1
Earnings Release and
Supplemental
Report
third quarter 2017
The Cove
South San Francisco, CA
2
Earnings Release 3
Overview 8
Consolidated Financial Statements 9
Portfolio Summary 13
Same Property Portfolio 15
Capitalization and Debt 16
Investment Summary - Acquisitions, Fundings & Dispositions 19
Developments and Redevelopments 21
Capital Expenditures 23
Portfolio Diversification 25
Expirations and Maturities 26
Triple-net Master Lease Profile 27
Portfolio
Senior Housing Triple-net 28
Senior Housing Operating Portfolio 32
Life Science 39
Medical Office 42
Other 45
Unconsolidated Joint Ventures 48
Guidance 49
Glossary and Debt Ratios 51
Company Information 57
Forward-Looking Statements & Risk Factors 58
Discussion and Reconciliation of Non-GAAP Financial Measures
TABLE OF
Contents
3
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(1) Relates to the impairment of our Tandem Health Care Loan.
(2) For the three months ended September 30, 2017, primarily relates to the departure of our former Executive Vice President and Chief Accounting Officer. For the three months ended September
30, 2016, primarily relates to the departure of our former President and Chief Executive Officer.
(3) Represents the premium associated with the prepayment of $500 million of senior unsecured notes.
(4) Includes $11 million of casualty-related charges and a $2 million deferred income tax benefit.
(5) Includes $2 million of litigation costs.
(6) Represents FFO as adjusted excluding FFO as adjusted from QCP and interest expense related to debt repaid using proceeds from the spin-off, assuming these transactions occurred at the beginning
of the earliest period presented. Comparable FFO as adjusted allows management to evaluate the performance of our remaining real estate portfolio following the completion of the QCP spin-off.
FFO, FFO as adjusted, FAD, Comparable FFO as adjusted, SPP Cash NOI and SPP NOI are supplemental non-GAAP financial measures that we believe are useful in evaluating the operating performance
of real estate investment trusts. See “Discussion and Reconciliation of Non-GAAP Financial Measures” for the quarter ended September 30, 2017 for definitions, discussions of their uses and inherent
limitations, and reconciliations to the most directly comparable financial measures calculated and presented in accordance with GAAP on the Investor Relations section of our website at http://ir.hcpi.com/
financial-reconciliation.
HCP Announces Results for the Quarter Ended September 30, 2017
IRVINE, Calif., Nov. 2, 2017 /PRNewswire/ -- HCP, Inc. (NYSE:HCP) announced results for the quarter ended September 30, 2017.
THIRD QUARTER 2017 AND RECENT HIGHLIGHTS
– EPS, FFO and FFO as adjusted per share, were ($0.02), $0.33 and $0.48, respectively
– Achieved year-over-year three-month SPP Cash NOI growth of 3.2%, including 5.3% in the SHOP portfolio
– Entered into transactions which provide a path to reduce Brookdale concentration to approximately 15.7%
– Reentering the Boston life science market with $228 million acquisition of the Hayden Research Campus, bringing our year-to-date announced acquisitions and developments to $447 million
– Announced launch of sales process for remaining UK holdings
– As previously announced, repurchased $500 million of our 5.375% senior notes due 2021
– Promoted Tom Klaritch to Chief Operating Officer and appointed Shawn Johnston as Chief Accounting Officer
– Increased 2017 FFO as adjusted guidance range and reaffirmed aggregate 2017 SPP Cash NOI growth guidance
Three Months Ended
September 30, 2017
Three Months Ended
September 30, 2016
Per Share
Change(in thousands, except per share amounts) Amount
Diluted
Per Share Amount
Diluted
Per Share
Net income (loss) $ (7,788) $ (0.02) $ 150,924 $ 0.32 $ (0.34)
FFO $ 155,248 $ 0.33 $ 304,387 $ 0.65 $ (0.32)
Other impairments (recoveries), net(1) 2,738 0.01 — — 0.01
Severance and related charges(2) 3,889 0.01 14,464 0.03 (0.02)
Loss on debt extinguishments(3) 54,227 0.11 — — 0.11
Transaction-related items 580 — 17,568 0.04 (0.04)
Casualty-related charges (recoveries), net(4) 8,925 0.02 — — 0.02
Other(5) 2,162 — 94 — —
FFO as adjusted $ 227,769 $ 0.48 $ 336,513 $ 0.72 $ (0.24)
FFO as adjusted from QCP — — (101,549) (0.22) 0.22
Comparable FFO as adjusted(6) $ 227,769 $ 0.48 $ 234,964 $ 0.50 $ (0.02)
FAD $ 202,407 $ 317,540
4
SAME PROPERTY PORTFOLIO OPERATING SUMMARY
The table below outlines the three-month same property portfolio operating results for the quarter:
Year-Over-Year
Occupancy SPP Growth
3Q17 3Q16 NOI Cash NOI
Senior housing triple-net 85.5% 87.1% 3.0% 2.7%
Senior housing operating portfolio ("SHOP")(1) 86.3% 88.8% 3.9% 5.3%
Life science 96.3% 97.1% 2.2% 4.0%
Medical office 91.7% 92.2% 1.5% 2.5%
Other non-reportable segments ("Other")(2) N/A N/A 1.7% 1.3%
Total Portfolio 2.5% 3.2%
_______________________________________
(1) SHOP SPP Cash NOI growth consists of the following components: Assisted Living / Independent Living 4.4% and CCRC joint venture 12.0%.
(2) Other primarily includes our hospitals and U.K. real estate investments. See our Supplemental Report for additional details.
BROOKDALE TRANSACTIONS
We have reached agreements to sell six assets to Brookdale Senior Living, Inc. ("Brookdale") for $275 million and purchase Brookdale’s 10% interest in two joint ventures for $99 million. Additionally,
HCP and Brookdale have agreed to terminate management agreements on 36 senior housing operating properties and leases on 32 triple-net leased communities. Brookdale has agreed to waive fees
on all management agreement terminations and we have agreed to modify the rent on the remaining Brookdale triple-net portfolio, providing a $5 million annual rent reduction. We intend to either
transition to other operators or sell the aforementioned 68 properties during 2018. The anticipated sales are expected to generate $600 million to $900 million of net proceeds to us depending on the
mix of asset sales versus transitions to new operators.
We have also agreed to sell our remaining investments in the RIDEA II senior housing joint venture ("RIDEA II") to an investor group led by Columbia Pacific Advisors, LLC ("CPA") for $332 million.
RIDEA II owns 49 communities, of which 46 are managed by Brookdale.
Combined, these transactions provide a path to reduce our Brookdale concentration, on a pro forma basis, from 27.0% of Cash NOI and Interest Income (excluding the previously announced planned
sale or transition of 25 Brookdale assets) to approximately 15.7%. We intend to use the proceeds from the dispositions primarily to repay debt and for general corporate purposes.
A copy of the corresponding press release and investor presentation with additional details is available on the Investor Relations section of our website at http://ir.hcpi.com.
REENTERING BOSTON LIFE SCIENCE MARKET
In October, we entered into definitive agreements to acquire a $228 million value-add life science campus known as the Hayden Research Campus located in the Boston suburb of Lexington, Massachusetts.
The Hayden acquisition allows us to reenter the Boston life science market with immediate scale and align with a leading local developer, owner and operator, King Street Properties (“King Street”).
We will own an interest in this campus through a consolidated joint venture with King Street. The campus includes two existing buildings totaling 400,000 square feet and is currently 66% leased,
anchored by major life science tenants including Shire US, Inc., a subsidiary of Shire plc, and Merck, Sharp and Dohme, a subsidiary of Merck and Co., Inc. Additionally, King Street is currently seeking
approvals for the joint venture to develop 209,000 square feet of life science space on the campus.
HCP LAUNCHES SALE PROCESS FOR REMAINING UK HOLDINGS
We have launched a formal sales process for our remaining UK holdings. We expect the sale to be completed during the first half of 2018.
OTHER TRANSACTION ACTIVITY
ACQUISITIONS
During the third quarter, we announced $113 million of additional acquisitions, bringing our year-to-date announced acquisitions and developments to $447 million. Significant acquisition activity during
the third quarter includes:
• As previously disclosed, in July, we acquired a portfolio of three medical office buildings in Texas for $49 million.
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• In August, we acquired 6000 Shoreline Court, a 139,000 square foot life science office building in South San Francisco, California for $64 million. 6000 Shoreline is adjacent to our Sierra Point
development site.
DISPOSITIONS
During the third quarter, we sold two triple-net senior housing assets leased to Brookdale for $15 million.
DEVELOPMENT UPDATE
During the quarter, we placed $101 million of development in service, including $94 million at Phase II of The Cove. At quarter end, our development pipeline totaled $870 million, which includes $288
million that has been placed in service.
During the third quarter, we added $63 million of new projects to our development and redevelopment pipelines.
BALANCE SHEET AND NEW CREDIT FACILITY
As previously announced, in July, we repurchased $500 million of our 5.375% senior notes due 2021 using capital recycling proceeds from the HC-One loan repayment and Brookdale 64 disposition.
In connection with the tender offer, we incurred an extinguishment of debt charge of approximately $54 million in the third quarter.
At September 30, 2017, we had $1.5 billion of liquidity from a combination of cash and availability under our $2.0 billion credit facility and no major senior notes or secured debt maturities until early
2019.
On October 19, 2017, we closed on a new $2.0 billion unsecured revolving credit facility. The new facility reduces our funded interest cost for committed loans by five basis points and has a maturity
date of October 19, 2021. Based on our current senior unsecured long-term debt ratings, the facility bears interest annually at LIBOR plus 100 basis points and has a facility fee of 20 basis points. The
facility also includes two six-month extension options at our discretion and the ability to increase the commitments by an aggregate amount up to $750 million, subject to customary conditions.
HURRICANE UPDATE
As a result of Hurricane Harvey and Hurricane Irma during the third quarter of 2017, we recorded $11 million of casualty losses, net of a small insurance recovery. The losses are comprised of $6 million
of property damage and $5 million of other associated costs, including storm preparation, clean up, relocation, and other costs. In addition, we recorded a $2 million deferred tax benefit associated
with the casualty-related losses. These items are excluded from FFO as adjusted.
EXECUTIVE LEADERSHIP
As previously announced, Tom Klaritch was promoted to Chief Operating Officer in August 2017. Mr. Klaritch will oversee our streamlined office platform, with the life science and medical office
businesses reporting to him, and will work closely with the respective teams to continue to advance the competitive performance and growth of the specialty office platform. In addition, Mr. Klaritch
will manage our development projects and capital expenditures, oversee the IT department focusing on automation and system integration across the platform, and establish consistent operational
reporting standards across our verticals. Mr. Klaritch is an 18-year Company veteran with 34 years of operational and financial management experience in the medical office and hospital sectors.
In August, Shawn Johnston joined HCP as Senior Vice President and Chief Accounting Officer. Mr. Johnston joined HCP from a leading multifamily real estate investment trust, where he was Chief
Accounting Officer.
DIVIDEND
On October 26, 2017, our Board of Directors declared a quarterly cash dividend of $0.37 per common share. The dividend will be paid on November 21, 2017 to stockholders of record as of the close
of business on November 6, 2017.
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(1) Other primarily includes our hospitals and U.K. real estate investments. See our Supplemental Report for additional details.
COMPANY INFORMATION
HCP has scheduled a conference call and webcast for Thursday, November 2, 2017 at 10:00 a.m. Pacific Time (1:00 p.m. Eastern Time) to present its performance and operating results for the quarter
ended September 30, 2017. The conference call is accessible by dialing (888) 317-6003 (U.S.) or (412) 317-6061 (International). The conference ID number is 0914328. You may also access the conference
call via webcast at www.hcpi.com. This link can be found in the “News and Events” section, which is under “Investor Relations”. Through November 17, 2017, an archive of the webcast will be available
on our website, and a telephonic replay can be accessed by dialing (877) 344-7529 (U.S.) or (412) 317-0088 (International) and entering conference ID number 10112667. Our Supplemental Report for
the current period is available, with this earnings release, on our website in the “Financial Information” section under “Investor Relations”.
ABOUT HCP
HCP, Inc. is a fully integrated real estate investment trust (REIT) that invests primarily in real estate serving the healthcare industry in the United States. HCP owns a large-scale portfolio diversified
across multiple sectors, led by senior housing, life science and medical office. Recognized as a global leader in sustainability, HCP has been a publicly-traded company since 1985 and was the first
healthcare REIT selected to the S&P 500 index. For more information regarding HCP, visit www.hcpi.com.
Projected Full Year 2017
SPP NOI SPP Cash NOI
Low High Low High
Senior housing triple-net 2.0% 3.0% 5.0% 6.0%
SHOP (2.9%) (0.9%) (2.0%) —%
Life science 2.0% 3.0% 3.5% 4.5%
Medical office 1.4% 2.4% 2.5% 3.5%
Other(1) 2.0% 3.0% 0.8% 1.8%
SPP Growth 1.2% 2.2% 2.5% 3.5%
SUSTAINABILITY
HCP’s leadership in Environmental, Social and Governance (ESG) standards was again recognized by two influential ESG benchmarking institutions, the Dow Jones Sustainability Indices and Global
Real Estate Sustainability Benchmark (GRESB).
HCP was named to the Dow Jones Sustainability Index (DJSI) North America and the DJSI World, for the fifth and third consecutive years, respectively. In addition, we achieved the "Green Star"
designation from GRESB for the sixth year in a row, representing the highest quadrant of achievement in GRESB's annual sustainability survey.
More information about HCP’s sustainability efforts can be found on our website at www.hcpi.com/sustainability.
OUTLOOK
For full-year 2017, we expect EPS to range between $1.16 and $1.20; FFO per share to range between $1.74 and $1.78; and FFO as adjusted per share to range between $1.92 and $1.96, representing
a $0.02 per share increase at the mid-point. In addition, we expect 2017 SPP Cash NOI to increase between 2.5% and 3.5%. EPS and FFO per share guidance do not yet reflect the non-cash accounting
impact of the Brookdale transactions. Additionally, these estimates do not reflect the potential impact from unannounced future transactions other than capital recycling activities. For additional detail
and information regarding these estimates, refer to the “Projected Full Year 2017 SPP NOI and SPP Cash NOI” table below, and the 2017 Guidance section of our corresponding Supplemental Report,
available in the Investor Relations section of our website at http://ir.hcpi.com.
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FORWARD-LOOKING STATEMENTS
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: The statements contained in this release which are not historical facts are forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements
include, among other things, (i) all statements under the heading “Outlook,” including without limitation with respect to expected EPS, FFO per share, FFO as adjusted per share,
SPP NOI, SPP Cash NOI and other financial projections and assumptions, including those in the “Projected Full Year 2017 SPP NOI and SPP Cash NOI” table in this release, as well
as comparable statements included in other sections of this release; (ii) statements regarding the payment of a quarterly cash dividend; (iii) statements regarding timing, outcomes
and other details relating to current, pending or contemplated acquisitions, dispositions, developments, joint venture transactions, capital recycling and financing activities, and other
transactions discussed in this release, including without limitation those described under the heading “Development Update”'; and (iv) statements with respect to the executive
leadership updates described under the heading "Executive Leadership." These statements are made as of the date hereof, are not guarantees of future performance and are subject
to known and unknown risks, uncertainties, assumptions and other factors—many of which are out of our and our management’s control and difficult to forecast—that could cause
actual results to differ materially from those set forth in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: our reliance on a
concentration of a small number of tenants and operators for a significant percentage of our revenues, with our concentration of assets operated by Brookdale increasing as a result
of the consummation of the spin-off of QCP on October 31, 2016; the financial condition of our existing and future tenants, operators and borrowers, including potential bankruptcies
and downturns in their businesses, and their legal and regulatory proceedings, which results in uncertainties regarding our ability to continue to realize the full benefit of such tenants’
and operators’ leases and borrowers’ loans; the ability of our existing and future tenants, operators and borrowers to conduct their respective businesses in a manner sufficient to
maintain or increase their revenues and to generate sufficient income to make rent and loan payments to us and our ability to recover investments made, if applicable, in their operations;
competition for tenants and operators, including with respect to new leases and mortgages and the renewal or rollover of existing leases; our concentration in the healthcare property
sector, particularly in senior housing, life sciences, medical office buildings and hospitals, which makes our profitability more vulnerable to a downturn in a specific sector than if we
were investing in multiple industries; availability of suitable properties to acquire at favorable prices, the competition for the acquisition and financing of those properties, and the costs
of associated property development; our ability to negotiate the same or better terms with new tenants or operators if existing leases are not renewed or we exercise our right to
foreclose on loan collateral or replace an existing tenant or operator upon default; the risks associated with our investments in joint ventures and unconsolidated entities, including
our lack of sole decision making authority and our reliance on our partners’ financial condition and continued cooperation; our ability to achieve the benefits of acquisitions and other
investments, including those discussed above, within expected time frames or at all, or within expected cost projections; operational risks associated with third party management
contracts, including the additional regulation and liabilities of our RIDEA lease structures; the potential impact on us and our tenants, operators and borrowers from current and future
litigation matters, including the possibility of larger than expected litigation costs, adverse results and related developments; the effect on our tenants and operators of legislation,
executive orders and other legal requirements, including the Affordable Care Act and licensure, certification and inspection requirements, as well as laws addressing entitlement
programs and related services, including Medicare and Medicaid, which may result in future reductions in reimbursements; changes in federal, state or local laws and regulations,
including those affecting the healthcare industry that affect our costs of compliance or increase the costs, or otherwise affect the operations, of our tenants and operators; volatility
or uncertainty in the capital markets, the availability and cost of capital as impacted by interest rates, changes in our credit ratings, and the value of our common stock, and other
conditions that may adversely impact our ability to fund our obligations or consummate transactions, or reduce the earnings from potential transactions; changes in global, national
and local economic or other conditions, including currency exchange rates; our ability to manage our indebtedness level and changes in the terms of such indebtedness; competition
for skilled management and other key personnel; the ability to maintain our qualification as a real estate investment trust; and other risks and uncertainties described from time to
time in our Securities and Exchange Commission filings. You should not place undue reliance on any forward-looking statements. We assume no, and hereby disclaim any, obligation
to update any of the foregoing or any other forward-looking statements as a result of new information or new or future developments, except as otherwise required by law.
