8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 12, 2019

Welltower Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-8923		34-1096634
(State or other jurisdiction of Incorporation)	(Commission File Number)		(IRS Employer Identification No.)
4500 Dorr Street, Toledo, Ohio		43615
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (419) 247-2800

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company              ☐   

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

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Item 2.02 Results of Operations and Financial Condition.

On February 12, 2019, Welltower Inc. (the “Company”) issued a press release that announced operating results for its fourth quarter ended December 31, 2018.  The press release refers to a supplemental information package that is available on the Company's website (www.welltower.com), free of charge.  Copies of the press release and supplemental information package have been furnished as Exhibits 99.1 and 99.2, respectively, to this Current Report, and are incorporated herein by reference.

The information included in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing. 

Item 9.01 Financial Statements and Exhibits.

(d)  Exhibits.

99.1 Press release of Welltower Inc. dated February 12, 2019

99.2 Welltower Inc. Supplemental Information Package for the quarter ended December 31, 2018.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

WELLTOWER INC.
By:	/s/ Matthew McQueen
Name:	Matthew McQueen
Title:	Senior Vice President – General Counsel & Corporate Secretary

Dated:  February 12, 2019

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EX-99.1

4Q18 Earnings Release February 12, 2019

FOR IMMEDIATE RELEASE

February 12, 2019

For more information contact:

John Goodey (419) 247-2800

Welltower Reports Fourth Quarter 2018 Results

Toledo, Ohio, February 12, 2019…..Welltower Inc. (NYSE:WELL) today announced results for the quarter ended December 31, 2018. For the quarter, we generated net income attributable to common stockholders of $0.27 per share and normalized FFO attributable to common stockholders of $1.01 per share. For the year, we generated net income attributable to common stockholders of $2.02 per share and normalized FFO attributable to common stockholders of $4.03 per share. The company also announced that previously disclosed 2019 net income attributable to common stockholders guidance has been increased to a range of $2.70 to $2.85 per share, while reaffirming our previously announced 2019 normalized FFO attributable to common stockholders of $4.10 to $4.25 per share.

Quarterly Highlights

• Reaffirming 2019 FFO attributable to common stockholders guidance of $4.10 to $4.25 per share, driven by total portfolio same store NOI growth of 1.25% to 2.25%

• Generated $552 million of gross proceeds from common stock issuances at an average price of $68.41 per share

• Completed $394 million of property sales and loan payoffs at a blended yield of 2.7%

• Closed $559 million of acquisitions at a blended yield of 5.6%, including $485 million of outpatient medical buildings at 5.5% yield

• Seniors housing operating SSNOI grew 0.6% driven by a 40 bps increase in occupancy, the largest occupancy increase in over two years

• Appointed two national health care executives to the Board of Directors, Karen DeSalvo, MD and Johnese Spisso, MPA, raising the representation of women and minorities among independent directors

Annual Highlights

• Total portfolio average SSNOI grew 1.6%, driven by four quarters of positive year over year growth in all segments

• Completed more than $4 billion of gross investments, including $3.4 billion in acquisitions at a 7.3% yield and $290 million in development funding with a 7.6% yield

• Delivered $322 million of development projects with an 8.4% expected yield

• Successfully closed $1.9 billion of senior unsecured notes offerings across 3 tranches with an average maturity of 13.8 years and a blended yield to maturity of 4.3%

• Generated $795 million of gross proceeds from common stock issuances at an average price of $67.51

• Named to the Dow Jones Sustainability World Index for the first time and the Dow Jones Sustainability North America Index for the third consecutive year

"Welltower delivered strong operating results in both the fourth quarter of 2018 and for the full year driven by consistent performance across all operating segments," commented Tom DeRosa, Welltower's Chief Executive Officer. "2018 represented a significant turning point towards growth for Welltower as we completed more than $4 billion of accretive investments, demonstrating the success of our differentiated strategy and ability to compete on capabilities to deploy capital at attractive returns and drive future cash flow growth. Furthermore, our commitment to sustainability, diversity and governance enhances our world-class platform that continues to deliver long-term value to shareholders."

Capital Activity On December 31, 2018, we had $215 million of cash and cash equivalents and $1.9 billion of available borrowing capacity under the primary unsecured credit facility. During the fourth quarter, we generated approximately $552 million under our dividend reinvestment program and equity shelf program at an average price of $68.41 per share. Subsequent to quarter-end, we generated an additional $195 million of equity capital under our dividend reinvestment program and equity shelf program at an average price of $73.97.

