10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)
☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2021
OR
☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
	ACT OF 1934 FOR THE TRANSITION PERIOD FROM____________TO____________

Commission file number: 1-10989

Ventas, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	61-1055020
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

353 N. Clark Street, Suite 3300

Chicago, Illinois

60654

(Address of Principal Executive Offices)    

(877) 483-6827

(Registrant’s Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Exchange on Which Registered
Common Stock $0.25 par value	VTR	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒    No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒    No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer ☐	Non-accelerated filer	☐
Smaller reporting company	☐		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐    No ☒

As of November 4, 2021, there were 399,175,892 shares of the registrant’s common stock outstanding.

VENTAS, INC.

FORM 10-Q

INDEX

		Page
PART I—FINANCIAL INFORMATION
Item 1.	Consolidated Financial Statements (Unaudited)	1
	Consolidated Balance Sheets as of September 30, 2021 and December 31, 2020	1
	Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2021 and 2020	2
	Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2021 and 2020	3
	Consolidated Statements of Equity for the Three and Nine Months Ended September 30, 2021 and 2020	4
	Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2021 and 2020	6
	Notes to Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	32
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	59
Item 4.	Controls and Procedures	62
PART II—OTHER INFORMATION
Item 1.	Legal Proceedings	63
Item 1A.	Risk Factors	63
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	63
Item 5.	Other Information	63
Item 6.	Exhibits	64

PART I—FINANCIAL INFORMATION

ITEM 1.    CONSOLIDATED FINANCIAL STATEMENTS

VENTAS, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

	As of September 30, 2021		As of December 31, 2020
	(In thousands, except per share amounts)
Assets
Real estate investments:
Land and improvements	$	2,395,751	$	2,261,415
Buildings and improvements	25,519,840		24,323,279
Construction in progress	298,982		265,748
Acquired lease intangibles	1,372,462		1,230,886
Operating lease assets	323,950		346,372
	29,910,985		28,427,700
Accumulated depreciation and amortization	(8,118,990)		(7,877,665)
Net real estate property	21,791,995		20,550,035
Secured loans receivable and investments, net	530,439		605,567
Investments in unconsolidated real estate entities	507,880		443,688
Net real estate investments	22,830,314		21,599,290
Cash and cash equivalents	143,770		413,327
Escrow deposits and restricted cash	52,752		38,313
Goodwill	1,046,070		1,051,650
Assets held for sale	316,769		9,608
Deferred income tax assets, net	11,496		9,987
Other assets	643,253		807,229
Total assets	$	25,044,424	$	23,929,404
Liabilities and equity
Liabilities:
Senior notes payable and other debt	$	12,078,835	$	11,895,412
Accrued interest	90,013		111,444
Operating lease liabilities	199,551		209,917
Accounts payable and other liabilities	1,142,822		1,133,066
Liabilities related to assets held for sale	20,518		3,246
Deferred income tax liabilities	65,196		62,638
Total liabilities	13,596,935		13,415,723
Redeemable OP unitholder and noncontrolling interests	280,344		235,490
Commitments and contingencies
Equity:
Ventas stockholders’ equity:
Preferred stock, $1.00 par value; 10,000 shares authorized, unissued	—		—
Common stock, $0.25 par value; 600,000 shares authorized, 399,177 and 374,609 shares issued at September 30, 2021 and December 31, 2020, respectively	99,777		93,635
Capital in excess of par value	15,504,210		14,171,262
Accumulated other comprehensive loss	(67,601)		(54,354)
Retained earnings (deficit)	(4,459,630)		(4,030,376)
Treasury stock, 1 and 0 shares at September 30, 2021 and December 31, 2020, respectively	(40)		—
Total Ventas stockholders’ equity	11,076,716		10,180,167
Noncontrolling interests	90,429		98,024
Total equity	11,167,145		10,278,191
Total liabilities and equity	$	25,044,424	$	23,929,404

See accompanying notes.

1

VENTAS, INC.

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2021		2020		2021		2020
	(In thousands, except per share amounts)
Revenues
Rental income:
Triple-net leased	$	181,379	$	156,136	$	500,487	$	527,238
Office	201,673		198,376		599,516		599,696
	383,052		354,512		1,100,003		1,126,934
Resident fees and services	558,039		541,322		1,622,641		1,667,421
Office building and other services revenue	5,841		3,868		16,172		10,669
Income from loans and investments	28,729		18,666		65,404		62,203
Interest and other income	417		572		1,343		6,965
Total revenues	976,078		918,940		2,805,563		2,874,192
Expenses
Interest	108,816		115,505		329,634		355,333
Depreciation and amortization	313,596		249,366		878,444		847,797
Property-level operating expenses:
Senior living	453,659		422,653		1,296,301		1,265,362
Office	66,401		66,934		195,297		192,192
Triple-net leased	3,268		5,398		12,525		17,004
	523,328		494,985		1,504,123		1,474,558
Office building services costs	522		557		1,798		1,827
General, administrative and professional fees	30,259		32,081		101,156		100,621
Loss on extinguishment of debt, net	29,792		7,386		56,808		7,386
Merger-related expenses and deal costs	22,662		11,325		28,000		26,129
Allowance on loans receivable and investments	(60)		4,999		(9,021)		34,654
Other	33,673		5,681		10,755		16,750
Total expenses	1,062,588		921,885		2,901,697		2,865,055
(Loss) income before unconsolidated entities, real estate dispositions, income taxes and noncontrolling interests	(86,510)		(2,945)		(96,134)		9,137
Income (loss) from unconsolidated entities	2,772		865		7,289		(15,861)
Gain on real estate dispositions	150,292		12,622		194,083		240,101
Income tax (expense) benefit	(3,780)		3,195		(9,574)		95,855
Income from continuing operations	62,774		13,737		95,664		329,232
Net income	62,774		13,737		95,664		329,232
Net income attributable to noncontrolling interests	2,094		986		5,802		534
Net income attributable to common stockholders	$	60,680	$	12,751	$	89,862	$	328,698
Earnings per common share
Basic:
Income from continuing operations	$	0.16	$	0.04	$	0.25	$	0.88
Net income attributable to common stockholders	0.16		0.03		0.24		0.88
Diluted:
Income from continuing operations	$	0.16	$	0.04	$	0.25	$	0.88
Net income attributable to common stockholders	0.16		0.03		0.24		0.87

See accompanying notes.

2

VENTAS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2021		2020		2021		2020
	(In thousands)
Net income	$	62,774	$	13,737	$	95,664	$	329,232
Other comprehensive (loss) income:
Foreign currency translation	(2,763)		7,907		(3,795)		(4,942)
Unrealized (loss) gain on available for sale securities	(13,638)		10,431		(20,918)		(9,828)
Derivative instruments	4,578		1,714		13,389		(19,661)
Total other comprehensive (loss) income	(11,823)		20,052		(11,324)		(34,431)
Comprehensive income	50,951		33,789		84,340		294,801
Comprehensive (loss) income attributable to noncontrolling interests	(418)		3,320		7,724		(3,419)
Comprehensive income attributable to common stockholders	$	51,369	$	30,469	$	76,616	$	298,220

See accompanying notes.

3

VENTAS, INC.

CONSOLIDATED STATEMENTS OF EQUITY

For the Three Months Ended September 30, 2021 and 2020

(Unaudited)

2019	Common Stock Par Value		Capital in Excess of Par Value		Accumulated Other Comprehensive Loss		Retained Earnings (Deficit)		Treasury Stock		Total Ventas Stockholders’ Equity		Noncontrolling Interests		Total Equity
2019	(In thousands, except per share amounts)
Balance at July 1, 2021	$	93,784	$	14,187,577	$	(58,290)	$	(4,340,052)	$	(320)	$	9,882,699	$	101,205	$	9,983,904
Net income	—		—		—		60,680		—		60,680		2,094		62,774
Other comprehensive loss	—		—		(9,311)		—		—		(9,311)		(2,512)		(11,823)
Acquisition-related activity	3,332		747,916		—		—		—		751,248		—		751,248
Net change in noncontrolling interests	—		(41,248)		—		—		—		(41,248)		(10,358)		(51,606)
Dividends to common stockholders—$0.45 per share	—		—		—		(180,258)		—		(180,258)		—		(180,258)
Issuance of common stock for stock plans, restricted stock grants and other	2,661		606,620		—		—		204		609,485		—		609,485
Adjust redeemable OP unitholder interests to current fair value	—		3,386		—		—		—		3,386		—		3,386
Redemption of OP Units	—		(41)		—		—		76		35		—		35
Balance at September 30, 2021	$	99,777	$	15,504,210	$	(67,601)	$	(4,459,630)	$	(40)	$	11,076,716	$	90,429	$	11,167,145
Balance at July 1, 2020	$	93,261	$	14,118,119	$	(82,761)	$	(3,816,460)	$	(947)	$	10,311,212	$	88,698	$	10,399,910
Net income	—		—		—		12,751		—		12,751		986		13,737
Other comprehensive income	—		—		17,719		—		—		17,719		2,333		20,052
Net change in noncontrolling interests	—		(6,173)		—		—		—		(6,173)		(1,162)		(7,335)
Dividends to common stockholders—$0.45 per share	—		—		—		(166,738)		—		(166,738)		—		(166,738)
Issuance of common stock for stock plans, restricted stock grants and other	206		42,074		—		(2,200)		(328)		39,752		—		39,752
Adjust redeemable OP unitholder     interests to current fair value	—		(11,669)		—		—		—		(11,669)		—		(11,669)
Redemption of OP Units	—		(2)		—		—		—		(2)		—		(2)
Balance at September 30, 2020	$	93,467	$	14,142,349	$	(65,042)	$	(3,972,647)	$	(1,275)	$	10,196,852	$	90,855	$	10,287,707

See accompanying notes.

4

VENTAS, INC.

CONSOLIDATED STATEMENTS OF EQUITY

For the Nine Months Ended September 30, 2021 and 2020

(Unaudited)

2019	Common Stock Par Value		Capital in Excess of Par Value		Accumulated Other Comprehensive Loss		Retained Earnings (Deficit)		Treasury Stock		Total Ventas Stockholders’ Equity		Noncontrolling Interests		Total Equity
2021	(In thousands, except per share amounts)
Balance at January 1, 2021	$	93,635	$	14,171,262	$	(54,354)	$	(4,030,376)	$	—	$	10,180,167	$	98,024	$	10,278,191
Net income	—		—		—		89,862		—		89,862		5,802		95,664
Other comprehensive (loss) income	—		—		(13,247)		—		—		(13,247)		1,923		(11,324)
Acquisition-related activity	3,332		747,916		—		—		—		751,248		—		751,248
Net change in noncontrolling interests	—		(35,009)		—		—		—		(35,009)		(15,320)		(50,329)
Dividends to common stockholders—$1.3500 per share	—		—		—		(519,116)		—		(519,116)		—		(519,116)
Issuance of common stock for stock plans, restricted stock grants and other	2,810		642,054		—		—		(116)		644,748		—		644,748
Adjust redeemable OP unitholder interests to current fair value	—		(21,953)		—		—		—		(21,953)		—		(21,953)
Redemption of OP Units	—		(60)		—		—		76		16		—		16
Balance at September 30, 2021	$	99,777	$	15,504,210	$	(67,601)	$	(4,459,630)	$	(40)	$	11,076,716	$	90,429	$	11,167,145
Balance at January 1, 2020	$	93,185	$	14,056,453	$	(34,564)	$	(3,669,050)	$	(132)	$	10,445,892	$	99,560	$	10,545,452
Net income	—		—		—		328,698		—		328,698		534		329,232
Other comprehensive loss	—		—		(30,478)		—		—		(30,478)		(3,953)		(34,431)
Net change in noncontrolling interests	—		(5,160)		—		—		—		(5,160)		(5,286)		(10,446)
Dividends to common stockholders—$1.6925 per share	—		—		—		(631,346)		—		(631,346)		—		(631,346)
Issuance of common stock for stock plans, restricted stock grants and other	282		54,967		—		(949)		(1,143)		53,157		—		53,157
Adjust redeemable OP unitholder interests to current fair value	—		36,353		—		—		—		36,353		—		36,353
Redemption of OP Units	—		(264)		—		—		—		(264)		—		(264)
Balance at September 30, 2020	$	93,467	$	14,142,349	$	(65,042)	$	(3,972,647)	$	(1,275)	$	10,196,852	$	90,855	$	10,287,707

See accompanying notes.

5

VENTAS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	For the Nine Months Ended September 30,
	2021		2020
	(In thousands)
Cash flows from operating activities:
Net income	$	95,664	$	329,232
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	878,444		847,797
Amortization of deferred revenue and lease intangibles, net	(71,620)		(25,343)
Other non-cash amortization	14,686		15,211
Allowance on loans receivable and investments	(9,021)		34,654
Stock-based compensation	26,165		17,322
Straight-lining of rental income	(10,166)		107,134
Loss on extinguishment of debt, net	56,808		7,386
Gain on real estate dispositions	(194,083)		(240,101)
Gain on real estate loan investments	(2,006)		(167)
Income tax expense (benefit)	4,656		(99,702)
(Income) loss from unconsolidated entities	(7,279)		15,869
Distributions from unconsolidated entities	9,466		2,960
Other	(830)		15,615
Changes in operating assets and liabilities:
Increase in other assets	(49,051)		(68,228)
Decrease in accrued interest	(22,414)		(12,975)
Increase in accounts payable and other liabilities	40,896		207,749
Net cash provided by operating activities	760,315		1,154,413
Cash flows from investing activities:
Net investment in real estate property	(1,103,210)		(77,625)
Investment in loans receivable	(384)		(113,147)
Proceeds from real estate disposals	497,303		682,604
Proceeds from loans receivable	302,700		106,966
Development project expenditures	(204,649)		(309,967)
Capital expenditures	(119,311)		(94,407)
Distributions from unconsolidated entities	17,847		—
Investment in unconsolidated entities	(107,140)		(7,832)
Insurance proceeds for property damage claims	501		33
Net cash (used in) provided by investing activities	(716,343)		186,625
Cash flows from financing activities:
Net change in borrowings under revolving credit facilities	(144,065)		(74,144)
Net change in borrowings under commercial paper program	369,943		(565,524)
Proceeds from debt	914,879		657,557
Repayment of debt	(1,499,036)		(127,528)
Purchase of noncontrolling interests	(11,485)		—
Payment of deferred financing costs	(23,608)		(7,564)
Issuance of common stock, net	617,438		36,395
Cash distribution to common stockholders	(506,972)		(760,363)
Cash distribution to redeemable OP unitholders	(5,400)		(5,954)
Cash issued for redemption of OP Units	(96)		(575)
Contributions from noncontrolling interests	35		1,138
Distributions to noncontrolling interests	(11,785)		(9,666)
Proceeds from stock option exercises	5,668		3,518
Other	(5,128)		(4,989)
Net cash used in financing activities	(299,612)		(857,699)
Net (decrease) increase in cash, cash equivalents and restricted cash	(255,640)		483,339
Effect of foreign currency translation	522		(951)
Cash, cash equivalents and restricted cash at beginning of period	451,640		146,102
Cash, cash equivalents and restricted cash at end of period	$	196,522	$	628,490

See accompanying notes.

6

VENTAS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Unaudited)

	For the Nine Months Ended September 30,
	2021		2020
	(In thousands)
Supplemental schedule of non-cash activities:
Assets acquired and liabilities assumed from acquisitions and other:
Real estate investments	$	1,317,617	$	169,484
Other assets	16,132		1,224
Debt	484,073		55,368
Other liabilities	97,960		2,707
Deferred income tax liability	—		337
Noncontrolling interests	468		20,259
Equity issued	751,248		—
Equity issued for redemption of OP Units	76		—

See accompanying notes.

7

VENTAS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1—DESCRIPTION OF BUSINESS

Ventas, Inc. (together with its consolidated subsidiaries, unless otherwise indicated or except where the context otherwise requires, “we,” “us” or “our”), an S&P 500 company, is a real estate investment trust (“REIT”) operating at the intersection of healthcare and real estate. We hold a highly diversified portfolio of senior housing, life science, research and innovation and healthcare properties located throughout the United States, Canada and the United Kingdom. As of September 30, 2021, we owned or had investments in approximately 1,300 properties (including properties classified as held for sale), consisting of senior housing communities, medical office buildings (“MOBs”), life science, research and innovation centers, inpatient rehabilitation facilities (“IRFs”) and long-term acute care facilities (“LTACs”) and health systems, which we generally refer to as “healthcare real estate.” Our company was originally founded in 1983 and is headquartered in Chicago, Illinois with additional corporate offices in Louisville, Kentucky and New York, New York.

We primarily invest in a diversified portfolio of healthcare real estate assets through wholly owned subsidiaries and other co-investment entities. We operate through three reportable business segments: triple-net leased properties, senior living operations, which we also refer to as SHOP, and office operations. See “Note 2 – Accounting Policies” and “Note 16 – Segment Information.” Our senior housing properties are either subject to triple-net leases, in which case they are included in our triple-net leased properties reportable business segment, or operated by independent third-party managers, in which case they are included in our senior living operations reportable business segment.

As of September 30, 2021, we leased a total of 354 properties (excluding properties within our office operations reportable business segment) to various healthcare operating companies under triple-net or absolute-net leases that obligate the tenants to pay all property-related expenses, including maintenance, utilities, repairs, taxes, insurance and capital expenditures. Our three largest tenants, Brookdale Senior Living Inc. (together with its subsidiaries, “Brookdale Senior Living”), Ardent Health Partners, LLC (together with its subsidiaries, “Ardent”) and Kindred Healthcare, LLC (together with its subsidiaries, “Kindred”) leased from us 121 properties, 12 properties and 32 properties, respectively, as of September 30, 2021.

As of September 30, 2021, pursuant to long-term management agreements, we engaged independent managers, such as Atria Senior Living, Inc. (“Atria”) and Sunrise Senior Living, LLC (together with its subsidiaries, “Sunrise”), to manage 551 senior housing communities in our senior living operations segment for us.

Through our Lillibridge Healthcare Services, Inc. subsidiary and our ownership interest in PMB Real Estate Services LLC, we also provide MOB management, leasing, marketing, facility development and advisory services to highly rated hospitals and health systems throughout the United States. In addition, from time to time, we make secured and non-mortgage loans and other investments relating to senior housing and healthcare operators or properties.

During fiscal 2020 and continuing into fiscal 2021, our business has been and continues to be impacted by both the COVID-19 pandemic itself, including actions taken to prevent the spread of the virus and its variants, and the ongoing consequences and effects of the pandemic on our business, including our senior housing business, and the broader economy.

We have not identified the COVID-19 pandemic, on its own, as a “triggering event” for purposes of evaluating impairment of real estate assets, goodwill and other intangibles, investments in unconsolidated entities and financial instruments. However, as of September 30, 2021, we considered the effect of the pandemic on certain of our assets and our ability to recover the respective carrying values of these assets. We applied our considerations to existing critical accounting policies that require us to make estimates and assumptions regarding future events that affect the reported amounts of assets and liabilities. We based our estimates on our experience and on assumptions we believe to be reasonable under the circumstances. For the nine months ended September 30, 2021 we recognized no COVID-19 related charges in our Consolidated Statements of Income.

The future impact of the COVID-19 pandemic and its ongoing consequences for the U.S. economy and our business remain highly uncertain. The extent of the pandemic’s continuing effect on our operational and financial performance will depend on a variety of factors, including the ultimate duration of the pandemic; the speed at which vaccines and other clinical treatments are successfully developed and deployed; the rate of acceptance of available vaccines, particularly among the residents and staff in our senior housing communities and the labor force more broadly; the impact of new variants of the virus and the effectiveness of vaccines and other clinical treatments against those variants; ongoing clinical experience, which may differ considerably across regions and fluctuate over time; the availability of ongoing government financial support to our business, tenants and operators; and the slope and pace of recovery of our senior housing business and the U.S. economy more generally. The pandemic and actions taken in response to the pandemic have had broad economic consequences, including for the labor market and global supply chain, which have affected and may continue to affect our business.

8

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

NOTE 2—ACCOUNTING POLICIES

The accompanying Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information set forth in the Accounting Standards Codification (“ASC”), as published by the Financial Accounting Standards Board (“FASB”), and with the Securities and Exchange Commission (“SEC”) instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of results for the interim period have been included. Operating results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. The accompanying Consolidated Financial Statements and related notes should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020 (the “2020 Annual Report”). Certain prior period amounts have been reclassified to conform to the current period presentation.

Principles of Consolidation

The accompanying Consolidated Financial Statements include our accounts and the accounts of our wholly owned subsidiaries and the joint venture entities over which we exercise control. All intercompany transactions and balances have been eliminated in consolidation, and our net earnings are reduced by the portion of net earnings attributable to noncontrolling interests.

GAAP requires us to identify entities for which control is achieved through means other than voting rights and to determine which business enterprise is the primary beneficiary of variable interest entities (“VIEs”). A VIE is broadly defined as an entity with one or more of the following characteristics: (a) the total equity investment at risk is insufficient to finance the entity’s activities without additional subordinated financial support; (b) as a group, the holders of the equity investment at risk lack (i) the ability to make decisions about the entity’s activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; and (c) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity’s activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights. We consolidate our investment in a VIE when we determine that we are its primary beneficiary. We may change our original assessment of a VIE upon subsequent events such as the modification of contractual arrangements that affects the characteristics or adequacy of the entity’s equity investments at risk and the disposition of all or a portion of an interest held by the primary beneficiary.

We identify the primary beneficiary of a VIE as the enterprise that has both: (i) the power to direct the activities of the VIE that most significantly impact the entity’s economic performance; and (ii) the obligation to absorb losses or the right to receive benefits of the VIE that could be significant to the entity. We perform this analysis on an ongoing basis.

As it relates to investments in joint ventures, GAAP may preclude consolidation by the sole general partner in certain circumstances based on the type of rights held by the limited partner or partners. We assess limited partners’ rights and their impact on our consolidation conclusions, and we reassess if there is a change to the terms or in the exercisability of the rights of the limited partners, the sole general partner increases or decreases its ownership of limited partnership (“LP”) interests or there is an increase or decrease in the number of outstanding LP interests. We also apply this guidance to managing member interests in limited liability companies (“LLCs”).

We consolidate several VIEs that share the following common characteristics:

•the VIE is in the legal form of an LP or LLC;

•the VIE was designed to own and manage its underlying real estate investments;

•we are the general partner or managing member of the VIE;

•we own a majority of the voting interests in the VIE;

•a minority of voting interests in the VIE are owned by external third parties, unrelated to us;

•the minority owners do not have substantive kick-out or participating rights in the VIE; and

•we are the primary beneficiary of the VIE.

We have separately identified certain special purpose entities that were established to allow investments in life science, research and innovation projects by tax credit investors (“TCIs”). We have determined that these special purpose entities are VIEs, we are a holder of variable interests and we are the primary beneficiary of the VIEs, and therefore we consolidate these

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special purpose entities. Our primary beneficiary determination is based upon several factors, including but not limited to the rights we have in directing the activities which most significantly impact the VIEs’ economic performance as well as certain guarantees which protect the TCIs from losses should a tax credit recapture event occur.

In general, the assets of consolidated VIEs are available only for the settlement of the obligations of the respective entities. Unless otherwise required by the LP or LLC agreement, any mortgage loans of the consolidated VIEs are non-recourse to us. The table below summarizes the total assets and liabilities of our consolidated VIEs as reported on our Consolidated Balance Sheets.

	September 30, 2021				December 31, 2020
	Total Assets		Total Liabilities		Total Assets		Total Liabilities
	(In thousands)
NHP/PMB L.P.	$	750,455	$	253,675	$	649,128	$	238,168
Other identified VIEs	4,016,054		1,673,060		4,095,102		1,653,036
Tax credit VIEs	461,065		105,525		614,490		204,746

Investments in Unconsolidated Entities

We report investments in unconsolidated entities over whose operating and financial policies we have the ability to exercise significant influence under the equity method of accounting. We adjust our investment in unconsolidated entities for additional contributions made, distributions received as well as our share of the investee’s earnings or losses which is included in our Consolidated Statements of Income.

We base the initial carrying value of investments in unconsolidated entities on the fair value of the assets at the time we acquired the joint venture interest. We estimate fair values for our equity method investments based on discounted cash flow models that include all estimated cash inflows and outflows over a specified holding period and, where applicable, any estimated debt premiums or discounts. The capitalization rates, discount rates and credit spreads we use in these models are based upon assumptions that we believe to be within a reasonable range of current market rates for the respective investments.

We generally amortize any difference between our cost basis and the basis reflected at the joint venture level, if any, over the lives of the related assets and liabilities and include that amortization in our share of income or loss from unconsolidated entities. For earnings of equity method investments with pro rata distribution allocations, net income or loss is allocated between the partners in the joint venture based on their respective stated ownership percentages. In other instances, net income or loss may be allocated between the partners in the joint venture based on the hypothetical liquidation at book value method (the “HLBV method”). Under the HLBV method, net income or loss is allocated between the partners based on the difference between each partner’s claim on the net assets of the joint venture at the end and beginning of the period, after taking into account contributions and distributions. Each partner’s share of the net assets of the joint venture is calculated as the amount that the partner would receive if the joint venture were to liquidate all of its assets at net book value and distribute the resulting cash to creditors and partners in accordance with their respective priorities. Under the HLBV method, in any given period, we could record more or less income than the joint venture has generated, than actual cash distributions we receive or than the amount we may receive in the event of an actual liquidation.

Redeemable OP Unitholder and Noncontrolling Interests

We own a majority interest in NHP/PMB L.P. (“NHP/PMB”), a limited partnership formed in 2008 to acquire properties from entities affiliated with Pacific Medical Buildings LLC (“PMB”). Given our wholly owned subsidiary is the general partner and the primary beneficiary of NHP/PMB, we consolidate NHP/PMB as a VIE. As of September 30, 2021, third party investors owned 3.9 million Class A limited partnership units in NHP/PMB (“OP Units”), which represented 34% of the total units then outstanding, and we owned 7.5 million Class B limited partnership units in NHP/PMB, representing the remaining 66%. The OP Units may be redeemed at any time at the election of the holder for cash or, at our option, 0.9051 shares of our common stock per OP Unit, subject to adjustment in certain circumstances. We are party by assumption to a registration rights agreement with the holders of the OP Units that requires us, subject to the terms and conditions and certain exceptions set forth therein, to file and maintain a registration statement relating to the issuance of shares of our common stock upon redemption of OP Units.

In September, NHP/PMB completed the buy-out of PMB’s interest in the newly developed Sutter Van Ness Medical Office Building. In connection with that transaction, NHP/PMB issued 0.6 million OP Units to third party investors.

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The OP Units are classified outside of permanent equity on our Consolidated Balance Sheets because they may be redeemed by third parties under circumstances that are outside of our control. We reflect the OP Units at the greater of cost or redemption value. As of September 30, 2021 and December 31, 2020, the fair value of the OP Units was $194.4 million and $146.0 million, respectively. We recognize changes in fair value through capital in excess of par value, net of cash distributions paid and purchases by us of any OP Units. Our diluted earnings per share includes the effect of any potential shares outstanding from redemption of the OP Units.

Certain noncontrolling interests of other consolidated joint ventures were also classified as redeemable at September 30, 2021 and December 31, 2020. We record the carrying amount of these noncontrolling interests at the greater of their initial carrying amount (increased or decreased for the noncontrolling interests’ share of net income or loss and distributions) or the redemption value, which is primarily based on the fair value of the underlying real estate asset. Our joint venture partners have certain redemption rights with respect to their noncontrolling interests in these joint ventures that are outside of our control, and the redeemable noncontrolling interests are classified outside of permanent equity on our Consolidated Balance Sheets. We recognize changes in the carrying value of redeemable noncontrolling interests through capital in excess of par value.

Noncontrolling Interests

Excluding the redeemable noncontrolling interests described above, we present the portion of any equity that we do not own in entities that we control (and thus consolidate) as noncontrolling interests and classify those interests as a component of consolidated equity, separate from total Ventas stockholders’ equity, on our Consolidated Balance Sheets. For consolidated joint ventures with pro rata distribution allocations, net income or loss, and comprehensive income, is allocated between the joint venture partners based on their respective stated ownership percentages. In other cases, net income or loss is allocated between the joint venture partners based on the HLBV method. We account for purchases or sales of equity interests that do not result in a change of control as equity transactions, through capital in excess of par value. We include net income attributable to the noncontrolling interests in net income in our Consolidated Statements of Income and we include the noncontrolling interests share of comprehensive income in our Consolidated Statements of Comprehensive Income.

Accounting for Historic and New Markets Tax Credits

For certain of our life science, research and innovation centers, we are party to contractual arrangements with TCIs that were established to enable the TCIs to receive benefits of historic tax credits (“HTCs”), new markets tax credits (“NMTCs”) or both. As of September 30, 2021, we owned six properties that had syndicated HTCs or NMTCs, or both, to TCIs.

In general, TCIs invest cash into special purpose entities that invest in entities that own the subject property and generate the tax credits. The TCIs receive substantially all of the tax credits and hold only a nominal interest in the economic risk and benefits of the special purpose entities.

HTCs are delivered to the TCIs upon substantial completion of the project. NMTCs are allowed for up to 39% of a qualified investment and are delivered to the TCIs after the investment has been funded and spent on a qualified business. HTCs are subject to 20% recapture per year beginning one year after the completion of the historic rehabilitation of the subject property. NMTCs are subject to 100% recapture until the end of the seventh year following the qualifying investment. We have provided the TCIs with certain guarantees which protect the TCIs from losses should a tax credit recapture event occur. The contractual arrangements with the TCIs include a put/call provision whereby we may be obligated or entitled to repurchase the interest of the TCIs in the special purpose entities at the end of the tax credit recapture period. We anticipate that either the TCIs will exercise their put rights or we will exercise our call rights prior to the applicable tax credit recapture periods.

The portion of the TCI’s investment that is attributed to the put is recorded at fair value at inception in accounts payable and other liabilities on our Consolidated Balance Sheets, and is accreted to the expected put price as interest expense in our Consolidated Statements of Income over the recapture period. The remaining balance of the TCI’s investment is initially recorded in accounts payable and other liabilities on our Consolidated Balance Sheets and will be relieved upon delivery of the tax credit to the TCI, as a reduction in the carrying value of the subject property, net of allocated expenses. Direct and incremental costs incurred in structuring the transaction are deferred and will be recognized as an increase in the cost basis of the subject property upon the recognition of the related tax credit as discussed above.

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Accounting for Real Estate Acquisitions

When we acquire real estate, we first make reasonable judgments about whether the transaction involves an asset or a business. Our real estate acquisitions are generally accounted for as asset acquisitions as substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets. Regardless of whether an acquisition is considered a business combination or an asset acquisition, we record the cost of the businesses or assets acquired as tangible and intangible assets and liabilities based upon their estimated fair values as of the acquisition date.

We estimate the fair value of buildings acquired on an as-if-vacant basis or replacement cost basis and depreciate the building value over the estimated remaining life of the building, generally not to exceed 35 years. We determine the fair value of other fixed assets, such as site improvements and furniture, fixtures and equipment, based upon the replacement cost and depreciate such value over the assets’ estimated remaining useful lives as determined at the applicable acquisition date. We determine the value of land either by considering the sales prices of similar properties in recent transactions or based on internal analyses of recently acquired and existing comparable properties within our portfolio. We generally determine the value of construction in progress based upon the replacement cost. However, for certain acquired properties that are part of a ground-up development, we determine fair value by using the same valuation approach as for all other properties and deducting the estimated cost to complete the development. During the remaining construction period, we capitalize project costs until the development has reached substantial completion. Construction in progress, including capitalized interest, is not depreciated until the development has reached substantial completion.

Intangibles primarily include the value of in-place leases and acquired lease contracts. We include all lease-related intangible assets and liabilities within acquired lease intangibles and accounts payable and other liabilities, respectively, on our Consolidated Balance Sheets.

The fair value of acquired lease-related intangibles, if any, reflects: (i) the estimated value of any above or below market leases, determined by discounting the difference between the estimated market rent and in-place lease rent; and (ii) the estimated value of in-place leases related to the cost to obtain tenants, including leasing commissions, and an estimated value of the absorption period to reflect the value of the rent and recovery costs foregone during a reasonable lease-up period as if the acquired space was vacant. We amortize any acquired lease-related intangibles to revenue or amortization expense over the remaining life of the associated lease plus any assumed bargain renewal periods. If a lease is terminated prior to its stated expiration or not renewed upon expiration, we recognize all unamortized amounts of lease-related intangibles associated with that lease in operations over the shortened lease term.

We estimate the fair value of purchase option intangible assets and liabilities, if any, by discounting the difference between the applicable property’s acquisition date fair value and an estimate of its future option price. We do not amortize the resulting intangible asset or liability over the term of the lease, but rather adjust the recognized value of the asset or liability upon sale.

In connection with an acquisition, we may assume rights and obligations under certain lease agreements pursuant to which we become the lessee of a given property. We generally assume the lease classification previously determined by the prior lessee absent a modification in the assumed lease agreement. We assess assumed operating leases, including ground leases, to determine whether the lease terms are favorable or unfavorable to us given current market conditions on the acquisition date. To the extent the lease terms are favorable or unfavorable to us relative to market conditions on the acquisition date, we recognize an intangible asset or liability at fair value and amortize that asset or liability to interest or rental expense in our Consolidated Statements of Income over the applicable lease term. Where we are the lessee, we record the acquisition date values of leases, including any above or below market value, within operating lease assets and operating lease liabilities on our Consolidated Balance Sheets.

We estimate the fair value of noncontrolling interests assumed consistent with the manner in which we value all of the underlying assets and liabilities.

We calculate the fair value of long-term assumed debt by discounting the remaining contractual cash flows on each instrument at the current market rate for those borrowings, which we approximate based on the rate at which we would expect to incur a replacement instrument on the date of acquisition, and recognize any fair value adjustments related to long-term debt as effective yield adjustments over the remaining term of the instrument.

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Fair Values of Financial Instruments

Fair value is a market-based measurement, not an entity-specific measurement, and we determine fair value based on the assumptions that we expect market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, GAAP establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within levels one and two of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within level three of the hierarchy).

Level one inputs utilize unadjusted quoted prices for identical assets or liabilities in active markets that we have the ability to access. Level two inputs are inputs other than quoted prices included in level one that are directly or indirectly observable for the asset or liability. Level two inputs may include quoted prices for similar assets and liabilities in active markets and other inputs for the asset or liability that are observable at commonly quoted intervals, such as interest rates, foreign exchange rates and yield curves. Level three inputs are unobservable inputs for the asset or liability, which typically are based on our own assumptions, because there is little, if any, related market activity. If the determination of the fair value measurement is based on inputs from different levels of the hierarchy, the level within which the entire fair value measurement falls is the lowest level input that is significant to the fair value measurement in its entirety. If the volume and level of market activity for an asset or liability has decreased significantly relative to the normal market activity for such asset or liability (or similar assets or liabilities), then transactions or quoted prices may not accurately reflect fair value. In addition, if there is evidence that a transaction for an asset or liability is not orderly, little, if any, weight is placed on that transaction price as an indicator of fair value. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.

We use the following methods and assumptions in estimating the fair value of our financial instruments whose fair value is determined on a recurring basis.

•Cash and cash equivalents - The carrying amount of unrestricted cash and cash equivalents reported on our Consolidated Balance Sheets approximates fair value due to the short maturity of these instruments.

•Escrow deposits and restricted cash - The carrying amount of escrow deposits and restricted cash reported on our Consolidated Balance Sheets approximates fair value due to the short maturity of these instruments.

•Loans receivable - We estimate the fair value of loans receivable using level two and level three inputs, including underlying asset performance and credit quality. We discount future cash flows using current interest rates at which similar loans with the same terms and length to maturity would be made to borrowers with similar credit ratings.

•Available for sale securities - We estimate the fair value of marketable debt securities using level two inputs. We observe quoted prices for similar assets or liabilities in active markets that we have the ability to access. We estimate the fair value of certain government-sponsored pooled loan investments using level three inputs. We consider credit spreads, underlying asset performance and credit quality, and default rates.

•Derivative instruments - With the assistance of a third party, we estimate the fair value of derivative instruments, including interest rate caps, interest rate swaps, and foreign currency forward contracts, using level two inputs.

◦Interest rate caps - We observe forward yield curves and other relevant information.

◦Interest rate swaps - We observe alternative financing rates derived from market-based financing rates, forward yield curves and discount rates.

◦Foreign currency forward contracts - We estimate the future values of the two currency tranches using forward exchange rates that are based on traded forward points and calculate a present value of the net amount using a discount factor based on observable traded interest rates.

•Stock warrants - We estimate the fair value of stock warrants using level two inputs that are obtained from public sources. Inputs include equity spot price, dividend yield, volatility and risk-free rate.

•Senior notes payable and other debt - We estimate the fair value of senior notes payable and other debt using level two inputs. We discount the future cash flows using current interest rates at which we could obtain similar

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borrowings. For mortgage debt, we may estimate fair value using level three inputs, similar to those used in determining fair value of loans receivable (above).

•Redeemable OP unitholder interests - We estimate the fair value of our redeemable OP unitholder interests using level one inputs. We base fair value on the closing price of our common stock, as OP Units may be redeemed at the election of the holder for cash or, at our option, shares of our common stock, subject to adjustment in certain circumstances.

Impairment of Long-Lived and Intangible Assets

We periodically evaluate our long-lived assets, primarily consisting of investments in real estate, for impairment indicators. If indicators of impairment are present, we evaluate the carrying value of the related real estate investments in relation to the future undiscounted cash flows of the underlying operations. In performing this evaluation, we consider market conditions and our current intentions with respect to holding or disposing of the asset. We adjust the net book value of leased properties and other long-lived assets to fair value if the sum of the expected future undiscounted cash flows, including sales proceeds, is less than book value. We recognize an impairment loss at the time we make any such determination.

If impairment indicators arise with respect to intangible assets with finite useful lives, we evaluate impairment by comparing the carrying amount of the asset to the estimated future undiscounted net cash flows expected to be generated by the asset. If estimated future undiscounted net cash flows are less than the carrying amount of the asset, then we estimate the fair value of the asset and compare the estimated fair value to the intangible asset’s carrying value. We recognize any shortfall from carrying value as an impairment loss in the current period.

We evaluate our investments in unconsolidated entities for impairment at least annually, and whenever events or changes in circumstances indicate that the carrying value of our investment may exceed its fair value. If we determine that a decline in the fair value of our investment in an unconsolidated entity is other-than-temporary, and if such reduced fair value is below the carrying value, we record an impairment.

We test goodwill for impairment at least annually, and more frequently if indicators arise. We first assess qualitative factors, such as current macroeconomic conditions, state of the equity and capital markets and our overall financial and operating performance, to determine the likelihood that the fair value of a reporting unit is less than its carrying amount. If we determine it is more likely than not that the fair value of a reporting unit is less than its carrying amount, we proceed with estimating the fair value of the reporting unit. A goodwill impairment, if any, will be recognized in the period it is determined and is measured as the amount by which a reporting unit’s carrying value exceeds its fair value.

Estimates of fair value used in our evaluation of goodwill (if necessary based on our qualitative assessment), investments in real estate, investments in unconsolidated entities and intangible assets are based upon discounted future cash flow projections or other acceptable valuation techniques that are based, in turn, upon all available evidence including level three inputs, such as revenue and expense growth rates, estimates of future cash flows, capitalization rates, discount rates, general economic conditions and trends, or other available market data such as replacement cost or comparable sales. Our ability to accurately predict future operating results and cash flows and to estimate and determine fair values impacts the timing and recognition of impairments. While we believe our assumptions are reasonable, changes in these assumptions may have a material impact on our financial results.

Revenue Recognition

Triple-Net Leased Properties and Office Operations

Certain of our triple-net leases and most of our MOB and life science, research and innovation centers (collectively, “office operations”) leases provide for periodic and determinable increases in base rent. We recognize base rental revenues under these leases on a straight-line basis over the applicable lease term when collectability of substantially all rents is probable. Recognizing rental income on a straight-line basis generally results in recognized revenues during the first half of a lease term exceeding the cash amounts contractually due from our tenants, creating a straight-line rent receivable that is included in other assets on our Consolidated Balance Sheets. At September 30, 2021 and December 31, 2020, this cumulative excess totaled $173.6 million and $169.7 million, respectively (excluding properties classified as held for sale).

Certain of our leases provide for periodic increases in base rent only if certain revenue parameters or other substantive contingencies are met. We recognize the increased rental revenue under these leases as the related parameters or contingencies are met, rather than on a straight-line basis over the applicable lease term.

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We assess the probability of collecting substantially all rents under our leases based on several factors, including, among other things, payment history, the financial strength of the tenant and any guarantors, the historical operations and operating trends of the property, the historical payment pattern of the tenant, the type of property, the value of the underlying collateral, if any, expected future performance of the property and current economic conditions. If our evaluation of these factors indicates it is not probable that we will be able to collect substantially all rents under the lease, we record a charge to rental income. If we change our conclusions regarding the probability of collecting rent payments required by a lease, we may recognize adjustments to rental income in the period we make such change in our conclusions.

Senior Living Operations

Our resident agreements are accounted for as leases and we recognize resident fees and services, other than move-in fees, monthly as services are provided. We recognize move-in fees on a straight-line basis over the average resident stay.

Other

We recognize interest income from loans and investments, including discounts and premiums, using the effective interest method when collectability is reasonably assured. We apply the effective interest method on a loan-by-loan basis and recognize discounts and premiums as yield adjustments over the related loan term. We evaluate collectability of accrued interest receivables separate from the amortized cost basis of our loans. As such, we recognize interest income on an impaired loan to the extent we believe accrued contractual interest payments are collectable. Otherwise interest income is recognized on a cash basis.

We evaluate a current estimate of all expected credit losses over the life of a financial instrument, which may result in recognition of credit losses on loans and other financial instruments before an actual event of default. We will establish reserves for any estimated credit losses with a corresponding charge to allowance on loans receivable and investments in our Consolidated Statements of Income. Subsequent changes in our estimate of credit losses may result in a corresponding increase or decrease to allowance on loans receivable and investments in our Consolidated Statements of Income.

Accounting for Leased Property

We lease real property, primarily land and corporate office space, and equipment, primarily vehicles at our senior housing communities. At lease inception, we establish an operating lease asset and operating lease liability calculated as the present value of future minimum lease payments. As our leases do not provide an implicit rate, we use a discount rate that approximates our incremental borrowing rate available at lease commencement to determine the present value. Our lease expense primarily consists of ground and corporate office leases. Ground lease expense is included in interest expense and corporate office lease expense is included in general, administrative and professional fees in our Consolidated Statements of Income.

NOTE 3—CONCENTRATION OF CREDIT RISK

As of September 30, 2021, Atria, Sunrise, Brookdale Senior Living, Ardent and Kindred managed or operated approximately 19.9%, 10.0%, 7.9%, 4.7% and 1.0%, respectively, of our consolidated real estate investments based on gross book value (excluding properties classified as held for sale as of September 30, 2021). Because Atria and Sunrise manage our properties in exchange for a management fee from us, we are not directly exposed to their credit risk in the same manner or to the same extent as triple-net tenants like Brookdale Senior Living, Ardent and Kindred.

Based on gross book value, approximately 14.3% and 52.4% of our consolidated real estate investments were senior housing communities included in the triple-net leased properties and senior living operations reportable business segments, respectively (excluding properties classified as held for sale as of September 30, 2021). MOBs, life science, research and innovation centers, IRFs and LTACs, health systems, skilled nursing facilities (“SNFs”) and secured loans receivable and investments collectively comprised the remaining 33.3%. Our consolidated properties were located in 47 states, the District of Columbia, seven Canadian provinces and the United Kingdom as of September 30, 2021, with properties in one state (California) accounting for more than 10% of our total consolidated revenues and net operating income (“NOI,” which is defined as total revenues, excluding interest and other income, less property-level operating expenses and office building services costs) for the three months then ended.