CONTACT
Andrew Johns
Vice President – Finance and Investor Relations
949-407-0400
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Overview(1)
As of and for the quarter ended September 30, 2017, dollars, square feet and shares in thousands, except per share data
3Q17 YTD
Full Year
2017 Guidance
(November 2, 2017)
Financial Metrics
Diluted earnings per common share $(0.02) $1.01 $1.16 - $1.20
Diluted FFO per common share $0.33 $1.30 $1.74 - $1.78
Diluted FFO as adjusted per common share $0.48 $1.47 $1.92 - $1.96
Dividends per common share $0.37 $1.11 $1.48
Total rental and operating revenues(2) $527,133 $1,602,524
NOI(2) 306,164 943,171
Cash NOI and interest income(2) 319,273 996,951
Same Property Portfolio Cash NOI Growth
Senior housing triple-net 2.7% 3.9% 5.0% - 6.0%
SHOP(3) 5.3% 2.5% (2.0%) - 0.0%
Life science 4.0% 4.1% 3.5% - 4.5%
Medical office 2.5% 3.2% 2.5% - 3.5%
Other 1.3% 1.1% 0.8% - 1.8%
Total Portfolio 3.2% 3.3% 2.5% - 3.5%
Same Property Portfolio NOI Growth 2.5% 2.2% 1.2% - 2.2%
3Q17 3Q17
Capitalization Debt Ratios
Common stock outstanding and DownREIT units 475,664 Financial Leverage 44.0%
Total Market Equity $ 13,237,729 Secured Debt Ratio 1.8%
Total Debt 7,812,948 Net Debt to Adjusted EBITDA 6.4x
Adjusted Fixed Charge Coverage 3.8x
Property
Count Capacity
Unit of
Measure Occupancy
Portfolio Statistics
Senior housing triple-net 204 20,236 Units 85.6%
SHOP 158 25,674 Units 85.9%
Life science 131 7,541 Sq. Ft. 96.6%
Medical office 245 18,211 Sq. Ft. 91.8%
Other 80 N/A N/A N/A
Total 818 N/A N/A N/A
The Numbers
(1) Reconciliations, definitions and important discussions regarding
the usefulness and limitations of the non-GAAP financial
measures used in this report can be found at
http://ir.hcpi.com/financial-reconciliation.
(2) Includes the Company's share of unconsolidated joint ventures
("JVs") and activity from assets sold and held for sale during the
period.
(3) SHOP same property cash NOI growth consists of the following
components:
3Q17 YTD
Assisted living / Independent living 4.4% 2.6%
CCRC JV 12.0% 1.9%
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September 30, 2017 December 31, 2016
Assets
Real Estate:
Buildings and improvements $ 11,052,578 $ 11,692,654
Development costs and construction in progress 429,459 400,619
Land 1,752,890 1,881,487
Accumulated depreciation and amortization (2,699,174) (2,648,930)
Net real estate 10,535,753 11,325,830
Net investment in direct financing leases 715,104 752,589
Loans receivable, net 402,152 807,954
Investments in and advances to unconsolidated joint ventures 822,369 571,491
Accounts receivable, net of allowance of $4,312 and $4,459, respectively 34,571 45,116
Cash and cash equivalents 133,887 94,730
Restricted cash 27,135 42,260
Intangible assets, net 400,867 479,805
Assets held for sale, net 216,074 927,866
Other assets, net 616,169 711,624
Total assets $ 13,904,081 $ 15,759,265
Liabilities and Equity
Bank line of credit $ 605,837 $ 899,718
Term loans 226,205 440,062
Senior unsecured notes 6,393,926 7,133,538
Mortgage debt 145,417 623,792
Other debt 94,818 92,385
Intangible liabilities, net 53,427 58,145
Liabilities of assets held for sale, net 8,653 3,776
Accounts payable and accrued liabilities 381,189 417,360
Deferred revenue 140,378 149,181
Total liabilities 8,049,850 9,817,957
Commitments and contingencies
Common stock, $1.00 par value: 750,000,000 shares authorized; 469,034,877 and 468,081,489
shares issued and outstanding, respectively 469,035 468,081
Additional paid-in capital 8,224,531 8,198,890
Cumulative dividends in excess of earnings (3,137,642) (3,089,734)
Accumulated other comprehensive income (loss) (24,491) (29,642)
Total stockholders' equity 5,531,433 5,547,595
Joint venture partners 145,496 214,377
Non-managing member unitholders 177,302 179,336
Total noncontrolling interests 322,798 393,713
Total equity 5,854,231 5,941,308
Total liabilities and equity $ 13,904,081 $ 15,759,265
HCP, Inc.
Unaudited Consolidated Balance Sheets
In thousands, except share and per share data
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HCP, Inc.
Unaudited Consolidated Statements of Operations
In thousands, except per share data
Three Months Ended
September 30,
Nine Months Ended
September 30,
2017 2016 2017 2016
Revenues:
Rental and related revenues $ 266,109 $ 290,280 $ 816,147 $ 872,828
Tenant recoveries 36,860 34,809 105,794 99,715
Resident fees and services 126,040 170,752 391,688 500,717
Income from direct financing leases 13,240 14,234 40,516 44,791
Interest income 11,774 20,482 50,974 71,298
Total revenues 454,023 530,557 1,405,119 1,589,349
Costs and expenses:
Interest expense 71,328 117,860 235,834 361,255
Depreciation and amortization 130,588 141,407 397,893 421,181
Operating 155,338 187,714 467,582 542,751
General and administrative 23,523 34,781 67,287 83,011
Acquisition and pursuit costs 580 2,763 2,504 6,061
Impairments (recoveries), net 25,328 — 82,010 —
Total costs and expenses 406,685 484,525 1,253,110 1,414,259
Other income (expense):
Gain (loss) on sales of real estate, net 5,182 (9) 322,852 119,605
Loss on debt extinguishments (54,227) — (54,227) —
Other income (expense), net (10,556) 1,432 40,723 5,064
Total other income (expense), net (59,601) 1,423 309,348 124,669
Income (loss) before income taxes and equity income (loss) from
unconsolidated joint ventures (12,263) 47,455 461,357 299,759
Income tax benefit (expense) 5,481 424 14,630 (1,101)
Equity income (loss) from unconsolidated joint ventures 1,062 (2,053) 4,571 (4,028)
Income (loss) from continuing operations (5,720) 45,826 480,558 294,630
Discontinued operations:
Income (loss) before transaction costs and income taxes — 121,229 — 360,226
Transaction costs — (14,805) — (28,509)
Income tax benefit (expense) — 1,789 — (47,721)
Total discontinued operations — 108,213 — 283,996
Net income (loss) (5,720) 154,039 480,558 578,626
Noncontrolling interests' share in earnings (1,937) (2,789) (7,687) (9,540)
Net income (loss) attributable to HCP, Inc. (7,657) 151,250 472,871 569,086
Participating securities' share in earnings (131) (326) (560) (977)
Net income (loss) applicable to common shares $ (7,788) $ 150,924 $ 472,311 $ 568,109
Earnings per common share:
Basic $ (0.02) $ 0.32 $ 1.01 $ 1.22
Diluted $ (0.02) $ 0.32 $ 1.01 $ 1.22
Weighted average shares used to calculate earnings per common share:
Basic 468,975 467,628 468,642 466,931
Diluted 468,975 467,835 468,828 467,132
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Three Months Ended
September 30,
Nine Months Ended
September 30,
2017 2016 2017 2016
Net income (loss) applicable to common shares $ (7,788) $ 150,924 $ 472,311 $ 568,109
Real estate related depreciation and amortization 130,588 142,874 397,893 425,582
Real estate related depreciation and amortization on unconsolidated joint
ventures 16,358 12,607 47,711 36,347
Real estate related depreciation and amortization on noncontrolling
interests and other (3,678) (5,270) (11,711) (15,708)
Other depreciation and amortization(1) 2,360 2,986 7,718 8,922
Loss (gain) on sales of real estate, net (5,182) 9 (322,852) (119,605)
Loss (gain) on sales of real estate, net on unconsolidated joint ventures — — — (215)
Loss (gain) on sales of real estate, net on noncontrolling interests — — — (2)
Taxes associated with real estate dispositions(2) — 257 (5,498) 53,434
Impairments (recoveries) of real estate, net(3) 22,590 — 22,590 —
FFO applicable to common shares $ 155,248 $ 304,387 $ 608,162 $ 956,864
Distributions on dilutive convertible units and other — 2,376 5,250 10,622
Diluted FFO applicable to common shares $ 155,248 $ 306,763 $ 613,412 $ 967,486
Diluted FFO per common share $ 0.33 $ 0.65 $ 1.30 $ 2.05
Weighted average shares used to calculate diluted FFO per common
share 469,156 471,994 473,519 473,011
Impact of adjustments to FFO:
Transaction-related items(4) $ 580 $ 17,568 $ 2,476 $ 34,570
Other impairments (recoveries), net(5) 2,738 — 8,526 —
Severance and related charges(6) 3,889 14,464 3,889 14,464
Loss on debt extinguishments(7) 54,227 — 54,227 —
Litigation costs 2,303 — 7,507 —
Casualty-related charges (recoveries), net(8) 8,925 — 8,925 $ —
Foreign currency remeasurement losses (gains) (141) 94 (986) 268
$ 72,521 $ 32,126 $ 84,564 $ 49,302
FFO as adjusted applicable to common shares $ 227,769 $ 336,513 $ 692,726 $ 1,006,166
Distributions on dilutive convertible units and other 1,493 3,467 5,095 10,549
Diluted FFO as adjusted applicable to common shares $ 229,262 $ 339,980 $ 697,821 $ 1,016,715
Per common share impact of adjustments on diluted FFO $ 0.15 $ 0.07 $ 0.17 $ 0.10
Diluted FFO as adjusted per common share $ 0.48 $ 0.72 $ 1.47 $ 2.15
Weighted average shares used to calculate diluted FFO as adjusted per
common share 473,836 473,692 473,519 473,011
FFO as adjusted from QCP $ — $ 101,549 $ — $ 301,393
Diluted Comparable FFO as adjusted applicable to common shares(9) $ 229,262 $ 238,431 $ 697,821 $ 715,322
FFO as adjusted from QCP per common share $ — $ (0.22) $ — $ (0.64)
Diluted Comparable FFO as adjusted per common share $ 0.48 $ 0.50 $ 1.47 $ 1.51
HCP, Inc.
Unaudited Funds From Operations
In thousands, except per share data
(1) Other depreciation and amortization includes DFL
depreciation and lease incentive amortization (reduction
of straight-line rents) for the consideration given to
terminate the 30 purchase options on the 153-property
amended lease portfolio in the 2014 Brookdale transaction.
(2) For the nine months ended September 30, 2017,
represents income tax benefit associated with the
disposition of real estate assets in our RIDEA II transaction.
For the nine months ended September 30, 2016,
represents income tax expense associated with the state
built-in gain tax payable upon the disposition of specific
real estate assets, of which $49 million relates to the
HCRMC real estate portfolio.
(3) Represents impairments on 11 senior housing triple-net
facilities.
(4) On January 1, 2017, we early adopted the Financial
Accounting Standards Board Accounting Standards
Update No. 2017-01, Clarifying the Definition of a Business
(“ASU 2017-01”) which prospectively results in
recognizing the majority of our real estate acquisitions as
asset acquisitions rather than business combinations.
Acquisition and pursuit costs relating to completed asset
acquisitions are capitalized, including those costs incurred
prior to January 1, 2017. Real estate acquisitions
completed prior to January 1, 2017 were deemed business
combinations and the related acquisition and pursuit costs
were expensed as incurred. For the three and nine months
ended September 30, 2016, primarily relates to the QCP
spin-off.
(5) For the three months ended September 30, 2017, relates
to the impairment of our Tandem Mezzanine Loan. For the
nine months ended September 30, 2017, relates to the
impairments of our Tandem Mezzanine Loan, net of the
impairment recovery upon the sale of our Four Seasons
Notes in the first quarter of 2017.
(6) For the three months ended September 30, 2017,
primarily relates to the departure of our former Executive
Vice President and Chief Accounting Officer. For the
three months ended September 30, 2016, primarily
relates to the departure of our former President and
Chief Executive Officer.
(7) Represents the premium associated with the
prepayment of $500 million of senior unsecured notes.
(8) Includes $11 million of casualty-related charges and a $2
million deferred income tax benefit.
(9) Excludes FFO as adjusted from QCP and interest expense
related to debt repaid using proceeds from the spin-off,
assuming these transactions occurred at the beginning of
the earliest period presented. Comparable FFO as adjusted
allows management to evaluate the performance of our
remaining real estate portfolio following the completion of
the QCP spin-off.
12
HCP, Inc.
Unaudited Funds Available for Distribution
In thousands
Three Months Ended
September 30,
Nine Months Ended
September 30,
2017 2016 2017 2016
FFO as adjusted applicable to common shares $ 227,769 $ 336,513 $ 692,726 $ 1,006,166
Amortization of deferred compensation(1) 3,237 3,389 10,329 12,894
Amortization of deferred financing costs 3,439 5,037 11,141 15,598
Straight-line rents (4,060) (3,295) (12,236) (14,412)
Other depreciation and amortization (2,360) (2,986) (7,718) (8,921)
Leasing costs, tenant improvements, and recurring capital expenditures(2) (28,783) (23,822) (79,903) (66,176)
Lease restructure payments 311 1,868 1,165 14,480
CCRC entrance fees(3) 6,074 4,975 14,436 16,524
Deferred income taxes(4) (3,807) (3,431) (10,523) (8,977)
Other FAD adjustments 587 (708) 1,692 (2,739)
FAD applicable to common shares $ 202,407 $ 317,540 $ 621,109 $ 964,437
Distributions on dilutive convertible units and other 1,596 3,513 5,250 10,622
Diluted FAD applicable to common shares $ 204,003 $ 321,053 $ 626,359 $ 975,059
_______________________________________
(1) Excludes $0.5 million related to the acceleration of deferred compensation for restricted stock units that vested upon the departure
of our former Executive Vice President and Chief Accounting Officer, which is included in the severance and related charges for the
three and nine months ended September 30, 2017. Excludes $6 million related to the acceleration of deferred compensation for
restricted stock units and stock options that vested upon the departure of our former President and Chief Executive Officer, which
is included in severance and related charges for the three and nine months ended September 30, 2016.
(2) Includes our share of leasing costs and tenant and capital improvements from unconsolidated joint ventures.
(3) Represents our 49% share of non-refundable entrance fees as the fees are collected by our CCRC JV, net of reserves and CCRC JV
entrance fee amortization.
(4) Excludes $2 million of deferred tax benefit from the casualty-related charges, which is included in casualty-related charges
(recoveries), net for the three and nine months ended September 30, 2017.
13
Other:
12% Senior housing
triple-net: 24%
SHOP: 19%
Life science: 22%
Medical
office: 23%
Portfolio Summary
As of and for the quarter ended September 30, 2017, dollars in thousands
Property
Count Age Investment
Cash NOI and
Interest
Income
Private
Pay %(1)
Property Portfolio
Senior housing triple-net 204 19 $ 3,801,465 $ 75,686 92.0
SHOP 83 23 2,348,506 39,184 98.2
Life science 117 21 3,778,511 69,429 100.0
Medical office 232 23 3,905,769 72,782 100.0
Other 76 32 949,984 26,548 80.0
712 22 $ 14,784,235 $ 283,629 95.8
Debt Investments
Other — N/A $ 420,719 $ 11,774 —
HCP's Share of Unconsolidated JVs(2)
SHOP 72 21 $ 1,184,876 $ 21,487 84.4
Life science 4 21 87,971 1,632 100.0
Medical office 1 22 9,878 350 100.0
Other 4 40 9,150 401 14.7
81 22 $ 1,291,875 $ 23,870 84.6
Developments
SHOP 2 N/A $ 11,951 $ — —
Life science 8 N/A 235,329 — —
Medical office 3 N/A 45,294 — —
13 N/A $ 292,574 $ — —
Redevelopments
SHOP 1 N/A $ 1,329 $ — —
Life science 2 N/A 29,579 — —
Medical office 9 N/A 98,094 — —
12 N/A $ 129,002 $ — —
Total
Senior housing triple-net 204 19 $ 3,801,465 $ 75,686 92.0
SHOP 158 22 3,546,662 60,671 92.9
Life science 131 21 4,131,390 71,061 100.0
Medical office 245 23 4,059,035 73,132 100.0
Other 80 32 1,379,853 38,723 79.3
818 22 $ 16,918,405 $ 319,273 94.9
(1) Self-pay and private insurance (including managed care) revenues as
a percentage of total property revenues for the most recent trailing
12 months available, weighted based on current quarter Cash NOI
including assets sold in the quarter. Revenues for medical office
properties are considered 100% private pay.
(2) HCP’s pro rata share information is prepared on a basis consistent
with the comparable consolidated amounts by applying our actual
ownership percentage for the period, and is intended to reflect our
proportionate economic interest in the financial position and operating
results of properties in our portfolio and is calculated by applying our
actual ownership percentage for the period.
CASH NOI AND INTEREST INCOME
$319.3M
14
Portfolio Summary
(1) Includes $5.4 million attributable to non-controlling interests, excluding DownREITs.
(2) The SHOP NOI and Cash NOI variance primarily relates to the treatment of the non-refundable portion of Entrance Fees, which are deferred and amortized over
the estimated stay of the resident for NOI and are recognized upon receipt, net of reserve, for Cash NOI.
For the quarter ended September 30, 2017, dollars in thousands
NOI, CASH NOI AND INTEREST INCOME
Rental and
Operating
Revenues
Operating
Expenses NOI(1) Cash NOI(1)
Interest
Income
Cash NOI and
Interest Income
Wholly-Owned
Senior housing triple-net $ 77,220 $ (934) $ 76,286 $ 75,686 $ — $ 75,686
SHOP 126,040 (86,821) 39,219 39,184 — 39,184
Life science 90,174 (19,960) 70,214 69,429 — 69,429
Medical office 119,847 (46,486) 73,361 72,782 — 72,782
Other 28,968 (1,137) 27,831 26,548 11,774 38,322
$ 442,249 $ (155,338) $ 286,911 $ 283,629 $ 11,774 $ 295,403
HCP's Share of Unconsolidated JVs
SHOP(2) $ 81,936 $ (65,035) $ 16,901 $ 21,487 $ — $ 21,487
Life science 2,031 (433) 1,598 1,632 — 1,632
Medical office 496 (143) 353 350 — 350
Other 421 (20) 401 401 — 401
$ 84,884 $ (65,631) $ 19,253 $ 23,870 $ — $ 23,870
Total
Senior housing triple-net $ 77,220 $ (934) $ 76,286 $ 75,686 $ — $ 75,686
SHOP 207,976 (151,856) 56,120 60,671 — 60,671
Life science 92,205 (20,393) 71,812 71,061 — 71,061
Medical office 120,343 (46,629) 73,714 73,132 — 73,132
Other 29,389 (1,157) 28,232 26,949 11,774 38,723
$ 527,133 $ (220,969) $ 306,164 $ 307,499 $ 11,774 $ 319,273
15
Same Property Portfolio
Year-Over-Year Sequential
THREE-MONTH SPP Property
Count Investment
Percent of
Property
Portfolio
Occupancy Growth Occupancy Growth
3Q17 3Q16 NOI Cash NOI 3Q17 2Q17 NOI Cash NOI
Senior housing triple-net 201 $ 3,778,759 99 85.5% 87.1% 3.0% 2.7% 85.5% 86.3% (0.4%) (0.7%)
SHOP(1) 122 2,941,905 83 86.3% 88.8% 3.9% 5.3% 86.3% 86.9% 1.2% 1.4%
Life science 112 3,266,639 84 96.3% 97.1% 2.2% 4.0% 96.3% 96.3% (0.2%) 0.5%
Medical office 214 3,230,151 82 91.7% 92.2% 1.5% 2.5% 91.7% 92.1% 0.4% 0.6%
Other 80 959,134 100 N/A N/A 1.7% 1.3% N/A N/A 0.3% (1.2%)
Total Portfolio 729 $ 14,176,588 88 2.5% 3.2% 0.2% 0.2%
Year-Over-Year
NINE-MONTH SPP Property
Count Investment
Percent of
Property
Portfolio
Occupancy Growth
3Q17 3Q16 NOI Cash NOI
Senior housing triple-net 196 $ 3,701,197 97 85.9% 87.1% 1.9% 3.9%
SHOP(1) 121 2,927,306 83 87.1% 88.9% 1.3% 2.5%
Life science 112 3,266,639 84 96.3% 97.1% 2.9% 4.1%
Medical office 213 3,162,721 81 91.6% 92.1% 2.2% 3.2%
Other 79 941,226 98 N/A N/A 2.5% 1.1%
Total Portfolio 721 $ 13,999,089 87 2.2% 3.3%
(1) Reflects the January 2017 sale of a 40% interest in
RIDEA II as if it occurred at the beginning of the earliest
period presented.
