Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 30, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 1-10989 | |
Entity Registrant Name | Ventas, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 61-1055020 | |
Entity Address, Address Line One | 353 N. Clark Street | |
Entity Address, Address Line Two | Suite 3300 | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60654 | |
City Area Code | 877 | |
Local Phone Number | 483-6827 | |
Title of 12(b) Security | Common Stock $0.25 par value | |
Trading Symbol | VTR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 413,153,787 | |
Entity Central Index Key | 0000740260 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Real estate investments: | ||
Land and improvements | $ 2,588,599 | $ 2,596,274 |
Buildings and improvements | 27,358,282 | 27,201,381 |
Construction in progress | 410,663 | 368,143 |
Acquired lease intangibles | 1,454,473 | 1,448,146 |
Operating lease assets | 312,812 | 312,142 |
Gross real estate investments | 32,124,829 | 31,926,086 |
Accumulated depreciation and amortization | (10,647,898) | (10,177,136) |
Net real estate property | 21,476,931 | 21,748,950 |
Secured loans receivable and investments, net | 36,195 | 27,986 |
Investments in unconsolidated real estate entities | 608,844 | 598,206 |
Net real estate investments | 22,121,970 | 22,375,142 |
Cash and cash equivalents | 557,082 | 508,794 |
Escrow deposits and restricted cash | 58,202 | 54,668 |
Goodwill | 1,045,071 | 1,045,176 |
Assets held for sale | 43,261 | 56,489 |
Deferred income tax assets, net | 1,657 | 1,754 |
Other assets | 702,986 | 683,410 |
Total assets | 24,530,229 | 24,725,433 |
Liabilities: | ||
Senior notes payable and other debt | 13,175,077 | 13,490,896 |
Accrued interest | 122,132 | 117,403 |
Operating lease liabilities | 213,110 | 194,734 |
Accounts payable and other liabilities | 1,003,078 | 1,041,616 |
Liabilities related to assets held for sale | 4,988 | 9,243 |
Deferred income tax liabilities | 32,660 | 24,500 |
Total liabilities | 14,551,045 | 14,878,392 |
Redeemable OP unitholder and noncontrolling interests | 311,468 | 302,636 |
Commitments and contingencies | ||
Ventas stockholders’ equity: | ||
Preferred stock | 0 | 0 |
Common stock | 103,242 | 100,648 |
Capital in excess of par value | 16,135,972 | 15,650,734 |
Accumulated other comprehensive loss | (17,409) | (35,757) |
Retained earnings (deficit) | (6,577,395) | (6,213,803) |
Treasury stock | (25,060) | (13,764) |
Total Ventas stockholders’ equity | 9,619,350 | 9,488,058 |
Noncontrolling interests | 48,366 | 56,347 |
Total equity | 9,667,716 | 9,544,405 |
Total liabilities and equity | $ 24,530,229 | $ 24,725,433 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in usd per share) | $ 1 | $ 1 |
Preferred stock, shares authorized (in shares) | 10,000 | 10,000 |
Common stock, par value (in usd per share) | $ 0.25 | $ 0.25 |
Common stock, shares authorized (in shares) | 600,000 | 600,000 |
Common stock, shares issued (in shares) | 413,154 | 402,380 |
Common stock, shares outstanding (in shares) | 413,154 | 402,380 |
Treasury Stock, Common, Shares | 2 | 279 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | ||
Revenues | |||||
Rental income | $ 372,787 | $ 370,162 | $ 747,032 | $ 722,905 | |
Income from loans and investments | 1,436 | 6,554 | 2,725 | 20,143 | |
Interest and other income | 4,825 | 1,032 | 11,605 | 2,775 | |
Total revenues | 1,200,980 | 1,106,358 | 2,400,894 | 2,183,603 | |
Expenses | |||||
Interest | 149,259 | 143,265 | 299,192 | 271,340 | |
Depreciation and amortization | 339,848 | 304,689 | 640,103 | 586,808 | |
Property-level operating expenses | 680,151 | 622,818 | 1,367,648 | 1,230,749 | |
Third party capital management expenses | 3,403 | 3,142 | |||
General, administrative and professional fees | 37,727 | 34,399 | 86,464 | 79,197 | |
Loss (gain) on extinguishment of debt, net | 420 | (6,801) | 672 | (6,801) | |
Transaction, transition and restructuring costs | 2,886 | 3,069 | 7,563 | 4,455 | |
Allowance on loans receivable and investments, net | (42) | (12,065) | (110) | (20,129) | |
Gain on foreclosure of real estate | 0 | (29,127) | 0 | (29,127) | |
Shareholder relations matters | 37 | 0 | 15,751 | 0 | |
Other expense (income) | 8,128 | (17,959) | 6,794 | (10,197) | |
Total expenses | 1,220,064 | 1,043,724 | 2,427,480 | 2,109,437 | |
(Loss) income before unconsolidated entities, real estate dispositions, income taxes and noncontrolling interests | (19,084) | 62,634 | (26,586) | 74,166 | |
Loss from unconsolidated entities | (1,652) | 31,254 | (10,035) | 25,631 | |
Gain on real estate dispositions | 49,670 | 1,405 | 50,011 | 11,606 | |
Income tax expense | (7,766) | 9,773 | (4,762) | 12,575 | |
Income from continuing operations | 21,168 | 105,066 | 8,628 | 123,978 | |
Net income | 21,168 | 105,066 | 8,628 | 123,978 | |
Net income attributable to noncontrolling interests | 1,781 | 1,613 | 3,553 | 3,008 | |
Net income attributable to common stockholders | $ 19,387 | $ 103,453 | $ 5,075 | $ 120,970 | |
Basic: | |||||
(Loss) income from continuing (in usd per share) | $ 0.05 | $ 0.26 | $ 0.02 | $ 0.31 | |
Net (loss) income attributable to common stockholders (in usd per share) | 0.05 | 0.26 | 0.01 | 0.30 | |
Diluted: | |||||
(Loss) income from continuing (in usd per share) | [1] | 0.05 | 0.26 | 0.02 | 0.31 |
Net (loss) income attributable to common stockholders (in usd per share) | [1] | $ 0.05 | $ 0.26 | $ 0.01 | $ 0.30 |
Triple-Net Leased Properties | |||||
Revenues | |||||
Rental income | $ 153,934 | $ 154,355 | $ 309,302 | $ 304,094 | |
Expenses | |||||
Property-level operating expenses | 3,506 | 3,537 | 7,244 | 7,333 | |
Outpatient Medical and Research Portfolio | |||||
Revenues | |||||
Rental income | 218,853 | 215,807 | 437,730 | 418,811 | |
Expenses | |||||
Property-level operating expenses | 73,286 | 72,171 | 147,224 | 139,084 | |
Resident fees and services | |||||
Revenues | |||||
Other revenues | 817,600 | 724,614 | 1,630,904 | 1,429,607 | |
Senior housing | |||||
Expenses | |||||
Property-level operating expenses | 603,359 | 547,110 | 1,213,180 | 1,084,332 | |
Third party capital management expenses | |||||
Revenues | |||||
Other revenues | 4,332 | 3,996 | 8,628 | 8,173 | |
Expenses | |||||
Third party capital management expenses | $ 1,650 | $ 1,436 | $ 3,403 | $ 3,142 | |
[1]Potential common shares are not included in the computation of diluted earnings per share (“EPS”) when a loss from continuing operations exists as the effect would be an antidilutive per share amount. |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 21,168 | $ 105,066 | $ 8,628 | $ 123,978 |
Other comprehensive income: | ||||
Foreign currency translation gain | 3,189 | 1,881 | 7,124 | 5,780 |
Unrealized loss on available for sale securities | (842) | 0 | (722) | 0 |
Unrealized (loss) gain on derivative instruments | (1,570) | 28,001 | 9,452 | 19,199 |
Total other comprehensive income | 777 | 29,882 | 15,854 | 24,979 |
Comprehensive income | 21,945 | 134,948 | 24,482 | 148,957 |
Comprehensive income attributable to noncontrolling interests | 413 | 5,578 | 1,059 | 5,739 |
Comprehensive income attributable to common stockholders | $ 21,532 | $ 129,370 | $ 23,423 | $ 143,218 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Common Stock Par Value | Capital in Excess of Par Value | Accumulated Other Comprehensive (Loss) Income | Retained Earnings (Deficit) | Treasury Stock | Total Ventas Stockholders’ Equity | Noncontrolling Interests |
Beginning Balance at Dec. 31, 2022 | $ 10,221,677 | $ 99,912 | $ 15,539,777 | $ (36,800) | $ (5,449,385) | $ (536) | $ 10,152,968 | $ 68,709 |
Increase (decrease) in stockholders' equity | ||||||||
Net income | 120,970 | 0 | 0 | 0 | 120,970 | 0 | 120,970 | |
Net income (loss) attributable to noncontrolling interest | 3,008 | 3,008 | ||||||
Net income | 123,978 | |||||||
Other comprehensive income (loss) | 24,979 | 0 | 0 | 22,248 | 0 | 0 | 22,248 | 2,731 |
Net change in noncontrolling interests | (9,530) | 0 | 4,856 | 0 | 0 | 0 | 4,856 | (14,386) |
Dividends to common stockholders | (360,074) | 0 | 10 | 0 | (360,084) | 0 | (360,074) | 0 |
Issuance of common stock for stock plans, restricted stock grants and other | 35,416 | 294 | 48,217 | 0 | 0 | (13,095) | 35,416 | 0 |
Adjust redeemable OP unitholder interests to current fair value | (7,933) | 0 | (7,933) | 0 | 0 | 0 | (7,933) | 0 |
Adjustments to Equity, Redemption of Limited Partnership Units | (69) | 0 | (69) | 0 | 0 | 0 | (69) | 0 |
Ending Balance at Jun. 30, 2023 | 10,028,444 | 100,206 | 15,584,858 | (14,552) | (5,688,499) | (13,631) | 9,968,382 | 60,062 |
Beginning Balance at Mar. 31, 2023 | 10,064,602 | 100,065 | 15,562,017 | (40,469) | (5,611,067) | (13,555) | 9,996,991 | 67,611 |
Increase (decrease) in stockholders' equity | ||||||||
Net income | 103,453 | 0 | 0 | 0 | 103,453 | 0 | 103,453 | |
Net income (loss) attributable to noncontrolling interest | 1,613 | 1,613 | ||||||
Net income | 105,066 | |||||||
Other comprehensive income (loss) | 29,882 | 0 | 0 | 25,917 | 0 | 0 | 25,917 | 3,965 |
Net change in noncontrolling interests | (9,664) | 0 | 3,463 | 0 | 0 | 0 | 3,463 | (13,127) |
Dividends to common stockholders | (180,875) | 0 | 10 | 0 | (180,885) | 0 | (180,875) | 0 |
Issuance of common stock for stock plans, restricted stock grants and other | 30,443 | 141 | 30,378 | 0 | 0 | (76) | 30,443 | 0 |
Adjust redeemable OP unitholder interests to current fair value | (11,010) | 0 | (11,010) | 0 | 0 | 0 | (11,010) | 0 |
Ending Balance at Jun. 30, 2023 | 10,028,444 | 100,206 | 15,584,858 | (14,552) | (5,688,499) | (13,631) | 9,968,382 | 60,062 |
Beginning Balance at Dec. 31, 2023 | 9,544,405 | 100,648 | 15,650,734 | (35,757) | (6,213,803) | (13,764) | 9,488,058 | 56,347 |
Increase (decrease) in stockholders' equity | ||||||||
Net income | 5,075 | 0 | 0 | 0 | 0 | 5,075 | ||
Net income (loss) attributable to noncontrolling interest | 3,553 | 3,553 | ||||||
Net income | 8,628 | |||||||
Other comprehensive income (loss) | 15,854 | 0 | 0 | 18,348 | 0 | 0 | 18,348 | (2,494) |
Net change in noncontrolling interests | (28,239) | 0 | (19,199) | 0 | 0 | 0 | (19,199) | (9,040) |
Dividends to common stockholders | (368,634) | 0 | 33 | 0 | (368,667) | 0 | (368,634) | 0 |
Issuance of common stock for stock plans, restricted stock grants and other | 502,406 | 2,594 | 511,108 | 0 | 0 | (11,296) | 502,406 | 0 |
Adjust redeemable OP unitholder interests to current fair value | (5,108) | 0 | (5,108) | 0 | 0 | 0 | (5,108) | 0 |
Adjustments to Equity, Redemption of Limited Partnership Units | (1,596) | 0 | (1,596) | 0 | 0 | 0 | (1,596) | 0 |
Ending Balance at Jun. 30, 2024 | 9,667,716 | 103,242 | 16,135,972 | (17,409) | (6,577,395) | (25,060) | 9,619,350 | 48,366 |
Beginning Balance at Mar. 31, 2024 | 9,458,833 | 101,094 | 15,756,414 | (19,554) | (6,410,144) | (24,970) | 9,402,840 | 55,993 |
Increase (decrease) in stockholders' equity | ||||||||
Net income | 19,387 | 0 | 0 | 0 | 19,387 | 0 | 19,387 | |
Net income (loss) attributable to noncontrolling interest | 1,781 | 1,781 | ||||||
Net income | 21,168 | |||||||
Other comprehensive income (loss) | 777 | 0 | 0 | 2,145 | 0 | 0 | 2,145 | (1,368) |
Net change in noncontrolling interests | (20,256) | 0 | (12,216) | 0 | 0 | 0 | (12,216) | (8,040) |
Dividends to common stockholders | (186,616) | 0 | 22 | 0 | (186,638) | 0 | (186,616) | 0 |
Issuance of common stock for stock plans, restricted stock grants and other | 420,077 | 2,148 | 418,019 | 0 | 0 | (90) | 420,077 | 0 |
Adjust redeemable OP unitholder interests to current fair value | (25,467) | 0 | (25,467) | 0 | 0 | 0 | (25,467) | 0 |
Adjustments to Equity, Redemption of Limited Partnership Units | (800) | 0 | (800) | 0 | 0 | 0 | (800) | 0 |
Ending Balance at Jun. 30, 2024 | $ 9,667,716 | $ 103,242 | $ 16,135,972 | $ (17,409) | $ (6,577,395) | $ (25,060) | $ 9,619,350 | $ 48,366 |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends to common stockholders, per share (in usd per share) | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.90 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net income | $ 8,628 | $ 123,978 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 640,103 | 586,808 |
Amortization of deferred revenue and lease intangibles, net | (27,412) | (29,592) |
Other non-cash amortization | 14,852 | 8,969 |
Allowance on loans receivable and investments, net | (110) | (20,129) |
Stock-based compensation | 22,076 | 20,389 |
Straight-lining of rental income | (5,350) | (1,884) |
Loss (gain) on extinguishment of debt, net | 672 | (6,801) |
Gain on real estate dispositions | (50,011) | (11,606) |
Income tax expense (benefit) | 1,378 | (15,813) |
Loss (gain) from unconsolidated entities | 10,035 | (25,618) |
Gain on foreclosure of real estate | 0 | (29,127) |
Distributions from unconsolidated entities | 10,063 | 9,682 |
Other | 129 | (14,279) |
Changes in operating assets and liabilities: | ||
Increase in other assets | (16,523) | (17,341) |
Increase (decrease) in accrued interest | 5,281 | (3,524) |
Decrease in accounts payable and other liabilities | (11,491) | (19,468) |
Net cash provided by operating activities | 602,320 | 554,644 |
Cash flows from investing activities: | ||
Net investment in real estate property | (325,244) | (977) |
Investment in loans receivable | (11,847) | (589) |
Proceeds from real estate disposals | 238,091 | 64,405 |
Proceeds from loans receivable | 584 | 43,822 |
Proceeds from sale of interest in unconsolidated entities | 0 | 50,054 |
Net cash assumed in foreclosure of real estate | 0 | 11,615 |
Development project expenditures | (164,828) | (144,809) |
Capital expenditures | (121,908) | (96,271) |
Investment in unconsolidated entities | (29,069) | (64,247) |
Insurance proceeds for property damage claims | 2,834 | 9,390 |
Net cash used in investing activities | (411,387) | (127,607) |
Cash flows from financing activities: | ||
Net change in borrowings under revolving credit facilities | (10,770) | 8,293 |
Net change in borrowings under commercial paper program | 0 | (267,414) |
Proceeds from debt | 1,216,336 | 1,748,532 |
Repayment of debt | (1,405,872) | (1,489,112) |
Purchase of noncontrolling interests | (11,000) | (110) |
Payment of deferred financing costs | (29,147) | (27,356) |
Issuance of common stock, net | 491,797 | 25,007 |
Cash distribution to common stockholders | (365,163) | (361,703) |
Cash distribution to redeemable OP unitholders | (3,060) | (3,089) |
Cash issued for redemption of OP Units | (2,087) | (655) |
Contributions from noncontrolling interests | 3,580 | 7,979 |
Distributions to noncontrolling interests | (9,967) | (17,388) |
Proceeds from stock option exercises | 0 | 1,736 |
Other | (10,074) | (12,805) |
Net cash used in financing activities | (135,427) | (388,085) |
Net increase in cash, cash equivalents and restricted cash | 55,506 | 38,952 |
Effect of foreign currency translation | (3,684) | 650 |
Cash, cash equivalents and restricted cash at beginning of period | 563,462 | 170,745 |
Cash, cash equivalents and restricted cash at end of period | 615,284 | 210,347 |
Assets acquired and liabilities assumed from acquisitions and other: | ||
Real estate investments | 10,530 | 0 |
Other assets | 1,171 | 7,873 |
Other liabilities | 4,713 | 9,000 |
Deferred income tax liability | 6,988 | 12,382 |
Settlement of loan receivable | 0 | 486,082 |
Real estate received in settlement of loan receivable | 0 | 1,566,395 |
Assumption of debt related to real estate owned | $ 0 | $ 1,016,804 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS | NOTE 1—DESCRIPTION OF BUSINESS Ventas, Inc., (together with its consolidated subsidiaries, unless otherwise indicated or except where the context otherwise requires, “we,” “us,” “our,” “Company” and other similar terms) an S&P 500 company, is a real estate investment trust (“REIT”) focused on delivering strong, sustainable shareholder returns by enabling exceptional environments that benefit a large and growing aging population. We hold a portfolio that includes senior housing communities, outpatient medical buildings, research centers, hospitals and healthcare facilities located in North America and the United Kingdom. As of June 30, 2024, we owned or had investments in approximately 1,350 properties (including properties classified as held for sale and unconsolidated properties). Our company is headquartered in Chicago, Illinois with additional corporate offices in Louisville, Kentucky and New York, New York. We elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code (the “Code”), commencing with our taxable year ended December 31, 1999. Provided we qualify for taxation as a REIT, we generally will not be required to pay U.S. federal corporate income taxes on our REIT taxable income that is currently distributed to our stockholders. In order to maintain our qualification as a REIT, we must satisfy a number of highly technical requirements, which impact how we invest in, operate or manage our assets. We primarily invest in our portfolio of real estate assets through wholly-owned subsidiaries and other co-investment entities. We operate through three reportable business segments: senior housing operating portfolio, which we also refer to as “SHOP,” outpatient medical and research portfolio, which we also refer to as “OM&R,” and triple-net leased properties. Non-segment assets consist primarily of corporate assets, including cash, restricted cash, loans receivable and investments and miscellaneous accounts receivable as well as investments in unconsolidated entities. In addition, from time to time, we make secured and unsecured loans and other investments relating to real estate or operators. Our chief operating decision maker evaluates performance of the combined properties in each operating segment and determines how to allocate resources to these segments, in significant part, based on net operating income (“NOI”) and related measures for each segment. See “Note 16 – Segment Information.” For a discussion of our definition of NOI and for a reconciliation of NOI to our net income attributable to common stockholders, as computed in accordance with U.S. generally accepted accounting principles (“GAAP”), see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Non-GAAP Financial Measures.” We also have investments in unconsolidated entities, including through our third-party institutional capital management business, Ventas Investment Management (“VIM”). Through VIM, we partner with third-party institutional investors to invest in real estate through various joint ventures and other co-investment vehicles where we are the sponsor or general partner, including our open-ended investment vehicle, the Ventas Life Science & Healthcare Real Estate Fund (the “Ventas Fund”). The following table summarizes information for our consolidated reportable business segments and non-segment assets for the six months ended June 30, 2024 (dollars in thousands): Segment Total NOI (1) Percentage of Total NOI Number of Consolidated Properties Senior housing operating portfolio (SHOP) $ 417,724 41.0 % 582 Outpatient medical and research portfolio (OM&R) 291,842 28.7 % 428 Triple-net leased properties 302,058 29.7 % 308 Non-segment (2) 6,614 0.6 % — $ 1,018,238 100 % 1,318 ______________________________ (1) “NOI” is defined as total revenues, less interest and other income, property-level operating expenses and third party capital management expenses. See “Non-GAAP Financial Measures” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure and a reconciliation of net income attributable to common stockholders, as computed in accordance with GAAP, to NOI. (2) NOI for non-segment includes management fees and promote revenues, net of expenses related to our third-party institutional capital management business, income from loans and investments and various corporate-level expenses not directly attributable to any of our three reportable business segments. |
ACCOUNTING POLICIES
ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
