Healthpeak Properties (DOC) 10-Q2 Nov 172017 Q3 Quarterly reportFinancial data

Company Profile

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2017	Oct. 27, 2017
Document and Entity Information
Entity Registrant Name	HCP, INC.
Entity Central Index Key	765,880
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		469,108,449
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q3

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Real Estate:
Buildings and improvements	$ 11,052,578	$ 11,692,654
Development costs and construction in progress	429,459	400,619
Land	1,752,890	1,881,487
Accumulated depreciation and amortization	(2,699,174)	(2,648,930)
Net real estate	10,535,753	11,325,830
Net investment in direct financing leases	715,104	752,589
Loans receivable, net	402,152	807,954
Investments in and advances to unconsolidated joint ventures	822,369	571,491
Accounts receivable, net of allowance of $4,312 and $4,459, respectively	34,571	45,116
Cash and cash equivalents	133,887	94,730
Restricted cash	27,135	42,260
Intangible assets, net	400,867	479,805
Assets held for sale, net	216,074	927,866
Other assets, net	616,169	711,624
Total assets	13,904,081	15,759,265
LIABILITIES AND EQUITY
Bank line of credit	605,837	899,718
Term loans	226,205	440,062
Senior unsecured notes	6,393,926	7,133,538
Mortgage debt	145,417	623,792
Other debt	94,818	92,385
Intangible liabilities, net	53,427	58,145
Liabilities of assets held for sale, net	8,653	3,776
Accounts payable and accrued liabilities	381,189	417,360
Deferred revenue	140,378	149,181
Total liabilities	8,049,850	9,817,957
Commitments and contingencies
Common stock, $1.00 par value: 750,000,000 shares authorized; 469,034,877 and 468,081,489 shares issued and outstanding, respectively	469,035	468,081
Additional paid-in capital	8,224,531	8,198,890
Cumulative dividends in excess of earnings	(3,137,642)	(3,089,734)
Accumulated other comprehensive income (loss)	(24,491)	(29,642)
Total stockholders' equity	5,531,433	5,547,595
Joint venture partners	145,496	214,377
Non-managing member unitholders	177,302	179,336
Total noncontrolling interests	322,798	393,713
Total equity	5,854,231	5,941,308
Total liabilities and equity	$ 13,904,081	$ 15,759,265

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Balance Sheet Parenthetical Disclosures
Accounts receivable, allowance (in dollars)	$ 4,312	$ 4,459
Common stock, par value (in dollars per share)	$ 1	$ 1
Common stock, shares authorized	750,000,000	750,000,000
Common stock, shares issued	469,034,877	468,081,489
Common stock, shares outstanding	469,034,877	468,081,489

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Revenues:
Rental and related revenues	$ 266,109	$ 290,280	$ 816,147	$ 872,828
Tenant recoveries	36,860	34,809	105,794	99,715
Resident fees and services	126,040	170,752	391,688	500,717
Income from direct financing leases	13,240	14,234	40,516	44,791
Interest income	11,774	20,482	50,974	71,298
Total revenues	454,023	530,557	1,405,119	1,589,349
Costs and expenses:
Interest expense	71,328	117,860	235,834	361,255
Depreciation and amortization	130,588	141,407	397,893	421,181
Operating	155,338	187,714	467,582	542,751
General and administrative	23,523	34,781	67,287	83,011
Acquisition and pursuit costs	580	2,763	2,504	6,061
Impairments (recoveries), net	25,328	0	82,010	0
Total costs and expenses	406,685	484,525	1,253,110	1,414,259
Other income (expense):
Gain (loss) on sales of real estate, net	5,182	(9)	322,852	119,605
Loss on debt extinguishments	(54,227)	0	(54,227)	0
Other income (expense), net	(10,556)	1,432	40,723	5,064
Total other income (expense), net	(59,601)	1,423	309,348	124,669
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures	(12,263)	47,455	461,357	299,759
Income tax benefit (expense)	5,481	424	14,630	(1,101)
Equity income (loss) from unconsolidated joint ventures	1,062	(2,053)	4,571	(4,028)
Income (loss) from continuing operations	(5,720)	45,826	480,558	294,630
Discontinued operations:
Income (loss) before transaction costs and income taxes	0	121,229	0	360,226
Transaction costs	0	(14,805)	0	(28,509)
Income tax benefit (expense)	0	1,789	0	(47,721)
Total discontinued operations	0	108,213	0	283,996
Net income (loss)	(5,720)	154,039	480,558	578,626
Noncontrolling interests' share in earnings	(1,937)	(2,789)	(7,687)	(9,540)
Net income (loss) attributable to HCP, Inc.	(7,657)	151,250	472,871	569,086
Participating securities' share in earnings	(131)	(326)	(560)	(977)
Net income (loss) applicable to common shares	$ (7,788)	$ 150,924	$ 472,311	$ 568,109
Basic earnings per common share:
Continuing operations (in dollars per share)	$ (0.02)	$ 0.09	$ 1.01	$ 0.61
Discontinued operations (in dollars per share)	0	0.23	0	0.61
Net income (loss) applicable to common shares (in dollars per share)	(0.02)	0.32	1.01	1.22
Diluted earnings per common share:
Continuing operations (in dollars per share)	(0.02)	0.09	1.01	0.61
Discontinued operations (in dollars per share)	0	0.23	0	0.61
Net income (loss) applicable to common shares (in dollars per share)	$ (0.02)	$ 0.32	$ 1.01	$ 1.22
Weighted average shares used to calculate earnings per common share:
Basic (in shares)	468,975	467,628	468,642	466,931
Diluted (in shares)	468,975	467,835	468,828	467,132
Dividends declared per common share (in dollars per share)	$ 0.37	$ 0.575	$ 1.11	$ 1.725

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ (5,720)	$ 154,039	$ 480,558	$ 578,626
Other comprehensive income (loss):
Change in net unrealized gains (losses) on securities	(8)	4	(2)	(1)
Change in net unrealized gains (losses) on cash flow hedges:
Unrealized gains (losses)	(3,672)	1,184	(10,105)	1,532
Reclassification adjustment realized in net income (loss)	654	154	674	494
Change in Supplemental Executive Retirement Plan obligation	74	70	222	211
Foreign currency translation adjustment	5,750	(838)	14,362	(1,930)
Total other comprehensive income (loss)	2,798	574	5,151	306
Total comprehensive income (loss)	(2,922)	154,613	485,709	578,932
Total comprehensive income (loss) attributable to noncontrolling interests	(1,937)	(2,789)	(7,687)	(9,540)
Total comprehensive income (loss) attributable to HCP, Inc.	$ (4,859)	$ 151,824	$ 478,022	$ 569,392

CONSOLIDATED STATEMENTS OF EQUI

CONSOLIDATED STATEMENTS OF EQUITY - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Cumulative Dividends In Excess Of Earnings	Accumulated Other Comprehensive Income (Loss)	Total Stockholders’ Equity	Total Noncontrolling Interests
Balance at Dec. 31, 2015	$ 9,746,317	$ 465,488	$ 11,647,039	$ (2,738,414)	$ (30,470)	$ 9,343,643	$ 402,674
Balance (in shares) at Dec. 31, 2015		465,488
Increase (Decrease) in Stockholders' Equity
Net income (loss)	578,626			569,086		569,086	9,540
Other comprehensive income (loss)	306				306	306
Issuance of common stock, net	55,711	$ 2,290	53,421			55,711
Issuance of common stock, net (in shares)		2,290
Conversion of DownREIT units to common stock		$ 145	5,948			6,093	(6,093)
Conversion of DownREIT units (in shares)		145
Repurchase of common stock	(8,667)	$ (236)	(8,431)			(8,667)
Repurchase of common stock (in shares)		(236)
Exercise of stock options	3,473	$ 133	3,340			3,473
Exercise of stock options (in shares)		133
Amortization of deferred compensation	19,307		19,307			19,307
Common dividends	(806,243)			(806,243)		(806,243)
Distributions to noncontrolling interests	(18,687)		(36)			(36)	(18,651)
Issuances of noncontrolling interests	4,785						4,785
Deconsolidation of noncontrolling interests	506		(36)	475		439	67
Balance at Sep. 30, 2016	9,575,434	$ 467,820	11,720,552	(2,975,096)	(30,164)	9,183,112	392,322
Balance (in shares) at Sep. 30, 2016		467,820
Balance at Dec. 31, 2016	5,941,308	$ 468,081	8,198,890	(3,089,734)	(29,642)	5,547,595	393,713
Balance (in shares) at Dec. 31, 2016		468,081
Increase (Decrease) in Stockholders' Equity
Net income (loss)	480,558			472,871		472,871	7,687
Other comprehensive income (loss)	5,151				5,151	5,151
Issuance of common stock, net	17,350	$ 998	16,352			17,350
Issuance of common stock, net (in shares)		998
Conversion of DownREIT units to common stock		$ 68	2,003			2,071	(2,071)
Conversion of DownREIT units (in shares)		68
Repurchase of common stock	(4,459)	$ (144)	(4,315)			(4,459)
Repurchase of common stock (in shares)		(144)
Exercise of stock options	768	$ 32	736			768
Exercise of stock options (in shares)		32
Amortization of deferred compensation	10,865		10,865			10,865
Common dividends	(520,779)			(520,779)		(520,779)
Distributions to noncontrolling interests	(19,520)						(19,520)
Issuances of noncontrolling interests	1,050						1,050
Deconsolidation of noncontrolling interests	(58,061)						(58,061)
Balance at Sep. 30, 2017	$ 5,854,231	$ 469,035	$ 8,224,531	$ (3,137,642)	$ (24,491)	$ 5,531,433	$ 322,798
Balance (in shares) at Sep. 30, 2017		469,035

CONSOLIDATED STATEMENTS OF EQU7

CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Statement of Stockholders' Equity [Abstract]
Common dividends, per share (in dollars per share)	$ 0.37	$ 0.575	$ 1.11	$ 1.725

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Cash flows from operating activities:
Net income (loss)	$ 480,558	$ 578,626
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization of real estate, in-place lease and other intangibles: Continuing operations	397,893	421,181
Depreciation and amortization of real estate, in-place lease and other intangibles: Discontinued operations	0	4,401
Amortization of deferred compensation	10,865	19,307
Amortization of deferred financing costs	11,141	15,598
Straight-line rents	(12,236)	(14,412)
Equity loss (income) from unconsolidated joint ventures	(4,571)	4,028
Distributions of earnings from unconsolidated joint ventures	27,692	5,919
Loss (gain) on sales of real estate, net	(322,852)	(119,605)
Allowance for loan losses	59,420	0
Deferred income tax expense (benefit)	(17,786)	47,195
Impairments (recoveries), net	22,590	0
Loss on extinguishment of debt	54,227	0
Casualty-related loss (recoveries), net	9,912	0
Foreign exchange and other losses (gains), net	(986)	(127)
Gain (loss) on sale of marketable securities	(50,895)	0
Other non-cash items	(543)	(2,035)
Changes in:
Accounts receivable, net	396	7,558
Other assets, net	(2,617)	(9,674)
Accounts payable and accrued liabilities	(24,312)	40,672
Net cash provided by (used in) operating activities	637,896	998,632
Cash flows from investing activities:
Acquisitions of real estate	(135,816)	(257,242)
Development and redevelopment of real estate	(261,510)	(304,818)
Leasing costs, tenant improvements, and recurring capital expenditures	(75,211)	(64,501)
Proceeds from sales of real estate, net	1,249,993	211,810
Contributions to unconsolidated joint ventures	(25,776)	(10,169)
Distributions in excess of earnings from unconsolidated joint ventures	4,845	14,458
Net proceeds from the RIDEA II transaction	480,614	0
Proceeds from the sales of Four Seasons investments	135,538	0
Principal repayments on direct financing leases, loans receivable and other	414,732	221,179
Investments in loans receivable, direct financing leases and other	(28,339)	(129,335)
Decrease (increase) in restricted cash	(3,247)	4,459
Net cash provided by (used in) investing activities	1,755,823	(314,159)
Cash flows from financing activities:
Net borrowings (repayments) under bank line of credit	23,419	1,157,897
Repayments under bank line of credit	(339,826)	(135,000)
Repayment of term loans	(234,459)	0
Repayments of senior unsecured notes	(750,000)	(900,000)
Issuance of mortgage and other debt	5,395	0
Repayments of mortgage and other debt	(482,487)	(249,540)
Debt extinguishment costs	(51,415)	0
Deferred financing costs	0	(1,057)
Issuance of common stock and exercise of options	18,118	59,184
Repurchase of common stock	(4,459)	(8,667)
Dividends paid on common stock	(520,779)	(806,243)
Issuance of noncontrolling interests	1,050	4,785
Distributions to noncontrolling interests	(19,520)	(18,687)
Net cash provided by (used in) financing activities	(2,354,963)	(897,328)
Effect of foreign exchange on cash and cash equivalents	401	(754)
Net increase (decrease) in cash and cash equivalents	39,157	(213,609)
Cash and cash equivalents, beginning of period	94,730	346,500
Cash and cash equivalents, end of period	$ 133,887	$ 132,891

Business

Business	9 Months Ended
Business	Sep. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business	Business Overview HCP, Inc., a Standard & Poor’s (“S&P”) 500 company, is a Maryland corporation that is organized to qualify as a real estate investment trust (“REIT”) which, together with its consolidated entities (collectively, “HCP” or the “Company”), invests primarily in real estate serving the healthcare industry in the United States (“U.S.”). The Company acquires, develops, leases, manages and disposes of healthcare real estate and provides financing to healthcare providers. The Company’s diverse portfolio is comprised of investments in the following reportable healthcare segments: (i) senior housing triple-net; (ii) senior housing operating portfolio (“SHOP”); (iii) life science and (iv) medical office. Master Transactions and Cooperation Agreement with Brookdale On November 1, 2017, the Company and Brookdale Senior Living Inc. (“Brookdale”) entered into a Master Transactions and Cooperation Agreement (the “MTCA”) to provide the Company with the ability to significantly reduce its concentration of assets leased to and/or managed by Brookdale. Through a series of dispositions and transitions of assets currently leased to and/or managed by Brookdale, as contemplated by the MTCA and further described below, the Company’s exposure to Brookdale is expected to be significantly reduced. Master Lease Transactions. In connection with the overall transaction pursuant to the MTCA, the Company (through certain of its subsidiaries), and Brookdale (through certain of its subsidiaries) (the “Lessee”) entered into an Amended and Restated Master Lease and Security Agreement (the “Amended Master Lease”), which amended and restated the then-existing triple-net leases between the parties for 78 assets (before giving effect to the contemplated sale or transition of 34 assets discussed below), which account for primarily all of the assets subject to triple-net leases between the Company and the Lessee. Under the Amended Master Lease, the Company will have the benefit of a guaranty from Brookdale of the Lessee’s obligations and, upon a change in control, will have various additional protections under the MTCA and the Amended Master Lease including: • A security deposit (which increases if specified leverage thresholds are exceeded); • A termination right if certain financial covenants and net worth test are not satisfied; • Enhanced reporting requirements and related remedies; and • The right to market for sale the CCRC portfolio. Future changes in control of Brookdale are permitted pursuant to the Amended Master Lease, subject to certain conditions, including the purchaser either meeting experience requirements or retaining a majority of Brookdale’s principal officers. The Amended Master Lease preserves the renewal terms and, with certain exceptions, the rents under the previously existing triple-net leases. In addition, the Company and Brookdale agreed to the following: • The Company will have the right to sell, or transition to other operators, 32 triple-net assets. If such sale or transition does not occur within one year, the triple-net lease with respect to such assets will convert to a cash flow lease (under which the Company will bear the risks and rewards of operating the assets) with a term of two years, provided that the Company has the right to terminate the cash flow lease at any time during the term without penalty; • The Company will provide an aggregate $5 million annual reduction in rent on three assets, effective January 1, 2018; • The Company will sell two triple-net assets to Brookdale or its affiliates for $35 million ; and • The Company will have the right to convert five assets to a cash flow lease by December 31, 2017. The Company has the right to terminate the cash flow lease without penalty to facilitate the sale or transition of these additional assets, at its option. Joint Venture Transactions. Also pursuant to the MTCA, the Company and Brookdale agreed to the following: • The Company, which currently owns 90% of the interests in its RIDEA I and RIDEA III joint ventures with Brookdale, will purchase Brookdale’s 10% noncontrolling interest in each joint venture. These joint ventures collectively own and operate 58 independent living, assisted living, memory care and/or skilled nursing facilities (the “RIDEA Facilities”); • The Company will have the right to sell, or transition to other managers, 36 of the RIDEA Facilities and terminate related management agreements with an affiliate of Brookdale without penalty. If the related management agreements are not terminated within one year, the base management fee ( 5% of gross revenues) increases by 1% of gross revenues per year over the following two years to a maximum of 7% of gross revenues; • The Company will sell four of the RIDEA Facilities to Brookdale or its affiliates for $239 million ; • A Brookdale affiliate will continue to manage the remaining 18 RIDEA Facilities pursuant to amended and restated management agreements, which provide for extended terms on select assets, modified performance hurdles for extensions and incentive fees, and modified termination rights (including stricter performance-based termination rights, a staggered right to terminate seven agreements over a 10 year period beginning in 2021, and a right to terminate at will upon payment of a termination fee, in lieu of sale-related termination rights) and two other existing facilities managed in separate RIDEA structures; and • The Company will have the right to sell, to certain permitted transferees, its 49% ownership interest in joint ventures that own and operate a portfolio of continuing care retirement communities and in which Brookdale owns the other 51% interest (the “CCRC JV”), subject to certain conditions and a right of first offer in favor of Brookdale. Brookdale will have a corresponding right to sell its 51% interest in the CCRC JV to certain permitted transferees, subject to certain conditions, a right of first offer and a right to terminate management agreements following such sale of Brookdale’s interest, each in favor of HCP. Following a change in control of Brookdale, the Company will have the right to initiate a sale of the CCRC portfolio, subject to certain rights of first offer and first refusal in favor of Brookdale. RIDEA II Sale Transaction In January 2017, the Company completed the contribution of its ownership interest in RIDEA II to an unconsolidated JV owned by HCP and an investor group led by Columbia Pacific Advisors, LLC (“CPA”) (“HCP/CPA PropCo” and “HCP/CPA OpCo,” together, the “HCP/CPA JV”). In addition, RIDEA II was recapitalized with $602 million of debt, of which $360 million was provided by a third-party and $242 million was provided by HCP. In return for both transaction elements, the Company received combined proceeds of $480 million from the HCP/CPA JV and $242 million in loan receivables and retained an approximately 40% ownership interest in RIDEA II (the note receivable and 40% ownership interest are herein referred to as the “RIDEA II Investments”). This transaction resulted in the Company deconsolidating the net assets of RIDEA II and recognizing a net gain on sale of $99 million . The RIDEA II Investments are currently recognized and accounted for as equity method investments. On November 1, 2017, the Company entered into a definitive agreement with an investor group led by CPA to sell its remaining 40% ownership interest in RIDEA II. The Company expects the transaction to close in 2018. CPA has also agreed to cause refinancing of the Company’s $242 million loan receivables from RIDEA II within one year following the close of the transaction. Total expected proceeds to the Company from the transaction and refinancing of the loan receivables from RIDEA II are $332 million .

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Sep. 30, 2017
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Management is required to make estimates and assumptions in the preparation of financial statements in conformity with GAAP. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from management’s estimates. The consolidated financial statements include the accounts of HCP, Inc., its wholly-owned subsidiaries, joint ventures (“JVs”) and variable interest entities (“VIEs”) that it controls through voting rights or other means. Intercompany transactions and balances have been eliminated upon consolidation. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary to present fairly the Company’s financial position, results of operations and cash flows have been included. Operating results for the three and nine months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017 . The accompanying unaudited interim financial information should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2016 included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (“SEC”). Real Estate On January 1, 2017 the Company adopted Accounting Standards Update (“ASU”) No. 2017-01, Clarifying the Definition of a Business (“ASU 2017-01”) which narrows the Financial Accounting Standards Board’s (“FASB”) definition of a business and provides a framework that gives entities a basis for making reasonable judgments about whether a transaction involves an asset, or a group of assets, or a business. ASU 2017-01 states that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not a business. If this initial test is not met, a set cannot be considered a business unless it includes an acquired input and a substantive process that together significantly contribute to the ability to create outputs. In addition, ASU 2017-01 clarifies the requirements for a set of activities to be considered a business and narrows the definition of an output. This ASU is to be applied prospectively and the Company expects that a majority of its future real estate acquisitions and dispositions will be deemed asset transactions rather than business combinations. As a result, for asset acquisitions the Company will record identifiable assets acquired, liabilities assumed and any associated noncontrolling interests at cost on a relative fair value basis. In addition, for such asset acquisitions, no goodwill will be recognized, third party transaction costs will be capitalized and any associated contingent consideration will be recorded when the contingency is resolved. Reclassifications Certain amounts in the Company’s consolidated financial statements have been reclassified for prior periods to conform to the current period presentation. Certain prior period amounts have been reclassified on consolidated statements of operations for discontinued operations (see Note 4). Recent Accounting Pronouncements In February 2017, the FASB issued ASU No. 2017-05, Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets (“ASU 2017-05”). The amendments in ASU 2017-05 clarify the scope of the FASB’s recently established guidance on nonfinancial asset derecognition which applies to the derecognition of all nonfinancial assets and in-substance nonfinancial assets. In addition, ASU 2017-05 clarifies the accounting for partial sales of nonfinancial assets and in-substance nonfinancial assets to align with the new revenue recognition standard (see below). ASU 2017-05 is effective for annual periods beginning after December 15, 2017, including interim periods within, and must be adopted in conjunction with the Revenue ASUs (as defined below). ASU 2017-05 can be adopted using a full retrospective approach or a modified retrospective approach, resulting in a cumulative-effect adjustment to equity as of the beginning of the fiscal year in which the guidance is effective. The Company has not yet elected a transition method and is evaluating the complete impact of the adoption of the Revenue ASUs (see below) on January 1, 2018 to its consolidated financial position, results of operations and disclosures. The Company expects to complete its evaluation of the impacts of the Revenue ASUs during the fourth quarter of 2017. In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 is intended to improve financial reporting by requiring timelier recognition of credit losses on loans and other financial instruments held by financial institutions and other organizations. The amendments in ASU 2016-13 eliminate the “probable” initial threshold for recognition of credit losses in current accounting guidance and, instead, reflect an entity’s current estimate of all expected credit losses over the life of the financial instrument. Previously, when credit losses were measured under current accounting guidance, an entity generally only considered past events and current conditions in measuring the incurred loss. The amendments in ASU 2016-13 broaden the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually. The use of forecasted information incorporates more timely information in the estimate of expected credit loss. ASU 2016-13 is effective for fiscal years, and interim periods within, beginning after December 15, 2019. Early adoption is permitted for fiscal years, and interim periods within, beginning after December 15, 2018. A reporting entity is required to apply the amendments in ASU 2016-13 using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. A prospective transition approach is required for debt securities for which an other-than-temporary impairment had been recognized before the effective date. Upon adoption of ASU 2016-13, the Company is required to reassess its financing receivables, including direct finance leases and loans receivable, and expects that application of ASU 2016-13 may result in the Company recognizing credit losses at an earlier date than would otherwise be recognized under current accounting guidance. The Company is evaluating the impact of the adoption of ASU 2016-13 on January 1, 2020 to its consolidated financial position and results of operations. Between May 2014 and May 2016, the FASB issued three ASUs changing the requirements for recognizing and reporting revenue (together, herein referred to as the “Revenue ASUs”): (i) ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), (ii) ASU No. 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (“ASU 2016-08”) and (iii) ASU No. 2016-12, Narrow-Scope Improvements and Practical Expedients (“ASU 2016-12”). ASU 2014-09 provides guidance for revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2016-08 is intended to improve the operability and understandability of the implementation guidance on principal versus agent considerations. ASU 2016-12 provides practical expedients and improvements on the previously narrow scope of ASU 2014-09. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date (“ASU 2015-14”). ASU 2015-14 defers the effective date of ASU 2014-09 by one year to fiscal years, and interim periods within, beginning after December 15, 2017. All subsequent ASUs related to ASU 2014-09, including ASU 2016-08 and ASU 2016-12, assumed the deferred effective date enforced by ASU 2015-14. Early adoption of the Revenue ASUs is permitted for annual periods, and interim periods within, beginning after December 15, 2016. A reporting entity may apply the amendments in the Revenue ASUs using either a modified retrospective approach, by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption or full retrospective approach. As the primary source of revenue for the Company is generated through leasing arrangements, which are excluded from the Revenue ASUs (as it relates to the timing and recognition of revenue), the Company expects that it may be impacted in its recognition of non-lease revenue, such as certain resident fees in its RIDEA structures (a portion of which are not generated through leasing arrangements), non-lease components of revenue from lease agreements and its recognition of real estate sale transactions. Under ASU 2014-09, revenue recognition for real estate sales is largely based on the transfer of control versus continuing involvement under current guidance. As a result, the Company generally expects that the new guidance will result in more transactions qualifying as sales of real estate and revenue being recognized at an earlier date than under current accounting guidance. Additionally, upon adoption of the Revenue ASUs in 2018, the Company anticipates that it will be required to separately disclose the components of its total revenue between lease revenue accounted for under existing lease guidance and service revenue accounted for under the new Revenue ASUs, including non-lease components such as certain services embedded in base leasing fees. The Company has not yet elected a transition method and is evaluating the complete impact of the adoption of the Revenue ASUs on January 1, 2018 to its consolidated financial position, results of operations and disclosures. The Company expects to complete its evaluation of the impacts of the Revenue ASUs during the fourth quarter of 2017. In February 2016, the FASB issued ASU No. 2016-02, Leases (“ASU 2016-02”). ASU 2016-02 amends the current accounting for leases to: (i) require lessees to put most leases on their balance sheets, but continue recognizing expenses on their income statements in a manner similar to requirements under current accounting guidance, (ii) eliminate current real estate specific lease provisions and (iii) modify the classification criteria and accounting for sales-type leases for lessors. ASU 2016-02 is effective for fiscal years, and interim periods within, beginning after December 15, 2018. Early adoption is permitted. The transition method required by ASU 2016-02 varies based on the specific amendment being adopted. As a result of adopting ASU 2016-02, the Company will recognize all of its significant operating leases for which it is the lessee, including corporate office leases and ground leases, on its consolidated balance sheets and will capitalize fewer legal costs related to the drafting and execution of its lease agreements. From a lessor perspective, the Company expects that it will be required to further bifurcate lease agreements to separately recognize and disclose non-lease components that are executory in nature. Lease components will continue to be recognized on a straight-line basis over the lease term and certain non-lease components will be accounted for under the Revenue ASUs. The disaggregated disclosure of lease and executory non-lease components (e.g., maintenance) will be required upon the adoption of ASU 2016-02 . The Company anticipates that it will elect a practical expedient offered in ASU 2016-02 that allows an entity to not reassess the following upon adoption (must be elected as a group): (i) whether an expired or existing contract contains a lease arrangement, (ii) lease classification related to expired or existing lease arrangements, or (iii) whether costs incurred on expired or existing leases qualify as initial direct costs. The Company does not expect the bifurcation of non-lease components from a lease agreement to significantly impact the existing revenue recognition pattern. The Company is still evaluating the complete impact of the adoption of ASU 2016-02 on January 1, 2019 to its consolidated financial position, results of operations and disclosures. The following ASUs have been issued, but not yet adopted, and the Company does not expect a material impact to its consolidated financial position, results of operations, cash flows, or disclosures upon adoption: • ASU No. 2017-12, Targeted Improvements to Accounting for Hedging Activities (“ASU 2017-12”). ASU 2017-12 is effective for fiscal years, including interim periods within, beginning after December 15, 2018 and early adoption is permitted. For cash flow and net investments hedges existing at the date of adoption, a reporting entity must apply the amendments in ASU 2017-12 using the modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. The presentation and disclosure amendments in ASU 2017-12 must be applied using a prospective approach. • ASU No. 2017-04, Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). ASU 2017-04 is effective for fiscal years, including interim periods within, beginning after December 15, 2019 (upon the first goodwill impairment test performed during that fiscal year). Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. A reporting entity must apply the amendments in ASU 2017-04 using a prospective approach. The Company plans to adopt ASU 2017-04 during the fourth quarter of 2017. • ASU No. 2016-18, Restricted Cash (“ASU 2016-18”). ASU 2016-18 is effective for fiscal years, and interim periods within, beginning after December 15, 2017. Early adoption is permitted. A reporting entity must apply the amendments in ASU 2016-18 using a full retrospective approach. The Company plans to adopt ASU 2016-18 during the fourth quarter of 2017. • ASU No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory (“ASU 2016-16”). ASU 2016-16 is effective for fiscal years, and interim periods within, beginning after December 15, 2017. Early adoption is permitted as of the first interim period presented in any year following issuance. A reporting entity must apply the amendments in ASU 2016-16 using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. • ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). ASU 2016-15 is effective for fiscal years, and interim periods within, beginning after December 15, 2017. Early adoption is permitted. A reporting entity must apply the amendments in ASU 2016-15 using a full retrospective approach. The Company plans to adopt ASU 2016-15 during the fourth quarter of 2017. • ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”). ASU 2016-01 is effective for fiscal years, and interim periods within, beginning after December 15, 2017. Early adoption is permitted only for updates to certain disclosure requirements. A reporting entity is required to apply the amendments in ASU 2016-01 using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption.