As of September 30, 2017, dollars in thousands, includes HCP's pro rata share of unconsolidated JVs
SAME PROPERTY PORTFOLIO RECONCILIATION
Senior housing
triple-net SHOP
Life
science
Medical
office Other Total
Total Property Count 204 158 131 245 80 818
Acquisitions — (7) (3) (16) — (26)
Assets in Development — (2) (8) (3) — (13)
Assets in Redevelopment — (1) (2) (9) — (12)
Assets held for sale (3) — (4) — — (7)
Change in reporting structure — (23) — — — (23)
Completed Developments — (2) (2) (3) — (7)
Assets impacted by casualty event — (1) — — — (1)
Three-Month SPP Property Count 201 122 112 214 80 729
Acquisitions (5) (1) — — (1) (7)
Completed Developments — — — (1) — (1)
Nine-Month SPP Property Count 196 121 112 213 79 721
16
Capitalization
Dollars and shares in thousands, except price per share data
TOTAL CAPITALIZATION
September 30, 2017
Shares Value Total Value
Common stock (NYSE: HCP) 469,035 $ 27.83 $ 13,053,244
Convertible partnership (DownREIT) units 6,629 27.83 184,485
Total Market Equity 475,664 $ 13,237,729
Consolidated debt N/A 7,466,203
Total Market Equity and Consolidated Debt 475,664 $ 20,703,932
HCP's share of unconsolidated JV debt N/A 346,745
Total Market Equity and Total Debt 475,664 $ 21,050,677
COMMON STOCK AND EQUIVALENTS
Shares Outstanding
September 30, 2017
Weighted Average Shares
Three Months Ended September 30, 2017
Weighted Average Shares
Nine Months Ended September 30, 2017
Diluted EPS Diluted FFO Diluted EPS Diluted FFO
Common stock 469,035 468,975 468,975 468,642 468,642
Common stock equivalent securities:
Restricted stock units 1,171 — 124 122 122
Dilutive impact of options 57 — 57 64 64
Convertible partnership (DownREIT) units 6,629 — — — 4,691
Total common stock and equivalents 476,892 468,975 469,156 468,828 473,519
17
Indebtedness and Ratios
As of September 30, 2017, dollars in thousands
DEBT MATURITIES AND SCHEDULED PRINCIPAL REPAYMENTS (AMORTIZATION)
Senior Unsecured
Notes Mortgage Debt
HCP's Share of
Unconsolidated JV Debt Total Debt
Bank Line of
Credit(1) Term Loan(2) Amounts Rates %(3) Amounts Rates %(3)
Consolidated
Debt Amounts(4) Rates %(3) Amounts Rates %(3)
2017 $ — $ — $ — — $ 847 — $ 847 $ 32,212 6.12 $ 33,059 5.97
2018 605,837 — — — 3,512 — 609,349 28,056 3.98 637,405 2.46
2019 — 226,680 450,000 3.95 3,700 — 680,380 16,791 3.88 697,171 3.15
2020 — — 800,000 2.79 3,758 5.08 803,758 10,877 4.21 814,635 2.82
2021(5) — — 700,000 5.49 11,117 5.26 711,117 39,789 4.08 750,906 5.41
2022 — — 900,000 3.93 2,861 — 902,861 14,688 4.41 917,549 3.92
2023 — — 800,000 4.39 2,993 — 802,993 3,205 3.96 806,198 4.37
2024 — — 1,150,000 4.17 3,131 — 1,153,131 87 — 1,153,218 4.16
2025 — — 1,350,000 3.94 3,276 — 1,353,276 18,063 3.87 1,371,339 3.93
2026 — — — — 3,213 3.04 3,213 94 — 3,307 2.96
Thereafter — — 300,000 6.88 101,007 4.16 401,007 2,901 3.90 403,908 6.17
Subtotal $ 605,837 $ 226,680 $ 6,450,000 $ 139,415 $ 7,421,932 $ 166,763 $ 7,588,695
Other Debt(6) — — — — 94,818 180,862 275,680
(Discounts), premium and
debt costs, net — (475) (56,074) 6,002 (50,547) (880) (51,427)
Total $ 605,837 $ 226,205 $ 6,393,926 $ 145,417 $ 7,466,203 $ 346,745 $ 7,812,948
Weighted average interest
rate % 2.40 1.55 4.19 4.19 3.96 4.45 3.97
Weighted average
maturity in years 0.5 1.3 6.1 19.9 5.8 3.3 5.7
(1) Includes £105 million translated into U.S. dollars at September 30, 2017. On October 19, 2017, we closed on a new $2.0 billion credit facility which has the following features: (i) initial maturity
date of October 19, 2021 with two 6-month committed extension options; (ii) annual interest cost of LIBOR plus 100 basis points and facility fee of 20 basis points based on our current unsecured
credit ratings; and (iii) inclusion of a $750 million accordion feature which can be used to increase the facility size, subject to customary conditions.
(2) Represents £169 million translated into U.S. dollars at September 30, 2017.
(3) The rates are reported in the year in which the related debt matures.
(4) Reflects pro rata share of mortgage and other debt in the Company's unconsolidated JVs.
(5) In July 2017, the Company repurchased $500 million of 5.375% senior notes due 2021 using proceeds from the HC-One loan repayment and Brookdale 64 disposition.
(6) Represents non-interest bearing Entrance Fee deposits at certain of the Company's senior housing facilities and demand notes that have no scheduled maturities.
18
Indebtedness and Ratios
As of September 30, 2017, dollars in thousands, includes HCP's pro rata share of unconsolidated JVs
DEBT STRUCTURE
Weighted Average
Balance % of Total Interest Rate Years to Maturity
Secured Fixed rate $ 232,537 3 4.45% 13.6
Floating rate 73,641 1 3.96% 2.1
Combined $ 306,178 4 4.33% 10.9
Unsecured Fixed rate 6,450,000 85 4.19% 6.1
Floating rate 832,517 11 2.17% 0.7
Combined $ 7,282,517 96 3.96% 5.5
Total Fixed rate 6,682,537 88 4.20% 6.3
Floating rate 906,158 12 2.31% 0.8
Combined $ 7,588,695 100 3.97% 5.7
Other debt(1) 275,680
(Discounts), premiums and debt costs, net (51,427)
Total Debt $ 7,812,948
FINANCIAL COVENANTS(2)
Bank Line of Credit
Requirement Actual Compliance
Leverage Ratio No greater than 60% 46%
Secured Debt Ratio No greater than 30% 4%
Unsecured Leverage Ratio No greater than 60% 50%
Fixed Charge Coverage Ratio (12 months) No less than 1.50x 3.4x
CREDIT RATINGS (SENIOR UNSECURED DEBT)
Moody's Baa2 (Stable)
S&P Global BBB (Stable)
Fitch BBB (Stable)
(1) Represents non-interest bearing Entrance Fee deposits at certain of the Company's senior housing facilities and demand notes that have no scheduled maturities.
(2) Calculated based on the definitions contained in the credit agreement, which may differ from similar terms used in the Company’s consolidated financial statements as provided
in its Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Compliance with certain of these financial covenants requires the inclusion of the Company’s consolidated
amounts and its proportionate share of unconsolidated JVs.
19
Investment Summary Acquisitions, Fundingsand Repayments
For the three and nine months ended September 30, 2017, dollars and square feet in thousands
INVESTMENT SUMMARY
Three Months Ended
September 30, 2017
Nine Months Ended
September 30, 2017
Acquisitions $ 112,000 $ 138,100
Development fundings 64,030 167,864
Redevelopment fundings 17,964 34,135
Loan fundings 5,809 24,257
Total $ 199,803 $ 364,356
(1) Represents the average yield calculated using projected NOI and Cash NOI for the 12-month period following acquisition.
(2) In June 2017, the Company acquired two life science facilities in San Diego, CA, including a 50,000 square foot vacant building placed in redevelopment upon acquisition.
(3) Includes $101 million of proceeds from our Four Seasons investment that was placed on cost recovery in 2015. As a result, no interest income was recognized in 2017. The remaining
$35 million of proceeds earned a 5.7% yield to maturity.
(4) HC-One debt investment earned an 8.3% yield to maturity.
ACQUISITIONS
Forward Yield(1)
Date Capacity Property Count Property Type Purchase Price NOI Cash NOI
Wateridge(2) June 124 Sq. Ft. 2 Life science $ 26,100
Various Texas July 138 Sq. Ft. 3 Medical office 48,500
South San Francisco, CA August 139 Sq. Ft. 1 Life science 63,500
6 $ 138,100 7.3% 5.7%
DEBT INVESTMENT REPAYMENTS
Proceeds
Date GBP USD
Four Seasons(3) March £ 111,663 $ 135,682
HC-One(4) June 282,874 367,227
20
ASSETS HELD FOR SALE
Held for Sale
Date Capacity
Property
Count Property Type
Projected
Sales Price
Cash NOI for the
Three Months Ended
September 30, 2017
South San Francisco, CA August 337 Sq. Ft. 4 Life science $ 269,400 $ 5,247
Various, Brookdale September 195 Units 3 Senior housing 16,000 177
Investment Summary Dispositions andAssets Held for Sale
For the quarter ended September 30, 2017, dollars and square feet in thousands
DISPOSITIONS
Trailing Yield(1)
Date Capacity Property Count Property Type Sales Price NOI Cash NOI
Salt Lake City, UT January 324 Sq. Ft. 4 Life science $ 75,750
Memphis, TN January 130 Units 1 SHOP 2,250
RIDEA II sale of partnership interest(2) January N/A N/A SHOP 363,200
Palm Beach Gardens, FL February 199 Beds 1 Hospital 43,426
Various Brookdale March 5,967 Units 64 Senior housing 1,125,000
San Diego, CA(3) April 18 Acres — Life science 26,750
San Diego, CA April 15 Sq. Ft. 1 Life science 4,650
Conifer, CO June 10 Sq. Ft. 1 Medical office 750
Various Brookdale August 130 Units 2 Senior housing 14,500
74 $ 1,656,276 8.1% 7.9%
(1) Represents the average yield using NOI and Cash NOI for the 12-month period prior to disposition.
(2) The sale of a 40% interest in the RIDEA II portfolio generated $480 million of proceeds, which included refinancing proceeds.
(3) Represents the sale of land held for development and is excluded from the trailing yield calculation.
21
Developments
As of September 30, 2017, dollars and square feet in thousands
DEVELOPMENT PROJECTS IN PROCESS
Name of Project MSA Segment
Property
Count
Placed
in Service(1)
Construction in
Process ("CIP")
Cost to
Complete
Total at
Completion
Wholly-Owned
Pearland II Houston, TX Medical office 1 $ 7,686 $ 9,320 $ 1,794 $ 18,800
Sky Ridge Denver, CO Medical office 1 18,158 15,306 4,087 37,551
Cypress Houston, TX Medical office 1 19,012 13,224 7,970 40,206
The Cove at Oyster Point - Phase I San Francisco, CA Life science 1 149,353 42,629 4,198 196,180
The Cove at Oyster Point - Phase II San Francisco, CA Life science 1 93,723 105,225 19,372 218,320
Ridgeview San Diego, CA Life science 3 — 38,006 23,994 62,000
The Cove at Oyster Point - Phase III San Francisco, CA Life science 2 — 49,210 161,901 211,111
Medical City Dallas Garage Dallas, TX Medical office N/A — 7,444 8,856 16,300
Sorrento Summit San Diego, CA Life science 1 — 259 15,741 16,000
11 $ 287,932 $ 280,623 $ 247,913 $ 816,468
HCP's Share of Unconsolidated JVs
Otay Ranch San Diego, CA SHOP 1 — 6,491 21,353 27,844
Waldwick New York, NY SHOP 1 — 5,460 20,432 25,892
2 — $ 11,951 $ 41,785 $ 53,736
13 $ 287,932 $ 292,574 $ 289,698 $ 870,204
Projected weighted average stabilized yield on development projects of 7.0% - 8.0%
Project Capacity
Name of Project
Health System
Affiliate
Placed In
Service/
Occupied
Under
Construction
Total
Project
Unit of
Measure
% of Total
Project
Leased
Project
Start
Actual / Estimated Occupancy
Initial Stabilized
Wholly-Owned
Pearland II Memorial Hermann 34 63 97 Sq. Ft. 78 2Q14 1Q16 3Q18
Sky Ridge HCA 39 79 118 Sq. Ft. 67 3Q14 1Q16 2Q18
Cypress Memorial Hermann 71 94 165 Sq. Ft. 50 1Q15 1Q16 3Q18
The Cove at Oyster Point - Phase I N/A 180 67 247 Sq. Ft. 100 1Q15 3Q16 4Q17
The Cove at Oyster Point - Phase II N/A 115 116 231 Sq. Ft. 100 1Q16 3Q17 1Q18
Ridgeview N/A — 301 301 Sq. Ft. 50 2Q16 3Q18 1Q19
The Cove at Oyster Point - Phase III N/A — 336 336 Sq. Ft. — 4Q16 4Q18 4Q19
Medical City Dallas Garage HCA — N/A N/A N/A N/A 1Q17 N/A N/A
Sorrento Summit N/A — 28 28 Sq. Ft. 100 3Q17 3Q19 3Q19
439 1,084 1,523 59
HCP's Share of Unconsolidated JVs
Otay Ranch N/A — 111 111 Units N/A 2Q17 3Q18 4Q20
Waldwick N/A — 79 79 Units N/A 3Q17 4Q18 4Q20
190 190 N/A
(1) Cash NOI for assets
placed in service was
$2.6 million for the
three months ended
September 30, 2017.
22
Redevelopments and
Land Held for Development(1)
As of September 30, 2017, dollars and square feet in thousands
REDEVELOPMENT PROJECTS IN PROCESS
Incremental Costs
Name of Project MSA Segment
Property
Count
Investment
Placed in
Redevelopment(2)
Placed
in
Service CIP
Cost to
Complete Total
Total at
Completion
Project
Start
Estimated
Completion
Wholly-Owned
Yorktown Washington, DC Medical office 1 $ — $ 294 $ 3,510 $ 2,404 $ 6,208 $ 6,208 3Q16 1Q18
Aurora I and II Denver, CO Medical office 2 — 1,096 5,654 2,138 8,888 8,888 3Q16 4Q17
Sunrise Tower IV Las Vegas, NV Medical office 1 — 673 5,113 714 6,500 6,500 3Q16 4Q17
Museum Medical Tower Houston, TX Medical office 1 — 1,354 5,051 3,643 10,048 10,048 3Q16 1Q18
One Fannin Houston, TX Medical office 1 — 2,595 2,699 2,706 8,000 8,000 4Q16 1Q18
3535 Market Street Philadelphia, PA Medical office 1 67,108 — 8,821 30,979 39,800 106,908 2Q17 2Q18
Directors Place - 4939 San Diego, CA Life science 1 19,182 — 2,229 6,811 9,040 28,222 2Q17 3Q18
Wateridge San Diego, CA Life science 1 7,929 — 239 12,395 12,634 20,563 2Q17 4Q18
Encino Los Angeles, CA Medical office 1 — — 64 9,616 9,680 9,680 3Q17 4Q18
Sherman Oaks Los Angeles, CA Medical office 1 — — 74 9,426 9,500 9,500 3Q17 4Q18
West Bay Providence, RI SHOP 1 — — 1,329 1,083 2,412 2,412 3Q17 1Q18
12 $ 94,219 $ 6,012 $ 34,783 $ 81,915 $ 122,710 $ 216,929
Projected weighted average return on incremental capital invested: 9.0% to 12.0%
LAND HELD FOR DEVELOPMENT
Project MSA Segment
Gross Site
Acreage
Estimated Rentable
Sq. Ft. / Units
Investment
to Date
Wholly-Owned
Sierra Point San Francisco, CA Life science 23 540 Sq. Ft. $ 96,669
Forbes Research Center San Francisco, CA Life science 8 326 Sq. Ft. 46,535
The Cove at Oyster Point - Phase IV San Francisco, CA Life science 2 164 Sq. Ft. 12,760
Brittania Modular Labs III San Francisco, CA Life science 2 106 Sq. Ft. 10,760
Poway II San Diego, CA Life science 26 465 Sq. Ft. 42,660
Torrey Pines Science Center San Diego, CA Life science 6 93 Sq. Ft. 11,473
Directors Place San Diego, CA Life science 4 82 Sq. Ft. 6,000
Remaining Various Various 13 N/A 4,588
84 1,776 Sq. Ft. $ 231,445
HCP's Share of Unconsolidated JVs
Oakmont Village Santa Rosa, CA SHOP 3 74 Units $ 2,279
Brandywine Philadelphia, PA SHOP 8 67 Units 797
11 141 Units $ 3,076
95 $ 234,521
(1) Redevelopments are excluded from SPP until they are
Stabilized. See Glossary for further definition.
(2) Represents the Investment for buildings or portions of
buildings placed in redevelopment. Projects with no
Investment placed in Redevelopment represent
buildings that remained in operations but were removed
from SPP.