ACCOUNTING POLICIES | NOTE 2—ACCOUNTING POLICIES The accompanying Consolidated Financial Statements have been prepared in accordance with GAAP for interim financial information set forth in the Accounting Standards Codification (“ASC”), as published by the Financial Accounting Standards Board (“FASB”), and with the Securities and Exchange Commission (“SEC”) instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of results for the interim period have been included. Operating results for the three and six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. The accompanying Consolidated Financial Statements and related notes should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Annual Report”). Certain prior period amounts have been reclassified to conform to the current period presentation. Accounting Estimates The preparation of financial statements in accordance with GAAP requires us to make estimates and assumptions regarding future events that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Principles of Consolidation The accompanying Consolidated Financial Statements include our accounts and the accounts of our wholly-owned subsidiaries and the joint venture entities over which we exercise control. All intercompany transactions and balances have been eliminated in consolidation, and our net earnings are reduced by the portion of net earnings attributable to noncontrolling interests. GAAP requires us to identify entities for which control is achieved through means other than voting rights and to determine which business enterprise is the primary beneficiary of variable interest entities (“VIEs”). Substantially all of the assets of the VIEs are real estate investments and substantially all of the liabilities of the VIEs are mortgage loans. Assets of the consolidated VIEs can only be used to settle obligations of such VIEs. Liabilities of the consolidated VIEs represent claims against the specific assets of the VIEs. Unless otherwise required by an operating agreement, any mortgage loans of the consolidated VIEs are non-recourse to us. The table below summarizes the total assets and liabilities of our consolidated VIEs as reported on our Consolidated Balance Sheets (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Total Assets Total Liabilities Total Assets Total Liabilities NHP/PMB L.P. $ 748,205 $ 280,103 $ 759,817 $ 266,658 Fonds Immobilier Groupe Maurice, S.E.C. 1,894,840 1,169,211 1,971,410 1,204,619 Other identified VIEs 1,602,668 361,854 1,597,957 354,828 Tax credit VIEs 27,879 4,400 29,746 4,024 Recent Accounting Standards In November 2023, the FASB issued Accounting Standards Update 2023-07, Segment Reporting—Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires incremental disclosures related to a public entity’s reportable segments. Required disclosures include, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount for other segment items (which is the difference between segment revenue less segment expenses and less segment profit or loss) and a description of its composition, the title and position of the CODM, and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The standard also permits disclosure of more than one measure of segment profit. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. We are evaluating the impact of adopting ASU 2023-07 and expect to have additional disclosures in our Form 10-K for the year ended December 31, 2024. In December 2023, the FASB issued Accounting Standards Update 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires public entities on an annual basis to (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate). ASU 2023-09 is effective for fiscal years beginning after December 15, 2025. We are evaluating the impact of adopting ASU 2023-09 on our Consolidated Financial Statements. In March 2024, the SEC adopted the final rule under SEC Release No. 33-11275, The Enhancement and Standardization of Climate Related Disclosures for Investors , which requires registrants to disclose climate-related information in registration statements and annual reports. The new rules would be effective for annual reporting periods beginning in fiscal year 2025. However, in April 2024, the SEC exercised its discretion to stay these rules pending the completion of judicial review of certain consolidated petitions with the United States Court of Appeals for the Eighth Circuit in connection with these rules. We are evaluating the impact of this rule on our Consolidated Financial Statements. |
CONCENTRATION OF CREDIT RISK
CONCENTRATION OF CREDIT RISK | 6 Months Ended |
Jun. 30, 2024 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATION OF CREDIT RISK | NOTE 3—CONCENTRATION OF CREDIT RISK The properties managed by Atria Senior Living, Inc. (together with its subsidiaries, including Holiday Retirement (“Holiday”), “Atria”) and Sunrise Senior Living, LLC (together with its subsidiaries, “Sunrise”), and leased to Brookdale Senior Living Inc. (together with its subsidiaries, “Brookdale”), Ardent Health Partners, Inc. (f/k/a Ardent Health Partners, LLC and, together with its subsidiaries, “Ardent”) and Kindred Healthcare, LLC (together with its subsidiaries, “Kindred”) contributed approximately 19.2%, 5.9%, 7.2%, 6.6% and 6.6%, respectively, of our total NOI for the three months ended June 30, 2024. Because Atria and Sunrise manage our properties in exchange for a management fee from us, we are not directly exposed to their credit risk in the same manner or to the same extent as triple-net tenants like Brookdale, Ardent and Kindred. Our SHOP, outpatient medical and research portfolio and triple-net leased properties segments contributed 41.7%, 28.4%, and 29.2%, respectively, of our total NOI for the three months ended June 30, 2024. Our consolidated properties were located in 47 states, the District of Columbia, seven Canadian provinces and the United Kingdom as of June 30, 2024, with properties in one state (California) accounting for more than 10% of our total consolidated revenues and NOI for each of the three months ended June 30, 2024 and 2023. See “Non-GAAP Financial Measures” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure and a reconciliation of net income attributable to common stockholders, as computed in accordance with GAAP, to NOI. Triple-Net Leased Properties The properties we triple-net leased to Brookdale, Ardent and Kindred accounted for a significant portion of total revenues and total NOI for the three months ended June 30, 2024 and 2023. The following table reflects the concentration risk related to our triple-net leased properties including assets held for sale for the periods presented: For the Three Months Ended June 30, 2024 2023 Contribution as a Percentage of Total Revenues (1) : Brookdale 3.1 % 3.4 % Ardent (2) 2.8 3.0 Kindred 2.8 3.0 Contribution as a Percentage of Total NOI (3) : Brookdale 7.2 % 7.8 % Ardent (2) 6.6 6.9 Kindred 6.6 6.9 ____________________________ (1) Total revenues include third party capital management revenues, income from loans and investments and interest and other income. (2) Results exclude 19 outpatient medical buildings included in our outpatient medical and research portfolio segment. (3) See “Non-GAAP Financial Measures” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure and a reconciliation of net income attributable to common stockholders, as computed in accordance with GAAP, to NOI. Each of our leases with Brookdale, Ardent and Kindred is a triple-net lease that obligates the tenant to pay all property-related expenses, including maintenance, utilities, repairs, taxes, insurance and capital expenditures, and to comply with the terms of the mortgage financing documents, if any, affecting the properties. In addition, each of our Brookdale, Ardent and Kindred leases is guaranteed by a corporate parent. Kindred Lease As of June 30, 2024, we leased 29 properties to Kindred (collectively, the “Kindred Portfolio”) pursuant to a single, triple-net master lease agreement (together with certain other agreements related to such master lease, collectively, the “Kindred Lease”). The Kindred Portfolio is divided into two separate renewal groups. The first group is composed of six properties (“Group 1”) and the second group is composed of 23 properties (“Group 2”). As of June 30, 2024, the Kindred Lease represented approximately 6.6% of the Company’s total annualized NOI, with Group 1 representing approximately 1.3% of total annualized NOI and Group 2 representing approximately 5.3% of the Company’s total annualized NOI. Kindred’s obligations under the Kindred Lease are guaranteed by a parent company. The current term of the Kindred Lease for Group 1 expires on April 30, 2028. Under the Kindred Lease, Kindred has the option to renew the lease for all of the properties (but not less than all) within Group 1 for two 5-year extensions, in each case at the greater of escalated rent and fair market rent, by providing written notice no later than one year prior to the applicable expiration date. The current term of the Kindred Lease for Group 2 expires on April 30, 2025. Under the Kindred Lease, Kindred had the option to renew the lease for all of the properties (but not less than all) within Group 2 for three 5-year extensions, in each case at the greater of escalated rent and fair market rent, by providing written notice no later than one year prior to the applicable expiration date. Although Kindred did not provide such notice, we and Kindred could still reach a negotiated agreement to extend the Kindred Lease with respect to some or all of the Group 2 properties. For any properties that Kindred does not continue to lease, there are other options we may choose to pursue, including, without limitation, transitions to replacement operators, conversions of properties to alternative uses and sale transactions. There can be no assurance that any negotiated agreement we reach with Kindred or any other options we may pursue with respect to the Group 2 properties would be as favorable to us as the current Kindred Lease. If the Kindred Lease is renewed or otherwise extended for some or all of the Group 2 properties, the total contractual cash rent for those properties for the period from the date of the renewal or extension agreement to the end of the new or extended lease term would be straightlined for accounting purposes. If in such renewal or extension agreement we were to agree to continue to lease to Kindred some or all of the Group 2 properties after the current expiration date of April 30, 2025 for a lower base rent than the rent currently in place for such properties, we would recognize a non-cash GAAP reduction in revenue during the period after we reach such agreement through April 30, 2025 even if existing contractual cash rent remains unchanged and is fully paid at such higher level prior to such date. Since the COVID-19 pandemic began to recede, the financial performance of the Kindred Portfolio has declined such that financial performance for the trailing 12-month period ending June 30, 2024 does not exceed the rent under the Kindred Lease for such period. While we believe that Kindred has taken and is taking targeted actions to attempt to improve the performance of the properties, there can be no assurance that Kindred will be able to do so or that such financial performance will not affect Kindred’s ability to perform its obligations to us or impact any of its decisions related to the renewal of the lease. We believe there are many factors in addition to portfolio coverage that will influence the ultimate outcome as it relates to the Group 2 properties. See “Part I—Item 1A. Risk Factors—Risks Related to Our Business Operations and Strategy—If we need to replace any of our tenants or managers, we may be unable to do so on as favorable terms, if at all, and we could be subject to delays, limitations and expenses, which could adversely affect our business, financial condition and results of operations.” “Part I—Item 1A. Risk Factors—Risks Related to Our Business Operations and Strategy—A significant portion of our revenues and operating income is dependent on a limited number of tenants and managers, including Brookdale, Ardent, Kindred, Atria and Sunrise.” and “Part I—Item 1A. Risk Factors—Risks Related to Our Business Operations and Strategy—We face potential adverse consequences from the bankruptcy, insolvency or financial deterioration of our tenants, managers, borrowers and other obligors.” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Brookdale Lease As of June 30, 2024, we leased 121 properties (excluding 10 properties managed by Brookdale pursuant to long-term management agreements and included in the SHOP segment) to Brookdale pursuant to a single, triple-net master lease agreement (together with certain other agreements related to such master lease, collectively, the “Brookdale Lease”). The aggregate cash base rent due to us from Brookdale in 2024 is approximately $110.3 million, and the current aggregate contractual base rent (computed in accordance with GAAP) is approximately $148.9 million. The difference between the aggregate cash base rent due in 2024 and the current aggregate contractual base rent (computed in accordance with GAAP) is, in part, a result of the amortization over the remaining lease term of $235 million of up-front consideration received as part of amendments to the Brookdale Lease that were entered into in July 2020 (the “2020 Consideration”). The 2020 Consideration consisted of: (a) $162 million in cash; (b) a $45 million note (repaid by Brookdale in 2021); and (c) $28 million, representing the initial value of warrants exercisable for 16.3 million shares of Brookdale Senior Living, Inc. common stock. As of June 30, 2024, approximately $170.6 million of such 2020 Consideration has been amortized, leaving approximately $64.0 million unamortized. The Brookdale Lease is guaranteed by Brookdale Senior Living, Inc. Under the terms of the Brookdale Lease, base rent escalates annually at 3% per annum, commencing on January 1, 2022. The term of the Brookdale Lease expires December 31, 2025. Brookdale has the option to renew the Brookdale Lease with respect to all (but not less than all) of the properties for two, 10-year extensions. Base rent for the first year of each extension is the greater of (a) 103% of prior full year’s base rent; and (b) fair market rent, capped at a 10% increase. Subsequent to the first year of any such renewal, base rent would continue to escalate by 3% per annum over the prior full year’s base rent. Brookdale currently has the option to renew the Brookdale Lease for its next 10-year extension by providing written notice to us after June 30, 2024 and on or before November 30, 2024. If Brookdale does not timely exercise its renewal option, we and Brookdale may nonetheless reach a negotiated agreement to continue the Brookdale Lease in whole or in part prior to its expiration date. If all or any part of the Brookdale Lease is renewed or otherwise extended, the then remaining unamortized portion of the 2020 Consideration would be re-amortized and the new GAAP rent for the period from the date of the renewal or extension agreement to the end of the new or extended lease term would be straightlined. See “Risk Factors—Risks Related to Our Business Operations and Strategy—If we need to replace any of our tenants or managers, we may be unable to do so on as favorable terms, if at all, and we could be subject to delays, limitations and expenses, which could adversely affect our business, financial condition and results of operations.” and “Risk Factors—Risks Related to Our Business Operations and Strategy—A significant portion of our revenues and operating income is dependent on a limited number of tenants and managers, including Brookdale, Ardent, Kindred, Atria and Sunrise.” included in Part 1, Item 1A in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023. During the three months ended June 30, 2024, we exercised warrants for 1.7 million shares of Brookdale Senior Living, Inc. common stock (“Brookdale Common Stock”) on a cashless basis, resulting in our receipt of 0.9 million shares of Brookdale Common Stock (net of the $3.00 exercise price), which we sold for net cash proceeds of $6.1 million (recorded within operating cashflows in our Consolidated Statements of Cash Flows). We recognized a $1.0 million net realized loss relative to the fair market value of the warrants as of March 31, 2024 (recorded in Other Expense in our Consolidated Statements of Income). As of June 30, 2024, we continued to hold 14.6 million warrants for Brookdale Common Stock, which are exercisable at any time prior to December 31, 2025 and have an exercise price of $3.00 per share. The remaining warrants are classified within Other Assets on our Consolidated Balance Sheets and measured at fair value with changes in fair value being recognized within Other Expense in our Consolidated Statements of Income. Ardent Lease As of June 30, 2024, we leased 11 properties (excluding 19 outpatient medical buildings leased to Ardent under separate leases included in our outpatient medical and research portfolio segment) to Ardent pursuant to a single, triple-net master lease agreement (together with certain other agreements related to such master lease, collectively, the “Ardent Lease”). The existing term of the Ardent Lease expires August 31, 2035 and Ardent has the option to renew such term for one, 10-year extension at contractual escalated rent. The Ardent Lease is guaranteed by the Ardent parent company. In July 2024, Ardent Health Partners, Inc., the parent company of the tenants under, and guarantor of, the Ardent Lease, consummated an initial public offering (the “Ardent IPO”). See “Note 7 – Investments in Unconsolidated Entities.” Senior Housing Operating Portfolio As of June 30, 2024, Atria and Sunrise, collectively, provided comprehensive property management and accounting services with respect to 298 of our 582 consolidated senior housing communities, for which we pay annual management fees pursuant to long-term management agreements. As of June 30, 2024, Atria managed a pool of 205 senior housing communities for Ventas. Ventas has the right to terminate the management contract for 57 of the communities on short notice. As of June 30, 2024, Sunrise managed 93 senior housing communities for Ventas pursuant to multiple management agreements (collectively, the “Sunrise Management Agreements”). Our Sunrise Management Agreements have initial terms expiring between 2034 and 2040. Ventas has the ability to terminate some or all of the Sunrise Management Agreements under certain circumstances with or without the payment of a fee. We rely on our managers’ personnel, expertise, technical resources and information systems, proprietary information, good faith and judgment to manage our senior housing operating portfolio efficiently and effectively. We also rely on our managers to set appropriate resident fees, provide accurate property-level financial results in a timely manner and otherwise operate our senior housing communities in compliance with the terms of our management agreements and all applicable laws and regulations. |
ACQUISITIONS OF REAL ESTATE PRO
ACQUISITIONS OF REAL ESTATE PROPERTY | 6 Months Ended |
Jun. 30, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
ACQUISITIONS OF REAL ESTATE PROPERTY | NOTE 4—ACQUISITIONS OF REAL ESTATE PROPERTY We acquire and invest in senior housing, outpatient medical buildings, research centers and other healthcare properties primarily to achieve an expected yield on our investment, to grow and diversify our portfolio and revenue base, and to reduce our dependence on any single tenant, operator or manager, geographic location, asset type, business model or revenue source. Each of our acquisitions disclosed below was accounted for as an asset acquisition. 2024 Acquisitions During the six months ended June 30, 2024, we acquired 11 senior housing communities reported within our SHOP segment for an aggregate purchase price of $327.4 million. |
DISPOSITIONS AND IMPAIRMENTS
