Welltower Inc. (WELL) Q3 2026 Earnings Call Transcript

hello and welcome to the well tower third quarter 2026 earnings call all lines have been placed on mute to prevent any background noise after the speaker's remarks there will be a question and answer session if you would like to ask a question please press star one on your telephone keypad i would now like to turn the conference over to matt mcqueen chief legal officer and general counsel you may begin thank you and good morning as a reminder certain statements made during this column may be deemed forward-looking statements in the meaning of the private securities litigation reform act although well tower believes any forward-looking statements are based on reasonable assumptions the company can give no assurances that its projected results will be attained factors that could cause actual results to differ materially from those in the forward-looking

statements are detailed in the company's filings with the sec and with that i'll hand the call over to shawn for his remarks thank you matt and good morning everyone i will review business trends and our capital allocation priorities, and the team will follow the usual cadence. Our business continued to fire on all cylinders during the third quarter as the all-weather compounding engine we have built continues to deliver exceptional results for our existing investors. The strong in-market demand for our luxury senior living product, coupled with attractive capital deployment opportunities, drove revenue growth of 38% and adjusted EBITDA growth of 35%. Most notably, we delivered nearly 25% FFO per share growth while maintaining extremely low leverage balance sheet and doubling down on our investments in operations and technology. These results, coupled with momentum that we are carrying onto the fourth quarter, enabled us to raise the midpoint of our full year FFO outlook by $0.10 per share to $6.50, which if achieved would represent a 23% year-over-year growth. What matters to us, however, is not simply the magnitude of the growth in a given quarter or year, but the duration of that growth. We believe that favorable demand supply backdrop, when combined more importantly with an affluent customer base and the digital transformation of our portfolio through well-tower business system gives us a long runway to compound part-share earnings and cash flow growth for existing investors. To be clear, our recent results and outlook are not simply a by-product of demographic trends or the expansion of our footprint. Instead, they are a function of our long-held view that enduring businesses simply cannot respond to change, they must continue to invent themselves ahead of it. In that vein, we have retooled nearly every aspect of a company over past decade, from capital allocation to improving the resident and employee experience, in addition to meaningfully deleveraging our balance sheet. These actions have positioned us not to simply withstand an increasingly uncertain economic landscape, but to remain on offense and continue to deliver outsized growth, almost irrespective of micro conditions. Turning back to the quarter, our total portfolio same store net operating income increased nearly 16%, second highest level of growth achieved in our recorded history. This is largely a function of makeshift of our portfolio, which we have discussed previously, as our senior's housing portfolio, operating portfolio, or SHOP, now represents 70% of total same-store NOI. And our SHOP performance remains strong, delivering 9.1% organic revenue growth, driven by another period of both healthy occupancy gains and robust pricing power. Against a backdrop of growing macroeconomic uncertainty, the demand for luxury senior living remained resilient during the summer months with 120 basis points of average occupancy increase from second quarter. This gain exceeded the sequential occupancy increase recorded during the same period last year, reflecting the uncorrelated demand for a product offering. And while it is still early, we're encouraged by the trends we're seeing to the start of the fourth quarter unless the strong sequential tailwind we experienced in q2 and q3 subside we should be in a position to deliver another year of favorable occupancy growth next year however as communities are filling up the deliberate and methodical handover from occupancy to pricing as the driver of revenue growth is taking place under the surface our all-in measure of pricing or report or unit revenue increased by 5.3 percent during the period highlighting the strong pricing power maintained by our operators if we zoom into the us where occupancy crossed 90 percent the portfolio achieved report growth of 5.5 percent if you further zoom into a traditional senior living business the same number was 5.8 percent though quarterly numbers are irrelevant as we are focused on long term the underlying trend perhaps provides a peek into the future which is inherently uncertain taking a first principle approach it makes fundamental sense that rate should continue to move higher as capacity in the system grows increasingly scarce but more importantly our operators pricing power reflects a luxury product in premium locations coupled with strong value proposition of the service that our operating partners provide to residents and their families. On the expense side, cost growth across our senior housing portfolio remain well-contained, even amongst the broader inflationary pressure. Expenses in shop grew 4.3% or below 1% on an export basis due to operating leverage inherent our high fixed-cost business alongside early wins from welter business system the favorable spread between rip for and export growth persisted during the third quarter driving another period of outsized margin expansion of 300 basis points going forward we continue to see sustained opportunity for margin expansion as this delta is expected to remain wide while wbs initiatives continue to bear fruit as john will described momentarily, the flow-through margin of our shop business reached a record high of high 66%, resulting in more cash flow dropping to the bottom line for each incremental revenue. When assessing the future earnings part of this platform, this relationship is important to consider along with the pricing versus occupancy dynamic mentioned above. From a capital allocation standpoint, there was no letup in activity across US, UK, and Canada. After a record-setting year of capital deployment in 2025, we have completed or announced over $21 billion of investment activity year-to-date. Similar to last year, we got lucky again with unprecedented interest rate and macro volatility this year, which drove this significant opportunity set. It didn't hurt that we are prepared with both an underlevered balance sheet and the most pristine reputation in this business as an entrepreneurial shop which operates at lightning speed and the highest level of transaction integrity. $21 billion could very well be the size of a large cap REIT, but the total acquisition volume is the least relevant measure of what we have accomplished. Instead of large-scale M&A, which we shun like the plague, we completed 196 granular transactions with a median size of $35.5 million in 204 business days. More importantly, please see page 9 of our business update for the number of transactions we rejected, pointing to issues concerning price, location product market fit management contract or other issues nonetheless as Nikhil will describe shortly our pipeline opportunities remain robust visible and actionable across our regions as we have discussed previously the vast majority of our acquisitions are granular off-market opportunities with a clear path of driving meaningfully higher cash flow post-closing said differently, we're not spread investing shadow banks that are fixed rated on cap rate, relative size, and near-term earnings accretion. Those metrics take on outsized importance when there is little ability to drive excess operational cash flow from underlying portfolio. We're playing a different game, buying an attractive basis and compounding cash flow over time through simple and yet extraordinarily difficult post-closing execution. This advantageous divergence is only widening, and it is critical how we think about creating long-term value for our existing investors. At the same time, I would be remiss not to mention that we continuously seek opportunities to refine the portfolio through selective disposition. With $6 billion of dispositions this year, we're clearly willing to accept some near-term dilution to extend and amplify the duration of our par share earnings and cash flow growth. Lastly, given the current macro backdrop, it's worth highlighting that our balance sheet remains in excellent shape. Tim will provide the details, but we maintain exceptionally low leverage. With a meaningfully rampant free cash flow expected in the coming years, our financial flexibility will be enhanced even farther. With that, I will turn it over to John. Thank you, and good morning, everyone.