Dividend The Board of Directors declared a cash dividend for the quarter ended December 31, 2018 of $0.87 per share. On February 28, 2019, we will pay our 191^st consecutive quarterly cash dividend to stockholders of record on February 22, 2019. The Board of Directors also approved a 2019 quarterly cash dividend rate of $0.87 per share ($3.48 per share annually) commencing with the February 2019 dividend payment. The Board of Directors also declared a quarterly cash dividend on the Series I Cumulative Convertible Perpetual Preferred Stock of $0.8125 per share, payable on April 15, 2019 to stockholders of record on March 31, 2019. The declaration and payment of future quarterly dividends remains subject to review and approval by the Board of Directors.

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4Q18 Earnings Release February 12, 2019

Quarterly Investment and Disposition Activity We completed $722 million of pro rata gross investments for the quarter including $559 million in acquisitions, $92 million in development funding and $70 million in land acquisitions. Acquisitions were comprised of four separate transactions at a blended yield of 5.6%. The development fundings are expected to yield 7.5% upon stabilization. Also during the quarter, we completed dispositions of $394 million consisting of the sale of $239 million of non-yielding properties acquired in the QCP acquisition, other property sales of $110 million at a blended yield on proceeds of 6.7% and loan payoffs of $46 million at an average yield of 7.1%.

Notable Investments with Existing Operating Partners

Hammes As previously announced, we acquired a 100% interest in a 23 property, Class-A medical office portfolio for $391 million which represents a year one cap rate of 5.6%. The portfolio has an average age of 10 years and totals 979,421 rentable square feet across 12 major metropolitan markets. The properties are 94% occupied with 96% of the portfolio affiliated with health systems.

Medical Pavilion at Howard County General Hospital As previously announced, we acquired a 100% interest in an outpatient medical building located on the campus of Johns Hopkins Howard Country General Hospital in Columbia, Maryland for $79 million, which represents a year one cap rate of 4.9%. The 160,190 square foot property is 100% leased and sits adjacent to a 56,000 square foot Welltower-owned property on the same campus. With this acquisition, Johns Hopkins is the principal tenant in four of our properties totaling 371,000 square feet, inclusive of the Knoll North Campus a 30 acre complex we acquired in 2015.

StoryPoint We expanded our relationship with StoryPoint through the formation of a new RIDEA joint venture. The initial transaction to seed the 90/10 RIDEA JV was the acquisition of a 199-unit private-pay combination IL/AL/MC community located in the Columbus, OH MSA. The total investment amount based upon 100% ownership interest was $82 million and has a projected stabilized yield of 6.0%. Since closing our initial acquisition in 2010, we have completed $227 million of follow-on pro rata investments with StoryPoint.

US Oncology We acquired an outpatient medical building in San Antonio, TX for $15 million, which represents a projected year one cap rate of 5.7%. The property is 38,237 rentable square feet and was built in 2017. The building is 100% leased by Texas Oncology, a member of US Oncology. US Oncology leases over 175,000 square feet in our properties.

Notable Development Starts

Atrium Health MOBs We closed on the construction loans related to two state-of-the-art "Class A+" medical office buildings under development in Charlotte, North Carolina to be delivered in mid 2020. Both buildings are 100% master-leased to Atrium Health (Moody's: Aa3) for 15 years. This project is part of a 5.5-acre multi-phase health care anchored mixed-use development located next to Atrium Health's flagship Carolinas Medical Center campus. Once completed, these assets will house integrated specialty clinical practices for Atrium Health including the Sanger Heart and Vascular Institute. As part of this transaction, we will form a joint venture with the highly reputable Southeast developer, Pappas Properties and will acquire a 75% ownership in the properties upon completion.

Notable Dispositions

QCP Non-Yielding and Non-Core During the fourth quarter, we completed the disposition of 40 non-yielding held-for-sale properties and 1 non-core held-for-sale property acquired in conjunction with the QCP transaction. We realized sales proceeds of $264 million in conjunction with the disposals and recognized a gain on sale of $37 million.

Brandywine As a part of the Brandywine RIDEA conversion, we completed the disposition of two assisted living communities. The gross purchase price based upon 100% ownership interest was $33.5 million.

Kindred We completed the disposition of one long-term/post-acute facility for $9 million. We realized a gain on sale of $2 million and the sale represents an unlevered IRR of 8.8%.