DISPOSITIONS AND IMPAIRMENTS | 6 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISPOSITIONS AND IMPAIRMENTS | NOTE 5—DISPOSITIONS AND IMPAIRMENTS 2024 Activity During the six months ended June 30, 2024, we sold 15 senior housing communities, 10 outpatient medical buildings (one of which was vacant) and 23 triple-net leased properties for aggregate consideration of $234.1 million and recognized a gain on the sale of these assets of $50.0 million in our Consolidated Statements of Income. Assets Held for Sale The table below summarizes our real estate assets classified as held for sale including the amounts reported on our Consolidated Balance Sheets, which may include anticipated post-closing settlements of working capital for disposed properties (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Number of Properties Held for Sale Assets Held for Sale Liabilities Related to Assets Number of Properties Held for Sale Assets Held for Sale Liabilities Related to Assets SHOP 3 $ 18,725 $ 3,515 13 $ 48,173 $ 6,419 Outpatient medical and research portfolio (1) — 24,536 1,473 3 5,431 2,643 Triple-net leased properties — — — 1 2,885 181 Total 3 $ 43,261 $ 4,988 17 $ 56,489 $ 9,243 ______________________________ (1) The balances as of June 30, 2024 relate to a partial sale of a building, as such, no property count is allocated. Real Estate Impairments We recognized impairments of $44.9 million and $10.7 million for the three months ended June 30, 2024 and 2023, respectively, and $50.3 million and $19.2 million for the six months ended June 30, 2024 and 2023 respectively, which are recorded primarily as a component of depreciation and amortization in our Consolidated Statements of Income. The impairments recorded were primarily a result of a change in our intent to hold or a change in the expected future cash flows of the impaired assets. |
LOANS RECEIVABLE AND INVESTMENT
LOANS RECEIVABLE AND INVESTMENTS | 6 Months Ended |
Jun. 30, 2024 | |
Loans Receivable And Investments [Abstract] | |
LOANS RECEIVABLE AND INVESTMENTS | NOTE 6—LOANS RECEIVABLE AND INVESTMENTS As of June 30, 2024 and December 31, 2023, we held $65.5 million and $54.1 million, respectively, of loans receivable and investments, net of allowance, relating to senior housing and healthcare operators or properties. The following is a summary of our loans receivable and investments, net, including amortized cost, fair value and unrealized gains or losses on available for sale investments, if applicable (dollars in thousands): Amortized Cost Allowance Carrying Amount Fair Value As of June 30, 2024: Secured/mortgage loans and other, net (1) $ 36,195 $ — $ 36,195 $ 36,248 Non-mortgage loans receivable, net (2) 33,213 (3,866) 29,347 28,314 Total loans receivable and investments, net $ 69,408 $ (3,866) $ 65,542 $ 64,562 As of December 31, 2023: Secured/mortgage loans and other, net (1) $ 27,986 $ — $ 27,986 $ 27,947 Non-mortgage loans receivable, net (2) 30,128 (3,976) 26,152 25,200 Total loans receivable and investments, net $ 58,114 $ (3,976) $ 54,138 $ 53,147 ______________________________ (1) Investments have contractual maturities ranging from 2024 to 2027. (2) Included in other assets on our Consolidated Balance Sheets. |
INVESTMENTS IN UNCONSOLIDATED E
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 6 Months Ended |
Jun. 30, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENTS IN UNCONSOLIDATED ENTITIES | NOTE 7—INVESTMENTS IN UNCONSOLIDATED ENTITIES We report investments in unconsolidated entities over whose operating and financial policies we have the ability to exercise significant influence under the equity method of accounting. We are not required to consolidate these entities because our joint venture partners have significant participating rights, nor are these entities considered VIEs, as they are controlled by equity holders with sufficient capital. Our investments in unconsolidated entities include investments in both real estate entities and operating entities as described further below. Investments in Unconsolidated Real Estate Entities Below is a summary of our investments in unconsolidated real estate entities, including through VIM, as of June 30, 2024 and December 31, 2023, respectively (dollars in thousands): Ownership as of (1) Carrying Amount as of June 30, 2024 December 31, 2023 June 30, 2024 December 31, 2023 Investments in unconsolidated real estate entities: Ventas Life Science & Healthcare Real Estate Fund 20.1% 20.1% $ 262,374 $ 264,442 Pension Fund Joint Venture 25.0% 25.0% 19,125 22,169 Research & Innovation Development Joint Venture 53.0% 53.0% 290,619 275,829 Ventas Investment Management platform 572,118 562,440 Atrium Health & Wake Forest Joint Venture 48.5% 48.5% 36,112 35,137 All other (2) 34.0%-37.5% 34.0%-37.5% 614 629 Total investments in unconsolidated real estate entities $ 608,844 $ 598,206 ______________________________ (1) The entities in which we have an ownership interest may have less than a 100% interest in the underlying real estate. The ownership percentages in the table reflect our interest in the entities. Joint venture members, including us in some instances, have equity participation rights based on the underlying performance of the investments, which could result in non pro rata distributions. (2) Includes investments in parking structures and other de minimis investments in unconsolidated real estate entities. We provide various services to our unconsolidated real estate entities in exchange for fees and reimbursements. Total management fees earned in connection with these services were $3.9 million and $3.6 million for the three months ended June 30, 2024 and 2023, respectively, and $7.7 million and $7.2 million for the six months ended June 30, 2024 and 2023, respectively. Such amounts, along with any promote revenue, are included in third party capital management revenues in our Consolidated Statements of Income. Investments in Unconsolidated Operating Entities We own investments in unconsolidated operating entities such as Ardent and Atria, which are included within other assets on our Consolidated Balance Sheets. As of June 30, 2024, we held a 34% ownership interest in Atria, which entitles us to customary minority rights and protections, including the right to appoint two members to the Atria Board of Directors. As of June 30, 2024, we held a 7.5% ownership interest in Ardent, which entitled us to customary minority rights and protections, including the right to appoint one member to the Ardent Board of Directors. Following Ardent’s initial public offering, which was consummated in July 2024 (the “Ardent IPO”), we held an approximately 6.5% ownership interest in Ardent. In connection with the Ardent IPO, we entered into a nomination agreement with Ardent, which provides us the right (but not the obligation) to nominate one member of the Ardent Board of Directors for so long as we beneficially own 4% or more of the total voting power of Ardent. |
INTANGIBLES
INTANGIBLES | 6 Months Ended |
Jun. 30, 2024 | |
Intangible Assets, Intangible Liabilities, And Goodwill Disclosure [Abstract] | |
INTANGIBLES | NOTE 8—INTANGIBLES The following is a summary of our intangibles (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Balance Weighted Average Balance Weighted Average Intangible assets: Above-market lease intangibles (1) $ 128,773 4.5 $ 130,371 4.8 In-place and other lease intangibles (2) 1,325,700 9.3 1,317,775 8.3 Goodwill 1,045,071 N/A 1,045,176 N/A Other intangibles (2) 34,389 4.3 34,440 4.8 Accumulated amortization (1,253,521) N/A (1,189,817) N/A Net intangible assets $ 1,280,412 8.8 $ 1,337,945 8.0 Intangible liabilities: Below-market lease intangibles (1) $ 306,094 7.8 $ 306,499 8.1 Other lease intangibles 13,498 N/A 13,498 N/A Accumulated amortization (246,908) N/A (241,600) N/A Purchase option intangibles 3,568 N/A 3,568 N/A Net intangible liabilities $ 76,252 7.8 $ 81,965 8.1 ______________________________ (1) Amortization of above- and below-market lease intangibles is recorded as a decrease and an increase to revenues, respectively, in our Consolidated Statements of Income. (2) Amortization of lease intangibles is recorded in depreciation and amortization in our Consolidated Statements of Income. N/A—Not Applicable Above-market lease intangibles and in-place and other lease intangibles are included in acquired lease intangibles within real estate investments on our Consolidated Balance Sheets. Other intangibles (including non-compete agreements, trade names and trademarks) are included in other assets on our Consolidated Balance Sheets. Below-market lease intangibles, other lease intangibles and purchase option intangibles are included in accounts payable and other liabilities on our Consolidated Balance Sheets. |
OTHER ASSETS
OTHER ASSETS | 6 Months Ended |
Jun. 30, 2024 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER ASSETS | NOTE 9—OTHER ASSETS The following is a summary of our other assets (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Straight-line rent receivables $ 198,668 $ 194,108 Deferred lease costs, net 130,862 118,556 Investment in unconsolidated operating entities 77,880 80,312 Stock warrants 61,100 59,281 Non-mortgage loans receivable, net 29,347 26,152 Other intangibles, net 5,153 5,584 Other 199,976 199,417 Total other assets $ 702,986 $ 683,410 Stock warrants represent warrants exercisable at any time prior to December 31, 2025, in whole or in part, for 14.6 million shares of Brookdale Senior Living, Inc. common stock at an exercise price of $3.00 per share. See Note 3 – Concentration of Credit Risk. The remaining warrants are measured at fair value with changes in fair value being recognized within Other Expense in our Consolidated Statements of Income. |
SENIOR NOTES PAYABLE AND OTHER
SENIOR NOTES PAYABLE AND OTHER DEBT | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
SENIOR NOTES PAYABLE AND OTHER DEBT | NOTE 10—SENIOR NOTES PAYABLE AND OTHER DEBT The following is a summary of our senior notes payable and other debt (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Unsecured revolving credit facility (1)(2) $ 3,161 $ 14,006 Commercial paper notes — — 3.50% Senior Notes due 2024 — 400,000 3.75% Senior Notes due 2024 — 400,000 4.125% Senior Notes, Series B due 2024 (2) 119,362 123,256 2.80% Senior Notes, Series E due 2024 (2) — 55,143 Unsecured term loan due 2025 (2) — 377,501 3.50% Senior Notes due 2025 600,000 600,000 2.65% Senior Notes due 2025 450,000 450,000 4.125% Senior Notes due 2026 500,000 500,000 3.25% Senior Notes due 2026 450,000 450,000 3.75% Exchangeable Senior Notes due 2026 862,500 862,500 Unsecured term loan due February 2027 200,000 200,000 Unsecured term loan due June 2027 500,000 500,000 2.45% Senior Notes, Series G due 2027 (2) 347,298 358,626 3.85% Senior Notes due 2027 400,000 400,000 4.00% Senior Notes due 2028 650,000 650,000 5.398% Senior Notes, Series I due 2028 (2) 438,693 453,001 4.40% Senior Notes due 2029 750,000 750,000 5.10% Senior Notes, Series J due 2029 (2) 475,250 — 3.00% Senior Notes due 2030 650,000 650,000 4.75% Senior Notes due 2030 500,000 500,000 2.50% Senior Notes due 2031 500,000 500,000 3.30% Senior Notes, Series H due 2031 (2) 219,346 226,501 5.625% Senior Note due 2034 500,000 — 6.90% Senior Notes due 2037 (3) 52,400 52,400 6.59% Senior Notes due 2038 (3) 21,413 21,413 5.70% Senior Notes due 2043 300,000 300,000 4.375% Senior Notes due 2045 300,000 300,000 4.875% Senior Notes due 2049 300,000 300,000 Mortgage loans and other 3,186,118 3,174,251 Total 13,275,541 13,568,598 Deferred financing costs, net (99,445) (84,034) Unamortized fair value adjustment (15,516) 17,081 Unamortized discounts 14,497 (10,749) Senior notes payable and other debt $ 13,175,077 $ 13,490,896 ______________________________ (1) As of June 30, 2024 and December 31, 2023, respectively, no aggregate borrowings were denominated in Canadian dollars. Aggregate borrowings of $3.2 million and $14.0 million were denominated in British pounds as of June 30, 2024 and December 31, 2023, respectively. (2) British Pound and Canadian Dollar debt obligations shown in US Dollars. (3) Our 6.90% Senior Notes due 2037 are subject to repurchase at the option of the holders, at par, on October 1, 2027, and our 6.59% Senior Notes due 2038 are subject to repurchase at the option of the holders, at par, on July 7, 2028. Credit Facilities, Commercial Paper, Unsecured Term Loans and Letters of Credit As of June 30, 2024, we have a $2.75 billion unsecured revolving credit facility priced at SOFR plus 0.10% applied in connection with the transition from LIBOR to SOFR (“Adjusted SOFR”) plus 0.775% which is subject to adjustment based on the Company’s debt ratings. Our unsecured revolving credit facility matures in April 2028, and may be extended at our option, subject to the satisfaction of certain conditions, for two additional periods of six months each. The revolving credit facility also includes an accordion feature that permits us to increase our aggregate borrowing capacity thereunder to up to $3.75 billion, subject to the satisfaction of certain conditions, including the receipt of additional commitments for such increase. Our unsecured revolving credit facility imposes certain customary restrictions on us, including restrictions pertaining to: (i) liens; (ii) investments; (iii) the incurrence of additional indebtedness; (iv) mergers and dissolutions; (v) certain dividend, distribution and other payments; (vi) permitted businesses; (vii) transactions with affiliates; and (viii) the maintenance of certain consolidated total leverage, secured debt leverage, unsecured debt leverage and fixed charge coverage ratios and minimum consolidated adjusted net worth, and contains customary events of default. As of June 30, 2024, we had $2.7 billion of undrawn capacity under our unsecured revolving credit facility with $3.2 million outstanding and an additional $0.8 million restricted to support outstanding letters of credit. We use our unsecured revolving credit facility to support our commercial paper program and for general corporate purposes. Our wholly-owned subsidiary, Ventas Realty, Limited Partnership (“Ventas Realty”), may issue from time to time unsecured commercial paper notes up to a maximum aggregate amount outstanding at any time of $1.0 billion. The notes are sold under customary terms in the U.S. commercial paper note market and are ranked pari passu with all of Ventas Realty’s other unsecured senior indebtedness. The notes are fully and unconditionally guaranteed by Ventas, Inc. As of June 30, 2024, we had no borrowings outstanding under our commercial paper program. Ventas Realty has a $500.0 million unsecured term loan priced at Adjusted SOFR plus 0.85%, which is subject to adjustment based on Ventas Realty’s debt ratings. This term loan is fully and unconditionally guaranteed by Ventas, Inc. It matures in June 2027 and includes an accordion feature that permits Ventas Realty to increase the aggregate borrowings thereunder to up to $1.25 billion, subject to the satisfaction of certain conditions, including the receipt of additional commitments for such increase. Ventas Realty has a $200.0 million unsecured term loan priced at Adjusted SOFR plus 0.85%, which is subject to adjustment based on Ventas Realty’s debt ratings. This term loan is fully and unconditionally guaranteed by Ventas, Inc. It matures in February 2027 and includes an accordion feature that permits Ventas Realty to increase the aggregate borrowings thereunder to up to $500.0 million, subject to the satisfaction of certain conditions, including the receipt of additional commitments for such increase. During the six months ended June 30, 2024, we repaid and extinguished a C$500.0 million or $367.9 million unsecured term loan facility priced at Canadian Dollar Offered Rate (“CDOR”) plus 0.90% that would otherwise have matured in January 2025. We also repaid C$73.0 million or $53.4 million aggregate principal amount of 2.80% Senior Notes, Series E due 2024 at maturity. As of June 30, 2024, our $100.0 million uncommitted line for standby letters of credit had an outstanding balance of $14.7 million. The agreement governing the line contains certain customary covenants and, under its terms, we are required to pay a commission on each outstanding letter of credit at a fixed rate. Exchangeable Senior Notes In June 2023, Ventas Realty issued $862.5 million aggregate principal amount of its 3.75% Exchangeable Senior Notes due 2026 (the “Exchangeable Notes”) in a private placement. The Exchangeable Notes are senior, unsecured obligations of Ventas Realty and are fully and unconditionally guaranteed on an unsecured and unsubordinated basis by Ventas, Inc. The Exchangeable Notes bear interest at a rate of 3.75% per year, payable semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2023. The Exchangeable Notes mature on June 1, 2026, unless earlier exchanged, redeemed or repurchased. As of June 30, 2024, we had $862.5 million aggregate principal amount of the Exchangeable Notes outstanding. During the three and six months ended June 30, 2024, we recognized approximately $8.1 million and $16.2 million respectively, of contractual interest expense and amortization of issuance costs of $1.7 million and $3.4 million, respectively, related to the Exchangeable Notes. Unamortized issuance costs of $13.7 million as of June 30, 2024 were recorded as an offset to senior notes payable and other debt on our Consolidated Balance Sheet. The Exchangeable Notes are exchangeable at an initial exchange rate of 18.2460 shares of our common stock per $1,000 principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $54.81 per share of common stock). The initial exchange rate is subject to adjustment, including in the event of the payment of a quarterly dividend in excess of $0.45 per share, but will not be adjusted for any accrued and unpaid interest. Upon exchange of the Exchangeable Notes, Ventas Realty will pay cash up to the aggregate principal amount of the Exchangeable Notes to be exchanged and pay or deliver (or cause to be delivered), as the case may be, cash, shares of common stock or a combination of cash and shares of common stock, at Ventas Realty’s election, in respect of the remainder, if any, of its exchange obligation in excess of the aggregate principal amount of the Exchangeable Notes being exchanged. Prior to the close of business on the business day immediately preceding March 1, 2026, the Exchangeable Notes will be exchangeable at the option of the noteholders only upon the satisfaction of specified conditions and during certain periods described in the indenture governing the Exchangeable Notes. On or after March 1, 2026, until the close of business on the business day immediately preceding the maturity date, the Exchangeable Notes will be exchangeable at the option of the noteholders at any time regardless of these conditions or periods. We have evaluated and concluded that the exchange options embedded in our exchangeable senior notes are eligible for the entity’s own equity scope exception from ASC 815 and therefore, do not need to be bifurcated. Accordingly, we record our exchangeable senior notes as liabilities (included in senior notes payable and other debt on our Consolidated Balance Sheets). Senior Notes In February 2024, Ventas Canada Finance Limited (“Ventas Canada”) issued and sold $475.3 million (C$650.0 million) aggregate principal amount of 5.10% Senior Notes, Series J due 2029 in a private placement. The proceeds were primarily used to repay a $367.9 million (C$500.0 million) unsecured term loan facility due 2025. In April and May 2024, we repaid $800.0 million senior notes consisting of $400.0 million aggregate principal amount of 3.50% Senior Notes due 2024 and $400.0 million aggregate principal amount of 3.75% Senior Notes due 2024 at maturity primarily with cash on hand and through our commercial paper program. In April 2024, we repaid $53.4 million (C$73.0 million) aggregate principal amount of 2.80% Senior Notes, Series