23
Capital Expenditures Third Quarter
For the quarter ended September 30, 2017, dollars in thousands, except per unit/square foot
Senior
Housing
Triple-net SHOP Life Science
Medical
Office Other Total
Wholly-Owned
Recurring capital expenditures $ 604 $ 4,554 $ 1,064 $ 4,456 $ — $ 10,678
Tenant improvements - 2nd generation — — 2,211 4,636 — 6,847
Lease commissions (140) 140 5,884 3,224 1 9,109
Total recurring capital expenditures $ 464 $ 4,694 (1) $ 9,159 $ 12,316 $ 1 $ 26,634
Revenue enhancing capital expenditures 4,889 4,093 (2) 586 130 — 9,698
Initial Capital Expenditures ("ICE")(3) — 1,761 — 187 — 1,948
Tenant improvements - 1st generation — — 1,836 3,168 — 5,004
Development — 4 51,625 7,048 — 58,677
Redevelopment — 1,329 1,210 15,425 — 17,964
Capitalized interest — 22 3,684 1,272 — 4,978
Total capital expenditures $ 5,353 $ 11,903 $ 68,100 $ 39,546 $ 1 $ 124,903
HCP's Share of Unconsolidated JVs
Recurring capital expenditures $ — $ 2,449 $ (3) $ 54 $ — $ 2,500
Tenant improvements - 2nd generation — — — 1 — 1
Lease commissions — — — 10 — 10
Total recurring capital expenditures $ — $ 2,449 $ (3) $ 65 $ — $ 2,511
Revenue enhancing capital expenditures — 3,968 — — — 3,968
Development — 5,353 — — — 5,353
Total capital expenditures $ — $ 11,770 $ (3) $ 65 $ — $ 11,832
Total including unconsolidated JVs $ 5,353 $ 23,673 $ 68,097 $ 39,611 $ 1 $ 136,735
Recurring capital expenditures per unit/sq. ft.(4) NM
$380
per Unit
$0.15
per Sq. Ft.
$0.25
per Sq. Ft. NM
(1) Includes $0.4 million attributable to non-controlling interests.
(2) Revenue enhancing capital expenditures per unit for SHOP are $438. The per unit based on majority type is $319, $363 and $804 for AL, IL and CCRC, respectively.
(3) Expenditures required to bring a newly acquired property up to standard. The expenditures are typically identified during underwriting and incurred within the first year of ownership.
(4) Recurring capital expenditures per unit for SHOP are $380. The per unit based on majority type is $350, $349 and $495 for AL, IL and CCRC, respectively.
24
Capital Expenditures Year-to-Date
(1) Includes $1.4 million attributable to non-controlling interests.
(2) Revenue enhancing capital expenditures per unit for SHOP is $1,294. The per unit based on majority type is $997, $896 and $2,611 for AL, IL and CCRC, respectively.
(3) Recurring capital expenditures per unit for SHOP is $1,070. The per unit based on majority type is $979, $1,108 and $1,182 for AL, IL and CCRC, respectively.
For the nine months ended September 30, 2017, dollars in thousands, except per unit/square foot
Senior
Housing
Triple-net SHOP Life Science
Medical
Office Other Total
Wholly-Owned
Recurring capital expenditures $ 2,103 $ 13,985 $ 2,773 $ 10,060 $ 132 $ 29,053
Tenant improvements - 2nd generation — — 6,447 16,501 — 22,948
Lease commissions (140) 140 12,221 10,986 3 23,210
Total recurring capital expenditures $ 1,963 $ 14,125 (1) $ 21,441 $ 37,547 $ 135 $ 75,211
Revenue enhancing capital expenditures 15,252 12,447 (2) 1,706 1,034 — 30,439
ICE — 4,210 94 1,911 — 6,215
Tenant improvements - 1st generation — — 13,511 14,753 — 28,264
Development — (320) 140,223 19,003 — 158,906
Redevelopment — 1,329 2,025 30,781 — 34,135
Capitalized interest — 84 9,819 2,703 — 12,606
Total capital expenditures $ 17,215 $ 31,875 $ 188,819 $ 107,732 $ 135 $ 345,776
HCP's Share of Unconsolidated JVs
Recurring capital expenditures $ — $ 5,936 $ 16 $ 88 $ — $ 6,040
Tenant improvements - 2nd generation — — — 1 — 1
Lease commissions — — 16 20 — 36
Total recurring capital expenditures $ — $ 5,936 $ 32 $ 109 $ — $ 6,077
Revenue enhancing capital expenditures — 11,637 — 2 — 11,639
ICE — 10 — — — 10
Tenant improvements - 1st generation — — 52 — — 52
Development — 8,958 — — — 8,958
Capitalized interest — 20 — — — 20
Total capital expenditures $ — $ 26,561 $ 84 $ 111 $ — $ 26,756
Total including unconsolidated JVs $ 17,215 $ 58,436 $ 188,903 $ 107,843 $ 135 $ 372,532
Recurring capital expenditures per unit/sq. ft.(3) NM
$1,070
per Unit
$0.39
per Sq. Ft.
$0.56
per Sq. Ft. NM
25
Portfolio Diversification
As of and for the quarter ended September 30, 2017, dollars in thousands, includes HCP's pro rata share of unconsolidated JVs
CASH NOI AND INTEREST INCOME BY MSA
MSA
Property
Count
Senior Housing
Triple-net SHOP Life Science
Medical
Office Other Total % of Total
San Francisco, CA 78 $ 2,533 $ — $ 45,139 $ 758 $ — $ 48,430 15
Dallas, TX 44 2,288 1,432 — 9,027 6,938 19,685 6
San Diego, CA 38 782 497 14,093 2,106 — 17,478 5
Houston, TX 40 1,046 6,637 — 8,944 331 16,958 5
Denver, CO 21 2,080 4,221 — 4,566 — 10,867 3
Washington, DC 20 6,639 1,937 — 932 — 9,508 3
San Jose, CA 15 — — 8,582 622 — 9,204 3
Philadelphia, PA 7 3,462 1,908 — 3,688 — 9,058 3
Seattle, WA 13 2,706 — — 6,246 — 8,952 3
Los Angeles, CA 13 2,372 1,320 — 1,276 3,660 8,628 3
Remaining 516 51,778 42,719 3,247 34,967 16,020 148,731 47
Cash NOI 805 $ 75,686 $ 60,671 $ 71,061 $ 73,132 $ 26,949 $ 307,499 96
Interest income — — — — — 11,774 11,774 4
Total 805 $ 75,686 $ 60,671 $ 71,061 $ 73,132 $ 38,723 $ 319,273 100
CASH NOI AND INTEREST INCOME BY OPERATOR/TENANT
Tenant/Credit Exposure SHOP/Operator Exposure
Operator/Tenant
Property
Count
Senior
Housing
Triple-net
Life
Science
Medical
Office Other Total
% of Total
Cash NOI
and Interest
Income
Property
Count SHOP
% of Total
Cash NOI
and Interest
Income
Brookdale 101 $ 34,065 $ — $ — $ — $ 34,065 11 121 $ 54,327 17
Sunrise Senior Living 48 23,132 — — — 23,132 7 — — —
Amgen 7 — 12,689 — — 12,689 4 — — —
Google 11 — 7,700 — — 7,700 2 — — —
Tandem Consulate Health Care — — — — 7,674 7,674 2 — — —
Hospital Corporation of America 7 — — 1,145 5,504 6,649 2 — — —
Remaining 475 18,489 50,672 71,987 25,545 166,693 53 35 6,344 2
649 $ 75,686 $ 71,061 $ 73,132 $ 38,723 $ 258,602 81 156 $ 60,671 19
26
Expirations and Maturities
As of September 30, 2017, dollars in thousands, includes HCP's pro rata share of unconsolidated JVs
EXCLUDES PURCHASE AND PREPAYMENT OPTIONS
Annualized Base Rent
Year Total % of Total
Senior
Housing
Triple-net Life Science
Medical
Office Other
Interest
Income
2017(1) $ 39,428 3 $ 9,544 $ 6,590 $ 23,294 $ — $ —
2018(2) 115,535 10 6,161 18,188 58,902 994 31,290
2019 89,133 8 2,238 27,981 51,320 7,594 —
2020 127,245 11 39,498 21,900 56,615 8,385 847
2021 101,416 9 10,162 48,221 38,393 1,870 2,770
2022 75,140 7 1,476 22,870 36,681 13,179 934
2023 131,106 12 43,878 61,359 16,159 — 9,710
2024 59,595 5 19,279 5,627 19,339 15,350 —
2025 93,534 8 9,618 32,202 31,095 20,619 —
2026 33,664 3 5,697 9,495 18,472 — —
Thereafter 269,439 24 167,871 32,006 31,037 38,525 —
$ 1,135,235 100 $ 315,422 $ 286,439 $ 381,307 $ 106,516 $ 45,551
Weighted average
maturity in years 6.3 9.1 5.4 4.3 8.2 2.4
REFLECTS PURCHASE AND PREPAYMENT OPTIONS
Annualized Base Rent
Year Total % of Total
Senior
Housing
Triple-net Life Science
Medical
Office Other
Interest
Income(3)
2017(1) $ 78,284 7 $ 9,544 $ 6,590 $ 30,860 $ — $ 31,290
2018(2) 83,543 7 6,161 18,188 57,300 994 900
2019 110,638 10 2,238 27,981 48,149 21,713 10,557
2020 130,572 12 39,498 27,808 54,881 8,385 —
2021 112,085 10 10,162 48,221 49,962 1,870 1,870
2022 73,530 6 1,476 22,870 35,071 13,179 934
2023 118,935 10 43,878 61,359 13,698 — —
2024 44,958 4 19,279 5,627 18,820 1,232 —
2025 94,311 8 9,618 32,202 31,872 20,619 —
2026 24,916 2 5,697 9,495 9,724 — —
Thereafter 263,463 24 167,871 26,098 30,970 38,524 —
$ 1,135,235 100 $ 315,422 $ 286,439 $ 381,307 $ 106,516 $ 45,551
(1) Includes month-to-month
and holdover leases.
(2) Reflects a lease extension
by Sunrise Senior Living
that took effect in October
2017, extending the lease
10 years to 2028.
(3) Reflects the earliest point
at which there is no
prepayment penalty.
27
2.2
5x
2.0
0x
1.7
5x
1.5
0x
1.2
5x
1.0
0x
0.7
5x
0.5
0x0 2 4 6 8 10 12 14 16 18
7.0%0.7%
0.7%
0.4%
0.6%
0.7%
1.0%
1.3%
1.1%
0.5%
1.7%
1.1%
0.3%
0.1%
0.9%
0.3%
0.1%
1.4%
0.2% 1.5%
1.3%
2.2%
0.4%
1.6%
0.3%
Triple-Net Master Lease
Profile(1)
25
13.00
x
FACILITY EBIT
D
AR CFC (TRAILING 12 MONTHS ENDED 06/30/2017
)
HIGHER RIS
K
LOWER RIS
K
HIGHER RISK LOWER RISK
TERM (YEARS TO EXPIRATION)
%
Senior Housing
Other
No Corporate Guaranty
Share of HCP Cash NOI
and Interest Income
INVESTMENT TYPE
(1) Agreements with cross-default protections are presented as a single master
lease, including agreements that will be added to a master lease upon third-party
debt repayment. Excludes properties sold in the quarter, master leases with
properties acquired during the period required to calculate CFC, and master
leases that include newly completed developments that are not Stabilized.
(2) Reflects a lease extension by Sunrise Senior Living that took effect in October
2017, extending the lease 10 years to 2028.
(3) Represents the percentage of Cash NOI supported by a corporate guaranty.
Facility EBITDAR CFC
% of
HCP Cash NOI
and Interest
Income # of Leases
Weighted
Average
Maturity in
Years Guaranty(3)
Less than 1.0x 4.8 8 8.8 60.4%
1.00x - 1.25x 11.1 6 8.7 100.0%
1.26x - 1.50x 7.7 6 11.8 29.9%
1.51x and above 3.8 5 7.0 100.0%
(3)(2)
28
Senior Housing
Triple-net
As of and for the quarter ended September 30, 2017, dollars in thousands, except REVPOR
Property Portfolio
Property
Count Investment Cash NOI Units
Occupancy
%
REVPOR
Triple-Net
Facility
EBITDARM
CFC
Facility
EBITDAR
CFC
Assisted living 170 $ 2,836,764 $ 53,971 14,489 85.6 $ 5,941 1.31x 1.10x
Independent living 27 550,232 12,334 3,531 84.5 3,733 1.22x 1.07x
CCRC 7 414,469 9,381 2,216 87.2 6,062 1.37x 1.17x
Total 204 $ 3,801,465 $ 75,686 20,236 85.6 $ 5,569 1.31x 1.10x
Properties
Operator Investment Cash NOI Count % Pooled Units
Occupancy
%
REVPOR
Triple-
Net
Facility
EBITDARM
CFC
Facility
EBITDAR
CFC(1)
Brookdale $ 1,603,642 $ 34,065 101 97 9,960 85.7 $ 4,747 1.31x 1.13x
Sunrise Senior Living 1,358,722 23,132 48 98 5,549 86.6 7,243 1.37x 1.11x
Harbor Retirement Associates 212,623 4,651 14 100 1,343 77.7 5,862 1.28x 1.07x
Aegis Senior Living 182,152 4,486 10 80 701 89.0 8,022 1.32x 1.15x
Capital Senior Living 181,988 4,359 15 100 1,511 82.5 3,299 1.10x 0.96x
Remaining 262,338 4,993 16 56 1,172 91.8 5,531 1.11x 0.96x
Subtotal excluding Brookdale $ 2,197,823 $ 41,621 103 90 10,276 85.4 $ 6,392 1.30x 1.08x
Total $ 3,801,465 $ 75,686 204 94 20,236 85.6 $ 5,569 1.31x 1.10x
(1) Excluding the previously announced planned sale or transition of 25 properties and reflecting the November 2016 reallocated, annualized rents, the Facility EBITDAR CFC for Brookdale is
approximately 1.16x and total senior housing triple-net is approximately 1.11x.
29
Senior Housing
Triple-net Same Property Portfolio
Dollars in thousands, except REVPOR
3Q16 4Q16 1Q17 2Q17 3Q17
Property count 201 201 201 201 201
Investment $ 3,773,786 $ 3,782,383 $ 3,789,422 $ 3,792,615 $ 3,778,759
Units 20,060 20,043 20,039 20,038 20,041
Occupancy % 87.1 87.1 86.8 86.3 85.5
REVPOR Triple-net $ 5,477 $ 5,490 $ 5,482 $ 5,582 $ 5,592
Facility EBITDARM CFC 1.35x 1.34x 1.33x 1.33x 1.31x
Facility EBITDAR CFC 1.14x 1.13x 1.12x 1.12x 1.10x
Total Rental and Operating Revenues $ 74,306 $ 76,980 $ 75,517 $ 76,826 $ 76,588
Total Operating Expenses (160) 254 (151) (150) (188)
NOI $ 74,146 $ 77,234 $ 75,366 $ 76,676 $ 76,400
Total Cash Rental and Operating Revenues $ 74,282 $ 77,780 $ 74,402 $ 76,821 $ 76,323
Total Cash Operating Expenses (146) 267 (137) (137) (175)
Cash NOI $ 74,136 $ 78,047 $ 74,265 $ 76,684 $ 76,148
Year-Over-Year Three-Month SPP Growth 2.7%
30
Senior Housing
Triple-net New Supply - Assisted Living
As of and for the quarter ended September 30, 2017, dollars in thousands
NEW SUPPLY ANALYSIS
HCP Portfolio 5-Mile Radius(1)
MSA Units Cash NOI
% of
Triple-
net Cash
NOI
Properties/
Units Under
Construction(2)
Cash NOI
Exposed
to New
Supply(3)
5-Year 80+
Population
Growth %
2017-2022
75+
Penetration
Rate %
Qualified
Care
Giver %
Median
Household
Income
Affordability
(in years)
75+ Median
Net Worth
Unemploy-
ment %
US National Average 10.6 4.9 4.7 $ 56 N/A $ 213 5.5
New York, NY 1,148 $ 5,728 7.6 7 / 796 $ 3,039 8.6 1.6 5.1 85 3.5 197 4.8
Washington, DC 784 3,808 5.0 6 / 657 3,266 12.2 3.4 8.9 102 8.2 250 3.1
Seattle, WA 513 2,706 3.6 1 / 60 1,243 10.6 5.4 8.0 84 6.3 250 4.1
San Francisco, CA 359 2,533 3.3 1 / 16 1,691 10.9 5.6 7.4 84 6.1 250 4.9
Los Angeles, CA 384 2,372 3.1 1 / 40 474 7.5 2.9 5.4 71 4.1 238 4.5
Portland, OR 762 2,047 2.7 2 / 365 506 12.1 7.3 6.0 66 >15 213 4.8
Charlotte, NC 587 1,948 2.6 -- / -- — 16.2 7.6 5.9 60 9.8 221 5.2
Chicago, IL 351 1,595 2.1 5 / 368 1,595 8.5 3.9 8.8 89 6.5 250 3.9
Baltimore, MD 293 1,524 2.0 2 / 186 593 13.5 3.8 7.5 86 4.3 225 4.7
Atlanta, GA 483 1,411 1.9 2 / 173 608 12.8 6.3 6.4 66 11.8 216 4.1
Detroit, MI 330 1,262 1.7 5 / 461 882 8.0 3.7 7.5 71 7.1 237 4.6
Riverside, CA 287 1,139 1.5 1 / 11 186 16.4 3.5 5.8 76 13.7 243 5.8
Houston, TX 308 1,046 1.4 -- / -- — 23.1 4.8 6.7 79 >15 250 5.0
Santa Rosa, CA 161 983 1.3 -- / -- — 9.4 4.1 5.2 62 3.5 212 5.3
Providence, RI 245 876 1.2 -- / -- — 4.4 4.0 6.9 76 7.1 211 2.9
San Diego, CA 116 782 1.0 -- / -- — 6.0 8.9 5.1 62 9.9 244 4.3
Philadelphia, PA 186 778 1.0 -- / -- — 5.7 5.2 8.4 81 10.3 247 4.0
St. Louis, MO 152 763 1.0 1 / 87 716 1.3 3.1 5.7 58 3.6 230 4.5
Denver, CO 178 730 1.0 1 / 163 730 20.1 5.6 8.8 81 4.2 250 2.3
Jacksonville, FL 169 663 0.9 -- / -- — 21.2 6.1 5.2 56 8.8 244 4.3
Remaining 6,693 19,277 25.4 6 / 459 1,943 10.4 3.4 5.0 56 7.4 216 5.5
Total 14,489 $ 53,971 71.3 41 / 3,842 $ 17,472 10.0 3.5 6.3 $ 72 6.5 $ 228 4.6
% of Total Cash NOI and Interest Income 5.5%
(1) Demographic data provided by Environmental Systems Research (“ESRI”) for 2017. Construction and supply data provided by National Investment Center for Senior Housing and Care (“NIC”) for the
quarter ended September 30, 2017. Data reflects a 5-mile radius around each community and is weighted by Cash NOI. See Glossary for further discussion.
(2) Represents the number of properties and units with similar care types that are under construction.