Real Estate Property Investment

Real Estate Property Investments	9 Months Ended
Real Estate Property Investments	Sep. 30, 2017
Real Estate [Abstract]
Real Estate Property Investments	Real Estate Property Investments Investments in Real Estate The following table summarizes the Company’s real estate acquisitions for the nine months ended September 30, 2017 (in thousands): Consideration Assets Acquired Segment Cash Paid/ Debt Settled Liabilities Assumed Real Estate Net Intangibles Life science $ 87,467 $ 2,841 $ 91,208 $ (900 ) Medical office 48,349 837 44,401 4,785 $ 135,816 $ 3,678 $ 135,609 $ 3,885 The following table summarizes the Company’s real estate acquisitions for the nine months ended September 30, 2016 (in thousands): Consideration Assets Acquired Segment Cash Paid/ Debt Settled Liabilities Assumed Real Estate Net Intangibles Senior housing triple-net $ 76,362 $ 1,200 $ 71,875 $ 5,687 SHOP 113,971 76,931 177,551 13,351 Life science 49,000 — 47,400 1,600 Other non-reportable segments 17,909 — 16,596 1,313 $ 257,242 $ 78,131 $ 313,422 $ 21,951 In October 2017, the Company entered into definitive agreements to acquire a $228 million life science campus known as the Hayden Research Campus located in the Boston suburb of Lexington, Massachusetts. The Company will own an interest in this campus through a consolidated joint venture with King Street Properties. The campus includes two existing buildings totaling 400,000 square feet and is currently 66% leased. Impairments of Real Estate During the third quarter 2017, the Company determined that 11 underperforming senior housing triple-net assets that are candidates for potential future sale were impaired. Accordingly, the Company wrote-down the carrying amount of these 11 assets to their fair value, which resulted in an aggregate impairment charge of $23 million . The fair value of the assets was based on forecasted sales prices which are considered to be Level 2 measurements within the fair value hierarchy. Casualty-Related Losses As a result of Hurricane Harvey and Hurricane Irma during the third quarter of 2017, the Company recorded an estimated $11 million of casualty-related losses, net of a small insurance recovery. The losses are comprised of $6 million of property damage and (ii) $5 million of other associated costs, including storm preparation, clean up, relocation and other costs. Of the total $11 million casualty losses incurred, $10 million was recorded in Other income (expense), net, and $1 million was recorded in Equity income (loss) from unconsolidated joint ventures as it relates to casualty losses for properties owned by certain of our unconsolidated joint ventures. In addition, the Company recorded a $2 million deferred tax benefit associated with the casualty-related losses.

Discontinued Operations and Dis

Discontinued Operations and Dispositions of Real Estate	9 Months Ended
Discontinued Operations and Dispositions of Real Estate	Sep. 30, 2017
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations and Dispositions of Real Estate	Discontinued Operations and Dispositions of Real Estate Discontinued Operations - Quality Care Properties, Inc. On October 31, 2016, the Company completed the spin-off (the “Spin-Off”) of its subsidiary, Quality Care Properties, Inc. (“QCP”). The Spin-Off included 338 properties, primarily comprised of the HCR ManorCare, Inc. (“HCRMC”) direct financing lease (“DFL”) investments and an equity investment in HCRMC. QCP is an independent, publicly-traded, self-managed and self-administrated REIT. In connection with the Spin-Off, the Company entered into a Transition Services Agreement (“TSA”) with QCP. Per the terms of the TSA, the Company agreed to provide certain administrative and support services to QCP on a transitional basis for established fees. The TSA terminated on October 31, 2017. Summarized financial information for discontinued operations for the three and nine months ended September 30, 2016 is as follows (in thousands): Three Months Ended September 30, 2016 Nine Months Ended September 30, 2016 Revenues: Rental and related revenues $ 6,898 $ 20,620 Tenant recoveries 386 1,147 Income from direct financing leases 116,429 345,940 Total revenues 123,713 367,707 Costs and expenses: Depreciation and amortization (1,467 ) (4,401 ) Operating (1,033 ) (3,076 ) General and administrative (6 ) (68 ) Acquisition and pursuit costs (14,805 ) (28,509 ) Other income (expense), net 22 64 Income (loss) before income taxes 106,424 331,717 Income tax benefit (expense) 1,789 (47,721 ) Total discontinued operations $ 108,213 $ 283,996 HCR ManorCare, Inc. Discontinued operations is primarily comprised of QCP’s HCRMC DFL investments. During the nine months ended September 30, 2016 , the Company received cash payments of $346 million from the HCRMC DFL investments. No accretion related to its HCRMC DFL investments was recognized in 2016 due to the Company utilizing a cash basis method of accounting beginning January 1, 2016. The Company’s acquisition of the HCRMC DFL investments in 2011 was subject to federal and state built-in gain tax of up to $2 billion if all the assets were sold within 10 years of the acquisition date. At the time of acquisition, the Company intended to hold the assets for at least 10 years , at which time the assets would no longer be subject to the built-in gain tax. In December 2015, the U.S. Federal Government passed legislation which permanently reduced the holding period, for federal tax purposes, to 5 years , which the Company satisfied in April 2016. This legislation was not extended to certain states, which maintain a 10 year requirement. During the three months ended March 31, 2016, the Company determined that it may sell assets during the next five years and, therefore, recorded a deferred tax liability of $49 million representing its estimated exposure to state built-in gain tax. Dispositions of Real Estate Held for Sale At September 30, 2017 , three senior housing triple-net facilities and four life science facilities were classified as held for sale, with an aggregate carrying value of $216 million , primarily comprised of real estate assets of $199 million. At December 31, 2016 , 64 senior housing triple-net facilities, four life science facilities and a SHOP facility were classified as held for sale, with an aggregate carrying value of $928 million , primarily comprised of real estate assets of $809 million . All facilities held for sale at December 31, 2016 were sold during the first quarter of 2017. 2017 Dispositions In January 2017, the Company sold four life science facilities in Salt Lake City, Utah for $76 million , resulting in a net gain on sale of $45 million . In March 2017, the Company sold 64 senior housing triple-net assets, previously under triple-net leases with Brookdale, for $1.125 billion to affiliates of Blackstone Real Estate Partners VIII, L.P., resulting in a net gain on sale of $170 million . In April 2017, the Company sold a land parcel in San Diego, California for $27 million and one life science building in San Diego, California for $5 million and recognized a total net gain on sales of $1 million . In August 2017, the Company sold two senior housing triple-net facilities for $15 million and recognized a gain on sale of $5 million . 2016 Dispositions During the nine months ended September 30, 2016 , the Company sold five post-acute/skilled nursing facilities and two senior housing triple-net facilities for $130 million , a life science facility for $74 million , three medical office buildings for $20 million and a SHOP facility for $6 million and recognized total gain on sales of $120 million .

Net Investment in Direct Financ

Net Investment in Direct Financing Leases	9 Months Ended
Net Investment in Direct Financing Leases	Sep. 30, 2017
Leases, Capital [Abstract]
Net Investment in Direct Financing Leases	Net Investment in Direct Financing Leases Net investment in DFLs consisted of the following (dollars in thousands): September 30, December 31, Minimum lease payments receivable $ 1,076,049 $ 1,108,237 Estimated residual value 504,457 539,656 Less unearned income (865,402 ) (895,304 ) Net investment in direct financing leases $ 715,104 $ 752,589 Properties subject to direct financing leases 29 30 Certain DFLs contain provisions that allow the tenants to elect to purchase the properties during or at the end of the lease terms for the aggregate initial investment amount plus adjustments, if any, as defined in the lease agreements. Certain leases also permit the Company to require the tenants to purchase the properties at the end of the lease terms. In February 2017, the Company sold a hospital within a DFL in Palm Beach Gardens, Florida for $43 million to the current tenant and recognized a gain on sale of $4 million . Direct Financing Lease Internal Ratings The following table summarizes the Company’s internal ratings for DFLs at September 30, 2017 (dollars in thousands): Carrying Amount Percentage of DFL Portfolio Internal Ratings Segment Performing DFLs Watch List DFLs Workout DFLs Senior housing triple-net $ 630,500 88% $ 273,383 $ 357,117 $ — Other non-reportable segments 84,604 12 84,604 — — $ 715,104 100% $ 357,987 $ 357,117 $ — Beginning September 30, 2013, the Company placed a 14 -property senior housing triple-net DFL (the “DFL Watchlist Portfolio”) on nonaccrual status and “Watch List” status. The Company determined that the collection of all rental payments was and continues to be no longer reasonably assured; therefore, rental revenue for the DFL Watchlist Portfolio has been recognized on a cash basis. During the three months ended September 30, 2017 and 2016 , the Company recognized income from DFLs of $4 million and $3 million , respectively, and received cash payments of $5 million from the DFL Watchlist Portfolio. During the nine months ended September 30, 2017 and 2016 , the Company recognized income from DFLs of $10 million and received cash payments of $14 million and $15 million , respectively, from the DFL Watchlist Portfolio. The carrying value of the DFL Watchlist Portfolio was $357 million and $361 million at September 30, 2017 and December 31, 2016 , respectively.

Loans Receivable

Loans Receivable	9 Months Ended
Loans Receivable	Sep. 30, 2017
Receivables [Abstract]
Loans Receivable	Loans Receivable The following table summarizes the Company’s loans receivable (in thousands): September 30, 2017 December 31, 2016 Real Estate Secured Other Secured Total Real Estate Secured Other Secured Total Mezzanine (1) $ — $ 277,299 $ 277,299 $ — $ 615,188 $ 615,188 Other (2) 184,880 — 184,880 195,946 — 195,946 Unamortized discounts, fees and costs (1) — (607 ) (607 ) 413 (3,593 ) (3,180 ) Allowance for loan losses (3) — (59,420 ) (59,420 ) — — — $ 184,880 $ 217,272 $ 402,152 $ 196,359 $ 611,595 $ 807,954 _______________________________________ (1) At December 31, 2016, included £282 million ( $348 million ) outstanding and £2 million ( $3 million ) of associated unamortized discounts, fees and costs, both related to the HC-One Facility, which paid off in June 2017. (2) At September 30, 2017 and December 31, 2016, included £122 million ( $163 million ) and £113 million ( $140 million ), respectively, outstanding primarily related to Maria Mallaband loans. (3) Related to the Company’s mezzanine loan facility to Tandem Health Care discussed below. Loans Receivable Internal Ratings The following table summarizes the Company’s internal ratings for loans receivable at September 30, 2017 (dollars in thousands): Carrying Amount Percentage of Loan Portfolio Internal Ratings Investment Type Performing Loans Watch List Loans Workout Loans Real estate secured $ 184,880 46% $ 184,880 $ — $ — Other secured 217,272 54 19,898 — 197,374 $ 402,152 100% $ 204,778 $ — $ 197,374 Real Estate Secured Loans Four Seasons Health Care. In March 2017, the Company sold its investment in Four Seasons Health Care’s (“Four Seasons”) senior secured term loan at par plus accrued interest for £29 million ( $35 million ). Other Secured Loans HC-One Facility. On June 30, 2017, the Company received £283 million ( $367 million ) from the repayment of its HC-One mezzanine loan. Tandem Health Care Loan. On July 31, 2012, the Company closed a mezzanine loan facility to lend up to $205 million to Tandem Health Care (“Tandem”), as part of the recapitalization of a post-acute/skilled nursing portfolio (the “Tandem Portfolio”). The Company funded $100 million (the “First Tranche”) at closing and funded an additional $102 million (the “Second Tranche”) in June 2013. In May 2015, the Company increased and extended the mezzanine loan facility with Tandem to: (i) fund $50 million (the “Third Tranche”) and $5 million (the “Fourth Tranche”), which proceeds were used to repay a portion of Tandem’s existing senior and mortgage debt, respectively; (ii) extend its maturity to October 2018; and (iii) extend the prepayment penalty period through January 2017. The tranches (collectively, the “Tandem Mezzanine Loan”) bear interest at fixed annual rates of 12% , 14% , 6% and 6% per annum for the First, Second, Third and Fourth Tranches, respectively. The blended rate for the Tandem Mezzanine Loan is 11.5% per year. Tandem leases the entire Tandem Portfolio to Consulate Health Care (“Consulate”) under a master lease (the “Tandem and Consulate Lease”). At September 30, 2017 , as a result of the Tandem Portfolio’s operating performance, there are outstanding events of default under the Tandem and Consulate Lease (“Events of Default”) due to: (i) Consulate’s failure to meet certain financial covenants under the Tandem and Consulate Lease and (ii) events of default under Consulate’s working capital facility, which, through a cross-default provision, are Events of Default. Starting in April 2017, Consulate failed to pay the full amount of its rent under the Tandem and Consulate Lease which triggered another Event of Default. Through cross-default provisions, these Events of Default are also events of default under the Tandem Mezzanine Loan and Tandem’s senior mortgage debt (each, a “Loan Event of Default”). The Tandem Mezzanine Loan requires Tandem to pay default interest at a rate of 16.5% per year during periods in which there is an outstanding Loan Event of Default. Tandem did not pay the additional 5% default interest rate spread above the 11.5% and, therefore, created a monetary event of default under the Tandem Mezzanine Loan. Although Tandem continues to remain current on its non-default interest payment obligations under the Tandem Mezzanine Loan, the Company believes that it is probable it will be unable to collect all interest and principal payments, including default interest payments, according to the contractual terms of the Tandem Mezzanine Loan. As the Tandem Mezzanine Loan is deemed collateral-dependent and the carrying amount of the Tandem Mezzanine Loan exceeded the fair value of the underlying collateral at June 30, 2017, as part of its quarterly review process, the Company recorded an impairment charge and related allowance of $57 million during the three months ended June 30, 2017, reducing the carrying value to $200 million , which approximated the fair value of the collateral as of June 30, 2017. The decline in fair value of the collateral was driven by a variety of factors, including recent operating results of the underlying real estate assets, as well as market and industry data, that reflect a declining trend in admissions and a continuing shift away from higher-rate Medicare plans in the post-acute/skilled nursing sector. The calculation of the fair value of the collateral was primarily based on an income approach and relies on forecasted EBITDAR (defined as earnings before interest, taxes, depreciation and amortization, and rent) and market data, including, but not limited to, sales price per unit/bed, rent coverage ratios, and real estate capitalization rates. All valuation inputs are considered to be Level 2 measurements within the fair value hierarchy. The Company entered into a forbearance agreement with Tandem on May 1, 2017, pursuant to which it agreed to forbear from exercising remedies, including waiving default interest, with respect to the above-described Loan Events of Default under the Tandem Mezzanine Loan until June 30, 2017, which was subsequently extended to July 31, 2017 with certain modifications. On July 31, 2017, subsequent to its second quarter 2017 quarterly review process and the aforementioned impairment, the Company entered into a binding agreement (“Agreement”) with the borrowers to provide an option to repay the Tandem Mezzanine Loan at a discounted value of $197 million (the “Repayment Value”). Upon execution of the Agreement, the borrowers posted a $2 million non-refundable deposit and secured the right to repay the Tandem Mezzanine Loan by October 25, 2017 (at the Repayment Value). A second non-refundable deposit of $2 million was posted by the borrowers on August 31, 2017. The borrowers also retained the option to extend the term of the Agreement to December 31, 2017 upon satisfaction of one of the following requirements: (i) posting of an additional $4 million non-refundable deposit, (ii) providing evidence of a commitment letter(s) for financing to satisfy the full Repayment Value, which is subject to the Company’s approval and may be granted or withheld in the Company’s sole discretion, or (iii) paying down the principal balance of the Tandem Mezzanine Loan by at least $50 million . On October 25, 2017, the borrowers exercised their option to extend the term of the Agreement to December 31, 2017 by posting an additional $4 million non-refundable deposit. The borrowers are obligated to continue making interest payments based on the $257 million par value of the Tandem Mezzanine Loan through the repayment date, adjusted for any principal payments received from Tandem. As part of the Agreement, the Company agreed to forbear from exercising remedies, including waiving default interest, with respect to the above-described Loan Events of Default under the Tandem Mezzanine Loan, through December 31, 2017. If the option is not exercised, the entire $257 million par value of the Tandem Mezzanine Loan is due on October 31, 2018. During the third quarter of 2017, the Company recorded an additional $3 million impairment charge to write down the carrying value of the Tandem Mezzanine Loan to the Repayment Value and assigned the Tandem Mezzanine Loan an internal rating of Workout. The repayment of the Tandem Mezzanine Loan is subject to customary closing conditions and may not occur within the anticipated timeframe or at all. Beginning in the first quarter of 2017, the Company elected to recognize interest income on a cash basis. During both the three months ended September 30, 2017 and 2016 , the Company recognized interest income and received cash payments of $8 million from Tandem. During both the nine months ended September 30, 2017 and 2016 , the Company recognized interest income and received cash payments of $23 million from Tandem. The carrying value of the Tandem Mezzanine Loan was $197 million and $256 million at September 30, 2017 and December 31, 2016 , respectively.

Investments in and Advances to

Investments in and Advances to Unconsolidated Joint Ventures	9 Months Ended
	Sep. 30, 2017
Equity Method Investments and Joint Ventures [Abstract]
Investments in and Advances to Unconsolidated Joint Ventures	Investments in and Advances to Unconsolidated Joint Ventures The Company owns interests in the following entities that are accounted for under the equity method (dollars in thousands): Carrying Amount September 30, December 31, Entity (1) Segment Ownership% 2017 2016 CCRC JV (2) SHOP 49 $ 427,159 $ 439,449 RIDEA II SHOP 40 257,766 — Life Science JVs (3) Life science 50 - 63 64,111 67,879 MBK JV (2) SHOP 50 38,366 38,909 Development JVs (5) SHOP 50 - 90 19,867 10,459 Medical Office JVs (4) Medical office 20 - 67 13,620 13,438 K&Y JVs (6) Other non-reportable segments 80 1,465 1,342 Advances to unconsolidated joint ventures, net 15 15 $ 822,369 $ 571,491 _______________________________________ (1) These entities are not consolidated because the Company does not control, through voting rights or other means, the JV. (2) Includes two unconsolidated JVs in a RIDEA structure (PropCo and OpCo). (3) Includes the following unconsolidated partnerships (and the Company’s ownership percentage): (i) Torrey Pines Science Center, LP ( 50% ); (ii) Britannia Biotech Gateway, LP ( 55% ); and (iii) LASDK, LP ( 63% ). (4) Includes three unconsolidated medical office partnerships (and the Company’s ownership percentage): HCP Ventures IV, LLC ( 20% ); HCP Ventures III, LLC ( 30% ); and Suburban Properties, LLC ( 67% ). (5) Includes four unconsolidated SHOP development partnerships (and the Company’s ownership percentage): (i) Vintage Park Development JV ( 85% ); (ii) Waldwick JV ( 85% ); (iii) Otay Ranch JV ( 90% ); and (iv) MBK Development JV ( 50% ). (6) Includes three unconsolidated joint ventures. See Note 1 for further information on the deconsolidation of RIDEA II.

Intangibles

Intangibles	9 Months Ended
Intangibles	Sep. 30, 2017
Intangibles
Intangibles	Intangibles The following tables summarize the Company’s intangible lease assets and liabilities (in thousands): Intangible lease assets September 30, December 31, Gross intangible lease assets $ 775,848 $ 911,697 Accumulated depreciation and amortization (374,981 ) (431,892 ) Net intangible lease assets $ 400,867 $ 479,805 Intangible lease liabilities September 30, December 31, Gross intangible lease liabilities $ 124,454 $ 163,924 Accumulated depreciation and amortization (71,027 ) (105,779 ) Net intangible lease liabilities $ 53,427 $ 58,145

Other Assets

Other Assets	9 Months Ended
Other Assets	Sep. 30, 2017
Other Assets [Abstract]
Other Assets	Other Assets The following table summarizes the Company’s other assets (in thousands): September 30, December 31, Straight-line rent receivables, net of allowance of $22,705 and $25,059, respectively $ 313,627 $ 311,776 Leasing costs and inducements, net 102,557 156,820 Deferred tax assets 60,254 42,458 Goodwill 47,019 42,386 Marketable debt securities, net 18,567 68,630 Other 74,145 89,554 Total other assets, net $ 616,169 $ 711,624 Four Seasons Health Care Senior Notes In March 2017, pursuant to a shift in the Company’s investment strategy, the Company sold its £138.5 million par value Four Seasons senior notes (the “Four Seasons Notes”) for £83 million ( $101 million ). The disposition of the Four Seasons Notes generated a £42 million ( $51 million ) gain on sale, recognized in other income, net, as the sales price was above the previously-impaired carrying value of £41 million ( $50 million ).