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Triple-Net Leased Properties

The properties we lease to Brookdale Senior Living, Ardent and Kindred account for a significant portion of our triple-net leased properties segment revenues and NOI and the following table reflects the concentration risk related to our triple-net leased properties for the periods presented:

	For the Three Months Ended September 30,
	2021		2020
Revenues (1):
Brookdale Senior Living	3.8	%	4.0	%
Ardent	3.3		3.3
Kindred	3.5		3.6
NOI:
Brookdale Senior Living	8.2	%	8.8	%
Ardent	7.1		7.2
Kindred	7.5		7.8

(1)Total revenues include office building and other services revenue, income from loans and investments and interest and other income.

Each of our leases with Brookdale Senior Living, Ardent and Kindred is a triple-net lease that obligates the tenant to pay all property-related expenses, including maintenance, utilities, repairs, taxes, insurance and capital expenditures, and to comply with the terms of the mortgage financing documents, if any, affecting the properties. In addition, each of our Brookdale Senior Living, Ardent and Kindred leases has a corporate guaranty.

Senior Living Operations

As of September 30, 2021, Atria and Sunrise, collectively, provided comprehensive property management and accounting services with respect to 279 of our 542 consolidated senior housing communities, for which we pay annual management fees pursuant to long-term management agreements.

We rely on our managers’ personnel, expertise, technical resources and information systems, proprietary information, good faith and judgment to manage our senior living operations efficiently and effectively. We also rely on our managers to set appropriate resident fees, provide accurate property-level financial results in a timely manner and otherwise operate our senior housing communities in compliance with the terms of our management agreements and all applicable laws and regulations.

Eclipse Senior Living and Pending Operator Transitions

We are in the process of transitioning the operation of 90 senior living communities owned by us and currently operated under management agreements with Eclipse Senior Living, Inc. (“ESL”) to various experienced operators. All of the planned transitions are expected to be completed by the end of 2021. ESL is expected to cease operation of its management business in 2022 following completion of the transitions. We expect to incur certain one-time transition costs and expenses in connection with the transitions. We cannot assure you that these transitions will be completed on the terms or timeline anticipated or at all.

Sale of Kindred and Related Transactions

In June 2021, Kindred and LifePoint Health (“LifePoint”) announced that they entered into a definitive agreement pursuant to which LifePoint would acquire Kindred (the “LifePoint-Kindred Acquisition”). Kindred and LifePoint subsequently announced that, following the closing of the LifePoint-Kindred Acquisition, they plan to organize into two separate healthcare companies, with LifePoint and Kindred’s assets being allocated between the two companies. Kindred and LifePoint have said that they expect to complete these transactions by the end of 2021, subject to the completion of regulatory approvals and satisfaction of customary closing conditions. Under our agreements with Kindred, we currently expect to receive a fee in connection with these transactions. We cannot otherwise predict what effect they may have on Kindred, our properties or our lease with Kindred.

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NOTE 4—ACQUISITIONS OF REAL ESTATE PROPERTY

We acquire and invest in senior housing, medical office buildings, life science, research and innovation centers and other healthcare properties primarily to achieve an expected yield on our investment, to grow and diversify our portfolio and revenue base, and to reduce our dependence on any single tenant, operator or manager, geographic location, asset type, business model or revenue source.

2021 Acquisitions

On September 21, 2021, we acquired New Senior Investment Group Inc. (“New Senior”) for a purchase price of $2.3 billion in an all-stock transaction pursuant to an Agreement and Plan of Merger dated as of June 28, 2021 (the “Merger Agreement”) by and among Ventas, Cadence Merger Sub LLC, our wholly owned subsidiary (“Merger Sub”), and New Senior. Under the Merger Agreement, on the acquisition date, Merger Sub merged with and into New Senior, with New Senior surviving the merger as our wholly owned subsidiary (the “New Senior Acquisition”). The New Senior Acquisition was valued at approximately $2.4 billion. We funded the transaction through the issuance of approximately 13.3 million shares of our common stock, with each New Senior stockholder receiving 0.1561 shares of Ventas common stock for each share of New Senior common stock that they owned immediately prior to the acquisition. In addition to the equity issuance, we funded the acquisition through the assumption of $482.5 million of New Senior mortgage debt and $1.1 billion of cash paid at closing. We accounted for this transaction as an asset acquisition and the financial results of New Senior have been included in our consolidated financial statements from the acquisition date.

Fourth Quarter Acquisitions

In November, we completed the approximately $180 million acquisition of six Canadian senior housing communities that will be operated under a management contract and the $58 million acquisition of a behavioral health center in Plano, Texas.

NOTE 5—DISPOSITIONS AND IMPAIRMENTS

2021 Activity

During the nine months ended September 30, 2021, we sold 27 MOBs and six triple-net leased properties for aggregate consideration of $497.3 million and recognized a gain on the sales of these assets of $194.1 million.

Assets Held for Sale

The table below summarizes our real estate assets classified as held for sale, including the amounts reported on our Consolidated Balance Sheets, which may include anticipated post-closing settlements of working capital for disposed properties.

	As of September 30, 2021					As of December 31, 2020
	Number of Properties Held for Sale	Assets Held for Sale		Liabilities Related to Assets Held for Sale		Number of Properties Held for Sale	Assets Held for Sale		Liabilities Related to Assets Held for Sale
	(Dollars in thousands)
Triple-Net Leased Properties	1	$	1,414	$	621	1	$	4,960	$	2,690
Office Operations (1)	6	12,813		2,096		—	15		101
Senior Living Operations	25	302,542		17,801		1	4,633		455
Total	32	$	316,769	$	20,518	2	$	9,608	$	3,246

(1)2020 balances relate to anticipated post-closing settlements of working capital.

Real Estate Impairment

We recognized impairments of $173.0 million and $129.5 million, respectively, for the nine months ended September 30, 2021 and 2020, which are primarily recorded in depreciation and amortization in our Consolidated Statements of Income. The impairments recorded during 2021 were primarily the result of a change in our intent to hold the impaired assets. In most cases, we recognize an impairment in the periods in which our change in intent is made.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

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NOTE 6—LOANS RECEIVABLE AND INVESTMENTS

As of September 30, 2021 and December 31, 2020, we had $594.4 million and $900.2 million, respectively, of net loans receivable and investments relating to senior housing and healthcare operators or properties. The following is a summary of our loans receivable and investments, net, including amortized cost, fair value and unrealized gains or losses on available for sale investments:    

	Amortized Cost		Allowance		Unrealized Gain		Carrying Amount		Fair Value
	(In thousands)
As of September 30, 2021:
Secured/mortgage loans and other, net	$	488,999	$	—	$	—	$	488,999	$	477,114
Government-sponsored pooled loan investments, net (1)	38,443		—		2,996		41,440		41,440
Total investments reported as secured loans receivable and investments, net	527,442		—		2,996		530,439		518,554
Non-mortgage loans receivable, net (2)	69,618		(5,629)		—		63,989		64,346
Total loans receivable and investments, net	$	597,060	$	(5,629)	$	2,996	$	594,428	$	582,900
As of December 31, 2020:
Secured/mortgage loans and other, net	$	555,840	$	—	$	—	$	555,840	$	508,707
Government-sponsored pooled loan investments, net	55,154		(8,846)		3,419		49,727		49,727
Total investments reported as secured loans receivable and investments, net	610,994		(8,846)		3,419		605,567		558,434
Non-mortgage loans receivable, net	74,700		(17,623)		—		57,077		57,009
Marketable debt securities	213,334		—		24,219		237,553		237,553
Total loans receivable and investments, net	$	899,028	$	(26,469)	$	27,638	$	900,197	$	852,996

(1)Investment in government-sponsored pool loans has a contractual maturity date in 2023.

(2)In October 2021, we received proceeds of $45.0 million in full repayment of a note from Brookdale Senior Living.

2021 Activity

In October 2021, we received proceeds of $45.0 million in full repayment of a cash pay note from Brookdale Senior Living. The note was issued to us in connection with the modification of our lease with Brookdale Senior Living in the third quarter of 2020.

In July 2021, we received $66 million from Holiday Retirement as repayment in full of secured notes which Holiday Retirement previously issued to us as part of a lease termination transaction entered into in April 2020.

In July 2021, we received aggregate proceeds of $224 million from the redemption of Ardent’s outstanding 9.75% Senior Notes due 2026 at a price equal to 107.313% of the principal amount of the notes, plus accrued and unpaid interest. The redemption resulted in a gain of $16.6 million which is recorded in income from loans and investments in our Consolidated Statements of Income. As of December 31, 2020, $23.0 million of unrealized gain related to these securities was included in accumulated other comprehensive income.

In April 2021, we received $19.2 million in full repayment of certain government-sponsored pooled loan investments. In the first quarter of 2021, prior to such repayment, we reversed an $8.8 million allowance we had previously recorded in 2020 on this investment with a corresponding adjustment to allowance on loans receivable and investments in our Consolidated Statements of Income. There was no impact to our Consolidated Statements of Income from the loan repayment.

During the first quarter of 2021, we received aggregate proceeds of $16.5 million for the redemption and sale of marketable debt securities, resulting in total gains of $1.0 million which is recorded in income from loans and investments in our Consolidated Statements of Income. As of December 31, 2020, $1.2 million of unrealized gain was presented within accumulated other comprehensive income related to these securities. These securities had a weighted average interest rate of 8.3% and were due to mature between 2024 and 2026.

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In March 2021, $11.9 million of previously reserved non-mortgage loans were forgiven. We derecognized both the amortized cost bases and allowances for these loans during the quarter ended March 31, 2021.

NOTE 7—INVESTMENTS IN UNCONSOLIDATED ENTITIES

We report investments in unconsolidated entities over whose operating and financial policies we have the ability to exercise significant influence under the equity method of accounting. We are not required to consolidate these entities because our joint venture partners have significant participating rights, nor are these entities considered VIEs, as they are controlled by equity holders with sufficient capital. We invest in both real estate entities and operating entities which are described further below.

Investments in Unconsolidated Real Estate Entities

Through our Ventas Investment Management Platform, which consolidates our extensive third-party capital ventures under a single brand and umbrella, we partner with third-party institutional investors to invest with us in healthcare real estate through various joint ventures and other co-investment vehicles where we are the sponsor or general partner. Below is a summary of our investments in unconsolidated real estate entities as of September 30, 2021 and December 31, 2020, respectively:

	Ownership As of (1)		Carrying Amount As of
	September 30, 2021	December 31, 2020	September 30, 2021		December 31, 2020
			(In thousands)
Investment in unconsolidated real estate entities:
Ventas Life Science & Healthcare Real Estate Fund	21.1%	22.9%	$	271,494	$	279,983
Pension Fund Joint Venture	22.9%	22.8%	30,277		34,690
Research & Innovation Development Joint Venture	51.0%	50.3%	200,311		123,445
Ventas Investment Management Platform			502,082		438,118
All other (2)	34.0%-50.0%	34.0%-50.0%	5,798		5,570
Total investments in unconsolidated real estate entities			$	507,880	$	443,688
(1) The entities in which we have an ownership interest may have less than a 100% interest in the underlying real estate. The ownership percentages in the table reflect our interest in the underlying real estate. Joint venture members, including us in some instances, have equity participation rights based on the underlying performance of the investments which could result in non pro rata distributions.
(2) Includes investments in land parcels, parking structures and other de minimis investments in unconsolidated real estate entities.

In March 2021, the Ventas Life Science and Healthcare Real Estate Fund, L.P. (the “Ventas Fund”) acquired two Class-A life science properties in the Baltimore-DC life science cluster for $272 million, which increased assets under management of the Ventas Fund to $2.1 billion.

We provide various services to our unconsolidated real estate entities in exchange for fees and reimbursements. Total management fees earned in connection with these services were $3.2 million and $1.5 million for the three months ended September 30, 2021 and 2020, respectively, and $8.9 million and $3.9 million for the nine months ended September 30, 2021 and 2020, respectively. Such amounts are included in office building and other services revenue in our Consolidated Statements of Income.

Investments in Unconsolidated Operating Entities

We own investments in unconsolidated operating entities such as Ardent, Atria and ESL, which are included within other assets on our Consolidated Balance Sheets. Our 34% ownership interest in Atria entitles us to customary minority rights and protections, including the right to appoint two of six members to the Atria Board of Directors. Our 34% ownership interest in ESL entitles us to customary minority rights and protections, including the right to appoint two of six members to the ESL Board of Directors. ESL management owns the 66% controlling interest. Our 9.8% ownership interest in Ardent entitles us to customary minority rights and protections, including the right to appoint one of 11 members of the Ardent Board of Directors.

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NOTE 8—INTANGIBLES

The following is a summary of our intangibles:

	As of September 30, 2021			As of December 31, 2020
	Balance		Remaining Weighted Average Amortization Period in Years	Balance		Remaining Weighted Average Amortization Period in Years
	(Dollars in thousands)
Intangible assets:
Above market lease intangibles	$	137,166	6.0	$	140,096	6.4
In-place and other lease intangibles	1,235,296		6.8	1,090,790		10.7
Goodwill	1,046,070		N/A	1,051,650		N/A
Other intangibles	34,512		6.8	35,870		10.0
Accumulated amortization	(921,399)		N/A	(941,462)		N/A
Net intangible assets	$	1,531,645	6.8	$	1,376,944	10.3
Intangible liabilities:
Below market lease intangibles	$	334,437	9.8	$	339,265	14.3
Other lease intangibles	13,498		N/A	13,498		N/A
Accumulated amortization	(241,810)		N/A	(212,655)		N/A
Purchase option intangibles	3,568		N/A	3,568		N/A
Net intangible liabilities	$	109,693	9.8	$	143,676	14.3

N/A—Not Applicable.

Above market lease intangibles and in-place and other lease intangibles are included in acquired lease intangibles within real estate investments on our Consolidated Balance Sheets. Other intangibles (including non-compete agreements, trade names and trademarks) are included in other assets on our Consolidated Balance Sheets. Below market lease intangibles, other lease intangibles and purchase option intangibles are included in accounts payable and other liabilities on our Consolidated Balance Sheets.

NOTE 9—OTHER ASSETS

The following is a summary of our other assets:

	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Straight-line rent receivables	$	173,591	$	169,711
Non-mortgage loans receivable, net	63,989		57,077
Stock warrants	68,884		50,098
Marketable debt securities	—		237,553
Other intangibles, net	7,474		4,659
Investment in unconsolidated operating entities	78,813		63,768
Other	250,502		224,363
Total other assets	$	643,253	$	807,229

Stock warrants represent warrants exercisable at any time prior to December 31, 2025, in whole or in part, for 16.3 million shares of Brookdale Senior Living common stock at an exercise price of $3.00 per share. These warrants are measured at fair value with changes in fair value being recognized within other expense in our Consolidated Statements of Income.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

NOTE 10—SENIOR NOTES PAYABLE AND OTHER DEBT

The following is a summary of our senior notes payable and other debt:

	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Unsecured revolving credit facility (1)	$	49,141	$	39,395
Commercial paper notes	370,000		—
Secured revolving construction credit facility due 2022	—		154,098
Floating Rate Senior Notes, Series F due 2021 (2)	236,630		235,664
3.25% Senior Notes due 2022	—		263,687
3.30% Senior Notes, Series C due 2022 (2)	197,192		196,386
Unsecured term loan due 2023	200,000		200,000
3.125% Senior Notes due 2023	—		400,000
3.10% Senior Notes due 2023	—		400,000
2.55% Senior Notes, Series D due 2023 (2)	216,911		216,025
3.50% Senior Notes due 2024	400,000		400,000
3.75% Senior Notes due 2024	400,000		400,000
4.125% Senior Notes, Series B due 2024 (2)	197,192		196,386
2.80% Senior Notes, Series E due 2024 (2)	473,261		471,328
Unsecured term loan due 2025 (2)	394,384		392,773
3.50% Senior Notes due 2025	600,000		600,000
2.65% Senior Notes due 2025	450,000		450,000
4.125% Senior Notes due 2026	500,000		500,000
3.25% Senior Notes due 2026	450,000		450,000
3.85% Senior Notes due 2027	400,000		400,000
4.00% Senior Notes due 2028	650,000		650,000
4.40% Senior Notes due 2029	750,000		750,000
3.00% Senior Notes due 2030	650,000		650,000
4.75% Senior Notes due 2030	500,000		500,000
2.50% Senior Notes due 2031	500,000		—
6.90% Senior Notes due 2037 (3)	52,400		52,400
6.59% Senior Notes due 2038 (3)	22,823		22,823
5.70% Senior Notes due 2043	300,000		300,000
4.375% Senior Notes due 2045	300,000		300,000
4.875% Senior Notes due 2049	300,000		300,000
Mortgage loans and other	2,582,812		2,092,106
Total	12,142,746		11,983,071
Deferred financing costs, net	(71,313)		(68,343)
Unamortized fair value adjustment	35,316		12,618
Unamortized discounts	(27,914)		(31,934)
Senior notes payable and other debt	$	12,078,835	$	11,895,412

(1)As of September 30, 2021 and December 31, 2020, respectively, $23.3 million and $12.2 million of aggregate borrowings were denominated in Canadian dollars. Aggregate borrowings of $25.9 million and $27.2 million were denominated in British pounds as of September 30, 2021 and December 31, 2020, respectively.

(2)Canadian Dollar debt obligations shown in U.S. Dollars.

(3)Our 6.90% senior notes due 2037 are subject to repurchase at the option of the holders, at par, on October 1, 2027, and our 6.59% senior notes due 2038 are subject to repurchase at the option of the holders, at par, on July 7 in each of 2023 and 2028.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

Credit Facilities, Commercial Paper and Unsecured Term Loans

In January 2021, we entered into an amended and restated unsecured credit facility (the “New Credit Facility”) comprised of a $2.75 billion unsecured revolving credit facility initially priced at LIBOR plus 0.825% based on the Company’s debt rating. The New Credit Facility replaced our previous $3.0 billion unsecured revolving credit facility priced at 0.875%. The New Credit Facility matures in January 2025, but may be extended at our option, subject to the satisfaction of certain conditions, for two additional periods of six months each. The New Credit Facility also includes an accordion feature that permits us to increase our aggregate borrowing capacity thereunder to up to $3.75 billion, subject to the satisfaction of certain conditions.

As of September 30, 2021, we had $2.7 billion of undrawn capacity on our New Credit Facility with $49.1 million borrowings outstanding and an additional $24.9 million restricted to support outstanding letters of credit. We limit our use of the New Credit Facility, to the extent necessary, to support our commercial paper program when commercial paper notes are outstanding. As of September 30, 2021, we had $370.0 million of commercial paper outstanding.

Our wholly owned subsidiary, Ventas Realty, Limited Partnership (“Ventas Realty”), may issue from time to time unsecured commercial paper notes up to a maximum aggregate amount outstanding at any time of $1.0 billion. The notes are sold under customary terms in the U.S. commercial paper note market and are ranked pari passu with all of Ventas Realty’s other unsecured senior indebtedness. The notes are fully and unconditionally guaranteed by Ventas, Inc. As of September 30, 2021, we had $370.0 million in borrowings outstanding under our commercial paper program.

As of September 30, 2021, we had a $200.0 million unsecured term loan priced at LIBOR plus 0.90% that matures in 2023.  The term loan also includes an accordion feature that effectively permits us to increase our aggregate borrowings thereunder to up to $800.0 million.

As of September 30, 2021, we had a C$500 million unsecured term loan facility priced at Canadian Dollar Offered Rate (“CDOR”) plus 0.90% that matures in 2025.

During the three months ended September 30, 2021, we terminated the $400.0 million secured revolving construction credit facility, resulting in a loss on extinguishment of debt of $0.5 million for the three months ended September 30, 2021. There were no borrowings outstanding under the secured revolving construction credit facility as of September 30, 2021.

Senior Notes

In August 2021, Ventas Realty issued and sold $500.0 million aggregate principal amount of 2.50% senior notes due 2031 at 99.74% of par.

In August 2021, Ventas Realty issued a make whole notice of redemption for the entirety of the $400.0 million aggregate principal amount of 3.125% senior notes due 2023, resulting in a loss on extinguishment of debt of $20.9 million for the three months ended September 30, 2021. The redemption settled in September 2021, principally using cash on hand.

In July 2021, Ventas Realty and Ventas Capital Corporation issued a make whole notice of redemption for the entirety of the $263.7 million aggregate principal amount of 3.25% senior notes due 2022, resulting in a loss on extinguishment of debt of $8.2 million for the three months ended September 30, 2021. The redemption settled in August 2021, principally using cash on hand.

In February 2021, Ventas Realty issued a make whole notice of redemption for the entirety of the $400.0 million aggregate principal amount of 3.10% senior notes due January 2023, resulting in a loss on extinguishment of debt of $27.3 million for the three months ended March 31, 2021. The redemption settled in March 2021, principally using cash on hand.

Mortgages

In September 2021, we assumed $482.5 million in mortgage debt in connection with the New Senior Acquisition, including a $25.4 million fair value premium which will be amortized over the remaining term through interest expense in our Consolidated Statement of Income. See “Note 4 – Acquisitions Of Real Estate Property”.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

As of September 30, 2021, our indebtedness had the following maturities:

	Principal Amount Due at Maturity		Unsecured Revolving Credit Facility and Commercial Paper Notes (1)		Scheduled Periodic Amortization		Total Maturities
	(In thousands)
2021	$	293,626	$	370,000	$	15,082	$	678,708
2022	564,208		—		52,150		616,358
2023	810,886		—		38,684		849,570
2024	1,636,695		—		32,915		1,669,610
2025	2,045,971		49,141		26,761		2,121,873
Thereafter	6,077,692		—		128,935		6,206,627
Total maturities	$	11,429,078	$	419,141	$	294,527	$	12,142,746

(1)At September 30, 2021, we had $275.4 million of borrowings outstanding under our unsecured revolving credit facility and commercial paper program, net of $143.8 million of unrestricted cash and cash equivalents.

NOTE 11—FAIR VALUES OF FINANCIAL INSTRUMENTS

The carrying amounts and fair values of our financial instruments were as follows:

	As of September 30, 2021				As of December 31, 2020
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
	(In thousands)
Assets:
Cash and cash equivalents	$	143,770	$	143,770	$	413,327	$	413,327
Escrow deposits and restricted cash	52,752		52,752		38,313		38,313
Stock warrants	68,884		68,884		50,098		50,098
Secured mortgage loans and other, net	488,999		477,114		555,840		508,707
Non-mortgage loans receivable, net	63,989		64,346		57,077		57,009
Marketable debt securities	—		—		237,553		237,553
Government-sponsored pooled loan investments, net	41,440		41,440		49,727		49,727
Derivative instruments	763		763		2		2
Liabilities:
Senior notes payable and other debt, gross	12,142,746		13,040,731		11,983,071		13,075,337
Derivative instruments	16,286		16,286		28,338		28,338
Redeemable OP Units	194,424		194,424		145,983		145,983

For a discussion of the assumptions considered, refer to “Note 2 – Accounting Policies.” The use of different market assumptions and estimation methodologies may have a material effect on the reported estimated fair value amounts. Accordingly, the estimates presented above are not necessarily indicative of the amounts we would realize in a current market exchange.

NOTE 12—LITIGATION

Litigation Related to the New Senior Acquisition

Following announcement of the New Senior Acquisition, purported stockholders of New Senior filed nine complaints relating thereto in federal district court against New Senior and New Senior’s board of directors (collectively, the “Federal Complaints”). One of the complaints also named Ventas and Merger Sub as a defendant. The Federal Complaints alleged violations of Section 14(a) and 20(a) of the Securities Exchange Act of 1934 (the “Act”). In addition, one purported stockholder

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

of New Senior filed a lawsuit relating to the New Senior Acquisition in state court against New Senior, New Senior’s board of directors, and Ventas alleging fraudulent and negligent misrepresentation and concealment under New York law (the “State Court Action”). Ventas believes that the Federal Complaints and the State Court Action were without merit.

On September 7, 2021, without conceding that any further disclosures were required under applicable law, New Senior issued supplemental disclosures on a Form 8-K addressing certain of the alleged deficiencies in the proxy statement. Thereafter, between September 7, 2021 and the filing of this Quarterly Report on Form 10-Q, all of the Federal Complaints were dismissed and, without conceding any liability, and solely to reduce the risk of any potential disruption or delay to the closing of the New Senior Acquisition and to minimize potential cost and expense, New Senior, New Senior’s board and Ventas entered into a settlement of the State Court Action.

Other Litigation

From time to time, we are party to other various lawsuits, investigations, claims and other legal and regulatory proceedings arising in connection with our business. These legal and regulatory matters may include, among other things, professional liability and general liability claims, commercial liability claims, unfair business practice claims and employment claims, as well as regulatory proceedings, including proceedings related to our senior living operations, where we are typically the holder of the applicable healthcare license. In certain circumstances, regardless of whether we are a named party in a lawsuit, investigation, claim or other legal or regulatory proceeding, we may be contractually obligated to indemnify, defend and hold harmless our tenants, operators, managers or other third parties against, or may otherwise be responsible for, such actions, proceedings or claims. In other circumstances, certain of our tenants, operators, managers or other third parties may be obligated to indemnify, defend and hold us harmless in whole or in part with respect to certain actions, legal or regulatory proceedings. We cannot assure you that these third parties will be able to satisfy their defense and indemnification obligations to us. Legal and regulatory matters to which we are subject or for which we are otherwise responsible may not be fully insured and some may allege large damage amounts.

It is the opinion of management that the disposition of any such lawsuits, investigations, claims and other legal and regulatory proceedings that are currently pending will not, individually or in the aggregate, have a material adverse effect on us. However, regardless of the merits of a particular legal or regulatory matter, we may be forced to expend significant financial resources to defend and resolve these matters. We are unable to predict the ultimate outcome of these lawsuits, investigations, claims and other legal and regulatory proceedings, and if management’s assessment of our liability with respect thereto is incorrect, such legal or regulatory matters could have a material adverse effect on us.

NOTE 13—INCOME TAXES

We have elected to be taxed as a REIT under the applicable provisions of the Internal Revenue Code of 1986, as amended, for every year beginning with the year ended December 31, 1999. We have also elected for certain of our subsidiaries to be treated as taxable REIT subsidiaries (“TRS” or “TRS entities”), which are subject to federal, state and foreign income taxes. All entities other than the TRS entities are collectively referred to as the “REIT” within this note. Certain REIT entities are subject to foreign income tax.

Although the TRS entities and certain other foreign entities have paid minimal federal, state and foreign income taxes for the nine months ended September 30, 2021, their income tax liabilities may increase in future periods as we exhaust net operating loss (“NOL”) carryforwards and as our senior living and other operations grow. Such increases could be significant.

Our consolidated provision for income taxes for the three months ended September 30, 2021 and 2020 was an expense of $3.8 million and a benefit of $3.2 million, respectively. Our consolidated provision for income taxes for the nine months ended September 30, 2021 and 2020 was an expense of $9.6 million and a benefit of $95.9 million, respectively. The income tax expense for the three months ended September 30, 2021 was primarily due to a $3.7 million deferred tax expense related to the release of certain residual tax effects from marketable debt securities. The income tax expense for the nine months ended September 30, 2021 was primarily due to a $3.7 million deferred tax expense related to the release of certain residual tax effects from marketable debt securities, a $2.9 million net deferred tax expense related to an internal restructuring of certain U.S. taxable REIT subsidiaries, and a $3.4 million deferred tax expense related to the revaluation of certain deferred tax liabilities as a result of enacted tax rate changes in the UK.

Each TRS is a tax paying component for purposes of classifying deferred tax assets and liabilities. Deferred tax liabilities with respect to our TRS entities totaled $65.2 million and $62.6 million as of September 30, 2021 and December 31, 2020, respectively, and related primarily to differences between the financial reporting and tax bases of fixed and intangible

24

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

assets, net of loss carryforwards. Deferred tax assets with respect to our TRS entities totaled $11.5 million and $10.0 million as of September 30, 2021 and December 31, 2020, respectively, and related primarily to loss carryforwards.

Generally, we are subject to audit under the statute of limitations by the Internal Revenue Service for the year ended December 31, 2018 and subsequent years and are subject to audit by state taxing authorities for the year ended December 31, 2017 and subsequent years. We are subject to audit generally under the statutes of limitation by the Canada Revenue Agency and provincial authorities with respect to the Canadian entities for the year ended December 31, 2017 and subsequent years. We are subject to audit in the United Kingdom generally for periods ended in and subsequent to 2020.

NOTE 14—STOCKHOLDERS' EQUITY

Capital Stock

In September 2021, we issued approximately 13.3 million shares of our common stock in connection with the New Senior Acquisition.

From time to time, we may sell our common stock under an “at-the-market” equity offering program (“ATM program”). As of September 30, 2021, we had $129.0 million remaining under our existing ATM program. During the three months ended September 30, 2021, we sold 10.6 million shares of our common stock under our ATM program for gross proceeds of $611.7 million, representing an average price of $57.73 per share. During the nine months ended September 30, 2021, we sold 10.9 million shares of our common stock under our ATM program for gross proceeds of $626.4 million, representing an average price of $57.71 per share. 

Accumulated Other Comprehensive Loss

The following is a summary of our accumulated other comprehensive loss:

	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Foreign currency translation	$	(56,250)	$	(51,947)
Available for sale securities	2,996		25,712
Derivative instruments	(14,347)		(28,119)
Total accumulated other comprehensive loss	$	(67,601)	$	(54,354)

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

NOTE 15—EARNINGS PER SHARE

The following table shows the amounts used in computing our basic and diluted earnings per share:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2021		2020		2021		2020
	(In thousands, except per share amounts)
Numerator for basic and diluted earnings per share:
Income from continuing operations	$	62,774	$	13,737	$	95,664	$	329,232
Net income	62,774		13,737		95,664		329,232
Net income attributable to noncontrolling interests	2,094		986		5,802		534
Net income attributable to common stockholders	$	60,680	$	12,751	$	89,862	$	328,698
Denominator:
Denominator for basic earnings per share—weighted average shares	381,996		373,177		377,271		372,997
Effect of dilutive securities:
Stock options	72		—		45		—
Restricted stock awards	404		163		340		147
OP unitholder interests	3,051		2,955		2,987		2,968
Denominator for diluted earnings per share—adjusted weighted average shares	385,523		376,295		380,643		376,112
Basic earnings per share:
Income from continuing operations	$	0.16	$	0.04	$	0.25	$	0.88
Net income attributable to common stockholders	0.16		0.03		0.24		0.88
Diluted earnings per share:
Income from continuing operations	$	0.16	$	0.04	$	0.25	$	0.88
Net income attributable to common stockholders	0.16		0.03		0.24		0.87

NOTE 16—SEGMENT INFORMATION

As of September 30, 2021, we operated through three reportable business segments: triple-net leased properties, senior living operations and office operations. In our triple-net leased properties segment, we invest in and own senior housing and healthcare properties throughout the United States and the United Kingdom and lease those properties to healthcare operating companies under “triple-net” or “absolute-net” leases that obligate the tenants to pay all property-related expenses. In our senior living operations segment, we invest in senior housing communities throughout the United States and Canada and engage independent operators, such as Atria and Sunrise, to manage those communities. In our office operations segment, we primarily acquire, own, develop, lease and manage MOBs and life science, research and innovation centers throughout the United States. Information provided for “all other” includes income from loans and investments and other miscellaneous income and various corporate-level expenses not directly attributable to any of our three reportable business segments. Assets included in “all other” consist primarily of corporate assets, including cash, restricted cash, loans receivable and investments, and miscellaneous accounts receivable.

Our chief operating decision makers evaluate performance of the combined properties in each reportable business segment and determine how to allocate resources to those segments, in significant part, based on segment NOI and related measures. We define segment NOI as total revenues, less interest and other income, property-level operating expenses and office building services costs. We consider segment NOI useful because it allows investors, analysts and our management to measure unlevered property-level operating results and to compare our operating results to the operating results of other real estate companies between periods on a consistent basis. In order to facilitate a clear understanding of our historical consolidated operating results, segment NOI should be examined in conjunction with net income attributable to common stockholders as presented in our Consolidated Financial Statements and other financial data included elsewhere in this Quarterly Report on Form 10-Q.

Interest expense, depreciation and amortization, general, administrative and professional fees, income tax expense and other non-property specific revenues and expenses are not allocated to individual reportable business segments for purposes of assessing segment performance. There are no intersegment sales or transfers.

26

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

Summary information by reportable business segment is as follows:

	For the Three Months Ended September 30, 2021
	Triple-Net Leased Properties		Senior Living Operations		Office Operations		All Other		Total
	(In thousands)
Revenues:
Rental income	$	181,379	$	—	$	201,673	$	—	$	383,052
Resident fees and services	—		558,039		—		—		558,039
Office building and other services revenue	—		—		2,872		2,969		5,841
Income from loans and investments	—		—		—		28,729		28,729
Interest and other income	—		—		—		417		417
Total revenues	$	181,379	$	558,039	$	204,545	$	32,115	$	976,078
Total revenues	$	181,379	$	558,039	$	204,545	$	32,115	$	976,078
Less:
Interest and other income	—		—		—		417		417
Property-level operating expenses	3,268		453,659		66,401		—		523,328
Office building services costs	—		—		522		—		522
Segment NOI	$	178,111	$	104,380	$	137,622	$	31,698	451,811
Interest and other income									417
Interest expense									(108,816)
Depreciation and amortization									(313,596)
General, administrative and professional fees									(30,259)
Loss on extinguishment of debt, net									(29,792)
Merger-related expenses and deal costs									(22,662)
Allowance on loans receivable and investments									60
Other									(33,673)
Income from unconsolidated entities									2,772
Gain on real estate dispositions									150,292
Income tax expense									(3,780)
Income from continuing operations									62,774
Net income									62,774
Net income attributable to noncontrolling interests									2,094
Net income attributable to common stockholders									$	60,680

        

27

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

	For the Three Months Ended September 30, 2020
	Triple-Net Leased Properties		Senior Living Operations		Office Operations		All Other		Total
	(In thousands)
Revenues:
Rental income	$	156,136	$	—	$	198,376	$	—	$	354,512
Resident fees and services	—		541,322		—		—		541,322
Office building and other services revenue	—		—		2,440		1,428		3,868
Income from loans and investments	—		—		—		18,666		18,666
Interest and other income	—		—		—		572		572
Total revenues	$	156,136	$	541,322	$	200,816	$	20,666	$	918,940
Total revenues	$	156,136	$	541,322	$	200,816	$	20,666	$	918,940
Less:
Interest and other income	—		—		—		572		572
Property-level operating expenses	5,398		422,653		66,934		—		494,985
Office building services costs	—		—		557		—		557
Segment NOI	$	150,738	$	118,669	$	133,325	$	20,094	422,826
Interest and other income									572
Interest expense									(115,505)
Depreciation and amortization									(249,366)
General, administrative and professional fees									(32,081)
Loss on extinguishment of debt, net									(7,386)
Merger-related expenses and deal costs									(11,325)
Allowance on loans receivable and investments									(4,999)
Other									(5,681)
Income from unconsolidated entities									865
Gain on real estate dispositions									12,622
Income tax benefit									3,195
Income from continuing operations									13,737
Net income									13,737
Net income attributable to noncontrolling interests									986
Net income attributable to common stockholders									$	12,751

28

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

	For the Nine Months Ended September 30, 2021
	Triple-Net Leased Properties		Senior Living Operations		Office Operations		All Other		Total
	(In thousands)
Revenues:
Rental income	$	500,487	$	—	$	599,516	$	—	$	1,100,003
Resident fees and services	—		1,622,641		—		—		1,622,641
Office building and other services revenue	—		—		7,756		8,416		16,172
Income from loans and investments	—		—		—		65,404		65,404
Interest and other income	—		—		—		1,343		1,343
Total revenues	$	500,487	$	1,622,641	$	607,272	$	75,163	$	2,805,563
Total revenues	$	500,487	$	1,622,641	$	607,272	$	75,163	$	2,805,563
Less:
Interest and other income	—		—		—		1,343		1,343
Property-level operating expenses	12,525		1,296,301		195,297		—		1,504,123
Office building services costs	—		—		1,798		—		1,798
Segment NOI	$	487,962	$	326,340	$	410,177	$	73,820	1,298,299
Interest and other income									1,343
Interest expense									(329,634)
Depreciation and amortization									(878,444)
General, administrative and professional fees									(101,156)
Loss on extinguishment of debt, net									(56,808)
Merger-related expenses and deal costs									(28,000)
Allowance on loans receivable and investments									9,021
Other									(10,755)
Income from unconsolidated entities									7,289
Gain on real estate dispositions									194,083
Income tax expense									(9,574)
Income from continuing operations									95,664
Net income									95,664
Net income attributable to noncontrolling interests									5,802
Net income attributable to common stockholders									$	89,862

29

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

	For the Nine Months Ended September 30, 2020
	Triple-Net Leased Properties		Senior Living Operations		Office Operations		All Other		Total
	(In thousands)
Revenues:
Rental income	$	527,238	$	—	$	599,696	$	—	$	1,126,934
Resident fees and services	—		1,667,421		—		—		1,667,421
Office building and other services revenue	—		—		6,871		3,798		10,669
Income from loans and investments	—		—		—		62,203		62,203
Interest and other income	—		—		—		6,965		6,965
Total revenues	$	527,238	$	1,667,421	$	606,567	$	72,966	$	2,874,192
Total revenues	$	527,238	$	1,667,421	$	606,567	$	72,966	$	2,874,192
Less:
Interest and other income	—		—		—		6,965		6,965
Property-level operating expenses	17,004		1,265,362		192,192		—		1,474,558
Office building services costs	—		—		1,827		—		1,827
Segment NOI	$	510,234	$	402,059	$	412,548	$	66,001	1,390,842
Interest and other income									6,965
Interest expense									(355,333)
Depreciation and amortization									(847,797)
General, administrative and professional fees									(100,621)
Loss on extinguishment of debt, net									(7,386)
Merger-related expenses and deal costs									(26,129)
Allowance on loans receivable and investments									(34,654)
Other									(16,750)
Loss from unconsolidated entities									(15,861)
Gain on real estate dispositions									240,101
Income tax benefit									95,855
Income from continuing operations									329,232
Net income									329,232
Net income attributable to noncontrolling interests									534
Net income attributable to common stockholders									$	328,698

Capital expenditures, including investments in real estate property and development project expenditures, by reportable business segment are as follows:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2021		2020		2021		2020
	(In thousands)
Capital expenditures:
Triple-net leased properties	$	75,544	$	11,832	$	92,683	$	33,000
Senior living operating properties	1,093,773		46,349		1,193,646		129,165
Office properties	52,627		112,432		140,841		319,834
Total capital expenditures	$	1,221,944	$	170,613	$	1,427,170	$	481,999

30

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Unaudited)

Our portfolio of properties and mortgage loan and other investments are located in the United States, Canada and the United Kingdom. Revenues are attributed to an individual country based on the location of each property. Geographic information regarding our operations is as follows:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2021		2020		2021		2020
	(In thousands)
Revenues:
United States	$	859,524	$	817,949	$	2,460,534	$	2,569,467
Canada	109,046		96,896		322,422		287,056
United Kingdom	7,508		4,095		22,607		17,669
Total revenues	$	976,078	$	918,940	$	2,805,563	$	2,874,192

	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Net real estate property:
United States	$	18,545,381	$	17,303,816
Canada	2,997,492		2,983,924
United Kingdom	249,122		262,295
Total net real estate property	$	21,791,995	$	20,550,035

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ITEM 2.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Unless otherwise indicated or except where the context otherwise requires, the terms “we,” “us” and “our” and other similar terms in Item 2 of this Quarterly Report on Form 10-Q refer to Ventas, Inc. and its consolidated subsidiaries.

Cautionary Statements

Forward-Looking Statements

This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements include, among others, statements of expectations, beliefs, future plans and strategies, anticipated results from operations and developments and other matters that are not historical facts. Forward-looking statements include, among other things, statements regarding our and our officers’ intent, belief or expectation as identified by the use of words such as “may,” “will,” “project,” “expect,” “believe,” “intend,” “anticipate,” “seek,” “target,” “forecast,” “plan,” “potential,” “estimate,” “could,” “would,” “should” and other comparable and derivative terms or the negatives thereof. The forward-looking statements are based on management’s beliefs as well as on a number of assumptions concerning future events. You should not put undue reliance on these forward-looking statements, which are not a guarantee of performance and are subject to a number of uncertainties and other factors that could cause actual events or results to differ materially from those expressed or implied by the forward-looking statements. We do not undertake a duty to update these forward-looking statements, which speak only as of the date on which they are made. You are urged to carefully review the disclosures we make concerning risks and uncertainties that may affect our business and future financial performance, including those made below and in “Item 1A, “Risk Factors”, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 (the “2020 Annual Report”).

Certain factors that could affect our future results and our ability to achieve our stated goals include, but are not limited to: (a) the impact of the ongoing COVID-19 pandemic, including of the Delta or any other variant, on our revenue, level of profitability, liquidity and overall risk exposure and the implementation and impact of regulations related to the CARES Act and other stimulus legislation and any future COVID-19 relief measures; (b) our ability to achieve the anticipated benefits and synergies from the acquisition of, and the risk of greater than expected costs or other difficulties related to the integration of, New Senior (c) our exposure and the exposure of our tenants, borrowers and managers to complex healthcare and other regulation and the challenges and expense associated with complying with such regulation; (d) the potential for significant general and commercial claims, legal actions, regulatory proceedings or enforcement actions that could subject us or our tenants, borrowers or managers to increased operating costs and uninsured liabilities; (e) the impact of market and general economic conditions, including economic and financial market events, or events that affect consumer confidence, our occupancy rates and resident fee revenues, and the actual and perceived state of the real estate markets, labor markets and public capital markets; (f) our ability, and the ability of our tenants, borrowers and managers, to navigate the trends impacting our or their businesses and the industries in which we or they operate; (g) the risk of bankruptcy, insolvency or financial deterioration of our tenants, borrowers, managers and other obligors and our ability to foreclose successfully on the collateral securing our loans and other investments in the event of a borrower default; (h) our ability to identify and consummate future investments in or dispositions of healthcare assets and effectively manage our portfolio opportunities and our investments in co-investment vehicles; (i) our ability to attract and retain talented employees; (j) the limitations and significant requirements imposed upon our business as a result of our status as a REIT and the adverse consequences (including the possible loss of our status as a REIT) that would result if we are not able to comply; (k) the risk of changes in healthcare law or regulation or in tax laws, guidance and interpretations, particularly as applied to REITs, that could adversely affect us or our tenants, borrowers or managers; (l) increases in the Company’s borrowing costs as a result of becoming more leveraged or as a result of changes in interest rates and phasing out of LIBOR rates; (m) our reliance on third parties to operate a majority of our assets and our limited control and influence over such operations and results; (n) our dependency on a limited number of tenants and managers for a significant portion of our revenues and operating income; (o) the adequacy of insurance coverage provided by our policies and policies maintained by our tenants, managers or other counterparties; (p) the occurrence of cyber incidents that could disrupt our operations, result in the loss of confidential information or damage our business relationships and reputation; (q) the impact of merger, acquisition and investment activity in the healthcare industry or otherwise affecting our tenants, borrowers or managers; and (r) the risk of catastrophic or extreme weather and other natural events and the physical effects of climate change.

Many of these factors are beyond our control and the control of our management.

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Note Regarding Third-Party Information

This Quarterly Report includes information that has been derived from SEC filings made by our publicly listed tenants or other publicly available information or was provided to us by our tenants and managers. We believe that such information is accurate and that the sources from which it has been obtained are reliable; however, we cannot guarantee the accuracy of such information and have not independently verified the assumptions on which such information is based.