(3) Represents the Company’s Cash NOI exposed to new construction and material expansions.
31
Senior Housing
Triple-net New Supply - IndependentLiving & CCRC
As of and for the quarter ended September 30, 2017, dollars in thousands
NEW SUPPLY ANALYSIS
HCP Portfolio 5-Mile Radius(1)
MSA Units Cash NOI
% of
Triple-
net Cash
NOI
Properties/
Units Under
Construction(2)
Cash NOI
Exposed
to New
Supply(3)
5-Year 75+
Population
Growth %
2017-2022
75+
Penetration
Rate %
Qualified
Care
Giver %
Median
Household
Income
Affordability
(in years)
75+ Median
Net Worth
Unemploy-
ment %
US National Average 18.5 6.0 4.7 $ 56 N/A $ 213 5.5
Washington, DC 613 $ 2,831 3.7 1 / 212 $ 493 26.6 5.2 9.1 103 >15 250 3.2
Philadelphia, PA 542 2,683 3.5 -- / -- — 11.9 4.5 4.8 53 4.8 200 7.9
Dallas, TX 572 1,660 2.2 -- / -- — 23.8 4.8 5.5 62 >15 245 5.3
Austin, TX 269 1,500 2.0 -- / -- — 24.0 7.0 5.1 53 3.9 236 4.2
Denver, CO 236 1,350 1.8 1 / 53 1,350 21.5 7.5 4.7 55 4.7 170 3.1
Providence, RI 303 1,291 1.7 -- / -- — 11.6 2.9 4.5 46 1.7 83 6.0
Jacksonville, FL 317 1,286 1.7 -- / -- — 16.8 6.1 3.9 53 11.2 185 5.9
Sebastian, FL 213 981 1.3 -- / -- — 14.4 1.0 3.9 47 >15 250 10.1
Portland, OR 406 890 1.2 -- / -- — 14.0 4.6 4.6 56 >15 187 4.7
Tucson, AZ 282 887 1.2 -- / -- — 19.2 13.9 6.2 55 8.0 233 5.0
Remaining 1,994 6,356 8.4 2 / 152 1,224 14.4 2.7 4.5 61 >15 236 6.1
Total 5,747 $ 21,715 28.7 4 / 417 $ 3,067 16.2 4.6 5.6 $ 62 10.7 $ 216 5.9
% of Total Cash NOI and Interest Income 1.0%
(1) Demographic data provided by ESRI for 2017. Construction and supply data provided by NIC for the quarter ended September 30, 2017. Data reflects a 5-mile radius (10-mile for Entrance Fee CCRCs)
around each community and is weighted by Cash NOI. See Glossary for further discussion.
(2) Represents the number of properties and units with similar care types that are under construction.
(3) Represents the Company’s Cash NOI exposed to new construction and material expansions.
32
SHOP
As of and for the quarter ended September 30, 2017, dollars in thousands, except REVPOR
INVESTMENTS(1)
Property
Count Investment Cash NOI Units Occupancy %
REVPOR
SHOP
Wholly-Owned
AL 53 $ 965,486 $ 13,823 5,258 83.8 $ 4,421
IL 30 1,356,795 24,452 6,703 88.7 3,545
CCRC 1 26,225 909 244 87.9 7,567
84 $ 2,348,506 $ 39,184 12,205 86.6 $ 3,992
HCP's Share of Unconsolidated JVs
AL 50 $ 387,561 $ 6,248 5,254 82.5 $ 5,498
IL 6 74,882 872 724 97.4 3,316
CCRC 16 722,433 14,367 7,491 84.7 5,966
72 $ 1,184,876 $ 21,487 13,469 84.5 $ 5,669
Total 156 $ 3,533,382 $ 60,671 25,674 85.9 $ 4,548
Operator
Brookdale 121 $ 2,960,342 $ 54,327 22,124 86.4 $ 4,573
Atria Senior Living 7 137,945 3,640 1,040 89.6 3,883
Senior Lifestyle Corp. 7 195,149 2,077 640 79.2 5,393
MBK Senior Living 5 87,090 1,498 640 95.3 4,457
Remaining 16 152,856 (871) 1,230 74.0 4,160
Total 156 $ 3,533,382 $ 60,671 25,674 85.9 $ 4,548
(1) Excludes two properties that are in development.
33
(1) Units and REVPOR SHOP are based on the majority type within each community. AL includes needs-based care such as memory care.
SHOP MSA
As of and for the quarter ended September 30, 2017, dollars in thousands, except REVPOR, includes HCP's pro rata share of unconsolidated JVs
OPERATING PORTFOLIO METRICS
% of
Cash NOI
Units(1) REVPOR SHOP(1)
MSA Investment Cash NOI AL IL CCRC Occupancy % AL IL CCRC
Tampa, FL $ 323,979 $ 7,087 11.7 182 424 2,178 88.2 $ 4,020 $ 3,788 $ 5,979
Houston, TX 374,981 6,637 10.9 87 1,837 449 89.6 5,791 2,528 7,149
Miami, FL 276,797 4,854 8.0 736 964 — 83.8 4,313 3,994 —
Denver, CO 295,883 4,221 7.0 154 702 — 93.7 3,948 4,371 —
Chicago, IL 229,742 3,977 6.6 348 947 — 84.3 6,722 3,814 —
Orlando, FL 110,417 2,592 4.3 232 — 1,008 80.9 4,229 — 6,351
Sarasota, FL 151,738 2,162 3.6 259 164 745 73.2 4,110 5,024 5,523
Washington, DC 137,842 1,937 3.2 541 — — 84.4 5,976 — —
Philadelphia, PA 63,411 1,908 3.1 — — 435 94.2 — — 7,265
Punta Gorda, FL 38,944 1,606 2.6 — — 661 84.1 — — 6,104
Dallas, TX 80,029 1,432 2.4 453 257 — 87.8 3,859 2,130 —
Baltimore, MD 123,461 1,365 2.2 522 — — 80.4 5,557 — —
Jacksonville, FL 92,096 1,357 2.2 — — 542 83.0 — — 7,571
Los Angeles, CA 54,327 1,320 2.2 445 — — 92.4 6,032 — —
Providence, RI 81,837 1,298 2.1 396 171 — 84.7 4,738 3,007 —
Richmond, VA 69,437 1,275 2.1 303 — — 84.8 5,319 — —
Memphis, TN 77,601 1,107 1.8 48 182 — 96.8 3,923 5,684 —
Phoenix, AZ 41,890 1,101 1.8 — 211 — 89.6 — 3,895 —
Austin, TX 48,980 1,066 1.8 276 — — 94.1 5,755 — —
Riverside, CA 49,140 826 1.4 500 — — 88.5 3,918 — —
Remaining 810,850 11,543 19.0 5,030 1,568 1,717 84.9 4,512 3,600 4,956
Total $ 3,533,382 $ 60,671 100.0 10,512 7,427 7,735 85.9 $ 4,732 $ 3,535 $ 6,070
34
SHOP Trend
Dollars in thousands, except REVPOR, includes HCP's pro rata share of unconsolidated JVs
TOTAL OPERATING PORTFOLIO
3Q16 4Q16 1Q17(1) 2Q17 3Q17
Property count 143 152 153 153 156
Investment $ 3,831,503 $ 3,986,662 $ 3,481,155 $ 3,500,131 $ 3,533,382
Units 24,440 25,407 25,472 25,484 25,674
Occupancy % 88.2 87.8 87.6 86.2 85.9
REVPOR SHOP $ 4,417 $ 4,440 $ 4,493 $ 4,536 $ 4,548
Total Rental and Operating Revenues $ 221,712 $ 238,285 $ 216,592 $ 206,784 $ 207,976
Total Operating Expenses (163,965) (171,468) (154,066) (151,353) (151,856)
NOI $ 57,747 $ 66,817 $ 62,526 $ 55,431 $ 56,120
Total Cash Rental and Operating Revenues $ 226,491 $ 243,083 $ 220,199 $ 211,596 $ 213,194
Total Cash Operating Expenses (164,663) (171,468) (154,519) (151,642) (152,523)
Cash NOI $ 61,828 $ 71,615 $ 65,680 $ 59,954 $ 60,671
Cash NOI Margin % 27.3 29.5 29.8 28.3 28.5
(1) Reflects the January 2017 sale of a 40% interest in RIDEA II.
35
SHOP Same Property Portfolio
Dollars in thousands, except REVPOR, includes HCP's pro rata share of unconsolidated JVs
TOTAL SHOP(1)(2)
3Q16 4Q16 1Q17 2Q17 3Q17
Property count 122 122 122 122 122
Investment $ 2,894,083 $ 2,911,876 $ 2,922,967 $ 2,936,979 $ 2,941,905
Units 22,104 22,123 22,094 22,135 22,140
Occupancy % 88.8 88.6 88.1 86.9 86.3
REVPOR SHOP $ 4,143 $ 4,170 $ 4,300 $ 4,316 $ 4,328
Total Rental and Operating Revenues $ 164,808 $ 165,782 $ 169,735 $ 167,955 $ 167,318
Total Operating Expenses (120,928) (117,592) (119,906) (122,936) (121,746)
NOI $ 43,880 $ 48,190 $ 49,829 $ 45,019 $ 45,572
Total Cash Rental and Operating Revenues $ 164,934 $ 165,755 $ 169,706 $ 168,089 $ 167,674
Total Cash Operating Expenses (121,460) (117,659) (120,210) (122,934) (121,902)
Cash NOI $ 43,474 $ 48,096 $ 49,496 $ 45,155 $ 45,772
Cash NOI Margin % 26.4 29.0 29.2 26.9 27.3
Year-Over-Year Three-Month SPP Growth 5.3%
(1) Excludes non-refundable cash Entrance
Fees and related activity such as deferred
expenses, amortization, reserves and
management fees related to Entrance Fees.
(2) Reflects the January 2017 sale of a 40%
interest in RIDEA II as if it occurred at the
beginning of the earliest period presented.
Includes a CCRC rental community that is
not part of our CCRC JV.
ASSISTED LIVING/INDEPENDENT LIVING PORTFOLIO(2)
3Q16 4Q16 1Q17 2Q17 3Q17
Property count 107 107 107 107 107
Investment $ 2,208,617 $ 2,220,468 $ 2,228,205 $ 2,236,203 $ 2,236,351
Units 14,929 14,930 14,896 14,890 14,891
Occupancy % 89.8 89.5 88.9 87.4 86.8
REVPOR SHOP $ 3,912 $ 3,922 $ 4,074 $ 4,090 $ 4,095
Total Rental and Operating Revenues $ 120,316 $ 120,355 $ 123,836 $ 122,195 $ 121,253
Total Operating Expenses (81,615) (79,367) (80,785) (82,540) (81,497)
NOI $ 38,701 $ 40,988 $ 43,051 $ 39,655 $ 39,756
Total Cash Rental and Operating Revenues $ 120,421 $ 120,348 $ 123,835 $ 122,328 $ 121,600
Total Cash Operating Expenses (82,147) (79,434) (81,089) (82,538) (81,653)
Cash NOI $ 38,274 $ 40,914 $ 42,746 $ 39,790 $ 39,947
Cash NOI Margin % 31.8 34.0 34.5 32.5 32.9
Year-Over-Year Three-Month SPP Growth 4.4%
36
SHOP CCRC JV Same Property Portfolio(1)(2)
Dollars in thousands, except REVPOR, includes HCP's pro rata share of unconsolidated JVs
CCRC JV
3Q16 4Q16 1Q17 2Q17 3Q17
Property count 15 15 15 15 15
Investment $ 685,466 $ 691,408 $ 694,762 $ 700,776 $ 705,554
Units 7,175 7,193 7,198 7,245 7,249
Occupancy % 85.6 85.6 85.7 85.2 84.9
REVPOR SHOP $ 4,931 $ 5,013 $ 5,060 $ 5,065 $ 5,094
Total Rental and Operating Revenues $ 44,492 $ 45,427 $ 45,899 $ 45,760 $ 46,065
Total Operating Expenses (39,313) (38,225) (39,121) (40,396) (40,249)
NOI $ 5,179 $ 7,202 $ 6,778 $ 5,364 $ 5,816
Total Cash Rental and Operating Revenues $ 44,513 $ 45,407 $ 45,871 $ 45,761 $ 46,074
Total Cash Operating Expenses (39,313) (38,225) (39,121) (40,396) (40,249)
Cash NOI $ 5,200 $ 7,182 $ 6,750 $ 5,365 $ 5,825
Cash NOI Margin % 11.7 15.8 14.7 11.7 12.6
Year-Over-Year Three-Month SPP Growth 12.0%
(1) Excludes a CCRC rental community that is not part of our CCRC JV.
(2) Same property NOI and Cash NOI exclude non-refundable Entrance Fees and related activity such as deferred expenses, amortization, reserves and related
management fees.
(3) Represents NREFs net of a 15% reserve for statutory refunds due to early terminations and related management fees. See Entrance Fees in Glossary.
NON-REFUNDABLE ENTRANCE FEES
Non-refundable Entrance Fees ("NREFs"), net(3) $ 6,803 $ 7,159 $ 6,352 $ 7,716 $ 8,090
SPP Cash NOI plus NREFs, net $ 12,003 $ 14,341 $ 13,102 $ 13,081 $ 13,915
Margin % including NREFs, net 23.2 27.1 24.9 24.3 25.6
Year-Over-Year Three-Month Growth including NREFs, net 15.9%
37
SHOP New Supply - Assisted Living
As of and for the quarter ended September 30, 2017, dollars in thousands, includes HCP's pro rata share of unconsolidated JVs
NEW SUPPLY ANALYSIS
HCP Portfolio 5-Mile Radius(1)
MSA Units Cash NOI
% of
SHOP
Cash NOI
Properties/
Units Under
Construction(2)
Cash NOI
Exposed
to New
Supply(3)
5-Year 80+
Population
Growth %
2017-2022
75+
Penetration
Rate %
Qualified
Care
Giver %
Median
Household
Income
Affordability
(in years)
75+
Median
Net Worth
Unemploy-
ment%
US National Average 10.6 4.9 4.7 $ 56 N/A $ 213 5.5
Washington, DC 541 $ 1,937 3.2 2 / 126 $ 946 12.2 2.7 8.9 103 9.7 250 3.2
Miami, FL 736 1,463 2.4 3 / 342 1,132 6.4 3.0 3.6 51 11.0 233 8.0
Baltimore, MD 522 1,365 2.2 2 / 186 198 5.3 2.5 5.9 72 8.2 230 5.3
Los Angeles, CA 445 1,320 2.2 1 / 201 190 18.1 3.0 7.8 91 10.7 250 4.4
Richmond, VA 303 1,275 2.1 3 / 115 1,275 6.8 16.7 8.3 82 14.4 242 3.1
Dallas, TX 453 1,142 1.9 2 / 200 492 13.3 4.3 4.8 57 >15 232 5.5
Austin, TX 276 1,066 1.8 2 / 292 672 17.4 7.4 5.6 56 6.5 197 4.4
Providence, RI 396 1,016 1.7 -- / -- — 2.1 4.9 5.7 59 5.6 169 4.3
Orlando, FL 232 929 1.5 -- / -- — 11.6 7.0 4.7 54 15.0 214 5.8
Riverside, CA 500 826 1.4 1 / 148 27 11.3 2.4 4.3 64 >15 245 8.4
Cincinnati, OH 341 643 1.1 1 / 61 108 2.9 4.2 4.6 54 >15 225 5.7
Denver, CO 154 591 1.0 -- / -- — 13.9 5.1 4.7 54 >15 202 3.2
Houston, TX 87 552 0.9 -- / -- — 23.7 4.7 7.4 84 12.6 250 5.0
Sebastian, FL 104 547 0.9 -- / -- — 6.2 4.1 3.7 47 12.3 237 10.0
Albuquerque, NM 180 541 0.9 -- / -- — 2.8 1.5 2.8 38 9.3 180 8.0
San Diego, CA 318 497 0.8 1 / 64 233 9.5 4.9 7.8 101 4.9 250 4.0
Detroit, MI 120 444 0.7 1 / 60 444 10.9 2.7 5.6 60 >15 236 5.4
Tampa, FL 182 437 0.7 -- / -- — 9.7 6.1 4.7 50 11.8 192 6.0
Sarasota, FL 259 363 0.6 3 / 202 363 14.3 3.9 3.7 53 >15 250 5.8
Ventura, CA 159 361 0.6 1 / 130 361 11.2 5.5 9.1 100 4.3 250 4.4
Remaining 4,204 2,756 4.5 4 / 434 217 6.7 2.7 5.3 58 9.6 219 4.9
Total 10,512 $ 20,071 33.1 27 / 2,561 $ 6,658 9.4 4.0 5.8 $ 67 10.4 $ 226 5.2
% of Total Cash NOI and Interest Income 2.1%
(1) Demographic data provided by ESRI for 2017. Construction and supply data provided by NIC for the quarter ended September 30, 2017. Data reflects a 5-mile radius around each
community and is weighted by Cash NOI. See Glossary for further discussion.
(2) Represents the number of properties and units with similar care types that are under construction.
(3) Represents the Company’s Cash NOI exposed to new construction and material expansions.
38
SHOP New Supply - Independent Living & CCRC
As of and for the quarter ended September 30, 2017, dollars in thousands, includes HCP's pro rata share of unconsolidated JVs
NEW SUPPLY ANALYSIS
HCP Portfolio 5-Mile Radius(1)
MSA Units Cash NOI
% of
SHOP
Cash NOI
Properties/
Units Under
Construction(2)
Cash NOI
Exposed
to New
Supply(3)
5-Year 75+
Population
Growth %
2017-2022
75+
Penetration
Rate %
Qualified
Care
Giver %
Median
Household
Income
Affordability
(in years)
75+
Median
Net Worth
Unemploy-
ment%
US National Average 18.5 6.0 4.7 $ 56 N/A $ 213 5.5
Tampa, FL 2,602 $ 6,651 11.0 -- / -- $ — 16.4 3.0 3.7 50 6.8 217 5.9
Houston, TX 2,286 6,084 10.0 3 / 621 2,790 26.4 7.6 6.7 74 >15 250 5.6
Chicago, IL 947 3,765 6.2 1 / 68 793 15.4 4.9 8.1 86 >15 243 4.9
Denver, CO 702 3,629 6.0 2 / 194 2,266 18.4 5.5 5.2 58 >15 240 3.1
Miami, FL 964 3,391 5.6 1 / 320 377 17.6 2.4 3.8 53 >15 231 8.2
Philadelphia, PA 435 1,908 3.1 1 / 55 1,703 22.4 14.7 9.8 103 6.3 250 4.5
Sarasota, FL 909 1,799 3.0 -- / -- — 19.8 4.4 3.7 50 9.3 250 5.4
Orlando, FL 1,008 1,663 2.7 -- / -- — 51.0 3.3 2.3 45 5.8 250 7.1
Punta Gorda, FL 661 1,606 2.6 -- / -- — 24.5 6.6 2.8 51 6.6 250 7.3
Jacksonville, FL 542 1,355 2.2 -- / -- — 20.9 5.1 4.5 56 4.5 246 5.6
Remaining 4,106 8,749 14.5 3 / 734 2,440 16.2 5.4 5.1 59 >15 226 5.1
Total 15,162 $ 40,600 66.9 11 / 1,992 $ 10,369 19.8 4.8 5.3 $ 62 12.8 $ 237 5.5
% Total Cash NOI and Interest Income 3.2%
(1) Demographic data provided by ESRI for 2017. Construction and supply data provided by NIC for the quarter ended September 30, 2017. Data reflects a 5-mile radius (10-mile for Entrance
Fee CCRCs) around each community and is weighted by Cash NOI. See Glossary for further discussion.