We reported solid third quarter results with continued strength across the business. Total portfolio same-store NOI increased 15.8%, driven by another standout performance from our senior housing operating portfolio, which posted 21% year-over-year growth. This marks the 16th consecutive quarter, or four full years, of compounding growth, in which the shop, same-store, NOI growth exceeded 20%. As Shank mentioned, our seniors' housing portfolio remained largely insulated from growing economic uncertainty and heightened geopolitical turbulence. And while macro conditions may ebb and flow, our operating partners remain unwavering in their focus on maximizing NOI through a combination of occupancy, rate, and expenses, while also providing a superior resident and employee experience. In that light, during the quarter, we reported a healthy occupancy gain of 320 basis points, but we're particularly pleased with an acceleration in REV4 growth to 5.3%. The dual revenue drivers of occupancy and rate resulted in another quarter in which organic revenue growth exceeded 9%. A handoff from occupancy to rate as the primary driver of top line growth is now taking shape as we expected. With communities rapidly leasing up and further reinforced by the substantial affluence of residents across our micro markets. In communities above 90% occupancy, which represent nearly two-thirds of the portfolio, our operators are driving rev poor growth above 6%. We are also delighted with our operators' expense management, with same-store OPEX increasing just 4.3% year-over-year. More importantly, after adjusting for occupancy gains during the period, Expor, a more relevant measure of underlying cost growth, increased only 80 basis points. In Canada, Expor growth was essentially flat, reflecting occupancy moving in the low 90 percent range and benign underlying expense pressure while operational scaling has undoubtedly contributed to muted export growth of equal if not greater importance are our ongoing efforts to leverage technology systems processes and data through wbs to improve efficiency while simultaneously enhancing the resident and site level employee experience in terms of labor our largest expense item by a wide margin, wage growth has been subdued relative to prior years. While labor availability and retention trends have generally improved, as a result, COMFOR or compensation for occupied room increased just 90 basis points. Looking ahead, we expect further improvement in key metrics, including employee turnover driven by WBS initiatives, our regional densification strategy, and the Munger grant. From an overall profitability standpoint, SHOP achieved a same-store NOI margin of 31.7%, up 310 basis points year-over-year. Notably, the flow-through margin for the quarter came in at 66%, a post-COVID high-water mark for the company. While operator leverage provides meaningful flow through, the rental rate growth is a more powerful driver as incremental revenue carries essentially no associated cost. We are encouraged by another quarter of favorable results, but as you know, we take nothing for granted. Senior housing is a 24-7 business where execution at the micro level remains critically important. This is anything but a commodity business. Even with the same micro market, differences in operator acumen and product market fit can mean the difference between 2% growth and 20% growth. This is exactly why, together with our best-in-class operators, our priority remains creating a modern digital experience for our residents, their families, and site-level employees through Welltower business system. The data it generates is what enables our partners to optimize execution at that micro level. To sum it up, it was another strong quarter for Welltower and our operators, but we remain squarely focused on the future. I'm grateful for all the hard work by our site team members, our operating partners, and the Welltower team. The opportunity set to drive cash flow from our existing portfolio continues to expand and remains our top priority. We're thrilled with the caliber of talent we continue to attract and excited about the broader team, what the broader team will deliver in 2027 and the years beyond. With that, I'll turn it over to Nikhil.