Company Overview

Ventas, Inc., an S&P 500 company, is a real estate investment trust operating at the intersection of healthcare and real estate. We hold a highly diversified portfolio of senior housing, life science, research and innovation, and healthcare properties located throughout the United States, Canada and the United Kingdom. As of September 30, 2021, we owned or had investments in approximately 1,300 properties (including properties classified as held for sale), consisting of senior housing communities, medical office buildings (“MOBs”), life science, research and innovation centers, inpatient rehabilitation facilities (“IRFs”) and long-term acute care facilities (“LTACs”), and health systems, which we generally refer to as “healthcare real estate.” Our company was originally founded in 1983 and is headquartered in Chicago, Illinois with additional corporate offices in Louisville, Kentucky and New York, New York.

We primarily invest in a diversified portfolio of healthcare real estate assets through wholly owned subsidiaries and other co-investment entities. We operate through three reportable business segments: triple-net leased properties, senior living operations, which we also refer to as SHOP, and office operations. See our Consolidated Financial Statements and the related notes, including “Note 2 – Accounting Policies” and “Note 16 – Segment Information,” included in Item 1 of this Quarterly Report on Form 10-Q. Our senior housing properties are either subject to triple-net leases, in which case they are included in our triple-net leased properties reportable business segment, or operated by independent third-party managers, in which case they are included in our senior living operations reportable business segment.

As of September 30, 2021, we leased a total of 354 properties (excluding properties within our office operations reportable business segment) to various healthcare operating companies under triple-net or absolute-net leases that obligate the tenants to pay all property-related expenses, including maintenance, utilities, repairs, taxes, insurance and capital expenditures. Our three largest tenants, Brookdale Senior Living Inc. (together with its subsidiaries, “Brookdale Senior Living”), Ardent Health Partners, LLC (together with its subsidiaries, “Ardent”) and Kindred Healthcare, LLC (together with its subsidiaries, “Kindred”) leased from us 121 properties, 12 properties and 32 properties, respectively, as of September 30, 2021.

As of September 30, 2021, pursuant to long-term management agreements, we engaged independent operators, such as Atria Senior Living, Inc. (“Atria”) and Sunrise Senior Living, LLC (together with its subsidiaries, “Sunrise”), to manage 551 senior housing communities in our senior living operations segment for us.

Through our Lillibridge Healthcare Services, Inc. (“Lillibridge”) subsidiary and our ownership interest in PMB Real Estate Services LLC (“PMBRES”), we also provide MOB management, leasing, marketing, facility development and advisory services to highly rated hospitals and health systems throughout the United States. In addition, from time to time, we make secured and non-mortgage loans and other investments relating to senior housing and healthcare operators or properties.

We aim to enhance shareholder value by delivering consistent, superior total returns through a strategy of (1) generating reliable and growing cash flows, (2) maintaining a balanced, diversified portfolio of high-quality assets and (3) preserving our financial strength, flexibility and liquidity.

Our ability to access capital in a timely and cost-effective manner is critical to the success of our business strategy because it affects our ability to satisfy existing obligations, including the repayment of maturing indebtedness, and to make future investments. Factors such as general market conditions, interest rates, credit ratings on our securities, expectations of our potential future earnings and cash distributions, and the trading price of our common stock impact our access to and cost of external capital. For that reason, we generally attempt to match the long-term duration of our investments in real property with long-term financing through the issuance of shares of our common stock or the incurrence of long-term fixed rate debt.

33

During fiscal 2020 and continuing into fiscal 2021, our business has been and continues to be impacted by both the COVID-19 pandemic itself, including actions taken to prevent the spread of the virus and its variants, and the ongoing consequences and effects of the pandemic on our business, including our senior housing business, and the broader economy. The future impact of the COVID-19 pandemic and its ongoing consequences for the U.S. economy and our business remain highly uncertain. The extent of the pandemic’s continuing effect on our operational and financial performance will depend on a variety of factors, including the ultimate duration of the pandemic; the speed at which vaccines and other clinical treatments are successfully developed and deployed; the rate of acceptance of available vaccines, particularly among the residents and staff in our senior housing communities and the labor force more broadly; the impact of new variants of the virus and the effectiveness of vaccines and other clinical treatments against those variants; ongoing clinical experience, which may differ considerably across regions and fluctuate over time; the availability of ongoing government financial support to our business, tenants and operators; and the slope and pace of recovery of our senior housing business and the U.S. economy more generally. The pandemic and actions taken in response to the pandemic have had broad economic consequences, including for the labor market and global supply chain, which have affected and may continue to affect our business.

2021 Highlights

Investments and Dispositions

•In September 2021, we completed our acquisition of New Senior Investment Group, Inc. (“New Senior”) for a purchase price of $2.3 billion in an all-stock transaction, which added over 100 independent living properties to our senior housing portfolio. We funded the transaction through the issuance of approximately 13.3 million shares of our common stock, the assumption of $482.5 million of New Senior mortgage debt and $1.1 billion of cash paid at closing.

•In September 2021, we completed a buyout of Pacific Medical Buildings’ interest in the state-of-the-art, newly developed Sutter Van Ness Medical Office Building.

•In July 2021, we received $66 million from Holiday Retirement as repayment in full of secured notes which Holiday Retirement previously issued to us as part of a lease termination transaction entered into in April 2020.

•In July 2021, we received $224 million for the full redemption of Ardent’s outstanding 9.75% Senior Notes due 2026 at a price equal to 107.313% of the principal amount of the notes, plus accrued and unpaid interest. This redemption resulted in a gain of $16.6 million.

•During the nine months ended September 30, 2021, we sold 33 properties for aggregate consideration of $497.3 million and we recognized gains on the sale of these assets of $194.1 million.

•In November, we completed the approximately $180 million acquisition of six Canadian senior housing communities that will be operated under a management contract and the $58 million acquisition of a behavioral health center in Plano, Texas.

•In the fourth quarter of 2021, we received proceeds of $45.0 million in full repayment of a cash pay note issued in 2020 from Brookdale Senior Living and proceeds of $22.2 million for the sale of certain real estate properties.

Liquidity and Capital

•In August 2021, Ventas Realty issued and sold $500.0 million aggregate principal amount of 2.50% senior notes due 2031 at an amount equal to 99.74% of par.

•In August 2021, Ventas Realty Limited Partnership (“Ventas Realty”) issued a make whole notice of redemption for the entirety of the $400.0 million aggregate principal amount of 3.125% senior notes due 2023, resulting in a loss on extinguishment of debt of $20.9 million for the three months ended September 30, 2021. The redemption settled in September 2021, principally using cash on hand.

•In July 2021, Ventas Realty and Ventas Capital Corporation issued a make whole notice of redemption for the entirety of the $263.7 million aggregate principal amount of 3.25% senior notes due 2022, resulting in a loss on extinguishment of debt of $8.2 million for the three months ended September 30, 2021. The redemption settled in August 2021, principally using cash on hand.

34

•In February 2021, Ventas Realty issued a make whole notice of redemption for the entirety of the $400.0 million aggregate principal amount of 3.10% senior notes due January 2023, resulting in a loss on extinguishment of debt of $27.3 million for the three months ended March 31, 2021. The redemption settled in March 2021, principally using cash on hand.

•In January 2021, we entered into an unsecured credit facility comprised of a $2.75 billion unsecured revolving credit facility priced at LIBOR plus 0.825%, which replaced our previous $3.0 billion unsecured revolving credit facility priced at 0.875%. The new unsecured revolving credit facility matures in January 2025, but may be extended at our option, subject to the satisfaction of certain conditions, for an additional year. The unsecured revolving credit facility also includes an accordion feature that permits us to increase our aggregate borrowing capacity thereunder to up to $3.75 billion, subject to the satisfaction of certain conditions.

•During the three months ended September 30, 2021, we sold 10.6 million shares of our common stock under our “at-the-market” equity offering program (“ATM program”) for gross proceeds of $611.7 million, representing an average price of $57.73 per share. During the nine months ended September 30, 2021, we sold 10.9 million shares of our common stock under our ATM program for gross proceeds of $626.4 million, representing an average price of $57.71 per share. 

Other Items

•In March 2021, the Ventas Life Science and Healthcare Real Estate Fund, L.P. (the “Ventas Fund”) acquired two Class-A life science properties in the Baltimore-DC life science cluster for $272 million, which increased the Ventas Fund’s assets under management to $2.1 billion.

•In the first quarter of 2021, we received $13.6 million in grants in connection with our Phase 3 applications to the Provider Relief Fund administered by the U.S. Department of Health & Human Services (“HHS”) on behalf of the assisted living communities in our senior living operations segment to partially mitigate losses attributable to COVID-19.

•During the nine months ended September 30, 2021, we recognized $9.9 million of expenses relating to natural disaster events.

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Concentration Risk

We use concentration ratios to identify, understand and evaluate the potential impact of economic downturns and other adverse events that may affect our asset types, geographic locations, business models, and tenants, operators and managers. We evaluate concentration risk in terms of investment mix and operations mix. Investment mix measures the percentage of our investments that is concentrated in a specific asset type or that is operated or managed by a particular tenant, operator or manager. Operations mix measures the percentage of our operating results that is attributed to a particular tenant, operator or manager, geographic location or business model. The following tables reflect our concentration risk as of the dates and for the periods presented:

	As of September 30, 2021		As of December 31, 2020
Investment mix by asset type (1):
Senior housing communities	66.7	%	63.5	%
MOBs	17.5		19.7
Life science, research and innovation centers	6.9		7.1
Health systems	5.0		5.2
IRFs and LTACs	1.6		1.7
Skilled nursing facilities (“SNFs”)	0.6		0.7
Secured loans receivable and investments, net	1.7		2.1
Investment mix by tenant, operator and manager (1):
Atria	19.9	%	20.8	%
Sunrise	10.0		10.4
Brookdale Senior Living	7.9		8.2
Ardent	4.7		4.9
Kindred	1.0		1.1
All other	56.5		54.6

(1)Ratios are based on the gross book value of consolidated real estate investments (excluding properties classified as held for sale) as of each reporting date.

36

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2021		2020		2021		2020
Operations mix by tenant and operator and business model:
Revenues (1):
Senior living operations	57.2	%	59.1	%	58.0	%	58.1	%
Brookdale Senior Living (2)	3.8		4.0		4.0		4.5
Ardent	3.3		3.3		3.4		3.2
Kindred	3.5		3.6		3.6		3.4
All others	32.2		30.0		31.0		30.8
Adjusted EBITDA:
Senior living operations	25.2	%	28.6	%	26.5	%	29.9	%
Brookdale Senior Living (2)	9.2		8.9		9.1		9.6
Ardent	7.8		7.4		7.8		6.8
Kindred	8.3		7.9		8.2		7.3
All others	49.5		47.2		48.4		46.4
Net operating income (“NOI”):
Senior living operations	23.2	%	28.4	%	25.4	%	29.1	%
Brookdale Senior Living (2)	8.2		8.8		8.6		9.3
Ardent	7.1		7.2		7.3		6.5
Kindred	7.5		7.8		7.7		7.1
All others	54.0		47.8		51.0		48.0
Operations mix by geographic location (3):
California	14.5	%	15.8	%	15.0	%	15.7	%
New York	7.5		8.0		7.7		8.2
Texas	5.9		6.0		6.0		6.1
Pennsylvania	4.5		4.2		4.6		4.6
North Carolina	3.9		4.0		4.0		4.1
All others	63.7		61.9		62.8		61.2

(1)Total revenues include office building and other services revenue, revenue from loans and investments and interest and other income (including amounts related to assets classified as held for sale).

(2)Results exclude eight senior housing communities which are included in the senior living operations reportable business segment.

(3)Ratios are based on total revenues (including amounts related to assets classified as held for sale) for each period presented.

See “Non-GAAP Financial Measures” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure and reconciliations of net income attributable to common stockholders, as computed in accordance with GAAP, to Adjusted EBITDA and NOI, respectively.

Triple-Net Lease Performance and Expirations

Although our lease expirations are staggered, the non-renewal of some or all of our triple-net leases that expire in any given year could have a material adverse effect on us. During the nine months ended September 30, 2021, we had no triple-net lease renewals or expirations without renewal that, in the aggregate, had a material impact on our financial condition or results of operations for that period.

37

Critical Accounting Policies and Estimates

Our Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information set forth in the Accounting Standards Codification (“ASC”), as published by the Financial Accounting Standards Board (“FASB”), and with the SEC instructions to Form 10-Q and Article 10 of Regulation S-X. GAAP requires us to make estimates and assumptions regarding future events that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We base these estimates on our experience and assumptions we believe to be reasonable under the circumstances. However, if our judgment or interpretation of the facts and circumstances relating to various transactions or other matters had been different, we may have applied a different accounting treatment, resulting in a different presentation of our financial statements. We periodically reevaluate our estimates and assumptions, and in the event they prove to be different from actual results, we make adjustments in subsequent periods to reflect more current estimates and assumptions about matters that are inherently uncertain.

Our 2020 Annual Report contains additional information regarding the critical accounting policies that affect our more significant estimates and judgments used in the preparation of our Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q. There have been no material changes to these policies in 2021. Please refer to “Note 2 – Accounting Policies” of the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for information regarding recently adopted accounting standards.

Results of Operations

As of September 30, 2021, we operated through three reportable business segments: triple-net leased properties, senior living operations and office operations. In our triple-net leased properties segment, we invest in and own senior housing and healthcare properties throughout the United States and the United Kingdom and lease those properties to healthcare operating companies under “triple-net” or “absolute-net” leases that obligate the tenants to pay all property-related expenses. In our senior living operations segment, we invest in senior housing communities throughout the United States and Canada and engage independent operators, such as Atria and Sunrise, to manage those communities. In our office operations segment, we primarily acquire, own, develop, lease and manage MOBs and life science, research and innovation centers throughout the United States. Information provided for “all other” includes income from loans and investments and other miscellaneous income and various corporate-level expenses not directly attributable to any of our three reportable business segments. Assets included in “all other” consist primarily of corporate assets, including cash, restricted cash, loans receivable and investments, and miscellaneous accounts receivable.

Our chief operating decision makers evaluate performance of the combined properties in each reportable business segment and determine how to allocate resources to those segments, in significant part, based on segment NOI and related measures. For further information regarding our reportable business segments and a discussion of our definition of segment NOI, see “Note 16 – Segment Information” of the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q. See “Non-GAAP Financial Measures” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure and reconciliations of net income attributable to common stockholders, as computed in accordance with GAAP, to NOI.

38

Three Months Ended September 30, 2021 and 2020

The table below shows our results of operations for the three months ended September 30, 2021 and 2020 and the effect of changes in those results from period to period on our net income attributable to common stockholders.

	For the Three Months Ended September 30,				Increase (Decrease) to Net Income
	2021		2020		$		%
	(Dollars in thousands)
Segment NOI:
Triple-net leased properties	$	178,111	$	150,738	$	27,373	18.2	%
Senior living operations	104,380		118,669		(14,289)		(12.0)
Office operations	137,622		133,325		4,297		3.2
All other	31,698		20,094		11,604		57.7
Total segment NOI	451,811		422,826		28,985		6.9
Interest and other income	417		572		(155)		(27.1)
Interest expense	(108,816)		(115,505)		6,689		5.8
Depreciation and amortization	(313,596)		(249,366)		(64,230)		(25.8)
General, administrative and professional fees	(30,259)		(32,081)		1,822		5.7
Loss on extinguishment of debt, net	(29,792)		(7,386)		(22,406)		nm
Merger-related expenses and deal costs	(22,662)		(11,325)		(11,337)		nm
Allowance on loans receivable and investments	60		(4,999)		5,059		nm
Other	(33,673)		(5,681)		(27,992)		nm
Loss before unconsolidated entities, real estate dispositions, income taxes and noncontrolling interests	(86,510)		(2,945)		(83,565)		nm
Income from unconsolidated entities	2,772		865		1,907		nm
Gain on real estate dispositions	150,292		12,622		137,670		nm
Income tax (expense) benefit	(3,780)		3,195		(6,975)		nm
Income from continuing operations	62,774		13,737		49,037		nm
Net income	62,774		13,737		49,037		nm
Net income attributable to noncontrolling interests	2,094		986		(1,108)		nm
Net income attributable to common stockholders	$	60,680	$	12,751	47,929		nm

nm - not meaningful

Segment NOI—Triple-Net Leased Properties

The following table summarizes results of operations in our triple-net leased properties reportable business segment, including assets sold or classified as held for sale as of September 30, 2021.

	For the Three Months Ended September 30,				Increase to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Segment NOI—Triple-Net Leased Properties:
Rental income	$	181,379	$	156,136	$	25,243	16.2	%
Less: Property-level operating expenses	(3,268)		(5,398)		2,130		39.5
Segment NOI	$	178,111	$	150,738	27,373		18.2

In our triple-net leased properties reportable business segment, our revenues generally consist of fixed rental amounts (subject to annual contractual escalations) received from our tenants in accordance with the applicable lease terms. We report revenues and property-level operating expenses within our triple-net leased properties reportable business segment for real estate tax and insurance expenses that are paid from escrows collected from our tenants.

39

The segment NOI increase in our triple-net leased portfolio was primarily driven by the $22.3 million non-cash impact of a lease termination in connection with a transition to a new operator under a management contract during the third quarter of 2021 and $14.3 million of COVID-19 related write-offs of previously accrued straight-line rental income during the third quarter of 2020, partially offset by $9.0 million attributable to rental income from communities that were sold or transitioned to our senior housing operating portfolio before the third quarter of 2021.

Occupancy rates may affect the profitability of our tenants’ operations. For senior housing communities and post-acute properties in our triple-net leased properties reportable business segment, occupancy generally reflects average operator-reported unit and bed occupancy, respectively, for the reporting period. Because triple-net financials are delivered to us following the reporting period, occupancy is reported in arrears. The following table sets forth average continuing occupancy rates related to the triple-net leased properties we owned at September 30, 2021 and 2020 for the second quarter of 2021 and 2020, respectively. The table excludes non-stabilized properties, properties owned through investments in unconsolidated real estate entities, certain properties for which we do not receive occupancy information and properties acquired or properties that transitioned operators for which we do not have a full quarter of occupancy results.

	Number of Properties Owned at September 30, 2021	Average Occupancy for the Three Months Ended June 30, 2021	Number of Properties Owned at September 30, 2020	Average Occupancy for the Three Months Ended June 30, 2020
Senior housing communities	268	74.5%	303	80.6%
SNFs	16	75.2	16	78.9
IRFs and LTACs	36	59.3	35	56.9

The following table compares results of operations for our 338 same-store triple-net leased properties. See “Non-GAAP Financial Measures—NOI” included elsewhere in this Quarterly Report on Form 10-Q for additional disclosure regarding same-store NOI for each of our reportable business segments.

	For the Three Months Ended September 30,				Increase to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Same-Store Segment NOI—Triple-Net Leased Properties:
Rental income	$	151,321	$	139,155	$	12,166	8.7	%
Less: Property-level operating expenses	(3,008)		(3,876)		868		22.4
Segment NOI	$	148,313	$	135,279	13,034		9.6

The segment NOI increase in our same-store triple net leased portfolio was primarily driven by $14.3 million of COVID-19 related write-offs of previously accrued straight-line rental income in the third quarter of 2020.

Segment NOI—Senior Living Operations

The following table summarizes results of operations in our senior living operations reportable business segment, including assets sold or classified as held for sale as of September 30, 2021. For senior housing communities in our senior living operations reportable business segment, occupancy generally reflects average operator-reported unit occupancy for the reporting period.

	For the Three Months Ended September 30,				Increase (Decrease) to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Segment NOI—Senior Living Operations:
Resident fees and services	$	558,039	$	541,322	$	16,717	3.1	%
Less: Property-level operating expenses	(453,659)		(422,653)		(31,006)		(7.3)
Segment NOI	$	104,380	$	118,669	(14,289)		(12.0)

40

	Number of Properties at September 30,		Average Unit Occupancy for the Three Months Ended September 30,				Average Monthly Revenue Per Occupied Room For the Three Months Ended September 30,
	2021	2020	2021		2020		2021		2020
Total communities	542	431	79.6	%	79.8	%	$	4,556	$	4,708

Resident fees and services include all amounts earned from residents at our senior housing communities, such as rental fees related to resident leases, extended health care fees and other ancillary service income. Average monthly revenue per occupied room reflects average resident fees and services per operator-reported occupied unit for the reporting period. Property-level operating expenses related to our senior living operations segment include labor, food, utilities, marketing, management and other costs of operating the properties.

The period over period segment NOI decrease in our senior living operating portfolio was primarily driven by lower occupancy and revenue per occupied room and higher operating expenses, principally labor costs, partially offset by lower COVID-19 related costs in 2021, the transition of assets from our triple-net portfolio to our senior living operating portfolio and development properties placed in service.

The following table compares results of operations for our 306 same-store senior living operating communities.

	For the Three Months Ended September 30,				Decrease to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Same-Store Segment NOI—Senior Living Operations:
Resident fees and services	$	439,728	$	444,029	$	(4,301)	(1.0)	%
Less: Property-level operating expenses	(337,314)		(326,767)		(10,547)		(3.2)
Segment NOI	$	102,414	$	117,262	(14,848)		(12.7)

	Number of Properties at September 30,		Average Unit Occupancy for the Three Months Ended September 30,				Average Monthly Revenue Per Occupied Room For the Three Months Ended September 30,
	2021	2020	2021		2020		2021		2020
Same-store communities	306	306	82.6	%	82.0	%	$	4,683	$	4,760

The period over period segment NOI decrease in our same-store senior living operating portfolio was primarily driven by lower revenue per occupied room and higher operating expenses, principally labor costs, partially offset by lower COVID-19 related costs in 2021.

41

Segment NOI—Office Operations

The following table summarizes results of operations in our office operations reportable business segment, including assets sold or classified as held for sale as of September 30, 2021. For properties in our office operations reportable business segment, occupancy generally reflects occupied square footage divided by net rentable square footage as of the end of the reporting period.

	For the Three Months Ended September 30,				Increase to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Segment NOI—Office Operations:
Rental income	$	201,673	$	198,376	$	3,297	1.7	%
Office building services revenues	2,872		2,440		432		17.7
Total revenues	204,545		200,816		3,729		1.9
Less:
Property-level operating expenses	(66,401)		(66,934)		533		0.8
Office building services costs	(522)		(557)		35		6.3
Segment NOI	$	137,622	$	133,325	4,297		3.2

	Number of Properties at September 30,		Occupancy at September 30,				Annualized Average Rent Per Occupied Square Foot for the Three Months Ended September 30,
	2021	2020	2021		2020		2021		2020
Total office buildings	348	377	90.5	%	89.9	%	$	35	$	34

The increase in office segment NOI for the three months ended September 30, 2021 compared to the same period in 2020 was primarily due to contractual rent increases, new leasing, sustained retention and improved parking revenues, partially offset by dispositions of non-core assets during the three months ended September 30, 2021.

The following table compares results of operations for our 335 same-store office buildings.

	For the Three Months Ended September 30,				Increase (Decrease) to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Same-Store Segment NOI—Office Operations:
Rental income	$	189,296	$	177,665	$	11,631	6.5	%
Less: Property-level operating expenses	(59,681)		(59,175)		(506)		(0.9)
Segment NOI	$	129,615	$	118,490	11,125		9.4

	Number of Properties at September 30,		Occupancy at September 30,				Annualized Average Rent Per Occupied Square Foot for the Three Months Ended September 30,
	2021	2020	2021		2020		2021		2020
Same-store office buildings	335	335	92.0	%	91.9	%	$	35	$	34

42

The increase in our same-store office operations segment NOI for the three months ended September 30, 2021 over the same period in 2020 was primarily due to contractual rent escalators, new leasing, sustained tenant retention and improved parking income.

Segment NOI —All Other

Information provided for all other segment NOI includes income from loans and investments and other miscellaneous income not directly attributable to any of our three reportable business segments. The $11.6 million increase in all other segment NOI for the three months ended September 30, 2021 over the same period in 2020 was primarily due to the $16.6 million gain recognized in the third quarter of 2021 for the redemption of Ardent’s outstanding 9.75% Senior Notes due 2026 and increased management fee revenues from investments in unconsolidated real estate entities, partially offset by reduced interest income from a lower balance of loans receivable investments.

Company Results

Interest and Other Income

The $0.2 million decrease in interest and other income for the three months ended September 30, 2021 was primarily due to lower interest income on short-term investments.

Interest Expense

The $6.7 million decrease in interest expense for the three months ended September 30, 2021 compared to the same period in 2020 was primarily attributable to lower debt balances. Our weighted average effective interest rate was 3.6% for both the three months ended September 30, 2021 and 2020. Capitalized interest for the three months ended September 30, 2021 and 2020 was $2.7 million and $2.5 million, respectively.

Depreciation and Amortization

The $64.2 million increase in depreciation and amortization expense was primarily due to impairments recognized in the third quarter of 2021 related to properties sold or classified as held for sale.

General, Administrative and Professional Fees

The $1.8 million decrease in general, administrative and professional fees was primarily due to lower professional fees offset by increased compensation and benefits.

Loss on Extinguishment of Debt

The $22.4 million increase in loss on extinguishment of debt is primarily related to the $29.1 million loss recognized during the third quarter of 2021 for the redemptions of $400.0 million aggregate principal amount of 3.125% senior notes due 2023 and $263.7 million aggregate principal amount of 3.25% senior notes due 2022, partially offset by the $7.4 million non-cash loss recognized in the third quarter of 2020 for the redemption of $236.3 million aggregate principal amount of 3.25% senior notes due 2022.

Merger-Related Expenses and Deal Costs

The $11.3 million increase in merger-related expenses and deal costs was primarily associated with increased costs in 2021 related to operator transitions, including Eclipse Senior Living, Inc. (“ESL”), partially offset by costs incurred during the third quarter of 2020 related to our lease modification with Brookdale Senior Living.

43

Allowance on Loans Receivable and Investments

The $5.1 million decrease in allowance on loans receivable and investments was due to the third quarter 2020 recognition of COVID-19 related credit losses.

Other

The $28.0 million change in other was primarily due to a third quarter of 2021 decrease of $25.4 million in the fair value of stock warrants received in connection with the Brookdale Senior Living lease modification in the third quarter of 2020.

Income from Unconsolidated Entities

The $1.9 million increase in income from unconsolidated entities was primarily due to our share of increased net income from our investees.

Gain on Real Estate Dispositions

The $137.7 million increase in gain on real estate dispositions was primarily due to the dispositions of 14 medical office buildings and one triple-net leased property that resulted in gains on sale of real estate of $148.8 million recognized during the third quarter of 2021.

Income Tax (Expense) Benefit

The $3.8 million of income tax expense for the three months ended September 30, 2021 as compared to the $3.2 million income tax benefit for the same period in 2020 was primarily due to non-cash tax expense relating to the third quarter 2021 redemption of Ardent Senior Notes and a third quarter 2020 income tax benefit from operating losses at our TRS entities.

44

Nine Months Ended September 30, 2021 and 2020

The table below shows our results of operations for the nine months ended September 30, 2021 and 2020 and the effect of changes in those results from period to period on our net income attributable to common stockholders.

	For the Nine Months Ended September 30,				(Decrease) Increase to Net Income
	2021		2020		$		%
	(Dollars in thousands)
Segment NOI:
Triple-net leased properties	$	487,962	$	510,234	$	(22,272)	(4.4)	%
Senior living operations	326,340		402,059		(75,719)		(18.8)
Office operations	410,177		412,548		(2,371)		(0.6)
All other	73,820		66,001		7,819		11.8
Total segment NOI	1,298,299		1,390,842		(92,543)		(6.7)
Interest and other income	1,343		6,965		(5,622)		(80.7)
Interest expense	(329,634)		(355,333)		25,699		7.2
Depreciation and amortization	(878,444)		(847,797)		(30,647)		(3.6)
General, administrative and professional fees	(101,156)		(100,621)		(535)		(0.5)
Loss on extinguishment of debt, net	(56,808)		(7,386)		(49,422)		nm
Merger-related expenses and deal costs	(28,000)		(26,129)		(1,871)		(7.2)
Allowance on loans receivable and investments	9,021		(34,654)		43,675		nm
Other	(10,755)		(16,750)		5,995		35.8
(Loss) income before unconsolidated entities, real estate dispositions, income taxes and noncontrolling interests	(96,134)		9,137		(105,271)		nm
Income (loss) from unconsolidated entities	7,289		(15,861)		23,150		nm
Gain on real estate dispositions	194,083		240,101		(46,018)		(19.2)
Income tax (expense) benefit	(9,574)		95,855		(105,429)		nm
Income from continuing operations	95,664		329,232		(233,568)		(70.9)
Net income	95,664		329,232		(233,568)		(70.9)
Net income attributable to noncontrolling interests	5,802		534		(5,268)		nm
Net income attributable to common stockholders	$	89,862	$	328,698	(238,836)		(72.7)

nm - not meaningful

Segment NOI—Triple-Net Leased Properties

The following table summarizes results of operations in our triple-net leased properties reportable business segment, including assets sold or classified as held for sale as of September 30, 2021.

	For the Nine Months Ended September 30,				(Decrease) Increase to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Segment NOI—Triple-Net Leased Properties:
Rental income	$	500,487	$	527,238	$	(26,751)	(5.1)	%
Less: Property-level operating expenses	(12,525)		(17,004)		4,479		26.3
Segment NOI	$	487,962	$	510,234	(22,272)		(4.4)

nm - not meaningful

The decrease in our triple-net leased properties segment NOI for the nine months ended September 30, 2021 compared to the same period in 2020 was primarily driven by (i) a $69.0 million reduction (including $18.2 million of contractual rent) attributable to the net impact of the transition of 26 independent living assets operated by Holiday Retirement, from our triple-

45

net portfolio to our senior housing operating portfolio in the beginning of the second quarter of 2020, (ii) a $17.6 million reduction in rental income under our lease with Brookdale Senior Living following modification of the lease in the third quarter of 2020, and (iii) a $19.5 million reduction attributable to rental income from communities that were sold or transitioned to our senior housing operating portfolio prior to September 30, 2021. These decreases were partially offset by the $22.3 million non-cash impact of a lease termination in connection with a transition to a new operator under a management contract during the third quarter of 2021 and $67.6 million of COVID-19 related write-offs of previously accrued straight-line rental income during the second and third quarters of 2020.

The following table compares results of operations for our 337 same-store triple-net leased properties.

	For the Nine Months Ended September 30,				Increase  to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Same-Store Segment NOI—Triple-Net Leased Properties:
Rental income	$	453,612	$	413,485	$	40,127	9.7	%
Less: Property-level operating expenses	(10,658)		(10,885)		227		2.1
Segment NOI	$	442,954	$	402,600	40,354		10.0

nm - not meaningful

The increase in our same-store triple-net leased properties segment NOI for the nine months ended September 30, 2021 over the same period in 2020 was attributable primarily to a $60.8 million of COVID-19 related write-offs of previously accrued straight-line rental income during the second and third quarters of 2020, partially offset by $17.6 million in lower rental income recognized under our lease with Brookdale Senior Living following modification of the lease in the third quarter of 2020.

Segment NOI—Senior Living Operations

The following table summarizes results of operations in our senior living operations reportable business segment, including assets sold or classified as held for sale as of September 30, 2021.

	For the Nine Months Ended September 30,				Decrease  to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Segment NOI—Senior Living Operations:
Resident fees and services	$	1,622,641	$	1,667,421	$	(44,780)	(2.7)	%
Less: Property-level operating expenses	(1,296,301)		(1,265,362)		(30,939)		(2.4)
Segment NOI	$	326,340	$	402,059	(75,719)		(18.8)

	Number of Properties at September 30,		Average Unit Occupancy For the Nine Months Ended September 30,				Average Monthly Revenue Per Occupied Room For the Nine Months Ended September 30,
	2021	2020	2021		2020		2021		2020
Total communities	542	431	77.8	%	82.7	%	$	4,611	$	4,811

The period over period decrease in our senior living operations segment NOI was primarily driven by lower revenue from occupancy and declines in revenue per occupied room, partially offset by lower operating expenses and the transition of assets from our triple-net portfolio to our senior living operating portfolio and development properties placed in service. Lower operating expenses in 2021 reflect the receipt of $13.6 million of HHS grants in the first quarter of 2021, which partially mitigated COVID-19 losses incurred by our SHOP communities.

The following table compares results of operations for our 276 same-store senior living operating communities.

46

	For the Nine Months Ended September 30,				(Decrease) Increase to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Same-Store Segment NOI—Senior Living Operations:
Resident fees and services	$	1,203,139	$	1,310,561	$	(107,422)	(8.2)	%
Less: Property-level operating expenses	(924,139)		(955,292)		31,153		3.3
Segment NOI	$	279,000	$	355,269	(76,269)		(21.5)

	Number of Properties at September 30,		Average Unit Occupancy For the Nine Months Ended September 30,				Average Monthly Revenue Per Occupied Room For the Nine Months Ended September 30,
	2021	2020	2021		2020		2021		2020
Same-store communities	276	276	80.9	%	85.0	%	$	4,938	$	5,117

The period over period decrease in our same-store senior living operations segment NOI was primarily attributable to lower revenue from occupancy and declines in revenue per occupied room, partially offset by lower COVID-19 costs during 2021. Lower operating expenses in 2021 reflect the receipt of $7.5 million of HHS grants in the first quarter of 2021, which partially mitigated COVID-19 losses incurred by our SHOP communities.

Segment NOI—Office Operations

The following table summarizes results of operations in our office operations reportable business segment, including assets sold or classified as held for sale as of September 30, 2021.

	For the Nine Months Ended September 30,				(Decrease) Increase to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Segment NOI—Office Operations:
Rental income	$	599,516	$	599,696	$	(180)	—	%
Office building services revenue	7,756		6,871		885		12.9
Total revenues	607,272		606,567		705		0.1
Less:
Property-level operating expenses	(195,297)		(192,192)		(3,105)		(1.6)
Office building services costs	(1,798)		(1,827)		29		1.6
Segment NOI	$	410,177	$	412,548	(2,371)		(0.6)

	Number of Properties at September 30,		Occupancy at September 30,				Annualized Average Rent Per Occupied Square Foot For the Nine Months Ended September 30,
	2021	2020	2021		2020		2021		2020
Total office buildings	348	377	90.5	%	89.9	%	$	34	$	33

The decrease in our office operations segment NOI for the nine months ended September 30, 2021 over the same period in 2020 was attributable primarily to assets sold in the first quarter of 2020, business interruption proceeds received in 2020 and dispositions of non-core assets for the nine months ended September 30, 2021. These decreases were partially offset by new leasing, increased tenant retention and improved parking revenues.

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The following table compares results of operations for our 330 same-store office buildings.

	For the Nine Months Ended September 30,				Increase (Decrease)  to Segment NOI
	2021		2020		$		%
	(Dollars in thousands)
Same-Store Segment NOI—Office Operations:
Rental income	$	546,297	$	523,813	$	22,484	4.3	%
Less: Property-level operating expenses	(172,526)		(165,896)		(6,630)		(4.0)
Segment NOI	$	373,771	$	357,917	15,854		4.4

	Number of Properties at September 30,		Occupancy at September 30,				Annualized Average Rent Per Occupied Square Foot For the Nine Months Ended September 30,
	2021	2020	2021		2020		2021		2020
Same-store office buildings	330	330	92.0	%	91.9	%	$	35	$	33

The increase in our same-store office operations segment NOI for the nine months ended September 30, 2021 over the same period in 2020 was primarily due to contractual rent escalators, new leasing, increased retention and improved parking income.

Segment NOI —All Other

The $7.8 million increase in all other segment NOI for the nine months ended September 30, 2021 over the same period in 2020 was primarily due to the $16.6 million gain recognized in the third quarter of 2021 for the redemption of Ardent’s outstanding 9.75% Senior Notes due 2026 and increased management fee revenues from investments in unconsolidated real estate entities, partially offset by reduced interest income from a lower balance of loans receivable investments.

Company Results

Interest and Other Income

The $5.6 million decrease in interest and other income for the nine months ended September 30, 2021 over the same period in 2020 was primarily due to a 2020 reduction of a liability related to an acquisition and lower interest income on short term investments.

Interest Expense

The $25.7 million decrease in total interest expense for the nine months ended September 30, 2021 over the same period in 2020 was primarily attributable to a decrease of $36.5 million due to lower debt balances, partially offset by an increase of $10.9 million due to a higher effective interest rate. Our weighted average effective interest rate was 3.6% and 3.5% for the nine months ended September 30, 2021 and 2020, respectively. Capitalized interest for the nine months ended September 30, 2021 and 2020 was $8.5 million and $8.1 million, respectively.

Depreciation and Amortization

The $30.6 million increase in depreciation and amortization expense was primarily due to the $173.0 million of 2021 impairments relating to properties that were sold or classified as held for sale, partially offset by $129.5 million of COVID-19 related and disposition related impairments recognized in 2020.

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General, Administrative and Professional Fees

The $0.5 million increase in general, administrative and professional fees was primarily due to increased stock-based compensation, partially offset by lower professional fees and the impact of a reduced headcount in 2020.

Loss on Extinguishment of Debt, Net

The $49.4 million increase in loss on extinguishment of debt, net for the nine months ended September 30, 2021 compared to the same period in 2020 was due to $56.8 million of losses recognized during 2021 for the redemptions of $400.0 million aggregate principal amount of 3.125% senior notes due 2023, $263.7 million aggregate principal amount of 3.25% senior notes due 2022 and $400.0 million aggregate principal amount of 3.10% senior notes due January 2023, partially offset by the $7.4 million non-cash loss recognized in the third quarter of 2020 for the redemption of $236.3 million aggregate principal amount of 3.25% senior notes due 2022.

Merger-Related Expenses and Deal Costs

The $1.9 million increase in merger-related expenses and deal costs was primarily attributable to increased costs in the third quarter of 2021 associated with operator transitions, including ESL, partially offset by costs incurred in the third quarter of 2020, including expenses related to the modification of our lease with Brookdale Senior Living, severance related charges and captive insurance organization costs.

Allowance on Loans Receivable and Investments

The $43.7 million change in allowance on loans receivable and investments was due to the recognition of COVID-19 related credit losses in the second quarter of 2020, which were partially reversed in the first quarter of 2021 due to a change in our estimate of credit losses.

Other

The $6.0 million decrease in other was primarily due to the change in fair value of stock warrants received in connection with the Brookdale Senior Living lease modification in the third quarter of 2020, partially offset by additional expenses relating to 2021 natural disaster events.

Income (Loss) from Unconsolidated Entities

The $7.3 million of income from unconsolidated entities for the nine months ended September 30, 2021 versus the $15.9 million of loss from unconsolidated entities for the same period in 2020 was due to an impairment of our investment in an unconsolidated operating entity in the second quarter of 2020 and our share of operating results from our unconsolidated entities.

Gain on Real Estate Dispositions

The $46.0 million decrease in gain on real estate dispositions was primarily due to gains recognized in 2020 related to our disposition of six properties during the first quarter of 2020, partially offset by $194.1 million in gains during 2021 for the sale of 33 properties.

Income Tax (Expense) Benefit

The $9.6 million of income tax expense for the nine months ended September 30, 2021 as compared to the $95.9 million income tax benefit for the same period in 2020 was primarily due to a $152.9 million deferred tax benefit related to the internal restructuring of certain U.S. taxable REIT subsidiaries completed within the first quarter of 2020, partially offset by changes in the valuation allowance against deferred tax assets of certain of our TRS entities. The benefit resulted from the transfer of assets subject to certain deferred tax liabilities from taxable REIT subsidiaries to the entities other than the TRS entities in this tax-free transaction.

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Non-GAAP Financial Measures

We consider certain non-GAAP financial measures to be useful supplemental measures of our operating performance. A non-GAAP financial measure is a measure of historical or future financial performance, financial position or cash flows that excludes or includes amounts that are not so excluded from or included in the most directly comparable measure calculated and presented in accordance with U.S. GAAP. Described below are the non-GAAP financial measures used by management to evaluate our operating performance and that we consider most useful to investors, together with reconciliations of these measures to the most directly comparable GAAP measures.

The non-GAAP financial measures we present in this Quarterly Report on Form 10-Q may not be comparable to those presented by other real estate companies due to the fact that not all real estate companies use the same definitions. You should not consider these measures as alternatives to net income attributable to common stockholders (determined in accordance with GAAP) as indicators of our financial performance or as alternatives to cash flow from operating activities (determined in accordance with GAAP) as measures of our liquidity, nor are these measures necessarily indicative of sufficient cash flow to fund all of our needs. In order to facilitate a clear understanding of our consolidated historical operating results, you should examine these measures in conjunction with net income attributable to common stockholders as presented in our Consolidated Financial Statements and other financial data included elsewhere in this Quarterly Report on Form 10-Q.

Funds From Operations and Normalized Funds From Operations Attributable to Common Stockholders

Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. However, since real estate values historically have risen or fallen with market conditions, many industry investors deem presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves. For that reason, we consider Funds From Operations attributable to common stockholders (“FFO”) and Normalized FFO to be appropriate supplemental measures of operating performance of an equity REIT. We believe that the presentation of FFO, combined with the presentation of required GAAP financial measures, has improved the understanding of operating results of REITs among the investing public and has helped make comparisons of REIT operating results more meaningful. Management generally considers FFO to be a useful measure for understanding and comparing our operating results because, by excluding gains and losses related to sales of previously depreciated operating real estate assets, impairment losses on depreciable real estate and real estate asset depreciation and amortization (which can differ across owners of similar assets in similar condition based on historical cost accounting and useful life estimates), FFO can help investors compare the operating performance of a company’s real estate across reporting periods and to the operating performance of other companies. We believe that Normalized FFO is useful because it allows investors, analysts and our management to compare our operating performance to the operating performance of other real estate companies and between periods on a consistent basis without having to account for differences caused by non-recurring items and other non-operational events such as transactions and litigation. In some cases, we provide information about identified non-cash components of FFO and Normalized FFO because it allows investors, analysts and our management to assess the impact of those items on our financial results.

We use the National Association of Real Estate Investment Trusts (“Nareit”) definition of FFO. Nareit defines FFO as net income attributable to common stockholders (computed in accordance with GAAP), excluding gains or losses from sales of real estate property, including gains or losses on re-measurement of equity method investments, and impairment write-downs of depreciable real estate, plus real estate depreciation and amortization, and after adjustments for unconsolidated partnerships and entities. Adjustments for unconsolidated partnerships and entities will be calculated to reflect FFO on the same basis. We define Normalized FFO as FFO excluding the following income and expense items (which may be recurring in nature): (a) merger-related costs and expenses, including amortization of intangibles, transition and integration expenses, and deal costs and expenses, including expenses and recoveries relating to acquisition lawsuits; (b) the impact of any expenses related to asset impairment and valuation allowances, the write-off of unamortized deferred financing fees, or additional costs, expenses, discounts, make-whole payments, penalties or premiums incurred as a result of early retirement or payment of our debt; (c) the non-cash effect of income tax benefits or expenses, the non-cash impact of changes to our executive equity compensation plan, derivative transactions that have non-cash mark-to-market impacts on our Consolidated Statements of Income and non-cash charges related to leases; (d) the financial impact of contingent consideration, severance-related costs and charitable donations made to the Ventas Charitable Foundation; (e) gains and losses for non-operational foreign currency hedge agreements and changes in the fair value of financial instruments; (f) gains and losses on non-real estate dispositions and other unusual items related to unconsolidated entities; (g) expenses related to the re-audit and re-review in 2014 of our historical financial statements and related matters; (h) net expenses or recoveries related to natural disasters; and (i) any other incremental items set forth in the Normalized FFO reconciliation included herein.