(2) Represents the number of properties and units with similar care types that are under construction.
(3) Represents the Company’s Cash NOI exposed to new construction and material expansions.
39
Life Science
As of and for the quarter ended September 30, 2017, dollars and square feet in thousands, includes HCP's pro rata share of unconsolidated JVs
INVESTMENTS(1)
MSA
Property
Count Investment
Cash
NOI
Square
Feet
Occupancy
%
Wholly-Owned
San Francisco/San Jose, CA 83 $ 2,880,179 $ 52,918 4,826 97.7
San Diego, CA(2) 28 744,933 13,264 1,925 92.8
Remaining 8 153,399 3,247 512 100.0
119 $ 3,778,511 $ 69,429 7,263 96.6
HCP's Share of Unconsolidated JVs
San Diego, CA 2 $ 46,608 $ 829 131 96.3
San Francisco, CA 2 41,363 803 147 100.0
4 $ 87,971 $ 1,632 278 98.2
123 $ 3,866,482 $ 71,061 7,541 96.6
SAME PROPERTY PORTFOLIO
3Q16 4Q16 1Q17 2Q17 3Q17
Property count 112 112 112 112 112
Investment $ 3,242,281 $ 3,247,989 $ 3,253,676 $ 3,261,497 $ 3,266,639
Square feet 6,619 6,618 6,617 6,619 6,619
Occupancy % 97.1 97.1 97.1 96.3 96.3
Total Rental and Operating Revenues $ 75,419 $ 76,182 $ 76,628 $ 77,803 $ 78,261
Total Operating Expenses (15,376) (15,901) (14,837) (16,282) (16,886)
NOI $ 60,043 $ 60,281 $ 61,791 $ 61,521 $ 61,375
Total Cash Rental and Operating Revenues $ 75,852 $ 75,562 $ 77,049 $ 78,854 $ 79,786
Total Cash Operating Expenses (15,356) (15,882) (14,817) (16,262) (16,866)
Cash NOI $ 60,496 $ 59,680 $ 62,232 $ 62,592 $ 62,920
Year-Over-Year Three-Month SPP Growth 4.0%
(1) Excludes eight properties that are in Development.
(2) Includes property count only for two properties in Redevelopment.
40
Public Biotech /
Medical Device
46%
University,
Government,
Research 4%
Office and
R&D 17%
Pharma
15%Private
Biotech /
Medical Device
18%
Life Science
As of September 30, 2017, dollars and square feet in thousands, includes HCP's pro rata share of unconsolidated JVs
SELECTED LEASE EXPIRATION DATA (NEXT 5 YEARS)(1)
Total
San Francisco /
San Jose San Diego Remaining
Year
Leased
Square
Feet %
Annualized
Base Rent %
Square
Feet
Annualized
Base Rent
Square
Feet
Annualized
Base Rent
Square
Feet
Annualized
Base Rent
2017(2) 261 4 $ 6,590 2 124 $ 2,410 137 $ 4,180 — $ —
2018 541 8 18,188 6 427 14,931 78 2,678 36 579
2019 749 11 27,981 10 329 9,934 420 18,047 — —
2020 663 10 21,900 8 372 13,094 291 8,806 — —
2021 886 13 48,221 17 831 46,334 55 1,887 — —
Thereafter 3,850 54 163,559 57 2,443 124,583 931 25,269 476 13,707
6,950 100 $ 286,439 100 4,526 $ 211,286 1,912 $ 60,867 512 $ 14,286
TENANT CONCENTRATION(1)
Remaining
Lease Term
in Years
Leased Square Feet Annualized Base Rent
Amount
% of
Total Amount
% of
Total
Credit
Rating
Amgen 5.0 684 10 $ 48,625 17 A
Google 4.9 729 10 30,361 11 AA+
Rigel Pharmaceuticals(3) 5.3 147 2 16,207 6 -
Takeda 1.6 166 2 9,482 3 A-
Myriad Genetics 7.7 310 4 7,798 3 -
General Atomics 13.7 397 6 6,959 2 -
AstraZeneca Pharmaceuticals 9.9 115 2 6,720 2 BBB+
Duke University 12.0 166 2 5,908 2 AA+
NuVasive 16.7 145 2 5,525 2 -
Rinat Neuroscience 7.3 123 2 4,685 2 -
Remaining 4.3 3,968 58 144,169 50
5.4 6,950 100 $ 286,439 100
(1) Excludes 337,000 square feet and annualized base rent of $21.0 million related to the purchase option exercised by Genentech that is expected to close
in July 2018.
(2) Includes month-to-month and holdover leases.
(3) In July 2017, Rigel signed a lease renewal for a 5-year term ending January 2023. The new rate becomes effective February 2018 and generates Annualized
Base Rent of $9.0 million.
41
Life Science
Square feet in thousands, includes unconsolidated JVs
LEASING ACTIVITY
Leased
Square Feet
Annualized
Base Rent
Per Sq. Ft.
% Change in
Cash Rents
HCP Tenant
Improvements
per Sq. Ft.
Leasing Costs
per Sq. Ft.
Average Lease
Term (Months)
Retention
Rate YTD
Leased Square Feet as of June 30, 2017 7,046 $ 41.49
Acquisitions 119 35.78
Developments 115 58.20
Expirations (431) 40.04
Renewals, amendments and extensions 324 41.23 3.3 $ 16.62 $ 8.22 86 64.9%
New leases 136 44.57 25.77 11.14 67
Terminations (22) 43.20
Leased Square Feet as of September 30, 2017 7,287 $ 41.21
Shoreline 2019
Mountain View, CA
42
Medical Office
As of and for the quarter ended September 30, 2017, dollars and square feet in thousands, includes HCP's pro rata share of unconsolidated JVs
PORTFOLIO BY MARKET(1)
Square Feet
On-campus(2) Off-campus(3) Total
MSA
Property
Count Investment Cash NOI
Occupancy
% Multi-tenant Single-tenant Multi-tenant Single-tenant Multi-tenant Single-tenant % of Total
Dallas, TX 26 $ 519,429 $ 9,027 89.5 1,840 34 327 54 2,167 88 12
Houston, TX 27 513,396 8,944 93.4 1,116 1,425 287 — 1,403 1,425 16
Seattle, WA 6 214,522 6,246 94.9 667 — — — 667 — 4
Nashville, TN 14 157,381 4,683 96.4 1,288 10 — — 1,288 10 7
Denver, CO 14 230,124 4,566 90.4 999 — — — 999 — 5
Louisville, KY 12 219,842 4,529 93.8 669 17 447 15 1,116 32 6
Philadelphia, PA 3 261,850 3,688 87.5 705 — 213 90 918 90 6
Salt Lake City, UT 13 144,275 3,415 97.1 434 63 154 116 588 179 4
Phoenix, AZ 13 170,583 2,910 87.1 519 — 208 — 727 — 4
Miami, FL 11 101,106 2,227 86.8 531 — — 29 531 29 3
San Diego, CA 5 108,754 2,106 96.7 — 176 155 — 155 176 2
Las Vegas, NV 7 113,377 1,573 83.2 528 — — — 528 — 3
Kansas City, MO 3 76,845 1,453 95.9 260 — — 8 260 8 1
Los Angeles, CA 5 86,938 1,276 82.5 106 — 174 — 280 — 2
San Antonio, TX 4 69,228 1,261 81.2 353 — — — 353 — 2
Ogden, UT 10 68,028 1,247 80.1 321 — 13 68 334 68 2
Washington, DC 3 57,699 932 77.1 55 29 99 — 154 29 1
Sacramento, CA 2 74,429 905 94.4 — — 29 92 29 92 1
Baltimore, MD 3 31,337 819 96.8 — 63 38 58 38 121 1
San Francisco, CA 1 41,721 758 100.0 — — — 104 — 104 1
Remaining 60 654,783 10,567 95.3 1,532 1,267 302 124 1,834 1,391 17
242 $ 3,915,647 $ 73,132 91.8 11,923 3,084 2,446 758 14,369 3,842 100
(1) Excludes three properties that are in development.
(2) Includes 6.5 million square feet subject to ground leases with average expirations of 56 years and renewal options generally ranging from 10 to 25 years.
(3) Includes facilities that are off-campus, adjacent (within 0.25 miles of a hospital campus) and anchored (50% or more leased by a health system).
43
Medical Office
As of and for the quarter ended September 30, 2017, square feet in thousands, includes HCP's pro rata share of unconsolidated JVs
SQUARE FEET BY HEALTH SYSTEM
Square Feet Directly Leased by Health System
Health System
Health
System
Rank(1)
Credit
Rating On-Campus Anchored(2) Adjacent(2) Off-Campus Total % of Total % Square Feet
% of Annualized
Base Rent
HCA Holdings, Inc. 2 Ba2 7,335 60 236 — 7,631 41.9 16.6 18.7
Memorial Hermann Health System 41 A1 1,551 80 — — 1,631 9.0 9.4 4.9
Community Health Systems, Inc. 6 B3 1,251 140 — — 1,391 7.6 8.0 5.2
Norton Healthcare 102 -- 686 15 328 — 1,029 5.7 3.7 3.6
Jefferson Health 97 A2 705 — — — 705 3.9 2.2 2.4
Providence Health & Services 3 Aa3 563 — — — 563 3.1 1.6 2.5
Steward Health Care 67 -- 547 — — — 547 3.0 1.5 1.4
HonorHealth 128 A2 421 — — — 421 2.3 1.0 1.2
Remaining - credit rated 1,715 656 384 — 2,755 15.1
Non-credit rated 233 42 199 1,064 1,538 8.4
Total 15,007 993 1,147 1,064 18,211 100.0 44.0 39.9
% of Total 82.4 5.5 6.3 5.8
Total Healthcare Affiliated 94.2%
LEASING ACTIVITY
Leased
Square Feet
Annualized
Base Rent
Per Sq. Ft.
% Change in
Cash Rents(3)
HCP Tenant
Improvements
per Sq. Ft.
Leasing Costs
per Sq. Ft.
Average
Lease Term
(Months)
Retention
Rate YTD
Leased Square Feet as of June 30, 2017 16,625 $ 22.74
Acquisitions 138 27.13
Developments and Redevelopments 11 21.91
Expirations (670) 25.56
Renewals, amendments and extensions 513 25.29 0.2 $ 9.66 $ 4.33 55 83.5%
New leases 118 23.28 26.06 6.71 66
Terminations (19) 32.51
Leased Square Feet as of September 30, 2017 16,716 $ 22.87
(1) Ranked by revenue based on the 2016 Modern Healthcare’s Healthcare Systems Financial Database.
(2) Denotes whether the medical office building is adjacent (within 0.25 miles) to a hospital campus or anchored, (50% or more is leased to a health system).
(3) For comparative purposes, reflects adjustments for leases that converted to a different lease type upon renewal, amendment or extension of the original lease.
44
Medical Office
As of and for the quarter ended September 30, 2017, dollars and square feet in thousands, includes HCP's pro rata share of unconsolidated JVs
SELECTED LEASE EXPIRATION DATA (NEXT 5 YEARS)
Total On-Campus Off-Campus
Year
Leased
Square Feet %
Annualized
Base Rent % Square Feet
Annualized
Base Rent Square Feet
Annualized
Base Rent
2017(1) 961 6 $ 23,294 6 804 $ 20,321 157 $ 2,973
2018 2,484 15 58,902 15 2,067 49,188 417 9,714
2019 2,113 13 51,320 14 1,709 41,426 404 9,894
2020 2,205 13 56,615 15 1,949 50,752 256 5,863
2021 1,535 9 38,393 10 1,287 32,381 248 6,012
Thereafter 7,418 44 152,783 40 5,997 119,399 1,421 33,384
16,716 100 $ 381,307 100 13,813 $ 313,467 2,903 $ 67,840
SAME PROPERTY PORTFOLIO
3Q16 4Q16 1Q17 2Q17 3Q17
Property count 214 214 214 214 214
Investment $ 3,173,861 $ 3,192,160 $ 3,204,637 $ 3,219,785 $ 3,230,151
Square feet 15,744 15,748 15,754 15,650 15,650
Occupancy % 92.2 92.3 92.2 92.1 91.7
Total Rental and Operating Revenues $ 100,680 $ 100,333 $ 100,741 $ 101,656 $ 102,278
Total Operating Expenses (38,073) (36,529) (37,087) (38,371) (38,730)
NOI $ 62,607 $ 63,804 $ 63,654 $ 63,285 $ 63,548
Total Cash Rental and Operating Revenues $ 100,097 $ 99,393 $ 100,248 $ 101,578 $ 102,352
Total Cash Operating Expenses (37,486) (35,943) (36,507) (37,791) (38,154)
Cash NOI $ 62,611 $ 63,450 $ 63,741 $ 63,787 $ 64,198
Year-Over-Year Three-Month SPP Growth 2.5%
(1) Includes month-to-month and holdover leases.
45
(1) Certain operators in the Company's hospital portfolio are not required under their respective leases to provide operational data.
(2) On July 31, 2017, we entered into a definitive agreement to sell the loan for $197 million. The terms of the agreement require a closing on or before December 31, 2017 and
require the borrower to remain current on its non-default interest payments to HCP, which are based on the original loan balance of $257 million.
(3) DSC represents Facility EBITDA for the 69 facilities securing HCP's debt investment, net of an imputed management fee of 5% of revenues and rent payments under third-party
leases, divided by Debt Service payments due HCP and the senior note holders. Facility EBITDA and Debt Service payments are for the trailing 12 month period ended June 30,
2017.
Other
As of and for the quarter ended September 30, 2017, dollars in thousands, includes HCP's pro rata share of unconsolidated JVs
LEASED PROPERTIES
Type/Operator
Property
Count Investment Cash NOI Beds
Occupancy
%(1)
Facility
EBITDARM
CFC(1)
Facility
EBITDAR CFC
(1)
Hospitals
Acute care 4 $ 341,033 $ 13,129 1,438 47.2 8.43x 7.91x
Remaining 10 189,877 5,676 696 53.1 2.48x 2.20x
14 $ 530,910 $ 18,805 2,134 50.7 6.52x 6.08x
United Kingdom
Maria Mallaband 25 $ 164,126 $ 2,964 1,143 89.7 1.63x 1.38x
HC-One 36 237,039 4,471 2,040 92.9 1.54x 1.27x
61 $ 401,165 $ 7,435 3,183 91.8 1.57x 1.31x
Post-acute/skilled
Wholly-Owned 1 $ 17,909 $ 308 120 92.5 2.20x 1.82x
HCP's Share of Unconsolidated JVs 4 9,150 401 420 76.5 N/A N/A
5 $ 27,059 $ 709 540 80.7
Total Leased Properties 80 $ 959,134 $ 26,949
DEBT INVESTMENTS
Investment
Interest
Income DSC Yield
Weighted
Average
Maturity in
Years
Tandem Consulate Health Care(2)(3) $ 197,374 $ 7,674 1.20x 11.9% 1.1
Maria Mallaband - UK 153,816 2,694 N/A 7.2% 5.9
Remaining 69,529 1,406 N/A 8.4% 3.2
Total Debt Investments $ 420,719 $ 11,774
46
(1) Certain operators in the Company's hospital
portfolio are not required under their respective
leases to provide operational data.
Other Same Property Portfolio
As of and for the quarter ended September 30, 2017, dollars in thousands
HOSPITALS
3Q16 4Q16 1Q17 2Q17 3Q17
Property count 14 14 14 14 14
Investment $ 530,775 $ 530,777 $ 530,910 $ 530,910 $ 530,910
Beds 2,134 2,134 2,134 2,134 2,134
Occupancy %(1) 53.8 50.7 51.2 52.1 50.7
Facility EBITDARM CFC(1) 6.92x 6.74x 6.68x 6.50x 6.52x
Facility EBITDAR CFC(1) 6.48x 6.30x 6.24x 6.06x 6.08x
Total Rental and Operating Revenues $ 20,333 $ 20,386 $ 20,877 $ 20,460 $ 20,548
Total Operating Expenses (1,190) (1,224) (1,205) (1,047) (1,094)
NOI $ 19,143 $ 19,162 $ 19,672 $ 19,413 $ 19,454
Total Cash Rental and Operating Revenues $ 19,986 $ 20,045 $ 20,627 $ 20,295 $ 19,929
Total Cash Operating Expenses (1,190) (1,224) (1,205) (1,047) (1,094)
Cash NOI $ 18,796 $ 18,821 $ 19,422 $ 19,248 $ 18,835
Year-Over-Year Three-Month SPP Growth 0.2%
UNITED KINGDOM
3Q16 4Q16 1Q17 2Q17 3Q17
Property count 61 61 61 61 61
Investment $ 387,573 $ 369,612 $ 373,799 $ 388,275 $ 401,165
Beds 3,187 3,198 3,198 3,184 3,183
Occupancy % 92.9 92.9 92.8 91.1 91.8
Facility EBITDARM CFC 1.55x 1.56x 1.56x 1.57x 1.57x
Facility EBITDAR CFC 1.30x 1.31x 1.31x 1.31x 1.31x
Total Rental and Operating Revenues $ 7,969 $ 7,583 $ 7,592 $ 7,891 $ 8,101
FX adjustment (25) 415 426 181 —
NOI $ 7,944 $ 7,998 $ 8,018 $ 8,072 $ 8,101
Total Cash Rental and Operating Revenues $ 7,177 $ 6,830 $ 6,830 $ 7,191 $ 7,435
FX adjustment (21) 374 384 165
Cash NOI 7,156 7,204 7,214 7,356 7,435
Year-Over-Year Three-Month SPP Growth 3.9%
47
Other Same Property Portfolio
As of and for the quarter ended September 30, 2017, dollars in thousands, includes HCP's pro rata share of unconsolidated JVs
TOTAL OTHER(1)
3Q16 4Q16 1Q17 2Q17 3Q17
Property count 80 80 80 80 80
Investment $ 945,406 $ 927,448 $ 931,768 $ 946,244 $ 959,134
Total Rental and Operating Revenues $ 29,014 $ 28,678 $ 29,195 $ 29,077 $ 29,378
Total Operating Expenses (1,210) (1,241) (1,224) (1,066) (1,114)
FX adjustment (25) 415 426 181 —
NOI $ 27,779 $ 27,852 $ 28,397 $ 28,192 $ 28,264
Total Cash Rental and Operating Revenues $ 27,875 $ 27,585 $ 28,183 $ 28,211 $ 28,093
Total Cash Operating Expenses (1,210) (1,241) (1,224) (1,066) (1,114)
FX adjustment (21) 374 384 165 —
Cash NOI $ 26,644 $ 26,718 $ 27,343 $ 27,310 $ 26,979
Year-Over-Year Three-Month SPP Growth 1.3%
(1) Includes five domestic post-acute/skilled properties.