Thanks, John, and good morning, everyone. Since our last call, the macroeconomic environment has continued to deteriorate. In September, the Fed raised rates for the first time since 2023. The ECB and the Bank of Japan raised rates the same month, taking Japan's policy rate to its highest level since 1995. Inflation re-accelerated to 3.7% in September, and markets are now pricing more hikes, not At the long end, the picture is starker. The 30-year Treasury moved above 5.3% in August, a level last seen in 2007. And earlier this month, the 10-year touched 5.36 percent, its highest level since 2002. Meanwhile, the war in the Middle East has widened rather than resolved, with attacks on Gulf energy infrastructure pushing oil back above $100 a barrel. The stress from a highly volatile macro and geopolitical environment is showing up exactly where you would expect. for equity capital we are seeing core capital seek double digit core plus returns without stepping up on the risk curve on the credit side private credit defaults are running near six percent once pick amendments and extensions are counted versus historic averages of two to two and a half percent and global regulators now designate the sector a systemic risk cmbs delinquencies have climbed above eight percent to the highest since late 2020 and special servicing rates are the highest since 2013. spreads on the lowest rated corporate credit are the widest since 2022. let me be clear about what this means for our sector and for us after roughly 8 billion of u.s seniors housing debt comes due in 2026 annual maturity step up further in 27 and 28 to between $10 and $12 billion. Much of this debt was originated between 2020 and 22 in a fundamentally different rate environment. The owners of these assets face a critical decision, recapitalize or sell. While some owners may recapitalize, most will sell as the impact of rising rates offsets improved industry fundamentals. That is where Welltower comes in. When financing markets turn volatile, sellers stop asking who will pay the most on paper. They ask who will actually close, on time, at the agreed price, without a retrade. Our reputation has been built on exactly that, speed, quality, and ease of execution, and honoring our word to the life of a transaction. We have strategically positioned our balance sheet to support that reputation through an entire cycle, with the liquidity and flexibility to honor our commitments and capitalize on opportunities when others are constrained. In a handshake business, we have a balance sheet that no one ever questions. As the 2027 maturity wall and the higher for longer interest rates come into focus, we are seeing our investment activity expand. We remain extremely disciplined in the opportunities that we pursue, acquiring less than 3% of the assets that we screen by leveraging our proprietary and irreplaceable data science platform. Even at that hit rate, since our last call, our investment activity has increased by another $5.5 billion, bringing our year-to-date investment activity to $21 billion. With $13.3 billion closed through the end of the third quarter, our team is working diligently to close the remaining $7.7 billion across 50 different transactions. Nearly 85% of this $7.7 billion of activity was sourced off-market, and more than 50% involves the sellers taking at least some portion of the sales proceeds in WellTower OP units. I want to reflect on this for a moment. In a market where cash is scarce and expensive, these owners have a choice. They can cash out or they can roll their equity into WellTower and stay invested in the sector alongside us. Increasingly, they are choosing the latter. They are choosing our balance sheet over their own. We take that as the most meaningful vote of confidence a counterparty can give. They are not just selling to us, they are investing alongside us. Digging into the third quarter, we completed more than 30 transactions totaling $3.8 billion with a median transaction size of $38 million. 70% of this activity spanned 43 communities in our seniors housing operating portfolio. These assets have an average age of four years an average size of over 160 units and are currently 66 occupied these communities have a blended rev poor in excess of ten thousand dollars per month and represent amongst the highest quality cohorts of our acquisition activity in the last few years these assets were acquired at an approximately 10 to 15 discounted replacement cost with material growth potential as we lease them up and stabilize operations by working closely with our operating partners and leveraging wbs i encourage you all to review some of the images of these communities in our earnings presentation in addition to these seniors housing properties our roughly 850 million of sniff acquisitions in this quarter spanned eight different transactions with 100 of them sourced off market, a reflection of our deep network in that part of the business. Staying on skilled nursing for a moment, I am pleased to report that Genesis Healthcare has completed its Chapter 11 process and Welltower received full repayment of our $130 million of senior secure term loans. When we substantially exited this relationship in 2021, we reported an 8.5% unlevered IRR on our investments since 2011. Since then, interim payments and this final repayment takes that IRR to nearly 9%. When this management team took over nearly 11 years ago, Genesis, a highly levered and underperforming company, represented almost 20% of our earnings, with our loan exposure sitting at more than $600 million. The street would have preferred we split the company as others did or sell at the bottom and move on. We chose to fight. We sold a large portfolio to a private equity buyer financed through one of the largest CMBS transactions in healthcare real estate. We formed the sector's first direct joint venture with Asian Capital and later bought it back at a discount. We recapitalized and invested as participating preferred equity in other assets with a stronger operator to learn from a better track record than our own. We restructured out of court in the middle of a pandemic. And finally, we saw it through a long and messy bankruptcy. I'll be candid. A sub 10% return is nothing to celebrate. But Genesis taught us the skilled nursing business and its many intricacies, allowing us to overcome our negative bias of the space through this experience. We learned to underwrite operators, not just buildings, and to structure for the downside because we had lived it. And it showed us something about our own team that a good investment never could. When things go wrong, we lean in. In good times, everyone looks like a great investor. Hard times reveal character. Genesis is now behind us. The lessons will stay with us for a very long time. With that, I'll turn the call over to Tim to walk through our financial results.

