Welltower Reports Fourth Quarter 2024 Results

, /PRNewswire/ -- Welltower Inc. (NYSE:WELL) today announced results for the quarter ended December 31, 2024. Fourth Quarter and Other Recent Highlights Reported net income attributable to common stockholders of $0.19 per diluted share Reported quarterly normalized funds from operations attributable to common stockholders of $1.13 per diluted share, an increase of 17.7% over the prior year Reported total portfolio year-over-year same store NOI ("SSNOI") growth of 12.8%, driven by SSNOI growth in our Seniors Housing Operating ("SHO") portfolio of 23.9% SHO portfolio year-over-year same store revenue increased 8.8% in the fourth quarter, driven by 310 basis points ("bps") of year-over-year average occupancy growth and Revenue Per Occupied Room ("RevPOR") growth of 5.0% SHO portfolio year-over-year SSNOI margin expanded by 320 bps in the fourth quarter driven primarily by strong RevPOR growth, which continued to meaningfully outpace Expense per Occupied Room ("ExpPOR") growth During the fourth quarter, we completed $2.4 billion of pro rata gross investments, including $2.2 billion in acquisitions and loan funding and $233 million in development funding As of December 31, 2024, we had approximately $8.7 billion of available liquidity inclusive of $3.7 billion of available cash and restricted cash and full capacity under our $5.0 billion line of credit In January 2025, we launched our private funds management business to manage third-party capital and announced the formation of our first fund, which has the ability to source up to $2 billion to invest in stable or near-stable seniors housing properties in the U.S. In January 2025, we announced executive team promotions to recognize and retain our most valued team members and create significant opportunities for growth and advancement of the next generation of leadership at Welltower. These promotions included the appointment of John Burkart to Vice Chairman & Chief Operating Officer, Nikhil Chaudhri to Co-President & Chief Investment Officer and Tim McHugh to Co-President & Chief Financial Officer 2024 Annual Highlights Reported net income attributable to common stockholders of $1.57 per diluted share Reported annual normalized FFO attributable to common stockholders of $4.32 per diluted share, an increase of 18.7% over the prior year Reported total portfolio year-over-year average SSNOI growth of 12.4%, driven by SSNOI growth in our SHO portfolio of 23.5% Completed $7.0 billion of pro rata gross investments during 2024, including property acquisitions at substantial discounts to replacement cost and highly-structured debt and equity investments with significant downside protection During the year, we reached agreements to convert 68 triple-net leased properties to Seniors Housing Operating (RIDEA) structures, allowing us to directly participate in the underlying cash flow growth of the communities. The transition to highly-aligned RIDEA 4.0 structures will deepen our partnership with several leading managers, build on success within their existing portfolios and ensure that both Welltower and our partners benefit from the communities' future growth potential. Board of Directors approved a 10% increase in the quarterly dividend per share, reflecting our solid financial performance, low payout ratio owing to outsized levels of cash flow growth and the Board's confidence in the Company's strong growth prospects going forward 2024 Annual Capital Activity and Liquidity Liquidity Update Net debt to consolidated enterprise value decreased to 12.9% as of December 31, 2024 from 20.9% as of December 31, 2023. Additionally, we improved net debt to Adjusted EBITDA to 3.49x at December 31, 2024 from 5.03x at December 31, 2023. We sourced over $11 billion of attractively priced capital, including the assumption of below-market debt, issuance of exchangeable debt, equity and proceeds from dispositions and loan repayments to fund accretive capital deployment opportunities and to further strengthen our already robust liquidity profile. As of December 31, 2024, our share of variable rate debt was approximately 8.8%. Expanded Senior Unsecured Revolving Credit Facility During the year, we closed on an expanded $5.0 billion senior unsecured revolving credit facility, which replaced our $4.0 billion existing line of credit. The new facility is comprised of a $3.0 billion revolving line of credit maturing in June 2028 that can be extended for an additional year and a $2.0 billion revolving line of credit maturing in June 2029. The loans under the line of credit bear interest at a borrowing rate of 72.5 bps over the adjusted SOFR rate and an annual facility fee of 12.5 bps. Exchangeable Senior Unsecured Notes Issuance During the year, Welltower OP issued $1,035,000,000 aggregate principal amount of 3.125% exchangeable senior unsecured notes maturing July 15, 2029 (the "Exchangeable Notes") unless earlier exchanged, purchased or redeemed. The Exchangeable Notes will pay interest semi-annually in arrears on January 15 and July 15 of each year. Unsecured Debt Extinguishment During the year, we extinguished $1.35 billion of senior unsecured notes at maturity. Credit rating During 2024, our