E due 2024 at maturity with cash on hand. In May 2024, Ventas Realty issued and sold $500.0 million aggregate principal amount of 5.625% Senior Notes due 2034 in a registered public offering. The proceeds were primarily used to repay balances outstanding under our commercial paper program. Mortgages In February 2024, we entered into a C$52.8 million fixed rate mortgage loan, which accrues interest at 4.644%, matures in 2029 and is secured by one senior housing community in Canada. In April 2024, we entered into an aggregate C$103.0 million fixed rate mortgage loans, which accrue interest at a blended rate of 4.90%, mature in 2029 and are secured by two senior housing communities in Canada. In May 2024, we entered into a $52.3 million fixed rate mortgage loan, which accrues interest at 6.02%, matures in 2034 and is secured by one outpatient medical building in California. Scheduled Maturities of Borrowing Arrangements and Other Provisions As of June 30, 2024, our indebtedness had the following maturities (dollars in thousands): Principal Amount Unsecured Revolving Credit Facility and Commercial Paper Notes Scheduled Periodic Total Maturities 2024 $ 190,188 $ — $ 27,231 $ 217,419 2025 1,811,753 — 48,623 1,860,376 2026 1,930,699 — 42,769 1,973,468 2027 1,562,551 — 42,947 1,605,498 2028 1,481,389 3,161 35,986 1,520,536 Thereafter 5,968,500 — 129,744 6,098,244 Total maturities $ 12,945,080 $ 3,161 $ 327,300 $ 13,275,541 Derivatives and Hedging In the normal course of our business, interest rate fluctuations affect future cash flows under our variable rate debt obligations, loans receivable and marketable debt securities, and foreign currency exchange rate fluctuations affect our operating results. We follow established risk management policies and procedures, including the use of derivative instruments, to mitigate the impact of these risks. We do not use derivative instruments for trading or speculative purposes, and we have a policy of entering into contracts only with major financial institutions based upon their credit ratings and other factors. When considered together with the underlying exposure that the derivative is designed to hedge, we do not expect that the use of derivatives in this manner would have any material adverse effect on our future financial condition or results of operations. Periodically, we enter into and designate interest rate locks to partially hedge the risk of changes in interest payments attributable to increases in the benchmark interest rate during the period leading up to the probable issuance of fixed-rate debt. We designate our interest rate locks as cash flow hedges. Gains and losses when we settle our interest rate locks are amortized into earnings over the life of the related debt, except where a material amount is deemed to be ineffective, which would be immediately recognized in the Consolidated Statements of Income. As of June 30, 2024, our variable rate debt obligations of $0.7 billion reflect, in part, the effect of $142.3 million notional amount of interest rate swaps with maturities in March 2027, that effectively convert fixed rate debt to variable rate debt. As of June 30, 2024, our fixed rate debt obligations of $12.5 billion reflect, in part, the effect of $526.9 million and C$643.8 million notional amount of interest rate swaps with maturities ranging from February 2025 to April 2031, in each case, that effectively convert variable rate debt to fixed rate debt. 2024 Activity In June through August 2024, we entered into an aggregate $200.0 million treasury locks to hedge interest rate risk on future debt issuances. The treasury locks expire in June and July 2025 and fix the 10-year U.S. treasury at 4.1%. |
FAIR VALUES MEASUREMENTS
FAIR VALUES MEASUREMENTS | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUES MEASUREMENTS | NOTE 11—FAIR VALUES OF FINANCIAL INSTRUMENTS Overview Accounting guidance on fair value measurements for certain financial assets and liabilities requires that financial assets and liabilities carried at fair value be classified and disclosed in one of the following categories: • Level 1: Fair value calculated based on unadjusted quoted prices for identical assets or liabilities in active markets that we have the ability to access. • Level 2: Fair value calculated using inputs other than quoted prices included in level one that are directly or indirectly observable for the asset or liability. Level two inputs may include quoted prices for similar assets and liabilities in active markets and other inputs for the asset or liability that are observable at commonly quoted intervals, such as interest rates, foreign exchange rates and yield curves. • Level 3: Fair value calculated using unobservable inputs for the asset or liability, which typically are based on our own assumptions, because there is little, if any, related market activity. The use of different market assumptions and estimation methodologies may have a material effect on the reported estimated fair value amounts. Accordingly, the estimates presented are not necessarily indicative of the amounts we would realize in a current market exchange or transaction. Financial Instruments Measured at Fair Value The table below summarizes the carrying amounts and fair values of our financial instruments either recorded or disclosed on a recurring basis (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Carrying Fair Value Carrying Fair Value Assets: Cash and cash equivalents (1) $ 557,082 $ 557,082 $ 508,794 $ 508,794 Escrow deposits and restricted cash (1) 58,202 58,202 54,668 54,668 Stock warrants (3)(5) 61,100 61,100 59,281 59,281 Secured mortgage loans and other, net (3)(4) 36,195 36,248 27,986 27,947 Non-mortgage loans receivable, net (3)(4)(5) 29,347 28,314 26,152 25,200 Derivative instruments (3)(5) 26,445 26,445 19,782 19,782 Liabilities: Senior notes payable and other debt, gross (3)(4) 13,275,541 12,770,607 13,568,598 13,104,091 Derivative instruments (3)(6) 919 919 2,525 2,525 Redeemable OP Units (2) 175,076 175,076 173,452 173,452 ______________________________ (1) The carrying amount approximates fair value due to the short maturity of these instruments. (2) Level 1 within fair value hierarchy. (3) Level 2 within fair value hierarchy. (4) Level 3 within fair value hierarchy. (5) Included in other assets on our Consolidated Balance Sheets. (6) Included in accounts payable and other liabilities on our Consolidated Balance Sheets. Other Items Measured at Fair Value on a Nonrecurring Basis Real estate recorded as held for sale and any associated real estate impairment recorded due to the shortening of the expected hold period due to our change in intent to hold the asset (see “Note 5 – Dispositions and Impairments”) are measured at fair value on a nonrecurring basis. We estimate the fair value of assets held for sale and any associated impairment charges based primarily on current sales price expectations, which reside within Level 2 of the fair value hierarchy. Real estate impairment charges recorded due to our evaluation of recoverability when events or changes in circumstances indicate the carrying amount may not be recoverable are based on company-specific inputs and our assumptions about the marketability of the properties as observable inputs are not available. As such, we have determined that these fair value measurements generally reside within Level 3 of the fair value hierarchy. We estimate the fair value of real estate deemed to not be recoverable using the cost or income approach and unobservable data such as net operating income and estimated capitalization and discount rates, and giving consideration to local and national industry market data including comparable sales. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 12—COMMITMENTS AND CONTINGENCIES From time to time, we are party to various lawsuits, investigations, claims and other legal and regulatory proceedings arising in connection with our business. In certain circumstances, regardless of whether we are a named party in a lawsuit, investigation, claim or other legal or regulatory proceeding, we may be contractually obligated to indemnify, defend and hold harmless our tenants, operators, managers or other third parties against, or may otherwise be responsible for, such actions, proceedings or claims. These claims may include, among other things, professional liability and general liability claims, commercial liability claims, unfair business practices claims and employment claims, as well as regulatory proceedings and government investigations, including proceedings related to our senior housing operating portfolio, where we are typically the holder of the applicable healthcare license. These claims may not be fully insured and some may allege large damage amounts. It is the opinion of management, that the disposition of any such lawsuits, investigations, claims and other legal and regulatory proceedings that are currently pending will not, individually or in the aggregate, have a material adverse effect on us. However, regardless of the merits of a particular action, investigation or claim, we may be forced to expend significant financial resources to defend and resolve these matters. We are unable to predict the ultimate outcome of these lawsuits, investigations, claims and other legal and regulatory proceedings, and if management’s assessment of our liability with respect thereto is incorrect, such actions, investigations and claims could have a material adverse effect on us. From time to time, on behalf of ourselves or on behalf of our unconsolidated entities, we have agreed, and may in the future agree, to provide guarantees, indemnities or other similar contingent obligations to third parties. Such agreements may include, without limitation: (1) guarantees of all or a portion of the principal, interest and other amounts due under mortgage debt or other borrowings, (2) customary nonrecourse carve-out guarantees provided in connection with mortgage or other borrowings, (3) customary indemnifications of lenders for potential environmental liabilities, (4) completion guarantees provided to lenders, tenants, ground lessors or other third parties for the completion of development and redevelopment projects, (5) guarantees of payment of contingent tax obligations to tax credit investors who have purchased historic, new market and other tax credits from us or our unconsolidated entities, (6) guarantees of ground rent and other payment of ground rent and other obligations to ground lessors and (7) indemnities and other guarantees required in connection with the procurement of performance and surety bonds and standby letters of credit. As of June 30, 2024, it is the opinion of management that (i) our liability under these arrangements is not quantifiable and (ii) the risk of us being required to make payments under these arrangements is remote, in each case, individually and in the aggregate. Accordingly, no contingent liability is recorded in our Consolidated Balance Sheet for any of these arrangements. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 13—INCOME TAXES We have elected to be taxed as a REIT under the applicable provisions of the Internal Revenue Code of 1986, as amended, for every year beginning with the year ended December 31, 1999. We have also elected for certain of our subsidiaries to be treated as taxable REIT subsidiaries (“TRS” or “TRS entities”), which are subject to federal, state and foreign income taxes. All entities other than the TRS entities are collectively referred to as the “REIT” within this note. Certain REIT entities are subject to foreign income tax. Although the TRS entities and certain other foreign entities have paid minimal federal, state and foreign income taxes for the six months ended June 30, 2024, their income tax liabilities may increase in future periods as we exhaust net operating loss (“NOL”) carryforwards and as our operations grow. Such increases could be significant. Our consolidated provision for income taxes for the three months ended June 30, 2024 and 2023 was an expense of $7.8 million and a benefit of $9.8 million, respectively. Our consolidated provision for income taxes for the six months ended June 30, 2024 and 2023 was an expense of $4.8 million and a benefit of $12.6 million, respectively. The income tax expense for the three and six months ended June 30, 2024 is primarily due to the enactment of Bill C-59 in Canada, which limits the amount of interest expense we can deduct with respect to our Canadian entities. Bill C-59 is retrospectively applied to October 1, 2023 and the cumulative effect tax of such interest limitation was recognized in the current quarter. The impact of the interest limitation was partially offset by reversal of valuation allowances recorded against the net deferred tax assets of certain of our TRS entities and losses in certain of our TRS entities. The income tax benefit for the three and six months ended June 30, 2023 was primarily due to losses in certain of our TRS entities as well as an $8.0 million benefit from internal restructurings of our U.S. TRS entities. Each TRS is a tax paying component for purposes of classifying deferred tax assets and liabilities. Deferred tax liabilities with respect to our TRS entities totaled $32.7 million and $24.5 million as of June 30, 2024 and December 31, 2023, respectively, and related primarily to differences between the financial reporting and tax bases of fixed and intangible assets, net of loss carryforwards. Deferred tax assets with respect to our TRS entities totaled $1.7 million and $1.8 million as of June 30, 2024 and December 31, 2023, respectively, and related primarily to loss carryforwards. Generally, we are subject to audit under the statute of limitations by the Internal Revenue Service for the year ended December 31, 2020 and subsequent years and are subject to audit by state taxing authorities for the year ended December 31, 2019 and subsequent years. We are subject to audit generally under the statutes of limitation by the Canada Revenue Agency and provincial authorities with respect to the Canadian entities for the year ended December 31, 2019 and subsequent years. We are subject to audit in the United Kingdom generally for periods ended in and subsequent to 2022. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 14—STOCKHOLDERS' EQUITY Capital Stock We participate in an “at-the-market” equity offering program (“ATM program”), pursuant to which we may, from time to time, sell up to $1.0 billion aggregate gross sales price of shares of our common stock. During the six months ended June 30, 2024, we sold 10.4 million shares of our common stock under our ATM program for gross proceeds of $499.4 million, representing an average price of $47.87 per share. As of June 30, 2024, the remaining amount available under our ATM program for future sales of common stock was $500.6 million. Accumulated Other Comprehensive Loss The following is a summary of our accumulated other comprehensive loss (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Foreign currency translation loss $ (46,289) $ (56,596) Unrealized loss on available for sale securities (1,978) (1,256) Unrealized gain on derivative instruments 30,858 22,095 Total accumulated other comprehensive loss $ (17,409) $ (35,757) |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | NOTE 15—EARNINGS PER SHARE The following table shows the amounts used in computing our basic and diluted earnings per share (in thousands, except per share amounts): For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Numerator for basic and diluted earnings per share: Income from continuing operations $ 21,168 $ 105,066 $ 8,628 $ 123,978 Net income 21,168 105,066 8,628 123,978 Net income attributable to noncontrolling interests 1,781 1,613 3,553 3,008 Net income attributable to common stockholders $ 19,387 $ 103,453 $ 5,075 $ 120,970 Denominator: Denominator for basic earnings per share—weighted average shares 408,097 400,431 405,747 400,211 Effect of dilutive securities: Restricted stock awards 308 220 293 268 OP unitholder interests 3,418 3,471 3,432 3,478 Denominator for diluted earnings per share—adjusted weighted average shares 411,823 404,122 409,472 403,957 Basic earnings per share: Income from continuing operations $ 0.05 $ 0.26 $ 0.02 $ 0.31 Net income attributable to common stockholders 0.05 0.26 0.01 0.30 Diluted earnings per share: (1) Income from continuing operations $ 0.05 $ 0.26 $ 0.02 $ 0.31 Net income attributable to common stockholders 0.05 0.26 0.01 0.30 ______________________________ (1) Potential common shares are not included in the computation of diluted earnings per share when a loss from continuing operations exists as the effect would be an antidilutive per share amount. The dilutive effect of our Exchangeable Notes is calculated using the if-converted method in accordance with ASU 2020-06. We are required, pursuant to the indenture governing the Exchangeable Notes, to settle the aggregate principal amount of the Exchangeable Notes in cash and may elect to settle any remaining exchange obligation (i.e., the stock price in excess of the exchange obligation) in cash, shares of our common stock, or a combination thereof. Under the if-converted method, we include the number of shares required to satisfy the exchange obligation, assuming all the Exchangeable Notes are exchanged. The average closing price of our common stock for the three and six months ended June 30, 2024 is used as the basis for determining the dilutive effect on earnings per share. The average price of our common stock for each of the three and six months ended June 30, 2024 was less than the initial exchange price of $54.81 and, therefore, all associated shares were antidilutive. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | NOTE 16—SEGMENT INFORMATION As of June 30, 2024, we operated through three reportable business segments: SHOP, outpatient medical and research portfolio and triple-net leased properties. In our SHOP segment, we invest in senior housing communities throughout the United States and Canada and engage operators to operate those communities. In our outpatient medical and research portfolio segment, we primarily acquire, own, develop, lease and manage outpatient medical buildings and research centers throughout the United States. In our triple-net leased properties segment, we invest in and own senior housing communities, skilled nursing facilities (“SNFs”), long-term acute care facilities (“LTACs”), freestanding inpatient rehabilitation facilities (“IRFs”) and other healthcare facilities throughout the United States and the United Kingdom and lease those properties to tenants under triple-net or absolute-net leases that obligate the tenants to pay all property-related expenses, including maintenance, utilities, repairs, taxes, insurance and capital expenditures. Information provided for “non-segment” includes management fees and promote revenues, net of expenses related to our third-party institutional capital management business, income from loans and investments and various corporate-level expenses not directly attributable to any of our three reportable business segments. Non-segment assets consist primarily of corporate assets, including cash, restricted cash, loans receivable and investments and miscellaneous accounts receivable as well as investments in unconsolidated entities including VIM. Our chief operating decision maker evaluates performance of the combined properties in each reportable business segment and determines how to allocate resources to those segments, in significant part, based on NOI and related measures for each segment. We define NOI as total revenues, less interest and other income, property-level operating expenses and third party capital management expenses. We consider NOI useful because it allows investors, analysts and our management to measure unlevered property-level operating results and to compare our operating results to the operating results of other real estate companies between periods on a consistent basis. In order to facilitate a clear understanding of our historical consolidated operating results, NOI should be examined in conjunction with net income attributable to common stockholders as presented in our Consolidated Financial Statements and other financial data included elsewhere in this Quarterly Report on Form 10-Q. See “Non-GAAP Financial Measures” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure and reconciliations of net income attributable to common stockholders, as computed in accordance with GAAP, to NOI. Interest expense, depreciation and amortization, general, administrative and professional fees, income tax expense and other non-property-specific revenues and expenses are not allocated to individual reportable business segments for purposes of assessing segment performance. There are no intersegment sales or transfers. Summary information by reportable business segment is as follows (dollars in thousands): For the Three Months Ended June 30, 2024 SHOP Outpatient Medical and Research Portfolio Triple-Net Non-Segment Total Revenues Rental income $ — $ 218,853 $ 153,934 $ — $ 372,787 Resident fees and services 817,600 — — — 817,600 Third party capital management revenues — 706 — 3,626 4,332 Income from loans and investments — — — 1,436 1,436 Interest and other income — — — 4,825 4,825 Total revenues $ 817,600 $ 219,559 $ 153,934 $ 9,887 $ 1,200,980 Total revenues $ 817,600 $ 219,559 $ 153,934 $ 9,887 $ 1,200,980 Less: Interest and other income — — — 4,825 4,825 Property-level operating expenses 603,359 73,286 3,506 — 680,151 Third party capital management expenses — — — 1,650 1,650 NOI $ 214,241 $ 146,273 $ 150,428 $ 3,412 514,354 Interest and other income 4,825 Interest expense (149,259) Depreciation and amortization (339,848) General, administrative and professional fees (37,727) Loss on extinguishment of debt, net (420) Transaction, transition and restructuring costs (2,886) Allowance on loans receivable and investments, net 42 Shareholder relations matters (37) Other expense (8,128) Loss from unconsolidated entities (1,652) Gain on real estate dispositions 49,670 Income tax expense (7,766) Income from continuing operations 21,168 Net income 21,168 Net income attributable to noncontrolling interests 1,781 Net income attributable to common stockholders $ 19,387 For the Three Months Ended June 30, 2023 SHOP Outpatient Medical and Research Portfolio Triple-Net Non-Segment Total Revenues Rental income $ — $ 215,807 $ 154,355 $ — $ 370,162 Resident fees and services 724,614 — — — 724,614 Third party capital management revenues — 559 — 3,437 3,996 Income from loans and investments — — — 6,554 6,554 Interest and other income — — — 1,032 1,032 Total revenues $ 724,614 $ 216,366 $ 154,355 $ 11,023 $ 1,106,358 Total revenues $ 724,614 $ 216,366 $ 154,355 $ 11,023 $ 1,106,358 Less: Interest and other income — — — 1,032 1,032 Property-level operating expenses 547,110 72,171 3,537 — 622,818 Third party capital management expenses — — — 1,436 1,436 NOI $ 177,504 $ 144,195 $ 150,818 $ 8,555 481,072 Interest and other income 1,032 Interest expense (143,265) Depreciation and amortization (304,689) General, administrative and professional fees (34,399) Gain on extinguishment of debt, net 6,801 Transaction, transition and restructuring costs (3,069) Allowance on loans receivable and investments, net 12,065 Gain on foreclosure of real estate 29,127 Other income 17,959 Income from unconsolidated entities 31,254 Gain on real estate dispositions 1,405 Income tax benefit 9,773 Income from continuing operations 105,066 Net income 105,066 Net income attributable to noncontrolling interests 1,613 Net income attributable to common stockholders $ 103,453 For the Six Months Ended June 30, 2024 SHOP Outpatient Medical and Research Portfolio Triple-Net Non-Segment Total Revenues Rental income $ — $ 437,730 $ 309,302 $ — $ 747,032 Resident fees and services 1,630,904 — — — 1,630,904 Third party capital management revenues — 1,336 — 7,292 8,628 Income from loans and investments — — — 2,725 2,725 Interest and other income — — — 11,605 11,605 Total revenues $ 1,630,904 $ 439,066 $ 309,302 $ 21,622 $ 2,400,894 Total revenues $ 1,630,904 $ 439,066 $ 309,302 $ 21,622 $ 2,400,894 Less: Interest and other income — — — 11,605 11,605 Property-level operating expenses 1,213,180 147,224 7,244 — 1,367,648 Third party capital management expenses — — — 3,403 3,403 NOI $ 417,724 $ 291,842 $ 302,058 $ 6,614 1,018,238 Interest and other income 11,605 Interest expense (299,192) Depreciation and amortization (640,103) General, administrative and professional fees (86,464) Loss on extinguishment of debt, net (672) Transaction, transition and restructuring costs (7,563) Allowance on loans receivable and investments, net 110 Shareholder relations matters (15,751) Other expense (6,794) Loss from unconsolidated entities (10,035) Gain on real estate dispositions 50,011 Income tax expense (4,762) Income from continuing operations 8,628 Net income 8,628 Net income attributable to noncontrolling interests 3,553 Net income attributable to common stockholders $ 5,075 For the Six Months Ended June 30, 2023 SHOP Outpatient Medical and Research Portfolio Triple-Net Non-Segment Total Revenues Rental income $ — $ 418,811 $ 304,094 $ — $ 722,905 Resident fees and services 1,429,607 — — — 1,429,607 Third party capital management revenues — 1,187 — 6,986 8,173 Income from loans and investments — — — 20,143 20,143 Interest and other income — — — 2,775 2,775 Total revenues $ 1,429,607 $ 419,998 $ 304,094 $ 29,904 $ 2,183,603 Total revenues $ 1,429,607 $ 419,998 $ 304,094 $ 29,904 $ 2,183,603 Less: Interest and other income — — — 2,775 2,775 Property-level operating expenses 1,084,332 139,084 7,333 — 1,230,749 Third party capital management expenses — — — 3,142 3,142 NOI $ 345,275 $ 280,914 $ 296,761 $ 23,987 946,937 Interest and other income 2,775 Interest expense (271,340) Depreciation and amortization (586,808) General, administrative and professional fees (79,197) Gain on extinguishment of debt, net 6,801 Transaction, transition and restructuring costs (4,455) Allowance on loans receivable and investments, net 20,129 Gain on foreclosure of real estate 29,127 Other income 10,197 Income from unconsolidated entities 25,631 Gain on real estate dispositions 11,606 Income tax benefit 12,575 Income from continuing operations 123,978 Net income 123,978 Net income attributable to noncontrolling interests 3,008 Net income attributable to common stockholders $ 120,970 Assets by reportable business segment are as follows (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Assets: SHOP $ 12,944,144 52.8 % $ 12,864,029 52.0 % Outpatient medical and research portfolio 6,893,756 28.1 6,943,446 28.1 Triple-net leased properties 3,902,304 15.9 4,120,691 16.7 Non-segment 790,025 3.2 797,267 3.2 Total assets $ 24,530,229 100.0 % $ 24,725,433 100.0 % |
ACCOUNTING POLICIES (Policies)
ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The accompanying Consolidated Financial Statements have been prepared in accordance with GAAP for interim financial information set forth in the Accounting Standards Codification (“ASC”), as published by the Financial Accounting Standards Board (“FASB”), and with the Securities and Exchange Commission (“SEC”) instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of results for the interim period have been included. Operating results for the three and six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. The accompanying Consolidated Financial Statements and related notes should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Annual Report”). Certain prior period amounts have been reclassified to conform to the current period presentation. |
Accounting Estimates | Accounting Estimates The preparation of financial statements in accordance with GAAP requires us to make estimates and assumptions regarding future events that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Principles of Consolidation | Principles of Consolidation The accompanying Consolidated Financial Statements include our accounts and the accounts of our wholly-owned subsidiaries and the joint venture entities over which we exercise control. All intercompany transactions and balances have been eliminated in consolidation, and our net earnings are reduced by the portion of net earnings attributable to noncontrolling interests. |
Recently Issued Accounting Standards | Recent Accounting Standards In November 2023, the FASB issued Accounting Standards Update 2023-07, Segment Reporting—Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires incremental disclosures related to a public entity’s reportable segments. Required disclosures include, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount for other segment items (which is the difference between segment revenue less segment expenses and less segment profit or loss) and a description of its composition, the title and position of the CODM, and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The standard also permits disclosure of more than one measure of segment profit. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. We are evaluating the impact of adopting ASU 2023-07 and expect to have additional disclosures in our Form 10-K for the year ended December 31, 2024. In December 2023, the FASB issued Accounting Standards Update 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires public entities on an annual basis to (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate). ASU 2023-09 is effective for fiscal years beginning after December 15, 2025. We are evaluating the impact of adopting ASU 2023-09 on our Consolidated Financial Statements. In March 2024, the SEC adopted the final rule under SEC Release No. 33-11275, The Enhancement and Standardization of Climate Related Disclosures for Investors , which requires registrants to disclose climate-related information in registration statements and annual reports. The new rules would be effective for annual reporting periods beginning in fiscal year 2025. However, in April 2024, the SEC exercised its discretion to stay these rules pending the completion of judicial review of certain consolidated petitions with the United States Court of Appeals for the Eighth Circuit in connection with these rules. We are evaluating the impact of this rule on our Consolidated Financial Statements. |
DESCRIPTION OF BUSINESS (Tables
DESCRIPTION OF BUSINESS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reportable Business Segments And Non-Segment Assets | The following table summarizes information for our consolidated reportable business segments and non-segment assets for the six months ended June 30, 2024 (dollars in thousands): Segment Total NOI (1) Percentage of Total NOI Number of Consolidated Properties Senior housing operating portfolio (SHOP) $ 417,724 41.0 % 582 Outpatient medical and research portfolio (OM&R) 291,842 28.7 % 428 Triple-net leased properties 302,058 29.7 % 308 Non-segment (2) 6,614 0.6 % — $ 1,018,238 100 % 1,318 ______________________________ (1) “NOI” is defined as total revenues, less interest and other income, property-level operating expenses and third party capital management expenses. See “Non-GAAP Financial Measures” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure and a reconciliation of net income attributable to common stockholders, as computed in accordance with GAAP, to NOI. (2) NOI for non-segment includes management fees and promote revenues, net of expenses related to our third-party institutional capital management business, income from loans and investments and various corporate-level expenses not directly attributable to any of our three reportable business segments. |
ACCOUNTING POLICIES (Tables)
ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Variable Interest Entities | The table below summarizes the total assets and liabilities of our consolidated VIEs as reported on our Consolidated Balance Sheets (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Total Assets Total Liabilities Total Assets Total Liabilities NHP/PMB L.P. $ 748,205 $ 280,103 $ 759,817 $ 266,658 Fonds Immobilier Groupe Maurice, S.E.C. 1,894,840 1,169,211 1,971,410 1,204,619 Other identified VIEs 1,602,668 361,854 1,597,957 354,828 Tax credit VIEs 27,879 4,400 29,746 4,024 |
CONCENTRATION OF CREDIT RISK (T
CONCENTRATION OF CREDIT RISK (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Risks and Uncertainties [Abstract] | |
Schedules of Concentration of Risk, by Risk Factor | The properties we triple-net leased to Brookdale, Ardent and Kindred accounted for a significant portion of total revenues and total NOI for the three months ended June 30, 2024 and 2023. The following table reflects the concentration risk related to our triple-net leased properties including assets held for sale for the periods presented: For the Three Months Ended June 30, 2024 2023 Contribution as a Percentage of Total Revenues (1) : Brookdale 3.1 % 3.4 % Ardent (2) 2.8 3.0 Kindred 2.8 3.0 Contribution as a Percentage of Total NOI (3) : Brookdale 7.2 % 7.8 % Ardent (2) 6.6 6.9 Kindred 6.6 6.9 ____________________________ (1) Total revenues include third party capital management revenues, income from loans and investments and interest and other income. (2) Results exclude 19 outpatient medical buildings included in our outpatient medical and research portfolio segment. (3) See “Non-GAAP Financial Measures” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure and a reconciliation of net income attributable to common stockholders, as computed in accordance with GAAP, to NOI. |
DISPOSITIONS AND IMPAIRMENTS (T
DISPOSITIONS AND IMPAIRMENTS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Real Estate Assets Classified As Held For Sale | The table below summarizes our real estate assets classified as held for sale including the amounts reported on our Consolidated Balance Sheets, which may include anticipated post-closing settlements of working capital for disposed properties (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Number of Properties Held for Sale Assets Held for Sale Liabilities Related to Assets Number of Properties Held for Sale Assets Held for Sale Liabilities Related to Assets SHOP 3 $ 18,725 $ 3,515 13 $ 48,173 $ 6,419 Outpatient medical and research portfolio (1) — 24,536 1,473 3 5,431 2,643 Triple-net leased properties — — — 1 2,885 181 Total 3 $ 43,261 $ 4,988 17 $ 56,489 $ 9,243 ______________________________ (1) The balances as of June 30, 2024 relate to a partial sale of a building, as such, no property count is allocated. |
LOANS RECEIVABLE AND INVESTME_2
LOANS RECEIVABLE AND INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Loans Receivable And Investments [Abstract] | |
Summary of Net Loans Receivable and Investments | The following is a summary of our loans receivable and investments, net, including amortized cost, fair value and unrealized gains or losses on available for sale investments, if applicable (dollars in thousands): Amortized Cost Allowance Carrying Amount Fair Value As of June 30, 2024: Secured/mortgage loans and other, net (1) $ 36,195 $ — $ 36,195 $ 36,248 Non-mortgage loans receivable, net (2) 33,213 (3,866) 29,347 28,314 Total loans receivable and investments, net $ 69,408 $ (3,866) $ 65,542 $ 64,562 As of December 31, 2023: Secured/mortgage loans and other, net (1) $ 27,986 $ — $ 27,986 $ 27,947 Non-mortgage loans receivable, net (2) 30,128 (3,976) 26,152 25,200 Total loans receivable and investments, net $ 58,114 $ (3,976) $ 54,138 $ 53,147 ______________________________ (1) Investments have contractual maturities ranging from 2024 to 2027. (2) Included in other assets on our Consolidated Balance Sheets. |
INVESTMENTS IN UNCONSOLIDATED_2
INVESTMENTS IN UNCONSOLIDATED ENTITIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Below is a summary of our investments in unconsolidated real estate entities, including through VIM, as of June 30, 2024 and December 31, 2023, respectively (dollars in thousands): Ownership as of (1) Carrying Amount as of June 30, 2024 December 31, 2023 June 30, 2024 December 31, 2023 Investments in unconsolidated real estate entities: Ventas Life Science & Healthcare Real Estate Fund 20.1% 20.1% $ 262,374 $ 264,442 Pension Fund Joint Venture 25.0% 25.0% 19,125 22,169 Research & Innovation Development Joint Venture 53.0% 53.0% 290,619 275,829 Ventas Investment Management platform 572,118 562,440 Atrium Health & Wake Forest Joint Venture 48.5% 48.5% 36,112 35,137 All other (2) 34.0%-37.5% 34.0%-37.5% 614 629 Total investments in unconsolidated real estate entities $ 608,844 $ 598,206 ______________________________ (1) The entities in which we have an ownership interest may have less than a 100% interest in the underlying real estate. The ownership percentages in the table reflect our interest in the entities. Joint venture members, including us in some instances, have equity participation rights based on the underlying performance of the investments, which could result in non pro rata distributions. (2) Includes investments in parking structures and other de minimis investments in unconsolidated real estate entities. |
INTANGIBLES (Tables)
INTANGIBLES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Intangible Assets, Intangible Liabilities, And Goodwill Disclosure [Abstract] | |
Schedule of Intangibles | The following is a summary of our intangibles (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Balance Weighted Average Balance Weighted Average Intangible assets: Above-market lease intangibles (1) $ 128,773 4.5 $ 130,371 4.8 In-place and other lease intangibles (2) 1,325,700 9.3 1,317,775 8.3 Goodwill 1,045,071 N/A 1,045,176 N/A Other intangibles (2) 34,389 4.3 34,440 4.8 Accumulated amortization (1,253,521) N/A (1,189,817) N/A Net intangible assets $ 1,280,412 8.8 $ 1,337,945 8.0 Intangible liabilities: Below-market lease intangibles (1) $ 306,094 7.8 $ 306,499 8.1 Other lease intangibles 13,498 N/A 13,498 N/A Accumulated amortization (246,908) N/A (241,600) N/A Purchase option intangibles 3,568 N/A 3,568 N/A Net intangible liabilities $ 76,252 7.8 $ 81,965 8.1 ______________________________ (1) Amortization of above- and below-market lease intangibles is recorded as a decrease and an increase to revenues, respectively, in our Consolidated Statements of Income. (2) Amortization of lease intangibles is recorded in depreciation and amortization in our Consolidated Statements of Income. N/A—Not Applicable |
OTHER ASSETS (Tables)
OTHER ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of Other Assets | The following is a summary of our other assets (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Straight-line rent receivables $ 198,668 $ 194,108 Deferred lease costs, net 130,862 118,556 Investment in unconsolidated operating entities 77,880 80,312 Stock warrants 61,100 59,281 Non-mortgage loans receivable, net 29,347 26,152 Other intangibles, net 5,153 5,584 Other 199,976 199,417 Total other assets $ 702,986 $ 683,410 |
SENIOR NOTES PAYABLE AND OTHE_2