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The following table summarizes our FFO and Normalized FFO for the three and nine months ended September 30, 2021 and 2020. The decrease in Normalized FFO for the nine months ended September 30, 2021 over the same period in 2020 is principally due to the impact of COVID-19 on our senior housing business, lower rental income from our triple-net lease with Brookdale Senior Living, and the impact of the dispositions during 2020 and 2021, partially offset by a decrease in interest expense.

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2021		2020		2021		2020
	(In thousands)
Net income attributable to common stockholders	$	60,680	$	12,751	$	89,862	$	328,698
Adjustments:
Real estate depreciation and amortization	312,524		247,969		874,920		843,409
Real estate depreciation related to noncontrolling interests	(4,641)		(4,475)		(13,937)		(12,386)
Real estate depreciation related to unconsolidated entities	4,474		1,360		13,107		3,228
Gain (loss) on real estate dispositions related to noncontrolling interests	232		—		225		(9)
Gain on real estate dispositions	(150,292)		(12,622)		(194,083)		(240,101)
FFO attributable to common stockholders	222,977		244,983		770,094		922,839
Adjustments:
Change in fair value of financial instruments	25,451		1,157		(18,768)		1,134
Non-cash income tax expense (benefit)	2,146		(4,763)		4,656		(90,153)
Loss on extinguishment of debt, net	34,654		7,386		61,670		7,386
Gain on transactions related to unconsolidated entities	(8,808)		(244)		(8,839)		(5)
Merger-related expenses, deal costs and re-audit costs	25,531		12,793		32,660		28,171
Amortization of other intangibles	(22,085)		118		(21,853)		354
Other items related to unconsolidated entities	987		290		1,131		(848)
Non-cash impact of changes to equity plan	(2,359)		(1,923)		4,084		1,635
Natural disaster expenses, net	1,552		125		9,807		1,318
Impact of Holiday lease termination	—		—		—		(50,184)
Write-off of straight-line rental income, net of noncontrolling interests	—		18,408		—		70,776
Allowance on loan investments and impairment of unconsolidated entities, net of noncontrolling interests	(58)		4,635		(9,015)		44,955
Normalized FFO attributable to common stockholders	$	279,988	$	282,965	$	825,627	$	937,378

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Adjusted EBITDA

We consider Adjusted EBITDA an important supplemental measure because it provides another manner in which to evaluate our operating performance and serves as another indicator of our credit strength and our ability to service our debt obligations. We define Adjusted EBITDA as consolidated earnings before interest, taxes, depreciation and amortization (including non-cash stock-based compensation expense, asset impairment and valuation allowances), excluding gains or losses on extinguishment of debt, our partners’ share of EBITDA of consolidated entities, merger-related expenses and deal costs, expenses related to the re-audit and re-review in 2014 of our historical financial statements, net gains or losses on real estate activity, gains or losses on remeasurement of equity interest upon acquisition, changes in the fair value of financial instruments, unrealized foreign currency gains or losses, net expenses or recoveries related to natural disasters and non-cash charges related to leases, and including Ventas’ share of EBITDA from unconsolidated entities and adjustments for other immaterial or identified items. The following table sets forth a reconciliation of net income attributable to common stockholders to Adjusted EBITDA:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2021		2020		2021		2020
	(In thousands)
Net income attributable to common stockholders	$	60,680	$	12,751	$	89,862	$	328,698
Adjustments:
Interest	108,816		115,505		329,634		355,333
Loss on extinguishment of debt, net	29,792		7,386		56,808		7,386
Taxes (including tax amounts in general, administrative and professional fees)	5,151		(1,849)		13,602		(92,056)
Depreciation and amortization	313,596		249,366		878,444		847,797
Non-cash stock-based compensation expense	4,700		5,765		26,165		17,322
Merger-related expenses, deal costs and re-audit costs	22,662		11,325		28,000		26,128
Net income attributable to noncontrolling interests, adjusted for partners’ share of consolidated entity EBITDA	(6,578)		(6,359)		(19,991)		(18,096)
Loss from unconsolidated entities, adjusted for Ventas share of EBITDA from unconsolidated entities	14,002		11,811		49,581		39,983
Gain on real estate dispositions	(150,292)		(12,622)		(194,083)		(240,100)
Unrealized foreign currency loss (gain)	33		(146)		158		(152)
Change in fair value of financial instruments	25,448		1,155		(18,775)		1,133
Natural disaster expenses, net	1,566		181		9,859		1,162
Write-off of straight-line rental income from Holiday lease termination	—		—		—		(50,184)
Write-off of straight-line rental income, net of noncontrolling interests	—		18,408		—		70,776
Allowance on loan investments and impairment of unconsolidated entities, net of noncontrolling interests	(58)		4,635		(9,013)		44,955
Adjusted EBITDA	$	429,518	$	417,312	$	1,240,251	$	1,340,085

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NOI

We also consider NOI an important supplemental measure because it allows investors, analysts and our management to assess our unlevered property-level operating results and to compare our operating results with those of other real estate companies and between periods on a consistent basis. We define NOI as total revenues, less interest and other income, property-level operating expenses and office building services costs. Cash receipts may differ due to straight-line recognition of certain rental income and the application of other GAAP policies. The following table sets forth a reconciliation of net income attributable to common stockholders to NOI:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2021		2020		2021		2020
	(In thousands)
Net income attributable to common stockholders	$	60,680	$	12,751	$	89,862	$	328,698
Adjustments:
Interest and other income	(417)		(572)		(1,343)		(6,965)
Interest expense	108,816		115,505		329,634		355,333
Depreciation and amortization	313,596		249,366		878,444		847,797
General, administrative and professional fees	30,259		32,081		101,156		100,621
Loss on extinguishment of debt, net	29,792		7,386		56,808		7,386
Merger-related expenses, deal costs and re-audit costs	22,662		11,325		28,000		26,129
Allowance on loans receivable and investments	(60)		4,999		(9,021)		34,654
Other	33,673		5,681		10,755		16,750
Net income attributable to noncontrolling interests	2,094		986		5,802		534
(Income) loss from unconsolidated entities	(2,772)		(865)		(7,289)		15,861
Income tax expense (benefit)	3,780		(3,195)		9,574		(95,855)
Gain on real estate dispositions	(150,292)		(12,622)		(194,083)		(240,101)
NOI	$	451,811	$	422,826	$	1,298,299	$	1,390,842

See “Results of Operations” for discussions regarding both segment NOI and same-store segment NOI. We define same-store as properties owned, consolidated and operational for the full period in both comparison periods and are not otherwise excluded; provided, however, that we may include selected properties that otherwise meet the same-store criteria if they are included in substantially all of, but not a full, period for one or both of the comparison periods, and in our judgment such inclusion provides a more meaningful presentation of our portfolio performance.

Newly acquired development properties and recently developed or redeveloped properties in our senior living operations segment will be included in same-store once they are stabilized for the full period in both periods presented. These properties are considered stabilized upon the earlier of (a) the achievement of 80% sustained occupancy or (b) 24 months from the date of acquisition or substantial completion of work. Recently developed or redeveloped properties in our office operations and triple-net leased properties segments will be included in same-store once substantial completion of work has occurred for the full period in both periods presented. Our senior living operations and triple-net leased properties that have undergone operator or business model transitions will be included in same-store once operating under consistent operating structures for the full period in both periods presented.

Properties are excluded from same-store if they are: (i) sold, classified as held for sale or properties whose operations were classified as discontinued operations in accordance with GAAP; (ii) impacted by materially disruptive events such as flood or fire; (iii) for SHOP, those properties that are currently undergoing a materially disruptive redevelopment; (iv) for our office operations and triple-net lease properties, those properties for which management has an intention to institute, or has instituted, a redevelopment plan because the properties may require major property-level expenditures to maximize value, increase NOI, or maintain a market-competitive position and/or achieve property stabilization, most commonly as the result of an expected or actual material change in occupancy or NOI; or (v) for the senior living operations and triple-net leased segments, those properties that are scheduled to undergo operator or business model transitions, or have transitioned operators or business models after the start of the prior comparison period.        

To eliminate the impact of exchange rate movements, all portfolio performance-based disclosures assume constant exchange rates across comparable periods, using the following methodology: the current period’s results are shown in actual

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reported USD, while prior comparison period’s results are adjusted and converted to USD based on the average exchange rate for the current period.

Liquidity and Capital Resources    

During the nine months ended September 30, 2021, our principal sources of liquidity were cash flows from operations, proceeds from the issuance of debt and equity securities, borrowings under our unsecured revolving credit facility, and proceeds from asset sales.

For the next 12 months, our principal liquidity needs are to: (i) fund operating expenses; (ii) meet our debt service requirements; (iii) repay maturing mortgage and other debt; (iv) fund acquisitions, investments and commitments and any development and redevelopment activities; (v) fund capital expenditures; and (vi) make distributions to our stockholders and unitholders, as required for us to continue to qualify as a REIT. Depending upon the availability of external capital, we believe our liquidity is sufficient to fund these uses of cash. We expect that these liquidity needs generally will be satisfied by a combination of the following: cash flows from operations, cash on hand, debt assumptions and financings (including secured financings), issuances of debt and equity securities, dispositions of assets (in whole or in part through joint venture arrangements with third parties) and borrowings under our revolving credit facilities and commercial paper program. However, an inability to access liquidity through multiple capital sources concurrently could have a material adverse effect on us.

While continuing decreased revenue and net operating income as a result of the COVID-19 pandemic could lead to downgrades of our long-term credit rating and therefore adversely impact our cost of borrowing, we currently believe we will continue to have access to one or more debt markets during the duration of the pandemic and could seek to enter into secured debt financings or issue debt and equity securities to satisfy our liquidity needs, although no assurances can be made in this regard.

See “Note 10 – Senior Notes Payable And Other Debt” of the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for further information regarding our significant financing activities.

Loans Receivable and Investments

In October 2021, we received proceeds of $45.0 million in full repayment of a cash pay note from Brookdale Senior Living. The note was issued to us in connection with the modification of our lease with Brookdale Senior Living in the third quarter of 2020.

In July 2021, we received $66 million from Holiday Retirement as repayment in full of secured notes which Holiday Retirement previously issued to us as part of a lease termination transaction entered into in April 2020.

In July 2021, we received aggregate proceeds of $224 million from the redemption of Ardent’s outstanding 9.75% Senior Notes due 2026 at a price equal to 107.313% of the principal amount of the notes, plus accrued and unpaid interest. The redemption resulted in a gain of $16.6 million which is recorded in income from loans and investments in our Consolidated Statements of Income. As of December 31, 2020, $23.0 million of unrealized gain related to these securities was included in accumulated other comprehensive income.

Credit Facilities, Commercial Paper and Unsecured Term Loans

In January 2021, we entered into an amended and restated unsecured credit facility (the “New Credit Facility”) comprised of a $2.75 billion unsecured revolving credit facility initially priced at LIBOR plus 0.825% based on the Company’s debt rating. The New Credit Facility replaced our previous $3.0 billion unsecured revolving credit facility priced at 0.875%. The New Credit Facility matures in January 2025, but may be extended at our option, subject to the satisfaction of certain conditions, for two additional periods of six months each. The New Credit Facility also includes an accordion feature that permits us to increase our aggregate borrowing capacity thereunder to up to $3.75 billion, subject to the satisfaction of certain conditions.

As of September 30, 2021, we had $2.7 billion of undrawn capacity on our New Credit Facility with $49.1 million borrowings outstanding and an additional $24.9 million restricted to support outstanding letters of credit. We limit our use of the New Credit Facility, to the extent necessary, to support our commercial paper program when commercial paper notes are outstanding. As of September 30, 2021, we had $370.0 million of commercial paper outstanding.

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Our wholly owned subsidiary, Ventas Realty, may issue from time to time unsecured commercial paper notes up to a maximum aggregate amount outstanding at any time of $1.0 billion. The notes are sold under customary terms in the United States commercial paper note market and are ranked pari passu with all of Ventas Realty’s other unsecured senior indebtedness. The notes are fully and unconditionally guaranteed by Ventas, Inc. As of September 30, 2021, we had $370.0 million of borrowings outstanding under our commercial paper program.

As of September 30, 2021, we had a $200.0 million unsecured term loan priced at LIBOR plus 0.90% that matures in 2023.  The term loan also includes an accordion feature that effectively permits us to increase our aggregate borrowings thereunder to up to $800.0 million.

As of September 30, 2021, we had a C$500 million unsecured term loan facility priced at Canadian Dollar Offered Rate (“CDOR”) plus 0.90% that matures in 2025.

During the three months ended September 30, 2021, we terminated the $400.0 million secured revolving construction credit facility, resulting in a loss on extinguishment of debt of $0.5 million for the three months ended September 30, 2021. There were no borrowings outstanding under the secured revolving construction credit facility as of September 30, 2021.

Senior Notes

In August 2021, Ventas Realty issued and sold $500.0 million aggregate principal amount of 2.50% senior notes due 2031 at 99.74% of par.

In August 2021, Ventas Realty issued a make whole notice of redemption for the entirety of the $400.0 million aggregate principal amount of 3.125% senior notes due 2023, resulting in a loss on extinguishment of debt of $20.9 million for the three months ended September 30, 2021. The redemption settled in September 2021, principally using cash on hand.

In July 2021, Ventas Realty and Ventas Capital Corporation issued a make whole notice of redemption for the entirety of the $263.7 million aggregate principal amount of 3.25% senior notes due 2022, resulting in a loss on extinguishment of debt of $8.2 million for the three months ended September 30, 2021. The redemption settled in August 2021, principally using cash on hand.

In February 2021, Ventas Realty issued a make whole notice of redemption for the entirety of the $400.0 million aggregate principal amount of 3.10% senior notes due January 2023, resulting in a loss on extinguishment of debt of $27.3 million for the three months ended March 31, 2021. The redemption settled in March 2021, principally using cash on hand.

We may, from time to time, seek to retire or purchase our outstanding senior notes for cash or in exchange for equity securities in open market purchases, privately negotiated transactions or otherwise. Such repurchases or exchanges, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions, prospects for capital and other factors. The amounts involved may be material.

Equity Offerings

In September 2021, in connection with the New Senior Acquisition, we issued approximately 13.3 million of our common stock.

From time to time, we may sell our common stock under an “at-the-market” equity offering program (“ATM program”). As of September 30, 2021, we had $129.0 million remaining under our existing ATM program. During the three months ended September 30, 2021, we sold 10.6 million shares of our common stock under our ATM program for gross proceeds of $611.7 million, representing an average price of $57.73 per share. During the nine months ended September 30, 2021, we sold 10.9 million shares of our common stock under our ATM program for gross proceeds of $626.4 million, representing an average price of $57.71 per share. 

Mortgages

In September 2021, we assumed mortgage debt of $482.5 million in connection with the New Senior Acquisition, including a $25.4 million fair value premium which will be amortized over the remaining term through interest expense in our Consolidated Statement of Income. See “Note 4 – Acquisitions Of Real Estate Property”.

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Derivatives and Hedging

In the normal course of our business, interest rate fluctuations affect future cash flows under our variable rate debt obligations, loans receivable and marketable debt securities, and foreign currency exchange rate fluctuations affect our operating results. We follow established risk management policies and procedures, including the use of derivative instruments, to mitigate the impact of these risks.

Dividends

During the nine months ended September 30, 2021, we declared a dividend of $0.45 per share of our common stock in each of the first, second and third quarter, respectively. In order to continue to qualify as a REIT, we must make annual distributions to our stockholders of at least 90% of our REIT taxable income (excluding net capital gain). In addition, we will be subject to income tax at the regular corporate rate to the extent we distribute less than 100% of our REIT taxable income, including any net capital gains. We intend to pay dividends greater than 100% of our taxable income, after the use of any net operating loss carryforwards, for 2021.

We expect that our cash flows will exceed our REIT taxable income due to depreciation and other non-cash deductions in computing REIT taxable income and that we will be able to satisfy the 90% distribution requirement. However, from time to time, we may not have sufficient cash on hand or other liquid assets to meet this requirement or we may decide to retain cash or distribute such greater amount as may be necessary to avoid income and excise taxation. If we do not have sufficient cash on hand or other liquid assets to enable us to satisfy the 90% distribution requirement, or if we desire to retain cash, we may borrow funds, issue additional equity securities, pay taxable stock dividends, if possible, distribute other property or securities or engage in a transaction intended to enable us to meet the REIT distribution requirements or any combination of the foregoing.

Cash Flows    

The following table sets forth our sources and uses of cash flows:

	For the Nine Months Ended September 30,				Increase (Decrease) to Cash
	2021		2020		$		%
	(Dollars in thousands)
Cash, cash equivalents and restricted cash at beginning of period	$	451,640	$	146,102	$	305,538	nm
Net cash provided by operating activities	760,315		1,154,413		(394,098)		(34.1)	%
Net cash (used in) provided by investing activities	(716,343)		186,625		(902,968)		nm
Net cash used in financing activities	(299,612)		(857,699)		558,087		65.1
Effect of foreign currency translation	522		(951)		1,473		nm
Cash, cash equivalents and restricted cash at end of period	$	196,522	$	628,490	(431,968)		(68.7)

nm - not meaningful

Cash Flows from Operating Activities

Cash flows from operating activities decreased $394.1 million during the nine months ended September 30, 2021 compared to the same period in 2020 primarily due to the COVID-19 impact on our triple-net leased and senior housing business, the impact of up-front consideration received in the third quarter of 2020 relating to our lease modification with Brookdale Senior Living, subsequent lower rental income from our triple-net lease with Brookdale Senior Living, partially offset by a decrease in interest expense.

Cash Flows from Investing Activities    

Cash flows from investing activities decreased $903.0 million during the nine months ended September 30, 2021 over the same period in 2020 primarily due to the $1.1 billion paid in connection with the New Senior Acquisition, fewer proceeds from real estate dispositions, partially offset by proceeds received from the repayment of loans receivable.

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Cash Flows from Financing Activities

Cash flows used in financing activities decreased $558.1 million during the nine months ended September 30, 2021 over the same period in 2020 primarily due to the 2021 issuance of 10.9 million shares of common stock through our ATM equity offering program, lower dividends to common stockholders during 2021, proceeds from the 2021 issuance of $500 million senior notes due 2031 and higher proceeds received in 2021 from commercial paper and revolving credit facility, partially offset by 2021 redemption of $1.1 billion of senior notes due in 2022 and 2023.

Capital Expenditures

The terms of our triple-net leases generally obligate our tenants to pay all capital expenditures necessary to maintain and improve our triple-net leased properties. However, from time to time, we may fund the capital expenditures for our triple-net leased properties through loans or advances to the tenants, which may increase the amount of rent payable with respect to the properties in certain cases. We may also fund capital expenditures for which we may become responsible upon expiration of our triple-net leases or in the event that our tenants are unable or unwilling to meet their obligations under those leases. We also expect to fund capital expenditures related to our senior living operations and office operations reportable business segments with the cash flows from the properties or through additional borrowings. We expect that these liquidity needs generally will be satisfied by a combination of the following: cash flows from operations, cash on hand, debt assumptions and financings (including secured financings), issuances of debt and equity securities, dispositions of assets (in whole or in part through joint venture arrangements with third parties) and borrowings under our revolving credit facilities.

To the extent that unanticipated capital expenditure needs arise or significant borrowings are required, our liquidity may be affected adversely. Our ability to borrow additional funds may be restricted in certain circumstances by the terms of the instruments governing our outstanding indebtedness.

We are party to certain agreements that obligate us to develop senior housing or healthcare properties funded through capital that we and, in certain circumstances, our joint venture partners provide. As of September 30, 2021, we had 12 properties under development pursuant to these agreements, including three properties that are owned by an unconsolidated real estate entity. In addition, from time to time, we engage in redevelopment projects with respect to our existing senior housing communities to maximize the value, increase NOI, maintain a market-competitive position, achieve property stabilization or change the primary use of the property.

Contractual Obligations

During the three months ended September 30, 2021, there were no significant changes to our contractual obligations from those disclosed in the section “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2020 Annual Report.

Off-Balance Sheet Arrangements

We own interests in certain unconsolidated entities as described in Note 7 – Investments In Unconsolidated Entities. Except in limited circumstances, our risk of loss is limited to our investment in the joint venture and any outstanding loans receivable. In addition, we have certain properties which serve as collateral for debt that is owed by a previous owner of certain of our facilities, as described under Note 10 – Senior Notes Payable And Other Debt to the Consolidated Financial Statements. Our risk of loss for these certain properties is limited to the outstanding debt balance plus penalties, if any. Further, we use financial derivative instruments to hedge interest rate and foreign currency exchange rate exposure. Finally, at September 30, 2021, we had $24.9 million outstanding letter of credit obligations. We have no other material off-balance sheet arrangements that we expect would materially affect our liquidity and capital resources except those described above under “Contractual Obligations.”

Guarantor and Issuer Financial Information

Ventas, Inc. has fully and unconditionally guaranteed the obligation to pay principal and interest with respect to the outstanding senior notes issued by our 100% owned subsidiary, Ventas Realty, including the senior notes that were jointly issued with Ventas Capital Corporation. Ventas Capital Corporation is a direct 100% owned subsidiary of Ventas Realty that has no assets or operations, but was formed in 2002 solely to facilitate offerings of senior notes by a limited partnership. None of our other subsidiaries (excluding Ventas Realty and Ventas Capital Corporation) is obligated with respect to Ventas Realty’s outstanding senior notes.

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Ventas, Inc. has also fully and unconditionally guaranteed the obligation to pay principal and interest with respect to the outstanding senior notes issued by our 100% owned subsidiary, Ventas Canada Finance Limited (“Ventas Canada”). None of our other subsidiaries is obligated with respect to Ventas Canada’s outstanding senior notes, all of which were issued on a private placement basis in Canada.

Under certain circumstances, contractual and legal restrictions, including those contained in the instruments governing our subsidiaries’ outstanding mortgage indebtedness, may restrict our ability to obtain cash from our subsidiaries for the purpose of meeting our debt service obligations, including our payment guarantees with respect to Ventas Realty’s and Ventas Canada’s senior notes.

The following summarizes our guarantor and issuer balance sheet and statement of income information as of September 30, 2021 and December 31, 2020 and for the nine months ended September 30, 2021 and the year ended December 31, 2020.

Balance Sheet Information

	As of September 30, 2021
	Guarantor		Issuer
	(In thousands)
Assets
Investment in and advances to affiliates	$	17,366,051	$	3,045,738
Total assets	17,503,720		3,158,027
Liabilities and equity
Intercompany loans	10,452,948		(3,657,080)
Total liabilities	10,703,026		4,073,436
Redeemable OP unitholder and noncontrolling interests	86,106		—
Total equity (deficit)	6,714,588		(915,409)
Total liabilities and equity	17,503,720		3,158,027

Balance Sheet Information

	As of December 31, 2020
	Guarantor		Issuer
	(In thousands)
Assets
Investment in and advances to affiliates	$	16,576,278	$	2,727,931
Total assets	16,937,149		2,844,339
Liabilities and equity
Intercompany loans	10,691,626		(4,532,350)
Total liabilities	10,918,320		3,577,009
Redeemable OP unitholder and noncontrolling interests	89,669		—
Total equity (deficit)	5,929,161		(732,670)
Total liabilities and equity	16,937,149		2,844,339

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Statement of Income Information

	For the Nine Months Ended September 30, 2021
	Guarantor		Issuer
	(In thousands)
Equity earnings in affiliates	$	132,175	$	—
Total revenues	134,544		108,731
Income (loss) before unconsolidated entities, real estate dispositions, income taxes and noncontrolling interests	91,291		(188,600)
Net income (loss)	89,862		(188,604)
Net income (loss) attributable to common stockholders	89,862		(188,604)

Statement of Income Information

	For the Year Ended December 31, 2020
	Guarantor		Issuer
	(In thousands)
Equity earnings in affiliates	$	469,311	$	—
Total revenues	474,392		143,259
Income (loss) before unconsolidated entities, real estate dispositions, income taxes and noncontrolling interests	440,210		(215,406)
Net income (loss)	439,149		(202,845)
Net income (loss) attributable to common stockholders	439,149		(202,845)

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The following discussion of our exposure to various market risks contains forward-looking statements that involve risks and uncertainties. These projected results have been prepared utilizing certain assumptions considered reasonable in light of information currently available to us. Nevertheless, because of the inherent unpredictability of interest rates and other factors, actual results could differ materially from those projected in such forward-looking information.

We are exposed to market risk related to changes in interest rates with respect to borrowings under our unsecured revolving credit facility and our unsecured term loans, certain of our mortgage loans that are floating rate obligations, mortgage loans receivable that bear interest at floating rates and available for sale securities. These market risks result primarily from changes in LIBOR rates or prime rates. To manage these risks, we continuously monitor our level of floating rate debt with respect to total debt and other factors, including our assessment of current and future economic conditions.

As of September 30, 2021 and December 31, 2020, the fair value of our secured and non-mortgage loans receivable, based on our estimates of current prevailing rates for comparable loans, was $541.5 million and $565.7 million, respectively.

The fair value of our fixed rate debt is based on current market interest rates at which we could obtain similar borrowings. Increases in market interest rates typically result in a decrease in the fair value of fixed rate debt while decreases in market interest rates typically result in an increase in the fair value of fixed rate date. While changes in market interest rates affect the fair value of our fixed rate debt, these changes do not affect the interest expense associated with our fixed rate debt. Therefore, interest rate risk does not have a significant impact on our fixed rate debt obligations until their maturity or earlier prepayment and refinancing. If interest rates have risen at the time we seek to refinance our fixed rate debt, whether at maturity or otherwise, our future earnings and cash flows could be adversely affected by additional borrowing costs. Conversely, lower interest rates at the time of refinancing may reduce our overall borrowing costs.

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To highlight the sensitivity of our fixed rate debt to changes in interest rates, the following summary shows the effects of a hypothetical instantaneous change of 100 basis points in interest rates:

	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Gross book value	$	10,619,121	$	10,458,262
Fair value	11,487,519		11,550,236
Fair value reflecting change in interest rates:
-100 basis points	12,145,908		12,204,507
+100 basis points	10,899,335		10,951,483

The increase in our fixed rate debt from December 31, 2020 to September 30, 2021 was primarily due to an increase in mortgage loans outstanding, largely as a result of mortgage debt assumed in connection with the New Senior Acquisition, and the issuance of $500.0 million of senior notes due in 2031, partially offset by the redemptions of senior notes due in 2022 and 2023.

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The table below sets forth certain information with respect to our debt, excluding premiums and discounts:

	As of September 30, 2021			As of December 31, 2020			As of September 30, 2020
	(Dollars in thousands)
Balance:
Fixed rate:
Senior notes	$	8,309,779		$	8,869,036		$	9,057,583
Unsecured term loans	200,000			200,000			200,000
Mortgage loans and other	2,109,342			1,389,227			1,399,033
Variable rate:
Senior notes	236,630			235,664			225,242
Unsecured revolving credit facility	49,141			39,395			41,484
Unsecured term loans	394,384			392,773			375,404
Commercial paper notes	370,000			—			—
Secured revolving construction credit facility	—			154,098			164,585
Mortgage loans and other	473,470			702,878			677,337
Total	$	12,142,746		$	11,983,071		$	12,140,668
Percentage of total debt:
Fixed rate:
Senior notes	68.4		%	73.9		%	74.6		%
Unsecured term loans	1.6			1.7			1.6
Mortgage loans and other	17.4			11.6			11.5
Variable rate:
Senior notes	1.9			2.0			1.9
Unsecured revolving credit facility	0.4			0.3			0.3
Unsecured term loans	3.2			3.3			3.1
Commercial paper notes	3.0			—			—
Secured revolving construction credit facility	—			1.3			1.4
Mortgage loans and other	4.1			5.9			5.6
Total	100.0		%	100.0		%	100.0		%
Weighted average interest rate at end of period:
Fixed rate:
Senior notes	3.7		%	3.7		%	3.7		%
Unsecured term loans	3.6			3.6			3.6
Mortgage loans and other	3.6			3.5			3.6
Variable rate:
Senior notes	1.0			1.0			1.1
Unsecured revolving credit facility	1.1			1.0			1.1
Unsecured term loans	1.3			1.4			1.4
Commercial paper notes	0.2			—			—
Secured revolving construction credit facility	—			1.9			1.9
Mortgage loans and other	1.7			1.9			1.9
Total	3.4			3.4			3.5

The variable rate debt in the table above reflects, in part, the effect of $146.2 million notional amount of interest rate swaps with maturities ranging from March 2022 to May 2022, in each case that effectively convert fixed rate debt to variable rate debt. In addition, the fixed rate debt in the table above reflects, in part, the effect of $303.8 million and C$275.6 million notional amount of interest rate swaps with maturities ranging from January 2023 to April 2031 in each case that effectively convert variable rate debt to fixed rate debt.

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The decrease in our outstanding variable rate debt at September 30, 2021 compared to December 31, 2020 is primarily attributable to reduced borrowings under our secured revolving construction credit facility and repayments of variable rate mortgage loans, partially offset by borrowings under our commercial paper program.

Assuming a 100 basis point increase in the weighted average interest rate related to our variable rate debt and assuming no change in our variable rate debt outstanding as of September 30, 2021, interest expense on an annualized basis would increase by approximately $14.7 million, or $0.04 per diluted common share.

As of September 30, 2021 and December 31, 2020, our joint venture partners’ aggregate share of total debt was $277.3 million and $271.6 million, respectively, with respect to certain properties we owned through consolidated joint ventures. Total debt does not include our portion of debt related to investments in unconsolidated real estate entities, which was $292.5 million and $213.0 million as of September 30, 2021 and December 31, 2020, respectively.

As a result of our Canadian and United Kingdom operations, we are subject to fluctuations in certain foreign currency exchange rates that may, from time to time, affect our financial condition and operating performance. Based solely on our results for the nine months ended September 30, 2021 (including the impact of existing hedging arrangements), if the value of the U.S. dollar relative to the British pound and Canadian dollar were to increase or decrease by one standard deviation compared to the average exchange rate during the year, our Normalized FFO per share for the three and nine months ended September 30, 2021 would decrease or increase, as applicable, by less than $0.01 per share or 1%. We will continue to mitigate these risks through a layered approach to hedging looking out for the next year and continual assessment of our foreign operational capital structure. Nevertheless, we cannot assure you that any such fluctuations will not have an effect on our earnings.

ITEM 4.    CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As required by Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of September 30, 2021. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) were effective as of September 30, 2021, at the reasonable assurance level.

Internal Control Over Financial Reporting    

There have been no changes in our internal controls over financial reporting during the third quarter of 2021 (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II—OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS

The information contained in “Note 12 – Litigation” of the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q is incorporated by reference into this Item 1. Except as set forth therein, there have been no new material legal proceedings and no material developments in the legal proceedings reported in our 2020 Annual Report.

ITEM 1A.    RISK FACTORS

In the third quarter of 2021 there were no significant new risk factors from those disclosed under Part I, Item 1A. “Risk Factors” of our 2020 Annual Report and Part II, Item 1A. “Risk Factors” of our second quarter Form 10-Q. However, the risks and uncertainties that we face are not limited to those set forth in the 2020 Annual Report and second quarter Form 10-Q. Additional risks and uncertainties not presently known to us or that we currently believe to be immaterial may also adversely affect our business, results of operations and financial condition.

ITEM 2.    UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities

We do not have a publicly announced repurchase plan or program in effect. The table below summarizes other repurchases of our common stock made during the quarter ended September 30, 2021.

	Number of Shares Repurchased (1)	Average Price Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number (or Approximate Dollar Value) of Shares that May Yet be Purchased Under the Plans or Programs
July 1 through July 31	—	$	—	—	—
August 1 through August 31	176	55.00		—	—
September 1 through September 30	1,779	56.19		—	—
Total	1,955	$	56.08	—	—

(1)Repurchases represent shares withheld to pay taxes on the vesting of restricted stock granted to employees under our 2006 Incentive Plan or 2012 Incentive Plan or restricted stock units granted to employees under the Nationwide Health Properties, Inc. (“NHP”) 2005 Performance Incentive Plan and assumed by us in connection with our acquisition of NHP. The value of the shares withheld is the closing price of our common stock on the date the vesting or exercise occurred (or, if not a trading day, the immediately preceding trading day) or the fair market value of our common stock at the time of exercise, as the case may be.

ITEM 5.    OTHER INFORMATION

Not applicable.

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ITEM 6.    EXHIBITS

The exhibits required by Item 601 of Regulation S-K which are filed with this report are listed below.

Exhibit Number	Description of Document
10.1	First Amendment to the Third Amended and Restated Credit Agreement, dated as of October 5, 2021, among Ventas Realty, Limited Partnership, Ventas SSL Ontario II, Inc., Ventas SSL Ontario III, Inc., Ventas Canada Finance Limited, Ventas UK Finance, Inc., and Ventas Euro Finance, LLC, as Borrowers, Ventas, Inc., as Guarantor, and Bank of America, N.A., as Administrative Agent.
22	List of Guarantors and Issuers of Guaranteed Securities.
31.1	Certification of Debra A. Cafaro, Chairman and Chief Executive Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
31.2	Certification of Robert F. Probst, Executive Vice President and Chief Financial Officer, pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended.
32.1	Certification of Debra A. Cafaro, Chairman and Chief Executive Officer, pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended, and 18 U.S.C. § 1350.
32.2	Certification of Robert F. Probst, Executive Vice President and Chief Financial Officer, pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended, and 18 U.S.C. § 1350.
101	The following materials from the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2021, formatted in XBRL (Inline Extensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Equity, (v) the Consolidated Statements of Cash Flows and (vi) Notes to the Consolidated Financial Statements.
104	Cover Page Interactive Data File (formatted as inline XBRL).

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: November 5, 2021

VENTAS, INC.
By:	/s/ DEBRA A. CAFARO
	Debra A. Cafaro  Chairman and Chief Executive Officer
By:	/s/ ROBERT F. PROBST
	Robert F. Probst Executive Vice President and Chief Financial Officer

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EX-10.1

Exhibit 10.1

FIRST AMENDMENT (LIBOR TRANSITION)

This FIRST AMENDMENT (LIBOR TRANSITION) (this “Agreement”), dated as of October 5, 2021 (the “Amendment Effective Date”), is entered into among VENTAS REALTY, LIMITED PARTNERSHIP, a Delaware limited partnership (“Parent Borrower”), VENTAS SSL ONTARIO II, INC., an Ontario corporation (“Ventas SSL II”), VENTAS SSL ONTARIO III, INC., an Ontario corporation (“Ventas SSL III”), VENTAS CANADA FINANCE LIMITED, a Nova Scotia limited company (“Ventas Canada Finance Limited”), VENTAS UK FINANCE, INC., a Delaware corporation (“Ventas UK Finance”), VENTAS EURO FINANCE, LLC, a Delaware limited liability company (“Ventas Euro Finance”), and each of the entities from time to time executing a Borrower Joinder Agreement (together with the Parent Borrower, Ventas SSL II, Ventas SSL III, Ventas Canada Finance Limited, Ventas UK Finance and Ventas Euro Finance, the “Borrowers” and each individually a “Borrower”), VENTAS, INC., a Delaware corporation, as guarantor (the “Guarantor”), and BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”).

RECITALS

WHEREAS, the Borrowers, the Guarantor, the lenders from time to time party thereto (the “Lenders”), and the Administrative Agent, have entered into that certain Third Amended and Restated Credit Agreement, dated as of January 29, 2021 (as amended, modified, extended, restated, replaced, or supplemented from time to time, the “Credit Agreement”); and

WHEREAS, certain loans and/or other extensions of credit (the “Loans”) under the Credit Agreement denominated in Sterling, Swiss Francs, and Yen (collectively, the “Impacted Currencies”) incur or are permitted to incur interest, fees, commissions or other amounts based on the London Interbank Offered Rate (“LIBOR”) in accordance with the terms of the Credit Agreement; and

WHEREAS, applicable parties under the Credit Agreement have determined in accordance with the Credit Agreement that LIBOR for the Impacted Currencies should be replaced with a successor rate in accordance with the Credit Agreement and, in connection therewith, the Administrative Agent has determined that certain conforming changes are necessary or advisable.

NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1.Defined Terms. Capitalized terms used herein but not otherwise defined herein (including on any Appendix attached hereto) shall have the meanings provided to such terms in the Credit Agreement, as amended by this Agreement.

2.Agreement. Notwithstanding any provision of the Credit Agreement or any other Loan Document to the contrary, the parties hereto hereby agree that the terms set forth on Appendix Ashall apply to the Impacted Currencies. For the avoidance of doubt, to the extent provisions in the Credit Agreement apply to the Impacted Currencies and Euros and such provisions are not specifically addressed by Appendix A, the provisions in the Credit Agreement shall continue to apply to the Impacted Currencies and to Euros.

3.Conflict with Loan Documents. In the event of any conflict between the terms of this Agreement and the terms of the Credit Agreement or the other Loan Documents, the terms hereof shall control.

4.Conditions Precedent. This Agreement shall become effective upon receipt by the Administrative Agent of counterparts of this Agreement, properly executed by each Borrower, the Guarantor and the Administrative Agent.

5.Payment of Expenses. The Borrowers agree to reimburse the Administrative Agent for all reasonable fees, charges and disbursements of the Administrative Agent in connection with the preparation, execution and delivery of this Agreement in accordance with Section 10.04 of the Credit Agreement.

6.Miscellaneous.

(a)The Loan Documents, and the obligations of the Borrowers and the Guarantor under the Loan Documents, are hereby ratified and confirmed and shall remain in full force and effect according to their terms. This Agreement is a Loan Document.

(b)Each Borrower and the Guarantor (i) acknowledges and consents to all of the terms and conditions of this Agreement, (ii) affirms all of its obligations under the Loan Documents and (iii) agrees that this Agreement and all documents executed in connection herewith do not operate to reduce or discharge its obligations under the Loan Documents. The Guarantor hereby reaffirms its obligations under the Guaranty and agrees that its obligation to guarantee the Obligations is in full force and effect as of the date hereof.

(c)Each Borrower and the Guarantor represents and warrants that:

(i)The execution, delivery and performance by such Person of this Agreement is within such Person’s organizational powers and has been duly authorized by all necessary organizational, partnership, member or other action, as applicable, as may be necessary or required.

(ii)This Agreement has been duly executed and delivered by such Person, and constitutes a valid and binding obligation of such Person, enforceable against it in accordance with the terms hereof, except as may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity.

(iii)The execution and delivery by such Person of this Agreement and performance by such Person of this Agreement have been duly authorized by all necessary corporate or other organizational action, and do not and will not (A) contravene the terms of its certificate or articles of incorporation or organization or other applicable constitutive documents, (B) conflict with or result in any breach or contravention of, or the creation of any lien under, or require any payment to be made under (x) any contractual obligation to which such Person is a party or affecting such Person or the properties of such Person or any subsidiary thereof or (y) any order, injunction, writ or

1

decree of any governmental authority or any arbitral award to which such Person or any subsidiary thereof or its property is subject or (C) violate any law.

(iv)Before and after giving effect to this Agreement, (A) all representations and warranties of such Person set forth in the Loan Documents are true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality (after giving effect to such materiality qualification)) on and as of the Amendment Effective Date (except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality (after giving effect to such materiality qualification)) as of such earlier date), and (B) no Event of Default exists.

(d)This Agreement may be in the form of an Electronic Record (in “.pdf” form or otherwise) and may be executed using Electronic Signatures, which shall be considered as originals and shall have the same legal effect, validity and enforceability as a manually executed signature, physical delivery thereof or the use of a paper-based record keeping system. This Agreement may be executed in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but all such counterparts shall be one and the same Agreement.  For the avoidance of doubt, the authorization under this paragraph may include, without limitation, use or acceptance by the Administrative Agent of a manually signed Agreement which has been converted into electronic form (such as scanned into “.pdf” format), or an electronically signed Agreement converted into another format, for transmission, delivery and/or retention. Notwithstanding the foregoing, upon the request of any party, any Electronic Signature shall be promptly followed by such manually executed counterpart.

(e)Any provision of this Agreement held to be illegal, invalid or unenforceable in any jurisdiction, shall, as to such jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability without affecting the legality, validity or enforceability of the remaining provisions hereof and the illegality, invalidity or unenforceability of a particular provision in a particular jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

(f)The terms of the Credit Agreement with respect to governing law, submission to jurisdiction, waiver of venue and waiver of jury trial are incorporated herein by reference, mutatis mutandis, and the parties hereto agree to such terms.

[remainder of page intentionally left blank]

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Each of the parties hereto has caused a counterpart of this Agreement to be duly executed and delivered as of the date first above written.

BORROWERS:    VENTAS REALTY, LIMITED PARTNERSHIP

By:    Ventas, Inc., its General Partner

By:     /s/ ROBERT F. PROBST     
Name: Robert F. Probst
Title: Executive Vice President and Chief
Financial Officer

VENTAS SSL ONTARIO II, INC.

By:     /s/ CHRISTIAN N. CUMMINGS    
Name: Christian N. Cummings
Title: President

VENTAS SSL ONTARIO III, INC.

By:     /s/ CHRISTIAN N. CUMMINGS    
Name: Christian N. Cummings
Title: President

VENTAS CANADA FINANCE LIMITED

By:     /s/ CHRISTIAN N. CUMMINGS    
Name: Christian N. Cummings
Title: President

VENTAS UK FINANCE, INC.

By:     /s/ CHRISTIAN N. CUMMINGS    
Name: Christian N. Cummings
Title: President

VENTAS EURO FINANCE, LLC

By:     /s/ CHRISTIAN N. CUMMINGS    
Name: Christian N. Cummings
Title: President

Signature Page to

Ventas Realty, Limited Partnership

First Amendment to Third A&R Credit Agreement

GUARANTOR:    VENTAS, INC.

By:     /s/ ROBERT F. PROBST     
Name: Robert F. Probst
Title: Executive Vice President and Chief
Financial Officer

Signature Page to

Ventas Realty, Limited Partnership

First Amendment to Third A&R Credit Agreement

ADMINISTRATIVE AGENT:    BANK OF AMERICA, N.A., as Administrative Agent

By:     /s/ MAURICE WASHINGTON    
Name: Maurice Washington
Title: Vice President

Signature Page to

Ventas Realty, Limited Partnership

First Amendment to Third A&R Credit Agreement

Appendix A

TERMS APPLICABLE TO ALTERNATIVE CURRENCY LOANS

1.Defined Terms. The following terms shall have the meanings set forth below:

“Alternative Currency Daily Rate”means, for any day, with respect to any extension of credit under the Credit Agreement:

(a)denominated in Sterling, the rate per annum equal to SONIA determined pursuant to the definition thereof plus the SONIA Adjustment; and

(b)denominated in Swiss Francs, the rate per annum equal to SARON determined pursuant to the definition thereof plus the SARON Adjustment;

provided, that, if any Alternative Currency Daily Rate shall be less than zero, such rate shall be deemed zero for purposes of this Agreement. Any change in an Alternative Currency Daily Rate shall be effective from and including the date of such change without further notice.

“Alternative Currency Daily Rate Loan” means a Loan that bears interest at a rate based on the definition of “Alternative Currency Daily Rate.” All Alternative Currency Daily Rate Loans must be denominated in Sterling or Swiss Francs.

“Alternative Currency Loan” means an Alternative Currency Daily Rate Loan or an Alternative Currency Term Rate Loan, as applicable.

“Alternative Currency Term Rate” means, for any Interest Period, with respect to any extension of credit under the Credit Agreement denominated in Yen, the rate per annum equal to the Tokyo Interbank Offered Rate (“TIBOR”), as published on the applicable Reuters screen page (or such other commercially available source providing such quotations as may be designated by the Administrative Agent from time to time) on the Rate Determination Date with a term equivalent to such Interest Period; provided, that, if the Alternative Currency Term Rate shall be less than zero, such rate shall be deemed zero for purposes of this Agreement.