48
(1) Includes $17.1 million related to non-
refundable entrance fees (net of reserve for
early terminations) included in FAD as the
fees are collected by our CCRC JV, partially
offset by $4.7 million related to non-
refundable entrance fee amortization
recognized on an FFO basis over the
estimated stay of the residents. See
Entrance Fees in Glossary.
(2) Excludes $449 million related to debt
funded by HCP and land held for
development.
(3) HCP's pro rata share excludes activity
related to debt funded by HCP.
Unconsolidated
Joint Ventures
As of and for the quarter ended September 30, 2017, dollars and square feet in thousands
SHOP
SELECTED FINANCIAL DATA AT 100% Total CCRC Non-CCRC
Life
Science
Medical
Office Other
Joint ventures' Investment $ 2,739,216 $ 1,439,905 $ 1,117,136 $ 155,994 $ 14,743 $ 11,438
Joint ventures' mortgage debt 1,342,746 627,289 711,532 — — 3,925
Property count 81 15 57 4 1 4
Capacity 7,249 Units 6,220 Units 278 Sq. Ft. 103 Sq. Ft. 420 Beds
Occupancy % 84.9 82.8 98.2 100.0 76.5
Total revenues $ 183,787 $ 101,134 $ 77,873 $ 3,514 $ 740 $ 526
Operating expenses (142,879) (81,723) (60,132) (786) (213) (25)
NOI $ 40,908 $ 19,411 $ 17,741 $ 2,728 $ 527 $ 501
Depreciation and amortization (34,433) (23,691) (9,695) (745) (218) (84)
General and administrative expenses (410) — (386) (4) (20) —
Interest expense and other (12,352) (6,590) (5,929) — 279 (112)
Casualty-related charges/(recoveries), net (1,336) (1,288) (48) — — —
Net income (loss) $ (7,623) $ (12,158) $ 1,683 $ 1,979 $ 568 $ 305
Depreciation and amortization 34,433 23,691 9,695 745 218 84
FFO $ 26,810 $ 11,533 $ 11,378 $ 2,724 $ 786 $ 389
Casualty-related charges/(recoveries), net 1,336 1,288 48 — — —
FFO as adjusted $ 28,146 $ 12,821 $ 11,426 $ 2,724 $ 786 $ 389
Non-refundable Entrance Fee sales, net(1) 12,396 12,396 — — — —
Non-cash adjustments to NOI (346) (519) 119 59 (5) —
Non-cash adjustments to net income 11 (244) 228 — 27 —
Leasing costs and tenant and capital improvements (5,439) (3,328) (1,975) 6 (142) —
FAD $ 34,768 $ 21,126 $ 9,798 $ 2,789 $ 666 $ 389
HCP'S SHARE OF UNCONSOLIDATED JVs
HCP's ownership percentage 49% 40% - 85% 50% - 63% 20% - 67% 80%
HCP's net equity investment(2) $ 350,574 $ 218,263 $ 62,114 $ 64,111 $ 4,621 $ 1,465
Mortgage debt(3) 165,883 100,011 65,872 — — —
NOI 19,253 9,511 7,390 1,598 353 401
Cash NOI 23,870 14,119 7,368 1,632 350 401
Net income (loss)(3) 1,062 (3,247) 3,002 789 274 244
FFO(3) 17,421 7,930 7,186 1,596 396 313
FFO as adjusted(3) 18,081 8,561 7,215 1,596 396 313
FAD(3) 21,236 12,587 6,371 1,633 332 313
49
2017 Guidance
Projected full year 2017, dollars in millions, except per share amounts
Full Year
2017 Guidance
(November 2, 2017)
Full Year
2017 Guidance
(August 1, 2017)
Net income, FFO and FFO as Adjusted per Share Guidance
Diluted earnings per common share(1) $1.16 - $1.20 $1.18 - $1.24
Diluted FFO per common share(1) $1.74 - $1.78 $1.73 - $1.79
Diluted FFO as adjusted per common share $1.92 - $1.96 $1.89 - $1.95
Annualized dividend per share $1.48 $1.48
Year-Over-Year SPP Cash NOI Guidance
Senior housing triple-net 5.0% - 6.0% 5.0% - 6.0%
SHOP(2) (2.0%) - 0.0% (3.0%) - 0.0%
Life science 3.5% - 4.5% 3.5% - 4.5%
Medical office 2.5% - 3.5% 2.5% - 3.5%
Other 0.8% - 1.8% 0.8% - 1.8%
Total Portfolio 2.5% - 3.5% 2.5% - 3.5%
Year-Over-Year SPP NOI Guidance 1.2% - 2.2% 1.2% - 2.2%
Capital Expenditures
1st generation tenant improvements / ICE $45 - $50 $43 - $48
Revenue enhancing $60 - $70 $69 - $79
Development and Redevelopment $325 - $350 $345 - $400
(1) The November 2, 2017 EPS and FFO per share guidance do not yet reflect the non-cash accounting impact of the Brookdale transactions.
(2) As discussed during the Company's 4Q16 earnings call, our SHOP segment was impacted by the timing of Brookdale volume purchase
rebates during 2016. The rebates are largely related to bulk purchases of food and supplies. 4Q16 included a significant favorable true-
up, whereas 2017 was recorded evenly throughout the year. Consequently, 2017 YTD and 4Q growth rates are impacted by the timing of
the 2016 rebates as illustrated by the table below. Importantly, our full year guidance and performance remains unimpacted by the
rebates.
Rebates Change
2017 2016 $ %
YTD September $ 3.0 $ 1.3 $ 1.7 1.2 %
4Q 1.0 2.7 (1.7) (3.5)%
Full Year $ 4.0 $ 4.0 $ — — %
50
2017 Guidance
(1) Excludes severance and related charges incurred in 2017.
(2) Interest expense is impacted by the following debt repayments in 2017:
Projected full year 2017, dollars in millions, except per share amounts and net dispositions
Full Year
2017 Guidance
(November 2, 2017)
Full Year
2017 Guidance
(August 1, 2017)
Other Supplemental Information - Cash Addition (Reduction)
Amortization of deferred compensation $13 - $15 $15 - $17
Amortization of deferred financing costs $14 - $16 $14 - $16
Straight-line rents ($13) - ($17) ($13) - ($17)
Other depreciation and amortization ($9) - ($11) ($9) - ($11)
Leasing costs, tenant improvements, and recurring capital expenditures ($108) - ($115) ($108) - ($115)
CCRC Entrance Fees, net $17 - $21 $18 - $23
Deferred income taxes ($13) - ($17) ($13) - ($17)
Other adjustments $4 - $6 $4 - $6
Other Items
General and administrative(1) $83 - $87 $83 - $87
Interest expense(2) $300 - $310 $300 - $310
Net dispositions(3) $2.0B - $2.4B @ 8.4% $2.1B - $2.6B @ 8.0%
Debt
Repaid
Weighted
Average Rate
1Q17 $ 641 2.9% Includes $472 million of mortgage debt related to our SHOP portfolio.
2Q17 316 4.9% Includes $250 million of senior unsecured notes that matured May 2017.
3Q17 500 5.4% Represents repurchase of $500 million of our 2021 senior unsecured notes.
4Q17 — —%
Total 2017 $ 1,457 4.2% Excludes revolver debt repayment.
(3) Disposition and acquisition activity includes the following:
Dispositions and
Loan Repayments
Trailing Cash
Yield Acquisitions
Forward
Cash Yield
1Q17 $ 1,862 (A) 7.3% $ — —%
2Q17 399 (B) 7.8% 26 6.0%
3Q17 15 7.1% 112 5.7%
4Q17 Forecast 292 (C) 12.8% 228 5.9% Represents Hayden Research Campus acquisition at year 2 yield of 5.9%.
2017 Forecast $ 2,568 8.0% $ 366 5.8%
(A) Includes $1.125 billion related to 64 Brookdale properties sold March 2017 and $480 million related to the sale of a 40% interest in and refinancing of
the RIDEA II JV that occurred in January 2017. Proceeds used to pay down debt and revolver balances.
(B) Includes $367 million related to HC-One debt repayment. Proceeds used to pay down GBP revolver and UK term loan.
(C) Includes $197 million from the projected Tandem loan repayment.
Other Supplemental Information
51
Glossary
Adjusted Fixed Charge Coverage*
Adjusted EBITDA divided by Fixed Charges. Adjusted Fixed Charge Coverage is a supplemental
measure of liquidity and the Company’s ability to meet its interest payments on outstanding debt
and pay dividends to its preferred stockholders, if applicable. The Company’s various debt
agreements contain covenants that require the Company to maintain ratios similar to Adjusted
Fixed Charge Coverage, and credit rating agencies utilize similar ratios in evaluating and
determining the credit rating on certain debt instruments of the Company. Adjusted Fixed Charge
Coverage is subject to the same limitations and qualifications as Adjusted EBITDA and Fixed
Charges.
Affordability (in years)
Affordability represents the number of years an individual can support the cost of residing in a
senior housing facility. Affordability is calculated using the median net worth for individuals ages
75 and older, divided by the annualized revenue per occupied room (REVPOR), less the median
income for individuals ages 75 and older. Markets with median income in excess of REVPOR reflect
an Affordability metric of greater than (>) 15 years.
Annualized Base Rent
The most recent month’s (or subsequent month’s if acquired in the most recent month) base rent
including additional rent floors, cash income from DFLs and/or interest income annualized for 12
months. Annualized Base Rent includes the Company’s share of unconsolidated JVs calculated
on the same basis and excludes properties in the Company’s SHOP and properties sold or held for
sale during the quarter. Further, Annualized Base Rent does not include tenant recoveries, additional
rents in excess of floors and non-cash revenue adjustments (i.e., straight-line rents, amortization
of market lease intangibles, DFL non-cash interest and deferred revenues). The Company uses
Annualized Base Rent for the purpose of determining Lease Expirations and Debt Investment
Maturities.
Cash Flow Coverage (“CFC”)*
Facility EBITDAR or Facility EBITDARM divided by the aggregate of base rent and any additional
rent due to the Company for the trailing 12-month period one quarter in arrears from the period
presented. CFC is a supplemental measure of a property’s ability to generate cash flows for the
operator/tenant (not the Company) to meet the operator’s/tenant’s related rent and other
obligations to the Company. However, CFC is subject to the same limitations and qualifications as
Facility EBITDAR or Facility EBITDARM. CFC is not presented for: (i) properties operated under a
RIDEA structure; or (ii) newly completed facilities under lease-up, facilities acquired or transitioned
to new operators during the relevant trailing 12-month period, vacant facilities and facilities for
which data is not available or meaningful.
Consolidated Debt
The carrying amount of bank line of credit and term loans (if applicable), senior unsecured notes,
mortgage debt and other debt, as reported in the Company’s consolidated financial statements.
Consolidated Gross Assets*
The carrying amount of total assets, excluding investments in and advances to the Company’s
unconsolidated JVs, after adding back accumulated depreciation and amortization, as reported in
the Company’s consolidated financial statements. Consolidated Gross Assets is a supplemental
measure of the Company’s financial position, which, when used in conjunction with debt-related
measures, enables both management and investors to analyze its leverage and to compare its
leverage to that of other companies.
Consolidated Secured Debt
Mortgage and other debt secured by real estate, as reported in the Company’s consolidated
financial statements.
Continuing Care Retirement Community (“CCRC”)
A senior housing facility which provides at least three levels of care (i.e., independent living, assisted
living and skilled nursing).
Debt Investments
Loans secured by a direct interest in real estate and mezzanine loans.
Debt Service
The periodic payment of interest expense and principal amortization on secured loans.
Debt Service Coverage (“DSC”)*
Facility EBITDA divided by Debt Service for the trailing 12 months and one quarter in arrears from
the date reported. DSC is a supplemental measure of the borrower’s ability to generate sufficient
liquidity to meet its obligations to the Company under the respective loan agreements. DSC is
subject to the same limitations and qualifications as Facility EBITDA.
Development
Includes ground-up construction. Newly completed developments, are considered Stabilized at
the earlier of lease-up (typically when the tenant(s) controls the physical use of 80% of the space)
or 24 months from the date the property is placed in service.
Direct Financing Lease (“DFL”)
Lease for which future minimum lease payments are recorded as a receivable and the difference
between the future minimum lease payments and the estimated residual values less the cost of
the properties is recorded as unearned income. Unearned income is deferred and amortized to
income over the lease terms to provide a constant yield.
EBITDA and Adjusted EBITDA*
Earnings before interest, taxes, depreciation and amortization for the Company. Adjusted EBITDA
is defined as EBITDA excluding impairments (recoveries), gains or losses from real estate
dispositions, transaction-related items, loss on debt extinguishments, severance-related charges,
litigation provision, gain upon consolidation of JV and foreign currency exchange gains (losses).
Entrance Fees
Certain of the Company’s communities have residency agreements which require the resident to
pay an upfront entrance fee prior to taking occupancy at the community. For NOI, net income and
FFO, the non-refundable portion of the entrance fee is recorded as deferred entrance fee revenue
and amortized over the estimated stay of the resident based on an actuarial valuation. For Cash
NOI and FAD, the non-refundable entrance fees are recognized upon receipt, net of a reserve for
statutory refunds due to early terminations. The refundable portion of a resident’s entrance fee is
generally refundable within a certain number of months or days following contract termination or
upon the sale of the unit. All refundable amounts due to residents at any time in the future are
classified as current liabilities.
52
Glossary
Estimated / Actual Completion Date
For Developments, management’s estimate of the period the core and shell structure improvements
are expected to be or have been completed. For Redevelopments, management’s estimate of the
period in which major construction activity in relation to the scope of the project has been or will
be substantially completed.
Facility EBITDA*
EBITDA for a particular facility (not the Company), for the trailing 12 months and one quarter in
arrears from the date reported. The Company uses Facility EBITDA in determining Debt Service
Coverage. Facility EBITDA is subject to the same limitations as EBITDA. In addition, Facility EBITDA
does not represent a borrower’s net income or cash flow from operations and should not be
considered an alternative to those indicators. The Company receives periodic financial information
from most borrowers regarding the performance under the loan agreement. The Company utilizes
Facility EBITDA as a supplemental measure of the borrower’s ability to generate sufficient liquidity
to meet their obligations to the Company. Facility EBITDA includes a management fee as specified
in the borrower loan agreements with the Company. All borrower financial performance data was
derived solely from information provided by borrowers without independent verification by the
Company.
Facility EBITDAR and Facility EBITDARM*
Earnings before interest, taxes, depreciation, amortization and rent (and management fees), as
applicable, for a particular facility accruing to the operator/tenant of the property (the Company
as lessor), for the trailing 12 months and one quarter in arrears from the date reported. The Company
uses Facility EBITDAR or Facility EBITDARM in determining CFC and as a supplemental measure
of the ability of the property to generate sufficient liquidity to meet related obligations to the
Company. Facility EBITDAR includes: (i) contractual management fees; (ii) an imputed management
fee of 5% of revenues for senior housing facilities and post-acute/skilled facilities, or (iii) an imputed
management fee of 2% of revenues for hospitals. All facility financial performance data was derived
solely from information provided by operators/tenants without independent verification by the
Company. Facility EBITDAR and Facility EBITDARM are subject to the same limitations and
qualifications as Facility EBITDA. Facility EBITDAR and Facility EBITDARM are not presented for:
(i) properties operated under a RIDEA structure; or (ii) newly completed facilities under lease-up,
facilities acquired or transitioned to new operators during the relevant trailing 12-month period,
vacant facilities and facilities for which data is not available or meaningful.
Financial Leverage*
Total Debt divided by Total Gross Assets. Financial Leverage is a supplemental measure of the
Company’s financial position, which enables both management and investors to analyze its
leverage and to compare its leverage to that of other companies. The Company’s pro rata share
of total debt from the Company’s unconsolidated JVs is not intended to reflect its actual liability
or ability to access assets should there be a default under any or all such loans or a liquidation of
the JVs.
Fixed Charges*
Total interest expense plus capitalized interest plus preferred stock dividends (if applicable). Fixed
Charges is a supplemental measure of the Company’s interest payments on outstanding debt and
dividends to preferred stockholders for purposes of presenting Fixed Charge Coverage and Adjusted
Fixed Charge Coverage. Fixed Charges is subject to limitations and qualifications, as, among other
things, it does not include all contractual obligations.
Funds Available for Distribution (“FAD”)*
See the “Funds Available for Distribution” definition included in the accompanying Discussion and
Reconciliations of Non-GAAP Financial Measures for information regarding FAD.
Funds From Operations (“FFO”) and FFO as Adjusted*
See the “Funds From Operations” definition included in the accompanying Discussion and
Reconciliations of Non-GAAP Financial Measures for information regarding FFO and FFO as
adjusted.
HCP’s Share of Unconsolidated JVs
HCP’s pro rata share information is prepared on a basis consistent with the comparable
consolidated amounts by applying our actual ownership percentage for the period, and is intended
to reflect our proportionate economic interest in the financial position and operating results of
properties in our portfolio and is calculated by applying our actual ownership percentage for the
period.
Healthcare Affiliated
Represents properties that are on-campus or adjacent to a healthcare system and properties that
are leased 50% or more to a healthcare system.
Initial Capital Expenditures (“ICE”)
Expenditures required to bring a newly acquired property up to standard. The expenditures are
typically identified during underwriting and incurred within the first year of ownership.
Investment*
Represents: (i) the carrying amount of real estate assets and intangibles, after adding back
accumulated depreciation and amortization less the value attributable to refundable Entrance Fee
liabilities; and (ii) the carrying amount of DFLs and Debt Investments. Investment excludes land
held for development. Investment also includes the Company’s pro rata share of the real estate
assets and intangibles held in the Company’s unconsolidated JVs, presented on the same basis.
Metropolitan Statistical Areas (“MSA”)
Metropolitan Statistical Areas are geographic entities delineated by the Office of Management and
Budget for use by Federal Statistical agencies in collecting, tabulating, and publishing Federal
statistics. A metro area contains a core urban area of 50,000 or more population, consists of one
or more counties and includes the counties containing the core urban area, as well as any adjacent
counties that have a high degree of social and economic integration (as measured by commuting
to work) with the urban core.