Debt

Debt	9 Months Ended
Debt	Sep. 30, 2017
Debt Disclosure [Abstract]
Debt	Debt Bank Line of Credit and Term Loans The Company’s $2.0 billion unsecured revolving line of credit facility (the “Facility”) matures on March 31, 2018 and contains a committed one -year extension option, at a cost of 30 basis points. Borrowings under the Facility accrue interest at LIBOR plus a margin that depends on the Company’s credit ratings. The Company pays a facility fee on the entire revolving commitment that depends on its credit ratings. Based on the Company’s credit ratings at September 30, 2017 , the margin on the Facility was 1.05% and the facility fee was 0.20% . The Facility also includes a feature that allows the Company to increase the borrowing capacity by an aggregate amount of up to $500 million , subject to securing additional commitments. During the nine months ended September 30, 2017 , the Company had net repayments of $316 million primarily using proceeds from the RIDEA II joint venture disposition, the sale of its Four Seasons Notes and the repayment of its HC-One Facility. At September 30, 2017 , the Company had $606 million , including £105 million ( $141 million ), outstanding under the Facility, with a weighted average effective interest rate of 2.40% . On October 19, 2017, the Company terminated the Facility and executed a new $2.0 billion unsecured revolving line of credit facility (the “New Facility”) maturing on October 19, 2021. Borrowings under the New Facility accrue interest at LIBOR plus a margin that depends on the Company’s credit ratings ( 1.00% initially). The Company pays a facility fee on the entire revolving commitment that depends on its credit ratings ( 0.20% initially). The New Facility contains two , six-month extension options and includes a feature that allows the Company to increase the borrowing capacity by an aggregate amount of up to $750 million , subject to securing additional commitments. On July 30, 2012, the Company entered into a credit agreement with a syndicate of banks for a £137 million unsecured term loan (the “2012 Term Loan”). In March 2017, the Company repaid the 2012 Term Loan. On June 30, 2017, the Company repaid £51 million of its four -year unsecured term loan entered into in January 2015 (the “2015 Term Loan”). Concurrently, the Company terminated its three -year interest rate swap which fixed the interest of the 2015 Term Loan, and therefore, beginning June 30, 2017, the 2015 Term Loan accrues interest at a rate of British pound sterling (“GBP”) LIBOR plus 1.15% , subject to adjustments based on the Company’s credit ratings. At September 30, 2017 the Company had £169 million ( $226 million ) outstanding on the 2015 Term Loan. The Facility (and following its termination, the New Facility) and 2015 Term Loan contain certain financial restrictions and other customary requirements, including cross-default provisions to other indebtedness. Among other things, these covenants, using terms defined in the agreements: (i) limit the ratio of Consolidated Total Indebtedness to Consolidated Total Asset Value to 60% ; (ii) limit the ratio of Secured Debt to Consolidated Total Asset Value to 30% ; (iii) limit the ratio of Unsecured Debt to Consolidated Unencumbered Asset Value to 60% ; (iv) require a minimum Fixed Charge Coverage ratio of 1.5 times; and (v) require a Minimum Consolidated Tangible Net Worth of $6.5 billion . At September 30, 2017 , the Company was in compliance with each of these restrictions and requirements of the Facility and 2015 Term Loan. Senior Unsecured Notes At September 30, 2017 , the Company had senior unsecured notes outstanding with an aggregate principal balance of $6.5 billion . The senior unsecured notes contain certain covenants including limitations on debt, maintenance of unencumbered assets, cross-acceleration provisions and other customary terms. The Company believes it was in compliance with these covenants at September 30, 2017 . The following table summarizes the Company’s senior unsecured note payoffs for the nine months ended September 30, 2017 (dollars in thousands): Date Amount Coupon Rate May 1, 2017 $ 250,000 5.625 % July 27, 2017 (1) $ 500,000 5.375 % _______________________________________ (1) The Company recorded a $54 million loss on debt extinguishment related to the repurchase of senior notes. The following table summarizes the Company’s senior unsecured notes payoffs for the year ended December 31, 2016 (dollars in thousands): Date Amount Coupon Rate February 1, 2016 $ 500,000 3.750 % September 15, 2016 $ 400,000 6.300 % November 30, 2016 $ 500,000 6.000 % November 30, 2016 $ 600,000 6.700 % There were no senior unsecured notes issuances for the nine months ended September 30, 2017 and the year ended December 31, 2016 . Mortgage Debt At September 30, 2017 , the Company had $139 million in aggregate principal of mortgage debt outstanding, which is secured by 16 healthcare facilities (including redevelopment properties) with a carrying value of $303 million . In March 2017, the Company paid off $472 million of mortgage debt. Debt Maturities The following table summarizes the Company’s stated debt maturities and scheduled principal repayments at September 30, 2017 (in thousands): Year Bank Line of Credit (1) 2015 Term Loan (2) Senior Unsecured Notes (3) Mortgage Debt (4) Total (5) 2017 (three months) $ — $ — $ — $ 847 $ 847 2018 605,837 — — 3,512 609,349 2019 — 226,680 450,000 3,700 680,380 2020 — — 800,000 3,758 803,758 2021 — — 700,000 11,117 711,117 Thereafter — — 4,500,000 116,481 4,616,481 605,837 226,680 6,450,000 139,415 7,421,932 (Discounts), premium and debt costs, net — (475 ) (56,074 ) 6,002 (50,547 ) $ 605,837 $ 226,205 $ 6,393,926 $ 145,417 $ 7,371,385 _______________________________________ (1) Includes £105 million translated into U.S. dollars (“USD”). The Bank Line of Credit was terminated on October 19, 2017 and the Company executed a New Facility which matures in October 2021. (2) Represents £169 million translated into USD. (3) Effective interest rates on the notes ranged from 2.79% to 6.88% with a weighted average effective interest rate of 4.19% and a weighted average maturity of six years . (4) Interest rates on the mortgage debt ranged from 2.01% to 5.91% with a weighted average effective interest rate of 4.19% and a weighted average maturity of 20 years . (5) Excludes $95 million of other debt that have no scheduled maturities.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Commitments From October 31, 2016 through June 2017, HCP was the sole lender to QCP of an unsecured revolving credit facility (the “Unsecured Revolving Credit Facility”) which had a total commitment of $100 million at inception. The Unsecured Revolving Credit Facility was available to be drawn upon by QCP through October 31, 2017 with any drawn amounts due on October 31, 2018. Commitments under the Unsecured Revolving Credit Facility automatically and permanently decreased each calendar month by an amount equal to 50% of QCP’s and its restricted subsidiaries’ retained cash flow for the prior calendar month. All borrowings under the Unsecured Revolving Credit Facility were subject to the satisfaction of certain conditions, including (i) QCP’s senior secured revolving credit facility being unavailable, (ii) the failure of HCRMC to pay rent and (iii) other customary conditions, including the absence of a default and the accuracy of representations and warranties. QCP could only draw on the Unsecured Revolving Credit Facility prior to the one -year anniversary of the completion of the Spin-Off. Borrowings under the Unsecured Revolving Credit Facility would have born interest at a rate equal to LIBOR, subject to a 1.00% floor, plus an applicable margin of 6.25% . In addition to paying interest on outstanding principal under the Unsecured Revolving Credit Facility, QCP was required to pay a facility fee equal to 0.50% per annum of the unused capacity under the Unsecured Revolving Credit Facility to HCP, payable quarterly. No amounts were drawn on the Unsecured Revolving Credit Facility and the total commitment was reduced to zero at June 30, 2017. Legal Proceedings From time to time, the Company is a party to, or has a significant relationship to, legal proceedings, lawsuits and other claims. Except as described below, the Company is not aware of any legal proceedings or claims that it believes may have, individually or taken together, a material adverse effect on the Company’s financial condition, results of operations or cash flows. The Company’s policy is to expense legal costs as they are incurred. Class Action On May 9, 2016, a purported stockholder of the Company filed a putative class action complaint, Boynton Beach Firefighters’ Pension Fund v. HCP, Inc., et al ., Case No. 3:16-cv-01106-JJH, in the U.S. District Court for the Northern District of Ohio against the Company, certain of its officers, HCRMC, and certain of its officers, asserting violations of the federal securities laws. The suit asserts claims under sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and alleges that the Company made certain false or misleading statements relating to the value of and risks concerning its investment in HCRMC by allegedly failing to disclose that HCRMC had engaged in billing fraud, as alleged by the U.S. Department of Justice in a pending suit against HCRMC arising from the False Claims Act. The plaintiff in the suit demands compensatory damages (in an unspecified amount), costs and expenses (including attorneys’ fees and expert fees), and equitable, injunctive, or other relief as the Court deems just and proper. As the Boynton Beach action is in its early stages and a lead plaintiff has not yet been named, the defendants have not yet responded to the complaint. The Company believes the suit to be without merit and intends to vigorously defend against it. Derivative Actions On June 16, 2016 and July 5, 2016, purported stockholders of the Company filed two derivative actions, respectively Subodh v. HCR ManorCare Inc., et al. , Case No. 30-2016-00858497-CU-PT-CXC and Stearns v. HCR ManorCare, Inc., et al. , Case No. 30-2016-00861646-CU-MC-CJC, in the Superior Court of California, County of Orange, against certain of the Company’s current and former directors and officers and HCRMC. The Company is named as a nominal defendant. As both derivative actions contained substantially the same allegations, they have been consolidated into a single action. The consolidated action alleges that the defendants engaged in various acts of wrongdoing, including, among other things, breaching fiduciary duties by publicly making false or misleading statements of fact regarding HCRMC’s finances and prospects, and failing to maintain adequate internal controls. As the Subodh/Stearns action is in the early stages, defendants have not yet responded to the complaint. On April 18, 2017, the Court approved the parties’ stipulation staying the action pending further developments, including in the related securities class action litigation. The Court also adjourned the status conference scheduled for April 27, 2017 to January 10, 2018. On April 10, 2017, a purported stockholder of the Company filed a derivative action, Weldon v. Martin et al. , Case No. 3:17-cv-755, in federal court in the Northern District of Ohio, Western Division, against certain of the Company’s current and former directors and officers and HCRMC. The Company is named as a nominal defendant. The Weldon complaint asserts similar claims to those asserted in the California derivative actions. In addition, the complaint asserts a claim under Section 14(a) of the Exchange Act , alleging that the Company made false statements in its 2016 proxy statement by not disclosing that the Company’s performance issues in 2015 were the direct result of billing fraud at HCRMC. On April 18, 2017, the Court re-assigned and transferred this action to the judge presiding over the related federal securities class action. Defendants have not yet been served or responded to the complaint. On July 11, 2017, the Court approved a stipulation by the parties to stay the case pending disposition of the motion to dismiss the class action. On July 21, 2017, a purported stockholder of the Company filed another derivative action, Kelley v. HCR Manorcare, Inc., et al. , Case No. 8:17-cv-01259, in federal court in the Central District of California, against certain of the Company’s current and former directors and officers and HCRMC. The Company is named as a nominal defendant. The Kelley complaint asserts similar claims to those asserted in Weldon and in the California derivative actions. Like Weldon , the Kelley complaint also additionally alleges that the Company made false statements in its 2016 proxy statement, and asserts a claim for a violation of Section 14(a) of the Exchange Act. The case is currently before Judge James V. Selna. On September 25, 2017, Defendants moved to transfer the action to the Northern District of Ohio ( i.e. , the court where the class action and other federal derivative action are pending) or, in the alternative, to stay the action. Oral argument is currently scheduled for December 4, 2017. Judge Selna granted the Company’s joint stipulation to stay the time to respond to the complaint until 60 days after the transfer or stay motion is decided. Welltower v. Scott M. Brinker On May 15, 2017, Welltower, Inc. filed a complaint in the Court of Common Pleas in Lucas County, Ohio, against Scott M. Brinker, alleging that he violated his non-competition obligations to Welltower prior to and upon acceptance of an offer of employment with the Company. In connection with Mr. Brinker’s hiring, the Company agreed to indemnify him for legal fees and any losses that result from the action. The matter is scheduled to be heard the week of November 6, 2017. The Company believes the suit to be without merit. The Company is unable to estimate the amount of loss or range of reasonably possible losses with respect to the matters discussed above at September 30, 2017 .

Equity

Equity	9 Months Ended
Equity	Sep. 30, 2017
Equity [Abstract]
Equity	Equity Accumulated Other Comprehensive Income (Loss) The following table summarizes the Company’s accumulated other comprehensive income (loss) (in thousands): September 30, December 31, Cumulative foreign currency translation adjustment $ (8,455 ) $ (22,817 ) Unrealized gains (losses) on cash flow hedges, net (13,073 ) (3,642 ) Supplemental Executive Retirement plan minimum liability (2,907 ) (3,129 ) Unrealized gains (losses) on available for sale securities (56 ) (54 ) Total other comprehensive income (loss) $ (24,491 ) $ (29,642 )

Segment Disclosures

Segment Disclosures	9 Months Ended
Segment Disclosures	Sep. 30, 2017
Segment Reporting [Abstract]
Segment Disclosures	Segment Disclosures The Company evaluates its business and allocates resources based on its reportable business segments: (i) senior housing triple-net, (ii) SHOP, (iii) life science and (iv) medical office. Under the medical office and life science segments, the Company invests through the acquisition and development of medical office buildings (“MOBs”) and life science facilities, which generally require a greater level of property management. The Company’s senior housing facilities are managed utilizing triple-net leases and RIDEA structures. The Company has non-reportable segments that are comprised primarily of the Company’s debt investments, hospital properties and care homes in the United Kingdom (“U.K.”). The accounting policies of the segments are the same as those in Note 2 to the Consolidated Financial Statements in the Company’s 2016 Annual Report on Form 10-K filed with the SEC, as updated by Note 2 herein. During the year ended December 31, 2016 , 17 senior housing triple-net facilities were transitioned to a RIDEA structure (reported in the Company’s SHOP segment). During the nine months ended September 30, 2017 , four senior housing triple-net facilities were transferred to the Company’s SHOP segment, of which one was transitioned to a RIDEA structure. The Company evaluates performance based upon: (i) property net operating income from continuing operations (“NOI”) and (ii) Adjusted NOI of the combined consolidated and unconsolidated investments in each segment. NOI is defined as rental and related revenues, including tenant recoveries, resident fees and services, and income from DFLs, less property level operating expenses. Adjusted NOI is calculated as NOI after eliminating the effects of straight-line rents, DFL non-cash interest, amortization of market lease intangibles, non-refundable entrance fees, net of entrance fee amortization and lease termination fees and the impact of deferred community fee income and expense. The adjustments to NOI and resulting Adjusted NOI for SHOP have been restated for prior periods presented to conform to the current period presentation for the adjustment to exclude the impact of deferred community fee income and expense, resulting in recognition as cash is received and expenses are paid. Non-segment assets consist primarily of corporate assets, including cash and cash equivalents, restricted cash, accounts receivable, net, marketable equity securities and, if any, real estate held for sale. Interest expense, depreciation and amortization, and non-property specific revenues and expenses are not allocated to individual segments in evaluating the Company’s segment-level performance. See Note 17 for other information regarding concentrations of credit risk. The following tables summarize information for the reportable segments (in thousands): For the three months ended September 30, 2017 : Senior Housing Triple-Net SHOP Life Science Medical Office Other Non-reportable Corporate Non-segment Total Rental revenues (1) $ 77,220 $ 126,040 $ 90,174 $ 119,847 $ 28,968 $ — $ 442,249 HCP share of unconsolidated JV revenues — 81,936 2,031 496 421 — 84,884 Operating expenses (934 ) (86,821 ) (19,960 ) (46,486 ) (1,137 ) — (155,338 ) HCP share of unconsolidated JV operating expenses — (65,035 ) (433 ) (143 ) (20 ) — (65,631 ) NOI 76,286 56,120 71,812 73,714 28,232 — 306,164 Adjustments to NOI (2) (600 ) 4,551 (751 ) (582 ) (1,283 ) — 1,335 Adjusted NOI 75,686 60,671 71,061 73,132 26,949 — 307,499 Addback adjustments 600 (4,551 ) 751 582 1,283 — (1,335 ) Interest income — — — — 11,774 — 11,774 Interest expense (640 ) (933 ) (87 ) (126 ) (618 ) (68,924 ) (71,328 ) Depreciation and amortization (25,547 ) (24,884 ) (30,851 ) (42,047 ) (7,259 ) — (130,588 ) General and administrative — — — — — (23,523 ) (23,523 ) Acquisition and pursuit costs — — — — — (580 ) (580 ) Recoveries (impairments), net — — — — (25,328 ) — (25,328 ) Gain (loss) on sales of real estate, net (6 ) 5,180 8 — — — 5,182 Loss on debt extinguishments — — — — — (54,227 ) (54,227 ) Other income (expense), net — — — — — (10,556 ) (10,556 ) Income tax benefit (expense) — — — — — 5,481 5,481 Less: HCP share of unconsolidated JV NOI — (16,901 ) (1,598 ) (353 ) (401 ) — (19,253 ) Equity income (loss) from unconsolidated JVs — (245 ) 789 274 244 — 1,062 Net income (loss) $ 50,093 $ 18,337 $ 40,073 $ 31,462 $ 6,644 $ (152,329 ) $ (5,720 ) _______________________________________ (1) Represents rental and related revenues, tenant recoveries, resident fees and services, and income from DFLs. (2) Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, the deferral of community fees, net of amortization, lease termination fees and non-refundable entrance fees as the fees are collected by the Company’s CCRC JV, net of CCRC JV entrance fee amortization. For the three months ended September 30, 2016 : Senior Housing Triple-Net SHOP Life Science Medical Office Other Non-reportable Corporate Non-segment Total Rental revenues (1) $ 104,262 $ 170,739 $ 90,847 $ 113,653 $ 30,574 $ — $ 510,075 HCP share of unconsolidated JV revenues — 50,973 1,929 502 410 — 53,814 Operating expenses (1,794 ) (121,502 ) (18,487 ) (44,738 ) (1,193 ) — (187,714 ) HCP share of unconsolidated JV operating expenses — (42,463 ) (406 ) (148 ) (20 ) — (43,037 ) NOI 102,468 57,747 73,883 69,269 29,771 — 333,138 Adjustments to NOI (2) (1,003 ) 4,081 (314 ) (814 ) (1,140 ) — 810 Adjusted NOI 101,465 61,828 73,569 68,455 28,631 — 333,948 Addback adjustments 1,003 (4,081 ) 314 814 1,140 — (810 ) Interest income — — — — 20,482 — 20,482 Interest expense (644 ) (8,130 ) (634 ) (1,608 ) (2,260 ) (104,584 ) (117,860 ) Depreciation and amortization (34,030 ) (26,837 ) (31,967 ) (41,111 ) (7,462 ) — (141,407 ) General and administrative — — — — — (34,781 ) (34,781 ) Acquisition and pursuit costs — — — — — (2,763 ) (2,763 ) Gain (loss) on sales of real estate, net — — — (9 ) — — (9 ) Other income (expense), net — — — — — 1,432 1,432 Income tax benefit (expense) — — — — — 424 424 Less: HCP share of unconsolidated JV NOI — (8,510 ) (1,523 ) (354 ) (390 ) — (10,777 ) Equity income (loss) from unconsolidated JVs — (3,517 ) 778 462 224 — (2,053 ) Discontinued operations — — — — — 108,213 108,213 Net income (loss) $ 67,794 $ 10,753 $ 40,537 $ 26,649 $ 40,365 $ (32,059 ) $ 154,039 _______________________________________ (1) Represents rental and related revenues, tenant recoveries, resident fees and services, and income from DFLs. (2) Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, the deferral of community fees, net of amortization, lease termination fees and non-refundable entrance fees as the fees are collected by the Company’s CCRC JV, net of CCRC JV entrance fee amortization. For the nine months ended September 30, 2017 : Senior Housing Triple-Net SHOP Life Science Medical Office Other Non-reportable Corporate Non-segment Total Rental revenues (1) $ 255,332 $ 391,684 $ 262,224 $ 357,381 $ 87,524 $ — $ 1,354,145 HCP share of unconsolidated JV revenues — 239,667 5,975 1,481 1,256 — 248,379 Operating expenses (2,927 ) (267,226 ) (56,024 ) (137,930 ) (3,475 ) — (467,582 ) HCP share of unconsolidated JV operating expenses — (190,049 ) (1,234 ) (431 ) (58 ) — (191,772 ) NOI 252,405 174,076 210,941 220,501 85,247 — 943,170 Adjustments to NOI (2) (2,844 ) 12,229 (1,094 ) (2,321 ) (3,164 ) — 2,806 Adjusted NOI 249,561 186,305 209,847 218,180 82,083 — 945,976 Addback adjustments 2,844 (12,229 ) 1,094 2,321 3,164 — (2,806 ) Interest income — — — — 50,974 — 50,974 Interest expense (1,898 ) (6,950 ) (288 ) (382 ) (3,541 ) (222,775 ) (235,834 ) Depreciation and amortization (77,478 ) (75,657 ) (95,648 ) (127,261 ) (21,849 ) — (397,893 ) General and administrative — — — — — (67,287 ) (67,287 ) Acquisition and pursuit costs — — — — — (2,504 ) (2,504 ) Recoveries (impairments), net — — — — (82,010 ) — (82,010 ) Gain (loss) on sales of real estate, net 268,227 5,313 45,922 (406 ) 3,796 — 322,852 Loss on debt extinguishments — — — — — (54,227 ) (54,227 ) Other income (expense), net — — — — — 40,723 40,723 Income tax benefit (expense) — — — — — 14,630 14,630 Less: HCP share of unconsolidated JV NOI — (49,618 ) (4,741 ) (1,050 ) (1,198 ) — (56,607 ) Equity income (loss) from unconsolidated JVs — 683 2,322 846 720 — 4,571 Net income (loss) $ 441,256 $ 47,847 $ 158,508 $ 92,248 $ 32,139 $ (291,440 ) $ 480,558 _______________________________________ (1) Represents rental and related revenues, tenant recoveries, resident fees and services, and income from DFLs. (2) Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, the deferral of community fees, net of amortization, lease termination fees and non-refundable entrance fees as the fees are collected by the Company’s CCRC JV, net of CCRC JV entrance fee amortization. For the nine months ended September 30, 2016 : Senior Housing Triple-Net SHOP Life Science Medical Office Other Non-reportable Corporate Non-segment Total Rental revenues (1) $ 319,989 $ 500,704 $ 269,994 $ 331,881 $ 95,483 $ — $ 1,518,051 HCP share of unconsolidated JV revenues — 152,424 5,628 1,503 1,224 — 160,779 Operating expenses (5,521 ) (350,949 ) (53,191 ) (129,715 ) (3,375 ) — (542,751 ) HCP share of unconsolidated JV operating expenses — (125,244 ) (1,173 ) (452 ) (30 ) — (126,899 ) NOI 314,468 176,935 221,258 203,217 93,302 — 1,009,180 Adjustments to NOI (2) (8,464 ) 14,648 (1,545 ) (2,361 ) (1,926 ) — 352 Adjusted NOI 306,004 191,583 219,713 200,856 91,376 — 1,009,532 Addback adjustments 8,464 (14,648 ) 1,545 2,361 1,926 — (352 ) Interest income — — — — 71,298 — 71,298 Interest expense (8,859 ) (23,818 ) (1,904 ) (4,899 ) (7,067 ) (314,708 ) (361,255 ) Depreciation and amortization (101,737 ) (78,124 ) (97,640 ) (120,432 ) (23,248 ) — (421,181 ) General and administrative — — — — — (83,011 ) (83,011 ) Acquisition and pursuit costs — — — — — (6,061 ) (6,061 ) Gain (loss) on sales of real estate, net 23,940 — 29,428 8,333 57,904 — 119,605 Other income (expense), net — — — — — 5,064 5,064 Income tax benefit (expense) — — — — — (1,101 ) (1,101 ) Less: HCP share of unconsolidated JV NOI — (27,180 ) (4,455 ) (1,051 ) (1,194 ) — (33,880 ) Equity income (loss) from unconsolidated JVs — (8,477 ) 2,263 1,541 645 — (4,028 ) Discontinued operations — — — — — 283,996 283,996 Net income (loss) $ 227,812 $ 39,336 $ 148,950 $ 86,709 $ 191,640 $ (115,821 ) $ 578,626 _______________________________________ (1) Represents rental and related revenues, tenant recoveries, resident fees and services, and income from DFLs. (2) Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, the deferral of community fees, net of amortization, lease termination fees and non-refundable entrance fees as the fees are collected by the Company’s CCRC JV, net of CCRC JV entrance fee amortization. The following table summarizes the Company’s revenues by segment (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Segment 2017 2016 2017 2016 Senior housing triple-net $ 77,220 $ 104,262 $ 255,332 $ 319,989 SHOP 126,040 170,739 391,684 500,704 Life science 90,174 90,847 262,224 269,994 Medical office 119,847 113,653 357,381 331,881 Other non-reportable segments 40,742 51,056 138,498 166,781 Total revenues $ 454,023 $ 530,557 $ 1,405,119 $ 1,589,349 See Notes 3 and 4 for significant transactions impacting the Company’s segment assets during the periods presented.