“Alternative Currency Term Rate Loan” means a Loan that bears interest at a rate based on the definition of “Alternative Currency Term Rate.” All Alternative Currency Term Rate Loans must be denominated in Yen.

“Business Day” means any day other than a Saturday, Sunday or other day on which commercial banks are authorized to close under the Laws of, or are in fact closed in, the State of New York or where the Administrative Agent’s Office with respect to Obligations denominated in Dollars is located; provided that

(a)if such day relates to any interest rate settings as to an Alternative Currency Loan denominated in (i) Sterling, means a day other than a day banks are closed for general business in London because such day is a Saturday, Sunday or a legal holiday under the laws of the United Kingdom; (ii) Swiss Francs, means a day other than when banks are closed for settlement and payments of foreign exchange transactions in Zurich because such day is a Saturday, Sunday or a legal holiday under the laws of Switzerland; and (iii) Yen, means a day other than when banks are closed for general business in Japan; and

(b)if such day relates to any fundings, disbursements, settlements and payments in respect of an Alternative Currency Loan, or any other dealings in any currency to be carried out pursuant to this Agreement in respect of any such Alternative Currency Loan (other than any interest rate settings), means any such day on which banks are open for foreign exchange business in the principal financial center of the country of such currency.

“Conforming Changes” means, with respect to the use, administration of or any conventions associated with SONIA, SARON, TIBOR or any proposed Successor Rate for any currency, any conforming changes to the definitions of “SONIA”, “SARON”, “TIBOR”, “Interest Period”, timing and frequency of determining rates and making payments of interest and other technical, administrative or operational matters (including, for the avoidance of doubt, the definition of “Business Day”, timing of borrowing requests or prepayment, conversion or continuation notices and length of lookback periods) as may be appropriate, in the discretion of the Administrative Agent, to reflect the adoption and implementation of such applicable rate(s) and to permit the administration thereof by the Administrative Agent in a manner substantially consistent with market practice for such currency (or, if the Administrative Agent determines that adoption of any portion of such market practice is not administratively feasible or that no market practice for the administration of such rate for such currency exists, in such other manner of administration as the Administrative Agent (in consultation with the Parent Borrower) determines is reasonably necessary in connection with the administration of this Agreement and any other Loan Document).

“Impacted Alternative Currency” means each of the following currencies: Sterling, Swiss Francs and Yen.

“Interest Payment Date” means, (a) as to any Alternative Currency Daily Rate Loan, the last Business Day of each monthand the applicable Maturity Date and (b) as to any Alternative Currency Term Rate Loan, the last day of each Interest Period applicable to such Loan and the applicable Maturity Date; provided, however, that if any Interest Period for an Alternative Currency Term Rate Loan exceeds three months, the respective dates that fall every three months after the beginning of such Interest Period shall also be Interest Payment Dates.

“Interest Period” means as to each Alternative Currency Term Rate Loan, the period commencing on the date such Alternative Currency Term Rate Loan is disbursed or converted to or continued as an Alternative Currency Term Rate Loan and ending on the date one, three or six months thereafter (in each case, subject to availability for the interest rate applicable to the relevant currency), as selected by the Parent Borrower in the applicable Committed Loan Notice, or such other period that is twelve months or less requested by the Parent Borrower and consented to by all the Lenders providing such Alternative Currency Term Rate Loan; provided that:

(a)any Interest Period that would otherwise end on a day that is not a Business Day shall be extended to the next succeeding Business Day unless, in the case of an Alternative Currency Term Rate Loan, such Business Day falls in another calendar month, in which case such Interest Period shall end on the next preceding Business Day;

(b)any Interest Period pertaining to an Alternative Currency Term Rate Loan that begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period) shall end on the last Business Day of the calendar month at the end of such Interest Period;

2

(c)with respect to any Interest Period of one month or greater, the Parent Borrower may specify in the applicable Committed Loan Notice an alternative date as the last day of such Interest Period, which date shall be a Business Day not more than three (3) Business Days prior to or following the date that such Interest Period would otherwise end pursuant to the preceding clauses (a) and (b) (but in no event shall such alternative date be a date in a later calendar month); and

(d)no Interest Period shall, with respect to any Alternative Currency Term Rate Loan, extend beyond the applicable Maturity Date.

“SARON” means, with respect to any applicable determination date, the Swiss Average Rate Overnight published on the fifth Business Day preceding such date on the applicable Reuters screen page (or such other commercially available source providing such quotations as may be designated by the Administrative Agent from time to time); provided howeverthat ifsuch determination date is not a Business Day, SARON means such rate that applied on the first Business Day immediately prior thereto.

“SARON Adjustment” means, with respect to SARON, -0.0571% per annum.

“SONIA” means, with respect to any applicable determination date, the Sterling Overnight Index Average Reference Rate published on the fifth Business Day preceding such date on the applicable Reuters screen page (or such other commercially available source providing such quotations as may be designated by the Administrative Agent from time to time); provided however that if such determination date is not a Business Day, SONIA means such rate that applied on the first Business Day immediately prior thereto.

“SONIA Adjustment” means,with respect to SONIA, 0.0326% per annum.

“Type” means, with respect to a Loan, its character as a Base Rate Loan, a Eurocurrency Rate Loan, an Alternative Currency Daily Rate Loan or an Alternative Currency Term Rate Loan.

2.Terms Applicable to Alternative Currency Loans. From and after the Amendment Effective Date, the parties hereto agree as follows:

(a)Impacted Alternative Currencies. (i) No Impacted Alternative Currency shall be considered a currency for which there is a published LIBOR rate, and (ii) any request for a new Loan denominated in an Impacted Alternative Currency, or to continue an existing Loan denominated in an Impacted Alternative Currency, shall be deemed to be a request for a new Loan bearing interest atthe Alternative Currency Daily Rate or Alternative Currency Term Rate, as applicable; provided, that, to the extent any Loan bearing interest at the Eurocurrency Rate is outstanding on the Amendment Effective Date, such Loan shall continue to bear interest at the Eurocurrency Rate until the end of the current Interest Period or payment period applicable to such Loan unless, in the case of a Loan that bears interest at a daily floating rate, such daily floating rate is no longer representative or being made available, in which case such Loan shall bear interest at the applicable Alternative Currency Daily Rate or Alternative Currency Term Rate, as the case may be, immediately upon the effectiveness of this Agreement.

(b)References to Eurocurrency Rate and Eurocurrency Rate Loans in the Credit Agreement and Loan Documents.

3

(i)References to the Eurocurrency Rate and Eurocurrency Rate Loans in provisions of the Credit Agreement and the other Loan Documents that are not specifically addressed herein (other than the definitions of Eurocurrency Rate and Eurocurrency Rate Loan) shall be deemed to include Alternative Currency Daily Rates,Alternative Currency Term Rates, and Alternative Currency Loans, as applicable.

(ii)For purposes of any requirement for the Borrowers to compensate Lenders for losses in the Credit Agreement resulting from any continuation, conversion, payment or prepayment of any Alternative Currency Term Rate Loan on a day other than the last day of any Interest Period (as defined in the Credit Agreement), references to the Interest Period (as defined in the Credit Agreement) shall be deemed to include any relevant interest payment date or payment period for an Alternative Currency Term Rate Loan.

(c)Interest Rates. The Administrative Agent does not warrant, nor accept responsibility, nor shall the Administrative Agent have any liability with respect to the administration, submission or any other matter related to the rates in the definitions of “Alternative Currency Daily Rate” or “Alternative Currency Term Rate” or with respect to any rate (including, for the avoidance of doubt, the selection of such rate and any related spread or other adjustment) that is an alternative or replacement for or successor to any such rate or the effect of any of the foregoing, or of any Conforming Changes.

(d)Borrowings and Continuations of Alternative Currency Loans. In addition to any other borrowing requirements set forth in the Credit Agreement:

(i)Alternative Currency Loans. Each Committed Borrowing of Alternative Currency Loans, and each continuation of an Alternative Currency Term Rate Loan shall be made upon the Parent Borrower’s irrevocable notice to the Administrative Agent, which may be given by (A) telephone or (B) a Committed Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Committed Loan Notice. Each such notice must be received by the Administrative Agent not later than 11:00 a.m. three Business Days prior to the requested date of any Borrowing of Alternative Currency Loans or, in the case of Alternative Currency Term Rate Loans, any continuation; provided, however, that if the Parent Borrower wishes to request Alternative Currency Term Rate Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m. five Business Days prior to the requested date of such Borrowing of Alternative Currency Loans or continuation of Alternative Currency Term Rate Loans, whereupon the Administrative Agent shall give prompt notice to the Appropriate Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m., four Business Days prior to the requested date of such Borrowing of Alternative Currency Loans or continuation of Alternative Currency Term Rate Loans, the Administrative Agent shall notify the Parent Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Appropriate Lenders. Each Borrowing of or continuation of Alternative Currency Loans

4

shall be in a principal amount of the Dollar Equivalent of $1,000,000 or a whole multiple of the Dollar Equivalent of $100,000 in excess thereof.

Each Committed Loan Notice shall specify (i) the name of the Borrower, (ii) whether the Borrower is requesting a Committed Borrowing of Alternative Currency Loans or a continuation of Alternative Currency Term Rate Loans, (iii) the requested date of the Borrowing or continuation, as the case may be (which shall be a Business Day), (iv) the principal amount of Loans to be borrowed or continued, (v) the Type and Class of Loans to be borrowed or continued, (vi) if applicable, the duration of the Interest Period with respect thereto and (vii) the Tranche and currency of the Loans to be borrowed or continued. If the Parent Borrower fails to specify a currency in a Committed Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Parent Borrower requests a Revolving Loan and specifies an Alternative Currency Loan but fails to specify a Tranche in any Committed Loan Notice, then the applicable Loans shall be made as Multicurrency Revolving Tranche Loans. If the Parent Borrower fails to specify a Type of Loan in a Committed Loan Notice or if the Parent Borrower fails to give a timely notice requesting a continuation, then the applicable Loans shall be made as Base Rate Loans denominated in Dollars; provided, however, that in the case of a failure to timely request a continuation of Alternative Currency Term Rate Loans, such Loans shall be continued as Alternative Currency Term Rate Loans in their original currency with an Interest Period of one month. If the Parent Borrower requests a Borrowing of or continuation of Alternative Currency Term Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Except as otherwise specified in the Credit Agreement, no Alternative Currency Loan may be converted into or continued as a Loan denominated in a different currency or in a different Tranche, but instead must be repaid in the original currency of such Alternative Currency Loan and reborrowed in the other currency or reborrowed in a different Tranche to the extent permitted under the Credit Agreement.

(ii)Conforming Changes. With respect to any Alternative Currency Daily Rate and any Alternative Currency Term Rate, the Administrative Agent will have the right (in consultation with the Parent Borrower) to make Conforming Changes from time to time and, notwithstanding anything to the contrary herein, in the Credit Agreement or in any other Loan Document, any amendments implementing such Conforming Changes will become effective without any further action or consent of any other party to this Agreement, the Credit Agreement or any other Loan Document; provided, that, with respect to any such amendment effected, the Administrative Agent shall post each such amendment implementing such Conforming Changes to the Parent Borrower and the Lenders reasonably promptly after such amendment becomes effective.

(iii)Committed Loan Notice.For purposes of a Borrowing of Alternative Currency Loans, or a continuation of any Alternative Currency Term Rate Loan, the Parent Borrower shall use the Committed Loan Notice attached hereto as Exhibit A and such form is hereby approved by the Administrative Agent.

5

(e)Interest.

(i)Subject to the provisions of the Credit Agreement with respect to default interest, (x) each Alternative Currency Daily Rate Loan shall bear interest on the outstanding principal amount thereof from the applicable borrowing date at a rate per annum equal to the Alternative Currency Daily Rate plus the Applicable Rate applicable to Eurocurrency Rate Loans; and (y) each Alternative Currency Term Rate Loan shall bear interest on the outstanding principal amount thereof for each Interest Period at a rate per annum equal to the Alternative Currency Term Rate for such Interest Period plus the Applicable Rate applicable to Eurocurrency Rate Loans.

(ii)Interest on each Alternative Currency Loan shall be due and payable in arrears on each Interest Payment Date applicable thereto and at such other times as may be specified the Credit Agreement. Interest on each Alternative Currency Loan shall be due and payable in accordance with the terms hereof and of the Credit Agreement before and after judgment, and before and after the commencement of any proceeding under any debtor relief law.

(f)Computations. All computations of interest for Alternative Currency Loans (other than Alternative Currency Loans with respect to SARON) shall be made on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed, or, in the case of interest in respect of Alternative Currency Loans as to which market practice differs from the foregoing, in accordance with such market practice. All other computations of fees and interest with respect to Alternative Currency Loans determined by reference to SARON shall be made on the basis of a 360-day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a 365-day year). Interest shall accrue on each Alternative Currency Loan for the day on which the Alternative Currency Loan is made, and shall not accrue on an Alternative Currency Loan, or any portion thereof, for the day on which the Alternative Currency Loan or such portion is paid, provided that any Alternative Currency Loan that is repaid on the same day on which it is made shall, subject to the terms of the Credit Agreement, bear interest for one day. Each determination by the Administrative Agent of an interest rate or fee hereunder shall be conclusive and binding for all purposes, absent manifest error.

(g)Applicable Reference Rates. The provisions in the Credit Agreement with respect to Applicable Reference Rates, including the definition of Applicable Reference Rate, shall apply to Alternative Currency Loans and shall be deemed to apply to SONIA in the case of Loans denominated in Sterling, SARON in the case of Loans denominated in Swiss Francs, and TIBOR in the case of Loans denominated in Yen.

6

Exhibit A

FORM OF COMMITTED LOAN NOTICE
(Alternative Currency Loans)

Date: ___________, _____1

To:    Bank of America, N.A., as Administrative Agent

Ladies and Gentlemen:

Reference is made to that certain Third Amended and Restated Credit and Guaranty Agreement, dated as of January 29, 2021 (as amended, restated, extended, supplemented or otherwise modified from time to time; the terms defined therein being used herein as therein defined), among VENTAS REALTY, LIMITED PARTNERSHIP, a Delaware limited partnership (“Parent Borrower”), VENTAS SSL ONTARIO II, INC., an Ontario corporation (“Ventas SSL II”), VENTAS SSL ONTARIO III, INC., an Ontario corporation (“Ventas SSL III”), VENTAS CANADA FINANCE LIMITED, a Nova Scotia limited company (“Ventas Canada Finance Limited”), VENTAS UK FINANCE, INC., a Delaware corporation (“Ventas UK Finance”), VENTAS EURO FINANCE, LLC, a Delaware limited liability company (“Ventas Euro Finance”), and each of the entities from time to time executing a Borrower Joinder Agreement (together with the Parent Borrower, Ventas SSL II, Ventas SSL III, Ventas Canada Finance Limited, Ventas UK Finance and Ventas Euro Finance, the “Borrowers” and each individually a “Borrower”), VENTAS, INC., a Delaware corporation, as guarantor, the lending institutions party thereto from time to time, BANK OF AMERICA, N.A., as Administrative Agent, and BANK OF AMERICA, N.A. and JPMORGAN CHASE BANK, N.A., as L/C Issuers.

The undersigned Parent Borrower hereby requests [for itself] [as agent for [INSERT APPLICABLE BORROWER]] on [INSERT REQUESTED FUNDING DATE] (a Business Day) (select one):2:

Revolving Credit Facility - Alternative Currency Tranche Loans

Indicate: Borrowing  or Continuation Indicate: Applicable Borrower Name Indicate: Requested Amount Indicate: Currency Indicate: Alternative Currency Daily Rate Loan or Alternative Currency Term Rate Loan For Alternative Currency Term Rate Loans Indicate: Interest Period (e.g., 1, 3 or 6 month interest period)

1Note to Borrowers. All requests submitted under a single Committed Loan Notice must be effective on the same date. If multiple effective dates are needed, multiple Committed Loan Notices will need to be prepared and signed.

2Note to Borrowers. For multiple borrowings and/or continuations for a particular facility, fill out a new row for each borrowing and/or continuation.

Revolving Credit Facility - Alternative Currency Tranche Loans3

Indicate: Borrowing  or Continuation Indicate: Applicable Borrower Name Indicate: Requested Amount Indicate: Currency Indicate: Alternative Currency Daily Rate Loan or Alternative Currency Term Rate Loan For Alternative Currency Term Rate Loans Indicate: Interest Period (e.g., 1, 3 or 6 month interest period)

The Borrowing of Alternative Currency Tranche Loans, if any, requested herein complies with the proviso to Section 2.01(b) of the Credit Agreement.

The Borrowing of Multicurrency Revolving Tranche Loans, if any, requested herein complies with the proviso to Section 2.01(c) of the Credit Agreement.

VENTAS REALTY, LIMITED PARTNERSHIP
By:	Ventas, Inc., its General Partner
	By:
	Name: [Type Signatory Name]
	Title: [Type Signatory Title]

3Note to Borrowers: If an Incremental Term Loan Facility is established in accordance with the Credit Agreement that provides for borrowings in one or more Impacted Alternative Currencies, insert additional table for such facility.

EX-22

Exhibit 22

List of Guarantors and Issuers of Guaranteed Securities

As of September 30, 2021, Ventas, Inc. is the guarantor of the outstanding guaranteed debt securities of its subsidiaries, as listed below.

Debt Instrument	Issuer
Floating Rate Senior Notes, Series F due 2021	Ventas Canada Finance Limited
3.30% Senior Notes, Series C due 2022	Ventas Canada Finance Limited
2.55% Senior Notes, Series D due 2023	Ventas Canada Finance Limited
3.50% Senior Notes due 2024	Ventas Realty, Limited Partnership
3.75% Senior Notes due 2024	Ventas Realty, Limited Partnership
4.125% Senior Notes, Series B due 2024	Ventas Canada Finance Limited
2.80% Senior Notes, Series E due 2024	Ventas Canada Finance Limited
3.50% Senior Notes due 2025	Ventas Realty, Limited Partnership
2.65% Senior Notes due 2025	Ventas Realty, Limited Partnership
4.125% Senior Notes due 2026	Ventas Realty, Limited Partnership
3.25% Senior Notes due 2026	Ventas Realty, Limited Partnership
3.85% Senior Notes due 2027	Ventas Realty, Limited Partnership
4.00% Senior Notes due 2028	Ventas Realty, Limited Partnership
4.40% Senior Notes due 2029	Ventas Realty, Limited Partnership
3.00% Senior Notes due 2030	Ventas Realty, Limited Partnership
4.75% Senior Notes due 2030	Ventas Realty, Limited Partnership
2.50% Senior Notes due 2031	Ventas Realty, Limited Partnership
5.70% Senior Notes due 2043	Ventas Realty, Limited Partnership
4.375% Senior Notes due 2045	Ventas Realty, Limited Partnership
4.875% Senior Notes due 2049	Ventas Realty, Limited Partnership

EX-31.1

Exhibit 31.1

I, Debra A. Cafaro, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Ventas, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report, any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 5, 2021

/s/ DEBRA A. CAFARO

Debra A. Cafaro

Chairman and Chief Executive Officer

EX-31.2

Exhibit 31.2

I, Robert F. Probst, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Ventas, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report, any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 5, 2021

/s/ ROBERT F. PROBST

Robert F. Probst

Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Ventas, Inc. (the "Company") for the period ended September 30, 2021, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Debra A. Cafaro, Chairman and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)   The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)   The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 5, 2021

/s/ DEBRA A. CAFARO

Debra A. Cafaro

Chairman and Chief Executive Officer

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Ventas, Inc. (the "Company") for the period ended September 30, 2021, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Robert F. Probst, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)   The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)   The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 5, 2021

/s/ ROBERT F. PROBST

Robert F. Probst

Executive Vice President and Chief Financial Officer

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Cover - shares	9 Months Ended
	Sep. 30, 2021	Nov. 04, 2021
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2021
Document Transition Report	false
Entity File Number	1-10989
Entity Registrant Name	Ventas, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	61-1055020
Entity Address, Address Line One	353 N. Clark Street
Entity Address, Address Line Two	Suite 3300
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60654
City Area Code	877
Local Phone Number	483-6827
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Trading Symbol	VTR
Title of 12(b) Security	Common Stock $0.25 par value
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		399,175,892
Entity Shell Company	false
Entity Central Index Key	0000740260
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Amendment Flag	false

XML

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Real estate investments:
Land and improvements	$ 2,395,751	$ 2,261,415
Buildings and improvements	25,519,840	24,323,279
Construction in progress	298,982	265,748
Acquired lease intangibles	1,372,462	1,230,886
Operating lease assets	323,950	346,372
Gross real estate investments	29,910,985	28,427,700
Accumulated depreciation and amortization	(8,118,990)	(7,877,665)
Net real estate investment property	21,791,995	20,550,035
Secured loans receivable and investments, net	530,439	605,567
Investments in unconsolidated real estate entities	507,880	443,688
Net real estate investments	22,830,314	21,599,290
Cash and cash equivalents	143,770	413,327
Escrow deposits and restricted cash	52,752	38,313
Goodwill	1,046,070	1,051,650
Assets held for sale	316,769	9,608
Deferred income tax assets, net	11,496	9,987
Other assets	643,253	807,229
Total assets	25,044,424	23,929,404
Liabilities:
Senior notes payable and other debt	12,078,835	11,895,412
Accrued interest	90,013	111,444
Operating lease liabilities	199,551	209,917
Accounts payable and other liabilities	1,142,822	1,133,066
Liabilities related to assets held for sale	20,518	3,246
Deferred income tax liabilities	65,196	62,638
Total liabilities	13,596,935	13,415,723
Redeemable OP unitholder and noncontrolling interests	280,344	235,490
Commitments and contingencies
Ventas stockholders’ equity:
Preferred stock, $1.00 par value; 10,000 shares authorized, unissued	0	0
Common stock, $0.25 par value; 600,000 shares authorized, 399,177 and 374,609 shares issued at September 30, 2021 and December 31, 2020, respectively	99,777	93,635
Capital in excess of par value	15,504,210	14,171,262
Accumulated other comprehensive loss	(67,601)	(54,354)
Retained earnings (deficit)	(4,459,630)	(4,030,376)
Treasury stock, 1 and 0 shares at September 30, 2021 and December 31, 2020, respectively	(40)	0
Total Ventas stockholders’ equity	11,076,716	10,180,167
Noncontrolling interests	90,429	98,024
Total equity	11,167,145	10,278,191
Total liabilities and equity	$ 25,044,424	$ 23,929,404

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CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Thousands	Sep. 30, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Preferred stock, par value (in usd per share)	$ 1.00	$ 1.00
Preferred stock, shares authorized	10,000	10,000
Preferred stock, shares issued	0	0
Common stock, par value (in usd per share)	$ 0.25	$ 0.25
Common stock, shares authorized	600,000	600,000
Common stock, shares issued	375,068	374,609
Treasury stock, shares	14	0

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CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Rental income	$ 383,052	$ 354,512	$ 1,100,003	$ 1,126,934
Income from loans and investments	28,729	18,666	65,404	62,203
Interest and other income	417	572	1,343	6,965
Total revenues	976,078	918,940	2,805,563	2,874,192
Interest	108,816	115,505	329,634	355,333
Depreciation and amortization	313,596	249,366	878,444	847,797
Property-level operating expenses	523,328	494,985	1,504,123	1,474,558
Office building services costs	522	557	1,798	1,827
General, administrative and professional fees	30,259	32,081	101,156	100,621
Loss on extinguishment of debt, net	29,792	7,386	56,808	7,386
Merger-related expenses and deal costs	22,662	11,325	28,000	26,129
Allowance on loans receivable and investments	(60)	4,999	(9,021)	34,654
Other	33,673	5,681	10,755	16,750
Total expenses	1,062,588	921,885	2,901,697	2,865,055
(Loss) income before unconsolidated entities, real estate dispositions, income taxes and noncontrolling interests	(86,510)	(2,945)	(96,134)	9,137
Income (loss) from unconsolidated entities	2,772	865	7,289	(15,861)
Gain on real estate dispositions	150,292	12,622	194,083	240,101
Income tax (expense) benefit	(3,780)	3,195	(9,574)	95,855
Income from continuing operations	62,774	13,737	95,664	329,232
Net income	62,774	13,737	95,664	329,232
Net income attributable to noncontrolling interests	2,094	986	5,802	534
Net income attributable to common stockholders	$ 60,680	$ 12,751	$ 89,862	$ 328,698
Basic:
Income from continuing operations (in usd per share)	$ 0.16	$ 0.04	$ 0.25	$ 0.88
Net income attributable to common stockholders (in usd per share)	0.16	0.03	0.24	0.88
Diluted:
Income from continuing operations (in usd per share)	0.16	0.04	0.25	0.88
Net income attributable to common stockholders (in usd per share)	$ 0.16	$ 0.03	$ 0.24	$ 0.87
Triple-Net Leased Properties
Rental income	$ 181,379	$ 156,136	$ 500,487	$ 527,238
Property-level operating expenses	3,268	5,398		17,004
Office Operations
Rental income	201,673	198,376	599,516	599,696
Property-level operating expenses	66,401	66,934		192,192
Resident fees and services
Other revenues	558,039	541,322	1,622,641	1,667,421
Office building and other services revenue
Other revenues	5,841	3,868	$ 16,172	10,669
Senior Living Operations
Property-level operating expenses	$ 453,659	$ 422,653		$ 1,265,362

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Statement of Comprehensive Income [Abstract]
Net income	$ 62,774	$ 13,737	$ 95,664	$ 329,232
Other comprehensive (loss) income:
Foreign currency translation	(2,763)	7,907	(3,795)	(4,942)
Unrealized (loss) gain on available for sale securities	(13,638)	10,431	(20,918)	(9,828)
Derivative instruments	4,578	1,714	13,389	(19,661)
Total other comprehensive (loss) income	(11,823)	20,052	(11,324)	(34,431)
Comprehensive income	50,951	33,789	84,340	294,801
Comprehensive (loss) income attributable to noncontrolling interests	(418)	3,320	7,724	(3,419)
Comprehensive income attributable to common stockholders	$ 51,369	$ 30,469	$ 76,616	$ 298,220

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CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands	Total	Common Stock Par Value	Capital in Excess of Par Value	Accumulated Other Comprehensive Loss	Retained Earnings (Deficit)	Treasury Stock	Total Ventas Stockholders’ Equity	Noncontrolling Interests
Beginning Balance at Dec. 31, 2019	$ 10,545,452	$ 93,185	$ 14,056,453	$ (34,564)	$ (3,669,050)	$ (132)	$ 10,445,892	$ 99,560
Increase (decrease) in stockholders' equity
Net income attributable to common stockholders	328,698	0	0	0	328,698	0	328,698
Net income attributable to noncontrolling interest	534							534
Net income	329,232
Other comprehensive income (loss)	(34,431)	0	0	(30,478)	0	0	(30,478)	(3,953)
Net change in noncontrolling interests	(10,446)	0	(5,160)	0	0	0	(5,160)	(5,286)
Dividends to common stockholders	(631,346)	0	0	0	(631,346)	0	(631,346)	0
Stock Issued During Period, Value, Share-based Payment Arrangements, Restricted Stock Awards and Other, after Forfeiture	53,157	282	54,967	0	(949)	(1,143)	53,157	0
Adjust redeemable OP unitholder interests to current fair value	36,353	0	36,353	0	0	0	36,353	0
Redemption of OP Units	(264)	0	(264)	0	0	0	(264)	0
Ending Balance at Sep. 30, 2020	10,287,707	93,467	14,142,349	(65,042)	(3,972,647)	(1,275)	10,196,852	90,855
Beginning Balance at Jun. 30, 2020	10,399,910	93,261	14,118,119	(82,761)	(3,816,460)	(947)	10,311,212	88,698
Increase (decrease) in stockholders' equity
Net income attributable to common stockholders	12,751	0	0	0	12,751	0	12,751
Net income attributable to noncontrolling interest	986							986
Net income	13,737
Other comprehensive income (loss)	20,052	0	0	17,719	0	0	17,719	2,333
Net change in noncontrolling interests	(7,335)	0	(6,173)	0	0	0	(6,173)	(1,162)
Dividends to common stockholders	(166,738)	0	0	0	(166,738)	0	(166,738)	0
Stock Issued During Period, Value, Share-based Payment Arrangements, Restricted Stock Awards and Other, after Forfeiture	39,752	206	42,074	0	(2,200)	(328)	39,752	0
Adjust redeemable OP unitholder interests to current fair value	(11,669)	0	(11,669)	0	0	0	(11,669)	0
Redemption of OP Units	(2)	0	(2)	0	0	0	(2)	0
Ending Balance at Sep. 30, 2020	10,287,707	93,467	14,142,349	(65,042)	(3,972,647)	(1,275)	10,196,852	90,855
Beginning Balance at Dec. 31, 2020	10,278,191	93,635	14,171,262	(54,354)	(4,030,376)	0	10,180,167	98,024
Increase (decrease) in stockholders' equity
Net income attributable to common stockholders	89,862	0	0	0	89,862	0	89,862
Net income attributable to noncontrolling interest	5,802
Net income	95,664
Other comprehensive income (loss)	(11,324)	0	0	(13,247)	0	0	(13,247)	1,923
Stock Issued During Period, Value, Acquisitions	751,248	3,332	747,916	0	0	0	751,248	0
Net change in noncontrolling interests	(50,329)	0	(35,009)	0	0	0	(35,009)	(15,320)
Dividends to common stockholders	(519,116)	0	0	0	(519,116)	0	(519,116)	0
Stock Issued During Period, Value, Share-based Payment Arrangements, Restricted Stock Awards and Other, after Forfeiture	644,748	2,810	642,054	0	0	(116)	644,748	0
Adjust redeemable OP unitholder interests to current fair value	(21,953)	0	(21,953)	0	0	0	(21,953)	0
Redemption of OP Units	16	0	(60)	0	0	76	16	0
Ending Balance at Sep. 30, 2021	11,167,145	99,777	15,504,210	(67,601)	(4,459,630)	(40)	11,076,716	90,429
Beginning Balance at Jun. 30, 2021	9,983,904	93,784	14,187,577	(58,290)	(4,340,052)	(320)	9,882,699	101,205
Increase (decrease) in stockholders' equity
Net income attributable to common stockholders	60,680	0	0	0	60,680	0	60,680
Net income attributable to noncontrolling interest	2,094							2,094
Net income	62,774
Other comprehensive income (loss)	(11,823)	0	0	(9,311)	0	0	(9,311)	(2,512)
Stock Issued During Period, Value, Acquisitions	751,248	3,332	747,916	0	0	0	751,248	0
Net change in noncontrolling interests	(51,606)	0	(41,248)	0	0	0	(41,248)	(10,358)
Dividends to common stockholders	(180,258)	0	0	0	(180,258)	0	(180,258)	0
Stock Issued During Period, Value, Share-based Payment Arrangements, Restricted Stock Awards and Other, after Forfeiture	609,485	2,661	606,620	0	0	204	609,485	0
Adjust redeemable OP unitholder interests to current fair value	3,386	0	3,386	0	0	0	3,386	0
Redemption of OP Units	35	0	(41)	0	0	76	35	0
Ending Balance at Sep. 30, 2021	$ 11,167,145	$ 99,777	$ 15,504,210	$ (67,601)	$ (4,459,630)	$ (40)	$ 11,076,716	$ 90,429

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CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Statement of Stockholders' Equity [Abstract]
Dividends to common stockholders, per share (in usd per share)	$ 0.45	$ 0.45	$ 1.3500	$ 1.6925

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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Cash flows from operating activities:
Net income	$ 62,774	$ 13,737	$ 95,664	$ 329,232
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			878,444	847,797
Amortization of deferred revenue and lease intangibles, net			(71,620)	(25,343)
Other non-cash amortization			14,686	15,211
Allowance on loans receivable and investments	(60)	4,999	(9,021)	34,654
Stock-based compensation			26,165	17,322
Straight-lining of rental income			(10,166)	107,134
Loss on extinguishment of debt, net			56,808	7,386
Gain on real estate dispositions	(150,292)	(12,622)	(194,083)	(240,101)
Gain on real estate loan investments			(2,006)	(167)
Income tax expense (benefit)			4,656	(99,702)
(Income) loss from unconsolidated entities			(7,279)	15,869
Distributions from unconsolidated entities			9,466	2,960
Other			(830)	15,615
Changes in operating assets and liabilities:
Increase in other assets			(49,051)	(68,228)
Decrease in accrued interest			(22,414)	(12,975)
Increase in accounts payable and other liabilities			40,896	207,749
Net cash provided by operating activities			760,315	1,154,413
Cash flows from investing activities:
Net investment in real estate property			(1,103,210)	(77,625)
Investment in loans receivable			(384)	(113,147)
Proceeds from real estate disposals			497,303	682,604
Proceeds from loans receivable			302,700	106,966
Development project expenditures			(204,649)	(309,967)
Capital expenditures			(119,311)	(94,407)
Distributions from unconsolidated entities			17,847	0
Investment in unconsolidated entities			(107,140)	(7,832)
Insurance proceeds for property damage claims			501	33
Net cash (used in) provided by investing activities			(716,343)	186,625
Cash flows from financing activities:
Net change in borrowings under revolving credit facilities			(144,065)	(74,144)
Net change in borrowings under commercial paper program			369,943	(565,524)
Proceeds from debt			914,879	657,557
Repayment of debt			(1,499,036)	(127,528)
Purchase of noncontrolling interests			(11,485)	0
Payment of deferred financing costs			(23,608)	(7,564)
Issuance of common stock, net			617,438	36,395
Cash distribution to common stockholders			(506,972)	(760,363)
Cash distribution to redeemable OP unitholders			(5,400)	(5,954)
Cash issued for redemption of OP Units			(96)	(575)
Contributions from noncontrolling interests			35	1,138
Distributions to noncontrolling interests			(11,785)	(9,666)
Proceeds from stock option exercises			5,668	3,518
Other			(5,128)	(4,989)
Net cash used in financing activities			(299,612)	(857,699)
Net (decrease) increase in cash, cash equivalents and restricted cash			(255,640)	483,339
Effect of foreign currency translation			522	(951)
Cash, cash equivalents and restricted cash at beginning of period			451,640	146,102	$ 146,102
Cash, cash equivalents and restricted cash at end of period	$ 196,522	$ 628,490	196,522	628,490	$ 451,640
Assets and liabilities assumed from acquisitions and other:
Real estate investments			1,317,617	169,484
Other assets			16,132	1,224
Debt			484,073	55,368
Other liabilities			97,960	2,707
Deferred income tax liability			0	337
Noncontrolling interests			468	20,259
Partners' Capital Account, Acquisitions			751,248	0
Redemption of OP Units			$ 76	$ 0

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DESCRIPTION OF BUSINESS

9 Months Ended

Sep. 30, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

DESCRIPTION OF BUSINESS

NOTE 1—DESCRIPTION OF BUSINESS

Ventas, Inc. (together with its consolidated subsidiaries, unless otherwise indicated or except where the context otherwise requires, “we,” “us” or “our”), an S&P 500 company, is a real estate investment trust (“REIT”) operating at the intersection of healthcare and real estate. We hold a highly diversified portfolio of senior housing, life science, research and innovation and healthcare properties located throughout the United States, Canada and the United Kingdom. As of September 30, 2021, we owned or had investments in approximately 1,300 properties (including properties classified as held for sale), consisting of senior housing communities, medical office buildings (“MOBs”), life science, research and innovation centers, inpatient rehabilitation facilities (“IRFs”) and long-term acute care facilities (“LTACs”) and health systems, which we generally refer to as “healthcare real estate.” Our company was originally founded in 1983 and is headquartered in Chicago, Illinois with additional corporate offices in Louisville, Kentucky and New York, New York.

We primarily invest in a diversified portfolio of healthcare real estate assets through wholly owned subsidiaries and other co-investment entities. We operate through three reportable business segments: triple-net leased properties, senior living operations, which we also refer to as SHOP, and office operations. See “Note 2 – Accounting Policies” and “Note 16 – Segment Information.” Our senior housing properties are either subject to triple-net leases, in which case they are included in our triple-net leased properties reportable business segment, or operated by independent third-party managers, in which case they are included in our senior living operations reportable business segment.

As of September 30, 2021, we leased a total of 354 properties (excluding properties within our office operations reportable business segment) to various healthcare operating companies under triple-net or absolute-net leases that obligate the tenants to pay all property-related expenses, including maintenance, utilities, repairs, taxes, insurance and capital expenditures. Our three largest tenants, Brookdale Senior Living Inc. (together with its subsidiaries, “Brookdale Senior Living”), Ardent Health Partners, LLC (together with its subsidiaries, “Ardent”) and Kindred Healthcare, LLC (together with its subsidiaries, “Kindred”) leased from us 121 properties, 12 properties and 32 properties, respectively, as of September 30, 2021.

As of September 30, 2021, pursuant to long-term management agreements, we engaged independent managers, such as Atria Senior Living, Inc. (“Atria”) and Sunrise Senior Living, LLC (together with its subsidiaries, “Sunrise”), to manage 551 senior housing communities in our senior living operations segment for us.

Through our Lillibridge Healthcare Services, Inc. subsidiary and our ownership interest in PMB Real Estate Services LLC, we also provide MOB management, leasing, marketing, facility development and advisory services to highly rated hospitals and health systems throughout the United States. In addition, from time to time, we make secured and non-mortgage loans and other investments relating to senior housing and healthcare operators or properties.

During fiscal 2020 and continuing into fiscal 2021, our business has been and continues to be impacted by both the COVID-19 pandemic itself, including actions taken to prevent the spread of the virus and its variants, and the ongoing consequences and effects of the pandemic on our business, including our senior housing business, and the broader economy.

We have not identified the COVID-19 pandemic, on its own, as a “triggering event” for purposes of evaluating impairment of real estate assets, goodwill and other intangibles, investments in unconsolidated entities and financial instruments. However, as of September 30, 2021, we considered the effect of the pandemic on certain of our assets and our ability to recover the respective carrying values of these assets. We applied our considerations to existing critical accounting policies that require us to make estimates and assumptions regarding future events that affect the reported amounts of assets and liabilities. We based our estimates on our experience and on assumptions we believe to be reasonable under the circumstances. For the nine months ended September 30, 2021 we recognized no COVID-19 related charges in our Consolidated Statements of Income.

The future impact of the COVID-19 pandemic and its ongoing consequences for the U.S. economy and our business remain highly uncertain. The extent of the pandemic’s continuing effect on our operational and financial performance will depend on a variety of factors, including the ultimate duration of the pandemic; the speed at which vaccines and other clinical treatments are successfully developed and deployed; the rate of acceptance of available vaccines, particularly among the residents and staff in our senior housing communities and the labor force more broadly; the impact of new variants of the virus and the effectiveness of vaccines and other clinical treatments against those variants; ongoing clinical experience, which may differ considerably across regions and fluctuate over time; the availability of ongoing government financial support to our business, tenants and operators; and the slope and pace of recovery of our senior housing business and the U.S. economy more generally. The pandemic and actions taken in response to the pandemic have had broad economic consequences, including for the labor market and global supply chain, which have affected and may continue to affect our business.

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ACCOUNTING POLICIES

9 Months Ended

Sep. 30, 2021

Accounting Policies [Abstract]

ACCOUNTING POLICIES

NOTE 2—ACCOUNTING POLICIES

The accompanying Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information set forth in the Accounting Standards Codification (“ASC”), as published by the Financial Accounting Standards Board (“FASB”), and with the Securities and Exchange Commission (“SEC”) instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of results for the interim period have been included. Operating results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. The accompanying Consolidated Financial Statements and related notes should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020 (the “2020 Annual Report”). Certain prior period amounts have been reclassified to conform to the current period presentation.

Principles of Consolidation

The accompanying Consolidated Financial Statements include our accounts and the accounts of our wholly owned subsidiaries and the joint venture entities over which we exercise control. All intercompany transactions and balances have been eliminated in consolidation, and our net earnings are reduced by the portion of net earnings attributable to noncontrolling interests.

GAAP requires us to identify entities for which control is achieved through means other than voting rights and to determine which business enterprise is the primary beneficiary of variable interest entities (“VIEs”). A VIE is broadly defined as an entity with one or more of the following characteristics: (a) the total equity investment at risk is insufficient to finance the entity’s activities without additional subordinated financial support; (b) as a group, the holders of the equity investment at risk lack (i) the ability to make decisions about the entity’s activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; and (c) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity’s activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights. We consolidate our investment in a VIE when we determine that we are its primary beneficiary. We may change our original assessment of a VIE upon subsequent events such as the modification of contractual arrangements that affects the characteristics or adequacy of the entity’s equity investments at risk and the disposition of all or a portion of an interest held by the primary beneficiary.

We identify the primary beneficiary of a VIE as the enterprise that has both: (i) the power to direct the activities of the VIE that most significantly impact the entity’s economic performance; and (ii) the obligation to absorb losses or the right to receive benefits of the VIE that could be significant to the entity. We perform this analysis on an ongoing basis.

As it relates to investments in joint ventures, GAAP may preclude consolidation by the sole general partner in certain circumstances based on the type of rights held by the limited partner or partners. We assess limited partners’ rights and their impact on our consolidation conclusions, and we reassess if there is a change to the terms or in the exercisability of the rights of the limited partners, the sole general partner increases or decreases its ownership of limited partnership (“LP”) interests or there is an increase or decrease in the number of outstanding LP interests. We also apply this guidance to managing member interests in limited liability companies (“LLCs”).

We consolidate several VIEs that share the following common characteristics:

•the VIE is in the legal form of an LP or LLC;

•the VIE was designed to own and manage its underlying real estate investments;

•we are the general partner or managing member of the VIE;

•we own a majority of the voting interests in the VIE;

•a minority of voting interests in the VIE are owned by external third parties, unrelated to us;

•the minority owners do not have substantive kick-out or participating rights in the VIE; and

•we are the primary beneficiary of the VIE.

We have separately identified certain special purpose entities that were established to allow investments in life science, research and innovation projects by tax credit investors (“TCIs”). We have determined that these special purpose entities are VIEs, we are a holder of variable interests and we are the primary beneficiary of the VIEs, and therefore we consolidate these

special purpose entities. Our primary beneficiary determination is based upon several factors, including but not limited to the rights we have in directing the activities which most significantly impact the VIEs’ economic performance as well as certain guarantees which protect the TCIs from losses should a tax credit recapture event occur.

In general, the assets of consolidated VIEs are available only for the settlement of the obligations of the respective entities. Unless otherwise required by the LP or LLC agreement, any mortgage loans of the consolidated VIEs are non-recourse to us. The table below summarizes the total assets and liabilities of our consolidated VIEs as reported on our Consolidated Balance Sheets.

	September 30, 2021				December 31, 2020
	Total Assets		Total Liabilities		Total Assets		Total Liabilities
	(In thousands)
NHP/PMB L.P.	$	750,455	$	253,675	$	649,128	$	238,168
Other identified VIEs	4,016,054		1,673,060		4,095,102		1,653,036
Tax credit VIEs	461,065		105,525		614,490		204,746

Investments in Unconsolidated Entities

We report investments in unconsolidated entities over whose operating and financial policies we have the ability to exercise significant influence under the equity method of accounting. We adjust our investment in unconsolidated entities for additional contributions made, distributions received as well as our share of the investee’s earnings or losses which is included in our Consolidated Statements of Income.

We base the initial carrying value of investments in unconsolidated entities on the fair value of the assets at the time we acquired the joint venture interest. We estimate fair values for our equity method investments based on discounted cash flow models that include all estimated cash inflows and outflows over a specified holding period and, where applicable, any estimated debt premiums or discounts. The capitalization rates, discount rates and credit spreads we use in these models are based upon assumptions that we believe to be within a reasonable range of current market rates for the respective investments.