outlook was revised to positive from stable by each of S&P Global and Moody's, citing strong seniors housing industry tailwinds and a materially improved balance sheet. Notable Portfolio Activity Completed During the Fourth Quarter In the fourth quarter, we completed $2.4 billion of pro rata gross investments, including $2.2 billion in acquisitions and loan funding and $233 million in development funding. We opened 11 development projects, including partial conversions and expansions, for an aggregate pro rata investment amount of $336 million. Additionally, during the fourth quarter we completed pro rata property dispositions and loan repayments of $464 million. Affinity Living Communities As previously announced, we entered into a definitive agreement to acquire a portfolio of 25 age-restricted active adult communities for $969 million through a privately negotiated, off-market transaction. During the year, we closed on 22 of the properties with the final 3 properties acquired in 2025. Notable Portfolio Activity Completed During 2025 Seniors Housing Fund In January 2025, we announced the formation of a private funds management business in conjunction with the launch of our first seniors housing investment fund, which was formed with the intent to invest up to $2 billion in U.S. seniors housing properties that are either stable or with a near-term path to stabilization. Welltower will serve as the General Partner and Asset Manager and also have a limited partner interest in the fund. Dividend On February 11, 2025, the Board of Directors declared a cash dividend for the quarter ended December 31, 2024 of $0.67 per share. This dividend, which will be paid on March 6, 2025 to stockholders of record as of February 25, 2025, will be our 215th consecutive quarterly cash dividend. The declaration and payment of future quarterly dividends remains subject to review and approval by the Board of Directors. Outlook for 2025 We are introducing our 2025 earnings guidance and expect to report net income attributable to common stockholders in a range of $1.60 to $1.76 per diluted share and normalized FFO attributable to common stockholders in a range of $4.79 to $4.95 per diluted share. In preparing our guidance, we have made the following assumptions: Same Store NOI: We expect average blended SSNOI growth of 9.25% to 13.00%, which is comprised of the following components: Seniors Housing Operating approximately 15.0% to 21.0% Seniors Housing Triple-net approximately 3.0% to 4.0% Outpatient Medical approximately 2.0% to 3.0% Long-Term/Post-Acute Care approximately 2.0% to 3.0% Investments: Our earnings guidance includes only those acquisitions announced or closed to date. Furthermore, no transitions or restructures beyond those announced to date are included. General and Administrative Expenses: We anticipate general and administrative expenses to be approximately $235 million to $245 million and stock-based compensation expense to be approximately $49 million, exclusive of approximately $10 million of expected expense related to the Special Performance Option Awards and the 2022-2025 OPP Awards. Development: We anticipate funding an additional $461 million of development in 2025 relating to projects underway as of December 31, 2024. Dispositions: We expect pro rata disposition proceeds of $516 million at a blended yield of 7.8% in the next twelve months. This includes the previously announced $175 million sale of four Seniors Housing Triple-net properties to Brookdale in which we achieved over a 10% unlevered IRR and 2.7x multiple on invested capital and the $201 million sale to Chartwell of our joint venture interests in 16 properties in a transaction in which we are a net buyer and acquired Chartwell's interest in 23 properties. The remaining disposition activity of $140 million is comprised of 14 transactions which are predominantly the disposition of land parcels and loan repayments. Our guidance does not include any additional investments, dispositions or capital transactions, nor any other expenses, impairments, unanticipated additions to the loan loss reserve or other additional normalizing items beyond those disclosed. Please see the Supplemental Reporting Measures section for further discussion and our definition of normalized FFO and SSNOI and Exhibit 3 for a reconciliation of the outlook for net income available to common stockholders to normalized FFO attributable to common stockholders. We will provide additional detail regarding our 2025 outlook and assumptions on the fourth quarter 2024 conference call. Conference Call Information We have scheduled a conference call on Wednesday, February 12, 2025 at 9:00 a.m. Eastern Time to discuss our fourth quarter 2024 results, industry trends and portfolio performance. Telephone access will be available by dialing (888) 340-5024 or (646) 960-0135 (international). For those unable to listen to the call live, a taped rebroadcast will be available beginning two hours after completion of the call through February 19, 2025. To access the rebroadcast, dial (800) 770-2030 or (609) 800-9909 (international). The conference ID number is 8230248. To participate in the webcast, log on to www.welltower.com 15 minutes before the call