Earnings Per Common Share

Earnings Per Common Share	9 Months Ended
Earnings Per Common Share	Sep. 30, 2017
Earnings Per Share [Abstract]
Earnings Per Common Share	Earnings Per Common Share Restricted stock and certain performance restricted stock units are considered participating securities, because dividend payments are not forfeited even if the underlying award does not vest, and require use of the two-class method when computing basic and diluted earnings per share. For the three months ended September 30, 2017 , diluted loss per share from continuing operations is calculated using the weighted-average common shares outstanding during the period, as the effect of shares issuable under employee compensation plans and upon DownREIT unit conversions would have been anti-dilutive. All DownREIT units and approximately 1 million stock options were anti-dilutive for all periods presented. Additionally, during the three months ended September 30, 2016 , 6 million shares, issuable upon conversion of 4 million DownREIT units, were not included because they are anti-dilutive. For the nine months ended September 30, 2017 and 2016 , 7 million and 6 million shares, respectively, issuable upon conversion of 4 million and 4 million DownREIT units, were not included because they are anti-dilutive. The following table illustrates the computation of basic and diluted earnings per share (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Numerator Net income (loss) from continuing operations $ (5,720 ) $ 45,826 $ 480,558 $ 294,630 Noncontrolling interests' share in earnings (1,937 ) (2,789 ) (7,687 ) (9,540 ) Net income (loss) attributable to HCP, Inc. (7,657 ) 43,037 472,871 285,090 Less: Participating securities' share in earnings (131 ) (326 ) (560 ) (977 ) Income (loss) from continuing operations applicable to common shares (7,788 ) 42,711 472,311 284,113 Discontinued operations — 108,213 — 283,996 Net income (loss) applicable to common shares $ (7,788 ) $ 150,924 $ 472,311 $ 568,109 Denominator Basic weighted average shares outstanding 468,975 467,628 468,642 466,931 Dilutive potential common shares - equity awards — 207 186 201 Diluted weighted average common shares 468,975 467,835 468,828 467,132 Basic earnings per common share Continuing operations $ (0.02 ) $ 0.09 $ 1.01 $ 0.61 Discontinued operations — 0.23 — 0.61 Net income (loss) applicable to common shares $ (0.02 ) $ 0.32 $ 1.01 $ 1.22 Diluted earnings per common share Continuing operations $ (0.02 ) $ 0.09 $ 1.01 $ 0.61 Discontinued operations — 0.23 — 0.61 Net income (loss) applicable to common shares $ (0.02 ) $ 0.32 $ 1.01 $ 1.22

Supplemental Cash Flow Informat

Supplemental Cash Flow Information	9 Months Ended
Supplemental Cash Flow Information	Sep. 30, 2017
Supplemental Cash Flow Elements [Abstract]
Supplemental Cash Flow Information	Supplemental Cash Flow Information The following table provides supplemental cash flow information (in thousands): Nine Months Ended September 30, 2017 2016 Supplemental cash flow information: Interest paid, net of capitalized interest $ 261,799 $ 401,628 Income taxes paid 9,897 5,734 Capitalized interest 12,607 8,490 Supplemental schedule of non-cash investing and financing activities: Accrued construction costs 63,515 60,897 Non-cash acquisitions and dispositions settled with receivables and restricted cash held in connection with Section 1031 transactions — 15,570 Vesting of restricted stock units and conversion of non-managing member units into common stock 2,464 6,620 Mortgages and other liabilities assumed with real estate acquisitions 3,678 78,131 Unrealized gains (losses) on available-for-sale securities and derivatives designated as cash flow hedges, net (56 ) 1,531

Variable Interest Entities

Variable Interest Entities	9 Months Ended
Variable Interest Entities	Sep. 30, 2017
Variable Interest Entities [Abstract]
Variable Interest Entities	Variable Interest Entities Unconsolidated Variable Interest Entities At September 30, 2017 , the Company had investments in: (i) five unconsolidated VIE JVs, (ii) 48 properties leased to VIE tenants, (iii) marketable debt securities of one VIE and (iv) three loans to VIE borrowers. The Company has determined that it is not the primary beneficiary of and therefore does not consolidate these VIEs because it does not have the ability to control the activities that most significantly impact their economic performance. Except for the Company’s equity interest in the unconsolidated JVs (CCRC OpCo, RIDEA II PropCo, Vintage Park Development JV, Waldwick JV and the LLC investment discussed below), it has no formal involvement in these VIEs beyond its investments. The Company holds a 49% ownership interest in CCRC OpCo, a joint venture entity formed in August 2014 that operates senior housing properties in a RIDEA structure and has been identified as a VIE (see Note 7). The equity members of CCRC OpCo “lack power” because they share certain operating rights with Brookdale, as manager of the CCRCs. The assets of CCRC OpCo primarily consist of the CCRCs that it owns and leases, resident fees receivable, notes receivable, and cash and cash equivalents; its obligations primarily consist of operating lease obligations to CCRC PropCo, debt service payments and capital expenditures for the properties, and accounts payable and expense accruals associated with the cost of its CCRCs’ operations. Assets generated by the CCRC operations (primarily rents from CCRC residents) of CCRC OpCo may only be used to settle its contractual obligations (primarily from debt service payments, capital expenditures, and rental costs and operating expenses incurred to manage such facilities). In January 2017, as a result of the partial sale of its interest in RIDEA II, the Company concluded that it should deconsolidate RIDEA II as it is no longer the primary beneficiary of the joint venture. The HCP/CPA JV is the primary beneficiary of both RIDEA II PropCo and RIDEA II OpCo as it controls the significant activities of RIDEA II PropCo and, of the group that controls the significant activities of RIDEA II OpCo, is most closely associated to the entity. Furthermore, control over the HCP/CPA JV is shared between HCP and CPA, and as such, the Company does not consolidate the HCP/CPA JV. Subsequent to the partial sale of its interest in RIDEA II, the Company continues to hold a direct investment in RIDEA II PropCo, which has been identified as a VIE as Brookdale, the non-managing member, does not have any substantive participating rights or kick-out rights over the managing member, HCP/CPA PropCo (see Notes 4 and 7). The assets of RIDEA II PropCo primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; its obligations primarily consist of a combination of third-party and HCP debt (see Note 4). Assets generated by RIDEA II PropCo (primarily from RIDEA II OpCo lease payments) may only be used to settle its contractual obligations (primarily debt service payments on the third-party and HCP debt). The Company holds an 85% ownership interest in two development joint ventures (Vintage Park Development JV and Waldwick JV) (see Note 7), which have been identified as VIEs as power is shared with a member that does not have a substantive equity investment at risk. The assets of each joint venture primarily consist of an in-progress senior housing facility development project that it owns and cash and cash equivalents; its obligations primarily consist of accounts payable and expense accruals associated with the cost of its development obligations. Any assets generated by each joint venture may only be used to settle its respective contractual obligations (primarily development expenses and debt service payments). The Company holds a limited partner ownership interest in an unconsolidated LLC that has been identified as a VIE. The Company’s involvement in the entity is limited to its equity investment as a limited partner, and it does not have any substantive participating rights or kick-out rights over the general partner. The assets and liabilities of the entity primarily consist of those associated with its senior housing real estate and development activities. Any assets generated by the entity may only be used to settle its contractual obligations (primarily development expenses and debt service payments). The Company leases 48 properties to a total of seven tenants that have also been identified as VIEs (“VIE tenants”). These VIE tenants are “thinly capitalized” entities that rely on the operating cash flows generated from the senior housing facilities to pay operating expenses, including the rent obligations under their leases. The Company holds commercial mortgage-backed securities (“CMBS”) issued by Federal Home Loan Mortgage Corporation (commonly referred to as Freddie MAC) through a special purpose entity that has been identified as a VIE because it is “thinly capitalized.” The CMBS issued by the VIE are backed by mortgage debt obligations on real estate assets. The Company provided a £105 million ( $131 million at closing) bridge loan to Maria Mallaband Care Group Ltd. (“MMCG”) to fund the acquisition of a portfolio of care homes in the U.K. MMCG created a special purpose entity to acquire the portfolio and funded it entirely using the Company’s bridge loan. As such, the special purpose entity has been identified as a VIE because it is “thinly capitalized.” The Company retains a three -year call option to acquire all the shares of the special purpose entity, which it can only exercise upon the occurrence of certain events. The Company provided seller financing of $10 million related to its sale of seven senior housing triple-net facilities. The financing was provided in the form of a secured five -year mezzanine loan to a “thinly capitalized” borrower created to acquire the facilities. Between 2012 and 2015, the Company funded a $257 million mezzanine loan facility to Tandem as part of a recapitalization of the Tandem Portfolio (see Note 6). Due to a decline in the fair value of the Tandem Portfolio over time, there is no longer sufficient equity at risk in Tandem and it has become a “thinly capitalized” borrower. The classification of the related assets and liabilities and the maximum loss exposure as a result of the Company’s involvement with these VIEs at September 30, 2017 was as follows (in thousands): VIE Type Asset/Liability Type Maximum Loss Exposure and Carrying Amount (1) VIE tenants - DFLs (2) Net investment in DFLs $ 602,501 VIE tenants - operating leases (2) Lease intangibles, net and straight-line rent receivables 5,183 CCRC OpCo Investments in unconsolidated joint ventures 214,140 RIDEA II PropCo Investments in unconsolidated joint ventures 251,419 Development JVs Investments in unconsolidated joint ventures 11,202 Tandem Health Care Loans Receivable, net 197,374 Loan - Senior Secured Loans Receivable, net 141,574 Loan - Seller Financing Loans Receivable, net 10,000 CMBS and LLC investment Marketable debt and cost method investment 33,630 _______________________________________ (1) The Company’s maximum loss exposure represents the aggregate carrying amount of such investments (including accrued interest). (2) The Company’s maximum loss exposure may be mitigated by re-leasing the underlying properties to new tenants upon an event of default. At September 30, 2017 , the Company had not provided, and is not required to provide, financial support through a liquidity arrangement or otherwise, to its unconsolidated VIEs, including circumstances in which it could be exposed to further losses (e.g., cash shortfalls). See Notes 4, 6, and 7 for additional descriptions of the nature, purpose and operating activities of the Company’s unconsolidated VIEs and interests therein. Consolidated Variable Interest Entities HCP, Inc.’s consolidated total assets and total liabilities at September 30, 2017 and December 31, 2016 include certain assets of VIEs that can only be used to settle the liabilities of the related VIE. The VIE creditors do not have recourse to HCP, Inc. Total assets at September 30, 2017 and December 31, 2016 include VIE assets as follows (in thousands): September 30, 2017 December 31, 2016 Assets Building and improvements $ 2,833,834 $ 3,522,310 Developments in process 22,860 31,953 Land 227,682 327,241 Accumulated depreciation (584,621 ) (676,276 ) Net real estate 2,499,755 3,205,228 Investments in and advances to unconsolidated joint ventures 2,119 3,641 Accounts receivable, net 9,964 19,996 Cash and cash equivalents 36,262 35,844 Restricted cash 2,137 22,624 Intangible assets, net 132,905 169,027 Other assets, net 56,854 69,562 Total assets $ 2,739,996 $ 3,525,922 Liabilities Mortgage debt 45,067 520,870 Intangible liabilities, net 9,170 8,994 Accounts payable and accrued expenses 102,780 120,719 Deferred revenue 18,162 23,456 Total liabilities $ 175,179 $ 674,039 RIDEA I. The Company holds a 90% ownership interest in JV entities formed in September 2011 that own and operate senior housing properties in a RIDEA structure (“RIDEA I”). The Company has historically classified RIDEA I OpCo as a VIE and, as a result of the adoption of ASU No. 2015-02, Amendments to the Consolidation Analysis (“ASU 2015-02”), also classifies RIDEA I PropCo as a VIE due to the non-managing member lacking substantive participation rights in the management of RIDEA I PropCo or kick-out rights over the managing member. The Company consolidates RIDEA I PropCo and RIDEA I OpCo as the primary beneficiary because it has the ability to control the activities that most significantly impact these VIEs’ economic performance. The assets of RIDEA I PropCo primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; its obligations primarily consist of notes payable to a non-VIE consolidated subsidiary of the Company. The assets of RIDEA I OpCo primarily consist of leasehold interests in senior housing facilities (operating leases), resident fees receivable, and cash and cash equivalents; its obligations primarily consist of lease payments to RIDEA I PropCo and operating expenses of its senior housing facilities (accounts payable and accrued expenses). Assets generated by the senior housing operations (primarily from senior housing resident rents) of the RIDEA I structure may only be used to settle its contractual obligations (primarily from the rental costs, operating expenses incurred to manage such facilities and debt costs). RIDEA III. The Company holds a 90% ownership interest in JV entities formed in June 2015 that own and operate senior housing properties in a RIDEA structure. The Company has historically classified RIDEA III OpCo as a VIE and, as a result of the adoption of ASU 2015-02, also classifies RIDEA III PropCo as a VIE due to the non-managing member lacking substantive participation rights in the management of RIDEA III PropCo or kick-out rights over the managing member. The Company consolidates RIDEA III PropCo and RIDEA III OpCo as the primary beneficiary because it has the ability to control the activities that most significantly impact these VIEs’ economic performance. The assets of RIDEA III PropCo primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; its obligations primarily consist of a note payable to a non-VIE consolidated subsidiary of the Company. The assets of RIDEA III OpCo primarily consist of leasehold interests in senior housing facilities (operating leases), resident fees receivable, and cash and cash equivalents; its obligations primarily consist of lease payments to RIDEA III PropCo and operating expenses of its senior housing facilities (accounts payable and accrued expenses). Assets generated by the senior housing operations (primarily from senior housing resident rents) of the RIDEA III structure may only be used to settle its contractual obligations (primarily from the rental costs, operating expenses incurred to manage such facilities and debt costs). HCP Ventures V, LLC . The Company holds a 51% ownership interest in and is the managing member of a JV entity formed in October 2015 that owns and leases MOBs (“HCP Ventures V”). Upon adoption of ASU 2015-02, the Company classified HCP Ventures V as a VIE due to the non-managing member lacking substantive participation rights in the management of HCP Ventures V or kick-out rights over the managing member. The Company consolidates HCP Ventures V as the primary beneficiary because it has the ability to control the activities that most significantly impact the VIE’s economic performance. The assets of HCP Ventures V primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; its obligations primarily consist of capital expenditures for the properties. Assets generated by HCP Ventures V may only be used to settle its contractual obligations (primarily from capital expenditures). Vintage Park JV. The Company holds a 90% ownership interest in a JV entity formed in January 2015 that owns an 85% interest in an unconsolidated development VIE (“Vintage Park JV”). Upon adoption of ASU 2015-02, the Company classified Vintage Park JV as a VIE due to the non-managing member lacking substantive participation rights in the management of the Vintage Park JV or kick-out rights over the managing member. The Company consolidates Vintage Park JV as the primary beneficiary because it has the ability to control the activities that most significantly impact the VIE’s economic performance. The assets of Vintage Park JV primarily consist of an investment in the Vintage Park Development JV and cash and cash equivalents; its obligations primarily consist of funding the ongoing development of the Vintage Park Development JV. Assets generated by the Vintage Park JV may only be used to settle its contractual obligations (primarily from the funding of the Vintage Park Development JV). DownREITs . The Company holds a controlling ownership interest in and is the managing member of five DownREITs. Upon adoption of ASU 2015-02, the Company classified the DownREITs as VIEs due to the non-managing members lacking substantive participation rights in the management of the DownREITs or kick-out rights over the managing member. The Company consolidates the DownREITs as the primary beneficiary because it has the ability to control the activities that most significantly impact these VIEs’ economic performance. The assets of the DownREITs primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; their obligations primarily consist of debt service payments and capital expenditures for the properties. Assets generated by the DownREITs (primarily from resident rents) may only be used to settle their contractual obligations (primarily from debt service and capital expenditures). Other Consolidated Real Estate Partnerships. The Company holds a controlling ownership interest in and is the general partner (or managing member) of multiple partnerships that own and lease real estate assets (the “Partnerships”). Upon adoption of ASU 2015-02, the Company classified the Partnerships as VIEs due to the limited partners (non-managing members) lacking substantive participation rights in the management of the Partnerships or kick-out rights over the general partner (managing member). The Company consolidates the Partnerships as the primary beneficiary because it has the ability to control the activities that most significantly impact these VIEs’ economic performance. The assets of the Partnerships primarily consist of leased properties (net real estate), rents receivable, and cash and cash equivalents; their obligations primarily consist of debt service payments and capital expenditures for the properties. Assets generated by the Partnerships (primarily from resident rents) may only be used to settle their contractual obligations (primarily from debt service and capital expenditures). Other consolidated VIEs. The Company made a loan to an entity that entered into a tax credit structure (“Tax Credit Subsidiary”) and a loan to an entity that made an investment in a development JV (“Development JV”) both of which are considered VIEs. The Company consolidates the Tax Credit Subsidiary and Development JV as the primary beneficiary because it has the ability to control the activities that most significantly impact the VIEs’ economic performance. The assets and liabilities of the Tax Credit Subsidiary and Development JV substantially consist of a development in progress, notes receivable, prepaid expenses, notes payable, and accounts payable and accrued liabilities generated from their operating activities. Any assets generated by the operating activities of the Tax Credit Subsidiary and Development JV may only be used to settle their contractual obligations.

Concentration of Credit Risk

Concentration of Credit Risk	9 Months Ended
Concentration of Credit Risk	Sep. 30, 2017
Risks and Uncertainties [Abstract]
Concentration of Credit Risk	Concentration of Credit Risk Concentrations of credit risk arise when one or more tenants, operators or obligors related to the Company’s investments are engaged in similar business activities or activities in the same geographic region, or have similar economic features that would cause their ability to meet contractual obligations, including those to the Company, to be similarly affected by changes in economic conditions. The Company regularly monitors various segments of its portfolio to assess potential concentrations of credit risks. The following tables provide information regarding the Company’s concentrations of credit risk with respect to certain tenants: Percentage of Gross Assets Total Company Senior Housing Triple-Net September 30, December 31, September 30, December 31, Tenant 2017 2016 2017 2016 Brookdale (1) 11% 17% 42% 69% Percentage of Revenues Total Company Revenues Senior Housing Triple-Net Revenues Three Months Ended September 30, Nine Months Ended September 30, Three Months Ended September 30, Nine Months Ended September 30, Tenant 2017 2016 2017 2016 2017 2016 2017 2016 Brookdale (1) 8% 12% 10% 12% 48% 60% 53% 59% _______________________________________ (1) Includes assets and revenues from 64 senior housing triple-net facilities that were classified as held for sale at December 31, 2016 and sold in March 2017. At September 30, 2017 and December 31, 2016 , Brookdale managed or operated, in the Company’s SHOP segment, approximately 13% and 18% , respectively, of the Company’s real estate investments based on gross assets. Because an operator manages the Company’s facilities in exchange for the receipt of a management fee, the Company is not directly exposed to the credit risk of its operators in the same manner or to the same extent as its triple-net tenants. At September 30, 2017 , Brookdale provided comprehensive facility management and accounting services with respect to 59 of the Company’s SHOP facilities and 62 SHOP facilities owned by its unconsolidated joint ventures, for which the Company or joint venture pay annual management fees pursuant to long-term management agreements. Most of the management agreements have terms ranging from 10 to 15 years , with three to four 5 -year renewal periods. The base management fees are 4.5% to 5.0% of gross revenues (as defined) generated by the RIDEA facilities. In addition, there are incentive management fees payable to Brookdale if operating results of the RIDEA properties exceed pre-established EBITDAR (as defined) thresholds. Brookdale is subject to the registration and reporting requirements of the SEC and is required to file with the SEC annual reports containing audited financial information and quarterly reports containing unaudited financial information. The information related to Brookdale contained or referred to in this report has been derived from SEC filings made by Brookdale or other publicly available information, or was provided to the Company by Brookdale, and the Company has not verified this information through an independent investigation or otherwise. The Company has no reason to believe that this information is inaccurate in any material respect, but the Company cannot assure the reader of its accuracy. The Company is providing this data for informational purposes only, and encourages the reader to obtain Brookdale’s publicly available filings, which can be found on the SEC’s website at www.sec.gov. See Note 1 for further information on the reduction of concentration related to Brookdale. To mitigate the credit risk of leasing properties to certain senior housing and post-acute/skilled nursing operators, leases with operators are often combined into portfolios that contain cross-default terms, so that if a tenant of any of the properties in a portfolio defaults on its obligations under its lease, the Company may pursue its remedies under the lease with respect to any of the properties in the portfolio. Certain portfolios also contain terms whereby the net operating profits of the properties are combined for the purpose of securing the funding of rental payments due under each lease.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
Fair Value Measurements	Sep. 30, 2017
Financial Instruments, Owned, at Fair Value [Abstract]
Fair Value Measurements	Fair Value Measurements Financial assets and liabilities measured at fair value on a recurring basis at September 30, 2017 in the consolidated balance sheets are immaterial. The table below summarizes the carrying amounts and fair values of the Company’s financial instruments (in thousands): September 30, 2017 (4) December 31, 2016 (4) Carrying Value Fair Value Carrying Value Fair Value Loans receivable, net (2) $ 402,152 $ 402,267 $ 807,954 $ 807,505 Marketable debt securities (2) 18,567 18,567 68,630 68,630 Marketable equity securities (1) 74 74 76 76 Warrants (3) 58 58 19 19 Bank line of credit (2) 605,837 605,837 899,718 899,718 Term loans (2) 226,205 226,205 440,062 440,062 Senior unsecured notes (1) 6,393,926 6,769,010 7,133,538 7,386,149 Mortgage debt (2) 145,417 131,419 623,792 609,374 Other debt (2) 94,818 94,818 92,385 92,385 Interest-rate swap liabilities (2) 2,980 2,980 4,857 4,857 Currency swap asset (2) — — 2,920 2,920 Cross currency swap liability (2) 9,469 9,469 — — _______________________________________ (1) Level 1: Fair value calculated based on quoted prices in active markets. (2) Level 2: Fair value based on (i) for marketable debt securities, quoted prices for similar or identical instruments in active or inactive markets, respectively, or (ii) or for loans receivable, net, mortgage debt, and swaps, calculated utilizing standardized pricing models in which significant inputs or value drivers are observable in active markets. For bank line of credit, term loans and other debt, the carrying values are a reasonable estimate of fair value because the borrowings are primarily based on market interest rates and the Company’s credit rating. (3) Level 3: Fair value determined based on significant unobservable market inputs using standardized derivative pricing models. (4) During the nine months ended September 30, 2017 and year ended December 31, 2016 , there were no material transfers of financial assets or liabilities within the fair value hierarchy.

Derivative Financial Instrument

Derivative Financial Instruments	9 Months Ended
Derivative Financial Instruments	Sep. 30, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Financial Instruments	Derivative Financial Instruments The following table summarizes the Company’s outstanding interest-rate and cross currency swap contracts at September 30, 2017 (dollars and GBP in thousands): Date Entered Maturity Date Hedge Designation Notional Pay Rate Receive Rate Fair Value (1) Interest rate: July 2005 (2) July 2020 Cash Flow $ 44,000 3.82% BMA Swap Index $ (2,980 ) Cross currency swap: April 2017 (3) February 2019 Net Investment £105,000 / $131,400 2.58% 3.75 % $ (9,469 ) _______________________________________ (1) Derivative assets are recorded in other assets, net and derivative liabilities are recorded in accounts payable and accrued liabilities on the consolidated balance sheets. (2) Represents three interest-rate swap contracts, which hedge fluctuations in interest payments on variable-rate secured debt due to overall changes in hedged cash flows. (3) Represents a cross currency swap to pay 2.584% on £105 million and receive 3.75% on $131 million through February 1, 2019, with an initial and final exchange of principals at origination and maturity at a rate of 1.251 USD/GBP. Hedges the risk of changes in the USD equivalent value of a portion of the Company’s net investment in its consolidated GBP subsidiaries’ attributable to changes in the USD/GBP exchange rate. The Company uses derivative instruments to mitigate the effects of interest rate and foreign currency fluctuations on specific forecasted transactions as well as recognized financial obligations or assets. Utilizing derivative instruments allows the Company to manage the risk of fluctuations in interest and foreign currency rates related to the potential impact these changes could have on future earnings and forecasted cash flows. The Company does not use derivative instruments for speculative or trading purposes. Assuming a one percentage point shift in the underlying interest rate curve, the estimated change in fair value of each of the underlying derivative instruments would not exceed $2 million . Assuming a one percentage point shift in the underlying foreign currency exchange rates, the estimated change in fair value of each of the underlying derivative instruments would not exceed $2 million . At September 30, 2017 , £150 million of the Company’s GBP-denominated borrowings under the 2015 Term Loan and a £105 million cross currency swap are designated as a hedge of a portion of the Company’s net investments in GBP-functional subsidiaries to mitigate its exposure to fluctuations in the GBP to USD exchange rate. For instruments that are designated and qualify as net investment hedges, the variability in the foreign currency to USD exchange rate of the instrument is recorded as part of the cumulative translation adjustment component of accumulated other comprehensive income (loss). Accordingly, the remeasurement value of the designated £150 million GBP-denominated borrowings and £105 million cross currency swap due to fluctuations in the GBP to USD exchange rate are reported in accumulated other comprehensive income (loss) as the hedging relationship is considered to be effective. The cumulative balance of the remeasurement value will be reclassified to earnings when the hedged investment is sold or substantially liquidated.