SENIOR NOTES PAYABLE AND OTHER DEBT (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Summary of Senior Notes Payable and Other Debt | The following is a summary of our senior notes payable and other debt (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Unsecured revolving credit facility (1)(2) $ 3,161 $ 14,006 Commercial paper notes — — 3.50% Senior Notes due 2024 — 400,000 3.75% Senior Notes due 2024 — 400,000 4.125% Senior Notes, Series B due 2024 (2) 119,362 123,256 2.80% Senior Notes, Series E due 2024 (2) — 55,143 Unsecured term loan due 2025 (2) — 377,501 3.50% Senior Notes due 2025 600,000 600,000 2.65% Senior Notes due 2025 450,000 450,000 4.125% Senior Notes due 2026 500,000 500,000 3.25% Senior Notes due 2026 450,000 450,000 3.75% Exchangeable Senior Notes due 2026 862,500 862,500 Unsecured term loan due February 2027 200,000 200,000 Unsecured term loan due June 2027 500,000 500,000 2.45% Senior Notes, Series G due 2027 (2) 347,298 358,626 3.85% Senior Notes due 2027 400,000 400,000 4.00% Senior Notes due 2028 650,000 650,000 5.398% Senior Notes, Series I due 2028 (2) 438,693 453,001 4.40% Senior Notes due 2029 750,000 750,000 5.10% Senior Notes, Series J due 2029 (2) 475,250 — 3.00% Senior Notes due 2030 650,000 650,000 4.75% Senior Notes due 2030 500,000 500,000 2.50% Senior Notes due 2031 500,000 500,000 3.30% Senior Notes, Series H due 2031 (2) 219,346 226,501 5.625% Senior Note due 2034 500,000 — 6.90% Senior Notes due 2037 (3) 52,400 52,400 6.59% Senior Notes due 2038 (3) 21,413 21,413 5.70% Senior Notes due 2043 300,000 300,000 4.375% Senior Notes due 2045 300,000 300,000 4.875% Senior Notes due 2049 300,000 300,000 Mortgage loans and other 3,186,118 3,174,251 Total 13,275,541 13,568,598 Deferred financing costs, net (99,445) (84,034) Unamortized fair value adjustment (15,516) 17,081 Unamortized discounts 14,497 (10,749) Senior notes payable and other debt $ 13,175,077 $ 13,490,896 ______________________________ (1) As of June 30, 2024 and December 31, 2023, respectively, no aggregate borrowings were denominated in Canadian dollars. Aggregate borrowings of $3.2 million and $14.0 million were denominated in British pounds as of June 30, 2024 and December 31, 2023, respectively. (2) British Pound and Canadian Dollar debt obligations shown in US Dollars. (3) Our 6.90% Senior Notes due 2037 are subject to repurchase at the option of the holders, at par, on October 1, 2027, and our 6.59% Senior Notes due 2038 are subject to repurchase at the option of the holders, at par, on July 7, 2028. |
Scheduled Maturities of Borrowing Arrangements and Other Provisions Excluding Capital Lease Obligations | As of June 30, 2024, our indebtedness had the following maturities (dollars in thousands): Principal Amount Unsecured Revolving Credit Facility and Commercial Paper Notes Scheduled Periodic Total Maturities 2024 $ 190,188 $ — $ 27,231 $ 217,419 2025 1,811,753 — 48,623 1,860,376 2026 1,930,699 — 42,769 1,973,468 2027 1,562,551 — 42,947 1,605,498 2028 1,481,389 3,161 35,986 1,520,536 Thereafter 5,968,500 — 129,744 6,098,244 Total maturities $ 12,945,080 $ 3,161 $ 327,300 $ 13,275,541 |
FAIR VALUES MEASUREMENTS (Table
FAIR VALUES MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Carrying Amounts and Fair Values of Financial Instruments | The table below summarizes the carrying amounts and fair values of our financial instruments either recorded or disclosed on a recurring basis (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Carrying Fair Value Carrying Fair Value Assets: Cash and cash equivalents (1) $ 557,082 $ 557,082 $ 508,794 $ 508,794 Escrow deposits and restricted cash (1) 58,202 58,202 54,668 54,668 Stock warrants (3)(5) 61,100 61,100 59,281 59,281 Secured mortgage loans and other, net (3)(4) 36,195 36,248 27,986 27,947 Non-mortgage loans receivable, net (3)(4)(5) 29,347 28,314 26,152 25,200 Derivative instruments (3)(5) 26,445 26,445 19,782 19,782 Liabilities: Senior notes payable and other debt, gross (3)(4) 13,275,541 12,770,607 13,568,598 13,104,091 Derivative instruments (3)(6) 919 919 2,525 2,525 Redeemable OP Units (2) 175,076 175,076 173,452 173,452 ______________________________ (1) The carrying amount approximates fair value due to the short maturity of these instruments. (2) Level 1 within fair value hierarchy. (3) Level 2 within fair value hierarchy. (4) Level 3 within fair value hierarchy. (5) Included in other assets on our Consolidated Balance Sheets. (6) Included in accounts payable and other liabilities on our Consolidated Balance Sheets. |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income | The following is a summary of our accumulated other comprehensive loss (dollars in thousands): As of June 30, 2024 As of December 31, 2023 Foreign currency translation loss $ (46,289) $ (56,596) Unrealized loss on available for sale securities (1,978) (1,256) Unrealized gain on derivative instruments 30,858 22,095 Total accumulated other comprehensive loss $ (17,409) $ (35,757) |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Common Share | The following table shows the amounts used in computing our basic and diluted earnings per share (in thousands, except per share amounts): For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Numerator for basic and diluted earnings per share: Income from continuing operations $ 21,168 $ 105,066 $ 8,628 $ 123,978 Net income 21,168 105,066 8,628 123,978 Net income attributable to noncontrolling interests 1,781 1,613 3,553 3,008 Net income attributable to common stockholders $ 19,387 $ 103,453 $ 5,075 $ 120,970 Denominator: Denominator for basic earnings per share—weighted average shares 408,097 400,431 405,747 400,211 Effect of dilutive securities: Restricted stock awards 308 220 293 268 OP unitholder interests 3,418 3,471 3,432 3,478 Denominator for diluted earnings per share—adjusted weighted average shares 411,823 404,122 409,472 403,957 Basic earnings per share: Income from continuing operations $ 0.05 $ 0.26 $ 0.02 $ 0.31 Net income attributable to common stockholders 0.05 0.26 0.01 0.30 Diluted earnings per share: (1) Income from continuing operations $ 0.05 $ 0.26 $ 0.02 $ 0.31 Net income attributable to common stockholders 0.05 0.26 0.01 0.30 ______________________________ (1) Potential common shares are not included in the computation of diluted earnings per share when a loss from continuing operations exists as the effect would be an antidilutive per share amount. |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Summary information by reportable business segment | Summary information by reportable business segment is as follows (dollars in thousands): For the Three Months Ended June 30, 2024 SHOP Outpatient Medical and Research Portfolio Triple-Net Non-Segment Total Revenues Rental income $ — $ 218,853 $ 153,934 $ — $ 372,787 Resident fees and services 817,600 — — — 817,600 Third party capital management revenues — 706 — 3,626 4,332 Income from loans and investments — — — 1,436 1,436 Interest and other income — — — 4,825 4,825 Total revenues $ 817,600 $ 219,559 $ 153,934 $ 9,887 $ 1,200,980 Total revenues $ 817,600 $ 219,559 $ 153,934 $ 9,887 $ 1,200,980 Less: Interest and other income — — — 4,825 4,825 Property-level operating expenses 603,359 73,286 3,506 — 680,151 Third party capital management expenses — — — 1,650 1,650 NOI $ 214,241 $ 146,273 $ 150,428 $ 3,412 514,354 Interest and other income 4,825 Interest expense (149,259) Depreciation and amortization (339,848) General, administrative and professional fees (37,727) Loss on extinguishment of debt, net (420) Transaction, transition and restructuring costs (2,886) Allowance on loans receivable and investments, net 42 Shareholder relations matters (37) Other expense (8,128) Loss from unconsolidated entities (1,652) Gain on real estate dispositions 49,670 Income tax expense (7,766) Income from continuing operations 21,168 Net income 21,168 Net income attributable to noncontrolling interests 1,781 Net income attributable to common stockholders $ 19,387 For the Three Months Ended June 30, 2023 SHOP Outpatient Medical and Research Portfolio Triple-Net Non-Segment Total Revenues Rental income $ — $ 215,807 $ 154,355 $ — $ 370,162 Resident fees and services 724,614 — — — 724,614 Third party capital management revenues — 559 — 3,437 3,996 Income from loans and investments — — — 6,554 6,554 Interest and other income — — — 1,032 1,032 Total revenues $ 724,614 $ 216,366 $ 154,355 $ 11,023 $ 1,106,358 Total revenues $ 724,614 $ 216,366 $ 154,355 $ 11,023 $ 1,106,358 Less: Interest and other income — — — 1,032 1,032 Property-level operating expenses 547,110 72,171 3,537 — 622,818 Third party capital management expenses — — — 1,436 1,436 NOI $ 177,504 $ 144,195 $ 150,818 $ 8,555 481,072 Interest and other income 1,032 Interest expense (143,265) Depreciation and amortization (304,689) General, administrative and professional fees (34,399) Gain on extinguishment of debt, net 6,801 Transaction, transition and restructuring costs (3,069) Allowance on loans receivable and investments, net 12,065 Gain on foreclosure of real estate 29,127 Other income 17,959 Income from unconsolidated entities 31,254 Gain on real estate dispositions 1,405 Income tax benefit 9,773 Income from continuing operations 105,066 Net income 105,066 Net income attributable to noncontrolling interests 1,613 Net income attributable to common stockholders $ 103,453 For the Six Months Ended June 30, 2024 SHOP Outpatient Medical and Research Portfolio Triple-Net Non-Segment Total Revenues Rental income $ — $ 437,730 $ 309,302 $ — $ 747,032 Resident fees and services 1,630,904 — — — 1,630,904 Third party capital management revenues — 1,336 — 7,292 8,628 Income from loans and investments — — — 2,725 2,725 Interest and other income — — — 11,605 11,605 Total revenues $ 1,630,904 $ 439,066 $ 309,302 $ 21,622 $ 2,400,894 Total revenues $ 1,630,904 $ 439,066 $ 309,302 $ 21,622 $ 2,400,894 Less: Interest and other income — — — 11,605 11,605 Property-level operating expenses 1,213,180 147,224 7,244 — 1,367,648 Third party capital management expenses — — — 3,403 3,403 NOI $ 417,724 $ 291,842 $ 302,058 $ 6,614 1,018,238 Interest and other income 11,605 Interest expense (299,192) Depreciation and amortization (640,103) General, administrative and professional fees (86,464) Loss on extinguishment of debt, net (672) Transaction, transition and restructuring costs (7,563) Allowance on loans receivable and investments, net 110 Shareholder relations matters (15,751) Other expense (6,794) Loss from unconsolidated entities (10,035) Gain on real estate dispositions 50,011 Income tax expense (4,762) Income from continuing operations 8,628 Net income 8,628 Net income attributable to noncontrolling interests 3,553 Net income attributable to common stockholders $ 5,075 For the Six Months Ended June 30, 2023 SHOP Outpatient Medical and Research Portfolio Triple-Net Non-Segment Total Revenues Rental income $ — $ 418,811 $ 304,094 $ — $ 722,905 Resident fees and services 1,429,607 — — — 1,429,607 Third party capital management revenues — 1,187 — 6,986 8,173 Income from loans and investments — — — 20,143 20,143 Interest and other income — — — 2,775 2,775 Total revenues $ 1,429,607 $ 419,998 $ 304,094 $ 29,904 $ 2,183,603 Total revenues $ 1,429,607 $ 419,998 $ 304,094 $ 29,904 $ 2,183,603 Less: Interest and other income — — — 2,775 2,775 Property-level operating expenses 1,084,332 139,084 7,333 — 1,230,749 Third party capital management expenses — — — 3,142 3,142 NOI $ 345,275 $ 280,914 $ 296,761 $ 23,987 946,937 Interest and other income 2,775 Interest expense (271,340) Depreciation and amortization (586,808) General, administrative and professional fees (79,197) Gain on extinguishment of debt, net 6,801 Transaction, transition and restructuring costs (4,455) Allowance on loans receivable and investments, net 20,129 Gain on foreclosure of real estate 29,127 Other income 10,197 Income from unconsolidated entities 25,631 Gain on real estate dispositions 11,606 Income tax benefit 12,575 Income from continuing operations 123,978 Net income 123,978 Net income attributable to noncontrolling interests 3,008 Net income attributable to common stockholders $ 120,970 |
DESCRIPTION OF BUSINESS - Narra
DESCRIPTION OF BUSINESS - Narrative (Details) | 6 Months Ended |
Jun. 30, 2024 property segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of real estate properties, wholly owned and unconsolidated | property | 1,350 |
Number of reportable segments | segment | 3 |
DESCRIPTION OF BUSINESS - Sched
DESCRIPTION OF BUSINESS - Schedule of Reportable Business Segments and Non-Segment Assets (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) property | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) segment property | Jun. 30, 2023 USD ($) | |
Real estate properties | ||||
NOI | $ | $ 514,354 | $ 481,072 | $ 1,018,238 | $ 946,937 |
Percentage of Total NOI | 100% | |||
Number of real estate properties | property | 1,318 | 1,318 | ||
Number of Reportable Segments | segment | 3 | |||
Operating Segments | Senior housing operating portfolio (SHOP) | ||||
Real estate properties | ||||
Number of real estate properties | property | 582 | 582 | ||
Operating Segments | Outpatient Medical and Research Portfolio | ||||
Real estate properties | ||||
Number of real estate properties | property | 428 | 428 | ||
Operating Segments | Triple-Net Leased Properties | ||||
Real estate properties | ||||
Number of real estate properties | property | 308 | 308 | ||
Operating Segments | Senior housing operating portfolio (SHOP) | ||||
Real estate properties | ||||
NOI | $ | $ 214,241 | |||
Operating Segments | Outpatient Medical and Research Portfolio | ||||
Real estate properties | ||||
NOI | $ | 146,273 | 144,195 | $ 291,842 | 280,914 |
Operating Segments | Triple-Net Leased Properties | ||||
Real estate properties | ||||
NOI | $ | 150,428 | 150,818 | 302,058 | 296,761 |
Non-Segment | ||||
Real estate properties | ||||
NOI | $ | $ 3,412 | $ 8,555 | $ 6,614 | $ 23,987 |
Non-Segment | Non-Segment | ||||
Real estate properties | ||||
Percentage of Total NOI | 0.60% | |||
Number of real estate properties | property | 0 | 0 |
ACCOUNTING POLICIES - Schedule
ACCOUNTING POLICIES - Schedule of VIEs (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Variable Interest Entity | ||
Total Assets | $ 24,530,229 | $ 24,725,433 |
Total Liabilities | 14,551,045 | 14,878,392 |
Variable Interest Entity | NHP/PMB L.P. | ||
Variable Interest Entity | ||
Total Assets | 748,205 | 759,817 |
Total Liabilities | 280,103 | 266,658 |
Variable Interest Entity | Fonds Immobilier Groupe Maurice, S.E.C. | ||
Variable Interest Entity | ||
Total Assets | 1,894,840 | 1,971,410 |
Total Liabilities | 1,169,211 | 1,204,619 |
Variable Interest Entity | Other identified VIEs | ||
Variable Interest Entity | ||
Total Assets | 1,602,668 | 1,597,957 |
Total Liabilities | 361,854 | 354,828 |
Variable Interest Entity | Tax credit VIEs | ||
Variable Interest Entity | ||
Total Assets | 27,879 | 29,746 |
Total Liabilities | $ 4,400 | $ 4,024 |
CONCENTRATION OF CREDIT RISK -
CONCENTRATION OF CREDIT RISK - Narrative (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2024 USD ($) property renewalOption state province $ / shares shares | Mar. 31, 2024 USD ($) | Jun. 30, 2023 | Jun. 30, 2024 USD ($) property renewalOption state province $ / shares shares | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) shares | Jan. 01, 2022 | Jul. 31, 2020 USD ($) shares | |
Concentration Risk | ||||||||
Number of real estate properties | 1,318 | 1,318 | ||||||
Cash and cash equivalents | $ | $ 557,082 | $ 557,082 | $ 508,794 | |||||
Non-mortgage loans receivable, net | $ | 29,347 | 29,347 | $ 26,152 | |||||
Operating lease, lease income, lease payments, annual increase | 3% | |||||||
Operating lease, lease income, lease payments, full year's base rent | 103% | |||||||
Operating lease, fair market rent increase, percent, maximum | 10% | |||||||
Issuance of common stock, net | $ | $ 6,100 | $ 491,797 | $ 25,007 | |||||
Fair value adjustment, net realized (income) expense | $ | $ 1,000 | |||||||
Common stock, shares issued (in shares) | shares | 413,154 | 413,154 | 402,380 | |||||
Outpatient Medical and Research Portfolio | Operating Segments | ||||||||
Concentration Risk | ||||||||
Number of real estate properties | 428 | 428 | ||||||
Triple-Net Leased Properties | Operating Segments | ||||||||
Concentration Risk | ||||||||
Number of real estate properties | 308 | 308 | ||||||
Senior housing operating portfolio (SHOP) | Operating Segments | ||||||||
Concentration Risk | ||||||||
Number of real estate properties | 582 | 582 | ||||||
Triple-Net Leased Properties | LTAC | Kindred | ||||||||
Concentration Risk | ||||||||
Number of real estate properties | 29 | 29 | ||||||
Triple-Net Leased Properties | LTAC | Kindred | Group 1 | ||||||||
Concentration Risk | ||||||||
Number of real estate properties | 6 | 6 | ||||||
Real estate properties, renewal term | 5 years | 5 years | ||||||
Real estate properties, number of renewal extensions | renewalOption | 2 | 2 | ||||||
Triple-Net Leased Properties | LTAC | Kindred | Group 2 | ||||||||
Concentration Risk | ||||||||
Number of real estate properties | 23 | 23 | ||||||
Real estate properties, renewal term | 5 years | 5 years | ||||||
Real estate properties, number of renewal extensions | renewalOption | 3 | 3 | ||||||
Triple-Net Leased Properties | LTAC | Brookdale | ||||||||
Concentration Risk | ||||||||
Number of real estate properties | 121 | 121 | ||||||
Triple-Net Leased Properties | LTAC | Ardent | ||||||||
Concentration Risk | ||||||||
Number of real estate properties | 11 | 11 | ||||||
Real estate properties, renewal term | 10 years | 10 years | ||||||
Real estate properties, number of renewal extensions | renewalOption | 1 | 1 | ||||||
SHOP | LTAC | Brookdale | ||||||||
Concentration Risk | ||||||||
Number of real estate properties | 10 | 10 | ||||||
Real estate properties, renewal term | 10 years | 10 years | ||||||
Real estate properties, number of renewal extensions | renewalOption | 2 | 2 | ||||||
Outpatient Medical and Research Portfolio | LTAC | Ardent | ||||||||
Concentration Risk | ||||||||
Number of real estate properties | 19 | 19 | ||||||
Atria | SHOP | ||||||||
Concentration Risk | ||||||||
Number of independent third party managed properties | 205 | 205 | ||||||
Sunrise | SHOP | ||||||||
Concentration Risk | ||||||||
Number of independent third party managed properties | 93 | 93 | ||||||
Brookdale | ||||||||
Concentration Risk | ||||||||
Lessor, operating lease, payment to be received, remainder of fiscal year | $ | $ 110,300 | $ 110,300 | ||||||
Annual rent | $ | $ 148,900 | $ 148,900 | ||||||
Cash and cash equivalents | $ | $ 162,000 | |||||||
Non-mortgage loans receivable, net | $ | 45,000 | |||||||
Stock warrants | $ | $ 28,000 | |||||||
Warrants exercisable (in shares) | shares | 14,600 | 14,600 | 16,300 | |||||
Number of securities called by warrants (in shares) | shares | 1,700 | 1,700 | ||||||
Warrants, exercise price (usd per share) | $ / shares | $ 3 | $ 3 | ||||||
Brookdale | Up-front Payment Arrangement | ||||||||
Concentration Risk | ||||||||
Up-front consideration received | $ | $ 64,000 | $ 64,000 | $ 235,000 | |||||
Up-front consideration recognized | $ | $ 170,600 | |||||||
Holiday Retirement | SHOP | ||||||||
Concentration Risk | ||||||||
Number of independent third party managed properties | 57 | 57 | ||||||
Atria and Sunrise | SHOP | ||||||||
Concentration Risk | ||||||||
Number of independent third party managed properties | 298 | 298 | ||||||
Customer Concentration Risk | Net Operating Income Benchmark | Outpatient Medical and Research Portfolio | Operating Segments | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 28.40% | 28.70% | ||||||
Customer Concentration Risk | Net Operating Income Benchmark | Triple-Net Leased Properties | Operating Segments | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 29.20% | 29.70% | ||||||
Customer Concentration Risk | Net Operating Income Benchmark | Senior housing operating portfolio (SHOP) | Operating Segments | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 41.70% | 41% | ||||||
Customer Concentration Risk | Net Operating Income Benchmark | Atria | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 19.20% | |||||||
Customer Concentration Risk | Net Operating Income Benchmark | Sunrise | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 5.90% | |||||||
Customer Concentration Risk | Net Operating Income Benchmark | Brookdale | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 7.20% | |||||||
Customer Concentration Risk | Net Operating Income Benchmark | Ardent | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 6.60% | |||||||
Customer Concentration Risk | Net Operating Income Benchmark | Kindred | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 6.60% | |||||||
Customer Concentration Risk | Net Operating Income | Brookdale | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 7.20% | 7.80% | ||||||