to download the necessary software. Replays will be available for 90 days. Supplemental Reporting Measures We believe that net income and net income attributable to common stockholders ("NICS"), as defined by U.S. generally accepted accounting principles ("U.S. GAAP"), are the most appropriate earnings measurements. However, we consider funds from operations ("FFO"), normalized FFO, net operating income ("NOI"), same store NOI ("SSNOI"), revenue per occupied room ("RevPOR"), same store RevPOR ("SS RevPOR"), expense per occupied room ("ExpPOR"), same store ExpPOR ("SS ExpPOR"), EBITDA and Adjusted EBITDA to be useful supplemental measures of our operating performance. Excluding EBITDA and Adjusted EBITDA, these supplemental measures are disclosed on our pro rata ownership basis. Pro rata amounts are derived by reducing consolidated amounts for minority partners' noncontrolling ownership interests and adding our minority ownership share of unconsolidated amounts. We do not control unconsolidated investments. While we consider pro rata disclosures useful, they may not accurately depict the legal and economic implications of our joint venture arrangements and should be used with caution. Historical cost accounting for real estate assets in accordance with U.S. GAAP implicitly assumes that the value of real estate assets diminishes predictably over time as evidenced by the provision for depreciation. However, since real estate values have historically risen or fallen with market conditions, many industry investors and analysts have considered presentations of operating results for real estate companies that use historical cost accounting to be insufficient. In response, the National Association of Real Estate Investment Trusts ("NAREIT") created FFO as a supplemental measure of operating performance for REITs that excludes historical cost depreciation from net income. FFO attributable to common stockholders, as defined by NAREIT, means net income attributable to common stockholders, computed in accordance with U.S. GAAP, excluding gains (or losses) from sales of real estate and acquisitions of controlling interests, impairments of depreciable assets, plus real estate depreciation and amortization, and after adjustments for unconsolidated entities and noncontrolling interests. Normalized FFO attributable to common stockholders represents FFO attributable to common stockholders adjusted for certain items detailed in Exhibit 2. We believe that normalized FFO attributable to common stockholders is a useful supplemental measure of operating performance because investors and equity analysts may use this measure to compare the operating performance of Welltower between periods or as compared to other REITs or other companies on a consistent basis without having to account for differences caused by unanticipated and/or incalculable items. We define NOI as total revenues, including tenant reimbursements, less property operating expenses. Property operating expenses represent costs associated with managing, maintaining and servicing tenants for our properties. These expenses include, but are not limited to, property-related payroll and benefits, property management fees paid to managers, marketing, housekeeping, food service, maintenance, utilities, property taxes and insurance. General and administrative expenses represent general overhead costs that are unrelated to property operations and are unallocable to the properties. These expenses include, but are not limited to, payroll and benefits related to corporate employees, professional services, office expenses and depreciation of corporate fixed assets. SSNOI is used to evaluate the operating performance of our properties using a consistent population which controls for changes in the composition of our portfolio. As used herein, same store is generally defined as those revenue-generating properties in the portfolio for the relevant year-over-year reporting periods. Acquisitions and development conversions are included in the same store amounts five full quarters after acquisition or being placed into service. Land parcels, loans and leased properties, as well as any properties sold or classified as held for sale during the period, are excluded from the same store amounts. Redeveloped properties (including major refurbishments of a Seniors Housing Operating property where 20% or more of units are simultaneously taken out of commission for 30 days or more or Outpatient Medical properties undergoing a change in intended use) are excluded from the same store amounts until five full quarters post completion of the redevelopment. Properties undergoing operator transitions and/or segment transitions are also excluded from the same store amounts until five full quarters post completion of the operator transition or segment transition. In addition, properties significantly impacted by force majeure, acts of God or other extraordinary adverse events are excluded from same store amounts until five full quarters after the properties are placed back into service. SSNOI excludes non-cash NOI and includes adjustments to present consistent property ownership percentages and to translate Canadian properties and UK properties using a