,905 $19,024 $20,566 $20,278 $20,567 
Other adjustments to REVPOR(3)
(2,371)(2,423)(2,532)(2,365)(2,456)
REVPOR revenues$16,534 $16,601 $18,034 $17,914 $18,111 
Average occupied units/month1,289 1,302 1,297 1,303 1,320 
REVPOR per month(4)
$4,276 $4,250 $4,633 $4,584 $4,573 
______________________________________
(1)May not foot due to rounding.
(2)See pages 12 and 13 of this document for a reconciliation of Portfolio Cash Real Estate Revenues.
(3)Includes revenue for assets in redevelopment or recently completed redevelopments that are not yet stabilized.
(4)Represents the quarter REVPOR divided by a factor of three.
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31

Reconciliations
Discontinued Operations Reconciliation
The results of discontinued operations during the three and nine months ended September 30, 2023 and 2022 are presented below and are included within the Income (loss) from discontinued operations line of the Consolidated Statements of Operations in the accompanying Earnings Release and Supplemental Report. In order to facilitate reconciliation of amounts through this Discussion and Reconciliation of Non-GAAP Financial Measures and the accompanying Earnings Release and Supplemental Report, detailed financial information for discontinued operations for the three and nine months ended September 30, 2023 and 2022 is presented below (in thousands):
Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
Revenues:
Resident fees and services$— $1,284 $— $6,765 
Total revenues— 1,284 — 6,765 
Costs and expenses:
Operating— 1,334 — 6,451 
Total costs and expenses— 1,334 — 6,451 
Other income (expense):
Gain (loss) on sales of real estate, net— (1,131)— 1,361 
Other income (expense), net— (7)— 12 
Total other income (expense), net— (1,138)— 1,373 
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures— (1,188)— 1,687 
Income tax benefit (expense)— (110)— 260 
Equity income (loss) from unconsolidated joint ventures— — — 64 
Income (loss) from discontinued operations$ $(1,298)$ $2,011 
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