Thank you, Nikhil. My comments today will focus on our third quarter 2026 results, the performance of our triple net investment segments, our capital activity, a balance sheet and liquidity update, and finally, an update to our full year 2026 Welltower reported third quarter net income attributable to common stockholders of 54 cents per diluted share, and normalized funds from operations of $1.67 per diluted share, representing 24.6% year-over-year growth. We also reported year-over-year total portfolio same-store NOI growth of 15.8%, given by 21% growth in our show portfolio. Now turning to the performance of our triple net properties in the quarter. In our senior housing triple net portfolio, same-store NOI increased 4.2% year-over-year, and trailing 12-month EBITDA coverage was 1.22 times. Next, SameStore NOI in our skilled nursing portfolio grew 2.8% year-over-year, and trailing 12-month EBITDA coverage was 1.32 times. Moving on to capital activity, during the third quarter, we raised $4.4 billion of capital, comprised of $3.1 billion through share issuance and OP unit funding, $480 million of capital recycling, and $835 million through our return to the Canadian unsecured market, which was our first Canadian issuance since 2019. This capital, along with retained cash flow, allowed us to fund $4.1 billion of gross investment activity and retire over $600 million of debt, while ending the quarter with $2.4 billion of cash on hand and net debt to adjusted EBITDA of 3.02 times. On the Canadian issuance, we raised 1.15 billion CAD of senior unsecured notes at a blended coupon of 3.95% in an average term of roughly six years, allowing us to extend the duration of our liabilities at attractive pricing and highlighting the efficiency with which we were able to source global capital. Our $2.4 billion of cash on hand, together with recent capital activity and approximately $1.9 billion of expected dispositions, position us to fund approximately $7.7 billion of incremental investment activity. Taken together, this net investment activity and continued cash flow growth in the in-place portfolio are expected to result in year-end net debt to adjusted EBITDA ending in the low threes, reflecting the timing of our net investment activity. Before turning to guidance, I want to spend a moment on the earnings growth implied by the midpoint of a refreshed full-year guidance range, 22.9% normalized FFO per share growth for 2026. Now ahead of our full-year growth we deliver in 2025 and off of a meaningfully larger base. On the fourth quarter call earlier this year, I highlighted how the transformation of our portfolio, anchored by the disposition of our outpatient medical portfolio, would change both the structural growth rate of the enterprise and the capital efficiency of that growth. Senior housing operating revenue, as reported in the third quarter, now approximates $12.5 billion annualized. And the growth of that revenue base is becoming more durable and visible as Rev4 growth accelerated again in the quarter, and flow-through also moved higher, with our show portfolio converting approximately 66% of incremental revenue into net operating income. As occupancy continues to trend higher, unit economics should continue to improve further. That is exactly what is coming through in these results. An improving portfolio mix, flow through that continues to move higher, and revenue growth increasingly led by rate. And we believe each of these trends has room to run. Moving on to guidance, last night we updated our full year 2026 outlook for net income attributable to common stockholders. to $3.31 to $3.37 per diluted share, and normalized FFO to $6.47 to $6.53 per diluted share, or $6.50 at the midpoint. Our normalized FFO guidance represents a $0.10 increase at the midpoint from our prior normalized FFO range. This increase is comprised of a $0.03 increase from senior housing operating NOI, a five and a half cent increase from investment and financing activity, and a one and a half percent increase from FX and income tax, slightly offset by higher expected G&A. Our updated outlook assumes total portfolio year-over-year same-store NOI growth of 15 to 16.25 percent, driven by sub-segment growth of outpatient medical, two to three percent, long-term post-acute two to three percent senior housing triple net three and a half to four and a half percent and finally senior housing operating of twenty point two five to twenty one point seven five percent which is driven by the following midpoints of their respective ranges revenue growth of nine point three percent comprised of report growth of five point one percent and year-over-year occupancy growth of 350 basis points and expense growth of 4.6 percent equating the export growth of approximately 60 basis points before handing the call back to shock i'd like to take a moment to highlight several enhancements we've made to our disclosure including combining our earnings release and supplemental into a single integrated document and expanding transparency across our operating performance growth drivers and capital light businesses these changes were shaped by feedback from our investors and analysts and we appreciate the continued engagement we believe these enhancements will streamline how you engage with our results while providing greater visibility into our business and the core drivers of long-term per share cash flow growth and with that i'll hand the call back over to sean

thank you tim as i reflect on the current state of the industry i'd like to reiterate a point I have been making for years, which is plainly stated on our website itself. And that is, we believe there is no beta in the business of senior living. This is not a homogenous industry. The cyclical post-COVID bounce in occupancy we have witnessed across the sector has masked the fact that rising tide does not lift all boats. We're now entering a period in which pricing power should become an increasingly important driver of performance as occupancy equates 90%, reflecting a simple reality. In a consumer-oriented business, differentiated premium product commands pricing power that commodity product simply owns. Looking forward, it is differentiated operations and product market fit that will increasingly define revenue growth and thus margin expansion and cash flow growth. This is where much of the mid-market product may begin to falter, and the early signs of that are already emerging among some invested participants. While passive capital has once again taken an approach that allocating money to this newfound industry is a sure bet riding silver tsunami, they once again will learn a costly lesson when the returns don't come through. An institutional investor at a conference in Chicago last week asked me, how hard can it be, given the rising tide? I asked her to check her farm's own track record in the sector over the last decade to answer that question. After all, as Mark Twain once said, it ain't what you don't know that gets you in trouble. It's what you know for sure that ain't so. As far as we at Wealth Tower are concerned, we remain obsessive over product market fit and continue to further hone our portfolio by allocating capital with house odds instead of gambler's odds. Our $6 billion asset sale this year, with our extreme selectivity that I described earlier, hopefully paints a clearer picture for you. Perhaps we'll be proven wrong and catch phrases like demographics or silver tsunami will bail out everyone let me make it abundantly clear we don't think so the world is becoming more complex more interconnected and more volatile by the day sudden sudden shifts in technology geopolitics culture and capital that once unfolded over years or decades now can happen in a blink of an eye these abrupt changes are not simply rewriting the rules they're changing the game itself pushing our society and markets into increasingly unfamiliar territory we welcome these environments and as you may have noticed over the years tend to thrive in them our team performs unusually well in volatile ambiguous and high stakes situations drawing on sheer grit intellectual curiosity the humility of a beginner's mind and the temperament of a stoic. Perhaps it helps that we operate in a need-based business with enormous opportunity for improvement, regardless of the noise around us. Perhaps it also helps that we sit at the center of a deeply human-centric business where our success does not depend on predicting winners and losers across many cross-currents shaping the markets. Yet, one broader trend is difficult to ignore the quiet and steady erosion of human agency in our society today in an increasingly complex and chaotic world our we are determined to move in the opposite direction in the moments that matter the most we want to provide our residents with an attentive empathetic and delightful human interactions rooted in dignity and compassion we do not believe future, however uncertain, is something that we simply inherit. It is something we have a responsibility to help shape and where we can to build. And with that, I'll open the call up for questions.