consistent exchange rate. Normalizers include adjustments that in management's opinion are appropriate in considering SSNOI, a supplemental, non-GAAP performance measure. None of these adjustments, which may increase or decrease SSNOI, are reflected in our financial statements prepared in accordance with U.S. GAAP. Significant normalizers (defined as any that individually exceed 0.50% of SSNOI growth per property type) are separately disclosed and explained. We believe NOI and SSNOI provide investors relevant and useful information because they measure the operating performance of our properties at the property level on an unleveraged basis. We use NOI and SSNOI to make decisions about resource allocations and to assess the property level performance of our properties. No reconciliation of the forecasted range for SSNOI on a combined basis or by property type is included in this release because we are unable to quantify certain amounts that would be required to be included in the comparable GAAP financial measure without unreasonable efforts, and we believe such reconciliation would imply a degree of precision that could be confusing or misleading to investors. RevPOR represents the average revenues generated per occupied room per month and ExpPOR represents the average expenses per occupied room per month at our Seniors Housing Operating properties. These metrics are calculated as our pro rata share of total resident fees and services revenues or property operating expenses from the income statement, divided by average monthly occupied room days. SS RevPOR and SS ExpPOR are used to evaluate the RevPOR and ExpPOR performance of our properties under a consistent population, which eliminates changes in the composition of our portfolio. They are based on the same pool of properties used for SSNOI and include any revenue and expense normalizations used for SSNOI. We use RevPOR, ExpPOR, SS RevPOR and SS ExpPOR to evaluate the revenue-generating capacity and profit potential of our Seniors Housing Operating portfolio independent of fluctuating occupancy rates. They are also used in comparison against industry and competitor statistics, if known, to evaluate the quality of our Seniors Housing Operating portfolio. We measure our credit strength both in terms of leverage ratios and coverage ratios. The leverage ratios indicate how much of our balance sheet capitalization is related to long-term debt, net of cash and restricted cash. We expect to maintain capitalization ratios and coverage ratios sufficient to maintain a capital structure consistent with our current profile. The ratios are based on EBITDA and Adjusted EBITDA. EBITDA is defined as earnings (net income per income statement) before interest expense, income taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA excluding unconsolidated entities and including adjustments for stock-based compensation expense, provision for loan losses, gains/losses on extinguishment of debt, gains/losses on disposition of properties and acquisitions of controlling interests, impairment of assets, gains/losses on derivatives and financial instruments, other expenses, other impairment charges and other adjustments deemed appropriate in management's opinion. We believe that EBITDA and Adjusted EBITDA, along with net income, are important supplemental measures because they provide additional information to assess and evaluate the performance of our operations. Our leverage ratios include net debt to Adjusted EBITDA and consolidated enterprise value. Net debt is defined as total long-term debt, excluding operating lease liabilities, less cash and cash equivalents and restricted cash. Consolidated enterprise value represents the sum of net debt, the fair market value of our common stock and noncontrolling interests. Our supplemental reporting measures and similarly entitled financial measures are widely used by investors, equity and debt analysts and rating agencies in the valuation, comparison, rating and investment recommendations of companies. Our management uses these financial measures to facilitate internal and external comparisons to historical operating results and in making operating decisions. Additionally, these measures are utilized by the Board of Directors to evaluate management performance. None of the supplemental reporting measures represent net income or cash flow provided from operating activities as determined in accordance with U.S. GAAP and should not be considered as alternative measures of profitability or liquidity. Finally, the supplemental reporting measures, as defined by us, may not be comparable to similarly entitled items reported by other real estate investment trusts or other companies. Please see the exhibits for reconciliations of supplemental reporting measures and the supplemental information package for the quarter ended December 31, 2024, which is available on Welltower's website (www.welltower.com), for information and reconciliations of additional supplemental reporting measures. About Welltower Welltower Inc. (NYSE:WELL), a real estate investment trust ("REIT") and S&P 500 company headquartered in Toledo, Ohio, is driving the transformation of healthcare infrastructure. Welltower invests