Summary of Significant Accoun28

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2017
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Management is required to make estimates and assumptions in the preparation of financial statements in conformity with GAAP. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from management’s estimates. The consolidated financial statements include the accounts of HCP, Inc., its wholly-owned subsidiaries, joint ventures (“JVs”) and variable interest entities (“VIEs”) that it controls through voting rights or other means. Intercompany transactions and balances have been eliminated upon consolidation. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary to present fairly the Company’s financial position, results of operations and cash flows have been included. Operating results for the three and nine months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017 . The accompanying unaudited interim financial information should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2016 included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (“SEC”).
Real Estate	Real Estate On January 1, 2017 the Company adopted Accounting Standards Update (“ASU”) No. 2017-01, Clarifying the Definition of a Business (“ASU 2017-01”) which narrows the Financial Accounting Standards Board’s (“FASB”) definition of a business and provides a framework that gives entities a basis for making reasonable judgments about whether a transaction involves an asset, or a group of assets, or a business. ASU 2017-01 states that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not a business. If this initial test is not met, a set cannot be considered a business unless it includes an acquired input and a substantive process that together significantly contribute to the ability to create outputs. In addition, ASU 2017-01 clarifies the requirements for a set of activities to be considered a business and narrows the definition of an output. This ASU is to be applied prospectively and the Company expects that a majority of its future real estate acquisitions and dispositions will be deemed asset transactions rather than business combinations. As a result, for asset acquisitions the Company will record identifiable assets acquired, liabilities assumed and any associated noncontrolling interests at cost on a relative fair value basis. In addition, for such asset acquisitions, no goodwill will be recognized, third party transaction costs will be capitalized and any associated contingent consideration will be recorded when the contingency is resolved.
Reclassifications	Reclassifications Certain amounts in the Company’s consolidated financial statements have been reclassified for prior periods to conform to the current period presentation. Certain prior period amounts have been reclassified on consolidated statements of operations for discontinued operations (see Note 4).
Recent Accounting Pronouncements	Recent Accounting Pronouncements In February 2017, the FASB issued ASU No. 2017-05, Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets (“ASU 2017-05”). The amendments in ASU 2017-05 clarify the scope of the FASB’s recently established guidance on nonfinancial asset derecognition which applies to the derecognition of all nonfinancial assets and in-substance nonfinancial assets. In addition, ASU 2017-05 clarifies the accounting for partial sales of nonfinancial assets and in-substance nonfinancial assets to align with the new revenue recognition standard (see below). ASU 2017-05 is effective for annual periods beginning after December 15, 2017, including interim periods within, and must be adopted in conjunction with the Revenue ASUs (as defined below). ASU 2017-05 can be adopted using a full retrospective approach or a modified retrospective approach, resulting in a cumulative-effect adjustment to equity as of the beginning of the fiscal year in which the guidance is effective. The Company has not yet elected a transition method and is evaluating the complete impact of the adoption of the Revenue ASUs (see below) on January 1, 2018 to its consolidated financial position, results of operations and disclosures. The Company expects to complete its evaluation of the impacts of the Revenue ASUs during the fourth quarter of 2017. In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 is intended to improve financial reporting by requiring timelier recognition of credit losses on loans and other financial instruments held by financial institutions and other organizations. The amendments in ASU 2016-13 eliminate the “probable” initial threshold for recognition of credit losses in current accounting guidance and, instead, reflect an entity’s current estimate of all expected credit losses over the life of the financial instrument. Previously, when credit losses were measured under current accounting guidance, an entity generally only considered past events and current conditions in measuring the incurred loss. The amendments in ASU 2016-13 broaden the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually. The use of forecasted information incorporates more timely information in the estimate of expected credit loss. ASU 2016-13 is effective for fiscal years, and interim periods within, beginning after December 15, 2019. Early adoption is permitted for fiscal years, and interim periods within, beginning after December 15, 2018. A reporting entity is required to apply the amendments in ASU 2016-13 using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. A prospective transition approach is required for debt securities for which an other-than-temporary impairment had been recognized before the effective date. Upon adoption of ASU 2016-13, the Company is required to reassess its financing receivables, including direct finance leases and loans receivable, and expects that application of ASU 2016-13 may result in the Company recognizing credit losses at an earlier date than would otherwise be recognized under current accounting guidance. The Company is evaluating the impact of the adoption of ASU 2016-13 on January 1, 2020 to its consolidated financial position and results of operations. Between May 2014 and May 2016, the FASB issued three ASUs changing the requirements for recognizing and reporting revenue (together, herein referred to as the “Revenue ASUs”): (i) ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), (ii) ASU No. 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (“ASU 2016-08”) and (iii) ASU No. 2016-12, Narrow-Scope Improvements and Practical Expedients (“ASU 2016-12”). ASU 2014-09 provides guidance for revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2016-08 is intended to improve the operability and understandability of the implementation guidance on principal versus agent considerations. ASU 2016-12 provides practical expedients and improvements on the previously narrow scope of ASU 2014-09. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date (“ASU 2015-14”). ASU 2015-14 defers the effective date of ASU 2014-09 by one year to fiscal years, and interim periods within, beginning after December 15, 2017. All subsequent ASUs related to ASU 2014-09, including ASU 2016-08 and ASU 2016-12, assumed the deferred effective date enforced by ASU 2015-14. Early adoption of the Revenue ASUs is permitted for annual periods, and interim periods within, beginning after December 15, 2016. A reporting entity may apply the amendments in the Revenue ASUs using either a modified retrospective approach, by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption or full retrospective approach. As the primary source of revenue for the Company is generated through leasing arrangements, which are excluded from the Revenue ASUs (as it relates to the timing and recognition of revenue), the Company expects that it may be impacted in its recognition of non-lease revenue, such as certain resident fees in its RIDEA structures (a portion of which are not generated through leasing arrangements), non-lease components of revenue from lease agreements and its recognition of real estate sale transactions. Under ASU 2014-09, revenue recognition for real estate sales is largely based on the transfer of control versus continuing involvement under current guidance. As a result, the Company generally expects that the new guidance will result in more transactions qualifying as sales of real estate and revenue being recognized at an earlier date than under current accounting guidance. Additionally, upon adoption of the Revenue ASUs in 2018, the Company anticipates that it will be required to separately disclose the components of its total revenue between lease revenue accounted for under existing lease guidance and service revenue accounted for under the new Revenue ASUs, including non-lease components such as certain services embedded in base leasing fees. The Company has not yet elected a transition method and is evaluating the complete impact of the adoption of the Revenue ASUs on January 1, 2018 to its consolidated financial position, results of operations and disclosures. The Company expects to complete its evaluation of the impacts of the Revenue ASUs during the fourth quarter of 2017. In February 2016, the FASB issued ASU No. 2016-02, Leases (“ASU 2016-02”). ASU 2016-02 amends the current accounting for leases to: (i) require lessees to put most leases on their balance sheets, but continue recognizing expenses on their income statements in a manner similar to requirements under current accounting guidance, (ii) eliminate current real estate specific lease provisions and (iii) modify the classification criteria and accounting for sales-type leases for lessors. ASU 2016-02 is effective for fiscal years, and interim periods within, beginning after December 15, 2018. Early adoption is permitted. The transition method required by ASU 2016-02 varies based on the specific amendment being adopted. As a result of adopting ASU 2016-02, the Company will recognize all of its significant operating leases for which it is the lessee, including corporate office leases and ground leases, on its consolidated balance sheets and will capitalize fewer legal costs related to the drafting and execution of its lease agreements. From a lessor perspective, the Company expects that it will be required to further bifurcate lease agreements to separately recognize and disclose non-lease components that are executory in nature. Lease components will continue to be recognized on a straight-line basis over the lease term and certain non-lease components will be accounted for under the Revenue ASUs. The disaggregated disclosure of lease and executory non-lease components (e.g., maintenance) will be required upon the adoption of ASU 2016-02 . The Company anticipates that it will elect a practical expedient offered in ASU 2016-02 that allows an entity to not reassess the following upon adoption (must be elected as a group): (i) whether an expired or existing contract contains a lease arrangement, (ii) lease classification related to expired or existing lease arrangements, or (iii) whether costs incurred on expired or existing leases qualify as initial direct costs. The Company does not expect the bifurcation of non-lease components from a lease agreement to significantly impact the existing revenue recognition pattern. The Company is still evaluating the complete impact of the adoption of ASU 2016-02 on January 1, 2019 to its consolidated financial position, results of operations and disclosures. The following ASUs have been issued, but not yet adopted, and the Company does not expect a material impact to its consolidated financial position, results of operations, cash flows, or disclosures upon adoption: • ASU No. 2017-12, Targeted Improvements to Accounting for Hedging Activities (“ASU 2017-12”). ASU 2017-12 is effective for fiscal years, including interim periods within, beginning after December 15, 2018 and early adoption is permitted. For cash flow and net investments hedges existing at the date of adoption, a reporting entity must apply the amendments in ASU 2017-12 using the modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. The presentation and disclosure amendments in ASU 2017-12 must be applied using a prospective approach. • ASU No. 2017-04, Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). ASU 2017-04 is effective for fiscal years, including interim periods within, beginning after December 15, 2019 (upon the first goodwill impairment test performed during that fiscal year). Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. A reporting entity must apply the amendments in ASU 2017-04 using a prospective approach. The Company plans to adopt ASU 2017-04 during the fourth quarter of 2017. • ASU No. 2016-18, Restricted Cash (“ASU 2016-18”). ASU 2016-18 is effective for fiscal years, and interim periods within, beginning after December 15, 2017. Early adoption is permitted. A reporting entity must apply the amendments in ASU 2016-18 using a full retrospective approach. The Company plans to adopt ASU 2016-18 during the fourth quarter of 2017. • ASU No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory (“ASU 2016-16”). ASU 2016-16 is effective for fiscal years, and interim periods within, beginning after December 15, 2017. Early adoption is permitted as of the first interim period presented in any year following issuance. A reporting entity must apply the amendments in ASU 2016-16 using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. • ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). ASU 2016-15 is effective for fiscal years, and interim periods within, beginning after December 15, 2017. Early adoption is permitted. A reporting entity must apply the amendments in ASU 2016-15 using a full retrospective approach. The Company plans to adopt ASU 2016-15 during the fourth quarter of 2017. • ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU 2016-01”). ASU 2016-01 is effective for fiscal years, and interim periods within, beginning after December 15, 2017. Early adoption is permitted only for updates to certain disclosure requirements. A reporting entity is required to apply the amendments in ASU 2016-01 using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption.

Real Estate Property Investme29

Real Estate Property Investments (Tables)	9 Months Ended
Real Estate Property Investments (Tables)	Sep. 30, 2017
Real Estate [Abstract]
Schedule of Real Estate Acquisitions	The following table summarizes the Company’s real estate acquisitions for the nine months ended September 30, 2017 (in thousands): Consideration Assets Acquired Segment Cash Paid/ Debt Settled Liabilities Assumed Real Estate Net Intangibles Life science $ 87,467 $ 2,841 $ 91,208 $ (900 ) Medical office 48,349 837 44,401 4,785 $ 135,816 $ 3,678 $ 135,609 $ 3,885 The following table summarizes the Company’s real estate acquisitions for the nine months ended September 30, 2016 (in thousands): Consideration Assets Acquired Segment Cash Paid/ Debt Settled Liabilities Assumed Real Estate Net Intangibles Senior housing triple-net $ 76,362 $ 1,200 $ 71,875 $ 5,687 SHOP 113,971 76,931 177,551 13,351 Life science 49,000 — 47,400 1,600 Other non-reportable segments 17,909 — 16,596 1,313 $ 257,242 $ 78,131 $ 313,422 $ 21,951

Discontinued Operations and D30

Discontinued Operations and Dispositions of Real Estate (Tables)	9 Months Ended
	Sep. 30, 2017
Spinoff
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Summary of Financial Information for Discontinued Operations	Summarized financial information for discontinued operations for the three and nine months ended September 30, 2016 is as follows (in thousands): Three Months Ended September 30, 2016 Nine Months Ended September 30, 2016 Revenues: Rental and related revenues $ 6,898 $ 20,620 Tenant recoveries 386 1,147 Income from direct financing leases 116,429 345,940 Total revenues 123,713 367,707 Costs and expenses: Depreciation and amortization (1,467 ) (4,401 ) Operating (1,033 ) (3,076 ) General and administrative (6 ) (68 ) Acquisition and pursuit costs (14,805 ) (28,509 ) Other income (expense), net 22 64 Income (loss) before income taxes 106,424 331,717 Income tax benefit (expense) 1,789 (47,721 ) Total discontinued operations $ 108,213 $ 283,996

Net Investment in Direct Fina31

Net Investment in Direct Financing Leases (Tables)	9 Months Ended
Net Investment in Direct Financing Leases (Tables)	Sep. 30, 2017
Loans Receivable:
Schedule of Components of Net Investment in DFLs	Net investment in DFLs consisted of the following (dollars in thousands): September 30, December 31, Minimum lease payments receivable $ 1,076,049 $ 1,108,237 Estimated residual value 504,457 539,656 Less unearned income (865,402 ) (895,304 ) Net investment in direct financing leases $ 715,104 $ 752,589 Properties subject to direct financing leases 29 30
DFL Watchlist Portfolio
Loans Receivable:
Summary of the Company's Internal Ratings for DFLs	The following table summarizes the Company’s internal ratings for DFLs at September 30, 2017 (dollars in thousands): Carrying Amount Percentage of DFL Portfolio Internal Ratings Segment Performing DFLs Watch List DFLs Workout DFLs Senior housing triple-net $ 630,500 88% $ 273,383 $ 357,117 $ — Other non-reportable segments 84,604 12 84,604 — — $ 715,104 100% $ 357,987 $ 357,117 $ —

Loans Receivable (Tables)

Loans Receivable (Tables) - Loans receivable	9 Months Ended
Loans Receivable (Tables) - Loans receivable	Sep. 30, 2017
Loans Receivable:
Schedule of Loans Receivable	The following table summarizes the Company’s loans receivable (in thousands): September 30, 2017 December 31, 2016 Real Estate Secured Other Secured Total Real Estate Secured Other Secured Total Mezzanine (1) $ — $ 277,299 $ 277,299 $ — $ 615,188 $ 615,188 Other (2) 184,880 — 184,880 195,946 — 195,946 Unamortized discounts, fees and costs (1) — (607 ) (607 ) 413 (3,593 ) (3,180 ) Allowance for loan losses (3) — (59,420 ) (59,420 ) — — — $ 184,880 $ 217,272 $ 402,152 $ 196,359 $ 611,595 $ 807,954 _______________________________________ (1) At December 31, 2016, included £282 million ( $348 million ) outstanding and £2 million ( $3 million ) of associated unamortized discounts, fees and costs, both related to the HC-One Facility, which paid off in June 2017. (2) At September 30, 2017 and December 31, 2016, included £122 million ( $163 million ) and £113 million ( $140 million ), respectively, outstanding primarily related to Maria Mallaband loans. (3) Related to the Company’s mezzanine loan facility to Tandem Health Care discussed below.
Summary of the Company's Internal Ratings for Loans Receivable	The following table summarizes the Company’s internal ratings for loans receivable at September 30, 2017 (dollars in thousands): Carrying Amount Percentage of Loan Portfolio Internal Ratings Investment Type Performing Loans Watch List Loans Workout Loans Real estate secured $ 184,880 46% $ 184,880 $ — $ — Other secured 217,272 54 19,898 — 197,374 $ 402,152 100% $ 204,778 $ — $ 197,374

Investments in and Advances t33

Investments in and Advances to Unconsolidated Joint Ventures (Tables)	9 Months Ended
	Sep. 30, 2017
Equity Method Investments and Joint Ventures [Abstract]
Schedule of Equity Method Investments	The Company owns interests in the following entities that are accounted for under the equity method (dollars in thousands): Carrying Amount September 30, December 31, Entity (1) Segment Ownership% 2017 2016 CCRC JV (2) SHOP 49 $ 427,159 $ 439,449 RIDEA II SHOP 40 257,766 — Life Science JVs (3) Life science 50 - 63 64,111 67,879 MBK JV (2) SHOP 50 38,366 38,909 Development JVs (5) SHOP 50 - 90 19,867 10,459 Medical Office JVs (4) Medical office 20 - 67 13,620 13,438 K&Y JVs (6) Other non-reportable segments 80 1,465 1,342 Advances to unconsolidated joint ventures, net 15 15 $ 822,369 $ 571,491 _______________________________________ (1) These entities are not consolidated because the Company does not control, through voting rights or other means, the JV. (2) Includes two unconsolidated JVs in a RIDEA structure (PropCo and OpCo). (3) Includes the following unconsolidated partnerships (and the Company’s ownership percentage): (i) Torrey Pines Science Center, LP ( 50% ); (ii) Britannia Biotech Gateway, LP ( 55% ); and (iii) LASDK, LP ( 63% ). (4) Includes three unconsolidated medical office partnerships (and the Company’s ownership percentage): HCP Ventures IV, LLC ( 20% ); HCP Ventures III, LLC ( 30% ); and Suburban Properties, LLC ( 67% ). (5) Includes four unconsolidated SHOP development partnerships (and the Company’s ownership percentage): (i) Vintage Park Development JV ( 85% ); (ii) Waldwick JV ( 85% ); (iii) Otay Ranch JV ( 90% ); and (iv) MBK Development JV ( 50% ). (6) Includes three unconsolidated joint ventures.

Intangibles (Tables)

Intangibles (Tables)	9 Months Ended
Intangibles (Tables)	Sep. 30, 2017
Intangibles
Schedule of Intangible Lease Assets	The following tables summarize the Company’s intangible lease assets and liabilities (in thousands): Intangible lease assets September 30, December 31, Gross intangible lease assets $ 775,848 $ 911,697 Accumulated depreciation and amortization (374,981 ) (431,892 ) Net intangible lease assets $ 400,867 $ 479,805
Schedule of Intangible Lease Liabilities	Intangible lease liabilities September 30, December 31, Gross intangible lease liabilities $ 124,454 $ 163,924 Accumulated depreciation and amortization (71,027 ) (105,779 ) Net intangible lease liabilities $ 53,427 $ 58,145

Other Assets (Tables)

Other Assets (Tables)	9 Months Ended
Other Assets (Tables)	Sep. 30, 2017
Other Assets [Abstract]
Schedule of Other Assets	The following table summarizes the Company’s other assets (in thousands): September 30, December 31, Straight-line rent receivables, net of allowance of $22,705 and $25,059, respectively $ 313,627 $ 311,776 Leasing costs and inducements, net 102,557 156,820 Deferred tax assets 60,254 42,458 Goodwill 47,019 42,386 Marketable debt securities, net 18,567 68,630 Other 74,145 89,554 Total other assets, net $ 616,169 $ 711,624

Debt (Tables)

Debt (Tables)	9 Months Ended
Debt (Tables)	Sep. 30, 2017
Debt Disclosure [Abstract]
Summary of Senior Notes Issuances	The following table summarizes the Company’s senior unsecured note payoffs for the nine months ended September 30, 2017 (dollars in thousands): Date Amount Coupon Rate May 1, 2017 $ 250,000 5.625 % July 27, 2017 (1) $ 500,000 5.375 % _______________________________________ (1) The Company recorded a $54 million loss on debt extinguishment related to the repurchase of senior notes. The following table summarizes the Company’s senior unsecured notes payoffs for the year ended December 31, 2016 (dollars in thousands): Date Amount Coupon Rate February 1, 2016 $ 500,000 3.750 % September 15, 2016 $ 400,000 6.300 % November 30, 2016 $ 500,000 6.000 % November 30, 2016 $ 600,000 6.700 %
Summary of Debt Maturities and Schedule Principal Repayments	The following table summarizes the Company’s stated debt maturities and scheduled principal repayments at September 30, 2017 (in thousands): Year Bank Line of Credit (1) 2015 Term Loan (2) Senior Unsecured Notes (3) Mortgage Debt (4) Total (5) 2017 (three months) $ — $ — $ — $ 847 $ 847 2018 605,837 — — 3,512 609,349 2019 — 226,680 450,000 3,700 680,380 2020 — — 800,000 3,758 803,758 2021 — — 700,000 11,117 711,117 Thereafter — — 4,500,000 116,481 4,616,481 605,837 226,680 6,450,000 139,415 7,421,932 (Discounts), premium and debt costs, net — (475 ) (56,074 ) 6,002 (50,547 ) $ 605,837 $ 226,205 $ 6,393,926 $ 145,417 $ 7,371,385 _______________________________________ (1) Includes £105 million translated into U.S. dollars (“USD”). The Bank Line of Credit was terminated on October 19, 2017 and the Company executed a New Facility which matures in October 2021. (2) Represents £169 million translated into USD. (3) Effective interest rates on the notes ranged from 2.79% to 6.88% with a weighted average effective interest rate of 4.19% and a weighted average maturity of six years . (4) Interest rates on the mortgage debt ranged from 2.01% to 5.91% with a weighted average effective interest rate of 4.19% and a weighted average maturity of 20 years . (5) Excludes $95 million of other debt that have no scheduled maturities.

Equity (Tables)

Equity (Tables)	9 Months Ended
Equity (Tables)	Sep. 30, 2017
Equity [Abstract]
Schedule of Accumulated Other comprehensive Loss	The following table summarizes the Company’s accumulated other comprehensive income (loss) (in thousands): September 30, December 31, Cumulative foreign currency translation adjustment $ (8,455 ) $ (22,817 ) Unrealized gains (losses) on cash flow hedges, net (13,073 ) (3,642 ) Supplemental Executive Retirement plan minimum liability (2,907 ) (3,129 ) Unrealized gains (losses) on available for sale securities (56 ) (54 ) Total other comprehensive income (loss) $ (24,491 ) $ (29,642 )

Segment Disclosures (Tables)