Thank you. If you would like to ask a question, please press star one on your telephone keypad. If you would like to withdraw your question, simply press star one again. In the interest of time, please limit yourself to one question and rejoin the queue if needed. Thank you. Your first question comes from Farrell Graneth with Bank of America. Your line is open.

Thank you and good morning. My first question is really around the added commentary and the added slide in your deck when it came to your investment volumes and specifically the execution of the 196 granular deals, your added commentary about the 2027 maturities, as well as only executing less than 3% of the deals that you're evaluating. And so when it comes down to it, the question is, why is well winning these deals? Is it the pricing opportunity that you are presenting? Is it the operations or platform that you are able to pretty much show in your portfolio, or is it the co-investing opportunity that you also outlined?

Yeah, I think, Farrell, it just comes down to reputation, right? I mean, we are paying a fair value on the seller's cash flow. And then, you know, no one questions the speed, the conviction, the ability to close. And we just, you know, bend over backwards to deliver a high quality transaction experience to whoever we do business with, right? it comes down to every step of the way from the the speed the the quality the practical mindedness of how you negotiate documents and how you move things along it's just a pleasant experience and just think about anything you do in life if you have a pleasant experience with something you'd like to do more of that right so there's a lot of repeat business with folks we do to do business with i mentioned you know a lot of folks are taking op units as part of the consideration So there is a choice to be made where, you know, they decide that, you know, between party A, B or C, whose currency do they want to take and the proof's in the pudding, right? You're seeing folks' actions and we're doing all of this while being incredibly disciplined, right? Executing at a very granular level. 196 transactions is a lot of transactions. It's almost, you know, one transaction closed per business day of the year. It's a lot, but that's, it's a detailed business. it's a granular business and we are fortunate to have the data science tools that allow us to have that level of neighborhood level granular view of an asset and a really strong view on what we can do with the asset once we own it and so that's how we execute your next question comes from vikram malhotra with mizuho your line is open uh morning thanks for the question i guess um you know shank you referenced pricing power a couple of times and the differentiation so i guess my question is like if we were two years forward you know looking back what would differentiate

well from an operating standpoint and similarly from an external growth standpoint just given your size are we running into sort of a law of large numbers um so just if you can give the sense of like what really will differentiate two three years from now when we look back thank you Vikram so a couple of things I would mention first is if you let's start with the first question which I think is the most important one I think we have obsessed if you sort of think about last 10 years to completely change this company the portfolio from selling tens of billions of dollars of assets and then building a significant data science platform that doesn't exist in the business of commercial real estate to really focus and hone in on micro markets, understand psychographics, understand sort of driving patterns, cell phone data, all of these to come together of what we think where we can offer with our operating partners, the premium operating partners, an exceptional performance. For that performance, these discerning customers are willing to pay. It's very important that you understand that people have choice. If the choosing to live with us that's a responsibility we have to deliver that premium service that premium product and for that people are willing to pay and that will become a differentiator as you sort of think about the easier occupancy growth story is increasingly behind us as the industry fills in that's sort of that that's the most important point and you could recall the last year on summer i said this on this call as we get closer to sort of end of 26 and the industry sort of gets to 95% occupancy, that will become the main driver. And I'm glad that that is happening. We have not seen, you know, roughly 11 years of doing this, a better pricing environment that we start, you know, this summer, this fall, right? So this is very important, but very importantly, for a discerning customer, they will only will be willing to pay that for a discerning product and service offer. That's sort of the answer to the first question. The second question is an interesting one, which is sort of a size point. If our goal was the size of a balance sheet or the size of a company, I 100% agree the idea of a smaller balance sheet relative to a larger balance sheet would be the right way to think about it. And frankly speaking, the reason that a lot of people think about it is the historic triple net nature of this business. But remember, that's not our goal. Our goal is to drive par share cash flow and earnings. And a par share cash flow or earnings, you know, it's really driven by from our standpoint of what we own and not what we can buy. Right. So it's a different understanding. That's what I mean. This is clearly a shadow bank mentality. And I understand why that's the case. But understand our ability to drive post-closing, our ability to drive cash flow is what drives our part share earnings and cash flow. If we never buy another asset, I'll be completely fine. I hope that answers your question.

Your next question comes from Ronald Camden with Morgan Stanley. your line is open.

Hey, great. Just thinking about the total occupancy of the portfolio, it's still at 88.3. Obviously, I appreciate acquisitions are coming in. I know historically we've talked about the 95% plus occupied cohort. I guess I was curious if, number one, we could get an update on those, and number two, if you had a view of what the structural vacancy of the portfolio is? Thanks.

Yeah. So let me try to answer that question. First is, when I'm really emphasizing on price, that does not mean that we think that occupancy growth is not ahead of us. We believe that this, you know, we have a very significant number of, or percent of our portfolio is above 90% occupied. And we believe there's no reason we cannot take the whole portfolio up there if we freeze the portfolio where it is today, right? So you made the point that obviously, as we buy, as Nikhil said on the call, with this quarter's acquisitions were 66% occupied. So you think about makeshift aside of product coming in to freeze the portfolio today, there is no reason that we would not be able to take the whole portfolio there. What was the other part of the question, Ron, that I did not answer?

The performance of the 95-plus percent cohort, how that's sort of trending.

The performance of the 90-plus percent of the cohort had report growth above 6% and NOI growth above 21%.

Your next question comes from Michael Goldsmith with UBS. Your line is open.

Good morning. Thanks a lot for taking my questions. uh chunk it seems like capital doesn't appear to be the constraint today and the acquisition opportunities seems to be expanding so as you think about well tower over the next five years what ultimately becomes the binding constraint uh uh to compound your cash flow you know is it acquisitions is it operating partner capacity wbs just just trying to get a sense of what who could prevent that constraint from becoming the bottleneck?