with leading seniors housing operators, post-acute providers and health systems to fund the real estate infrastructure needed to scale innovative care delivery models and improve people's wellness and overall healthcare experience. Welltower owns interests in properties concentrated in major, high-growth markets in the United States, Canada and the United Kingdom, consisting of seniors housing and post-acute communities and outpatient medical properties. More information is available at www.welltower.com. We routinely post important information on our website at www.welltower.com in the "Investors" section, including corporate and investor presentations and financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included on our website under the heading "Investors". Accordingly, investors should monitor such portion of our website in addition to following our press releases, public conference calls and filings with the Securities and Exchange Commission. The information on our website is not incorporated by reference in this press release and our web address is included as an inactive textual reference only. Forward-Looking Statements and Risk Factors This document contains "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as "may," "will," "intend," "should," "believe," "expect," "anticipate," "project," "pro forma," "estimate" or similar expressions that do not relate solely to historical matters, Welltower is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause Welltower's actual results to differ materially from Welltower's expectations discussed in the forward-looking statements. This may be a result of various factors, including, but not limited to: the impact of macroeconomic and geopolitical developments, including economic downturns, elevated inflation and interest rates, political or social conflict, unrest or violence or similar events; the status of the economy; the status of capital markets, including availability and cost of capital; issues facing the healthcare industry, including compliance with, and changes to, regulations and payment policies, responding to government investigations and punitive settlements, public perception of the healthcare industry and operators'/tenants' difficulty in cost effectively obtaining and maintaining adequate liability and other insurance; changes in financing terms; competition within the healthcare and seniors housing industries; negative developments in the operating results or financial condition of operators/tenants, including, but not limited to, their ability to pay rent and repay loans; Welltower's ability to transition or sell properties with profitable results; the failure to make new investments or acquisitions as and when anticipated; natural disasters, public health emergencies and extreme weather affecting Welltower's properties; Welltower's ability to re-lease space at similar rates as vacancies occur; Welltower's ability to timely reinvest sale proceeds at similar rates to assets sold; operator/tenant or joint venture partner bankruptcies or insolvencies; the cooperation of joint venture partners; government regulations affecting Medicare and Medicaid reimbursement rates and operational requirements; liability or contract claims by or against operators/tenants; unanticipated difficulties and/or expenditures relating to future investments or acquisitions; environmental laws affecting Welltower's properties; changes in rules or practices governing Welltower's financial reporting; the movement of U.S. and foreign currency exchange rates and changes to U.S. and global monetary, fiscal or trade policies; Welltower's approach to artificial intelligence; Welltower's ability to maintain its qualification as a REIT; key management personnel recruitment and retention; and other risks described in Welltower's reports filed from time to time with the SEC. Welltower undertakes no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events or otherwise, or to update the reasons why actual results could differ from those projected in any forward-looking statements. Welltower Inc.Financial Exhibits Consolidated Balance Sheets (unaudited) (in thousands) December 31, 2024 2023 Assets Real estate investments: Land and land improvements $ 5,271,418 $ 4,697,824 Buildings and improvements 42,207,735 37,796,553 Acquired lease intangibles 2,548,766 2,166,470 Real property held for sale, net of accumulated depreciation 51,866 372,883 Construction in progress 1,219,720 1,304,441 Less accumulated depreciation and intangible amortization (10,626,263) (9,274,814) Net real property owned 40,673,242 37,063,357 Right of use assets, net 1,201,131 350,969 Investments in sales-type leases, net 172,260 — Real estate loans receivable, net of credit allowance 1,805,044 1,361,587 Net real estate investments 43,851,677 38,775,913 Other assets: Investments in unconsolidated entities 1,768,772 1,636,531 Cash and cash equivalents 3,506,586 1,993,646 Restricted cash 204,871 82,437 Receivables and other assets 1,712,402 1,523,639 Total other assets 7,192,631 5,236,253 Total assets $ 51,044,308 $ 44,012,166 Liabilities and equity Liabilities: Unsecured credit facility and commercial paper $ — $ — Senior unsecured notes 13,162,102 