Customer Concentration Risk | Net Operating Income | Ardent | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 6.60% | 6.90% | ||||||
Customer Concentration Risk | Net Operating Income | Kindred | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 6.60% | 6.90% | ||||||
Customer Concentration Risk | Net Operating Income | Kindred | Group 1 | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 1.30% | |||||||
Customer Concentration Risk | Net Operating Income | Kindred | Group 2 | ||||||||
Concentration Risk | ||||||||
Concentration percentage | 5.30% | |||||||
Geographic Concentration Risk | ||||||||
Concentration Risk | ||||||||
Number of states in which entity operates | state | 47 | 47 | ||||||
Number of states accounting for more than 10% of total revenues and net operating income | state | 1 | 1 | ||||||
Continuing revenues and NOI threshold | 10% | |||||||
Geographic Concentration Risk | CANADA | ||||||||
Concentration Risk | ||||||||
Number of Canadian provinces in which entity operates | province | 7 | 7 |
CONCENTRATION OF CREDIT RISK _2
CONCENTRATION OF CREDIT RISK - Triple-Net Leased Properties (Details) - Customer Concentration Risk | 3 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues | Brookdale | ||
Concentration Risk | ||
Concentration percentage | 3.10% | 3.40% |
Revenues | Ardent | ||
Concentration Risk | ||
Concentration percentage | 2.80% | 3% |
Revenues | Kindred | ||
Concentration Risk | ||
Concentration percentage | 2.80% | 3% |
NOI | Brookdale | ||
Concentration Risk | ||
Concentration percentage | 7.20% | 7.80% |
NOI | Ardent | ||
Concentration Risk | ||
Concentration percentage | 6.60% | 6.90% |
NOI | Kindred | ||
Concentration Risk | ||
Concentration percentage | 6.60% | 6.90% |
ACQUISITIONS OF REAL ESTATE P_2
ACQUISITIONS OF REAL ESTATE PROPERTY (Narrative) (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) property | |
SHOP | |
Business Acquisition [Line Items] | |
Value of assets acquired | $ | $ 327.4 |
SHOP | |
Business Acquisition [Line Items] | |
Number of Real Estate Properties Acquired | property | 11 |
DISPOSITIONS AND IMPAIRMENTS -
DISPOSITIONS AND IMPAIRMENTS - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2024 USD ($) property | Jun. 30, 2024 USD ($) property | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) property | Jun. 30, 2023 USD ($) | Dec. 31, 2023 property | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of real estate properties | 1,318 | 1,318 | ||||
Proceeds from real estate disposals | $ | $ 238,091 | $ 64,405 | ||||
Gain on real estate dispositions | $ | $ 49,670 | $ 1,405 | $ 50,011 | 11,606 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of properties classified as held-for-sale | 3 | 3 | 17 | |||
Depreciation and amortization | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Impairment of real estate | $ | $ 44,900 | $ 10,700 | $ 50,300 | $ 19,200 | ||
SHOP | Disposal Group, Held-for-sale, Not Discontinued Operations | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of properties classified as held-for-sale | 3 | 3 | 13 | |||
Triple-Net Leased Properties | Disposal Group, Held-for-sale, Not Discontinued Operations | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of properties classified as held-for-sale | 0 | 0 | 1 | |||
Outpatient Medical and Research Portfolio | Disposal Group, Held-for-sale, Not Discontinued Operations | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of properties classified as held-for-sale | 0 | 0 | 3 | |||
Dispositions | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Proceeds from real estate disposals | $ | $ 234,100 | |||||
Gain on real estate dispositions | $ | $ 50,000 | |||||
Dispositions | Subsequent Event | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Proceeds from real estate disposals | $ | $ 2,100 | |||||
Dispositions | SHOP | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of real estate properties | 15 | 15 | ||||
Dispositions | SHOP | Subsequent Event | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of real estate properties | 1 | |||||
Dispositions | Outpatient Medical Buildings and Other | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of real estate properties | 10 | 10 | ||||
Dispositions | Triple-Net Leased Properties | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of real estate properties | 23 | 23 | ||||
Dispositions | Vacant Outpatient Medical Properties | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of real estate properties | 1 | 1 |
DISPOSITIONS AND IMPAIRMENTS _2
DISPOSITIONS AND IMPAIRMENTS - Real Estate Assets Held For Sale (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 USD ($) property | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) property | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) property | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of real estate properties | property | 1,318 | 1,318 | |||
Assets held for sale | $ 43,261 | $ 43,261 | $ 56,489 | ||
Liabilities related to assets held for sale | 4,988 | 4,988 | 9,243 | ||
Gain on real estate dispositions | 49,670 | $ 1,405 | 50,011 | $ 11,606 | |
SHOP | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Assets held for sale | 18,725 | 18,725 | 48,173 | ||
Liabilities related to assets held for sale | 3,515 | 3,515 | 6,419 | ||
Outpatient Medical and Research Portfolio | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Assets held for sale | 24,536 | 24,536 | 5,431 | ||
Liabilities related to assets held for sale | 1,473 | 1,473 | 2,643 | ||
Triple-Net Leased Properties | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Assets held for sale | 0 | 0 | 2,885 | ||
Liabilities related to assets held for sale | $ 0 | $ 0 | $ 181 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of properties classified as held-for-sale | property | 3 | 3 | 17 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations | SHOP | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of properties classified as held-for-sale | property | 3 | 3 | 13 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations | Outpatient Medical and Research Portfolio | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of properties classified as held-for-sale | property | 0 | 0 | 3 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations | Triple-Net Leased Properties | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of properties classified as held-for-sale | property | 0 | 0 | 1 |
LOANS RECEIVABLE AND INVESTME_3
LOANS RECEIVABLE AND INVESTMENTS (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Receivables [Abstract] | ||
Total loans receivable and investments, net, carrying amount | $ 65,542 | $ 54,138 |
LOANS RECEIVABLE AND INVESTME_4
LOANS RECEIVABLE AND INVESTMENTS - Summary of Net Loans Receivable and Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Accounts, Notes, Loans and Financing Receivable | ||
Allowance | $ (3,866) | $ (3,976) |
Non-mortgage loans receivable, net, carrying amount | 29,347 | 26,152 |
Total loans receivable and investments, net, amortized cost | 69,408 | 58,114 |
Total loans receivable and investments, net, carrying amount | 65,542 | 54,138 |
Total loans receivable and investments, net, fair value | 64,562 | 53,147 |
Non-mortgage loans receivable, net | ||
Accounts, Notes, Loans and Financing Receivable | ||
Allowance | (3,866) | (3,976) |
Non-mortgage loans receivable, amortized cost | 33,213 | 30,128 |
Non-mortgage loans receivable, net, carrying amount | 29,347 | 26,152 |
Non-mortgage loans receivable, fair value | 28,314 | 25,200 |
Secured/mortgage loans and other, net | ||
Accounts, Notes, Loans and Financing Receivable | ||
Secured/mortgage loans and other, net, amortized cost | 36,195 | 27,986 |
Allowance | 0 | 0 |
Debt securities, held-to-maturity, carrying amount | 36,195 | 27,986 |
Debt securities, held-to-maturity, fair value | $ 36,248 | $ 27,947 |
INVESTMENTS IN UNCONSOLIDATED_3
INVESTMENTS IN UNCONSOLIDATED ENTITIES (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2024 USD ($) | Jun. 30, 2024 USD ($) board_member | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) board_member | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Equity method investments | ||||||
Total investments in unconsolidated real estate entities | $ 608,844 | $ 608,844 | $ 598,206 | |||
Ownership percentage, threshold (may have less than) | 100% | 100% | ||||
Proceeds from real estate disposals | $ 238,091 | $ 64,405 | ||||
Dispositions | ||||||
Equity method investments | ||||||
Proceeds from real estate disposals | 234,100 | |||||
SHOP | ||||||
Equity method investments | ||||||
Value of assets acquired | 327,400 | |||||
Subsequent Event | Senior Housing Community | Ventas Life Science & Healthcare Real Estate Fund | ||||||
Equity method investments | ||||||
Payments to acquire real estate | $ 50,000 | |||||
Subsequent Event | Dispositions | ||||||
Equity method investments | ||||||
Proceeds from real estate disposals | $ 2,100 | |||||
Management Service | ||||||
Equity method investments | ||||||
Management fees | $ 3,900 | $ 3,600 | $ 7,700 | $ 7,200 | ||
Atria | ||||||
Equity method investments | ||||||
Ownership percentage | 34% | 34% | ||||
Number of board members appointed | board_member | 2 | 2 | ||||
Ardent | ||||||
Equity method investments | ||||||
Ownership percentage | 7.50% | 7.50% | ||||
Number of board members appointed | board_member | 1 | 1 | ||||
Number of board members nominated | board_member | 1 | 1 | ||||
Ardent | Subsequent Event | ||||||
Equity method investments | ||||||
Ownership percentage | 6.50% | |||||
Equity method investment, total voting power | 4% | |||||
Unconsolidated Properties | Ventas Life Science & Healthcare Real Estate Fund | ||||||
Equity method investments | ||||||
Total investments in unconsolidated real estate entities | $ 262,374 | $ 262,374 | $ 264,442 | |||
Ownership percentage | 20.10% | 20.10% | 20.10% | |||
Unconsolidated Properties | Pension Fund Joint Venture | ||||||
Equity method investments | ||||||
Total investments in unconsolidated real estate entities | $ 19,125 | $ 19,125 | $ 22,169 | |||
Ownership percentage | 25% | 25% | 25% | |||
Unconsolidated Properties | Research & Innovation Development Joint Venture | ||||||
Equity method investments | ||||||
Total investments in unconsolidated real estate entities | $ 290,619 | $ 290,619 | $ 275,829 | |||
Ownership percentage | 53% | 53% | 53% | |||
Unconsolidated Properties | Ventas Investment Management platform | ||||||
Equity method investments | ||||||
Total investments in unconsolidated real estate entities | $ 572,118 | $ 572,118 | $ 562,440 | |||
Unconsolidated Properties | Atrium Health And Wake Forest Joint Venture | ||||||
Equity method investments | ||||||
Total investments in unconsolidated real estate entities | $ 36,112 | $ 36,112 | $ 35,137 | |||
Ownership percentage | 48.50% | 48.50% | 48.50% | |||
Unconsolidated Properties | All other | ||||||
Equity method investments | ||||||
Total investments in unconsolidated real estate entities | $ 614 | $ 614 | $ 629 | |||
Unconsolidated Properties | All other | Minimum | ||||||
Equity method investments | ||||||
Ownership percentage | 34% | 34% | 34% | |||
Unconsolidated Properties | All other | Maximum | ||||||
Equity method investments | ||||||
Ownership percentage | 37.50% | 37.50% | 37.50% |
INTANGIBLES (Details)
INTANGIBLES (Details) - USD ($) $ in Thousands | 6 Months Ended | 9 Months Ended | |
Jun. 30, 2024 | Sep. 30, 2023 | Dec. 31, 2023 | |
Intangible assets: | |||
Lease intangible assets | $ 1,454,473 | $ 1,448,146 | |
Goodwill | 1,045,071 | 1,045,176 | |
Accumulated amortization | (1,253,521) | (1,189,817) | |
Net intangible assets | $ 1,280,412 | $ 1,337,945 | |
Weighted Average Remaining Amortization Period in Years | 8 years 9 months 18 days | 8 years | |
Intangible liabilities: | |||
Below-market lease intangibles | $ 306,094 | $ 306,499 | |
Other lease intangibles | 13,498 | 13,498 | |
Accumulated amortization | (246,908) | (241,600) | |
Purchase option intangibles | 3,568 | 3,568 | |
Net intangible liabilities | $ 76,252 | 81,965 | |
Below market leases, remaining weighted average amortization period (in years) | 7 years 9 months 18 days | 8 years 1 month 6 days | |
Net intangible liabilities, remaining weighted average amortization period (in years) | 7 years 9 months 18 days | 8 years 1 month 6 days | |
Above-market lease intangibles | |||
Intangible assets: | |||
Lease intangible assets | $ 128,773 | $ 130,371 | |
Weighted Average Remaining Amortization Period in Years | 4 years 6 months | 4 years 9 months 18 days | |
In-place and other lease intangibles | |||
Intangible assets: | |||
Lease intangible assets | $ 1,325,700 | $ 1,317,775 | |
Weighted Average Remaining Amortization Period in Years | 9 years 3 months 18 days | 8 years 3 months 18 days | |
Other intangibles | |||
Intangible assets: | |||
Other intangibles | $ 34,389 | $ 34,440 | |
Weighted Average Remaining Amortization Period in Years | 4 years 3 months 18 days | 4 years 9 months 18 days |
OTHER ASSETS - Summary of Other
OTHER ASSETS - Summary of Other Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | Jul. 31, 2020 |
Class of Warrant or Right [Line Items] | |||
Straight-line rent receivables | $ 198,668 | $ 194,108 | |
Deferred lease costs, net | 130,862 | 118,556 | |
Investment in unconsolidated operating entities | 77,880 | 80,312 | |
Non-mortgage loans receivable, net | 29,347 | 26,152 | |
Other intangibles, net | 5,153 | 5,584 | |
Other | 199,976 | 199,417 | |
Total other assets | $ 702,986 | $ 683,410 | |
Brookdale | |||
Class of Warrant or Right [Line Items] | |||
Stock warrants | $ 28,000 | ||
Non-mortgage loans receivable, net | $ 45,000 |
OTHER ASSETS - Narrative (Detai
OTHER ASSETS - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Jul. 31, 2020 | |
Class of Warrant or Right [Line Items] | ||||||
Common stock, shares issued (in shares) | 413,154 | 413,154 | 402,380 | |||
Issuance of common stock, net | $ 6,100 | $ 491,797 | $ 25,007 | |||
Fair value adjustment, net realized (income) expense | $ 1,000 | |||||
Brookdale | ||||||
Class of Warrant or Right [Line Items] | ||||||
Common stock, shares issued (in shares) | 900 | 900 | ||||
Brookdale | ||||||
Class of Warrant or Right [Line Items] | ||||||
Warrants exercisable (in shares) | 14,600 | 14,600 | 16,300 | |||
Warrants, exercise price (usd per share) | $ 3 | $ 3 | ||||
Number of securities called by warrants (in shares) | 1,700 | 1,700 |
SENIOR NOTES PAYABLE AND OTHE_3
SENIOR NOTES PAYABLE AND OTHER DEBT - Summary of Senior Notes Payables and Other Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | May 13, 2024 | May 09, 2024 | Apr. 29, 2024 | Feb. 29, 2024 | Dec. 31, 2023 |
Debt instruments | ||||||
Commercial paper notes | $ 0 | $ 0 | ||||
Deferred financing costs, net | (99,445) | (84,034) | ||||
Unamortized fair value adjustment | (15,516) | 17,081 | ||||
Unamortized discounts | 14,497 | (10,749) | ||||
Senior notes payable and other debt | 13,175,077 | 13,490,896 | ||||
Mortgage loans and other | 13,275,541 | 13,568,598 | ||||
Unsecured revolving credit facility | Revolving Credit Facility | ||||||
Debt instruments | ||||||
Fair value of amount outstanding | 3,161 | 14,006 | ||||
Unsecured revolving credit facility | Revolving Credit Facility | Borrowings Originally Denominated in CAD | ||||||
Debt instruments | ||||||
Mortgage loans and other | 0 | |||||
Unsecured revolving credit facility | Revolving Credit Facility | Borrowings Originally Denominated in GBP | ||||||
Debt instruments | ||||||
Mortgage loans and other | $ 3,200 | 14,000 | ||||
3.50% Senior Notes due 2024 | ||||||
Debt instruments | ||||||
Interest rate | 3.50% | |||||
Senior notes | $ 0 | 400,000 | ||||
3.75% Senior Notes due 2024 | ||||||
Debt instruments | ||||||
Interest rate | 3.75% | |||||
Senior notes | $ 0 | 400,000 | ||||
4.125% Senior Notes, Series B due 2024 | ||||||
Debt instruments | ||||||
Interest rate | 4.125% | |||||
Senior notes | $ 119,362 | 123,256 | ||||
2.80% Senior Notes, Series E due 2024 | ||||||
Debt instruments | ||||||
Interest rate | 2.80% | |||||
Senior notes | $ 0 | 55,143 | ||||
Unsecured Term Loan due 2025 | ||||||
Debt instruments | ||||||
Unsecured term loan | $ 0 | 377,501 | ||||
3.50% Senior Notes due 2025 | ||||||
Debt instruments | ||||||
Interest rate | 3.50% | |||||
Senior notes | $ 600,000 | 600,000 | ||||
2.65% Senior Notes due 2025 | ||||||
Debt instruments | ||||||
Interest rate | 2.65% | |||||
Senior notes | $ 450,000 | 450,000 | ||||
4.125% Senior Notes due 2026 | ||||||
Debt instruments | ||||||
Interest rate | 4.125% | |||||
Senior notes | $ 500,000 | 500,000 | ||||
3.25% Senior Notes due 2026 | ||||||
Debt instruments | ||||||
Interest rate | 3.25% | |||||
Senior notes | $ 450,000 | 450,000 | ||||
3.75% Exchangeable Senior Notes due 2026 | ||||||
Debt instruments | ||||||
Interest rate | 3.75% | |||||
Senior notes | $ 862,500 | 862,500 | ||||
Unsecured term loan due February 2027 | ||||||
Debt instruments | ||||||
Unsecured term loan | 200,000 | 200,000 | ||||
Unsecured term loan due June 2027 | ||||||
Debt instruments | ||||||
Unsecured term loan | $ 500,000 | 500,000 | ||||
2.45% Senior Notes, Series G Due 2027 | ||||||
Debt instruments | ||||||
Interest rate | 2.45% | |||||
Senior notes | $ 347,298 | 358,626 | ||||
3.85% Senior Notes due 2027 | ||||||
Debt instruments | ||||||
Interest rate | 3.85% | |||||
Senior notes | $ 400,000 | 400,000 | ||||
4.00% Senior Notes due 2028 | ||||||
Debt instruments | ||||||
Interest rate | 4% | |||||
Senior notes | $ 650,000 | 650,000 | ||||
5.398% Senior Notes due 2028 | ||||||
Debt instruments | ||||||
Interest rate | 5.398% | |||||
Senior notes | $ 438,693 | 453,001 | ||||
4.40% Senior Notes due 2029 | ||||||
Debt instruments | ||||||
Interest rate | 4.40% | |||||
Senior notes | $ 750,000 | 750,000 | ||||
5.10% Senior Notes, Series J due 2029 | ||||||
Debt instruments | ||||||
Interest rate | 5.10% | |||||
Senior notes | $ 475,250 | 0 | ||||
3.00% Senior Notes due 2030 | ||||||
Debt instruments | ||||||
Interest rate | 3% | |||||
Senior notes | $ 650,000 | 650,000 | ||||
4.75% Senior Notes due 2030 | ||||||
Debt instruments | ||||||
Interest rate | 4.75% | |||||
Senior notes | $ 500,000 | 500,000 | ||||
2.50% Senior Notes due 2031 | ||||||
Debt instruments | ||||||
Interest rate | 2.50% | |||||
Senior notes | $ 500,000 | 500,000 | ||||
3.30% Senior Notes, Series H Due 2031 | ||||||
Debt instruments | ||||||
Interest rate | 3.30% | |||||
Senior notes | $ 219,346 | 226,501 | ||||
6.90% Senior Notes due 2037 | ||||||
Debt instruments | ||||||
Interest rate | 6.90% | |||||
Senior notes | $ 52,400 | 52,400 | ||||
6.59% Senior Notes due 2038 | ||||||
Debt instruments | ||||||
Interest rate | 6.59% | |||||
Senior notes | $ 21,413 | 21,413 | ||||
5.70% Senior Notes due 2043 | ||||||
Debt instruments | ||||||
Interest rate | 5.70% | |||||
Senior notes | $ 300,000 | 300,000 | ||||
4.375% Senior Notes due 2045 | ||||||
Debt instruments | ||||||
Interest rate | 4.375% | |||||
Senior notes | $ 300,000 | 300,000 | ||||
4.875% Senior Notes due 2049 | ||||||
Debt instruments | ||||||
Interest rate | 4.875% | |||||
Senior notes | $ 300,000 | 300,000 | ||||
Mortgage loans and other | ||||||
Debt instruments | ||||||
Interest rate | 6.02% | 4.90% | 4.644% | |||
Mortgage loans and other | $ 3,186,118 | 3,174,251 | ||||
5.63% Senior Notes due 2034 | ||||||
Debt instruments | ||||||
Interest rate | 5.625% | 5.625% | ||||
Senior notes | $ 500,000 | $ 0 |
SENIOR NOTES PAYABLE AND OTHE_4
SENIOR NOTES PAYABLE AND OTHER DEBT - Credit Facilities, Commercial Paper, Unsecured Term Loans and Letters of Credit (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Apr. 30, 2024 USD ($) | Apr. 30, 2024 CAD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2024 USD ($) period | Jun. 30, 2024 CAD ($) period | Dec. 31, 2023 USD ($) | |
Debt instruments | ||||||
Letters of credit outstanding | $ 14,700,000 | $ 14,700,000 | ||||
Commercial paper program capacity | 1,000,000,000 | 1,000,000,000 | ||||