Yeah, so I want to be, I think I was trying to answer that question when Vikram asked it. I want to be abundantly clear. Acquisition first is we're not capital constrained, we're opportunity constrained. If we're not opportunity constrained, you know, we wouldn't be deselected, right? You know, our selectivity suggests to you that we are extraordinarily focused on the long term pricing and, you know, sort of opportunity to compound cash flow. So we see everything that happens in this business, right? And then we see majority of it before anybody else sees it. That's how you get to 90 plus percent of sort of off market opportunity, off market execution that we had in this business. So capital is not a constraint. Opportunity is the constraint, right? But if you just think about that, your question is more focused on if you think about next five years of compounding of cash flow, which we define as part share cash flow, not just cash flow, right? It will be entirely dependent on our execution of our existing portfolio, what we are able to achieve on a business system perspective, while our operating partners are able to provide an exceptional product and a service to a very discerning customer, it will be that. It will not be about whether we can buy or sell another property.

Your next question comes from Juan Sanabria with BMO Capital Markets. Your line is open.

Hi, good morning. Just hoping, Nikhil, maybe you could talk a little bit about the SNF investments that you made, the trends in kind of price per unit or yields, the opportunity set, and the competitive dynamics with higher rates in the market today.

Yeah, Juan, so it's about $850 million across eight different transactions, four different states, 100% off market. And, you know, rent yields in skilled nursing have always been around 9%, right? So that's where they are. Then the question is, you know, what's behind the scenes? What's the risk exposure? And, you know, as you've known, we've been executing on turnaround skill transactions for many years now that have a really good track record in doing that. So there's more of the same. a lot of the former Integra subtenants, 20 plus different operators that we've got good relationships with and have had a lot of success together, they're consistently feeding us opportunities. And based on that, we evaluate and see what makes sense for us to execute. One new trend we're starting to see is we're seeing HUD for the first time impose single borrower limits on how much capital they'll finance for any particular person through hud and uh you know with that obviously a follow-through effect of that is if hud is shut for some owners then the bank market will pull back because their takeout is gone and so what you're seeing is um you know a lot of high quality portfolios with a lot of trapped equity given you know the value appreciation and improvement to operations that they just are not able to tap And so that's a new type of environment or new type of transaction that we're seeing. We'll see what comes of it, but that's a relatively new trend that we started seeing over the last couple of months.

Your next question comes from Nick Uliko with Scotiabank. Your line is open.

Oh, thanks. Good morning. I was hoping to hear how the performance of the non-same store pool is in shop. and just wondering, you know, because the metrics, I know it's helpful you guys give those metrics in the SUP, but they are kind of lagging on, you know, occupancy, margin growth. And, you know, it's not perfect since the pool's changing, but maybe you just talk about the performance there relative to the same store and also whether the U.K. and Canada, how those acquisitions are performing.

And I think they're going to start entering the same store pool. the next year thanks yeah so i'll start um with that nick so i think you know we enhanced our disclosure this quarter with our uh non-same store properties and i think that's what you're kind of referencing um i think there's two things going on in that pool you should be cognizant of when there's developments that open those are all sitting in there thinking about size impact and thinking about margins and occupancy and also for the second straight quarter Nikhil has highlighted how we're actively seeking out and successfully buying low occupied assets. So those are rolling in. If you strip those out and look at the assets that have been in the pool for kind of like for like periods, get closer to 90 basis points of sequential occupancy increase. So we continue to see performance in this pool of assets that's in line with what we have in our, what we see in our same store portfolio. And I think in regards to kind of geographic portfolios, we continue to be very optimistic about how they're going to play out in 2027.

And just Nick, just see Tim's comments in light with the disruption that comes with operator change, right? Everything we're buying, we're effectively changing operators. So that disruption is also there, which is we don't mind taking disruption if it is the right decision for the communities in the long term. But those assets are performing well. And we think there is obviously significantly more upside over the next few years as you lease up those assets and then get into sort of that trend where you get pricing as a bigger opportunity for growth.

Your next question comes from Nick Joseph with Citi. Your line is open.

Thanks. How are you thinking about the magnitude of the pricing power opportunity for the portfolio? And then what metrics do you focus on to understand pricing power for an individual unit?

Yeah. So, Nick, one of the important things as you think about REPOR is a combined pricing unit of many different types of pricing you have to think about. If you think about sort of existing customer rent increases i have a long-standing belief that i wrote in last annual letter in a section called trade-offs that we will not um you know a supportive of significant customer rent increases beyond sort of call it high single digit um uh because you know we just don't want to do that and we believe that ultimately running a portfolio below market is very good for us. It's not a problem, right? We're not in a hurry. At some point, we'll get that unit and we will get the unit back to the market. So if that's the case and RIPPOR is accelerating through the year, which really shouldn't happen given that majority of the customers get their rent increases in the beginning of the year, that gives you with one idea, right? what is changed what is different is street rates right so if ecri remains relatively same you get most of your ecri at the beginning of the year then only things have changed your street rates so we are seeing meaningfully change you know enhanced street rates um as customers are as discerning customers are increasingly realizing that the differentiation of product and services that our premium operating partners provide. And as I said, that at least 11 years of this team doing this, we have never seen a better pricing environment that we see today.

Your next question comes from Mike Mueller with JPMorgan. Your line is open.

Yeah, hi. I appreciate the new export disclosure in particular. Karius, can you talk a little bit about the runway for keeping that growth sub 1% we are today or even sub 2%?