13,552,222 Secured debt 2,338,155 2,183,327 Lease liabilities 1,258,099 383,230 Accrued expenses and other liabilities 1,713,366 1,521,660 Total liabilities 18,471,722 17,640,439 Redeemable noncontrolling interests 256,220 290,605 Equity: Common stock 637,002 565,894 Capital in excess of par value 40,016,503 32,741,949 Treasury stock (114,176) (111,578) Cumulative net income 10,096,724 9,145,044 Cumulative dividends (18,320,064) (16,773,773) Accumulated other comprehensive income (359,781) (163,160) Total Welltower Inc. stockholders' equity 31,956,208 25,404,376 Noncontrolling interests 360,158 676,746 Total equity 32,316,366 26,081,122 Total liabilities and equity $ 51,044,308 $ 44,012,166 Consolidated Statements of Income (unaudited) (in thousands, except per share data) Three Months Ended Twelve Months Ended December 31, December 31, 2024 2023 2024 2023 Revenues: Resident fees and services $ 1,761,878 $ 1,262,862 $ 6,027,149 $ 4,753,804 Rental income 386,329 404,068 1,570,278 1,556,073 Interest income 71,028 51,019 256,191 168,354 Other income 31,595 31,826 137,500 159,764 Total revenues 2,250,830 1,749,775 7,991,118 6,637,995 Expenses: Property operating expenses 1,409,300 1,036,078 4,830,211 3,947,776 Depreciation and amortization 480,406 380,730 1,632,093 1,401,101 Interest expense 154,469 154,574 574,261 607,846 General and administrative expenses 48,707 44,327 235,491 179,091 Loss (gain) on derivatives and financial instruments, net (9,102) (7,215) (27,887) (2,120) Loss (gain) on extinguishment of debt, net — — 2,130 7 Provision for loan losses, net (245) 2,517 10,125 9,809 Impairment of assets 23,647 14,994 92,793 36,097 Other expenses 34,405 36,307 117,459 108,341 Total expenses 2,141,587 1,662,312 7,466,676 6,287,948 Income (loss) from continuing operations before income taxes and other items 109,243 87,463 524,442 350,047 Income tax (expense) benefit (114) 4,768 (2,700) (6,364) Income (loss) from unconsolidated entities 6,429 (2,008) (496) (53,442) Gain (loss) on real estate dispositions and acquisitions of controlling interests, net 8,195 (1,783) 451,611 67,898 Income (loss) from continuing operations 123,753 88,440 972,857 358,139 Net income (loss) 123,753 88,440 972,857 358,139 Less: Net income (loss) attributable to noncontrolling interests(1) 3,782 4,529 21,177 18,045 Net income (loss) attributable to common stockholders $ 119,971 $ 83,911 $ 951,680 $ 340,094 Average number of common shares outstanding: Basic 625,675 548,892 602,975 515,629 Diluted 634,259 552,380 608,750 518,701 Net income (loss) attributable to common stockholders per share: Basic $ 0.19 $ 0.15 $ 1.58 $ 0.66 Diluted(2) $ 0.19 $ 0.15 $ 1.57 $ 0.66 Common dividends per share $ 0.67 $ 0.61 $ 2.56 $ 2.44 (1) Includes amounts attributable to redeemable noncontrolling interests. (2) Includes adjustment to the numerator for income (loss) attributable to OP Units and DownREIT Units. FFO Reconciliations Exhibit 1 (in thousands, except per share data) Three Months Ended Twelve Months Ended December 31, December 31, 2024 2023 2024 2023 Net income (loss) attributable to common stockholders $ 119,971 $ 83,911 $ 951,680 $ 340,094 Depreciation and amortization 480,406 380,730 1,632,093 1,401,101 Impairments and losses (gains) on real estate dispositions and acquisitions of controlling interests, net 15,452 16,777 (358,818) (31,801) Noncontrolling interests(1) (6,667) (11,436) (30,812) (46,393) Unconsolidated entities(2) 27,978 21,877 129,290 100,226 NAREIT FFO attributable to common stockholders 637,140 491,859 2,323,433 1,763,227 Normalizing items, net(3) 78,775 37,760 303,324 122,317 Normalized FFO attributable to common stockholders $ 715,915 $ 529,619 $ 2,626,757 $ 1,885,544 Average diluted common shares outstanding 634,259 552,380 608,750 518,701 Per diluted share data attributable to common stockholders: Net income (loss)(4) $ 0.19 $ 0.15 $ 1.57 $ 0.66 NAREIT FFO $ 1.00 $ 0.89 $ 3.82 $ 3.40 Normalized FFO $ 1.13 $ 0.96 $ 4.32 $ 3.64 Normalized FFO Payout Ratio: Dividends per common share $ 0.67 $ 0.61 $ 2.56 $ 2.44 Normalized FFO attributable to common stockholders per share $ 1.13 $ 0.96 $ 4.32 $ 3.64 Normalized FFO payout ratio 59 % 64 % 59 % 67 % Other items:(5) Net straight-line rent and above/below market rent amortization(6) $ (36,259) $ (39,296) $ (156,460) $ (135,356) Non-cash interest expenses(7) 13,731 7,609 44,335 27,252 Recurring cap-ex, tenant improvements and lease commissions(8) (86,851) (71,726) (286,613) (199,359) Stock-based compensation(9) 9,782 8,418 41,068 36,611 (1) Represents noncontrolling interests' share of net FFO adjustments. (2) Represents Welltower's share of net FFO adjustments from unconsolidated entities. (3) See Exhibit 2. (4) Includes adjustment to the numerator for income (loss) attributable to OP Units and DownREIT Units. (5) Amounts presented net of noncontrolling interests' share and including Welltower's share of unconsolidated entities. (6) Excludes normalized other impairment (see Exhibit 2). (7) Excludes normalized foreign currency loss (gain) (see Exhibit 2). (8) Reflects recurring cap-ex, tenant improvements and lease commissions on owned operational properties. (9) Excludes normalized stock compensation expense related to the Special