We generally amortize any difference between our cost basis and the basis reflected at the joint venture level, if any, over the lives of the related assets and liabilities and include that amortization in our share of income or loss from unconsolidated entities. For earnings of equity method investments with pro rata distribution allocations, net income or loss is allocated between the partners in the joint venture based on their respective stated ownership percentages. In other instances, net income or loss may be allocated between the partners in the joint venture based on the hypothetical liquidation at book value method (the “HLBV method”). Under the HLBV method, net income or loss is allocated between the partners based on the difference between each partner’s claim on the net assets of the joint venture at the end and beginning of the period, after taking into account contributions and distributions. Each partner’s share of the net assets of the joint venture is calculated as the amount that the partner would receive if the joint venture were to liquidate all of its assets at net book value and distribute the resulting cash to creditors and partners in accordance with their respective priorities. Under the HLBV method, in any given period, we could record more or less income than the joint venture has generated, than actual cash distributions we receive or than the amount we may receive in the event of an actual liquidation.

Redeemable OP Unitholder and Noncontrolling Interests

We own a majority interest in NHP/PMB L.P. (“NHP/PMB”), a limited partnership formed in 2008 to acquire properties from entities affiliated with Pacific Medical Buildings LLC (“PMB”). Given our wholly owned subsidiary is the general partner and the primary beneficiary of NHP/PMB, we consolidate NHP/PMB as a VIE. As of September 30, 2021, third party investors owned 3.9 million Class A limited partnership units in NHP/PMB (“OP Units”), which represented 34% of the total units then outstanding, and we owned 7.5 million Class B limited partnership units in NHP/PMB, representing the remaining 66%. The OP Units may be redeemed at any time at the election of the holder for cash or, at our option, 0.9051 shares of our common stock per OP Unit, subject to adjustment in certain circumstances. We are party by assumption to a registration rights agreement with the holders of the OP Units that requires us, subject to the terms and conditions and certain exceptions set forth therein, to file and maintain a registration statement relating to the issuance of shares of our common stock upon redemption of OP Units.

In September, NHP/PMB completed the buy-out of PMB’s interest in the newly developed Sutter Van Ness Medical Office Building. In connection with that transaction, NHP/PMB issued 0.6 million OP Units to third party investors.

The OP Units are classified outside of permanent equity on our Consolidated Balance Sheets because they may be redeemed by third parties under circumstances that are outside of our control. We reflect the OP Units at the greater of cost or redemption value. As of September 30, 2021 and December 31, 2020, the fair value of the OP Units was $194.4 million and $146.0 million, respectively. We recognize changes in fair value through capital in excess of par value, net of cash distributions paid and purchases by us of any OP Units. Our diluted earnings per share includes the effect of any potential shares outstanding from redemption of the OP Units.

Certain noncontrolling interests of other consolidated joint ventures were also classified as redeemable at September 30, 2021 and December 31, 2020. We record the carrying amount of these noncontrolling interests at the greater of their initial carrying amount (increased or decreased for the noncontrolling interests’ share of net income or loss and distributions) or the redemption value, which is primarily based on the fair value of the underlying real estate asset. Our joint venture partners have certain redemption rights with respect to their noncontrolling interests in these joint ventures that are outside of our control, and the redeemable noncontrolling interests are classified outside of permanent equity on our Consolidated Balance Sheets. We recognize changes in the carrying value of redeemable noncontrolling interests through capital in excess of par value.

Noncontrolling Interests

Excluding the redeemable noncontrolling interests described above, we present the portion of any equity that we do not own in entities that we control (and thus consolidate) as noncontrolling interests and classify those interests as a component of consolidated equity, separate from total Ventas stockholders’ equity, on our Consolidated Balance Sheets. For consolidated joint ventures with pro rata distribution allocations, net income or loss, and comprehensive income, is allocated between the joint venture partners based on their respective stated ownership percentages. In other cases, net income or loss is allocated between the joint venture partners based on the HLBV method. We account for purchases or sales of equity interests that do not result in a change of control as equity transactions, through capital in excess of par value. We include net income attributable to the noncontrolling interests in net income in our Consolidated Statements of Income and we include the noncontrolling interests share of comprehensive income in our Consolidated Statements of Comprehensive Income.

Accounting for Historic and New Markets Tax Credits

For certain of our life science, research and innovation centers, we are party to contractual arrangements with TCIs that were established to enable the TCIs to receive benefits of historic tax credits (“HTCs”), new markets tax credits (“NMTCs”) or both. As of September 30, 2021, we owned six properties that had syndicated HTCs or NMTCs, or both, to TCIs.

In general, TCIs invest cash into special purpose entities that invest in entities that own the subject property and generate the tax credits. The TCIs receive substantially all of the tax credits and hold only a nominal interest in the economic risk and benefits of the special purpose entities.

HTCs are delivered to the TCIs upon substantial completion of the project. NMTCs are allowed for up to 39% of a qualified investment and are delivered to the TCIs after the investment has been funded and spent on a qualified business. HTCs are subject to 20% recapture per year beginning one year after the completion of the historic rehabilitation of the subject property. NMTCs are subject to 100% recapture until the end of the seventh year following the qualifying investment. We have provided the TCIs with certain guarantees which protect the TCIs from losses should a tax credit recapture event occur. The contractual arrangements with the TCIs include a put/call provision whereby we may be obligated or entitled to repurchase the interest of the TCIs in the special purpose entities at the end of the tax credit recapture period. We anticipate that either the TCIs will exercise their put rights or we will exercise our call rights prior to the applicable tax credit recapture periods.

The portion of the TCI’s investment that is attributed to the put is recorded at fair value at inception in accounts payable and other liabilities on our Consolidated Balance Sheets, and is accreted to the expected put price as interest expense in our Consolidated Statements of Income over the recapture period. The remaining balance of the TCI’s investment is initially recorded in accounts payable and other liabilities on our Consolidated Balance Sheets and will be relieved upon delivery of the tax credit to the TCI, as a reduction in the carrying value of the subject property, net of allocated expenses. Direct and incremental costs incurred in structuring the transaction are deferred and will be recognized as an increase in the cost basis of the subject property upon the recognition of the related tax credit as discussed above.

Accounting for Real Estate Acquisitions

When we acquire real estate, we first make reasonable judgments about whether the transaction involves an asset or a business. Our real estate acquisitions are generally accounted for as asset acquisitions as substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets. Regardless of whether an acquisition is considered a business combination or an asset acquisition, we record the cost of the businesses or assets acquired as tangible and intangible assets and liabilities based upon their estimated fair values as of the acquisition date.

We estimate the fair value of buildings acquired on an as-if-vacant basis or replacement cost basis and depreciate the building value over the estimated remaining life of the building, generally not to exceed 35 years. We determine the fair value of other fixed assets, such as site improvements and furniture, fixtures and equipment, based upon the replacement cost and depreciate such value over the assets’ estimated remaining useful lives as determined at the applicable acquisition date. We determine the value of land either by considering the sales prices of similar properties in recent transactions or based on internal analyses of recently acquired and existing comparable properties within our portfolio. We generally determine the value of construction in progress based upon the replacement cost. However, for certain acquired properties that are part of a ground-up development, we determine fair value by using the same valuation approach as for all other properties and deducting the estimated cost to complete the development. During the remaining construction period, we capitalize project costs until the development has reached substantial completion. Construction in progress, including capitalized interest, is not depreciated until the development has reached substantial completion.

Intangibles primarily include the value of in-place leases and acquired lease contracts. We include all lease-related intangible assets and liabilities within acquired lease intangibles and accounts payable and other liabilities, respectively, on our Consolidated Balance Sheets.

The fair value of acquired lease-related intangibles, if any, reflects: (i) the estimated value of any above or below market leases, determined by discounting the difference between the estimated market rent and in-place lease rent; and (ii) the estimated value of in-place leases related to the cost to obtain tenants, including leasing commissions, and an estimated value of the absorption period to reflect the value of the rent and recovery costs foregone during a reasonable lease-up period as if the acquired space was vacant. We amortize any acquired lease-related intangibles to revenue or amortization expense over the remaining life of the associated lease plus any assumed bargain renewal periods. If a lease is terminated prior to its stated expiration or not renewed upon expiration, we recognize all unamortized amounts of lease-related intangibles associated with that lease in operations over the shortened lease term.

We estimate the fair value of purchase option intangible assets and liabilities, if any, by discounting the difference between the applicable property’s acquisition date fair value and an estimate of its future option price. We do not amortize the resulting intangible asset or liability over the term of the lease, but rather adjust the recognized value of the asset or liability upon sale.

In connection with an acquisition, we may assume rights and obligations under certain lease agreements pursuant to which we become the lessee of a given property. We generally assume the lease classification previously determined by the prior lessee absent a modification in the assumed lease agreement. We assess assumed operating leases, including ground leases, to determine whether the lease terms are favorable or unfavorable to us given current market conditions on the acquisition date. To the extent the lease terms are favorable or unfavorable to us relative to market conditions on the acquisition date, we recognize an intangible asset or liability at fair value and amortize that asset or liability to interest or rental expense in our Consolidated Statements of Income over the applicable lease term. Where we are the lessee, we record the acquisition date values of leases, including any above or below market value, within operating lease assets and operating lease liabilities on our Consolidated Balance Sheets.

We estimate the fair value of noncontrolling interests assumed consistent with the manner in which we value all of the underlying assets and liabilities.

We calculate the fair value of long-term assumed debt by discounting the remaining contractual cash flows on each instrument at the current market rate for those borrowings, which we approximate based on the rate at which we would expect to incur a replacement instrument on the date of acquisition, and recognize any fair value adjustments related to long-term debt as effective yield adjustments over the remaining term of the instrument.

Fair Values of Financial Instruments

Fair value is a market-based measurement, not an entity-specific measurement, and we determine fair value based on the assumptions that we expect market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, GAAP establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within levels one and two of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within level three of the hierarchy).

Level one inputs utilize unadjusted quoted prices for identical assets or liabilities in active markets that we have the ability to access. Level two inputs are inputs other than quoted prices included in level one that are directly or indirectly observable for the asset or liability. Level two inputs may include quoted prices for similar assets and liabilities in active markets and other inputs for the asset or liability that are observable at commonly quoted intervals, such as interest rates, foreign exchange rates and yield curves. Level three inputs are unobservable inputs for the asset or liability, which typically are based on our own assumptions, because there is little, if any, related market activity. If the determination of the fair value measurement is based on inputs from different levels of the hierarchy, the level within which the entire fair value measurement falls is the lowest level input that is significant to the fair value measurement in its entirety. If the volume and level of market activity for an asset or liability has decreased significantly relative to the normal market activity for such asset or liability (or similar assets or liabilities), then transactions or quoted prices may not accurately reflect fair value. In addition, if there is evidence that a transaction for an asset or liability is not orderly, little, if any, weight is placed on that transaction price as an indicator of fair value. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.

We use the following methods and assumptions in estimating the fair value of our financial instruments whose fair value is determined on a recurring basis.

•Cash and cash equivalents - The carrying amount of unrestricted cash and cash equivalents reported on our Consolidated Balance Sheets approximates fair value due to the short maturity of these instruments.

•Escrow deposits and restricted cash - The carrying amount of escrow deposits and restricted cash reported on our Consolidated Balance Sheets approximates fair value due to the short maturity of these instruments.

•Loans receivable - We estimate the fair value of loans receivable using level two and level three inputs, including underlying asset performance and credit quality. We discount future cash flows using current interest rates at which similar loans with the same terms and length to maturity would be made to borrowers with similar credit ratings.

•Available for sale securities - We estimate the fair value of marketable debt securities using level two inputs. We observe quoted prices for similar assets or liabilities in active markets that we have the ability to access. We estimate the fair value of certain government-sponsored pooled loan investments using level three inputs. We consider credit spreads, underlying asset performance and credit quality, and default rates.

•Derivative instruments - With the assistance of a third party, we estimate the fair value of derivative instruments, including interest rate caps, interest rate swaps, and foreign currency forward contracts, using level two inputs.

◦Interest rate caps - We observe forward yield curves and other relevant information.

◦Interest rate swaps - We observe alternative financing rates derived from market-based financing rates, forward yield curves and discount rates.

◦Foreign currency forward contracts - We estimate the future values of the two currency tranches using forward exchange rates that are based on traded forward points and calculate a present value of the net amount using a discount factor based on observable traded interest rates.

•Stock warrants - We estimate the fair value of stock warrants using level two inputs that are obtained from public sources. Inputs include equity spot price, dividend yield, volatility and risk-free rate.

•Senior notes payable and other debt - We estimate the fair value of senior notes payable and other debt using level two inputs. We discount the future cash flows using current interest rates at which we could obtain similar

borrowings. For mortgage debt, we may estimate fair value using level three inputs, similar to those used in determining fair value of loans receivable (above).

•Redeemable OP unitholder interests - We estimate the fair value of our redeemable OP unitholder interests using level one inputs. We base fair value on the closing price of our common stock, as OP Units may be redeemed at the election of the holder for cash or, at our option, shares of our common stock, subject to adjustment in certain circumstances.

Impairment of Long-Lived and Intangible Assets

We periodically evaluate our long-lived assets, primarily consisting of investments in real estate, for impairment indicators. If indicators of impairment are present, we evaluate the carrying value of the related real estate investments in relation to the future undiscounted cash flows of the underlying operations. In performing this evaluation, we consider market conditions and our current intentions with respect to holding or disposing of the asset. We adjust the net book value of leased properties and other long-lived assets to fair value if the sum of the expected future undiscounted cash flows, including sales proceeds, is less than book value. We recognize an impairment loss at the time we make any such determination.

If impairment indicators arise with respect to intangible assets with finite useful lives, we evaluate impairment by comparing the carrying amount of the asset to the estimated future undiscounted net cash flows expected to be generated by the asset. If estimated future undiscounted net cash flows are less than the carrying amount of the asset, then we estimate the fair value of the asset and compare the estimated fair value to the intangible asset’s carrying value. We recognize any shortfall from carrying value as an impairment loss in the current period.

We evaluate our investments in unconsolidated entities for impairment at least annually, and whenever events or changes in circumstances indicate that the carrying value of our investment may exceed its fair value. If we determine that a decline in the fair value of our investment in an unconsolidated entity is other-than-temporary, and if such reduced fair value is below the carrying value, we record an impairment.

We test goodwill for impairment at least annually, and more frequently if indicators arise. We first assess qualitative factors, such as current macroeconomic conditions, state of the equity and capital markets and our overall financial and operating performance, to determine the likelihood that the fair value of a reporting unit is less than its carrying amount. If we determine it is more likely than not that the fair value of a reporting unit is less than its carrying amount, we proceed with estimating the fair value of the reporting unit. A goodwill impairment, if any, will be recognized in the period it is determined and is measured as the amount by which a reporting unit’s carrying value exceeds its fair value.

Estimates of fair value used in our evaluation of goodwill (if necessary based on our qualitative assessment), investments in real estate, investments in unconsolidated entities and intangible assets are based upon discounted future cash flow projections or other acceptable valuation techniques that are based, in turn, upon all available evidence including level three inputs, such as revenue and expense growth rates, estimates of future cash flows, capitalization rates, discount rates, general economic conditions and trends, or other available market data such as replacement cost or comparable sales. Our ability to accurately predict future operating results and cash flows and to estimate and determine fair values impacts the timing and recognition of impairments. While we believe our assumptions are reasonable, changes in these assumptions may have a material impact on our financial results.

Revenue Recognition

Triple-Net Leased Properties and Office Operations

Certain of our triple-net leases and most of our MOB and life science, research and innovation centers (collectively, “office operations”) leases provide for periodic and determinable increases in base rent. We recognize base rental revenues under these leases on a straight-line basis over the applicable lease term when collectability of substantially all rents is probable. Recognizing rental income on a straight-line basis generally results in recognized revenues during the first half of a lease term exceeding the cash amounts contractually due from our tenants, creating a straight-line rent receivable that is included in other assets on our Consolidated Balance Sheets. At September 30, 2021 and December 31, 2020, this cumulative excess totaled $173.6 million and $169.7 million, respectively (excluding properties classified as held for sale).

Certain of our leases provide for periodic increases in base rent only if certain revenue parameters or other substantive contingencies are met. We recognize the increased rental revenue under these leases as the related parameters or contingencies are met, rather than on a straight-line basis over the applicable lease term.

We assess the probability of collecting substantially all rents under our leases based on several factors, including, among other things, payment history, the financial strength of the tenant and any guarantors, the historical operations and operating trends of the property, the historical payment pattern of the tenant, the type of property, the value of the underlying collateral, if any, expected future performance of the property and current economic conditions. If our evaluation of these factors indicates it is not probable that we will be able to collect substantially all rents under the lease, we record a charge to rental income. If we change our conclusions regarding the probability of collecting rent payments required by a lease, we may recognize adjustments to rental income in the period we make such change in our conclusions.

Senior Living Operations

Our resident agreements are accounted for as leases and we recognize resident fees and services, other than move-in fees, monthly as services are provided. We recognize move-in fees on a straight-line basis over the average resident stay.

Other

We recognize interest income from loans and investments, including discounts and premiums, using the effective interest method when collectability is reasonably assured. We apply the effective interest method on a loan-by-loan basis and recognize discounts and premiums as yield adjustments over the related loan term. We evaluate collectability of accrued interest receivables separate from the amortized cost basis of our loans. As such, we recognize interest income on an impaired loan to the extent we believe accrued contractual interest payments are collectable. Otherwise interest income is recognized on a cash basis.

We evaluate a current estimate of all expected credit losses over the life of a financial instrument, which may result in recognition of credit losses on loans and other financial instruments before an actual event of default. We will establish reserves for any estimated credit losses with a corresponding charge to allowance on loans receivable and investments in our Consolidated Statements of Income. Subsequent changes in our estimate of credit losses may result in a corresponding increase or decrease to allowance on loans receivable and investments in our Consolidated Statements of Income.

Accounting for Leased Property

We lease real property, primarily land and corporate office space, and equipment, primarily vehicles at our senior housing communities. At lease inception, we establish an operating lease asset and operating lease liability calculated as the present value of future minimum lease payments. As our leases do not provide an implicit rate, we use a discount rate that approximates our incremental borrowing rate available at lease commencement to determine the present value. Our lease expense primarily consists of ground and corporate office leases. Ground lease expense is included in interest expense and corporate office lease expense is included in general, administrative and professional fees in our Consolidated Statements of Income.

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CONCENTRATION OF CREDIT RISK

9 Months Ended

Sep. 30, 2021

Risks and Uncertainties [Abstract]

CONCENTRATION OF CREDIT RISK

NOTE 3—CONCENTRATION OF CREDIT RISK

As of September 30, 2021, Atria, Sunrise, Brookdale Senior Living, Ardent and Kindred managed or operated approximately 19.9%, 10.0%, 7.9%, 4.7% and 1.0%, respectively, of our consolidated real estate investments based on gross book value (excluding properties classified as held for sale as of September 30, 2021). Because Atria and Sunrise manage our properties in exchange for a management fee from us, we are not directly exposed to their credit risk in the same manner or to the same extent as triple-net tenants like Brookdale Senior Living, Ardent and Kindred.

Based on gross book value, approximately 14.3% and 52.4% of our consolidated real estate investments were senior housing communities included in the triple-net leased properties and senior living operations reportable business segments, respectively (excluding properties classified as held for sale as of September 30, 2021). MOBs, life science, research and innovation centers, IRFs and LTACs, health systems, skilled nursing facilities (“SNFs”) and secured loans receivable and investments collectively comprised the remaining 33.3%. Our consolidated properties were located in 47 states, the District of Columbia, seven Canadian provinces and the United Kingdom as of September 30, 2021, with properties in one state (California) accounting for more than 10% of our total consolidated revenues and net operating income (“NOI,” which is defined as total revenues, excluding interest and other income, less property-level operating expenses and office building services costs) for the three months then ended.

Triple-Net Leased Properties

The properties we lease to Brookdale Senior Living, Ardent and Kindred account for a significant portion of our triple-net leased properties segment revenues and NOI and the following table reflects the concentration risk related to our triple-net leased properties for the periods presented:

	For the Three Months Ended September 30,
	2021		2020
Revenues (1):
Brookdale Senior Living	3.8	%	4.0	%
Ardent	3.3		3.3
Kindred	3.5		3.6
NOI:
Brookdale Senior Living	8.2	%	8.8	%
Ardent	7.1		7.2
Kindred	7.5		7.8

(1)Total revenues include office building and other services revenue, income from loans and investments and interest and other income.

Each of our leases with Brookdale Senior Living, Ardent and Kindred is a triple-net lease that obligates the tenant to pay all property-related expenses, including maintenance, utilities, repairs, taxes, insurance and capital expenditures, and to comply with the terms of the mortgage financing documents, if any, affecting the properties. In addition, each of our Brookdale Senior Living, Ardent and Kindred leases has a corporate guaranty.

Senior Living Operations

As of September 30, 2021, Atria and Sunrise, collectively, provided comprehensive property management and accounting services with respect to 279 of our 542 consolidated senior housing communities, for which we pay annual management fees pursuant to long-term management agreements.

We rely on our managers’ personnel, expertise, technical resources and information systems, proprietary information, good faith and judgment to manage our senior living operations efficiently and effectively. We also rely on our managers to set appropriate resident fees, provide accurate property-level financial results in a timely manner and otherwise operate our senior housing communities in compliance with the terms of our management agreements and all applicable laws and regulations.

Eclipse Senior Living and Pending Operator Transitions

We are in the process of transitioning the operation of 90 senior living communities owned by us and currently operated under management agreements with Eclipse Senior Living, Inc. (“ESL”) to various experienced operators. All of the planned transitions are expected to be completed by the end of 2021. ESL is expected to cease operation of its management business in 2022 following completion of the transitions. We expect to incur certain one-time transition costs and expenses in connection with the transitions. We cannot assure you that these transitions will be completed on the terms or timeline anticipated or at all.

Sale of Kindred and Related Transactions

In June 2021, Kindred and LifePoint Health (“LifePoint”) announced that they entered into a definitive agreement pursuant to which LifePoint would acquire Kindred (the “LifePoint-Kindred Acquisition”). Kindred and LifePoint subsequently announced that, following the closing of the LifePoint-Kindred Acquisition, they plan to organize into two separate healthcare companies, with LifePoint and Kindred’s assets being allocated between the two companies. Kindred and LifePoint have said that they expect to complete these transactions by the end of 2021, subject to the completion of regulatory approvals and satisfaction of customary closing conditions. Under our agreements with Kindred, we currently expect to receive a fee in connection with these transactions. We cannot otherwise predict what effect they may have on Kindred, our properties or our lease with Kindred.

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ACQUISITIONS OF REAL ESTATE PROPERTY

9 Months Ended

Sep. 30, 2021

Business Combination and Asset Acquisition [Abstract]

ACQUISITIONS OF REAL ESTATE PROPERTY

NOTE 4—ACQUISITIONS OF REAL ESTATE PROPERTY

We acquire and invest in senior housing, medical office buildings, life science, research and innovation centers and other healthcare properties primarily to achieve an expected yield on our investment, to grow and diversify our portfolio and revenue base, and to reduce our dependence on any single tenant, operator or manager, geographic location, asset type, business model or revenue source.

2021 Acquisitions

On September 21, 2021, we acquired New Senior Investment Group Inc. (“New Senior”) for a purchase price of $2.3 billion in an all-stock transaction pursuant to an Agreement and Plan of Merger dated as of June 28, 2021 (the “Merger Agreement”) by and among Ventas, Cadence Merger Sub LLC, our wholly owned subsidiary (“Merger Sub”), and New Senior. Under the Merger Agreement, on the acquisition date, Merger Sub merged with and into New Senior, with New Senior surviving the merger as our wholly owned subsidiary (the “New Senior Acquisition”). The New Senior Acquisition was valued at approximately $2.4 billion. We funded the transaction through the issuance of approximately 13.3 million shares of our common stock, with each New Senior stockholder receiving 0.1561 shares of Ventas common stock for each share of New Senior common stock that they owned immediately prior to the acquisition. In addition to the equity issuance, we funded the acquisition through the assumption of $482.5 million of New Senior mortgage debt and $1.1 billion of cash paid at closing. We accounted for this transaction as an asset acquisition and the financial results of New Senior have been included in our consolidated financial statements from the acquisition date.

Fourth Quarter Acquisitions

In November, we completed the approximately $180 million acquisition of six Canadian senior housing communities that will be operated under a management contract and the $58 million acquisition of a behavioral health center in Plano, Texas.

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DISPOSITIONS AND IMPAIRMENTS

9 Months Ended

Sep. 30, 2021

Discontinued Operations and Disposal Groups [Abstract]

DISPOSITIONS AND IMPAIRMENTS

NOTE 5—DISPOSITIONS AND IMPAIRMENTS

2021 Activity

During the nine months ended September 30, 2021, we sold 27 MOBs and six triple-net leased properties for aggregate consideration of $497.3 million and recognized a gain on the sales of these assets of $194.1 million.

Assets Held for Sale

The table below summarizes our real estate assets classified as held for sale, including the amounts reported on our Consolidated Balance Sheets, which may include anticipated post-closing settlements of working capital for disposed properties.

	As of September 30, 2021					As of December 31, 2020
	Number of Properties Held for Sale	Assets Held for Sale		Liabilities Related to Assets Held for Sale		Number of Properties Held for Sale	Assets Held for Sale		Liabilities Related to Assets Held for Sale
	(Dollars in thousands)
Triple-Net Leased Properties	1	$	1,414	$	621	1	$	4,960	$	2,690
Office Operations (1)	6	12,813		2,096		—	15		101
Senior Living Operations	25	302,542		17,801		1	4,633		455
Total	32	$	316,769	$	20,518	2	$	9,608	$	3,246

(1)2020 balances relate to anticipated post-closing settlements of working capital.

Real Estate Impairment

We recognized impairments of $173.0 million and $129.5 million, respectively, for the nine months ended September 30, 2021 and 2020, which are primarily recorded in depreciation and amortization in our Consolidated Statements of Income. The impairments recorded during 2021 were primarily the result of a change in our intent to hold the impaired assets. In most cases, we recognize an impairment in the periods in which our change in intent is made.

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LOANS RECEIVABLE AND INVESTMENTS

9 Months Ended

Sep. 30, 2021

Loans Receivable And Investments [Abstract]

LOANS RECEIVABLE AND INVESTMENTS

NOTE 6—LOANS RECEIVABLE AND INVESTMENTS

As of September 30, 2021 and December 31, 2020, we had $594.4 million and $900.2 million, respectively, of net loans receivable and investments relating to senior housing and healthcare operators or properties. The following is a summary of our loans receivable and investments, net, including amortized cost, fair value and unrealized gains or losses on available for sale investments:    

	Amortized Cost		Allowance		Unrealized Gain		Carrying Amount		Fair Value
	(In thousands)
As of September 30, 2021:
Secured/mortgage loans and other, net	$	488,999	$	—	$	—	$	488,999	$	477,114
Government-sponsored pooled loan investments, net (1)	38,443		—		2,996		41,440		41,440
Total investments reported as secured loans receivable and investments, net	527,442		—		2,996		530,439		518,554
Non-mortgage loans receivable, net (2)	69,618		(5,629)		—		63,989		64,346
Total loans receivable and investments, net	$	597,060	$	(5,629)	$	2,996	$	594,428	$	582,900
As of December 31, 2020:
Secured/mortgage loans and other, net	$	555,840	$	—	$	—	$	555,840	$	508,707
Government-sponsored pooled loan investments, net	55,154		(8,846)		3,419		49,727		49,727
Total investments reported as secured loans receivable and investments, net	610,994		(8,846)		3,419		605,567		558,434
Non-mortgage loans receivable, net	74,700		(17,623)		—		57,077		57,009
Marketable debt securities	213,334		—		24,219		237,553		237,553
Total loans receivable and investments, net	$	899,028	$	(26,469)	$	27,638	$	900,197	$	852,996

(1)Investment in government-sponsored pool loans has a contractual maturity date in 2023.

(2)In October 2021, we received proceeds of $45.0 million in full repayment of a note from Brookdale Senior Living.

2021 Activity

In October 2021, we received proceeds of $45.0 million in full repayment of a cash pay note from Brookdale Senior Living. The note was issued to us in connection with the modification of our lease with Brookdale Senior Living in the third quarter of 2020.

In July 2021, we received $66 million from Holiday Retirement as repayment in full of secured notes which Holiday Retirement previously issued to us as part of a lease termination transaction entered into in April 2020.

In July 2021, we received aggregate proceeds of $224 million from the redemption of Ardent’s outstanding 9.75% Senior Notes due 2026 at a price equal to 107.313% of the principal amount of the notes, plus accrued and unpaid interest. The redemption resulted in a gain of $16.6 million which is recorded in income from loans and investments in our Consolidated Statements of Income. As of December 31, 2020, $23.0 million of unrealized gain related to these securities was included in accumulated other comprehensive income.

In April 2021, we received $19.2 million in full repayment of certain government-sponsored pooled loan investments. In the first quarter of 2021, prior to such repayment, we reversed an $8.8 million allowance we had previously recorded in 2020 on this investment with a corresponding adjustment to allowance on loans receivable and investments in our Consolidated Statements of Income. There was no impact to our Consolidated Statements of Income from the loan repayment.

During the first quarter of 2021, we received aggregate proceeds of $16.5 million for the redemption and sale of marketable debt securities, resulting in total gains of $1.0 million which is recorded in income from loans and investments in our Consolidated Statements of Income. As of December 31, 2020, $1.2 million of unrealized gain was presented within accumulated other comprehensive income related to these securities. These securities had a weighted average interest rate of 8.3% and were due to mature between 2024 and 2026.

In March 2021, $11.9 million of previously reserved non-mortgage loans were forgiven. We derecognized both the amortized cost bases and allowances for these loans during the quarter ended March 31, 2021.

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INVESTMENTS IN UNCONSOLIDATED ENTITIES

9 Months Ended

Sep. 30, 2021

Equity Method Investments and Joint Ventures [Abstract]

INVESTMENTS IN UNCONSOLIDATED ENTITIES

NOTE 7—INVESTMENTS IN UNCONSOLIDATED ENTITIES

We report investments in unconsolidated entities over whose operating and financial policies we have the ability to exercise significant influence under the equity method of accounting. We are not required to consolidate these entities because our joint venture partners have significant participating rights, nor are these entities considered VIEs, as they are controlled by equity holders with sufficient capital. We invest in both real estate entities and operating entities which are described further below.

Investments in Unconsolidated Real Estate Entities

Through our Ventas Investment Management Platform, which consolidates our extensive third-party capital ventures under a single brand and umbrella, we partner with third-party institutional investors to invest with us in healthcare real estate through various joint ventures and other co-investment vehicles where we are the sponsor or general partner. Below is a summary of our investments in unconsolidated real estate entities as of September 30, 2021 and December 31, 2020, respectively:

	Ownership As of (1)		Carrying Amount As of
	September 30, 2021	December 31, 2020	September 30, 2021		December 31, 2020
			(In thousands)
Investment in unconsolidated real estate entities:
Ventas Life Science & Healthcare Real Estate Fund	21.1%	22.9%	$	271,494	$	279,983
Pension Fund Joint Venture	22.9%	22.8%	30,277		34,690
Research & Innovation Development Joint Venture	51.0%	50.3%	200,311		123,445
Ventas Investment Management Platform			502,082		438,118
All other (2)	34.0%-50.0%	34.0%-50.0%	5,798		5,570
Total investments in unconsolidated real estate entities			$	507,880	$	443,688
(1) The entities in which we have an ownership interest may have less than a 100% interest in the underlying real estate. The ownership percentages in the table reflect our interest in the underlying real estate. Joint venture members, including us in some instances, have equity participation rights based on the underlying performance of the investments which could result in non pro rata distributions.
(2) Includes investments in land parcels, parking structures and other de minimis investments in unconsolidated real estate entities.

In March 2021, the Ventas Life Science and Healthcare Real Estate Fund, L.P. (the “Ventas Fund”) acquired two Class-A life science properties in the Baltimore-DC life science cluster for $272 million, which increased assets under management of the Ventas Fund to $2.1 billion.

We provide various services to our unconsolidated real estate entities in exchange for fees and reimbursements. Total management fees earned in connection with these services were $3.2 million and $1.5 million for the three months ended September 30, 2021 and 2020, respectively, and $8.9 million and $3.9 million for the nine months ended September 30, 2021 and 2020, respectively. Such amounts are included in office building and other services revenue in our Consolidated Statements of Income.

Investments in Unconsolidated Operating Entities

We own investments in unconsolidated operating entities such as Ardent, Atria and ESL, which are included within other assets on our Consolidated Balance Sheets. Our 34% ownership interest in Atria entitles us to customary minority rights and protections, including the right to appoint two of six members to the Atria Board of Directors. Our 34% ownership interest in ESL entitles us to customary minority rights and protections, including the right to appoint two of six members to the ESL Board of Directors. ESL management owns the 66% controlling interest. Our 9.8% ownership interest in Ardent entitles us to customary minority rights and protections, including the right to appoint one of 11 members of the Ardent Board of Directors.

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INTANGIBLES

9 Months Ended

Sep. 30, 2021

Intangible Assets, Intangible Liabilities, And Goodwill Disclosure [Abstract]

INTANGIBLES

NOTE 8—INTANGIBLES

The following is a summary of our intangibles:

	As of September 30, 2021			As of December 31, 2020
	Balance		Remaining Weighted Average Amortization Period in Years	Balance		Remaining Weighted Average Amortization Period in Years
	(Dollars in thousands)
Intangible assets:
Above market lease intangibles	$	137,166	6.0	$	140,096	6.4
In-place and other lease intangibles	1,235,296		6.8	1,090,790		10.7
Goodwill	1,046,070		N/A	1,051,650		N/A
Other intangibles	34,512		6.8	35,870		10.0
Accumulated amortization	(921,399)		N/A	(941,462)		N/A
Net intangible assets	$	1,531,645	6.8	$	1,376,944	10.3
Intangible liabilities:
Below market lease intangibles	$	334,437	9.8	$	339,265	14.3
Other lease intangibles	13,498		N/A	13,498		N/A
Accumulated amortization	(241,810)		N/A	(212,655)		N/A
Purchase option intangibles	3,568		N/A	3,568		N/A
Net intangible liabilities	$	109,693	9.8	$	143,676	14.3

N/A—Not Applicable.

Above market lease intangibles and in-place and other lease intangibles are included in acquired lease intangibles within real estate investments on our Consolidated Balance Sheets. Other intangibles (including non-compete agreements, trade names and trademarks) are included in other assets on our Consolidated Balance Sheets. Below market lease intangibles, other lease intangibles and purchase option intangibles are included in accounts payable and other liabilities on our Consolidated Balance Sheets.

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OTHER ASSETS

9 Months Ended

Sep. 30, 2021

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

OTHER ASSETS

NOTE 9—OTHER ASSETS

The following is a summary of our other assets:

	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Straight-line rent receivables	$	173,591	$	169,711
Non-mortgage loans receivable, net	63,989		57,077
Stock warrants	68,884		50,098
Marketable debt securities	—		237,553
Other intangibles, net	7,474		4,659
Investment in unconsolidated operating entities	78,813		63,768
Other	250,502		224,363
Total other assets	$	643,253	$	807,229

Stock warrants represent warrants exercisable at any time prior to December 31, 2025, in whole or in part, for 16.3 million shares of Brookdale Senior Living common stock at an exercise price of $3.00 per share. These warrants are measured at fair value with changes in fair value being recognized within other expense in our Consolidated Statements of Income.

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SENIOR NOTES PAYABLE AND OTHER DEBT

9 Months Ended

Sep. 30, 2021

Debt Disclosure [Abstract]

SENIOR NOTES PAYABLE AND OTHER DEBT

NOTE 10—SENIOR NOTES PAYABLE AND OTHER DEBT

The following is a summary of our senior notes payable and other debt:

	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Unsecured revolving credit facility (1)	$	49,141	$	39,395
Commercial paper notes	370,000		—
Secured revolving construction credit facility due 2022	—		154,098
Floating Rate Senior Notes, Series F due 2021 (2)	236,630		235,664
3.25% Senior Notes due 2022	—		263,687
3.30% Senior Notes, Series C due 2022 (2)	197,192		196,386
Unsecured term loan due 2023	200,000		200,000
3.125% Senior Notes due 2023	—		400,000
3.10% Senior Notes due 2023	—		400,000
2.55% Senior Notes, Series D due 2023 (2)	216,911		216,025
3.50% Senior Notes due 2024	400,000		400,000
3.75% Senior Notes due 2024	400,000		400,000
4.125% Senior Notes, Series B due 2024 (2)	197,192		196,386
2.80% Senior Notes, Series E due 2024 (2)	473,261		471,328
Unsecured term loan due 2025 (2)	394,384		392,773
3.50% Senior Notes due 2025	600,000		600,000
2.65% Senior Notes due 2025	450,000		450,000
4.125% Senior Notes due 2026	500,000		500,000
3.25% Senior Notes due 2026	450,000		450,000
3.85% Senior Notes due 2027	400,000		400,000
4.00% Senior Notes due 2028	650,000		650,000
4.40% Senior Notes due 2029	750,000		750,000
3.00% Senior Notes due 2030	650,000		650,000
4.75% Senior Notes due 2030	500,000		500,000
2.50% Senior Notes due 2031	500,000		—
6.90% Senior Notes due 2037 (3)	52,400		52,400
6.59% Senior Notes due 2038 (3)	22,823		22,823
5.70% Senior Notes due 2043	300,000		300,000
4.375% Senior Notes due 2045	300,000		300,000
4.875% Senior Notes due 2049	300,000		300,000
Mortgage loans and other	2,582,812		2,092,106
Total	12,142,746		11,983,071
Deferred financing costs, net	(71,313)		(68,343)
Unamortized fair value adjustment	35,316		12,618
Unamortized discounts	(27,914)		(31,934)
Senior notes payable and other debt	$	12,078,835	$	11,895,412

(1)As of September 30, 2021 and December 31, 2020, respectively, $23.3 million and $12.2 million of aggregate borrowings were denominated in Canadian dollars. Aggregate borrowings of $25.9 million and $27.2 million were denominated in British pounds as of September 30, 2021 and December 31, 2020, respectively.

(2)Canadian Dollar debt obligations shown in U.S. Dollars.

(3)Our 6.90% senior notes due 2037 are subject to repurchase at the option of the holders, at par, on October 1, 2027, and our 6.59% senior notes due 2038 are subject to repurchase at the option of the holders, at par, on July 7 in each of 2023 and 2028.

Credit Facilities, Commercial Paper and Unsecured Term Loans

In January 2021, we entered into an amended and restated unsecured credit facility (the “New Credit Facility”) comprised of a $2.75 billion unsecured revolving credit facility initially priced at LIBOR plus 0.825% based on the Company’s debt rating. The New Credit Facility replaced our previous $3.0 billion unsecured revolving credit facility priced at 0.875%. The New Credit Facility matures in January 2025, but may be extended at our option, subject to the satisfaction of certain conditions, for two additional periods of six months each. The New Credit Facility also includes an accordion feature that permits us to increase our aggregate borrowing capacity thereunder to up to $3.75 billion, subject to the satisfaction of certain conditions.

As of September 30, 2021, we had $2.7 billion of undrawn capacity on our New Credit Facility with $49.1 million borrowings outstanding and an additional $24.9 million restricted to support outstanding letters of credit. We limit our use of the New Credit Facility, to the extent necessary, to support our commercial paper program when commercial paper notes are outstanding. As of September 30, 2021, we had $370.0 million of commercial paper outstanding.

Our wholly owned subsidiary, Ventas Realty, Limited Partnership (“Ventas Realty”), may issue from time to time unsecured commercial paper notes up to a maximum aggregate amount outstanding at any time of $1.0 billion. The notes are sold under customary terms in the U.S. commercial paper note market and are ranked pari passu with all of Ventas Realty’s other unsecured senior indebtedness. The notes are fully and unconditionally guaranteed by Ventas, Inc. As of September 30, 2021, we had $370.0 million in borrowings outstanding under our commercial paper program.

As of September 30, 2021, we had a $200.0 million unsecured term loan priced at LIBOR plus 0.90% that matures in 2023.  The term loan also includes an accordion feature that effectively permits us to increase our aggregate borrowings thereunder to up to $800.0 million.

As of September 30, 2021, we had a C$500 million unsecured term loan facility priced at Canadian Dollar Offered Rate (“CDOR”) plus 0.90% that matures in 2025.

During the three months ended September 30, 2021, we terminated the $400.0 million secured revolving construction credit facility, resulting in a loss on extinguishment of debt of $0.5 million for the three months ended September 30, 2021. There were no borrowings outstanding under the secured revolving construction credit facility as of September 30, 2021.

Senior Notes

In August 2021, Ventas Realty issued and sold $500.0 million aggregate principal amount of 2.50% senior notes due 2031 at 99.74% of par.

In August 2021, Ventas Realty issued a make whole notice of redemption for the entirety of the $400.0 million aggregate principal amount of 3.125% senior notes due 2023, resulting in a loss on extinguishment of debt of $20.9 million for the three months ended September 30, 2021. The redemption settled in September 2021, principally using cash on hand.

In July 2021, Ventas Realty and Ventas Capital Corporation issued a make whole notice of redemption for the entirety of the $263.7 million aggregate principal amount of 3.25% senior notes due 2022, resulting in a loss on extinguishment of debt of $8.2 million for the three months ended September 30, 2021. The redemption settled in August 2021, principally using cash on hand.

In February 2021, Ventas Realty issued a make whole notice of redemption for the entirety of the $400.0 million aggregate principal amount of 3.10% senior notes due January 2023, resulting in a loss on extinguishment of debt of $27.3 million for the three months ended March 31, 2021. The redemption settled in March 2021, principally using cash on hand.

Mortgages

In September 2021, we assumed $482.5 million in mortgage debt in connection with the New Senior Acquisition, including a $25.4 million fair value premium which will be amortized over the remaining term through interest expense in our Consolidated Statement of Income. See “Note 4 – Acquisitions Of Real Estate Property”.

As of September 30, 2021, our indebtedness had the following maturities:

	Principal Amount Due at Maturity		Unsecured Revolving Credit Facility and Commercial Paper Notes (1)		Scheduled Periodic Amortization		Total Maturities
	(In thousands)
2021	$	293,626	$	370,000	$	15,082	$	678,708
2022	564,208		—		52,150		616,358
2023	810,886		—		38,684		849,570
2024	1,636,695		—		32,915		1,669,610
2025	2,045,971		49,141		26,761		2,121,873
Thereafter	6,077,692		—		128,935		6,206,627
Total maturities	$	11,429,078	$	419,141	$	294,527	$	12,142,746

(1)At September 30, 2021, we had $275.4 million of borrowings outstanding under our unsecured revolving credit facility and commercial paper program, net of $143.8 million of unrestricted cash and cash equivalents.

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FAIR VALUES OF FINANCIAL INSTRUMENTS

9 Months Ended

Sep. 30, 2021

Fair Value Disclosures [Abstract]

FAIR VALUES OF FINANCIAL INSTRUMENTS

NOTE 11—FAIR VALUES OF FINANCIAL INSTRUMENTS

The carrying amounts and fair values of our financial instruments were as follows:

	As of September 30, 2021				As of December 31, 2020
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
	(In thousands)
Assets:
Cash and cash equivalents	$	143,770	$	143,770	$	413,327	$	413,327
Escrow deposits and restricted cash	52,752		52,752		38,313		38,313
Stock warrants	68,884		68,884		50,098		50,098
Secured mortgage loans and other, net	488,999		477,114		555,840		508,707
Non-mortgage loans receivable, net	63,989		64,346		57,077		57,009
Marketable debt securities	—		—		237,553		237,553
Government-sponsored pooled loan investments, net	41,440		41,440		49,727		49,727
Derivative instruments	763		763		2		2
Liabilities:
Senior notes payable and other debt, gross	12,142,746		13,040,731		11,983,071		13,075,337
Derivative instruments	16,286		16,286		28,338		28,338
Redeemable OP Units	194,424		194,424		145,983		145,983

For a discussion of the assumptions considered, refer to “Note 2 – Accounting Policies.” The use of different market assumptions and estimation methodologies may have a material effect on the reported estimated fair value amounts. Accordingly, the estimates presented above are not necessarily indicative of the amounts we would realize in a current market exchange.