Segment Disclosures (Tables)	9 Months Ended
Segment Disclosures (Tables)	Sep. 30, 2017
Segment Reporting [Abstract]
Summary of Financial Information of Reportable Segments	The following tables summarize information for the reportable segments (in thousands): For the three months ended September 30, 2017 : Senior Housing Triple-Net SHOP Life Science Medical Office Other Non-reportable Corporate Non-segment Total Rental revenues (1) $ 77,220 $ 126,040 $ 90,174 $ 119,847 $ 28,968 $ — $ 442,249 HCP share of unconsolidated JV revenues — 81,936 2,031 496 421 — 84,884 Operating expenses (934 ) (86,821 ) (19,960 ) (46,486 ) (1,137 ) — (155,338 ) HCP share of unconsolidated JV operating expenses — (65,035 ) (433 ) (143 ) (20 ) — (65,631 ) NOI 76,286 56,120 71,812 73,714 28,232 — 306,164 Adjustments to NOI (2) (600 ) 4,551 (751 ) (582 ) (1,283 ) — 1,335 Adjusted NOI 75,686 60,671 71,061 73,132 26,949 — 307,499 Addback adjustments 600 (4,551 ) 751 582 1,283 — (1,335 ) Interest income — — — — 11,774 — 11,774 Interest expense (640 ) (933 ) (87 ) (126 ) (618 ) (68,924 ) (71,328 ) Depreciation and amortization (25,547 ) (24,884 ) (30,851 ) (42,047 ) (7,259 ) — (130,588 ) General and administrative — — — — — (23,523 ) (23,523 ) Acquisition and pursuit costs — — — — — (580 ) (580 ) Recoveries (impairments), net — — — — (25,328 ) — (25,328 ) Gain (loss) on sales of real estate, net (6 ) 5,180 8 — — — 5,182 Loss on debt extinguishments — — — — — (54,227 ) (54,227 ) Other income (expense), net — — — — — (10,556 ) (10,556 ) Income tax benefit (expense) — — — — — 5,481 5,481 Less: HCP share of unconsolidated JV NOI — (16,901 ) (1,598 ) (353 ) (401 ) — (19,253 ) Equity income (loss) from unconsolidated JVs — (245 ) 789 274 244 — 1,062 Net income (loss) $ 50,093 $ 18,337 $ 40,073 $ 31,462 $ 6,644 $ (152,329 ) $ (5,720 ) _______________________________________ (1) Represents rental and related revenues, tenant recoveries, resident fees and services, and income from DFLs. (2) Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, the deferral of community fees, net of amortization, lease termination fees and non-refundable entrance fees as the fees are collected by the Company’s CCRC JV, net of CCRC JV entrance fee amortization. For the three months ended September 30, 2016 : Senior Housing Triple-Net SHOP Life Science Medical Office Other Non-reportable Corporate Non-segment Total Rental revenues (1) $ 104,262 $ 170,739 $ 90,847 $ 113,653 $ 30,574 $ — $ 510,075 HCP share of unconsolidated JV revenues — 50,973 1,929 502 410 — 53,814 Operating expenses (1,794 ) (121,502 ) (18,487 ) (44,738 ) (1,193 ) — (187,714 ) HCP share of unconsolidated JV operating expenses — (42,463 ) (406 ) (148 ) (20 ) — (43,037 ) NOI 102,468 57,747 73,883 69,269 29,771 — 333,138 Adjustments to NOI (2) (1,003 ) 4,081 (314 ) (814 ) (1,140 ) — 810 Adjusted NOI 101,465 61,828 73,569 68,455 28,631 — 333,948 Addback adjustments 1,003 (4,081 ) 314 814 1,140 — (810 ) Interest income — — — — 20,482 — 20,482 Interest expense (644 ) (8,130 ) (634 ) (1,608 ) (2,260 ) (104,584 ) (117,860 ) Depreciation and amortization (34,030 ) (26,837 ) (31,967 ) (41,111 ) (7,462 ) — (141,407 ) General and administrative — — — — — (34,781 ) (34,781 ) Acquisition and pursuit costs — — — — — (2,763 ) (2,763 ) Gain (loss) on sales of real estate, net — — — (9 ) — — (9 ) Other income (expense), net — — — — — 1,432 1,432 Income tax benefit (expense) — — — — — 424 424 Less: HCP share of unconsolidated JV NOI — (8,510 ) (1,523 ) (354 ) (390 ) — (10,777 ) Equity income (loss) from unconsolidated JVs — (3,517 ) 778 462 224 — (2,053 ) Discontinued operations — — — — — 108,213 108,213 Net income (loss) $ 67,794 $ 10,753 $ 40,537 $ 26,649 $ 40,365 $ (32,059 ) $ 154,039 _______________________________________ (1) Represents rental and related revenues, tenant recoveries, resident fees and services, and income from DFLs. (2) Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, the deferral of community fees, net of amortization, lease termination fees and non-refundable entrance fees as the fees are collected by the Company’s CCRC JV, net of CCRC JV entrance fee amortization. For the nine months ended September 30, 2017 : Senior Housing Triple-Net SHOP Life Science Medical Office Other Non-reportable Corporate Non-segment Total Rental revenues (1) $ 255,332 $ 391,684 $ 262,224 $ 357,381 $ 87,524 $ — $ 1,354,145 HCP share of unconsolidated JV revenues — 239,667 5,975 1,481 1,256 — 248,379 Operating expenses (2,927 ) (267,226 ) (56,024 ) (137,930 ) (3,475 ) — (467,582 ) HCP share of unconsolidated JV operating expenses — (190,049 ) (1,234 ) (431 ) (58 ) — (191,772 ) NOI 252,405 174,076 210,941 220,501 85,247 — 943,170 Adjustments to NOI (2) (2,844 ) 12,229 (1,094 ) (2,321 ) (3,164 ) — 2,806 Adjusted NOI 249,561 186,305 209,847 218,180 82,083 — 945,976 Addback adjustments 2,844 (12,229 ) 1,094 2,321 3,164 — (2,806 ) Interest income — — — — 50,974 — 50,974 Interest expense (1,898 ) (6,950 ) (288 ) (382 ) (3,541 ) (222,775 ) (235,834 ) Depreciation and amortization (77,478 ) (75,657 ) (95,648 ) (127,261 ) (21,849 ) — (397,893 ) General and administrative — — — — — (67,287 ) (67,287 ) Acquisition and pursuit costs — — — — — (2,504 ) (2,504 ) Recoveries (impairments), net — — — — (82,010 ) — (82,010 ) Gain (loss) on sales of real estate, net 268,227 5,313 45,922 (406 ) 3,796 — 322,852 Loss on debt extinguishments — — — — — (54,227 ) (54,227 ) Other income (expense), net — — — — — 40,723 40,723 Income tax benefit (expense) — — — — — 14,630 14,630 Less: HCP share of unconsolidated JV NOI — (49,618 ) (4,741 ) (1,050 ) (1,198 ) — (56,607 ) Equity income (loss) from unconsolidated JVs — 683 2,322 846 720 — 4,571 Net income (loss) $ 441,256 $ 47,847 $ 158,508 $ 92,248 $ 32,139 $ (291,440 ) $ 480,558 _______________________________________ (1) Represents rental and related revenues, tenant recoveries, resident fees and services, and income from DFLs. (2) Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, the deferral of community fees, net of amortization, lease termination fees and non-refundable entrance fees as the fees are collected by the Company’s CCRC JV, net of CCRC JV entrance fee amortization. For the nine months ended September 30, 2016 : Senior Housing Triple-Net SHOP Life Science Medical Office Other Non-reportable Corporate Non-segment Total Rental revenues (1) $ 319,989 $ 500,704 $ 269,994 $ 331,881 $ 95,483 $ — $ 1,518,051 HCP share of unconsolidated JV revenues — 152,424 5,628 1,503 1,224 — 160,779 Operating expenses (5,521 ) (350,949 ) (53,191 ) (129,715 ) (3,375 ) — (542,751 ) HCP share of unconsolidated JV operating expenses — (125,244 ) (1,173 ) (452 ) (30 ) — (126,899 ) NOI 314,468 176,935 221,258 203,217 93,302 — 1,009,180 Adjustments to NOI (2) (8,464 ) 14,648 (1,545 ) (2,361 ) (1,926 ) — 352 Adjusted NOI 306,004 191,583 219,713 200,856 91,376 — 1,009,532 Addback adjustments 8,464 (14,648 ) 1,545 2,361 1,926 — (352 ) Interest income — — — — 71,298 — 71,298 Interest expense (8,859 ) (23,818 ) (1,904 ) (4,899 ) (7,067 ) (314,708 ) (361,255 ) Depreciation and amortization (101,737 ) (78,124 ) (97,640 ) (120,432 ) (23,248 ) — (421,181 ) General and administrative — — — — — (83,011 ) (83,011 ) Acquisition and pursuit costs — — — — — (6,061 ) (6,061 ) Gain (loss) on sales of real estate, net 23,940 — 29,428 8,333 57,904 — 119,605 Other income (expense), net — — — — — 5,064 5,064 Income tax benefit (expense) — — — — — (1,101 ) (1,101 ) Less: HCP share of unconsolidated JV NOI — (27,180 ) (4,455 ) (1,051 ) (1,194 ) — (33,880 ) Equity income (loss) from unconsolidated JVs — (8,477 ) 2,263 1,541 645 — (4,028 ) Discontinued operations — — — — — 283,996 283,996 Net income (loss) $ 227,812 $ 39,336 $ 148,950 $ 86,709 $ 191,640 $ (115,821 ) $ 578,626 _______________________________________ (1) Represents rental and related revenues, tenant recoveries, resident fees and services, and income from DFLs. (2) Represents straight-line rents, DFL non-cash interest, amortization of market lease intangibles, net, the deferral of community fees, net of amortization, lease termination fees and non-refundable entrance fees as the fees are collected by the Company’s CCRC JV, net of CCRC JV entrance fee amortization.
Reconciliation of Company's Revenues by Segment	The following table summarizes the Company’s revenues by segment (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Segment 2017 2016 2017 2016 Senior housing triple-net $ 77,220 $ 104,262 $ 255,332 $ 319,989 SHOP 126,040 170,739 391,684 500,704 Life science 90,174 90,847 262,224 269,994 Medical office 119,847 113,653 357,381 331,881 Other non-reportable segments 40,742 51,056 138,498 166,781 Total revenues $ 454,023 $ 530,557 $ 1,405,119 $ 1,589,349

Earnings Per Common Share (Tabl

Earnings Per Common Share (Tables)	9 Months Ended
Earnings Per Common Share (Tables)	Sep. 30, 2017
Earnings Per Share [Abstract]
Computation of Basic and Diluted Earnings per Share	The following table illustrates the computation of basic and diluted earnings per share (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Numerator Net income (loss) from continuing operations $ (5,720 ) $ 45,826 $ 480,558 $ 294,630 Noncontrolling interests' share in earnings (1,937 ) (2,789 ) (7,687 ) (9,540 ) Net income (loss) attributable to HCP, Inc. (7,657 ) 43,037 472,871 285,090 Less: Participating securities' share in earnings (131 ) (326 ) (560 ) (977 ) Income (loss) from continuing operations applicable to common shares (7,788 ) 42,711 472,311 284,113 Discontinued operations — 108,213 — 283,996 Net income (loss) applicable to common shares $ (7,788 ) $ 150,924 $ 472,311 $ 568,109 Denominator Basic weighted average shares outstanding 468,975 467,628 468,642 466,931 Dilutive potential common shares - equity awards — 207 186 201 Diluted weighted average common shares 468,975 467,835 468,828 467,132 Basic earnings per common share Continuing operations $ (0.02 ) $ 0.09 $ 1.01 $ 0.61 Discontinued operations — 0.23 — 0.61 Net income (loss) applicable to common shares $ (0.02 ) $ 0.32 $ 1.01 $ 1.22 Diluted earnings per common share Continuing operations $ (0.02 ) $ 0.09 $ 1.01 $ 0.61 Discontinued operations — 0.23 — 0.61 Net income (loss) applicable to common shares $ (0.02 ) $ 0.32 $ 1.01 $ 1.22

Supplemental Cash Flow Inform40

Supplemental Cash Flow Information (Tables)	9 Months Ended
Supplemental Cash Flow Information (Tables)	Sep. 30, 2017
Supplemental Cash Flow Elements [Abstract]
Supplemental Cash Flow Information	The following table provides supplemental cash flow information (in thousands): Nine Months Ended September 30, 2017 2016 Supplemental cash flow information: Interest paid, net of capitalized interest $ 261,799 $ 401,628 Income taxes paid 9,897 5,734 Capitalized interest 12,607 8,490 Supplemental schedule of non-cash investing and financing activities: Accrued construction costs 63,515 60,897 Non-cash acquisitions and dispositions settled with receivables and restricted cash held in connection with Section 1031 transactions — 15,570 Vesting of restricted stock units and conversion of non-managing member units into common stock 2,464 6,620 Mortgages and other liabilities assumed with real estate acquisitions 3,678 78,131 Unrealized gains (losses) on available-for-sale securities and derivatives designated as cash flow hedges, net (56 ) 1,531

Variable Interest Entities (Tab

Variable Interest Entities (Tables)	9 Months Ended
Variable Interest Entities (Tables)	Sep. 30, 2017
Variable Interest Entities [Abstract]
Schedule of Variable Interest Entities	The classification of the related assets and liabilities and the maximum loss exposure as a result of the Company’s involvement with these VIEs at September 30, 2017 was as follows (in thousands): VIE Type Asset/Liability Type Maximum Loss Exposure and Carrying Amount (1) VIE tenants - DFLs (2) Net investment in DFLs $ 602,501 VIE tenants - operating leases (2) Lease intangibles, net and straight-line rent receivables 5,183 CCRC OpCo Investments in unconsolidated joint ventures 214,140 RIDEA II PropCo Investments in unconsolidated joint ventures 251,419 Development JVs Investments in unconsolidated joint ventures 11,202 Tandem Health Care Loans Receivable, net 197,374 Loan - Senior Secured Loans Receivable, net 141,574 Loan - Seller Financing Loans Receivable, net 10,000 CMBS and LLC investment Marketable debt and cost method investment 33,630 _______________________________________ (1) The Company’s maximum loss exposure represents the aggregate carrying amount of such investments (including accrued interest). (2) The Company’s maximum loss exposure may be mitigated by re-leasing the underlying properties to new tenants upon an event of default.
Consolidated Assets and Liabilities of Variable Interest Entities	Total assets at September 30, 2017 and December 31, 2016 include VIE assets as follows (in thousands): September 30, 2017 December 31, 2016 Assets Building and improvements $ 2,833,834 $ 3,522,310 Developments in process 22,860 31,953 Land 227,682 327,241 Accumulated depreciation (584,621 ) (676,276 ) Net real estate 2,499,755 3,205,228 Investments in and advances to unconsolidated joint ventures 2,119 3,641 Accounts receivable, net 9,964 19,996 Cash and cash equivalents 36,262 35,844 Restricted cash 2,137 22,624 Intangible assets, net 132,905 169,027 Other assets, net 56,854 69,562 Total assets $ 2,739,996 $ 3,525,922 Liabilities Mortgage debt 45,067 520,870 Intangible liabilities, net 9,170 8,994 Accounts payable and accrued expenses 102,780 120,719 Deferred revenue 18,162 23,456 Total liabilities $ 175,179 $ 674,039

Concentration of Credit Risk (T

Concentration of Credit Risk (Tables)	9 Months Ended
Concentration of Credit Risk (Tables)	Sep. 30, 2017
Risks and Uncertainties [Abstract]
Schedule of Concentration of Credit Risk	The following tables provide information regarding the Company’s concentrations of credit risk with respect to certain tenants: Percentage of Gross Assets Total Company Senior Housing Triple-Net September 30, December 31, September 30, December 31, Tenant 2017 2016 2017 2016 Brookdale (1) 11% 17% 42% 69% Percentage of Revenues Total Company Revenues Senior Housing Triple-Net Revenues Three Months Ended September 30, Nine Months Ended September 30, Three Months Ended September 30, Nine Months Ended September 30, Tenant 2017 2016 2017 2016 2017 2016 2017 2016 Brookdale (1) 8% 12% 10% 12% 48% 60% 53% 59% _______________________________________ (1) Includes assets and revenues from 64 senior housing triple-net facilities that were classified as held for sale at December 31, 2016 and sold in March 2017.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
Fair Value Measurements (Tables)	Sep. 30, 2017
Financial Instruments, Owned, at Fair Value [Abstract]
Summary of Carry Amounts and Fair Value of Financial Instruments	The table below summarizes the carrying amounts and fair values of the Company’s financial instruments (in thousands): September 30, 2017 (4) December 31, 2016 (4) Carrying Value Fair Value Carrying Value Fair Value Loans receivable, net (2) $ 402,152 $ 402,267 $ 807,954 $ 807,505 Marketable debt securities (2) 18,567 18,567 68,630 68,630 Marketable equity securities (1) 74 74 76 76 Warrants (3) 58 58 19 19 Bank line of credit (2) 605,837 605,837 899,718 899,718 Term loans (2) 226,205 226,205 440,062 440,062 Senior unsecured notes (1) 6,393,926 6,769,010 7,133,538 7,386,149 Mortgage debt (2) 145,417 131,419 623,792 609,374 Other debt (2) 94,818 94,818 92,385 92,385 Interest-rate swap liabilities (2) 2,980 2,980 4,857 4,857 Currency swap asset (2) — — 2,920 2,920 Cross currency swap liability (2) 9,469 9,469 — — _______________________________________ (1) Level 1: Fair value calculated based on quoted prices in active markets. (2) Level 2: Fair value based on (i) for marketable debt securities, quoted prices for similar or identical instruments in active or inactive markets, respectively, or (ii) or for loans receivable, net, mortgage debt, and swaps, calculated utilizing standardized pricing models in which significant inputs or value drivers are observable in active markets. For bank line of credit, term loans and other debt, the carrying values are a reasonable estimate of fair value because the borrowings are primarily based on market interest rates and the Company’s credit rating. (3) Level 3: Fair value determined based on significant unobservable market inputs using standardized derivative pricing models. (4) During the nine months ended September 30, 2017 and year ended December 31, 2016 , there were no material transfers of financial assets or liabilities within the fair value hierarchy.

Derivative Financial Instrume44

Derivative Financial Instruments (Tables)	9 Months Ended
Derivative Financial Instruments (Tables)	Sep. 30, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Derivative Instruments	The following table summarizes the Company’s outstanding interest-rate and cross currency swap contracts at September 30, 2017 (dollars and GBP in thousands): Date Entered Maturity Date Hedge Designation Notional Pay Rate Receive Rate Fair Value (1) Interest rate: July 2005 (2) July 2020 Cash Flow $ 44,000 3.82% BMA Swap Index $ (2,980 ) Cross currency swap: April 2017 (3) February 2019 Net Investment £105,000 / $131,400 2.58% 3.75 % $ (9,469 ) _______________________________________ (1) Derivative assets are recorded in other assets, net and derivative liabilities are recorded in accounts payable and accrued liabilities on the consolidated balance sheets. (2) Represents three interest-rate swap contracts, which hedge fluctuations in interest payments on variable-rate secured debt due to overall changes in hedged cash flows. (3) Represents a cross currency swap to pay 2.584% on £105 million and receive 3.75% on $131 million through February 1, 2019, with an initial and final exchange of principals at origination and maturity at a rate of 1.251 USD/GBP. Hedges the risk of changes in the USD equivalent value of a portion of the Company’s net investment in its consolidated GBP subsidiaries’ attributable to changes in the USD/GBP exchange rate.

Business - Master Lease Transac

Business - Master Lease Transactions (Details) $ in Millions	Nov. 01, 2017USD ($)property	Dec. 31, 2017property	Sep. 30, 2017facility	Dec. 31, 2016facility	Jan. 01, 2018USD ($)property
Senior housing triple-net
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of SH NNN facilities transitioned to RIDEA structure \| facility			4	17
Affiliated Entity \| Master Lease Transactions \| Forecast \| Assets Leased to Others \| Senior housing triple-net
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Amount of annual rent cut \| $					$ 5
Number of assets with annual rent cut					3
Number of SH NNN facilities transitioned to RIDEA structure		5
Affiliated Entity \| Master Lease Transactions \| Subsequent Event \| Assets Leased to Others \| Senior housing triple-net
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties	34
Properties with right to sell or transition to other operator	32
Right to sell and transfer period for operating leases	1 year
Properties transitioned to cash flow leases expiration period	2 years
Number of assets to be sold	2
Total consideration for disposition of real estate \| $	$ 35
Brookdale \| Affiliated Entity \| Master Lease Transactions \| Subsequent Event \| Assets Leased to Others
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties	78

Business - Joint Venture Transa

Business - Joint Venture Transactions (Details) $ in Millions	Nov. 01, 2017USD ($)propertyagreement	Sep. 30, 2017
RIDEA I
Variable Interest Entity [Line Items]
Ownership percentage (as a percent)		90.00%
RIDEA III
Variable Interest Entity [Line Items]
Ownership percentage (as a percent)		90.00%
CCRC JV \| SHOP
Variable Interest Entity [Line Items]
Investment ownership percentage		49.00%
Master Lease Transactions \| Affiliated Entity \| Subsequent Event \| RIDEA I
Variable Interest Entity [Line Items]
Percentage of interest acquired	10.00%
Master Lease Transactions \| Affiliated Entity \| Subsequent Event \| RIDEA III
Variable Interest Entity [Line Items]
Percentage of interest acquired	10.00%
Master Lease Transactions \| Affiliated Entity \| Assets Leased to Others \| RIDEA Facilities \| Subsequent Event
Variable Interest Entity [Line Items]
Number of properties	58
Number of assets under management agreement	2
Master Lease Transactions \| Affiliated Entity \| SHOP \| Assets Leased to Others \| RIDEA Facilities \| Subsequent Event
Variable Interest Entity [Line Items]
Number of properties	36
Base management fee, percentage of gross revenue	5.00%
Percentage of annual increase in management fee	1.00%
Management fee annual rent increase period	2 years
Number of assets to be sold	4
Total consideration for disposition of real estate \| $	$ 239
Number of assets under management agreement	18
Number of management agreement with termination rights \| agreement	7
Management agreements with termination rights period	10 years
Master Lease Transactions \| Affiliated Entity \| Maximum \| SHOP \| Assets Leased to Others \| RIDEA Facilities \| Subsequent Event
Variable Interest Entity [Line Items]
Base management fee, percentage of gross revenue	7.00%
Master Lease Transactions \| Affiliated Entity \| CCRC JV \| SHOP
Variable Interest Entity [Line Items]
Investment ownership percentage		49.00%
Ownership interest held by Parent		51.00%

Business - RIDEA II Sale Transa

Business - RIDEA II Sale Transaction (Details) - USD ($) $ in Thousands	Nov. 01, 2017	Jan. 31, 2017	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sales of real estate, net			$ 5,182	$ (9)	$ 322,852	$ 119,605
HCP/CPA/Brookdale JV
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Debt provided		$ 602,000
Debt provided by third-party		360,000
Debt provided by entity		242,000
Net proceeds from the RIDEA II transaction		480,000
Proceeds from note receivable		$ 242,000
RIDEA II \| HCP/CPA/Brookdale JV
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Investment ownership percentage		40.00%
Gain (loss) on sales of real estate, net		$ 99,000
RIDEA II \| HCP/CPA/Brookdale JV
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Debt provided by entity		$ 242,000
RIDEA II \| Subsequent Event \| HCP/CPA/Brookdale JV
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Equity method investment ownership interest disposed	40.00%
Note receivable payment period	1 year
Consideration for disposal of equity method investment	$ 332,000

Real Estate Property Investme48

Real Estate Property Investments - Schedule of Real Estate Acquisitions (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Real estate acquisitions
Consideration, Cash Paid/Debt Settled	$ 135,816	$ 257,242
Consideration, Liabilities assumed	3,678	78,131
Assets Acquired, Real Estate	135,609	313,422
Assets Acquired, Net Intangibles	3,885	21,951
Senior housing triple-net
Real estate acquisitions
Consideration, Cash Paid/Debt Settled		76,362
Consideration, Liabilities assumed		1,200
Assets Acquired, Real Estate		71,875
Assets Acquired, Net Intangibles		5,687
SHOP
Real estate acquisitions
Consideration, Cash Paid/Debt Settled		113,971
Consideration, Liabilities assumed		76,931
Assets Acquired, Real Estate		177,551
Assets Acquired, Net Intangibles		13,351
Life science
Real estate acquisitions
Consideration, Cash Paid/Debt Settled	87,467	49,000
Consideration, Liabilities assumed	2,841	0
Assets Acquired, Real Estate	91,208	47,400
Assets Acquired, Net Intangibles	(900)	1,600
Medical office
Real estate acquisitions
Consideration, Cash Paid/Debt Settled	48,349
Consideration, Liabilities assumed	837
Assets Acquired, Real Estate	44,401
Assets Acquired, Net Intangibles	$ 4,785
Other non-reportable segments
Real estate acquisitions
Consideration, Cash Paid/Debt Settled		17,909
Consideration, Liabilities assumed		0
Assets Acquired, Real Estate		16,596
Assets Acquired, Net Intangibles		$ 1,313

Real Estate Property Investme49

Real Estate Property Investments - Narrative (Details) ft² in Thousands, $ in Thousands	1 Months Ended	3 Months Ended	9 Months Ended
	Oct. 31, 2017USD ($)ft²property	Sep. 30, 2017USD ($)property	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)
Real Estate [Line Items]
Impairments (recoveries), net			$ 22,590	$ 0
Casualty-related loss, net insurance proceeds		$ 11,000	$ 9,912	$ 0
Property damage related to casualty loss		6,000
Other associated costs related to casualty loss		5,000
Deferred tax benefit associated with casualty related losses		$ 2,000
Senior housing triple-net
Real Estate [Line Items]
Number of real estate properties impaired \| property		11
Impairments (recoveries), net		$ 23,000
Hayden Research Campus \| Subsequent Event \| Life science
Real Estate [Line Items]
Amount of consideration transferred to acquire property	$ 228,000
Hayden Research Campus \| Building \| Subsequent Event \| Life science
Real Estate [Line Items]
Number of properties \| property	2
Area of real estate property \| ft²	400
Percentage of rentable area leased	66.00%
Other income (expense), net
Real Estate [Line Items]
Casualty-related loss, net insurance proceeds		10,000
Equity income (loss) from unconsolidated joint ventures
Real Estate [Line Items]
Casualty-related loss, net insurance proceeds		$ 1,000

Discontinued Operations and D50

Discontinued Operations and Dispositions of Real Estate - QCP (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)	Oct. 31, 2016property
Costs and expenses:
Depreciation and amortization			$ 0	$ (4,401)
Income tax benefit (expense)	$ 0	$ 1,789	$ 0	(47,721)
QCP \| Discontinued Operations, Held-for-sale
Revenues:
Rental and related revenues		6,898		20,620
Tenant recoveries		386		1,147
Income from direct financing leases		116,429		345,940
Total revenues		123,713		367,707
Costs and expenses:
Depreciation and amortization		(1,467)		(4,401)
Operating		(1,033)		(3,076)
General and administrative		(6)		(68)
Acquisition and pursuit costs		(14,805)		(28,509)
Other income (expense), net		22		64
Income (loss) before income taxes		106,424		331,717
Income tax benefit (expense)		1,789		(47,721)
Total discontinued operations		$ 108,213		$ 283,996
QCP \| Spinoff
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties \| property					338

Discontinued Operations and D51

Discontinued Operations and Dispositions of Real Estate - HCR ManorCare, Inc. (Details) - USD ($)	1 Months Ended	3 Months Ended			9 Months Ended		12 Months Ended
	Dec. 31, 2015	Sep. 30, 2017	Sep. 30, 2016	Mar. 31, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016	Dec. 31, 2011
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
DFL income		$ 13,240,000	$ 14,234,000		$ 40,516,000	$ 44,791,000
Maximum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Federal and state built-in gain tax from assets sold								$ 2,000,000,000
HCRMC
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
DFL income						$ 346,000,000
DFL accretion							$ 0
Federal and state built-in gain tax from assets sold, term								10 years
Federal built-in gain tax from assets sold, federal term	5 years
State built-in gain from assets sold				$ 49,000,000

