TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo May 16, 2022 Michael Costa Chief Financial Officer Sabra Health Care REIT, Inc. 18500 Von Karman Avenue, Suite 550 Irvine, CA. 92612 Re: Sabra Health Care REIT, Inc. Form 10-K for the year ended December 31, 2021 Filed on February 22, 2022 File No. 001-34950 Dear Mr. Costa: We have limited our review of your filing to the financial statements and related disclosures and have the following comment. In our comment we may ask you to provide us with information so we may better understand your disclosure. Please respond to this comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this comment, we may have additional comments. Form 10-K for the year ended December 31, 2021 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Funds from Operations and Adjusted Funds from Operations, page 42 1. We note your define FFO as Net income as defined by GAAP excluding certain adjustments including your share of depreciation and amortization and impairment charges by your unconsolidated JV. Given that you own a 49% interest in your unconsolidated JV, please further tell us how you determined the $26.1 million depreciation, amortization and impairment of real state assets amount in your FFO calculation. In that regard, we note that total depreciation and amortization was $24 million and total impairment loss was $7.3 million based on the audited consolidated statement of of operations and comprehensive loss for your JV as included in Exhibit 99.1 of your Form 10-K/A filed on March 30, 2022. In closing, we remind you that the company and its management are responsible for the Michael Costa Sabra Health Care REIT, Inc. May 16, 2022 Page 2 accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Ameen Hamady at 202-551-3891 or in his absence, Shannon Menjivar at 202-551-3856 with any questions. FirstName LastNameMichael Costa Sincerely, Comapany NameSabra Health Care REIT, Inc. Division of Corporation Finance May 16, 2022 Page 2 Office of Real Estate & Construction FirstName LastName