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LITIGATION

9 Months Ended

Sep. 30, 2021

Commitments and Contingencies Disclosure [Abstract]

LITIGATION

NOTE 12—LITIGATION

Litigation Related to the New Senior Acquisition

Following announcement of the New Senior Acquisition, purported stockholders of New Senior filed nine complaints relating thereto in federal district court against New Senior and New Senior’s board of directors (collectively, the “Federal Complaints”). One of the complaints also named Ventas and Merger Sub as a defendant. The Federal Complaints alleged violations of Section 14(a) and 20(a) of the Securities Exchange Act of 1934 (the “Act”). In addition, one purported stockholder

of New Senior filed a lawsuit relating to the New Senior Acquisition in state court against New Senior, New Senior’s board of directors, and Ventas alleging fraudulent and negligent misrepresentation and concealment under New York law (the “State Court Action”). Ventas believes that the Federal Complaints and the State Court Action were without merit.

On September 7, 2021, without conceding that any further disclosures were required under applicable law, New Senior issued supplemental disclosures on a Form 8-K addressing certain of the alleged deficiencies in the proxy statement. Thereafter, between September 7, 2021 and the filing of this Quarterly Report on Form 10-Q, all of the Federal Complaints were dismissed and, without conceding any liability, and solely to reduce the risk of any potential disruption or delay to the closing of the New Senior Acquisition and to minimize potential cost and expense, New Senior, New Senior’s board and Ventas entered into a settlement of the State Court Action.

Other Litigation

From time to time, we are party to other various lawsuits, investigations, claims and other legal and regulatory proceedings arising in connection with our business. These legal and regulatory matters may include, among other things, professional liability and general liability claims, commercial liability claims, unfair business practice claims and employment claims, as well as regulatory proceedings, including proceedings related to our senior living operations, where we are typically the holder of the applicable healthcare license. In certain circumstances, regardless of whether we are a named party in a lawsuit, investigation, claim or other legal or regulatory proceeding, we may be contractually obligated to indemnify, defend and hold harmless our tenants, operators, managers or other third parties against, or may otherwise be responsible for, such actions, proceedings or claims. In other circumstances, certain of our tenants, operators, managers or other third parties may be obligated to indemnify, defend and hold us harmless in whole or in part with respect to certain actions, legal or regulatory proceedings. We cannot assure you that these third parties will be able to satisfy their defense and indemnification obligations to us. Legal and regulatory matters to which we are subject or for which we are otherwise responsible may not be fully insured and some may allege large damage amounts.

It is the opinion of management that the disposition of any such lawsuits, investigations, claims and other legal and regulatory proceedings that are currently pending will not, individually or in the aggregate, have a material adverse effect on us. However, regardless of the merits of a particular legal or regulatory matter, we may be forced to expend significant financial resources to defend and resolve these matters. We are unable to predict the ultimate outcome of these lawsuits, investigations, claims and other legal and regulatory proceedings, and if management’s assessment of our liability with respect thereto is incorrect, such legal or regulatory matters could have a material adverse effect on us.

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INCOME TAXES

9 Months Ended

Sep. 30, 2021

Income Tax Disclosure [Abstract]

INCOME TAXES

NOTE 13—INCOME TAXES

We have elected to be taxed as a REIT under the applicable provisions of the Internal Revenue Code of 1986, as amended, for every year beginning with the year ended December 31, 1999. We have also elected for certain of our subsidiaries to be treated as taxable REIT subsidiaries (“TRS” or “TRS entities”), which are subject to federal, state and foreign income taxes. All entities other than the TRS entities are collectively referred to as the “REIT” within this note. Certain REIT entities are subject to foreign income tax.

Although the TRS entities and certain other foreign entities have paid minimal federal, state and foreign income taxes for the nine months ended September 30, 2021, their income tax liabilities may increase in future periods as we exhaust net operating loss (“NOL”) carryforwards and as our senior living and other operations grow. Such increases could be significant.

Our consolidated provision for income taxes for the three months ended September 30, 2021 and 2020 was an expense of $3.8 million and a benefit of $3.2 million, respectively. Our consolidated provision for income taxes for the nine months ended September 30, 2021 and 2020 was an expense of $9.6 million and a benefit of $95.9 million, respectively. The income tax expense for the three months ended September 30, 2021 was primarily due to a $3.7 million deferred tax expense related to the release of certain residual tax effects from marketable debt securities. The income tax expense for the nine months ended September 30, 2021 was primarily due to a $3.7 million deferred tax expense related to the release of certain residual tax effects from marketable debt securities, a $2.9 million net deferred tax expense related to an internal restructuring of certain U.S. taxable REIT subsidiaries, and a $3.4 million deferred tax expense related to the revaluation of certain deferred tax liabilities as a result of enacted tax rate changes in the UK.

Each TRS is a tax paying component for purposes of classifying deferred tax assets and liabilities. Deferred tax liabilities with respect to our TRS entities totaled $65.2 million and $62.6 million as of September 30, 2021 and December 31, 2020, respectively, and related primarily to differences between the financial reporting and tax bases of fixed and intangible

assets, net of loss carryforwards. Deferred tax assets with respect to our TRS entities totaled $11.5 million and $10.0 million as of September 30, 2021 and December 31, 2020, respectively, and related primarily to loss carryforwards.

Generally, we are subject to audit under the statute of limitations by the Internal Revenue Service for the year ended December 31, 2018 and subsequent years and are subject to audit by state taxing authorities for the year ended December 31, 2017 and subsequent years. We are subject to audit generally under the statutes of limitation by the Canada Revenue Agency and provincial authorities with respect to the Canadian entities for the year ended December 31, 2017 and subsequent years. We are subject to audit in the United Kingdom generally for periods ended in and subsequent to 2020.

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STOCKHOLDERS' EQUITY

9 Months Ended

Sep. 30, 2021

Equity [Abstract]

STOCKHOLDERS' EQUITY

NOTE 14—STOCKHOLDERS' EQUITY

Capital Stock

In September 2021, we issued approximately 13.3 million shares of our common stock in connection with the New Senior Acquisition.

From time to time, we may sell our common stock under an “at-the-market” equity offering program (“ATM program”). As of September 30, 2021, we had $129.0 million remaining under our existing ATM program. During the three months ended September 30, 2021, we sold 10.6 million shares of our common stock under our ATM program for gross proceeds of $611.7 million, representing an average price of $57.73 per share. During the nine months ended September 30, 2021, we sold 10.9 million shares of our common stock under our ATM program for gross proceeds of $626.4 million, representing an average price of $57.71 per share. 

Accumulated Other Comprehensive Loss

The following is a summary of our accumulated other comprehensive loss:

	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Foreign currency translation	$	(56,250)	$	(51,947)
Available for sale securities	2,996		25,712
Derivative instruments	(14,347)		(28,119)
Total accumulated other comprehensive loss	$	(67,601)	$	(54,354)

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EARNINGS PER SHARE

9 Months Ended

Sep. 30, 2021

Earnings Per Share [Abstract]

EARNINGS PER SHARE

NOTE 15—EARNINGS PER SHARE

The following table shows the amounts used in computing our basic and diluted earnings per share:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2021		2020		2021		2020
	(In thousands, except per share amounts)
Numerator for basic and diluted earnings per share:
Income from continuing operations	$	62,774	$	13,737	$	95,664	$	329,232
Net income	62,774		13,737		95,664		329,232
Net income attributable to noncontrolling interests	2,094		986		5,802		534
Net income attributable to common stockholders	$	60,680	$	12,751	$	89,862	$	328,698
Denominator:
Denominator for basic earnings per share—weighted average shares	381,996		373,177		377,271		372,997
Effect of dilutive securities:
Stock options	72		—		45		—
Restricted stock awards	404		163		340		147
OP unitholder interests	3,051		2,955		2,987		2,968
Denominator for diluted earnings per share—adjusted weighted average shares	385,523		376,295		380,643		376,112
Basic earnings per share:
Income from continuing operations	$	0.16	$	0.04	$	0.25	$	0.88
Net income attributable to common stockholders	0.16		0.03		0.24		0.88
Diluted earnings per share:
Income from continuing operations	$	0.16	$	0.04	$	0.25	$	0.88
Net income attributable to common stockholders	0.16		0.03		0.24		0.87

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SEGMENT INFORMATION

9 Months Ended

Sep. 30, 2021

Segment Reporting [Abstract]

SEGMENT INFORMATION

NOTE 16—SEGMENT INFORMATION

As of September 30, 2021, we operated through three reportable business segments: triple-net leased properties, senior living operations and office operations. In our triple-net leased properties segment, we invest in and own senior housing and healthcare properties throughout the United States and the United Kingdom and lease those properties to healthcare operating companies under “triple-net” or “absolute-net” leases that obligate the tenants to pay all property-related expenses. In our senior living operations segment, we invest in senior housing communities throughout the United States and Canada and engage independent operators, such as Atria and Sunrise, to manage those communities. In our office operations segment, we primarily acquire, own, develop, lease and manage MOBs and life science, research and innovation centers throughout the United States. Information provided for “all other” includes income from loans and investments and other miscellaneous income and various corporate-level expenses not directly attributable to any of our three reportable business segments. Assets included in “all other” consist primarily of corporate assets, including cash, restricted cash, loans receivable and investments, and miscellaneous accounts receivable.

Our chief operating decision makers evaluate performance of the combined properties in each reportable business segment and determine how to allocate resources to those segments, in significant part, based on segment NOI and related measures. We define segment NOI as total revenues, less interest and other income, property-level operating expenses and office building services costs. We consider segment NOI useful because it allows investors, analysts and our management to measure unlevered property-level operating results and to compare our operating results to the operating results of other real estate companies between periods on a consistent basis. In order to facilitate a clear understanding of our historical consolidated operating results, segment NOI should be examined in conjunction with net income attributable to common stockholders as presented in our Consolidated Financial Statements and other financial data included elsewhere in this Quarterly Report on Form 10-Q.

Interest expense, depreciation and amortization, general, administrative and professional fees, income tax expense and other non-property specific revenues and expenses are not allocated to individual reportable business segments for purposes of assessing segment performance. There are no intersegment sales or transfers.

Summary information by reportable business segment is as follows:

	For the Three Months Ended September 30, 2021
	Triple-Net Leased Properties		Senior Living Operations		Office Operations		All Other		Total
	(In thousands)
Revenues:
Rental income	$	181,379	$	—	$	201,673	$	—	$	383,052
Resident fees and services	—		558,039		—		—		558,039
Office building and other services revenue	—		—		2,872		2,969		5,841
Income from loans and investments	—		—		—		28,729		28,729
Interest and other income	—		—		—		417		417
Total revenues	$	181,379	$	558,039	$	204,545	$	32,115	$	976,078
Total revenues	$	181,379	$	558,039	$	204,545	$	32,115	$	976,078
Less:
Interest and other income	—		—		—		417		417
Property-level operating expenses	3,268		453,659		66,401		—		523,328
Office building services costs	—		—		522		—		522
Segment NOI	$	178,111	$	104,380	$	137,622	$	31,698	451,811
Interest and other income									417
Interest expense									(108,816)
Depreciation and amortization									(313,596)
General, administrative and professional fees									(30,259)
Loss on extinguishment of debt, net									(29,792)
Merger-related expenses and deal costs									(22,662)
Allowance on loans receivable and investments									60
Other									(33,673)
Income from unconsolidated entities									2,772
Gain on real estate dispositions									150,292
Income tax expense									(3,780)
Income from continuing operations									62,774
Net income									62,774
Net income attributable to noncontrolling interests									2,094
Net income attributable to common stockholders									$	60,680

        

	For the Three Months Ended September 30, 2020
	Triple-Net Leased Properties		Senior Living Operations		Office Operations		All Other		Total
	(In thousands)
Revenues:
Rental income	$	156,136	$	—	$	198,376	$	—	$	354,512
Resident fees and services	—		541,322		—		—		541,322
Office building and other services revenue	—		—		2,440		1,428		3,868
Income from loans and investments	—		—		—		18,666		18,666
Interest and other income	—		—		—		572		572
Total revenues	$	156,136	$	541,322	$	200,816	$	20,666	$	918,940
Total revenues	$	156,136	$	541,322	$	200,816	$	20,666	$	918,940
Less:
Interest and other income	—		—		—		572		572
Property-level operating expenses	5,398		422,653		66,934		—		494,985
Office building services costs	—		—		557		—		557
Segment NOI	$	150,738	$	118,669	$	133,325	$	20,094	422,826
Interest and other income									572
Interest expense									(115,505)
Depreciation and amortization									(249,366)
General, administrative and professional fees									(32,081)
Loss on extinguishment of debt, net									(7,386)
Merger-related expenses and deal costs									(11,325)
Allowance on loans receivable and investments									(4,999)
Other									(5,681)
Income from unconsolidated entities									865
Gain on real estate dispositions									12,622
Income tax benefit									3,195
Income from continuing operations									13,737
Net income									13,737
Net income attributable to noncontrolling interests									986
Net income attributable to common stockholders									$	12,751

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ACCOUNTING POLICIES (Policies)

9 Months Ended

Sep. 30, 2021

Accounting Policies [Abstract]

Equity Method Investments [Policy Text Block]

Investments in Unconsolidated Entities

We report investments in unconsolidated entities over whose operating and financial policies we have the ability to exercise significant influence under the equity method of accounting. We adjust our investment in unconsolidated entities for additional contributions made, distributions received as well as our share of the investee’s earnings or losses which is included in our Consolidated Statements of Income.

We base the initial carrying value of investments in unconsolidated entities on the fair value of the assets at the time we acquired the joint venture interest. We estimate fair values for our equity method investments based on discounted cash flow models that include all estimated cash inflows and outflows over a specified holding period and, where applicable, any estimated debt premiums or discounts. The capitalization rates, discount rates and credit spreads we use in these models are based upon assumptions that we believe to be within a reasonable range of current market rates for the respective investments.

We generally amortize any difference between our cost basis and the basis reflected at the joint venture level, if any, over the lives of the related assets and liabilities and include that amortization in our share of income or loss from unconsolidated entities. For earnings of equity method investments with pro rata distribution allocations, net income or loss is allocated between the partners in the joint venture based on their respective stated ownership percentages. In other instances, net income or loss may be allocated between the partners in the joint venture based on the hypothetical liquidation at book value method (the “HLBV method”). Under the HLBV method, net income or loss is allocated between the partners based on the difference between each partner’s claim on the net assets of the joint venture at the end and beginning of the period, after taking into account contributions and distributions. Each partner’s share of the net assets of the joint venture is calculated as the amount that the partner would receive if the joint venture were to liquidate all of its assets at net book value and distribute the resulting cash to creditors and partners in accordance with their respective priorities. Under the HLBV method, in any given period, we could record more or less income than the joint venture has generated, than actual cash distributions we receive or than the amount we may receive in the event of an actual liquidation.

Principles of Consolidation

Principles of Consolidation

The accompanying Consolidated Financial Statements include our accounts and the accounts of our wholly owned subsidiaries and the joint venture entities over which we exercise control. All intercompany transactions and balances have been eliminated in consolidation, and our net earnings are reduced by the portion of net earnings attributable to noncontrolling interests.

GAAP requires us to identify entities for which control is achieved through means other than voting rights and to determine which business enterprise is the primary beneficiary of variable interest entities (“VIEs”). A VIE is broadly defined as an entity with one or more of the following characteristics: (a) the total equity investment at risk is insufficient to finance the entity’s activities without additional subordinated financial support; (b) as a group, the holders of the equity investment at risk lack (i) the ability to make decisions about the entity’s activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; and (c) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity’s activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights. We consolidate our investment in a VIE when we determine that we are its primary beneficiary. We may change our original assessment of a VIE upon subsequent events such as the modification of contractual arrangements that affects the characteristics or adequacy of the entity’s equity investments at risk and the disposition of all or a portion of an interest held by the primary beneficiary.

Variable Interest Entity

We identify the primary beneficiary of a VIE as the enterprise that has both: (i) the power to direct the activities of the VIE that most significantly impact the entity’s economic performance; and (ii) the obligation to absorb losses or the right to receive benefits of the VIE that could be significant to the entity. We perform this analysis on an ongoing basis.

As it relates to investments in joint ventures, GAAP may preclude consolidation by the sole general partner in certain circumstances based on the type of rights held by the limited partner or partners. We assess limited partners’ rights and their impact on our consolidation conclusions, and we reassess if there is a change to the terms or in the exercisability of the rights of the limited partners, the sole general partner increases or decreases its ownership of limited partnership (“LP”) interests or there is an increase or decrease in the number of outstanding LP interests. We also apply this guidance to managing member interests in limited liability companies (“LLCs”).

We consolidate several VIEs that share the following common characteristics:

•the VIE is in the legal form of an LP or LLC;

•the VIE was designed to own and manage its underlying real estate investments;

•we are the general partner or managing member of the VIE;

•we own a majority of the voting interests in the VIE;

•a minority of voting interests in the VIE are owned by external third parties, unrelated to us;

•the minority owners do not have substantive kick-out or participating rights in the VIE; and

•we are the primary beneficiary of the VIE.

We have separately identified certain special purpose entities that were established to allow investments in life science, research and innovation projects by tax credit investors (“TCIs”). We have determined that these special purpose entities are VIEs, we are a holder of variable interests and we are the primary beneficiary of the VIEs, and therefore we consolidate these

special purpose entities. Our primary beneficiary determination is based upon several factors, including but not limited to the rights we have in directing the activities which most significantly impact the VIEs’ economic performance as well as certain guarantees which protect the TCIs from losses should a tax credit recapture event occur.

In general, the assets of consolidated VIEs are available only for the settlement of the obligations of the respective entities. Unless otherwise required by the LP or LLC agreement, any mortgage loans of the consolidated VIEs are non-recourse to us. The table below summarizes the total assets and liabilities of our consolidated VIEs as reported on our Consolidated Balance Sheets.

	September 30, 2021				December 31, 2020
	Total Assets		Total Liabilities		Total Assets		Total Liabilities
	(In thousands)
NHP/PMB L.P.	$	750,455	$	253,675	$	649,128	$	238,168
Other identified VIEs	4,016,054		1,673,060		4,095,102		1,653,036
Tax credit VIEs	461,065		105,525		614,490		204,746

Redeemable OP Unitholder and Noncontrolling Interests

Redeemable OP Unitholder and Noncontrolling Interests

We own a majority interest in NHP/PMB L.P. (“NHP/PMB”), a limited partnership formed in 2008 to acquire properties from entities affiliated with Pacific Medical Buildings LLC (“PMB”). Given our wholly owned subsidiary is the general partner and the primary beneficiary of NHP/PMB, we consolidate NHP/PMB as a VIE. As of September 30, 2021, third party investors owned 3.9 million Class A limited partnership units in NHP/PMB (“OP Units”), which represented 34% of the total units then outstanding, and we owned 7.5 million Class B limited partnership units in NHP/PMB, representing the remaining 66%. The OP Units may be redeemed at any time at the election of the holder for cash or, at our option, 0.9051 shares of our common stock per OP Unit, subject to adjustment in certain circumstances. We are party by assumption to a registration rights agreement with the holders of the OP Units that requires us, subject to the terms and conditions and certain exceptions set forth therein, to file and maintain a registration statement relating to the issuance of shares of our common stock upon redemption of OP Units.

In September, NHP/PMB completed the buy-out of PMB’s interest in the newly developed Sutter Van Ness Medical Office Building. In connection with that transaction, NHP/PMB issued 0.6 million OP Units to third party investors.

The OP Units are classified outside of permanent equity on our Consolidated Balance Sheets because they may be redeemed by third parties under circumstances that are outside of our control. We reflect the OP Units at the greater of cost or redemption value. As of September 30, 2021 and December 31, 2020, the fair value of the OP Units was $194.4 million and $146.0 million, respectively. We recognize changes in fair value through capital in excess of par value, net of cash distributions paid and purchases by us of any OP Units. Our diluted earnings per share includes the effect of any potential shares outstanding from redemption of the OP Units.Certain noncontrolling interests of other consolidated joint ventures were also classified as redeemable at September 30, 2021 and December 31, 2020. We record the carrying amount of these noncontrolling interests at the greater of their initial carrying amount (increased or decreased for the noncontrolling interests’ share of net income or loss and distributions) or the redemption value, which is primarily based on the fair value of the underlying real estate asset. Our joint venture partners have certain redemption rights with respect to their noncontrolling interests in these joint ventures that are outside of our control, and the redeemable noncontrolling interests are classified outside of permanent equity on our Consolidated Balance Sheets. We recognize changes in the carrying value of redeemable noncontrolling interests through capital in excess of par value.

Accounting for Historic and New Markets Tax Credits

Accounting for Historic and New Markets Tax Credits

For certain of our life science, research and innovation centers, we are party to contractual arrangements with TCIs that were established to enable the TCIs to receive benefits of historic tax credits (“HTCs”), new markets tax credits (“NMTCs”) or both. As of September 30, 2021, we owned six properties that had syndicated HTCs or NMTCs, or both, to TCIs.

In general, TCIs invest cash into special purpose entities that invest in entities that own the subject property and generate the tax credits. The TCIs receive substantially all of the tax credits and hold only a nominal interest in the economic risk and benefits of the special purpose entities.

HTCs are delivered to the TCIs upon substantial completion of the project. NMTCs are allowed for up to 39% of a qualified investment and are delivered to the TCIs after the investment has been funded and spent on a qualified business. HTCs are subject to 20% recapture per year beginning one year after the completion of the historic rehabilitation of the subject property. NMTCs are subject to 100% recapture until the end of the seventh year following the qualifying investment. We have provided the TCIs with certain guarantees which protect the TCIs from losses should a tax credit recapture event occur. The contractual arrangements with the TCIs include a put/call provision whereby we may be obligated or entitled to repurchase the interest of the TCIs in the special purpose entities at the end of the tax credit recapture period. We anticipate that either the TCIs will exercise their put rights or we will exercise our call rights prior to the applicable tax credit recapture periods.

The portion of the TCI’s investment that is attributed to the put is recorded at fair value at inception in accounts payable and other liabilities on our Consolidated Balance Sheets, and is accreted to the expected put price as interest expense in our Consolidated Statements of Income over the recapture period. The remaining balance of the TCI’s investment is initially recorded in accounts payable and other liabilities on our Consolidated Balance Sheets and will be relieved upon delivery of the tax credit to the TCI, as a reduction in the carrying value of the subject property, net of allocated expenses. Direct and incremental costs incurred in structuring the transaction are deferred and will be recognized as an increase in the cost basis of the subject property upon the recognition of the related tax credit as discussed above.

Fair Values of Financial Instruments

Fair Values of Financial Instruments

Fair value is a market-based measurement, not an entity-specific measurement, and we determine fair value based on the assumptions that we expect market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, GAAP establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within levels one and two of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within level three of the hierarchy).

Level one inputs utilize unadjusted quoted prices for identical assets or liabilities in active markets that we have the ability to access. Level two inputs are inputs other than quoted prices included in level one that are directly or indirectly observable for the asset or liability. Level two inputs may include quoted prices for similar assets and liabilities in active markets and other inputs for the asset or liability that are observable at commonly quoted intervals, such as interest rates, foreign exchange rates and yield curves. Level three inputs are unobservable inputs for the asset or liability, which typically are based on our own assumptions, because there is little, if any, related market activity. If the determination of the fair value measurement is based on inputs from different levels of the hierarchy, the level within which the entire fair value measurement falls is the lowest level input that is significant to the fair value measurement in its entirety. If the volume and level of market activity for an asset or liability has decreased significantly relative to the normal market activity for such asset or liability (or similar assets or liabilities), then transactions or quoted prices may not accurately reflect fair value. In addition, if there is evidence that a transaction for an asset or liability is not orderly, little, if any, weight is placed on that transaction price as an indicator of fair value. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.

We use the following methods and assumptions in estimating the fair value of our financial instruments whose fair value is determined on a recurring basis.

•Cash and cash equivalents - The carrying amount of unrestricted cash and cash equivalents reported on our Consolidated Balance Sheets approximates fair value due to the short maturity of these instruments.

•Escrow deposits and restricted cash - The carrying amount of escrow deposits and restricted cash reported on our Consolidated Balance Sheets approximates fair value due to the short maturity of these instruments.

•Loans receivable - We estimate the fair value of loans receivable using level two and level three inputs, including underlying asset performance and credit quality. We discount future cash flows using current interest rates at which similar loans with the same terms and length to maturity would be made to borrowers with similar credit ratings.

•Available for sale securities - We estimate the fair value of marketable debt securities using level two inputs. We observe quoted prices for similar assets or liabilities in active markets that we have the ability to access. We estimate the fair value of certain government-sponsored pooled loan investments using level three inputs. We consider credit spreads, underlying asset performance and credit quality, and default rates.

•Derivative instruments - With the assistance of a third party, we estimate the fair value of derivative instruments, including interest rate caps, interest rate swaps, and foreign currency forward contracts, using level two inputs.

◦Interest rate caps - We observe forward yield curves and other relevant information.

◦Interest rate swaps - We observe alternative financing rates derived from market-based financing rates, forward yield curves and discount rates.

◦Foreign currency forward contracts - We estimate the future values of the two currency tranches using forward exchange rates that are based on traded forward points and calculate a present value of the net amount using a discount factor based on observable traded interest rates.

•Stock warrants - We estimate the fair value of stock warrants using level two inputs that are obtained from public sources. Inputs include equity spot price, dividend yield, volatility and risk-free rate.

•Senior notes payable and other debt - We estimate the fair value of senior notes payable and other debt using level two inputs. We discount the future cash flows using current interest rates at which we could obtain similar

borrowings. For mortgage debt, we may estimate fair value using level three inputs, similar to those used in determining fair value of loans receivable (above).

•Redeemable OP unitholder interests - We estimate the fair value of our redeemable OP unitholder interests using level one inputs. We base fair value on the closing price of our common stock, as OP Units may be redeemed at the election of the holder for cash or, at our option, shares of our common stock, subject to adjustment in certain circumstances.

Revenue Recognition

Revenue Recognition

Triple-Net Leased Properties and Office Operations

Certain of our triple-net leases and most of our MOB and life science, research and innovation centers (collectively, “office operations”) leases provide for periodic and determinable increases in base rent. We recognize base rental revenues under these leases on a straight-line basis over the applicable lease term when collectability of substantially all rents is probable. Recognizing rental income on a straight-line basis generally results in recognized revenues during the first half of a lease term exceeding the cash amounts contractually due from our tenants, creating a straight-line rent receivable that is included in other assets on our Consolidated Balance Sheets. At September 30, 2021 and December 31, 2020, this cumulative excess totaled $173.6 million and $169.7 million, respectively (excluding properties classified as held for sale).

Certain of our leases provide for periodic increases in base rent only if certain revenue parameters or other substantive contingencies are met. We recognize the increased rental revenue under these leases as the related parameters or contingencies are met, rather than on a straight-line basis over the applicable lease term.

We assess the probability of collecting substantially all rents under our leases based on several factors, including, among other things, payment history, the financial strength of the tenant and any guarantors, the historical operations and operating trends of the property, the historical payment pattern of the tenant, the type of property, the value of the underlying collateral, if any, expected future performance of the property and current economic conditions. If our evaluation of these factors indicates it is not probable that we will be able to collect substantially all rents under the lease, we record a charge to rental income. If we change our conclusions regarding the probability of collecting rent payments required by a lease, we may recognize adjustments to rental income in the period we make such change in our conclusions.

Senior Living Operations

Our resident agreements are accounted for as leases and we recognize resident fees and services, other than move-in fees, monthly as services are provided. We recognize move-in fees on a straight-line basis over the average resident stay.

Other

We recognize interest income from loans and investments, including discounts and premiums, using the effective interest method when collectability is reasonably assured. We apply the effective interest method on a loan-by-loan basis and recognize discounts and premiums as yield adjustments over the related loan term. We evaluate collectability of accrued interest receivables separate from the amortized cost basis of our loans. As such, we recognize interest income on an impaired loan to the extent we believe accrued contractual interest payments are collectable. Otherwise interest income is recognized on a cash basis.

Recently Issued or Adopted Accounting Standards

We evaluate a current estimate of all expected credit losses over the life of a financial instrument, which may result in recognition of credit losses on loans and other financial instruments before an actual event of default. We will establish reserves for any estimated credit losses with a corresponding charge to allowance on loans receivable and investments in our Consolidated Statements of Income. Subsequent changes in our estimate of credit losses may result in a corresponding increase or decrease to allowance on loans receivable and investments in our Consolidated Statements of Income.

Lease Accounting

Accounting for Leased Property

We lease real property, primarily land and corporate office space, and equipment, primarily vehicles at our senior housing communities. At lease inception, we establish an operating lease asset and operating lease liability calculated as the present value of future minimum lease payments. As our leases do not provide an implicit rate, we use a discount rate that approximates our incremental borrowing rate available at lease commencement to determine the present value. Our lease expense primarily consists of ground and corporate office leases. Ground lease expense is included in interest expense and corporate office lease expense is included in general, administrative and professional fees in our Consolidated Statements of Income.

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ACCOUNTING POLICIES (Tables)

9 Months Ended

Sep. 30, 2021

Accounting Policies [Abstract]

Schedule of Variable Interest Entities

The table below summarizes the total assets and liabilities of our consolidated VIEs as reported on our Consolidated Balance Sheets.

	September 30, 2021				December 31, 2020
	Total Assets		Total Liabilities		Total Assets		Total Liabilities
	(In thousands)
NHP/PMB L.P.	$	750,455	$	253,675	$	649,128	$	238,168
Other identified VIEs	4,016,054		1,673,060		4,095,102		1,653,036
Tax credit VIEs	461,065		105,525		614,490		204,746

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CONCENTRATION OF CREDIT RISK (Tables)

9 Months Ended

Sep. 30, 2021

Risks and Uncertainties [Abstract]

Schedules of Concentration of Risk, by Risk Factor

The properties we lease to Brookdale Senior Living, Ardent and Kindred account for a significant portion of our triple-net leased properties segment revenues and NOI and the following table reflects the concentration risk related to our triple-net leased properties for the periods presented:

	For the Three Months Ended September 30,
	2021		2020
Revenues (1):
Brookdale Senior Living	3.8	%	4.0	%
Ardent	3.3		3.3
Kindred	3.5		3.6
NOI:
Brookdale Senior Living	8.2	%	8.8	%
Ardent	7.1		7.2
Kindred	7.5		7.8

(1)Total revenues include office building and other services revenue, income from loans and investments and interest and other income.

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DISPOSITIONS AND IMPAIRMENTS (Tables)

9 Months Ended

Sep. 30, 2021

Discontinued Operations and Disposal Groups [Abstract]

Real Estate Assets Classified As Held For Sale

The table below summarizes our real estate assets classified as held for sale, including the amounts reported on our Consolidated Balance Sheets, which may include anticipated post-closing settlements of working capital for disposed properties.

	As of September 30, 2021					As of December 31, 2020
	Number of Properties Held for Sale	Assets Held for Sale		Liabilities Related to Assets Held for Sale		Number of Properties Held for Sale	Assets Held for Sale		Liabilities Related to Assets Held for Sale
	(Dollars in thousands)
Triple-Net Leased Properties	1	$	1,414	$	621	1	$	4,960	$	2,690
Office Operations (1)	6	12,813		2,096		—	15		101
Senior Living Operations	25	302,542		17,801		1	4,633		455
Total	32	$	316,769	$	20,518	2	$	9,608	$	3,246

(1)2020 balances relate to anticipated post-closing settlements of working capital.

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LOANS RECEIVABLE AND INVESTMENTS (Tables)

9 Months Ended

Sep. 30, 2021

Loans Receivable And Investments [Abstract]

Summary of Net Loans Receivable and Investments

The following is a summary of our loans receivable and investments, net, including amortized cost, fair value and unrealized gains or losses on available for sale investments:    

	Amortized Cost		Allowance		Unrealized Gain		Carrying Amount		Fair Value
	(In thousands)
As of September 30, 2021:
Secured/mortgage loans and other, net	$	488,999	$	—	$	—	$	488,999	$	477,114
Government-sponsored pooled loan investments, net (1)	38,443		—		2,996		41,440		41,440
Total investments reported as secured loans receivable and investments, net	527,442		—		2,996		530,439		518,554
Non-mortgage loans receivable, net (2)	69,618		(5,629)		—		63,989		64,346
Total loans receivable and investments, net	$	597,060	$	(5,629)	$	2,996	$	594,428	$	582,900
As of December 31, 2020:
Secured/mortgage loans and other, net	$	555,840	$	—	$	—	$	555,840	$	508,707
Government-sponsored pooled loan investments, net	55,154		(8,846)		3,419		49,727		49,727
Total investments reported as secured loans receivable and investments, net	610,994		(8,846)		3,419		605,567		558,434
Non-mortgage loans receivable, net	74,700		(17,623)		—		57,077		57,009
Marketable debt securities	213,334		—		24,219		237,553		237,553
Total loans receivable and investments, net	$	899,028	$	(26,469)	$	27,638	$	900,197	$	852,996

(1)Investment in government-sponsored pool loans has a contractual maturity date in 2023.

(2)In October 2021, we received proceeds of $45.0 million in full repayment of a note from Brookdale Senior Living.

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INTANGIBLES (Tables)

9 Months Ended

Sep. 30, 2021

Intangible Assets, Intangible Liabilities, And Goodwill Disclosure [Abstract]

Schedule of Intangibles

The following is a summary of our intangibles:

	As of September 30, 2021			As of December 31, 2020
	Balance		Remaining Weighted Average Amortization Period in Years	Balance		Remaining Weighted Average Amortization Period in Years
	(Dollars in thousands)
Intangible assets:
Above market lease intangibles	$	137,166	6.0	$	140,096	6.4
In-place and other lease intangibles	1,235,296		6.8	1,090,790		10.7
Goodwill	1,046,070		N/A	1,051,650		N/A
Other intangibles	34,512		6.8	35,870		10.0
Accumulated amortization	(921,399)		N/A	(941,462)		N/A
Net intangible assets	$	1,531,645	6.8	$	1,376,944	10.3
Intangible liabilities:
Below market lease intangibles	$	334,437	9.8	$	339,265	14.3
Other lease intangibles	13,498		N/A	13,498		N/A
Accumulated amortization	(241,810)		N/A	(212,655)		N/A
Purchase option intangibles	3,568		N/A	3,568		N/A
Net intangible liabilities	$	109,693	9.8	$	143,676	14.3

N/A—Not Applicable.

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OTHER ASSETS (Tables)

9 Months Ended

Sep. 30, 2021

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Summary of Other Assets

The following is a summary of our other assets:

	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Straight-line rent receivables	$	173,591	$	169,711
Non-mortgage loans receivable, net	63,989		57,077
Stock warrants	68,884		50,098
Marketable debt securities	—		237,553
Other intangibles, net	7,474		4,659
Investment in unconsolidated operating entities	78,813		63,768
Other	250,502		224,363
Total other assets	$	643,253	$	807,229

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SENIOR NOTES PAYABLE AND OTHER DEBT (Tables)

9 Months Ended

Sep. 30, 2021

Debt Disclosure [Abstract]

Summary of Senior Notes Payable and Other Debt

The following is a summary of our senior notes payable and other debt:

	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Unsecured revolving credit facility (1)	$	49,141	$	39,395
Commercial paper notes	370,000		—
Secured revolving construction credit facility due 2022	—		154,098
Floating Rate Senior Notes, Series F due 2021 (2)	236,630		235,664
3.25% Senior Notes due 2022	—		263,687
3.30% Senior Notes, Series C due 2022 (2)	197,192		196,386
Unsecured term loan due 2023	200,000		200,000
3.125% Senior Notes due 2023	—		400,000
3.10% Senior Notes due 2023	—		400,000
2.55% Senior Notes, Series D due 2023 (2)	216,911		216,025
3.50% Senior Notes due 2024	400,000		400,000
3.75% Senior Notes due 2024	400,000		400,000
4.125% Senior Notes, Series B due 2024 (2)	197,192		196,386
2.80% Senior Notes, Series E due 2024 (2)	473,261		471,328
Unsecured term loan due 2025 (2)	394,384		392,773
3.50% Senior Notes due 2025	600,000		600,000
2.65% Senior Notes due 2025	450,000		450,000
4.125% Senior Notes due 2026	500,000		500,000
3.25% Senior Notes due 2026	450,000		450,000
3.85% Senior Notes due 2027	400,000		400,000
4.00% Senior Notes due 2028	650,000		650,000
4.40% Senior Notes due 2029	750,000		750,000
3.00% Senior Notes due 2030	650,000		650,000
4.75% Senior Notes due 2030	500,000		500,000
2.50% Senior Notes due 2031	500,000		—
6.90% Senior Notes due 2037 (3)	52,400		52,400
6.59% Senior Notes due 2038 (3)	22,823		22,823
5.70% Senior Notes due 2043	300,000		300,000
4.375% Senior Notes due 2045	300,000		300,000
4.875% Senior Notes due 2049	300,000		300,000
Mortgage loans and other	2,582,812		2,092,106
Total	12,142,746		11,983,071
Deferred financing costs, net	(71,313)		(68,343)
Unamortized fair value adjustment	35,316		12,618
Unamortized discounts	(27,914)		(31,934)
Senior notes payable and other debt	$	12,078,835	$	11,895,412

(1)As of September 30, 2021 and December 31, 2020, respectively, $23.3 million and $12.2 million of aggregate borrowings were denominated in Canadian dollars. Aggregate borrowings of $25.9 million and $27.2 million were denominated in British pounds as of September 30, 2021 and December 31, 2020, respectively.

(2)Canadian Dollar debt obligations shown in U.S. Dollars.

(3)Our 6.90% senior notes due 2037 are subject to repurchase at the option of the holders, at par, on October 1, 2027, and our 6.59% senior notes due 2038 are subject to repurchase at the option of the holders, at par, on July 7 in each of 2023 and 2028.

Scheduled Maturities of Borrowing Arrangements and Other Provisions Excluding Capital Lease Obligations

As of September 30, 2021, our indebtedness had the following maturities:

	Principal Amount Due at Maturity		Unsecured Revolving Credit Facility and Commercial Paper Notes (1)		Scheduled Periodic Amortization		Total Maturities
	(In thousands)
2021	$	293,626	$	370,000	$	15,082	$	678,708
2022	564,208		—		52,150		616,358
2023	810,886		—		38,684		849,570
2024	1,636,695		—		32,915		1,669,610
2025	2,045,971		49,141		26,761		2,121,873
Thereafter	6,077,692		—		128,935		6,206,627
Total maturities	$	11,429,078	$	419,141	$	294,527	$	12,142,746

(1)At September 30, 2021, we had $275.4 million of borrowings outstanding under our unsecured revolving credit facility and commercial paper program, net of $143.8 million of unrestricted cash and cash equivalents.