Net Debt*
Total Debt less the carrying amount of cash and cash equivalents as reported in the Company’s
consolidated financial statements and the Company’s pro rata share of cash and cash equivalents
from the Company’s unconsolidated JVs. Net Debt is a supplemental measure of the Company’s
financial position, which enables both management and investors to analyze its leverage and to
compare its leverage to that of other companies.
Net Debt to Adjusted EBITDA*
Net Debt divided by Adjusted EBITDA is a supplemental measure of the Company’s ability to
decrease its debt. Because the Company may not be able to use its cash to reduce its debt on a
dollar-for-dollar basis, this measure may have material limitations.
53
Glossary
Net Operating Income from Continuing Operations (“NOI”) and Cash
NOI*
See the “NOI” and “Cash NOI” definitions included in the accompanying Discussion and
Reconciliations of Non-GAAP Financial Measures for information regarding NOI and Cash NOI.
Occupancy
For life science facilities and medical office buildings, Occupancy represents the percentage of
total rentable square feet leased where rental payments have commenced, including month-to-
month leases, as of the end of the period reported. For senior housing triple-net facilities, post-
acute/skilled facilities and hospitals, Occupancy represents the facilities’ average operating
Occupancy for the trailing three-month period ended one quarter in arrears from the date reported.
For properties in the Company’s SHOP, Occupancy represents the facilities’ average operating
Occupancy for the most recent calendar quarter (year-to-date for year-to-date SPP) available
weighted to reflect HCP’s share. The percentages are calculated based on units for senior housing
facilities and available beds for post-acute/skilled facilities and hospitals. The percentages shown
exclude newly completed facilities under lease-up, facilities acquired or transitioned to new
operators during the relevant period, vacant facilities and facilities for which data is not available
or meaningful. All facility financial performance data was derived solely from information provided
by operators/tenants and borrowers without independent verification by the Company.
Penetration Rate
Reflects the number of available senior housing units by majority type as a percentage of households
with seniors age 75 and older. This measurement is an indicator of market demand for new
development and expansion projects.
Pooled Leases
Two or more leases to the same operator/tenant or their subsidiaries under which their obligations
are combined by virtue of cross default protection, a pooling agreement or multiple pooling
agreements, or cross-guaranties.
Qualified Care Giver
Qualified Care Giver represents a household consisting of individuals between 45 and 64 years of
age with income of $100,000 or more. Qualified Care Giver % is the ratio of Qualified Care Givers
to the total population, which provides an indication of senior housing demand due to the role
adult children have in the senior housing selection process.
Redevelopment
Properties that incur major capital expenditures to significantly improve, change the use, or
reposition the property pursuant to a formal redevelopment plan. Newly completed
redevelopments, are considered Stabilized at the earlier of lease-up (typically when the tenant(s)
controls the physical use of 80% of the space) or 24 months from the date the property is placed
in service.
Rental and Operating Revenues and Total Rental and Operating
Revenues*
Includes rental related revenues, tenant recoveries, resident fees and services and income from
Direct Financing Leases. Total rental and operating revenue includes the Company’s pro rata share
from unconsolidated JVs presented on the same basis.
Retention Rate
The ratio of total renewed square feet to the total square feet expiring and available for lease,
excluding the square feet for tenant leases terminated for default or buy-out prior to the expiration
of the lease.
REVPOR SHOP*
The 3-month average Rental and Operating Revenues per occupied unit for the most recent period
available weighted to reflect HCP's share. The 3-month average Rental and Operating Revenues
per occupied unit for the most recent calendar quarter. REVPOR SHOP excludes newly completed
assets under lease-up, assets sold, acquired or transitioned to a new operating structure (such as
triple-net to SHOP) during the relevant period, assets in redevelopment, and assets that experienced
a casualty event that significantly impacted operations. REVPOR cannot be derived from the
information presented for the SHOP portfolio as units reflect 100% of the unit capacities for
unconsolidated JVs and revenue is at the Company’s pro rata share.
REVPOR Triple-net
The 3-month average facility revenue per occupied unit, one quarter in arrears from the period
presented. Facility revenue consists primarily of resident rents generated at triple-net communities,
which are not included in HCP’s financial results. Facility revenues are derived solely from
information provided by operators/tenants without independent verification by the Company.
REVPOR Triple-net excludes vacant facilities, newly completed assets under lease-up, assets sold,
acquired or transitioned to a new operating structure (such as triple-net to SHOP) during the relevant
period.
RIDEA
A structure whereby a taxable REIT subsidiary is permitted to rent a healthcare facility from its
parent REIT and hire an independent contractor to operate the facility.
Same Property Portfolio (“SPP”)*
SPP NOI and Cash NOI information allows the Company to evaluate the performance of its property
portfolio under a consistent population by eliminating changes in the composition of its portfolio
of properties. The Company includes properties from its consolidated portfolio, as well as HCP’s
Share of Unconsolidated JVs in its SPP NOI and Cash NOI. SPP NOI excludes (i) certain non-
property specific operating expenses that are allocated to each operating segment on a
consolidated basis and (ii) entrance fees and related activity such as deferred expenses, reserves
and management fees related to entrance fees. SPP NOI for properties that undergo a change in
ownership is reported based on the current ownership percentage.
Properties are included in the Company's SPP once they are Stabilized for the full period in both
comparison periods. A property is removed from the Company's SPP when it is classified as held
for sale, sold, placed into redevelopment, experiences a casualty event that significantly impacts
operations or changes its reporting structure (such as triple-net to SHOP).
Secured Debt Ratio*
Total Secured Debt divided by Total Gross Assets. Secured Debt Ratio is a supplemental measure
of the Company’s financial position, which enables both management and investors to analyze its
leverage and to compare its leverage to that of other companies. The Company’s pro rata share
of Total Secured Debt from the Company’s unconsolidated JVs is not intended to reflect its actual
liability or ability to access assets should there be a default under any or all such loans or a liquidation
of the JVs.
54
Glossary
Square Feet (Sq. Ft.)
The square footage for properties, excluding square footage for development or redevelopment
properties prior to completion.
Stabilized / Stabilization
Newly acquired operating assets are generally considered Stabilized at the earlier of lease-up
(typically when the tenant(s) control(s) the physical use of at least 80% of the space) or 12 months
from the acquisition date. Newly completed developments and redevelopments are considered
Stabilized at the earlier of lease-up or 24 months from the date the property is placed in service.
Properties that experience a change in reporting structure, such as a transition from a triple-net
lease to a RIDEA reporting structure, are considered stabilized after 12 months in operations under
a consistent reporting structure.
Total Cash Operating Expenses*
Consolidated cash operating expenses plus the Company’s pro rata share of cash operating
expenses from its unconsolidated JVs. Total cash operating expenses represents property level
operating expenses after eliminating the effects of straight-line rents, lease termination fees and
the impact of deferred community fee expense.
Total Cash Rental and Operating Revenues*
Consolidated cash rental and operating revenue plus the Company’s pro rata share of cash rental
and operating revenue from its unconsolidated JVs. Total cash rental and operating revenue
represents rental and related revenues, tenant recoveries, resident fees and services and income
from DFLs after eliminating the effects of straight-line rents, DFL non-cash interest, amortization
of market lease intangibles, non-refundable entrance fees, net of entrance fee amortization, lease
termination fees and the impact of deferred community fee income.
Total Debt*
Consolidated Debt plus the Company’s pro rata share of total debt from the Company’s
unconsolidated JVs. Total Debt is a supplemental measure of the Company’s financial position,
which enables both management and investors to analyze its leverage and to compare its leverage
to that of other companies.
Total Gross Assets*
Consolidated Gross Assets plus the Company’s pro rata share of total assets from the Company’s
unconsolidated JVs, after adding back accumulated depreciation and amortization. Total Gross
Assets is a supplemental measure of the Company’s financial position, which, when used in
conjunction with debt-related measures, enables both management and investors to analyze its
leverage and to compare its leverage to that of other companies.
Total Market Equity
The total number of outstanding shares of the Company’s common stock multiplied by the closing
price per share of its common stock on the New York Stock Exchange as of period end, plus the
total number of convertible partnership units multiplied by the closing price per share of its common
stock on the New York Stock Exchange as of period end (adjusted for stock splits).
Total Operating Expenses*
Consolidated operating expenses plus the Company’s pro rata share of operating expenses from
its unconsolidated JVs.
Total Secured Debt*
Consolidated Secured Debt plus the Company’s pro rata share of mortgage debt from the
Company’s unconsolidated JVs. Total Secured Debt is a supplemental measure of the Company’s
financial position, which enables both management and investors to analyze its leverage and to
compare its leverage to that of other companies.
Units/Square Feet/Beds
Senior housing facilities are measured in available units (e.g., studio, one or two bedroom units).
Life science facilities and medical office buildings are measured in square feet. Post-acute/skilled
facilities and hospitals are measured in available beds.
* Non-GAAP Supplemental Measures
Reconciliations, definitions and important discussions regarding the usefulness and limitations of the Non-GAAP Financial Measures used in this report can be found at
http://ir.hcpi.com/financial-reconciliation.
55
Debt Ratios Adjusted EBITDA and AdjustedFixed Charge Coverage
Dollars in thousands
Three Months Ended
September 30, 2017
Net income (loss) $ (5,720)
Interest expense 71,328
Income tax expense (benefit) (5,481)
Depreciation and amortization 130,588
HCP’s share of unconsolidated JV:
Interest expense 1,741
Income tax expense (benefit) 45
Depreciation and amortization 16,358
Other JV adjustments (752)
EBITDA $ 208,107
Transaction-related items 580
Loss on debt extinguishments 54,227
Real estate impairments, net 22,590
Other impairments (recoveries), net 2,738
Loss (gain) on sales of real estate, net (5,182)
Severance and related charges 3,889
Litigation provision 2,303
Casualty-related charges (recoveries), net(1) 10,973
Foreign currency remeasurement losses (gains) (141)
Adjusted EBITDA $ 300,084
ADJUSTED FIXED CHARGES
Interest expense $ 71,328
HCP’s share of unconsolidated JV interest expense 1,741
Capitalized interest 4,978
Fixed charges $ 78,047
ADJUSTED FIXED CHARGE COVERAGE 3.8x
(1) Represents property damage and associated costs, inclusive of the Company’s share from its unconsolidated JVs, offset by insurance receivable.
56
Debt Ratios
As of and for the quarter ended September 30, 2017, dollars in thousands
TOTAL DEBT AND NET DEBT
September 30, 2017
Bank line of credit(1) $ 605,837
Term loan(2) 226,205
Senior unsecured notes 6,393,926
Mortgage debt 145,417
Other debt 94,818
Consolidated Debt $ 7,466,203
HCP's share of unconsolidated JV mortgage debt 165,883
HCP's share of unconsolidated JV other debt 180,862
Total Debt $ 7,812,948
Cash and cash equivalents (133,887)
HCP's share of unconsolidated JV cash and cash equivalents (37,794)
Net Debt $ 7,641,267
(1) Includes £105 million translated into U.S. dollars.
(2) Represents £169 million translated into U.S. dollars.
(3) Represents the current quarter Adjusted EBITDA
multiplied by a factor of four.
FINANCIAL LEVERAGE
Total Debt $ 7,812,948
Total Gross Assets 17,768,591
Financial Leverage 44.0%
SECURED DEBT RATIO
Mortgage debt $ 145,417
HCP's share of unconsolidated JV mortgage debt 165,883
Secured Debt $ 311,300
Total Gross Assets 17,768,591
Secured Debt Ratio 1.8%
NET DEBT TO ADJUSTED EBITDA
Net Debt $ 7,641,267
Annualized Adjusted EBITDA(3) 1,200,336
Net Debt to Adjusted EBITDA 6.4x
57
COMPANY
Information
BOARD OF DIRECTORS
MICHAEL D. MCKEE
Executive Chairman, HCP, Inc.
THOMAS M. HERZOG
President and Chief Executive Officer, HCP, Inc.
DAVID B. HENRY
Lead Independent Director, HCP, Inc.
Former Vice Chairman and Chief Executive Officer,
Kimco Realty Corporation
BRIAN G. CARTWRIGHT
Senior Advisor,
Patomak Global Partners, LLC
Former General Counsel, SEC
EXECUTIVE MANAGEMENT
MICHAEL D. MCKEE
Executive Chairman
THOMAS M. HERZOG
President and Chief Executive Officer
PETER A. SCOTT
Executive Vice President
Chief Financial Officer
TROY E. MCHENRY
Executive Vice President
General Counsel and Corporate Secretary
CHRISTINE N. GARVEY
Former Global Head of Corporate
Real Estate Services, Deutsche Bank AG
JAMES P. HOFFMANN
Former Partner and Senior Vice President,
Wellington Management Company
PETER L. RHEIN
Partner,
Sarlot & Rhein
JOSEPH P. SULLIVAN
Chairman Emeritus, Board of Advisors,
RAND Health; Former Chief Executive Officer,
American Health Properties, Inc.
THOMAS M. KLARITCH
Executive Vice President and
Chief Operating Officer
KENDALL K. YOUNG
Senior Managing Director
Senior Housing Properties
SHAWN G. JOHNSTON
Senior Vice President and
Chief Accounting Officer
58
Forward-Looking Statements
& Risk Factors
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: The
statements contained in this supplemental report which are not historical facts are forward-
looking statements within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These
statements include, among other things, the Company’s expectations regarding (i) the
Company’s pending or contemplated acquisitions, dispositions and development projects,
including with respect to closing dates, completion dates, stabilization dates, rentable square
feet, costs to complete, occupancy, yield, total investment and return on investment, (ii)
future new supply and demographics, (iii) the Company’s 2017 guidance and assumptions
with respect thereto, and (iv) target metrics, including but not limited to Net Debt to Adjusted
EBITDA and Financial Leverage. These statements are made as of the date hereof, are not
guarantees of future performance and are subject to known and unknown risks, uncertainties,
assumptions and other factors -- many of which are out of the Company’s and its
management’s control and difficult to forecast -- that could cause actual results to differ
materially from those set forth in or implied by such forward-looking statements. These risks
and uncertainties include, but are not limited to: the Company’s reliance on a concentration
of a small number of tenants and operators for a significant percentage of its revenues, with
its concentration of assets operated by Brookdale increasing as a result of the consummation
of the spin-off of QCP on October 31, 2016; the financial condition of the Company’s existing
and future tenants, operators and borrowers, including potential bankruptcies and downturns
in their businesses, and their legal and regulatory proceedings, which results in uncertainties
regarding the Company’s ability to continue to realize the full benefit of such tenants’ and
operators’ leases and borrowers’ loans; the ability of the Company’s existing and future
tenants, operators and borrowers to conduct their respective businesses in a manner
sufficient to maintain or increase their revenues and to generate sufficient income to make
rent and loan payments to the Company and the Company’s ability to recover investments
made, if applicable, in their operations; competition for tenants and operators, including with
respect to new leases and mortgages and the renewal or rollover of existing leases; the
Company’s concentration in the healthcare property sector, particularly in senior housing,
life sciences, medical office buildings and hospitals, which makes its profitability more
vulnerable to a downturn in a specific sector than if the Company were investing in multiple
industries; availability of suitable properties to acquire at favorable prices, the competition
for the acquisition and financing of those properties and the costs of associated property
development; the Company’s ability to negotiate the same or better terms with new tenants
or operators if existing leases are not renewed or the Company exercises its right to foreclose
on loan collateral or replace an existing tenant or operator upon default; the risks associated
with the Company’s investments in JVs and unconsolidated entities, including its lack of
sole decision making authority and its reliance on its partners’ financial condition and
continued cooperation; the Company’s ability to achieve the benefits of acquisitions and
other investments within expected time frames or at all, or within expected cost projections;
operational risks associated with third party management contracts, including the additional
regulation and liabilities of RIDEA lease structures; the potential impact on the Company
and its tenants, operators and borrowers from current and future litigation matters, including
the possibility of larger than expected litigation costs, adverse results and related
developments; the effect on the Company’s tenants and operators of legislation, executive
orders and other legal requirements,
Continued Gateway Medical Office Building
Poway, CA
59
including the Affordable Care Act and licensure, certification and inspection requirements
as well as laws addressing entitlement programs and related services, including Medicare
and Medicaid, which may result in future reductions in reimbursements; changes in federal,
state or local laws and regulations, including those affecting the healthcare industry that
affect the Company’s costs of compliance or increase the costs, or otherwise affect the
operations, of its tenants and operators; volatility or uncertainty in the capital markets, the
availability and cost of capital as impacted by interest rates, changes in the Company’s
credit ratings, and the value of its common stock, and other conditions that may adversely
impact the Company’s ability to fund its obligations or consummate transactions, or reduce
the earnings from potential transactions; changes in global, national and local economic
and other conditions, including currency exchange rates; the Company’s ability to manage
its indebtedness level and changes in the terms of such indebtedness; competition for skilled
management and other key personnel; the Company’s ability to maintain its qualification
as a real estate investment trust; and other risks and uncertainties described from time to
time in the Company’s Securities and Exchange Commission (SEC) filings. You should not
place undue reliance on any forward-looking statements. The Company assumes no, and
hereby disclaims any, obligation to update any of the foregoing or any other forward-looking
statements as a result of new information or new or future developments, except as
otherwise required by law.
The information in this supplemental report should be read in conjunction with the
Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports
on Form 8-K and other information filed with the SEC. The Reporting Definitions (and
Reconciliations of Non-GAAP Financial Measures) are an integral part of the information
presented herein.
On the Company’s website, www.hcpi.com, you can access, free of charge, its Annual
Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K,
and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of
the Exchange Act as soon as reasonably practicable after such material is electronically filed
with, or furnished to, the SEC. The information contained on the Company’s website is not
incorporated by reference into, and should not be considered a part of, this supplemental
report.
In addition, the SEC maintains a website that contains reports, proxy and information
statements, and other information regarding issuers, including the Company, that file
electronically with the SEC at www.sec.gov.
This supplemental report also includes market and industry data that the Company has
obtained from market research, publicly available information and industry publications.
The accuracy and completeness of such information are not guaranteed. The market and
industry data is often based on industry surveys and preparers’ experience in the industry.
Similarly, although the Company believes that the surveys and market research that others
have performed are reliable, it has not independently verified this information.
For more information, contact Andrew Johns, Vice President - Investor Relations, at
(949) 407-0400.
Forward-Looking Statements
& Risk Factors (continued)
The Atrium Medical Office Building
Nashville, TN
60
CORPORATE HEADQUARTERS
1920 MAIN STREET, SUITE 1200
IRVINE, CA 92614
(949) 407-0700
SAN FRANCISCO OFFICE
950 TOWER LANE, SUITE 1650
FOSTER CITY, CA 94404
NASHVILLE OFFICE
3000 MERIDIAN BOULEVARD, SUITE 200
FRANKLIN, TN 37067