Mike, we're not going to anchor ourselves to a specific number, but as you know, there are two things at play. One is there's a relatively large fixed cost component of the business. Operating leverage does matter. That is generally for the business, but for us specifically, you know, what our business system is a very, very specific driver. If you just think about how the industry works, you know, you get sort of flat files on a monthly basis from the operators and, you know, the relatively high level numbers versus, you know, you think about when the communities sit on our side of the ledger, you can understand every detail line item all the way through where the invoice sits, right? That sort of gives you an opportunity to understand different cost items on a granular basis and then think about what is necessary versus not or how you optimize that. It's a line item by line item conversation. It's not a broad line item conversation. And that's what our team is focused on with our operating partners to see where the business as they get really transformed by technology and systems, what part of the business side can be enhanced. That's obviously completely different from the care side of the business, which we have, which is the people side, which we have a very, very clear idea, which is we want the best talent and we're willing to pay a Bob market for the best talent. So that's different, right? We're focusing on the business side versus the people side. Hopefully that gives you a sense of how we're thinking about this.

Your next question comes from James Feldman with Wells Fargo. Your line is open.

Great. Thank you for taking the question. I mean, I know the market seems focused on, you know, some of the core drivers occupancy rep for today in the stock move, but maybe just taking a step back, because I know, Shank, whenever we speak to you, it's all about earnings growth, long-term growth. Can you just talk more about, you know, one of the comments that stuck with us that you made is just how fast things are changing. Clearly, geopolitically, a lot's changing. You sovereign debt balance sheets are changing. Can you talk about the long-term view of expansion of the business across the globe, where you think the long-term growth opportunities might be, or even domestically, where maybe macroeconomic is changing across geographic markets as well, as you think about the long-term?

Thank you. So if you just think about this, we truly believe in expertise, right? Remaining within someone's circle of competence is an extraordinarily important concept for us. As you have seen that we have, you know, effectively sold out on most of the businesses and have focused on a very, very narrow set of businesses. This narrowing of focus is an extraordinarily important for us. So you can be rest assured that we're not looking to go in different countries, right? We're just, that's, you know, without a question. Even within our own, say, U.S., we're a prolific investor, right? We have a very focused product market fit and that's what we're staying. In fact, we are becoming more and more selective about what product market fit that we're after and have focused, narrowed the business meaningfully into one idea, right? So you just think about, so from our standpoint, we made our bets from what product we want and what we think that we can do well and provide a strong value for our customers while still provide a strong value for owners. Beyond that, we have no interest. So then that's just a question of, okay, in these environments, beyond sort of what's going on in sort of the macroeconomic environment to others, how do you drive additional value? And that is where we are doubling down and tripling down every day. in our investments in technology and people and how we transform the business and that I think will be the biggest driver of the business going forward.

Your next question comes from Omateo Okosanya with Deutsche Bank. Your line is open.

Yes, good morning everyone.

Just wondering if you could talk a little bit about the growth opportunities in your other asset like fee income driven businesses, specifically the funds business and licensing of the data of the of the data science platform just uh interest in those two platforms how you expect it to kind of go over the next two to three years yeah so you know in the in the capital light business we added some additional disclosure in our sub and uh you know you you'll see we expect that the revenues from that business should continue to go up we've had an incredible start to our fund management business I think I previously described the full deployment of our first equity fund, the raising of a credit fund. That's going well. And we're raising a subsequent equity fund on data science partnerships. We're in conversations with many groups. We're making good progress there as well. And you'll continue to see progress in those in the sub as we keep getting more things completed.

Your next question comes from Jim Kamert with Evercore. Your line is open.

Good morning. Thank you. I apologize for the line here. Are you willing to disclose kind of the current wellness housing NOI contribution as a portion of the total and the margin for the wellness housing?

It's about 10% of the shop portfolio and margins is in the mid 50s tim yes your next question comes from rich hightower with barclays your line is open hey good morning everybody um a question on dispositions i know shank you've mentioned um several times you know that obviously product market and fit are sort of critical um components to the portfolio that you would retain over time um so you know is it safe to assume that whatever's sort of been sold this year you know somehow doesn't check one or more of

those boxes and then also could you add a little context around the recent brookdale transaction that was made public earlier this month thanks yeah look i think on the dispositions you know a decent amount of the numbers you're seeing is the medical office transaction that we talked about last year that's obviously closed in tranches as we've gotten ground lesser and tenant approvals but look in general you know our view on dispositions is that if we think certain assets are you know optimized or or you know will not keep up with the growth of the rest of the company just like the disposition of a significant portion of our medical office business there's other hands that you know find more value in them and that's a good thing right so we that's we decide what we're keeping versus what we're selling it's all dependent on what you know the contribution it has to the go forward growth of the company and uh what was your other question brookdale yeah i think the brookdale transaction obviously is two public companies and you know there's disclosure out there but it's a win-win transaction right i mean i think from um brookdale you know you should ask them but they have a strategy of continuing to want to own more of their assets. And our general view is we want to own seniors housing assets in an equity structure, aka RIDEA, wherever we can. And for the subset of assets, it made sense for Brookdale to continue on with their plan of owning more assets. And we were happy with the price we got. And so it was a win-win transaction.

Your next question comes from Austin Werschmidt with KeyBank Capital Markets. Your line is open.

Great. Thank you. Sean, you've spoken about the importance of product demographics and wealth and kind of the benefits that that's going to have on pricing power as the occupancy growth kind of hands off to higher report growth. But you've also said that development really only pencils at the high end? And I know there's virtually a very limited amount of new starts today, but any concern that when supply ramps, that it will be at that higher end and luxury side of the business and limit your ability to push rates?