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FAIR VALUES OF FINANCIAL INSTRUMENTS (Tables)

9 Months Ended

Sep. 30, 2021

Fair Value Disclosures [Abstract]

Carrying Amounts and Fair Values of Financial Instruments

The carrying amounts and fair values of our financial instruments were as follows:

	As of September 30, 2021				As of December 31, 2020
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
	(In thousands)
Assets:
Cash and cash equivalents	$	143,770	$	143,770	$	413,327	$	413,327
Escrow deposits and restricted cash	52,752		52,752		38,313		38,313
Stock warrants	68,884		68,884		50,098		50,098
Secured mortgage loans and other, net	488,999		477,114		555,840		508,707
Non-mortgage loans receivable, net	63,989		64,346		57,077		57,009
Marketable debt securities	—		—		237,553		237,553
Government-sponsored pooled loan investments, net	41,440		41,440		49,727		49,727
Derivative instruments	763		763		2		2
Liabilities:
Senior notes payable and other debt, gross	12,142,746		13,040,731		11,983,071		13,075,337
Derivative instruments	16,286		16,286		28,338		28,338
Redeemable OP Units	194,424		194,424		145,983		145,983

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STOCKHOLDERS' EQUITY (Tables)

9 Months Ended

Sep. 30, 2021

Equity [Abstract]

Accumulated Other Comprehensive Income

The following is a summary of our accumulated other comprehensive loss:

	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Foreign currency translation	$	(56,250)	$	(51,947)
Available for sale securities	2,996		25,712
Derivative instruments	(14,347)		(28,119)
Total accumulated other comprehensive loss	$	(67,601)	$	(54,354)

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EARNINGS PER SHARE (Tables)

9 Months Ended

Sep. 30, 2021

Earnings Per Share [Abstract]

Computation of Basic and Diluted Earnings Per Common Share

The following table shows the amounts used in computing our basic and diluted earnings per share:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2021		2020		2021		2020
	(In thousands, except per share amounts)
Numerator for basic and diluted earnings per share:
Income from continuing operations	$	62,774	$	13,737	$	95,664	$	329,232
Net income	62,774		13,737		95,664		329,232
Net income attributable to noncontrolling interests	2,094		986		5,802		534
Net income attributable to common stockholders	$	60,680	$	12,751	$	89,862	$	328,698
Denominator:
Denominator for basic earnings per share—weighted average shares	381,996		373,177		377,271		372,997
Effect of dilutive securities:
Stock options	72		—		45		—
Restricted stock awards	404		163		340		147
OP unitholder interests	3,051		2,955		2,987		2,968
Denominator for diluted earnings per share—adjusted weighted average shares	385,523		376,295		380,643		376,112
Basic earnings per share:
Income from continuing operations	$	0.16	$	0.04	$	0.25	$	0.88
Net income attributable to common stockholders	0.16		0.03		0.24		0.88
Diluted earnings per share:
Income from continuing operations	$	0.16	$	0.04	$	0.25	$	0.88
Net income attributable to common stockholders	0.16		0.03		0.24		0.87

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SEGMENT INFORMATION (Tables)

9 Months Ended

Sep. 30, 2021

Segment Reporting [Abstract]

Summary information by reportable business segment

Summary information by reportable business segment is as follows:

	For the Three Months Ended September 30, 2021
	Triple-Net Leased Properties		Senior Living Operations		Office Operations		All Other		Total
	(In thousands)
Revenues:
Rental income	$	181,379	$	—	$	201,673	$	—	$	383,052
Resident fees and services	—		558,039		—		—		558,039
Office building and other services revenue	—		—		2,872		2,969		5,841
Income from loans and investments	—		—		—		28,729		28,729
Interest and other income	—		—		—		417		417
Total revenues	$	181,379	$	558,039	$	204,545	$	32,115	$	976,078
Total revenues	$	181,379	$	558,039	$	204,545	$	32,115	$	976,078
Less:
Interest and other income	—		—		—		417		417
Property-level operating expenses	3,268		453,659		66,401		—		523,328
Office building services costs	—		—		522		—		522
Segment NOI	$	178,111	$	104,380	$	137,622	$	31,698	451,811
Interest and other income									417
Interest expense									(108,816)
Depreciation and amortization									(313,596)
General, administrative and professional fees									(30,259)
Loss on extinguishment of debt, net									(29,792)
Merger-related expenses and deal costs									(22,662)
Allowance on loans receivable and investments									60
Other									(33,673)
Income from unconsolidated entities									2,772
Gain on real estate dispositions									150,292
Income tax expense									(3,780)
Income from continuing operations									62,774
Net income									62,774
Net income attributable to noncontrolling interests									2,094
Net income attributable to common stockholders									$	60,680

        

	For the Three Months Ended September 30, 2020
	Triple-Net Leased Properties		Senior Living Operations		Office Operations		All Other		Total
	(In thousands)
Revenues:
Rental income	$	156,136	$	—	$	198,376	$	—	$	354,512
Resident fees and services	—		541,322		—		—		541,322
Office building and other services revenue	—		—		2,440		1,428		3,868
Income from loans and investments	—		—		—		18,666		18,666
Interest and other income	—		—		—		572		572
Total revenues	$	156,136	$	541,322	$	200,816	$	20,666	$	918,940
Total revenues	$	156,136	$	541,322	$	200,816	$	20,666	$	918,940
Less:
Interest and other income	—		—		—		572		572
Property-level operating expenses	5,398		422,653		66,934		—		494,985
Office building services costs	—		—		557		—		557
Segment NOI	$	150,738	$	118,669	$	133,325	$	20,094	422,826
Interest and other income									572
Interest expense									(115,505)
Depreciation and amortization									(249,366)
General, administrative and professional fees									(32,081)
Loss on extinguishment of debt, net									(7,386)
Merger-related expenses and deal costs									(11,325)
Allowance on loans receivable and investments									(4,999)
Other									(5,681)
Income from unconsolidated entities									865
Gain on real estate dispositions									12,622
Income tax benefit									3,195
Income from continuing operations									13,737
Net income									13,737
Net income attributable to noncontrolling interests									986
Net income attributable to common stockholders									$	12,751

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DESCRIPTION OF BUSINESS (Details)	9 Months Ended
	Sep. 30, 2021 tenant property segment
Real estate properties
Number of Properties Held for Sale	1,300
Number of Reportable Segments | segment	3
Largest tenants | tenant	3
Brookdale Senior Living
Real estate properties
Number of Properties Held for Sale	121
Ardent
Real estate properties
Number of Properties Held for Sale	12
Kindred
Real estate properties
Number of Properties Held for Sale	32
Triple-Net Leased Properties
Real estate properties
Number of Properties Held for Sale	354
Seniors Housing Communities
Real estate properties
Number of Properties Held for Sale	551

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ACCOUNTING POLICIES - Schedule of VIEs (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Variable Interest Entity
Assets	$ 25,044,424	$ 23,929,404
Liabilities	13,596,935	13,415,723
Variable Interest Entity | NHP/PMB L.P.
Variable Interest Entity
Assets	750,455	649,128
Liabilities	253,675	238,168
Variable Interest Entity | Other Identified VIEs
Variable Interest Entity
Assets	4,016,054	4,095,102
Liabilities	1,673,060	1,653,036
Variable Interest Entity | Tax Credit VIEs
Variable Interest Entity
Assets	461,065	614,490
Liabilities	$ 105,525	$ 204,746

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ACCOUNTING POLICIES - Redeemable OP Unitholder and Noncontrolling Interest (Details) shares in Millions, $ in Millions	1 Months Ended	9 Months Ended
	Sep. 30, 2021 USD ($) shares	Sep. 30, 2021 USD ($) shares	Dec. 31, 2020 USD ($)
Redeemable Noncontrolling Interest
Unit conversion factor for common stock	0.9051	0.9051
Redeemable OP unitholder interest, fair value | $	$ 194.4	$ 194.4	$ 146.0
NHP/PMB L.P. | Class A
Redeemable Noncontrolling Interest
Units issued to third party investors	0.6
NHP/PMB L.P. | Limited Partner | Class A
Redeemable Noncontrolling Interest
Limited partners' units outstanding	3.9	3.9
NHP/PMB L.P. | General Partner | Class B
Redeemable Noncontrolling Interest
General partners' units outstanding	7.5	7.5
NHP/PMB L.P. | Limited Partner | Class A
Redeemable Noncontrolling Interest
Percentage of limited partner ownership interest on total units outstanding		34.00%
NHP/PMB L.P. | General Partner | Class B
Redeemable Noncontrolling Interest
Percentage of general partner ownership interest on total units outstanding		66.00%

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ACCOUNTING POLICIES - Accounting for Historic and New Markets Tax Credits (Details)	Sep. 30, 2021 property
Real Estate
Number of Properties Held for Sale	1,300
Maximum of qualified investment potentially received as new market tax credit	39.00%
Amount of recapture per year historic tax credits are subject to one year after completion of project	20.00%
Amount of recapture new market tax credits are subject to until the end of the seventh year following the qualified investment	100.00%
Real estate properties that qualify for certain tax credits
Real Estate
Number of Properties Held for Sale	6

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ACCOUNTING POLICIES - Accounting for Real Estate Acquisitions (Details)	9 Months Ended
	Sep. 30, 2021
Building
Real Estate
Estimated remaining life (in years)	35 years

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ACCOUNTING POLICIES - Revenue Recognition (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Revenue from Contract with Customer [Abstract]
Straight-line rent receivables	$ 173,591
Straight-line rent receivables, net		$ 169,711

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CONCENTRATION OF CREDIT RISK - Narrative (Details) $ in Thousands, shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2021 USD ($) property state province shares	Sep. 30, 2020 USD ($)	Sep. 30, 2021 USD ($) property state province shares	Sep. 30, 2020 USD ($)	Dec. 31, 2020 USD ($)
Concentration Risk
Number of Properties Held for Sale | property	1,300		1,300
Cash and cash equivalents | $	$ 143,770		$ 143,770		$ 413,327
Non-mortgage loans receivable, net | $	63,989		63,989		57,077
Rental income | $	383,052	$ 354,512	1,100,003	$ 1,126,934
Secured/mortgage loans and other, net
Concentration Risk
Debt securities, held-to-maturity | $	$ 488,999		$ 488,999		$ 555,840
Consolidated Seniors Housing Communities
Concentration Risk
Number of Properties Held for Sale | property	542		542
Brookdale Senior Living
Concentration Risk
Number of securities called by warrants | shares	16.3		16.3
Atria and Sunrise | Consolidated Seniors Housing Communities
Concentration Risk
Number of Properties Held for Sale | property	279		279
Experienced Operators | Senior Living Communities, Operations to be Transitioned | Scenario, Plan
Concentration Risk
Number of Properties Held for Sale | property	90		90
Customer Concentration Risk | Total Gross Book Value of Properties | Hospitals, Medical Office Building and Other
Concentration Risk
Concentration percentage			33.30%
Customer Concentration Risk | Total Gross Book Value of Properties | Senior Living Operations | Senior Housing Communities
Concentration Risk
Concentration percentage			52.40%
Customer Concentration Risk | Total Gross Book Value of Properties | Triple-Net Leased Properties | Senior Housing Communities
Concentration Risk
Concentration percentage			14.30%
Customer Concentration Risk | Total Gross Book Value of Properties | Atria
Concentration Risk
Concentration percentage			19.90%
Customer Concentration Risk | Total Gross Book Value of Properties | Sunrise
Concentration Risk
Concentration percentage			10.00%
Customer Concentration Risk | Total Gross Book Value of Properties | Brookdale Senior Living
Concentration Risk
Concentration percentage			7.90%
Customer Concentration Risk | Total Gross Book Value of Properties | Ardent
Concentration Risk
Concentration percentage			4.70%
Customer Concentration Risk | Total Gross Book Value of Properties | Kindred
Concentration Risk
Concentration percentage			1.00%
Geographic Concentration Risk
Concentration Risk
Number of states in which entity operates | state	47		47
Number of states accounting for more than 10% of total revenues and net operating income | state	1		1
Continuing revenues and NOI threshold			10.00%
Geographic Concentration Risk | CANADA
Concentration Risk
Number of Canadian provinces in which entity operates | province	7		7

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CONCENTRATION OF CREDIT RISK - Triple-Net Leased Properties (Details) - Customer Concentration Risk	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Revenues | Brookdale Senior Living
Concentration Risk
Concentration percentage	3.80%	4.00%
Revenues | Ardent
Concentration Risk
Concentration percentage	3.30%	3.30%
Revenues | Kindred
Concentration Risk
Concentration percentage	3.50%	3.60%
NOI | Brookdale Senior Living
Concentration Risk
Concentration percentage	8.20%	8.80%
NOI | Ardent
Concentration Risk
Concentration percentage	7.10%	7.20%
NOI | Kindred
Concentration Risk
Concentration percentage	7.50%	7.80%

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ACQUISITIONS OF REAL ESTATE PROPERTY (Narrative) (Details) $ in Millions	Nov. 05, 2021 USD ($) property	Sep. 21, 2021 USD ($) shares
New Senior Investment Group Inc. Acquisition
Business Acquisition [Line Items]
Value of assets acquired		$ 2,400.0
Number of shares issued in transaction | shares		13,300,000
Number of shares issued for each acquiree share | shares		0.1561
Mortgage debt assumed in transaction		$ 482.5
Cash paid for transaction at closing		1,100.0
Asset Acquisition, Price of Acquisition		$ 2,300.0
Canadian Senior Housing Community Acquisition | Subsequent Event
Business Acquisition [Line Items]
Value of assets acquired	$ 180.0
Number of properties acquired | property	6
Behavioral Health Center Acquisition | Subsequent Event
Business Acquisition [Line Items]
Value of assets acquired	$ 58.0

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DISPOSITIONS AND IMPAIRMENTS - DISPOSITIONS - (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021 USD ($) property	Sep. 30, 2020 USD ($)	Sep. 30, 2021 USD ($) property	Sep. 30, 2020 USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of real estate properties | property	1,300		1,300
Gain on real estate dispositions | $	$ 150,292	$ 12,622	$ 194,083	$ 240,101
Impairment of real estate | $			$ 173,000	$ 129,500
Triple-Net Leased Properties
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of real estate properties | property	354		354
Dispositions
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of real estate | $			$ 497,300
Gain on real estate dispositions | $			$ 194,100
Dispositions | Medical Office Buildings
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of real estate properties | property	27		27
Dispositions | Triple-Net Leased Properties
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of real estate properties | property	6		6

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DISPOSITIONS AND IMPAIRMENTS - Real Estate Assets Held For Sale (Details) $ in Thousands	Sep. 30, 2021 USD ($) property	Dec. 31, 2020 USD ($) property
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of Properties Held for Sale | property	1,300
Assets held for sale	$ 316,769	$ 9,608
Liabilities related to assets held for sale	20,518	3,246
Triple-Net Leased Properties
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale	1,414	4,960
Liabilities related to assets held for sale	621	2,690
Office Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale	12,813	15
Liabilities related to assets held for sale	2,096	101
Senior Living Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale	302,542	4,633
Liabilities related to assets held for sale	$ 17,801	$ 455
Disposal Group, Held-for-sale, Not Discontinued Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of Properties Held for Sale | property	32	2
Disposal Group, Held-for-sale, Not Discontinued Operations | Triple-Net Leased Properties
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of Properties Held for Sale | property	1	1
Disposal Group, Held-for-sale, Not Discontinued Operations | Office Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of Properties Held for Sale | property	6	0
Disposal Group, Held-for-sale, Not Discontinued Operations | Senior Living Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of Properties Held for Sale | property	25	1

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LOANS RECEIVABLE AND INVESTMENTS - LOANS RECEIVABLE AND INVESTMENTS - (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Loans Receivable And Investments [Abstract]
Total loans receivable and investments, net, carrying amount	$ 594,428	$ 900,197

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LOANS RECEIVABLE AND INVESTMENTS (Details) - USD ($) $ in Thousands	1 Months Ended
	Oct. 31, 2021	Sep. 30, 2021	Dec. 31, 2020
Accounts, Notes, Loans and Financing Receivable
Debt Securities, Held-to-maturity, Allowance for Credit Loss		$ (5,629)	$ (26,469)
Debt securities, available-for-sale, unrealized gain		2,996	27,638
Debt securities, available-for-sale, carrying value		0	237,553
Non-mortgage loans receivable, net		63,989	57,077
Total loans receivable and investments, net, amortized cost		597,060	899,028
Total loans receivable and investments, net, carrying amount		594,428	900,197
Total loans receivable and investments, net, fair value		582,900	852,996
Non-mortgage loans receivable, net
Accounts, Notes, Loans and Financing Receivable
Debt Securities, Held-to-maturity, Allowance for Credit Loss		(5,629)	(17,623)
Non-mortgage loans receivable, amortized cost		69,618	74,700
Non-mortgage loans receivable, net, unrealized gain		0	0
Non-mortgage loans receivable, net		63,989	57,077
Non-mortgage loans receivable, fair value		64,346	57,009
Non-mortgage loans receivable, net | Brookdale Senior Living | Subsequent Event
Accounts, Notes, Loans and Financing Receivable
Proceeds From Collection Of Debt Securities, Held-to-maturity	$ 45,000
Secured/mortgage loans and other, net
Accounts, Notes, Loans and Financing Receivable
Debt securities, held-to-maturity		488,999	555,840
Debt Securities, Held-to-maturity, Allowance for Credit Loss		0	0
Debt securities, held-to-maturity, accumulated unrecognized gain		0	0
Debt securities, held-to-maturity, fair value		477,114	508,707
Government-sponsored pooled loan investments, net
Accounts, Notes, Loans and Financing Receivable
Debt Securities, Held-to-maturity, Allowance for Credit Loss		0	(8,846)
Debt securities, available-for-sale, amortized cost		38,443	55,154
Debt securities, available-for-sale, unrealized gain		2,996	3,419
Debt securities, available-for-sale, carrying value		41,440	49,727
Total investments reported as secured loans receivable and investments, net
Accounts, Notes, Loans and Financing Receivable
Debt Securities, Held-to-maturity, Allowance for Credit Loss		0	(8,846)
Debt securities, available-for-sale, unrealized gain		2,996	3,419
Debt securities, available-for-sale and held-to-maturity, amortized cost		527,442	610,994
Debt Securities, Available-for-sale and Held-to-maturity		530,439	605,567
Debt securities, Available-for-Sale and Held-to-Maturity, fair value		$ 518,554	558,434
Marketable debt securities
Accounts, Notes, Loans and Financing Receivable
Debt Securities, Held-to-maturity, Allowance for Credit Loss			0
Debt securities, available-for-sale, amortized cost			213,334
Debt securities, available-for-sale, unrealized gain			24,219
Debt securities, available-for-sale, carrying value			$ 237,553

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LOANS RECEIVABLE AND INVESTMENTS - 2021 Activity (Details) $ in Thousands	1 Months Ended			3 Months Ended	9 Months Ended		12 Months Ended
	Oct. 31, 2021 USD ($)	Jul. 31, 2021 USD ($)	Apr. 30, 2021 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2020 USD ($)	Dec. 31, 2020 USD ($)
Accounts, Notes, Loans and Financing Receivable
Gain on real estate loan investments					$ 2,006	$ 167
Available for sale securities				$ 2,996	2,996		$ 25,712
Non-mortgage loans receivable, net
Accounts, Notes, Loans and Financing Receivable
Debt Securities, Held-to-maturity, Allowance for Credit Loss, Period Increase (Decrease)				11,900
Non-mortgage loans receivable, net | Brookdale Senior Living | Subsequent Event
Accounts, Notes, Loans and Financing Receivable
Proceeds From Collection Of Debt Securities, Held-to-maturity	$ 45,000
Secured/mortgage loans and other, net | Holiday Management Company
Accounts, Notes, Loans and Financing Receivable
Proceeds From Collection Of Debt Securities, Held-to-maturity		$ 66,000
Government-sponsored pooled loan investments, net
Accounts, Notes, Loans and Financing Receivable
Debt Securities, Held-to-maturity, Allowance for Credit Loss, Period Increase (Decrease)				$ 8,800
Full repayments on loans receivable [Member]
Accounts, Notes, Loans and Financing Receivable
Proceeds from Collection of Loans Receivable					16,500
Gain on real estate loan investments					$ 1,000
Available for sale securities							1,200
Debt Instrument, Weighted Average Interest				8.30%	8.30%
Full repayments on loans receivable [Member] | Ardent
Accounts, Notes, Loans and Financing Receivable
Proceeds from Collection of Loans Receivable		$ 224,000
Debt securities, effective interest rate				9.75%	9.75%
Redemption price, percent of principal		1.07313
Gain on real estate loan investments				$ 16,600			$ 23,000
Full repayments on loans receivable [Member] | Government-sponsored pooled loan investments, net
Accounts, Notes, Loans and Financing Receivable
Proceeds from Collection of Loans Receivable			$ 19,200

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INVESTMENTS IN UNCONSOLIDATED ENTITIES (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021 USD ($) board_member property	Sep. 30, 2020 USD ($)	Sep. 30, 2021 USD ($) board_member property	Sep. 30, 2020 USD ($)	Dec. 31, 2020 USD ($)	Oct. 15, 2020 USD ($) property
Equity method investments
Number of Properties Held for Sale | property	1,300		1,300
Non-mortgage loans receivable, net	$ 63,989		$ 63,989		$ 57,077
Real Estate Investments, Unconsolidated Real Estate and Other Joint Ventures	$ 507,880		$ 507,880		$ 443,688
Atria
Equity method investments
Ownership percentage	34.00%		34.00%
Number of board members appointed | board_member	2		2
Number of board members | board_member	6		6
Ardent
Equity method investments
Ownership percentage	9.80%		9.80%
Number of board members appointed | board_member	1		1
Number of board members | board_member	11		11
Eclipse Senior Living
Equity method investments
Ownership percentage	34.00%		34.00%
Number of board members appointed | board_member	2		2
Number of board members | board_member	6		6
Remaining ownership percentage retained by investee	66.00%		66.00%
Other 2020 acquisitions | The Fund
Equity method investments
Number of Properties Held for Sale | property						2
Assets under Management, Carrying Amount						$ 2,100,000
Payments to Acquire Real Estate and Real Estate Joint Ventures	$ 272,000
Management Service
Equity method investments
Management fees	$ 3,200	$ 1,500	$ 8,900	$ 3,900
Unconsolidated Properties | The Fund
Equity method investments
Ownership percentage	21.10%		21.10%		22.90%
Real Estate Investments, Unconsolidated Real Estate and Other Joint Ventures	$ 271,494		$ 271,494		$ 279,983
Unconsolidated Properties | VTRAZ JV
Equity method investments
Ownership percentage	22.90%		22.90%		22.80%
Real Estate Investments, Unconsolidated Real Estate and Other Joint Ventures	$ 30,277		$ 30,277		$ 34,690
Unconsolidated Properties | R&I JV
Equity method investments
Ownership percentage	51.00%		51.00%		50.30%
Real Estate Investments, Unconsolidated Real Estate and Other Joint Ventures	$ 200,311		$ 200,311		$ 123,445
Unconsolidated Properties | Ventas Investment Management Platform (VIM)
Equity method investments
Real Estate Investments, Unconsolidated Real Estate and Other Joint Ventures	502,082		502,082		438,118
Unconsolidated Properties | Equity Method Investment, Nonconsolidated Investee, Other
Equity method investments
Real Estate Investments, Unconsolidated Real Estate and Other Joint Ventures	$ 5,798		$ 5,798		$ 5,570
Unconsolidated Properties | Equity Method Investment, Nonconsolidated Investee, Other | Minimum
Equity method investments
Ownership percentage	34.00%		34.00%		34.00%
Unconsolidated Properties | Equity Method Investment, Nonconsolidated Investee, Other | Maximum
Equity method investments
Ownership percentage	50.00%		50.00%		50.00%

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INTANGIBLES (Details) - USD ($) $ in Thousands	6 Months Ended	9 Months Ended
	Jun. 30, 2021	Sep. 30, 2021	Dec. 31, 2020
Intangible assets:
Lease intangible assets		$ 1,372,462	$ 1,230,886
Goodwill		1,046,070	1,051,650
Accumulated amortization		(921,399)	(941,462)
Net intangible assets		$ 1,531,645	1,376,944
Finite-lived intangible assets, remaining amortization period	10 years 3 months 18 days	6 years 9 months 18 days
Intangible liabilities:
Below market lease intangibles		$ 334,437	339,265
Other lease intangibles		13,498	13,498
Accumulated amortization		(241,810)	(212,655)
Purchase option intangibles		3,568	3,568
Net intangible liabilities		$ 109,693	143,676
Below market leases, remaining weighted average amortization period (in years)	14 years 3 months 18 days	9 years 9 months 18 days
Net intangible liabilities, remaining weighted average amortization period (in years)	14 years 3 months 18 days	9 years 9 months 18 days
Above Market Lease Intangibles
Intangible assets:
Lease intangible assets		$ 137,166	140,096
Finite-lived intangible assets, remaining amortization period	6 years 4 months 24 days	6 years
In-place and Other Lease Intangibles
Intangible assets:
Lease intangible assets		$ 1,235,296	1,090,790
Finite-lived intangible assets, remaining amortization period	10 years 8 months 12 days	6 years 9 months 18 days
Other Intangibles
Intangible assets:
Other intangibles		$ 34,512	$ 35,870
Finite-lived intangible assets, remaining amortization period	10 years	6 years 9 months 18 days

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OTHER ASSETS (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions	Sep. 30, 2021	Dec. 31, 2020
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Straight-line rent receivables	$ 173,591
Straight-line rent receivables, net		$ 169,711
Non-mortgage loans receivable, net	63,989	57,077
Debt securities, available-for-sale, carrying value	0	237,553
Other intangible assets, net	7,474	4,659
Investment in unconsolidated operating entities	78,813	63,768
Other	250,502	224,363
Other assets	$ 643,253	$ 807,229
Brookdale Senior Living
Class of Warrant or Right [Line Items]
Number of securities called by warrants	16.3
Warrants, exercise price	$ 3.00

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SENIOR NOTES PAYABLE AND OTHER DEBT - Summary of Senior Notes Payables and Other Debt (Details) $ in Thousands, $ in Millions	Sep. 30, 2021 USD ($)	Sep. 30, 2021 CAD ($)	Aug. 31, 2021 USD ($)	Jul. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Apr. 30, 2020
Debt instruments
Commercial paper	$ 370,000				$ 0
Deferred financing costs, net	(71,313)				(68,343)
Unamortized fair value adjustment	35,316				12,618
Unamortized discounts	(27,914)				(31,934)
Long-term debt and short-term borrowings, gross	12,142,746				11,983,071
Senior notes payable and other debt	12,078,835				11,895,412
Unsecured revolving credit facility (1) | Revolving Credit Facility
Debt instruments
Fair value of amount outstanding	49,141				39,395
Unsecured revolving credit facility (1) | Revolving Credit Facility | Borrowings Originally Denominated in CAD
Debt instruments
Mortgage loans and other	23,300				12,200
Unsecured revolving credit facility (1) | Revolving Credit Facility | Borrowings Originally Denominated in GBP
Debt instruments
Mortgage loans and other	25,900				27,200
Secured revolving construction credit facility due 2022 | Revolving Credit Facility
Debt instruments
Fair value of amount outstanding	0				154,098
Floating Rate, Series F due 2021 [Member]
Debt instruments
Senior notes	236,630				235,664
3.25% Senior Notes due 2022
Debt instruments
Senior notes	$ 0			$ 263,700	263,687
Interest rate	3.25%	3.25%
3.30% Senior Notes, Series C due 2022
Debt instruments
Senior notes	$ 197,192				196,386
Interest rate	3.30%	3.30%
Unsecured Term Loan Due 2023
Debt instruments
Unsecured term loan	$ 200,000				200,000
3.125% Senior Notes due 2023
Debt instruments
Senior notes			$ 0		400,000
Interest rate	3.125%	3.125%
3.10% Senior Notes due 2023
Debt instruments
Senior notes	$ 0				400,000
Interest rate	3.10%	3.10%				3.10%
2.55% Senior Notes, Series D due 2023
Debt instruments
Senior notes	$ 216,911				216,025
Interest rate	2.55%	2.55%
3.50% Senior Notes due 2024
Debt instruments
Senior notes	$ 400,000				400,000
Interest rate	3.50%	3.50%
3.75% Senior Notes due 2024
Debt instruments
Senior notes	$ 400,000				400,000
Interest rate	3.75%	3.75%
4.125% Senior Notes, Series B due 2024
Debt instruments
Senior notes	$ 197,192				196,386
Interest rate	4.125%	4.125%
2.80% Senior Notes, Series E due 2024
Debt instruments
Senior notes	$ 473,261				471,328
Interest rate	2.80%	2.80%
Unsecured Term Loan due 2025
Debt instruments
Unsecured term loan	$ 394,384	$ 500			392,773
3.50% Senior Notes due 2025
Debt instruments
Senior notes	$ 600,000				600,000
Interest rate	3.50%	3.50%
2.65% Senior Notes due 2025
Debt instruments
Senior notes	$ 450,000				450,000
Interest rate	2.65%	2.65%
4.125% Senior Notes due 2026
Debt instruments
Senior notes	$ 500,000				500,000
Interest rate	4.125%	4.125%
3.25% Senior Notes due 2026
Debt instruments
Senior notes	$ 450,000				450,000
Interest rate	3.25%	3.25%
3.85% Senior Notes Due 2027
Debt instruments
Senior notes	$ 400,000				400,000
Interest rate	3.85%	3.85%
4.00% Senior Notes due 2028
Debt instruments
Senior notes	$ 650,000				650,000
Interest rate	4.00%	4.00%
4.40% Senior Notes due 2029
Debt instruments
Senior notes	$ 750,000				750,000
Interest rate	4.40%	4.40%
3.00% Senior Notes due 2030
Debt instruments
Senior notes	$ 650,000				650,000
Interest rate	3.00%	3.00%
4.75% Senior Notes due 2030
Debt instruments
Senior notes	$ 500,000				500,000
Interest rate	4.75%	4.75%
2.50% Senior Notes due 2031
Debt instruments
Senior notes	$ 500,000				0
Interest rate	2.50%	2.50%
6.90% Senior Notes due 2037
Debt instruments
Senior notes	$ 52,400				52,400
Interest rate	6.90%	6.90%
6.59% Senior Notes due 2038
Debt instruments
Senior notes	$ 22,823				22,823
Interest rate	6.59%	6.59%
5.70% Senior Notes due 2043
Debt instruments
Senior notes	$ 300,000				300,000
Interest rate	5.70%	5.70%
4.375% Senior Notes due 2045
Debt instruments
Senior notes	$ 300,000				300,000
Interest rate	4.375%	4.375%
4.875% Senior Notes due 2049
Debt instruments
Senior notes	$ 300,000				300,000
Interest rate	4.875%	4.875%
Mortgages Loans and Other
Debt instruments
Mortgage loans and other	$ 2,582,812				$ 2,092,106

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SENIOR NOTES PAYABLE AND OTHER DEBT - Indebtedness of Maturities (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Scheduled maturities of borrowing arrangements and other provisions excluding capital lease obligations
2019	$ 678,708
2020	616,358
2021	849,570
2022	1,669,610
2023	2,121,873
Thereafter	6,206,627
Long-term debt and short-term borrowings, gross	12,142,746	$ 11,983,071
Unrestricted cash and cash equivalents	143,770	$ 413,327
Unsecured Revolving Credit Facility and Commercial Paper
Scheduled maturities of borrowing arrangements and other provisions excluding capital lease obligations
2019	370,000
2020	0
2021	0
2022	0
2023	49,141
Thereafter	0
Long-term debt and short-term borrowings, gross	419,141
Remaining borrowing capacity	275,400
Principal Amount Due at Maturity
Scheduled maturities of borrowing arrangements and other provisions excluding capital lease obligations
2019	293,626
2020	564,208
2021	810,886
2022	1,636,695
2023	2,045,971
Thereafter	6,077,692
Long-term debt and short-term borrowings, gross	11,429,078
Scheduled Periodic Amortization
Scheduled maturities of borrowing arrangements and other provisions excluding capital lease obligations
2019	15,082
2020	52,150
2021	38,684
2022	32,915
2023	26,761
Thereafter	128,935
Long-term debt and short-term borrowings, gross	$ 294,527

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SENIOR NOTES PAYABLE AND OTHER DEBT - Credit Facilities, Commerical Paper and Unsecured Term Loans (Details) $ in Millions	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2021 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2021 USD ($) period	Sep. 30, 2020 USD ($)	Dec. 31, 2020 USD ($)	Sep. 30, 2021 CAD ($)
Debt instruments
Commercial paper	$ 370,000,000		$ 370,000,000		$ 0
Commercial paper program capacity	1,000,000,000		1,000,000,000
Loss on extinguishment of debt	29,792,000	$ 7,386,000	56,808,000	$ 7,386,000
Unsecured debt | Revolving Credit Facility
Debt instruments
Maximum borrowing capacity	2,750,000,000		$ 2,750,000,000		3,000,000,000
Additional periods | period			2
Additional period term			6 months
Accordion feature of debt	3,750,000,000		$ 3,750,000,000
Remaining borrowing capacity	2,700,000,000		2,700,000,000
Fair value of amount outstanding	49,141,000		49,141,000		$ 39,395,000
Letters of credit outstanding	24,900,000		$ 24,900,000
Unsecured debt | Revolving Credit Facility | LIBOR
Debt instruments
Variable interest rate			0.825%		0.875%
Unsecured Term Loan Due 2023
Debt instruments
Accordion feature of debt	800,000,000		$ 800,000,000
Unsecured debt	$ 200,000,000		200,000,000		$ 200,000,000
Unsecured Term Loan Due 2023 | LIBOR
Debt instruments
Variable interest rate	0.90%
Unsecured Term Loan due 2025
Debt instruments
Unsecured debt	$ 394,384,000		394,384,000		392,773,000	$ 500
Unsecured Term Loan due 2025 | Canadian Dollar Offered Rate (CDOR)
Debt instruments
Variable interest rate	0.90%
Secured revolving construction credit facility due 2022 | Revolving Credit Facility
Debt instruments
Fair value of amount outstanding	$ 0		$ 0		$ 154,098,000
Termination of secured revolving credit facility	400,000,000
Loss on extinguishment of debt	$ 500,000

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SENIOR NOTES PAYABLE AND OTHER DEBT - Senior Notes (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2021	Jun. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Aug. 31, 2021	Jul. 31, 2021	Dec. 31, 2020	Apr. 30, 2020
Debt instruments
Loss on extinguishment of debt	$ 29,792		$ 7,386	$ 56,808	$ 7,386
2.50% Senior Notes due 2031
Debt instruments
Senior notes	$ 500,000			$ 500,000				$ 0
Interest rate	2.50%			2.50%
Public offering price as percent of par	99.74%			99.74%
3.125% Senior Notes due 2023
Debt instruments
Senior notes						$ 0		400,000
Interest rate	3.125%			3.125%
Loss on extinguishment of debt	$ 20,900
3.25% Senior Notes due 2022
Debt instruments
Senior notes	$ 0			$ 0			$ 263,700	263,687
Interest rate	3.25%			3.25%
Loss on extinguishment of debt	$ 8,200
3.10% Senior Notes due 2023
Debt instruments
Senior notes	$ 0			$ 0				$ 400,000
Interest rate	3.10%			3.10%					3.10%
Loss on extinguishment of debt		$ 27,300

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SENIOR NOTES PAYABLE AND OTHER DEBT - Mortgages (Details) $ in Thousands, $ in Millions	Sep. 21, 2021 USD ($)	Sep. 30, 2021 USD ($)	Sep. 21, 2021 CAD ($)	Dec. 31, 2020 USD ($)
Business Acquisition [Line Items]
Unamortized fair value adjustment		$ 35,316		$ 12,618
Mortgages Loans and Other | New Senior Investment Group Inc. Acquisition
Business Acquisition [Line Items]
Unamortized fair value adjustment			$ 25.4
New Senior Investment Group Inc. Acquisition
Business Acquisition [Line Items]
Mortgage debt assumed in transaction	$ 482,500
New Senior Investment Group Inc. Acquisition | Mortgages Loans and Other
Business Acquisition [Line Items]
Mortgage debt assumed in transaction	$ 482,500

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FAIR VALUES OF FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Assets:
Cash and cash equivalents	$ 143,770	$ 413,327
Escrow deposits and restricted cash	52,752	38,313
Non-mortgage loans receivable, net	63,989	57,077
Debt securities, available-for-sale, carrying value	0	237,553
Liabilities:
Long-term debt and short-term borrowings, gross	12,142,746	11,983,071
Redeemable OP Units, fair value	194,400	146,000
Non-Mortgage Loan Receivable
Assets:
Non-mortgage loans receivable, net	63,989	57,077
Non-mortgage loans receivable, fair value	64,346	57,009
Secured/mortgage loans and other, net
Assets:
Debt securities, held-to-maturity	488,999	555,840
Debt securities, held-to-maturity, fair value	477,114	508,707
Government-Sponsored Pooled Loan Investments
Assets:
Debt securities, available-for-sale, carrying value	41,440	49,727
Carrying Value
Assets:
Cash and cash equivalents	143,770	413,327
Escrow deposits and restricted cash	52,752	38,313
Derivative instruments	763	2
Liabilities:
Derivative instruments	16,286	28,338
Redeemable OP Units, carrying amount	194,424	145,983
Carrying Value | Brookdale Senior Living
Liabilities:
Warrants and Rights Outstanding	68,884	50,098
Carrying Value | Non-Mortgage Loan Receivable
Assets:
Non-mortgage loans receivable, net	63,989	57,077
Carrying Value | Secured/mortgage loans and other, net
Assets:
Debt securities, held-to-maturity	488,999	555,840
Carrying Value | Marketable debt securities
Assets:
Debt securities, available-for-sale, carrying value	0	237,553
Carrying Value | Government-Sponsored Pooled Loan Investments
Assets:
Debt securities, available-for-sale, carrying value	41,440	49,727
Fair Value
Assets:
Cash and cash equivalents, fair value	143,770	413,327
Escrow deposits and restricted cash	52,752	38,313
Derivative instruments	763	2
Liabilities:
Long-term debt and short-term borrowings, fair value	13,040,731	13,075,337
Derivative instruments	16,286	28,338
Redeemable OP Units, fair value	194,424	145,983
Fair Value | Brookdale Senior Living
Liabilities:
Warrants and Rights Outstanding	68,884	50,098
Fair Value | Non-Mortgage Loan Receivable
Assets:
Non-mortgage loans receivable, fair value	64,346	57,009
Fair Value | Secured/mortgage loans and other, net
Assets:
Debt securities, held-to-maturity, fair value	477,114	508,707
Fair Value | Marketable debt securities
Assets:
Debt securities, available-for-sale, carrying value	0	237,553
Fair Value | Government-Sponsored Pooled Loan Investments
Assets:
Debt securities, available-for-sale, carrying value	$ 41,440	$ 49,727

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LITIGATION (Details) - New Senior Investment Group Inc. Acquisition	Sep. 21, 2021 lawsuit
Federal Complaints
Loss Contingencies [Line Items]
Loss Contingency, New Claims Filed, Number	9
Loss Contingency, Number of Plaintiffs	1
State Court Action
Loss Contingencies [Line Items]
Loss Contingency, Number of Plaintiffs	1

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INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Income tax (expense) benefit	$ (3,780)	$ 3,195	$ (9,574)	$ 95,855
Valuation allowance reversal	(3,700)		(3,700)
Deferred tax expense related to restructuring	2,900		2,900
Deferred Tax Assets, Tax Deferred Expense	3,400		3,400
Deferred income tax liabilities	65,196		65,196		$ 62,638
Deferred Tax Assets, Net	$ 11,500		$ 11,500		$ 10,000

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STOCKHOLDERS' EQUITY - Capital Stock (Details) - At-The-Market Equity Offering Program $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2021 USD ($) $ / shares shares	Sep. 30, 2021 USD ($) $ / shares shares
Equity offering [Line Items]
Equity offering program, remaining authorized offering amount	$ 129.0	$ 129.0
Stock issued during period, shares, new issues, equity offering program | shares	10.6	10.9
Issuance of common stock	$ 611.7	$ 626.4
Shares Issued, Price Per Share | $ / shares	$ 57.73	$ 57.71

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STOCKHOLDERS' EQUITY - Summary of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Equity [Abstract]
Foreign currency translation	$ (56,250)	$ (51,947)
Available for sale securities	2,996	25,712
Derivative instruments	(14,347)	(28,119)
Total accumulated other comprehensive loss	$ (67,601)	$ (54,354)

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EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Numerator for basic and diluted earnings per share:
Income from continuing operations	$ 62,774	$ 13,737	$ 95,664	$ 329,232
Net income	62,774	13,737	95,664	329,232
Net income attributable to noncontrolling interests	2,094	986	5,802	534
Net income attributable to common stockholders	$ 60,680	$ 12,751	$ 89,862	$ 328,698
Denominator:
Denominator for basic earnings per share—weighted average shares (in shares)	381,996	373,177	377,271	372,997
Effect of dilutive securities:
Stock options (in shares)	72	0	45	0
Restricted stock awards (in shares)	404	163	340	147
OP Unitholder Interests (in shares)	3,051	2,955	2,987	2,968
Denominator for diluted earnings per share—adjusted weighted average shares (in shares)	385,523	376,295	380,643	376,112
Basic earnings per share:
Income from continuing operations (in usd per share)	$ 0.16	$ 0.04	$ 0.25	$ 0.88
Net income attributable to common stockholders (in usd per share)	0.16	0.03	0.24	0.88
Diluted earnings per share:
Income from continuing operations (in usd per share)	0.16	0.04	0.25	0.88
Net income attributable to common stockholders (in usd per share)	$ 0.16	$ 0.03	$ 0.24	$ 0.87

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SEGMENT INFORMATION - Narrative (Details)	9 Months Ended
	Sep. 30, 2021 USD ($) segment
Segment Reporting [Abstract]
Number of reportable segments | segment	3
Intersegment sales and transfers | $	$ 0

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SEGMENT INFORMATION - Income Statement (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Revenues:
Rental income	$ 383,052	$ 354,512	$ 1,100,003	$ 1,126,934
Income from loans and investments	28,729	18,666	65,404	62,203
Interest and other income	417	572	1,343	6,965
Revenues	976,078	918,940	2,805,563	2,874,192
Less:
Interest and other income	417	572	1,343	6,965
Property-level operating expenses	523,328	494,985	1,504,123	1,474,558
Office building services costs	522	557	1,798	1,827
Segment NOI	451,811	422,826	1,298,299	1,390,842
Interest and other income	417	572	1,343	6,965
Interest expense	(108,816)	(115,505)	(329,634)	(355,333)
Depreciation and amortization	(313,596)	(249,366)	(878,444)	(847,797)
General, administrative and professional fees	(30,259)	(32,081)	(101,156)	(100,621)
Loss on extinguishment of debt, net	(29,792)	(7,386)	(56,808)	(7,386)
Merger-related expenses and deal costs	(22,662)	(11,325)	(28,000)	(26,129)
Other	(33,673)	(5,681)	(10,755)	(16,750)
Income Loss from Equity Method Investments and Remeasurement Gain on Equity Interest in Acquiree		865
Income (loss) from unconsolidated entities	2,772	865	7,289	(15,861)
Gain on real estate dispositions	150,292	12,622	194,083	240,101
Income tax (expense) benefit	(3,780)	3,195	(9,574)	95,855
Income from continuing operations	62,774	13,737	95,664	329,232
Net income	62,774	13,737	95,664	329,232
Net income attributable to noncontrolling interests	2,094	986	5,802	534
Net income attributable to common stockholders	60,680	12,751	89,862	328,698
Financing receivable, Change in allowance	60	(4,999)	9,021	(34,654)
Resident fees and services
Revenues:
Other revenues	558,039	541,322	1,622,641	1,667,421
Office building and other services revenue
Revenues:
Other revenues	5,841	3,868	16,172	10,669
Operating Segments
Less:
Office building services costs			1,798
Operating Segments | Triple-Net Leased Properties
Revenues:
Rental income	181,379	156,136	500,487	527,238
Income from loans and investments	0	0	0	0
Interest and other income	0	0	0	0
Revenues	181,379	156,136	500,487	527,238
Less:
Interest and other income	0	0	0	0
Property-level operating expenses	3,268	5,398	12,525	17,004
Office building services costs	0	0	0	0
Segment NOI	178,111	150,738	487,962	510,234
Interest and other income	0	0	0	0
Operating Segments | Triple-Net Leased Properties | Resident fees and services
Revenues:
Other revenues	0	0	0	0
Operating Segments | Triple-Net Leased Properties | Office building and other services revenue
Revenues:
Other revenues	0	0	0	0
Operating Segments | Senior Living Operations
Revenues:
Rental income	0	0	0	0
Income from loans and investments	0	0	0	0
Interest and other income	0	0	0	0
Revenues	558,039	541,322	1,622,641	1,667,421
Less:
Interest and other income	0	0	0	0
Property-level operating expenses	453,659	422,653	1,296,301	1,265,362
Office building services costs	0	0	0	0
Segment NOI	104,380	118,669	326,340	402,059
Interest and other income	0	0	0	0
Operating Segments | Senior Living Operations | Resident fees and services
Revenues:
Other revenues	558,039	541,322	1,622,641	1,667,421
Operating Segments | Senior Living Operations | Office building and other services revenue
Revenues:
Other revenues	0	0	0	0
Operating Segments | Office Operations
Revenues:
Rental income	201,673	198,376	599,516	599,696
Income from loans and investments	0	0	0	0
Interest and other income	0	0	0	0
Revenues	204,545	200,816	607,272	606,567
Less:
Interest and other income	0	0	0	0
Property-level operating expenses	66,401	66,934	195,297	192,192
Office building services costs	522	557	1,798	1,827
Segment NOI	137,622	133,325	410,177	412,548
Interest and other income	0	0	0	0
Operating Segments | Office Operations | Resident fees and services
Revenues:
Other revenues	0	0	0	0
Operating Segments | Office Operations | Office building and other services revenue
Revenues:
Other revenues	2,872	2,440	7,756	6,871
All Other
Revenues:
Rental income	0	0	0	0
Income from loans and investments	28,729	18,666	65,404	62,203
Interest and other income	417	572	1,343	6,965
Revenues	32,115	20,666	75,163	72,966
Less:
Interest and other income	417	572	1,343	6,965
Property-level operating expenses	0	0	0	0
Office building services costs	0	0	0	0
Segment NOI	31,698	20,094	73,820	66,001
Interest and other income	417	572	1,343	6,965
All Other | Resident fees and services
Revenues:
Other revenues	0	0	0	0
All Other | Office building and other services revenue
Revenues:
Other revenues	$ 2,969	$ 1,428	$ 8,416	$ 3,798

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SEGMENT INFORMATION - Capital Expenditures (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Segment Reporting Information
Payments for Capital Improvements	$ 1,221,944	$ 170,613	$ 1,427,170	$ 481,999
Operating Segments | Triple-Net Leased Properties
Segment Reporting Information
Payments for Capital Improvements	75,544	11,832	92,683	33,000
Operating Segments | Senior Living Operations
Segment Reporting Information
Payments for Capital Improvements	1,093,773	46,349	1,193,646	129,165
Operating Segments | Office Operations
Segment Reporting Information
Payments for Capital Improvements	$ 52,627	$ 112,432	$ 140,841	$ 319,834

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SEGMENT INFORMATION - Revenue and Net Real Estate Property (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Revenues:
Revenues	$ 976,078	$ 918,940	$ 2,805,563	$ 2,874,192
Net real estate property:
Total net real estate property	21,791,995		21,791,995		$ 20,550,035
United States
Revenues:
Revenues	859,524	817,949	2,460,534	2,569,467
Net real estate property:
Total net real estate property	18,545,381		18,545,381		17,303,816
Canada
Revenues:
Revenues	109,046	96,896	322,422	287,056
Net real estate property:
Total net real estate property	2,997,492		2,997,492		2,983,924
United Kingdom
Revenues:
Revenues	7,508	$ 4,095	22,607	$ 17,669
Net real estate property:
Total net real estate property	$ 249,122		$ 249,122		$ 262,295