Commercial paper notes | 0 | 0 | $ 0 | |||
Unsecured debt | Ventas Realty | ||||||
Debt instruments | ||||||
Accordion feature of debt | 500,000,000 | 500,000,000 | ||||
Unsecured debt | 200,000,000 | $ 200,000,000 | ||||
Unsecured debt | SOFR | Ventas Realty | ||||||
Debt instruments | ||||||
Variable interest rate | 0.85% | 0.85% | ||||
Unsecured debt | Revolving Credit Facility | ||||||
Debt instruments | ||||||
Maximum borrowing capacity | 2,750,000,000 | $ 2,750,000,000 | ||||
Variable interest rate | 0.775% | 0.775% | ||||
Additional periods | period | 2 | 2 | ||||
Additional period term | 6 months | 6 months | ||||
Accordion feature of debt | 3,750,000,000 | $ 3,750,000,000 | ||||
Remaining borrowing capacity | 2,700,000,000 | 2,700,000,000 | ||||
Fair value of amount outstanding | 3,161,000 | 3,161,000 | 14,006,000 | |||
Letters of credit outstanding | 800,000 | $ 800,000 | ||||
Unsecured debt | Revolving Credit Facility | SOFR | ||||||
Debt instruments | ||||||
Variable interest rate | 0.10% | 0.10% | ||||
Unsecured debt | Letter of Credit | ||||||
Debt instruments | ||||||
Maximum borrowing capacity | 100,000,000 | $ 100,000,000 | ||||
Unsecured Term Loan due 2025 | ||||||
Debt instruments | ||||||
Unsecured debt | 0 | 0 | 377,501,000 | |||
Repayment and extinguishment of unsecured term loan | $ 367,900,000 | $ 500 | ||||
Unsecured Term Loan due 2025 | Canadian Dollar Offered Rate (CDOR) | ||||||
Debt instruments | ||||||
Variable interest rate | 0.90% | 0.90% | ||||
Unsecured term loan due June 2027 | ||||||
Debt instruments | ||||||
Unsecured debt | 500,000,000 | $ 500,000,000 | $ 500,000,000 | |||
Unsecured term loan due June 2027 | Ventas Realty | ||||||
Debt instruments | ||||||
Accordion feature of debt | $ 1,250,000,000 | 1,250,000,000 | ||||
Unsecured term loan due June 2027 | SOFR | Ventas Realty | ||||||
Debt instruments | ||||||
Variable interest rate | 0.85% | |||||
2.80% Senior Notes, Series E due 2024 | ||||||
Debt instruments | ||||||
Repayments of senior debt | $ 53,400,000 | $ 73 | $ 53,400,000 | $ 73 | ||
Interest rate | 2.80% | 2.80% |
SENIOR NOTES PAYABLE AND OTHE_5
SENIOR NOTES PAYABLE AND OTHER DEBT - Exchangeable Senior Notes (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Debt instruments | |||||
Interest | $ 149,259 | $ 143,265 | $ 299,192 | $ 271,340 | |
3.75% Exchangeable Senior Notes due 2026 | |||||
Debt instruments | |||||
Senior notes | $ 862,500 | $ 862,500 | $ 862,500 | ||
Interest rate | 3.75% | 3.75% | |||
Amortization of Debt Issuance Costs | $ 1,700 | $ 3,400 | |||
Exchange rate | 18.2460 | 18.2460 | |||
Exchange rate per share (in dollars per share) | $ 54.81 | $ 54.81 | |||
Quarterly dividend threshold for exchange rate adjustment | $ 0.45 | $ 0.45 | |||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | $ 13,700 | $ 13,700 | |||
Interest and Debt Expense | $ 8,100 | $ 16,200 |
SENIOR NOTES PAYABLE AND OTHE_6
SENIOR NOTES PAYABLE AND OTHER DEBT - Senior Notes (Details) $ in Millions, $ in Millions | 1 Months Ended | 6 Months Ended | ||||||
May 02, 2024 USD ($) | Apr. 30, 2024 CAD ($) | Apr. 30, 2024 USD ($) | Jun. 30, 2024 CAD ($) | Jun. 30, 2024 USD ($) | May 13, 2024 USD ($) | Feb. 29, 2024 CAD ($) | Feb. 29, 2024 USD ($) | |
Senior Notes | ||||||||
Debt instruments | ||||||||
Repayments of senior debt | $ 800 | |||||||
Senior Notes | 5.100% Senior Notes, Series J due 2029 | ||||||||
Debt instruments | ||||||||
Debt instrument, face amount | $ 650 | $ 475.3 | ||||||
Senior Notes | 5.63% Senior Notes due 2034 | ||||||||
Debt instruments | ||||||||
Debt instrument, face amount | $ 500 | |||||||
5.100% Senior Notes, Series J due 2029 | ||||||||
Debt instruments | ||||||||
Interest rate | 5.10% | 5.10% | ||||||
Unsecured Term Loan due 2025 | ||||||||
Debt instruments | ||||||||
Repayment and extinguishment of unsecured term loan | $ 500 | $ 367.9 | ||||||
3.50% Senior Notes due 2024 | ||||||||
Debt instruments | ||||||||
Interest rate | 3.50% | 3.50% | ||||||
Repayments of senior debt | 400 | |||||||
3.75% Senior Notes due 2024 | ||||||||
Debt instruments | ||||||||
Interest rate | 3.75% | 3.75% | ||||||
Repayments of senior debt | $ 400 | |||||||
2.80% Senior Notes, Series E due 2024 | ||||||||
Debt instruments | ||||||||
Interest rate | 2.80% | 2.80% | ||||||
Repayments of senior debt | $ 73 | $ 53.4 | $ 73 | $ 53.4 | ||||
5.63% Senior Notes due 2034 | ||||||||
Debt instruments | ||||||||
Interest rate | 5.625% | 5.625% | 5.625% |
SENIOR NOTES PAYABLE AND OTHE_7
SENIOR NOTES PAYABLE AND OTHER DEBT - Mortgages (Details) - Mortgage loans and other $ in Millions, $ in Millions | May 09, 2024 USD ($) property | Apr. 29, 2024 CAD ($) property | Feb. 29, 2024 CAD ($) property |
Business Acquisition [Line Items] | |||
Debt instrument, face amount | $ 52.3 | $ 103 | $ 52.8 |
Number of properties secured | 1 | 2 | 1 |
Interest rate | 6.02% | 4.90% | 4.644% |
SENIOR NOTES PAYABLE AND OTHE_8
SENIOR NOTES PAYABLE AND OTHER DEBT - Indebtedness of Maturities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Scheduled maturities of borrowing arrangements and other provisions excluding capital lease obligations | ||
2024 | $ 217,419 | |
2025 | 1,860,376 | |
2026 | 1,973,468 | |
2027 | 1,605,498 | |
2028 | 1,520,536 | |
Thereafter | 6,098,244 | |
Total maturities | 13,275,541 | $ 13,568,598 |
Principal Amount Due at Maturity | ||
Scheduled maturities of borrowing arrangements and other provisions excluding capital lease obligations | ||
2024 | 190,188 | |
2025 | 1,811,753 | |
2026 | 1,930,699 | |
2027 | 1,562,551 | |
2028 | 1,481,389 | |
Thereafter | 5,968,500 | |
Total maturities | 12,945,080 | |
Unsecured Revolving Credit Facility and Commercial Paper Notes | ||
Scheduled maturities of borrowing arrangements and other provisions excluding capital lease obligations | ||
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
2027 | 0 | |
2028 | 3,161 | |
Thereafter | 0 | |
Total maturities | 3,161 | |
Scheduled Periodic Amortization | ||
Scheduled maturities of borrowing arrangements and other provisions excluding capital lease obligations | ||
2024 | 27,231 | |
2025 | 48,623 | |
2026 | 42,769 | |
2027 | 42,947 | |
2028 | 35,986 | |
Thereafter | 129,744 | |
Total maturities | $ 327,300 |
SENIOR NOTES PAYABLE AND OTHE_9
SENIOR NOTES PAYABLE AND OTHER DEBT - Derivatives and Hedging (Details) $ in Thousands, $ in Millions | Jun. 30, 2024 USD ($) | Jun. 30, 2024 CAD ($) | May 09, 2024 | Apr. 29, 2024 | Feb. 29, 2024 |
Variable Rate Debt Member | Forward Starting Swap | |||||
Derivative [Line Items] | |||||
Long-term Debt, Percentage Bearing Variable Interest, Amount | $ 700,000 | ||||
Derivative notional amount | 142,300 | ||||
Fixed Rate Debt Member | Forward Starting Swap | |||||
Derivative [Line Items] | |||||
Long-Term Debt, Percentage Bearing Fixed Interest, Amount | 12,500,000 | ||||
Derivative notional amount | $ 526,900 | $ 643.8 | |||
Mortgage loans and other | |||||
Derivative [Line Items] | |||||
Interest rate | 6.02% | 4.90% | 4.644% |
SENIOR NOTES PAYABLE AND OTH_10
SENIOR NOTES PAYABLE AND OTHER DEBT - 2024 Activity (Details) - Treasury Lock - USD ($) $ in Millions | Jul. 31, 2024 | Jun. 30, 2024 |
Derivative [Line Items] | ||
Derivative notional amount | $ 200 | |
Derivative, fixed interest rate | 4.10% | |
Subsequent Event | ||
Derivative [Line Items] | ||
Derivative notional amount | $ 200 | |
Derivative, fixed interest rate | 4.10% |
FAIR VALUES MEASUREMENTS (Detai
FAIR VALUES MEASUREMENTS (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Assets: | ||
Cash and cash equivalents | $ 557,082 | $ 508,794 |
Escrow deposits and restricted cash | 58,202 | 54,668 |
Non-mortgage loans receivable, net | 29,347 | 26,152 |
Liabilities: | ||
Senior notes payable and other debt, gross | 13,275,541 | 13,568,598 |
Non-mortgage loans receivable, net | ||
Assets: | ||
Non-mortgage loans receivable, net | 29,347 | 26,152 |
Non-mortgage loans receivable, fair value | 28,314 | 25,200 |
Secured/mortgage loans and other, net | ||
Assets: | ||
Secured mortgage loans and other, net | 36,195 | 27,986 |
Secured mortgage loans and other, net, fair value | 36,248 | 27,947 |
Carrying Amount | ||
Assets: | ||
Cash and cash equivalents | 557,082 | 508,794 |
Escrow deposits and restricted cash | 58,202 | 54,668 |
Stock warrants | 61,100 | 59,281 |
Derivative instruments | 26,445 | 19,782 |
Liabilities: | ||
Derivative instruments | 919 | 2,525 |
Redeemable OP Units | 175,076 | 173,452 |
Carrying Amount | Non-mortgage loans receivable, net | ||
Assets: | ||
Non-mortgage loans receivable, net | 29,347 | 26,152 |
Carrying Amount | Secured/mortgage loans and other, net | ||
Assets: | ||
Secured mortgage loans and other, net | 36,195 | 27,986 |
Fair Value | ||
Assets: | ||
Cash and cash equivalents, fair value | 557,082 | 508,794 |
Escrow deposits and restricted cash | 58,202 | 54,668 |
Stock warrants | 61,100 | 59,281 |
Derivative instruments | 26,445 | 19,782 |
Liabilities: | ||
Senior notes payable and other debt, gross, fair value | 12,770,607 | 13,104,091 |
Derivative instruments | 919 | 2,525 |
Redeemable OP Units, fair value | 175,076 | 173,452 |
Fair Value | Non-mortgage loans receivable, net | ||
Assets: | ||
Non-mortgage loans receivable, fair value | 28,314 | 25,200 |
Fair Value | Secured/mortgage loans and other, net | ||
Assets: | ||
Secured mortgage loans and other, net, fair value | $ 36,248 | $ 27,947 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | Jun. 30, 2024 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Contingent liability | $ 0 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |||||
Income tax expense (benefit) | $ 7,766 | $ (9,773) | $ 4,762 | $ (12,575) | |
Income tax (benefit) expense from restructurings | $ (8,000) | ||||
Deferred income tax liabilities | 32,660 | 32,660 | $ 24,500 | ||
Deferred income tax assets, net | $ 1,657 | $ 1,657 | $ 1,754 |
STOCKHOLDERS' EQUITY - Narrativ
STOCKHOLDERS' EQUITY - Narrative (Details) - At The Market Equity Offering Program $ / shares in Units, shares in Millions, $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) $ / shares shares | |
Equity offering [Line Items] | |
Equity offering program, maximum aggregate amount authorized | $ 1,000 |
Equity offering program, issued | shares | 10.4 |
Equity offering program, proceeds | $ 499.4 |
Shares Issued, Weighted Average Price Per Share | $ / shares | $ 47.87 |
Equity offering program, remaining authorized offering amount | $ 500.6 |
STOCKHOLDERS' EQUITY - Summary
STOCKHOLDERS' EQUITY - Summary of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Equity [Abstract] | ||
Foreign currency translation loss | $ (46,289) | $ (56,596) |
Unrealized loss on available for sale securities | (1,978) | (1,256) |
Unrealized gain on derivative instruments | 30,858 | 22,095 |
Total accumulated other comprehensive loss | $ (17,409) | $ (35,757) |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | ||
Numerator for basic and diluted earnings per share: | |||||
Income from continuing operations | $ 21,168 | $ 105,066 | $ 8,628 | $ 123,978 | |
Net income | 21,168 | 105,066 | 8,628 | 123,978 | |
Net income attributable to noncontrolling interests | 1,781 | 1,613 | 3,553 | 3,008 | |
Net income attributable to common stockholders | $ 19,387 | $ 103,453 | $ 5,075 | $ 120,970 | |
Denominator: | |||||
Denominator for basic earnings per share—weighted average shares (in shares) | 408,097 | 400,431 | 405,747 | 400,211 | |
Effect of dilutive securities: | |||||
Restricted stock awards (in shares) | 308 | 220 | 293 | 268 | |
OP Unitholder Interests (in shares) | 3,418 | 3,471 | 3,432 | 3,478 | |
Denominator for diluted earnings per share—adjusted weighted average shares (in shares) | 411,823 | 404,122 | 409,472 | 403,957 | |
Earnings per common share | |||||
Income from continuing operations, basic (in usd per share) | $ 0.05 | $ 0.26 | $ 0.02 | $ 0.31 | |
Net income (loss) attributable to common stockholders, basic (in usd per share) | 0.05 | 0.26 | 0.01 | 0.30 | |
Diluted earnings per share: | |||||
Income from continuing operations, diluted (in usd per share) | [1] | 0.05 | 0.26 | 0.02 | 0.31 |
Net income (loss) attributable to common stockholders, diluted (in usd per share) | [1] | 0.05 | $ 0.26 | 0.01 | $ 0.30 |
3.75% Exchangeable Senior Notes due 2026 | |||||
Diluted earnings per share: | |||||
Exchange rate per share (in dollars per share) | $ 54.81 | $ 54.81 | |||
[1]Potential common shares are not included in the computation of diluted earnings per share (“EPS”) when a loss from continuing operations exists as the effect would be an antidilutive per share amount. |
SEGMENT INFORMATION - Narrative
SEGMENT INFORMATION - Narrative (Details) | 6 Months Ended |
Jun. 30, 2024 USD ($) segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | segment | 3 |
Intersegment sales and transfers | $ | $ 0 |
SEGMENT INFORMATION - Income St
SEGMENT INFORMATION - Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues | ||||
Rental income | $ 372,787 | $ 370,162 | $ 747,032 | $ 722,905 |
Income from loans and investments | 1,436 | 6,554 | 2,725 | 20,143 |
Interest and other income | 4,825 | 1,032 | 11,605 | 2,775 |
Revenues | 1,200,980 | 1,106,358 | 2,400,894 | 2,183,603 |
Less: | ||||
Interest and other income | 4,825 | 1,032 | 11,605 | 2,775 |
Property-level operating expenses | 680,151 | 622,818 | 1,367,648 | 1,230,749 |
Third party capital management expenses | 3,403 | 3,142 | ||
NOI | 514,354 | 481,072 | 1,018,238 | 946,937 |
Interest and other income | 4,825 | 1,032 | 11,605 | 2,775 |
Interest expense | (149,259) | (143,265) | (299,192) | (271,340) |
Depreciation and amortization | (339,848) | (304,689) | (640,103) | (586,808) |
General, administrative and professional fees | (37,727) | (34,399) | (86,464) | (79,197) |
Loss on extinguishment of debt, net | (420) | 6,801 | (672) | 6,801 |
Transaction, transition and restructuring costs | (2,886) | (3,069) | (7,563) | (4,455) |
Allowance on loans receivable and investments, net | 42 | 12,065 | 110 | 20,129 |
Gain on foreclosure of real estate | 0 | 29,127 | 0 | 29,127 |
Shareholder relations matters | (37) | 0 | (15,751) | 0 |
Other expense | (8,128) | 17,959 | (6,794) | 10,197 |
Loss from unconsolidated entities | (1,652) | 31,254 | (10,035) | 25,631 |
Gain on real estate dispositions | 49,670 | 1,405 | 50,011 | 11,606 |
Income tax expense | (7,766) | 9,773 | (4,762) | 12,575 |
Income from continuing operations | 21,168 | 105,066 | 8,628 | 123,978 |
Net income | 21,168 | 105,066 | 8,628 | 123,978 |
Net income attributable to noncontrolling interests | 1,781 | 1,613 | 3,553 | 3,008 |
Net income attributable to common stockholders | 19,387 | 103,453 | 5,075 | 120,970 |
Resident fees and services | ||||
Revenues | ||||
Other revenues | 817,600 | 724,614 | 1,630,904 | 1,429,607 |
Third party capital management expenses | ||||
Revenues | ||||
Other revenues | 4,332 | 3,996 | 8,628 | 8,173 |
Less: | ||||
Third party capital management expenses | 1,650 | 1,436 | 3,403 | 3,142 |
Third party capital management revenues | ||||
Revenues | ||||
Other revenues | 8,628 | 8,173 | ||
Operating Segments | SHOP | ||||
Revenues | ||||
Rental income | 0 | 0 | 0 | 0 |
Income from loans and investments | 0 | 0 | 0 | 0 |
Interest and other income | 0 | 0 | 0 | 0 |
Revenues | 817,600 | 724,614 | 1,630,904 | 1,429,607 |
Less: | ||||
Interest and other income | 0 | 0 | 0 | 0 |
Property-level operating expenses | 603,359 | 547,110 | 1,213,180 | 1,084,332 |
Third party capital management expenses | 0 | 0 | ||
NOI | 177,504 | 417,724 | 345,275 | |
Interest and other income | 0 | 0 | 0 | 0 |
Operating Segments | SHOP | Resident fees and services | ||||
Revenues | ||||
Other revenues | 817,600 | 724,614 | 1,630,904 | 1,429,607 |
Operating Segments | SHOP | Third party capital management expenses | ||||
Revenues | ||||
Other revenues | 0 | 0 | ||
Less: | ||||
Third party capital management expenses | 0 | 0 | ||
Operating Segments | SHOP | Third party capital management revenues | ||||
Revenues | ||||
Other revenues | 0 | 0 | ||
Operating Segments | Outpatient Medical and Research Portfolio | ||||
Revenues | ||||
Rental income | 218,853 | 215,807 | 437,730 | 418,811 |
Income from loans and investments | 0 | 0 | 0 | 0 |
Interest and other income | 0 | 0 | 0 | 0 |
Revenues | 219,559 | 216,366 | 439,066 | 419,998 |
Less: | ||||
Interest and other income | 0 | 0 | 0 | 0 |
Property-level operating expenses | 73,286 | 72,171 | 147,224 | 139,084 |
Third party capital management expenses | 0 | 0 | ||
NOI | 146,273 | 144,195 | 291,842 | 280,914 |
Interest and other income | 0 | 0 | 0 | 0 |
Operating Segments | Outpatient Medical and Research Portfolio | Resident fees and services | ||||
Revenues | ||||
Other revenues | 0 | 0 | 0 | 0 |
Operating Segments | Outpatient Medical and Research Portfolio | Third party capital management expenses | ||||
Revenues | ||||
Other revenues | 706 | 559 | ||
Less: | ||||
Third party capital management expenses | 0 | 0 | ||
Operating Segments | Outpatient Medical and Research Portfolio | Third party capital management revenues | ||||
Revenues | ||||
Other revenues | 1,336 | 1,187 | ||
Operating Segments | Triple-Net Leased Properties | ||||
Revenues | ||||
Rental income | 153,934 | 154,355 | 309,302 | 304,094 |
Income from loans and investments | 0 | 0 | 0 | 0 |
Interest and other income | 0 | 0 | 0 | 0 |
Revenues | 153,934 | 154,355 | 309,302 | 304,094 |
Less: | ||||
Interest and other income | 0 | 0 | 0 | 0 |
Property-level operating expenses | 3,506 | 3,537 | 7,244 | 7,333 |
Third party capital management expenses | 0 | 0 | ||
NOI | 150,428 | 150,818 | 302,058 | 296,761 |
Interest and other income | 0 | 0 | 0 | 0 |
Operating Segments | Triple-Net Leased Properties | Resident fees and services | ||||
Revenues | ||||
Other revenues | 0 | 0 | 0 | 0 |
Operating Segments | Triple-Net Leased Properties | Third party capital management expenses | ||||
Revenues | ||||
Other revenues | 0 | 0 | ||
Less: | ||||
Third party capital management expenses | 0 | 0 | ||
Operating Segments | Triple-Net Leased Properties | Third party capital management revenues | ||||
Revenues | ||||
Other revenues | 0 | 0 | ||
Operating Segments | Senior Living Operations | ||||
Less: | ||||
NOI | 214,241 | |||
Non-Segment | ||||
Revenues | ||||
Rental income | 0 | 0 | 0 | 0 |
Income from loans and investments | 1,436 | 6,554 | 2,725 | 20,143 |
Interest and other income | 4,825 | 1,032 | 11,605 | 2,775 |
Revenues | 9,887 | 11,023 | 21,622 | 29,904 |
Less: | ||||
Interest and other income | 4,825 | 1,032 | 11,605 | 2,775 |
Property-level operating expenses | 0 | 0 | 0 | 0 |
Third party capital management expenses | 3,403 | 3,142 | ||
NOI | 3,412 | 8,555 | 6,614 | 23,987 |
Interest and other income | 4,825 | 1,032 | 11,605 | 2,775 |
Non-Segment | Resident fees and services | ||||
Revenues | ||||
Other revenues | 0 | 0 | 0 | 0 |
Non-Segment | Third party capital management expenses | ||||
Revenues | ||||
Other revenues | 3,626 | 3,437 | ||
Less: | ||||
Third party capital management expenses | $ 1,650 | $ 1,436 | ||
Non-Segment | Third party capital management revenues | ||||
Revenues | ||||
Other revenues | $ 7,292 | $ 6,986 |
SEGMENT INFORMATION - Assets (D
SEGMENT INFORMATION - Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Segment Reporting Information | ||
Total Assets | $ 24,530,229 | $ 24,725,433 |
Percentage of consolidated assets | 100% | 100% |
Operating Segments | Outpatient Medical and Research Portfolio | ||
Segment Reporting Information | ||
Total Assets | $ 6,893,756 | $ 6,943,446 |
Percentage of consolidated assets | 28.10% | 28.10% |
Operating Segments | Triple-Net Leased Properties | ||
Segment Reporting Information | ||
Total Assets | $ 3,902,304 | $ 4,120,691 |
Percentage of consolidated assets | 15.90% | 16.70% |
Operating Segments | SHOP | ||
Segment Reporting Information | ||
Total Assets | $ 12,944,144 | $ 12,864,029 |
Percentage of consolidated assets | 52.80% | 52% |
Non-Segment | ||
Segment Reporting Information | ||
Total Assets | $ 790,025 | $ 797,267 |
Percentage of consolidated assets | 3.20% | 3.20% |