Performance Options and OPP awards (see Exhibit 2). Normalizing Items Exhibit 2 (in thousands, except per share data) Three Months Ended Twelve Months Ended December 31, December 31, 2024 2023 2024 2023 Loss (gain) on derivatives and financial instruments, net $ (9,102) (1) $ (7,215) $ (27,887) $ (2,120) Loss (gain) on extinguishment of debt, net — — 2,130 7 Provision for loan losses, net (245) (2) 2,517 10,125 9,809 Income tax benefits (5,140) (3) (6,731) (5,140) (6,977) Other impairment 41,978 (4) 4,333 139,652 16,642 Other expenses 34,405 (5) 36,307 117,459 108,341 Leasehold interest termination — — — (65,485) Special Performance Options and OPP Awards 3,576 (6) — 33,414 — Casualty losses, net of recoveries 4,926 (7) 1,038 12,261 10,107 Foreign currency loss (gain) 1,913 (8) (1,139) 556 (1,629) Normalizing items attributable to noncontrolling interests and unconsolidated entities, net 6,464 (9) 8,650 20,754 53,622 Net normalizing items $ 78,775 $ 37,760 $ 303,324 $ 122,317 Average diluted common shares outstanding 634,259 552,380 608,750 518,701 Net normalizing items per diluted share $ 0.12 $ 0.07 $ 0.50 $ 0.24 (1) Primarily related to mark-to-market of the equity warrants received as part of the Safanad/HC-One transactions. (2) Primarily related to adjustments to reserves for loan losses under the current expected credit losses accounting standard. (3) Primarily related to the release of valuation allowances. (4) Primarily represents the write-off of straight-line rent receivable and unamortized lease incentive balances relating to the conversion of triple-net leased properties to SHO (RIDEA) structures. (5) Primarily related to non-capitalizable transaction costs and legal fees. (6) Primarily related to expenses recognized on the 2021 Special Performance Option Awards and 2022-2025 Outperformance Program ("OPP"). (7) Primarily relates to casualty losses net of any insurance recoveries. (8) Primarily relates to foreign currency gains and losses related to accrued interest on intercompany loans and third party debt denominated in a foreign currency. (9) Primarily relates to hypothetical liquidation at book value adjustments related to in substance real estate investments. Outlook Reconciliation: Year Ending December 31, 2025 Exhibit 3 (in millions, except per share data) Current Outlook Low High FFO Reconciliation: Net income attributable to common stockholders $ 1,043 $ 1,147 Depreciation and amortization(1) 2,062 2,062 NAREIT FFO attributable to common stockholders 3,105 3,209 Normalizing items, net(1,2) 10 10 Normalized FFO attributable to common stockholders $ 3,115 $ 3,219 Diluted per share data attributable to common stockholders: Net income $ 1.60 $ 1.76 NAREIT FFO $ 4.77 $ 4.93 Normalized FFO $ 4.79 $ 4.95 Other items:(1) Net straight-line rent and above/below market rent amortization $ (155) $ (155) Non-cash interest expenses 51 51 Recurring cap-ex, tenant improvements and lease commissions(3) (343) (343) Stock-based compensation 51 51 (1) Amounts presented net of noncontrolling interests' share and Welltower's share of unconsolidated entities. (2) Includes estimated stock compensation expense related to the one-time 2021 Special Stock Performance Option Awards and the 2022-2025 OPP Awards. (3) Reflects recurring cap-ex, tenant improvements and lease commissions on owned operational properties. SSNOI Reconciliations Exhibit 4 (in thousands) Three Months Ended March 31, June 30, September 30, December 31, 2024 2023 2024 2023 2024 2023 2024 2023 Net income (loss) $ 131,634 $ 28,635 $ 260,670 $ 106,342 $ 456,800 $ 134,722 $ 123,753 $ 88,440 Loss (gain) on real estate dispositions and acquisitions of controlling interests, net (4,707) (747) (166,443) 2,168 (272,266) (71,102) (8,195) 1,783 Loss (income) from unconsolidated entities 7,783 7,071 (4,896) 40,332 4,038 4,031 (6,429) 2,008 Income tax expense (benefit) 6,191 3,045 1,101 3,503 (4,706) 4,584 114 (4,768) Other expenses 14,131 22,745 48,684 11,069 20,239 38,220 34,405 36,307 Impairment of assets 43,331 12,629 2,394 1,086 23,421 7,388 23,647 14,994 Provision for loan losses, net 1,014 777 5,163 2,456 4,193 4,059 (245) 2,517 Loss (gain) on extinguishment of debt, net 6 5 1,705 1 419 1 — — Loss (gain) on derivatives and financial instruments, net (3,054) 930 (5,825) 1,280 (9,906) 2,885 (9,102) (7,215) General and administrative expenses 53,318 44,371 55,565 44,287 77,901 46,106 48,707 44,327 Depreciation and amortization 365,863 339,112 382,045 341,945 403,779 339,314 480,406 380,730 Interest expense 147,318 144,403 133,424 152,337 139,050 156,532 154,469 154,574 Consolidated NOI 762,828 602,976 713,587 706,806 842,962 666,740 841,530 713,697 NOI attributable to unconsolidated investments(1) 32,090 26,354 32,720 25,150 32,043 29,488 31,158 30,785 NOI attributable to noncontrolling interests(2) (22,796) (25,057) (17,296) (24,262) (17,332) (22,838) (15,328) (22,402) Pro rata NOI 772,122 604,273 729,011 707,694 857,673 673,390 857,360 722,080 Non-cash NOI attributable to same store properties (11,530) (28,727) 66,066 (28,888) (24,835) (26,713) 16,211 (33,837) NOI attributable to non-same store properties (222,298) (101,335) (262,613) (190,353) (290,656) (165,506) (300,525) (183,948) Currency and