Discontinued Operations and D52

Discontinued Operations and Dispositions of Real Estate - Disposition of Real Estate (Details) $ in Thousands	1 Months Ended				3 Months Ended		9 Months Ended
	Aug. 31, 2017USD ($)property	Apr. 30, 2017USD ($)property	Mar. 31, 2017USD ($)property	Jan. 31, 2017USD ($)facility	Sep. 30, 2017USD ($)property	Sep. 30, 2016USD ($)	Sep. 30, 2017USD ($)property	Sep. 30, 2016USD ($)property	Dec. 31, 2016USD ($)property
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale, net					$ 216,074		$ 216,074		$ 927,866
Real estate and other related assets, net									$ 809,000
Gain (loss) on sales of real estate, net					$ 5,182	$ (9)	322,852	$ 119,605
Proceeds from sales of real estate, net							$ 1,249,993	211,810
Building
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sales of real estate, net								$ 120,000
California
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Total consideration for disposition of real estate		$ 27,000
Senior housing triple-net
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		64
Senior housing triple-net \| Building
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties disposed \| property	2							2
Gain (loss) on sales of real estate, net	$ 5,000
Proceeds from sales of real estate, net	$ 15,000
Senior housing triple-net \| Brookdale Senior Living
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties classified as held for sale \| property			64
Total consideration for disposition of real estate			$ 1,125,000
Gain (loss) on sales of real estate, net			$ 170,000
Life science
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties classified as held for sale \| property					4		4		4
Number of properties disposed \| facility				4
Total consideration for disposition of real estate				$ 76,000
Gain (loss) on sales of real estate, net				$ 45,000
Life science \| Building
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties disposed \| property								1
Proceeds from sales of real estate, net								$ 74,000
Life science \| California \| Building
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties disposed \| property		1
Gain (loss) on sales of real estate, net		$ 1,000
Proceeds from sales of real estate, net		$ 5,000
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									1
SHOP \| Building
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties disposed \| property								1
Proceeds from sales of real estate, net								$ 6,000
Post-acute/skilled nursing \| Building
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties disposed \| property								5
Post-acute/skill nursing and senior housing triplet-net \| Building
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sales of real estate, net								$ 130,000
Medical office \| Building
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of properties disposed \| property								3
Proceeds from sales of real estate, net								$ 20,000
Real Estate
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale, net					$ 199,000		$ 199,000

Net Investment in Direct Fina53

Net Investment in Direct Financing Leases - Direct Financing Leases (Details) $ in Thousands	1 Months Ended
	Feb. 28, 2017USD ($)	Sep. 30, 2017USD ($)property	Dec. 31, 2016USD ($)property
Capital Leased Assets [Line Items]
Minimum lease payments receivable		$ 1,076,049	$ 1,108,237
Estimated residual value		504,457	539,656
Less unearned income		(865,402)	(895,304)
Net investment in direct financing leases		$ 715,104	$ 752,589
Properties subject to direct financing leases \| property		29	30
Florida
Capital Leased Assets [Line Items]
Proceeds from sale of leased assets	$ 43,000
Gain on sale of a property within a direct financing lease	$ 4,000

Net Investment in Direct Fina54

Net Investment in Direct Financing Leases - Direct Financing Lease Internal Ratings (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017USD ($)property	Sep. 30, 2016USD ($)	Sep. 30, 2017USD ($)property	Sep. 30, 2016USD ($)	Dec. 31, 2016USD ($)property
Net Investment in Direct Financing Leases
Net investment in direct financing leases	$ 715,104		$ 715,104		$ 752,589
Percentage of DFL Portfolio	100.00%		100.00%
Properties subject to direct financing leases \| property	29		29		30
DFL income	$ 13,240	$ 14,234	$ 40,516	$ 44,791
DFL Watchlist Portfolio
Net Investment in Direct Financing Leases
DFL income	4,000	3,000	10,000	10,000
Cash payments received	5,000	$ 5,000	14,000	$ 15,000
Performing Loans
Net Investment in Direct Financing Leases
Net investment in direct financing leases	357,987		357,987
Watch List DFLs
Net Investment in Direct Financing Leases
Net investment in direct financing leases	357,117		357,117
Workout DFLs
Net Investment in Direct Financing Leases
Net investment in direct financing leases	0		0
Senior housing triple-net
Net Investment in Direct Financing Leases
Net investment in direct financing leases	$ 630,500		$ 630,500
Percentage of DFL Portfolio	88.00%		88.00%
Senior housing triple-net \| DFL Watchlist Portfolio
Net Investment in Direct Financing Leases
Net investment in direct financing leases	$ 357,000		$ 357,000		$ 361,000
Properties subject to direct financing leases \| property	14		14
Senior housing triple-net \| Performing Loans
Net Investment in Direct Financing Leases
Net investment in direct financing leases	$ 273,383		$ 273,383
Senior housing triple-net \| Watch List DFLs
Net Investment in Direct Financing Leases
Net investment in direct financing leases	357,117		357,117
Senior housing triple-net \| Workout DFLs
Net Investment in Direct Financing Leases
Net investment in direct financing leases	0		0
Other non-reportable segments
Net Investment in Direct Financing Leases
Net investment in direct financing leases	$ 84,604		$ 84,604
Percentage of DFL Portfolio	12.00%		12.00%
Other non-reportable segments \| Performing Loans
Net Investment in Direct Financing Leases
Net investment in direct financing leases	$ 84,604		$ 84,604
Other non-reportable segments \| Watch List DFLs
Net Investment in Direct Financing Leases
Net investment in direct financing leases	0		0
Other non-reportable segments \| Workout DFLs
Net Investment in Direct Financing Leases
Net investment in direct financing leases	$ 0		$ 0

Loans Receivable - Schedule of

Loans Receivable - Schedule of Loans Receivable (Details) $ in Thousands, £ in Millions	Sep. 30, 2017USD ($)	Sep. 30, 2017GBP (£)	Dec. 31, 2016USD ($)	Dec. 31, 2016GBP (£)
Loans Receivable:
Mezzanine	$ 277,299		$ 615,188
Loans receivable, other	184,880		195,946
Unamortized discounts, fees and costs	(607)		(3,180)
Allowance for loan losses	(59,420)		0
Loans receivable, net	402,152		807,954
Real Estate Secured
Loans Receivable:
Mezzanine	0		0
Loans receivable, other	184,880		195,946
Unamortized discounts, fees and costs	0		413
Allowance for loan losses	0		0
Loans receivable, net	184,880		196,359
Other Secured
Loans Receivable:
Mezzanine	277,299		615,188
Loans receivable, other	0		0
Unamortized discounts, fees and costs	(607)		(3,593)
Allowance for loan losses	(59,420)		0
Loans receivable, net	217,272		611,595
HC-One Facility
Loans Receivable:
Mezzanine			348,000	£ 282
Unamortized discounts, fees and costs			3,000	2
Maria Mallaband Loans
Loans Receivable:
Loans receivable, other	$ 163,000	£ 122	$ 140,000	£ 113

Loans Receivable - Schedule o56

Loans Receivable - Schedule of Loans Receivable Internal Ratings (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Financing Receivable, Recorded Investment [Line Items]
Percentage of Loan Portfolio	100.00%
Loans receivable, net	$ 402,152	$ 807,954
Performing Loans
Financing Receivable, Recorded Investment [Line Items]
Loans receivable, net	204,778
Watch List Loans
Financing Receivable, Recorded Investment [Line Items]
Loans receivable, net	0
Workout Loans
Financing Receivable, Recorded Investment [Line Items]
Loans receivable, net	$ 197,374
Real Estate Secured
Financing Receivable, Recorded Investment [Line Items]
Percentage of Loan Portfolio	46.00%
Loans receivable, net	$ 184,880	196,359
Real Estate Secured \| Performing Loans
Financing Receivable, Recorded Investment [Line Items]
Loans receivable, net	184,880
Real Estate Secured \| Watch List Loans
Financing Receivable, Recorded Investment [Line Items]
Loans receivable, net	0
Real Estate Secured \| Workout Loans
Financing Receivable, Recorded Investment [Line Items]
Loans receivable, net	$ 0
Other Secured
Financing Receivable, Recorded Investment [Line Items]
Percentage of Loan Portfolio	54.00%
Loans receivable, net	$ 217,272	$ 611,595
Other Secured \| Performing Loans
Financing Receivable, Recorded Investment [Line Items]
Loans receivable, net	19,898
Other Secured \| Watch List Loans
Financing Receivable, Recorded Investment [Line Items]
Loans receivable, net	0
Other Secured \| Workout Loans
Financing Receivable, Recorded Investment [Line Items]
Loans receivable, net	$ 197,374

Loans Receivable - Narrative (D

Loans Receivable - Narrative (Details) $ in Thousands, £ in Millions	Oct. 25, 2017USD ($)	Aug. 31, 2017USD ($)	Jul. 31, 2017USD ($)	Jun. 30, 2017USD ($)	Jun. 30, 2017GBP (£)	Mar. 31, 2017USD ($)	Mar. 31, 2017GBP (£)	Sep. 30, 2017USD ($)	Jun. 30, 2017USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)	Dec. 31, 2016USD ($)	May 31, 2015USD ($)	Jun. 30, 2013USD ($)	Jul. 31, 2012USD ($)
Loans Receivable:
Loans receivable, other								$ 184,880			$ 184,880		$ 195,946
Loans receivable, net								402,152			402,152		807,954
Allowance for loan losses											59,420	$ 0
HC-One Facility
Loans Receivable:
Cash payments received from borrower				$ 367,000	£ 283
Other Secured
Loans Receivable:
Loans receivable, other								0			0		0
Loans receivable, net								217,272			217,272		611,595
Tandem Mezzanine Loan
Loans Receivable:
Cash payments received from borrower								$ 8,000		$ 8,000	$ 23,000	$ 23,000
Loans receivable, other			$ 257,000
Loan receivable, blended annual rate (as a percent)								11.50%			11.50%
Default interest per year (as a percent)								16.50%			16.50%
Loans receivable, additional interest upaid											5.00%
Loans receivable, net				$ 200,000				$ 197,000	$ 200,000		$ 197,000		$ 256,000
Letter of intend, discounted repayment value			197,000
Non-refundable deposit to secure the right to repay by October 25, 2017		$ 2,000	2,000
Non-refundable deposit to extend repayment to December 31, 2017			4,000
Principal payment amount to extend repayment date to December 31, 2017			$ 50,000
Allowance for loan losses								$ 3,000	$ 57,000
Tandem Mezzanine Loan \| Maximum
Loans Receivable:
Loans receivable, other																$ 205,000
Tandem Health Care Loan - First Tranche
Loans Receivable:
Loans receivable, other															$ 100,000
Loan receivable, interest rate payable (as a percent)															12.00%
Tandem Health Care Loan - Second Tranche
Loans Receivable:
Loans receivable, other															$ 102,000
Loan receivable, interest rate payable (as a percent)															14.00%
Tandem Health Care Loan Third Tranche
Loans Receivable:
Loans receivable, other														$ 50,000
Loan receivable, interest rate payable (as a percent)														6.00%
Tandem Health Care Loan Fourth Tranche
Loans Receivable:
Loans receivable, other														$ 5,000
Loan receivable, interest rate payable (as a percent)														6.00%
Four Seasons
Loans Receivable:
Payment to purchase senior secured term loan						$ 35,000	£ 29
Subsequent Event \| Tandem Mezzanine Loan
Loans Receivable:
Non-refundable deposit to secure the right to repay by October 25, 2017	$ 4,000

Investments in and Advances t58

Investments in and Advances to Unconsolidated Joint Ventures - Schedule of Equity Method Investments (Details) $ in Thousands	Sep. 30, 2017USD ($)joint_venture	Dec. 31, 2016USD ($)
Company owned interests in entities, accounted under equity method:
Investments in and advances to unconsolidated joint ventures	$ 822,369	$ 571,491
CCRC JV \| SHOP
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	49.00%
Investments in and advances to unconsolidated joint ventures	$ 427,159	439,449
Number of unconsolidated joint ventures \| joint_venture	2
RIDEA II \| SHOP
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	40.00%
Investments in and advances to unconsolidated joint ventures	$ 257,766	0
Life Science JVs \| Life science
Company owned interests in entities, accounted under equity method:
Investments in and advances to unconsolidated joint ventures	$ 64,111	67,879
Life Science JVs \| Life science \| Minimum
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	50.00%
Life Science JVs \| Life science \| Maximum
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	63.00%
Torrey Pines Science Center, LP \| Life science
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	50.00%
Britannia Biotech Gateway, LP \| Life science
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	55.00%
LASDK, LP \| Life science
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	63.00%
MBK JV \| SHOP
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	50.00%
Investments in and advances to unconsolidated joint ventures	$ 38,366	38,909
Development JVs \| SHOP
Company owned interests in entities, accounted under equity method:
Investments in and advances to unconsolidated joint ventures	$ 19,867	10,459
Number of unconsolidated joint ventures \| joint_venture	4
Development JVs \| SHOP \| Minimum
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	50.00%
Development JVs \| SHOP \| Maximum
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	90.00%
Vintage Park Development JV \| Life science
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	85.00%
Waldwick \| Life science
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	85.00%
Otay Ranch \| Life science
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	90.00%
MBK Development JV \| Life science
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	50.00%
Medical Office JVs \| Medical office
Company owned interests in entities, accounted under equity method:
Investments in and advances to unconsolidated joint ventures	$ 13,620	13,438
Number of unconsolidated joint ventures \| joint_venture	3
Medical Office JVs \| Medical office \| Minimum
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	20.00%
Medical Office JVs \| Medical office \| Maximum
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	67.00%
HCP Ventures VI, LLC \| Medical office
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	20.00%
H C P Ventures III, LLC \| Medical office
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	30.00%
Suburban Properties, LLC \| Medical office
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	67.00%
K&Y JVs \| Other non-reportable segments
Company owned interests in entities, accounted under equity method:
Investment ownership percentage	80.00%
Investments in and advances to unconsolidated joint ventures	$ 1,465	1,342
Advances to unconsolidated joint ventures, net
Company owned interests in entities, accounted under equity method:
Investments in and advances to unconsolidated joint ventures	$ 15	$ 15

Intangibles - Intangibles Lease

Intangibles - Intangibles Lease Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Intangibles
Gross intangible lease assets	$ 775,848	$ 911,697
Accumulated depreciation and amortization	(374,981)	(431,892)
Net intangible lease assets	$ 400,867	$ 479,805

Intangibles - Intangibles Lea60

Intangibles - Intangibles Lease Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Intangibles
Gross intangible lease liabilities	$ 124,454	$ 163,924
Accumulated depreciation and amortization	(71,027)	(105,779)
Net intangible lease liabilities	$ 53,427	$ 58,145

Other Assets - Schedule of Othe

Other Assets - Schedule of Other Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Other Assets [Abstract]
Straight-line rent receivables, net of allowance of $22,705 and $25,059, respectively	$ 313,627	$ 311,776
Leasing costs and inducements, net	102,557	156,820
Deferred tax assets	60,254	42,458
Goodwill	47,019	42,386
Marketable debt securities, net	18,567	68,630
Other	74,145	89,554
Total other assets, net	616,169	711,624
Allowance on straight-line rent receivables	$ 22,705	$ 25,059

Other Assets - Narrative (Detai

Other Assets - Narrative (Details) - 1 months ended Mar. 31, 2017 - Four Seasons £ in Millions, $ in Millions	USD ($)	GBP (£)	GBP (£)
Other assets
Marketable debt security, par value			£ 138.5
Marketable debt security, par value, discounted	$ 101		83
Market debt security, carrying value	50		£ 41
Other income, net
Other assets
Gain on sale	$ 51	£ 42

Debt - Bank Line of Credit and

Debt - Bank Line of Credit and Term Loans (Details) £ in Millions	Oct. 19, 2017USD ($)renewal_option	Jun. 30, 2017GBP (£)	Jan. 31, 2015	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2017GBP (£)	Dec. 31, 2016USD ($)	Jul. 30, 2012GBP (£)
Debt Instrument
Net repayment under bank line of credit				$ 339,826,000	$ 135,000,000
Bank line of credit				605,837,000			$ 899,718,000
Debt				7,371,385,000
Outstanding balance on term loan				$ 226,205,000			$ 440,062,000
Line of Credit and Term Loan
Debt Instrument
Debt instrument, covenant debt to assets (as a percent)				60.00%		60.00%
Debt instrument, covenant secured debt to assets (as a percent)				30.00%		30.00%
Debt instrument, covenant unsecured debt to unencumbered assets (as a percent)				60.00%		60.00%
Debt instrument, covenant minimum fixed charge coverage ratio				1.5		1.5
Debt instrument, covenant net worth				$ 6,500,000,000
Bank Line of Credit
Debt Instrument
Line of credit facility, maximum borrowing capacity				$ 2,000,000,000
Length of debt instrument extension period				1 year
Cost of debt extension				0.30%
Debt instrument, facility fee (as a percent)				0.20%
Line of credit facility additional aggregate amount, maximum				$ 500,000,000
Net repayment under bank line of credit				316,000,000
Bank line of credit				$ 141,000,000
Line of credit, portion denominated in GBP \| £						£ 105
Weighted-average interest rate (as a percent)				2.40%		2.40%
Debt				$ 605,837,000
2012 Term Loan
Debt Instrument
Debt \| £								£ 137
2015 Term Loan
Debt Instrument
Repayments of debt \| £		£ 51
Term of facility			4 years
Term of the interest rate swap agreement			3 years
Term loans, portion denominated in GBP \| £						£ 169
Outstanding balance on term loan				$ 226,000,000
LIBOR \| Bank Line of Credit
Debt Instrument
Debt instrument, basis spread on variable rate (as a percent)				1.05%
GBP LIBOR \| 2015 Term Loan
Debt Instrument
Debt instrument, basis spread on variable rate (as a percent)		1.15%
Subsequent Event \| Bank Line of Credit \| Revolving Credit Facility \| New Facility
Debt Instrument
Line of credit facility, maximum borrowing capacity	$ 2,000,000,000
Length of debt instrument extension period	6 months
Debt instrument, facility fee (as a percent)	0.20%
Line of credit facility additional aggregate amount, maximum	$ 750,000,000
Number of extensions \| renewal_option	2
Subsequent Event \| Bank Line of Credit \| Revolving Credit Facility \| LIBOR \| New Facility
Debt Instrument
Debt instrument, basis spread on variable rate (as a percent)	1.00%

Debt - Senior Unsecured Notes (

Debt - Senior Unsecured Notes (Details) - USD ($)	Jul. 27, 2017	May 01, 2017	Nov. 30, 2016	Sep. 15, 2016	Feb. 01, 2016	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Debt Instrument
Total debt before discount, net						$ 7,421,932,000		$ 7,421,932,000
Loss on extinguishment of debt						54,227,000	$ 0	54,227,000	$ 0
Senior unsecured notes						6,393,926,000		6,393,926,000		$ 7,133,538,000
Unsecured Debt
Debt Instrument
Total debt before discount, net						6,450,000,000		6,450,000,000
Senior unsecured notes						$ 0		$ 0		$ 0
Unsecured Note 5.625%
Debt Instrument
Repayment of senior unsecured notes	$ 500,000,000	$ 250,000,000
Percentage of stated interest rate	5.375%	5.625%
Loss on extinguishment of debt	$ 54,000,000
Unsecured Note 3.75%
Debt Instrument
Repayment of senior unsecured notes					$ 500,000,000
Percentage of stated interest rate					3.75%
Unsecured Note 6.3%
Debt Instrument
Repayment of senior unsecured notes				$ 400,000,000
Percentage of stated interest rate				6.30%
Unsecured Note 6.0%
Debt Instrument
Repayment of senior unsecured notes			$ 500,000,000
Percentage of stated interest rate			6.00%
Unsecured Note 6.7%
Debt Instrument
Repayment of senior unsecured notes			$ 600,000,000
Percentage of stated interest rate			6.70%

Debt - Mortgage Debt (Details)

Debt - Mortgage Debt (Details) $ in Thousands, £ in Millions	Jun. 30, 2017GBP (£)	Mar. 31, 2017USD ($)	Sep. 30, 2017USD ($)facility	Sep. 30, 2017GBP (£)facility	Dec. 31, 2016USD ($)
Debt Instrument
Total debt before discount, net			$ 7,421,932
(Discounts), premiums and debt costs, net			(50,547)
Debt instruments, carrying amount			7,371,385
Other debt			94,818		$ 92,385
Debt maturing in 2017
Debt Instrument
2,017			847
Debt maturing in 2018
Debt Instrument
2,018			609,349
Debt maturing in 2019
Debt Instrument
2,019			680,380
Debt maturing in 2020
Debt Instrument
2,020			803,758
Debt maturing in 2021
Debt Instrument
2,021			711,117
Thereafter
Debt Instrument
Thereafter			4,616,481
2015 Term Loan
Debt Instrument
Repayments of debt \| £	£ 51
Term loans, portion denominated in GBP \| £				£ 169
Bank Line of Credit
Debt Instrument
Total debt before discount, net			605,837
(Discounts), premiums and debt costs, net			0
Debt instruments, carrying amount			$ 605,837
Line of credit, portion denominated in GBP \| £				£ 105
Weighted-average interest rate (as a percent)			2.40%	2.40%
Bank Line of Credit \| Debt maturing in 2017
Debt Instrument
2,017			$ 0
Bank Line of Credit \| Debt maturing in 2018
Debt Instrument
2,018			605,837
Bank Line of Credit \| Debt maturing in 2019
Debt Instrument
2,019			0
Bank Line of Credit \| Debt maturing in 2020
Debt Instrument
2,020			0
Bank Line of Credit \| Debt maturing in 2021
Debt Instrument
2,021			0
Bank Line of Credit \| Thereafter
Debt Instrument
Thereafter			0
Term loans
Debt Instrument
Total debt before discount, net			226,680
(Discounts), premiums and debt costs, net			(475)
Debt instruments, carrying amount			226,205
Term loans \| Debt maturing in 2017
Debt Instrument
2,017			0
Term loans \| Debt maturing in 2018
Debt Instrument
2,018			0
Term loans \| Debt maturing in 2019
Debt Instrument
2,019			226,680
Term loans \| Debt maturing in 2020
Debt Instrument
2,020			0
Term loans \| Debt maturing in 2021
Debt Instrument
2,021			0
Term loans \| Thereafter
Debt Instrument
Thereafter			0
Unsecured Debt
Debt Instrument
Total debt before discount, net			6,450,000
(Discounts), premiums and debt costs, net			(56,074)
Debt instruments, carrying amount			$ 6,393,926
Weighted-average interest rate (as a percent)			4.19%	4.19%
Weighted-average maturity			6 years
Unsecured Debt \| Minimum
Debt Instrument
Percentage of stated interest rate			2.79%	2.79%
Unsecured Debt \| Maximum
Debt Instrument
Percentage of stated interest rate			6.88%	6.88%
Unsecured Debt \| Debt maturing in 2017
Debt Instrument
2,017			$ 0
Unsecured Debt \| Debt maturing in 2018
Debt Instrument
2,018			0
Unsecured Debt \| Debt maturing in 2019
Debt Instrument
2,019			450,000
Unsecured Debt \| Debt maturing in 2020
Debt Instrument
2,020			800,000
Unsecured Debt \| Debt maturing in 2021
Debt Instrument
2,021			700,000
Unsecured Debt \| Thereafter
Debt Instrument
Thereafter			$ 4,500,000
Mortgage Debt
Debt Instrument
Number of healthcare facilities used to secure debt \| facility			16	16
Debt instrument, collateral, healthcare facilities carrying value			$ 303,000
Repayments of debt		$ 472,000
Total debt before discount, net			139,415
(Discounts), premiums and debt costs, net			6,002
Debt instruments, carrying amount			$ 145,417
Weighted-average interest rate (as a percent)			4.19%	4.19%
Weighted-average maturity			20 years
Mortgage Debt \| Minimum
Debt Instrument
Percentage of stated interest rate			2.01%	2.01%
Mortgage Debt \| Maximum
Debt Instrument
Percentage of stated interest rate			5.91%	5.91%
Mortgage Debt \| Debt maturing in 2017
Debt Instrument
2,017			$ 847
Mortgage Debt \| Debt maturing in 2018
Debt Instrument
2,018			3,512
Mortgage Debt \| Debt maturing in 2019
Debt Instrument
2,019			3,700
Mortgage Debt \| Debt maturing in 2020
Debt Instrument
2,020			3,758
Mortgage Debt \| Debt maturing in 2021
Debt Instrument
2,021			11,117
Mortgage Debt \| Thereafter
Debt Instrument
Thereafter			116,481
Life Care Bonds and Demand Notes
Debt Instrument
Other debt			$ 95,000

Commitments and Contingencies (

Commitments and Contingencies (Details)	Oct. 31, 2016USD ($)	Sep. 30, 2017USD ($)	Jun. 30, 2017USD ($)	Dec. 31, 2016USD ($)	Jul. 05, 2016lawsuit
Commitments and Contingencies
Loan amount outstanding		$ 605,837,000		$ 899,718,000
QCP \| Unsecured Revolving Credit Facility
Commitments and Contingencies
Loan amount outstanding	$ 100,000,000		$ 0
Permanent decrease in commitments for each month equal to retained cash flow (as a percent)	50.00%
Term of facility	1 year
Debt instrument, facility fee (as a percent)	0.50%
QCP \| LIBOR \| Unsecured Revolving Credit Facility
Commitments and Contingencies
Debt instrument , floor rate (as a percent)	1.00%
Debt instrument, basis spread on variable rate (as a percent)	6.25%
Pending Litigation \| Subodh V. HCR ManorCare Inc and Stearns V. HCR ManorCare, Inc
Commitments and Contingencies
Number of pending claims \| lawsuit					2

Equity (Details)

Equity (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Accumulated Other Comprehensive Loss
Cumulative foreign currency translation adjustment	$ (8,455)	$ (22,817)
Unrealized gains (losses) on cash flow hedges, net	(13,073)	(3,642)
Supplemental Executive Retirement plan minimum liability	(2,907)	(3,129)
Unrealized gains (losses) on available for sale securities	(56)	(54)
Total other comprehensive income (loss)	$ (24,491)	$ (29,642)