So if you think about it, supply, why it makes economic sense today, which I have seen very few, right? If you just think about it is with all the talks of supply and the best development pitch that somebody has given me at the NIC conference was at 7.5%. I will tell you that in our books is a negative development spread. We can do untrended acquisitionals today that is in high sevens, low eights after we buy an asset and then improve cash flow. So the returns are clearly not there. But where it would make sense is will be where you have unlimited pricing power such as brookline or when built the thing is that if you go and try where supply probably would make sense say cupertino say brookline that's where it will take you a decade to actually get the supply so it will make sense you know for you know somebody let's say you want to build an asset in cupertino and that actually might make sense on a spreadsheet the question is can you exit right so uh we do not believe that we're gonna live in a world that will be oversupplying cupertino and and you know if that happens or willing to live through that because we do believe

that that's where you will have the best pricing power but you know any anything is possible i don't consider that as probable but we'll see your next question comes from michael carroll with rbc capital markets your line is open yeah thanks with the comments in the prepared remarks that well towers portfolio is starting to transition to more rev poor gains from occupancy gains now i understand that rev poor should pick up when occupancy gets into that low to mid 90 percent range but is this rev poor increase similar to the incremental scaling you get from occupancy gains I guess I'm just trying to understand, does the spread between REV4 and X4, does that hold steady as you start to push REV4 more aggressively when occupancy kind of gets up into that low to mid 90% range?

Yeah, Mike, what we're seeing right now in the portfolio, and this is why we kind of talk about it from where we see our assets 95% plus occupied and as that makes up a bigger part of the pool, now it's about 35% of our total properties in the same sort of pool. It just gives us a good view in how assets will perform or how more of the portfolio performs as it hits that level. And we are seeing Rev4, X4 spreads there that are comparable, that greater than what we see in the rest of the portfolio.

Mike, I personally think that obviously pricing has a bigger impact on flow through margin, right? Not necessarily we're just thinking just rep or export. You've got the answer from Tim. But on the margin, whether it's from a dollar of revenue from occupancy versus pricing, you will have bigger impact if it comes from pricing on flow-through margin. So if you think about the total dollar of profitability, that absolutely goes shifted higher as you sort of think about more pricing than occupancy. And that's sort of where the comments came from. and you saw that this quarter's numbers, and I think you will see that as sort of next few years play out.

Your next question comes from Richard Anderson with Cantor Fitzgerald. Your line is open.

Hey, good morning, everyone. Great quarter. I wanted to go back to Nikhil's comment around Genesis and the lessons that will stay with you for a long time. Can you talk about what those lessons are specifically and what you won't do again in context with that Genesis, you know, situation. And maybe you can also extrapolate that to other swings and misses that you might, you know, characterize other transactions in your past and how that informs you going forward. Thanks.

I would let Nikhil answer that question, but I would be particularly focused on the framing of that question you had, which is what we wouldn't do again is not the right framing because we did not do Genesis. Our predecessor company did. And it will start with not making $600 million loans to a broken balance. You'll be a good start. Michael, I would let you answer the question.

Yeah, I think, Rich, beyond Shanks told my loan thunder, don't make a problem by you know, make it bigger by lending to it. But look, I think our initial reaction of skilled nursing when we were starting to clean up Genesis was that it's a bad business. But it's a bad business where you cannot get decent skilled mix. It's a bad business where, you know, like unlike the senior housing business, where if you make a building beautiful, you spend money improving the quality of it, you have a good reputation, you have good relationships, and none of that matters at the end of the day you're going to have a building that just you know has a 10 margin for lack of better terms right but then as we dug into i think the preferred equity investment we made was one of the best things we did as a company small check but uh you know we did a joint venture with with one of the operators that had a really good track record and we just out of intellectual curiosity we said you know why is it that if you try to sell some assets 10 folks show up to try and buy assets. Folks have made a lifetime worth of living by buying assets from Genesis and other similar companies and turning them around. I mean, you saw what we did with the Integra portfolio of the former ManorCare assets. So it was just digging into the business not being a bad business as we originally thought. It came down to execution. It came down to specificities on how you manage a business, how you manage hospital relationships, operating expenses. And if you do enough things right, it can be a good business, right? So those are the big things we learned. And we had to keep questioning our own biases. We had to keep questioning our own views. But we did that through data, through incremental information. And as the facts changed, our views changed. And that's what you know.

Your next question comes from Michael Stroyak with Green Street. Your line is open.

Thanks and good morning. Can you just touch on the senior housing transaction market and valuations across the US, UK, and Canada? Where have you seen the most repricing in recent months? And can you just give us some sense for the magnitude of repricing that's occurring relative to call it three or so months ago before rates ran up a bit?

Yeah, look, I think it's probably too soon to see significant repricing. There's always a lag between what you see on the Bloomberg screen versus what you see in a transaction market. But what you are seeing is folks value certainty, folks be concerned about retrades, folks be concerned about the ability to close. That is starting to show up. I mean, if you look at the acquisitions we had in the third quarter, 66% occupied for newer vintage assets, why did people decide to sell those assets? They decided to sell those assets because in their head, they had a view as developers that interest rates are coming down, and then the Fed changed course. And now it's starting to become a foregone conclusion that there will be more of that. And so then the response to that was, if I can get a reasonable number for my asset, I will not try to stay the course, wait a year or two to fill up the buildings and try to maximize the outcome. So it's that change of sentiment that folks are saying good enough is good enough and let's go to a high quality counterparty and maybe we can participate in some of the recovery that we're leaving behind through taking some OP units. So you're starting to see all of that.

This concludes the question and answer session and we'll conclude today's earnings call. Thank you for joining. You may not disconnect.