ownership(3) (713) 3,779 (262) 3,131 (2,273) 1,027 (533) 3,705 Other adjustments(4) 1,558 (545) 5,621 (8,342) 1,219 (1,749) 2,346 1,429 Same Store NOI (SSNOI) $ 539,139 $ 477,445 $ 537,823 $ 483,242 $ 541,128 $ 480,449 $ 574,859 $ 509,429 Seniors Housing Operating $ 266,907 $ 212,749 $ 261,784 $ 215,079 $ 278,849 $ 226,714 $ 297,809 $ 240,443 Seniors Housing Triple-net 93,740 90,310 90,935 87,221 76,591 72,412 77,199 73,482 Outpatient Medical 119,184 116,879 125,840 123,246 127,766 125,068 130,186 127,636 Long-Term/Post-Acute Care 59,308 57,507 59,264 57,696 57,922 56,255 69,665 67,868 Total SSNOI $ 539,139 $ 477,445 $ 537,823 $ 483,242 $ 541,128 $ 480,449 $ 574,859 $ 509,429 Average Seniors Housing Operating 25.5 % 21.7 % 23.0 % 23.9 % 23.5 % Seniors Housing Triple-net 3.8 % 4.3 % 5.8 % 5.1 % 4.8 % Outpatient Medical 2.0 % 2.1 % 2.2 % 2.0 % 2.1 % Long-Term/Post-Acute Care 3.1 % 2.7 % 3.0 % 2.6 % 2.9 % Total SSNOI growth 12.9 % 11.3 % 12.6 % 12.8 % 12.4 % (1) Represents Welltower's interests in joint ventures where Welltower is the minority partner. (2) Represents minority partners' interests in joint ventures where Welltower is the majority partner. (3) Includes adjustments to reflect consistent property ownership percentages and foreign currency exchange rates for properties in the U.K. and Canada. (4) Includes other adjustments described in the accompanying Supplements. Reconciliation of SHO SS RevPOR Growth Exhibit 5 (in thousands except SS RevPOR) Three Months Ended December 31, 2024 2023 Consolidated SHO revenues $ 1,764,329 $ 1,265,368 Unconsolidated SHO revenues attributable to WELL(1) 66,122 62,256 SHO revenues attributable to noncontrolling interests(2) (22,426) (42,926) SHO pro rata revenues(3) 1,808,025 1,284,698 Non-cash and non-RevPOR revenues on same store properties (2,533) (4,008) Revenues attributable to non-same store properties (698,685) (272,860) Currency and ownership adjustments(4) (1,800) 6,335 Other normalizing adjustments(5) — 858 SHO SS RevPOR revenues(6) $ 1,105,007 $ 1,015,023 Average occupied units/month(7) 59,213 57,110 SHO SS RevPOR(8) $ 6,170 $ 5,876 SS RevPOR YOY growth 5.0 % (1) Represents Welltower's interests in joint ventures where Welltower is the minority partner. (2) Represents minority partners' interests in joint ventures where Welltower is the majority partner. (3) Represents SHO revenues at Welltower pro rata ownership. (4) Includes where appropriate adjustments to reflect consistent property ownership percentages, to translate Canadian properties at a USD/CAD rate of 1.36 and to translate UK properties at a GBP/USD rate of 1.25. (5) Represents aggregate normalizing adjustments which are individually less than .50% of SSNOI growth. (6) Represents SS SHO RevPOR revenues at Welltower pro rata ownership. (7) Represents average occupied units for SS properties on a pro rata basis. (8) Represents pro rata SS average revenues generated per occupied room per month. Net Debt to Adjusted EBITDA Reconciliation Exhibit 6 (in thousands) Three Months Ended December 31, 2024 2023 Net income (loss) $ 123,753 $ 88,440 Interest expense 154,469 154,574 Income tax expense (benefit) 114 (4,768) Depreciation and amortization 480,406 380,730 EBITDA 758,742 618,976 Loss (income) from unconsolidated entities (6,429) 2,008 Stock-based compensation 13,358 8,418 Loss (gain) on real estate dispositions and acquisitions of controlling interests, net (8,195) 1,783 Impairment of assets 23,647 14,994 Provision for loan losses, net (245) 2,517 Loss (gain) on derivatives and financial instruments, net (9,102) (7,215) Other expenses 34,405 36,307 Casualty losses, net of recoveries 4,926 1,038 Other impairment(1) 41,978 4,333 Adjusted EBITDA $ 853,085 $ 683,159 Total debt(2) $ 15,608,294 $ 15,815,226 Cash and cash equivalents and restricted cash (3,711,457) (2,076,083) Net debt $ 11,896,837 $ 13,739,143 Adjusted EBITDA annualized $ 3,412,340 $ 2,732,636 Net debt to Adjusted EBITDA ratio 3.49x 5.03 x (1) Represents the write-off of straight-line rent receivable and unamortized lease incentive balances for leases placed on cash recognition. (2) Amounts include unamortized premiums/discounts, other fair value adjustments and financing lease liabilities. Excludes operating lease liabilities related to ASC 842 of $1,150,062,000 and $303,553,000 for the three months ended December 31, 2024 and 2023, respectively. Net Debt to Consolidated Enterprise Value Exhibit 7 (in thousands, except share price) December 31, 2024 December 31, 2023 Common shares outstanding 635,289 564,241 Period end share price $ 126.03 $ 90.17 Common equity market capitalization $ 80,065,473 $ 50,877,611 Total debt $ 15,608,294 $ 15,815,226 Cash and cash equivalents and restricted cash (3,711,457) (2,076,083) Net debt $ 11,896,837 $ 13,739,143 Noncontrolling interests(1) 616,378 967,351 Consolidated enterprise value $ 92,578,688 $ 65,584,105 Net debt to consolidated enterprise value 12.9 % 20.9 % (1) Includes all noncontrolling interests (redeemable and permanent) as reflected on our consolidated balance sheet. SOURCE Welltower Inc. 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Welltower Reports Fourth Quarter 2024 Results

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