Segment Disclosures - Summary I

Segment Disclosures - Summary Information for the Reportable Segments (Details) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	Jan. 31, 2017USD ($)	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2017USD ($)facility	Sep. 30, 2016USD ($)	Dec. 31, 2016facility
Segment reporting information, revenues
Rental revenues		$ 442,249	$ 510,075	$ 1,354,145	$ 1,518,051
HCP share of unconsolidated JV revenues		84,884	53,814	248,379	160,779
Operating expenses		(155,338)	(187,714)	(467,582)	(542,751)
HCP share of unconsolidated JV operating expenses		(65,631)	(43,037)	(191,772)	(126,899)
Segment NOI		306,164	333,138	943,170	1,009,180
Adjustments to NOI		1,335	810	2,806	352
Adjusted NOI		307,499	333,948	945,976	1,009,532
Addback adjustments		(1,335)	(810)	(2,806)	(352)
Interest income		11,774	20,482	50,974	71,298
Interest expense		(71,328)	(117,860)	(235,834)	(361,255)
Depreciation and amortization		(130,588)	(141,407)	(397,893)	(421,181)
General and administrative		(23,523)	(34,781)	(67,287)	(83,011)
Acquisition and pursuit costs		(580)	(2,763)	(2,504)	(6,061)
Recoveries (impairments), net		(25,328)	0	(82,010)	0
Gain (loss) on sales of real estate, net		5,182	(9)	322,852	119,605
Loss on debt extinguishments		(54,227)	0	(54,227)	0
Other income (expense), net		(10,556)	1,432	40,723	5,064
Income tax benefit (expense)		5,481	424	14,630	(1,101)
Less: HCP share of unconsolidated JV NOI		(19,253)	(10,777)	(56,607)	(33,880)
Equity income (loss) from unconsolidated JVs		1,062	(2,053)	4,571	(4,028)
Discontinued operations		0	108,213	0	283,996
Net income (loss)		(5,720)	154,039	480,558	578,626
Corporate and other assets
Segment reporting information, revenues
Rental revenues		0	0	0	0
HCP share of unconsolidated JV revenues		0	0	0	0
Operating expenses		0	0	0	0
HCP share of unconsolidated JV operating expenses		0	0	0	0
Segment NOI		0	0	0	0
Adjustments to NOI		0	0	0	0
Adjusted NOI		0	0	0	0
Addback adjustments		0	0	0	0
Interest income		0	0	0	0
Interest expense		(68,924)	(104,584)	(222,775)	(314,708)
Depreciation and amortization		0	0	0	0
General and administrative		(23,523)	(34,781)	(67,287)	(83,011)
Acquisition and pursuit costs		(580)	(2,763)	(2,504)	(6,061)
Recoveries (impairments), net		0		0
Gain (loss) on sales of real estate, net		0	0	0	0
Loss on debt extinguishments		(54,227)		(54,227)
Other income (expense), net		(10,556)	1,432	40,723	5,064
Income tax benefit (expense)		5,481	424	14,630	(1,101)
Less: HCP share of unconsolidated JV NOI		0	0	0	0
Equity income (loss) from unconsolidated JVs		0	0	0	0
Discontinued operations			108,213		283,996
Net income (loss)		(152,329)	(32,059)	$ (291,440)	(115,821)
Senior housing triple-net
Segment Disclosure
Number of SH NNN facilities transitioned to RIDEA structure \| facility				4		17
Senior housing triple-net \| Operating segment
Segment reporting information, revenues
Rental revenues		77,220	104,262	$ 255,332	319,989
HCP share of unconsolidated JV revenues		0	0	0	0
Operating expenses		(934)	(1,794)	(2,927)	(5,521)
HCP share of unconsolidated JV operating expenses		0	0	0	0
Segment NOI		76,286	102,468	252,405	314,468
Adjustments to NOI		(600)	(1,003)	(2,844)	(8,464)
Adjusted NOI		75,686	101,465	249,561	306,004
Addback adjustments		600	1,003	2,844	8,464
Interest income		0	0	0	0
Interest expense		(640)	(644)	(1,898)	(8,859)
Depreciation and amortization		(25,547)	(34,030)	(77,478)	(101,737)
General and administrative		0	0	0	0
Acquisition and pursuit costs		0	0	0	0
Recoveries (impairments), net		0		0
Gain (loss) on sales of real estate, net		(6)	0	268,227	23,940
Loss on debt extinguishments		0		0
Other income (expense), net		0	0	0	0
Income tax benefit (expense)		0	0	0	0
Less: HCP share of unconsolidated JV NOI		0	0	0	0
Equity income (loss) from unconsolidated JVs		0	0	0	0
Discontinued operations			0		0
Net income (loss)		50,093	67,794	441,256	227,812
SHOP \| Operating segment
Segment reporting information, revenues
Rental revenues		126,040	170,739	391,684	500,704
HCP share of unconsolidated JV revenues		81,936	50,973	239,667	152,424
Operating expenses		(86,821)	(121,502)	(267,226)	(350,949)
HCP share of unconsolidated JV operating expenses		(65,035)	(42,463)	(190,049)	(125,244)
Segment NOI		56,120	57,747	174,076	176,935
Adjustments to NOI		4,551	4,081	12,229	14,648
Adjusted NOI		60,671	61,828	186,305	191,583
Addback adjustments		(4,551)	(4,081)	(12,229)	(14,648)
Interest income		0	0	0	0
Interest expense		(933)	(8,130)	(6,950)	(23,818)
Depreciation and amortization		(24,884)	(26,837)	(75,657)	(78,124)
General and administrative		0	0	0	0
Acquisition and pursuit costs		0	0	0	0
Recoveries (impairments), net		0		0
Gain (loss) on sales of real estate, net		5,180	0	5,313	0
Loss on debt extinguishments		0		0
Other income (expense), net		0	0	0	0
Income tax benefit (expense)		0	0	0	0
Less: HCP share of unconsolidated JV NOI		(16,901)	(8,510)	(49,618)	(27,180)
Equity income (loss) from unconsolidated JVs		(245)	(3,517)	683	(8,477)
Discontinued operations			0		0
Net income (loss)		18,337	10,753	47,847	39,336
Life science
Segment reporting information, revenues
Gain (loss) on sales of real estate, net	$ 45,000
Life science \| Operating segment
Segment reporting information, revenues
Rental revenues		90,174	90,847	262,224	269,994
HCP share of unconsolidated JV revenues		2,031	1,929	5,975	5,628
Operating expenses		(19,960)	(18,487)	(56,024)	(53,191)
HCP share of unconsolidated JV operating expenses		(433)	(406)	(1,234)	(1,173)
Segment NOI		71,812	73,883	210,941	221,258
Adjustments to NOI		(751)	(314)	(1,094)	(1,545)
Adjusted NOI		71,061	73,569	209,847	219,713
Addback adjustments		751	314	1,094	1,545
Interest income		0	0	0	0
Interest expense		(87)	(634)	(288)	(1,904)
Depreciation and amortization		(30,851)	(31,967)	(95,648)	(97,640)
General and administrative		0	0	0	0
Acquisition and pursuit costs		0	0	0	0
Recoveries (impairments), net		0		0
Gain (loss) on sales of real estate, net		8	0	45,922	29,428
Loss on debt extinguishments		0		0
Other income (expense), net		0	0	0	0
Income tax benefit (expense)		0	0	0	0
Less: HCP share of unconsolidated JV NOI		(1,598)	(1,523)	(4,741)	(4,455)
Equity income (loss) from unconsolidated JVs		789	778	2,322	2,263
Discontinued operations			0		0
Net income (loss)		40,073	40,537	158,508	148,950
Medical office \| Operating segment
Segment reporting information, revenues
Rental revenues		119,847	113,653	357,381	331,881
HCP share of unconsolidated JV revenues		496	502	1,481	1,503
Operating expenses		(46,486)	(44,738)	(137,930)	(129,715)
HCP share of unconsolidated JV operating expenses		(143)	(148)	(431)	(452)
Segment NOI		73,714	69,269	220,501	203,217
Adjustments to NOI		(582)	(814)	(2,321)	(2,361)
Adjusted NOI		73,132	68,455	218,180	200,856
Addback adjustments		582	814	2,321	2,361
Interest income		0	0	0	0
Interest expense		(126)	(1,608)	(382)	(4,899)
Depreciation and amortization		(42,047)	(41,111)	(127,261)	(120,432)
General and administrative		0	0	0	0
Acquisition and pursuit costs		0	0	0	0
Recoveries (impairments), net		0		0
Gain (loss) on sales of real estate, net		0	(9)	(406)	8,333
Loss on debt extinguishments		0		0
Other income (expense), net		0	0	0	0
Income tax benefit (expense)		0	0	0	0
Less: HCP share of unconsolidated JV NOI		(353)	(354)	(1,050)	(1,051)
Equity income (loss) from unconsolidated JVs		274	462	846	1,541
Discontinued operations			0		0
Net income (loss)		31,462	26,649	92,248	86,709
Other non-reportable segments \| Operating segment
Segment reporting information, revenues
Rental revenues		28,968	30,574	87,524	95,483
HCP share of unconsolidated JV revenues		421	410	1,256	1,224
Operating expenses		(1,137)	(1,193)	(3,475)	(3,375)
HCP share of unconsolidated JV operating expenses		(20)	(20)	(58)	(30)
Segment NOI		28,232	29,771	85,247	93,302
Adjustments to NOI		(1,283)	(1,140)	(3,164)	(1,926)
Adjusted NOI		26,949	28,631	82,083	91,376
Addback adjustments		1,283	1,140	3,164	1,926
Interest income		11,774	20,482	50,974	71,298
Interest expense		(618)	(2,260)	(3,541)	(7,067)
Depreciation and amortization		(7,259)	(7,462)	(21,849)	(23,248)
General and administrative		0	0	0	0
Acquisition and pursuit costs		0	0	0	0
Recoveries (impairments), net		(25,328)		(82,010)
Gain (loss) on sales of real estate, net		0	0	3,796	57,904
Loss on debt extinguishments		0		0
Other income (expense), net		0	0	0	0
Income tax benefit (expense)		0	0	0	0
Less: HCP share of unconsolidated JV NOI		(401)	(390)	(1,198)	(1,194)
Equity income (loss) from unconsolidated JVs		244	224	720	645
Discontinued operations			0		0
Net income (loss)		$ 6,644	$ 40,365	$ 32,139	$ 191,640

Segment Disclosures - Revenues

Segment Disclosures - Revenues and Assets by Segment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Segment Disclosure
Total revenues	$ 454,023	$ 530,557	$ 1,405,119	$ 1,589,349
Operating segment
Segment Disclosure
Total revenues	454,023	530,557	1,405,119	1,589,349
Operating segment \| Senior housing triple-net
Segment Disclosure
Total revenues	77,220	104,262	255,332	319,989
Operating segment \| SHOP
Segment Disclosure
Total revenues	126,040	170,739	391,684	500,704
Operating segment \| Life science
Segment Disclosure
Total revenues	90,174	90,847	262,224	269,994
Operating segment \| Medical office
Segment Disclosure
Total revenues	119,847	113,653	357,381	331,881
Operating segment \| Other non-reportable segments
Segment Disclosure
Total revenues	$ 40,742	$ 51,056	$ 138,498	$ 166,781

Earnings Per Common Share (Deta

Earnings Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Numerator
Net income (loss) from continuing operations	$ (5,720)	$ 45,826	$ 480,558	$ 294,630
Noncontrolling interests' share in earnings	(1,937)	(2,789)	(7,687)	(9,540)
Net income (loss) attributable to HCP, Inc.	(7,657)	43,037	472,871	285,090
Participating securities' share in earnings	(131)	(326)	(560)	(977)
Income (loss) from continuing operations applicable to common shares	(7,788)	42,711	472,311	284,113
Discontinued operations	0	108,213	0	283,996
Net income (loss) applicable to common shares	$ (7,788)	$ 150,924	$ 472,311	$ 568,109
Denominator
Basic weighted average common shares	468,975	467,628	468,642	466,931
Diluted weighted average common shares	468,975	467,835	468,828	467,132
Basic earnings per common share:
Continuing operations (in dollars per share)	$ (0.02)	$ 0.09	$ 1.01	$ 0.61
Discontinued operations (in dollars per share)	0	0.23	0	0.61
Net income (loss) applicable to common shares (in dollars per share)	(0.02)	0.32	1.01	1.22
Diluted earnings per common share
Continuing operations (in dollars per share)	(0.02)	0.09	1.01	0.61
Discontinued operations (in dollars per share)	0	0.23	0	0.61
Net income (loss) applicable to common shares (in dollars per share)	$ (0.02)	$ 0.32	$ 1.01	$ 1.22
Common Stock Options
Earnings per common share:
Shares of anti-dilutive securities excluded from earnings per share calculation	1,000	1,000	1,000	1,000
Down REIT
Earnings per common share:
Shares of anti-dilutive securities excluded from earnings per share calculation		6,000	7,000	6,000
DownREIT LLCs, non-managing member units outstanding		4,000	4,000	4,000
Equity awards
Denominator
Dilutive potential common shares	0	207	186	201

Supplemental Cash Flow Inform71

Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Supplemental cash flow information:
Interest paid, net of capitalized interest	$ 261,799	$ 401,628
Income taxes paid	9,897	5,734
Capitalized interest	12,607	8,490
Supplemental schedule of non-cash investing and financing activities:
Accrued construction costs	63,515	60,897
Non-cash acquisitions and dispositions settled with receivables and restricted cash held in connection with Section 1031 transactions	0	15,570
Vesting of restricted stock units and conversion of non-managing member units into common stock	2,464	6,620
Mortgages and other liabilities assumed with real estate acquisitions	3,678	78,131
Unrealized gains (losses) on available-for-sale securities and derivatives designated as cash flow hedges, net	$ (56)	$ 1,531

Variable Interest Entities - Na

Variable Interest Entities - Narrative (Details) $ in Thousands, £ in Millions	9 Months Ended
	Sep. 30, 2017USD ($)propertyfacilityjoint_ventureloan	Sep. 30, 2017GBP (£)propertyjoint_ventureloan	Jul. 31, 2017USD ($)	Dec. 31, 2016USD ($)
Variable Interest Entity [Line Items]
Mezzanine \| $	$ 277,299			$ 615,188
Loans receivable, other \| $	$ 184,880			$ 195,946
Unconsolidated Variable Interest Entities
Variable Interest Entity [Line Items]
Number of unconsolidated joint ventures	5	5
Number of VIE borrowers with marketable debt securities	1	1
Number of loans to VIE borrowers \| loan	3	3
CCRC OpCo
Variable Interest Entity [Line Items]
Ownership percentage (as a percent)	49.00%
Vintage Park Development JV and Waldwick JV
Variable Interest Entity [Line Items]
Number of unconsolidated joint ventures	2	2
Vintage Park Development JV
Variable Interest Entity [Line Items]
Ownership percentage (as a percent)	85.00%
Waldwick
Variable Interest Entity [Line Items]
Ownership percentage (as a percent)	85.00%
VIE tenants-operating leases
Variable Interest Entity [Line Items]
Number of properties leased \| property	48	48
Number of VIE tenants	7	7
Loan-seller financing \| Senior housing triple-net
Variable Interest Entity [Line Items]
Mezzanine \| $	$ 10,000
Number of properties sold \| facility	7
Term of facility	5 years
RIDEA I
Variable Interest Entity [Line Items]
Ownership percentage (as a percent)	90.00%
RIDEA III
Variable Interest Entity [Line Items]
Ownership percentage (as a percent)	90.00%
HCP Ventures V
Variable Interest Entity [Line Items]
Ownership percentage (as a percent)	51.00%
Vintage Park Development JV
Variable Interest Entity [Line Items]
Ownership percentage (as a percent)	90.00%
DownREIT Partnerships
Variable Interest Entity [Line Items]
Number of controlling ownership interest entities as a managing member	5
Bridge Loan \| MMCG
Variable Interest Entity [Line Items]
Loan amount	$ 131,000	£ 105
Period of call-option retained	3 years
Tandem Mezzanine Loan
Variable Interest Entity [Line Items]
Loans receivable, other \| $			$ 257,000

Variable Interest Entities - Sc

Variable Interest Entities - Schedule of Variable Interest Entities (Details) $ in Thousands	Sep. 30, 2017USD ($)
VIE tenants-DFLs
Variable Interest Entity [Line Items]
Maximum Loss Exposure and Carrying Amount	$ 602,501
VIE tenants-operating leases
Variable Interest Entity [Line Items]
Maximum Loss Exposure and Carrying Amount	5,183
CCRC OpCo
Variable Interest Entity [Line Items]
Maximum Loss Exposure and Carrying Amount	214,140
RIDEA II
Variable Interest Entity [Line Items]
Maximum Loss Exposure and Carrying Amount	251,419
Development JVs
Variable Interest Entity [Line Items]
Maximum Loss Exposure and Carrying Amount	11,202
Tandem Health Care
Variable Interest Entity [Line Items]
Maximum Loss Exposure and Carrying Amount	197,374
Loan-senior secured
Variable Interest Entity [Line Items]
Maximum Loss Exposure and Carrying Amount	141,574
Loan-seller financing
Variable Interest Entity [Line Items]
Maximum Loss Exposure and Carrying Amount	10,000
CMBS and LLC Investment
Variable Interest Entity [Line Items]
Maximum Loss Exposure and Carrying Amount	$ 33,630

Variable Interest Entities - Co

Variable Interest Entities - Consolidated Assets and Liabilities of VIEs (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016	Sep. 30, 2016	Dec. 31, 2015
ASSETS
Buildings and improvements	$ 11,052,578	$ 11,692,654
Developments in process	429,459	400,619
Land	1,752,890	1,881,487
Accumulated depreciation	(2,699,174)	(2,648,930)
Net real estate	10,535,753	11,325,830
Investments in and advances to unconsolidated joint ventures	822,369	571,491
Accounts receivable, net	34,571	45,116
Cash and cash equivalents	133,887	94,730	$ 132,891	$ 346,500
Restricted cash	27,135	42,260
Intangible assets, net	400,867	479,805
Other assets, net	616,169	711,624
Total assets	13,904,081	15,759,265
LIABILITIES AND EQUITY
Mortgage debt	145,417	623,792
Intangible liabilities, net	53,427	58,145
Accounts payable and accrued expenses	8,653	3,776
Deferred revenue	140,378	149,181
Total liabilities	8,049,850	9,817,957
VIEs
ASSETS
Buildings and improvements	2,833,834	3,522,310
Developments in process	22,860	31,953
Land	227,682	327,241
Accumulated depreciation	(584,621)	(676,276)
Net real estate	2,499,755	3,205,228
Investments in and advances to unconsolidated joint ventures	2,119	3,641
Accounts receivable, net	9,964	19,996
Cash and cash equivalents	36,262	35,844
Restricted cash	2,137	22,624
Intangible assets, net	132,905	169,027
Other assets, net	56,854	69,562
Total assets	2,739,996	3,525,922
LIABILITIES AND EQUITY
Mortgage debt	45,067	520,870
Intangible liabilities, net	9,170	8,994
Accounts payable and accrued expenses	102,780	120,719
Deferred revenue	18,162	23,456
Total liabilities	$ 175,179	$ 674,039

Concentration of Credit Risk -

Concentration of Credit Risk - Schedule of Concentration Risk (Details) - property	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Total Assets \| Brookdale
Concentration Risk [Line Items]
Concentration risk (as a percent)			11.00%		17.00%
Revenue \| Brookdale
Concentration Risk [Line Items]
Concentration risk (as a percent)	8.00%	12.00%	10.00%	12.00%
Senior housing triple-net
Concentration Risk [Line Items]
Number of properties classified as held for sale	3		3		64
Senior housing triple-net \| Total Assets \| Brookdale
Concentration Risk [Line Items]
Concentration risk (as a percent)			42.00%		69.00%
Senior housing triple-net \| Revenue \| Brookdale
Concentration Risk [Line Items]
Concentration risk (as a percent)	48.00%	60.00%	53.00%	59.00%

Concentration of Credit Risk 76

Concentration of Credit Risk - Narrative (Details)	9 Months Ended	12 Months Ended
Concentration of Credit Risk - Narrative (Details)	Sep. 30, 2017facilityrenewal	Dec. 31, 2016
Brookdale \| Minimum
Concentration Risk [Line Items]
Percentage of EDITDAR payable as base management fee	4.50%
Brookdale \| Maximum
Concentration Risk [Line Items]
Percentage of EDITDAR payable as base management fee	5.00%
SHOP \| Management and Accounting Services \| Brookdale
Concentration Risk [Line Items]
Number of facilities \| facility	59
Number of facilities owned by unconsolidated joint venture \| facility	62
Management and Accounting Services \| SHOP \| Brookdale
Concentration Risk [Line Items]
Management agreement renewal term (in years)	5 years
Management and Accounting Services \| SHOP \| Brookdale \| Minimum
Concentration Risk [Line Items]
Management agreement term (in years)	10 years
Number of renewals on management agreement \| renewal	3
Management and Accounting Services \| SHOP \| Brookdale \| Maximum
Concentration Risk [Line Items]
Management agreement term (in years)	15 years
Number of renewals on management agreement \| renewal	4
Total Assets \| SHOP \| Brookdale
Concentration Risk [Line Items]
Concentration risk (as a percent)	13.00%	18.00%
Brookdale \| Total Assets
Concentration Risk [Line Items]
Concentration risk (as a percent)	11.00%	17.00%

Fair Value Measurements - Summa

Fair Value Measurements - Summary of the Carrying Amounts and Fair Values of the Financial Instruments (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Summary of financial instruments
Bank line of credit	$ 605,837	$ 899,718
Senior unsecured notes	6,393,926	7,133,538
Mortgage debt	145,417	623,792
Other debt	94,818	92,385
Carrying Value
Summary of financial instruments
Loans receivable, net	402,152	807,954
Marketable debt securities	18,567	68,630
Marketable equity securities	74	76
Bank line of credit	605,837	899,718
Term loans	226,205	440,062
Senior unsecured notes	6,393,926	7,133,538
Mortgage debt	145,417	623,792
Other debt	94,818	92,385
Carrying Value \| Warrants
Summary of financial instruments
Derivative assets	58	19
Carrying Value \| Interest-rate swap contracts
Summary of financial instruments
Derivative liabilities	2,980	4,857
Carrying Value \| Currency swap
Summary of financial instruments
Derivative assets	0	2,920
Derivative liabilities	9,469	0
Fair Value \| Level 1
Summary of financial instruments
Marketable equity securities	74	76
Senior unsecured notes	6,769,010	7,386,149
Fair Value \| Level 2
Summary of financial instruments
Loans receivable, net	402,267	807,505
Marketable debt securities	18,567	68,630
Bank line of credit	605,837	899,718
Term loans	226,205	440,062
Mortgage debt	131,419	609,374
Other debt	94,818	92,385
Fair Value \| Warrants \| Level 3
Summary of financial instruments
Derivative assets	58	19
Fair Value \| Interest-rate swap contracts \| Level 2
Summary of financial instruments
Derivative liabilities	2,980	4,857
Fair Value \| Currency swap \| Level 2
Summary of financial instruments
Derivative assets	0	2,920
Derivative liabilities	$ 9,469	$ 0

Derivative Financial Instrume78

Derivative Financial Instruments - Schedule of Derivative Instruments (Details) - Sep. 30, 2017	USD ($)derivative$ / £	GBP (£)derivative$ / £
Cash Flow \| Interest-rate swap contracts
Derivative [Line Items]
Notional	$ 44,000,000
Fixed Rate/Buy Amount (as a percent)	3.82%	3.82%
Fair value of interest rate hedge, liabilities	$ (2,980,000)
Number of interest-rate contracts held \| derivative	3	3
Net Investment \| Cross currency swap
Derivative [Line Items]
Notional \| £		£ 105,000,000
Fair value of interest rate hedge, liabilities	$ (9,469,000)
Foreign currency exchange rate \| $ / £	1.251	1.251
Long \| Net Investment \| Cross currency swap
Derivative [Line Items]
Notional \| £		£ 105,000,000
Fixed Rate/Buy Amount (as a percent)	2.584%	2.584%
Short \| Net Investment \| Cross currency swap
Derivative [Line Items]
Notional	$ 131,400,000
Fixed Rate/Buy Amount (as a percent)	3.75%	3.75%

Derivative Financial Instrume79

Derivative Financial Instruments - Narrative (Details) - 9 months ended Sep. 30, 2017 $ in Millions	USD ($)	GBP (£)
Net Investment \| Facility and 2015 Term Loan
Derivative [Line Items]
Borrowings designated as hedge of net investment \| £		£ 150,000,000
Interest-rate swap contracts \| Maximum
Derivative [Line Items]
Estimate change in fair value of derivative for assumption of one percentage point change in the interest rate \| $	$ 2
Cross currency swap \| Maximum
Derivative [Line Items]
Estimate change in fair value of derivative for assumption of one percentage point change in the interest rate \| $	$ 2
Cross currency swap \| Net Investment
Derivative [Line Items]
Notional \| £		£ 105,000,000