Genesis In connection with its operational re-balancing, Genesis sold all of its assets and operations in the state of Texas and used part of the proceeds to pay down $14 million of outstanding loan obligations to us. Additionally, as part of that transaction, we sold our Richardson, Texas property for $16 million.

Heritage Enterprises We completed the disposition of a combination AL / post-acute property for $16 million which represents a 9.9% cap rate on in-place rent.

Adventist We completed the disposition of two Outpatient Medical properties for $11 million which represents an 8.3% cap rate on in-place rent. We realized a gain on the sale of $4 million.

Outlook for 2019 Net income attributable to common stockholders guidance has been increased to a range of $2.70 to $2.85 per diluted share from the previous range of $1.88 to $2.03 per diluted share, primarily due to changes in projected net gains/losses/impairments and depreciation and amortization. We are affirming our previously announced 2019 normalized FFO attributable to common stockholders guidance to $4.10 to $4.25 per diluted share. In preparing our guidance, we have updated or confirmed the following assumptions:

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4Q18 Earnings Release February 12, 2019

• Same Store NOI: We continue to expect average blended SSNOI growth of approximately 1.25%-2.25% in 2019.

◦ Seniors Housing Operating approximately 0.5%-2.0%

◦ Seniors Housing Triple-net approximately 3.0%-3.5%

◦ Outpatient Medical approximately 1.75%-2.25%

◦ Health System 1.375%

◦ Long-term/Post-acute Care approximately 2.0%-2.5%

• General and administrative expenses: We anticipate annual general and administrative expenses of approximately $130 million to $135 million, including $26 million of stock-based compensation.

• Acquisitions: 2019 earnings guidance includes any acquisitions closed or announced year to date.

• Development: We anticipate funding development of approximately $385 million in 2019 relating to projects underway on December 31, 2018.

• Dispositions:  We anticipate disposition proceeds of approximately $1.4 billion at a blended yield of 6.2% in 2019.

Our guidance does not include any additional investments, dispositions or capital transactions beyond those we have announced, nor any other expenses, impairments, unanticipated additions to the loan loss reserve or other additional normalizing items. Please see the exhibits for a reconciliation of the outlook for net income available to common stockholders to normalized FFO attributable to common stockholders. We will provide additional detail regarding our 2019 outlook and assumptions on the fourth quarter 2018 conference call.

Conference Call Information We have scheduled a conference call on Tuesday, February 12, 2019 at 10:00 a.m. Eastern Time to discuss our fourth quarter 2018 results, industry trends, portfolio performance and outlook for 2019. Telephone access will be available by dialing 888-346-2469 or 706-758-4923 (international). For those unable to listen to the call live, a taped rebroadcast will be available beginning two hours after completion of the call through February 26, 2019. To access the rebroadcast, dial 855-859-2056 or 404-537-3406 (international). The conference ID number is 4369176. To participate in the webcast, log on to www.welltower.com 15 minutes before the call to download the necessary software.  Replays will be available for 90 days.

Supplemental Reporting Measures We believe that net income and net income attributable to common stockholders (NICS), as defined by U.S. generally accepted accounting principles (U.S. GAAP), are the most appropriate earnings measurements. However, we consider funds from operations (FFO), net operating income (NOI) and same store NOI (SSNOI) to be useful supplemental measures of our operating performance. These supplemental measures are disclosed on our pro rata ownership basis. Pro rata amounts are derived by reducing consolidated amounts for minority partners’ noncontrolling ownership interests and adding our minority ownership share of unconsolidated amounts. We do not control unconsolidated investments. While we consider pro rata disclosures useful, they may not accurately depict the legal and economic implications of our joint venture arrangements and should be used with caution.

Historical cost accounting for real estate assets in accordance with U.S. GAAP implicitly assumes that the value of real estate assets diminishes predictably over time as evidenced by the provision for depreciation. However, since real estate values have historically risen or fallen with market conditions, many industry investors and analysts have considered presentations of operating results for real estate companies that use historical cost accounting to be insufficient. In response, the National Association of Real Estate Investment Trusts (NAREIT) created FFO as a supplemental measure of operating performance for REITs that excludes historical cost depreciation from net income. FFO attributable to common stockholders, as defined by NAREIT, means net income attributable to common stockholders, computed in accordance with U.S. GAAP, excluding gains (or losses) from sales of real estate and impairments of depreciable assets, plus real estate depreciation and amortization, and after adjustments for unconsolidated entities and noncontrolling interests. Normalized FFO attributable to common stockholders represents FFO attributable to common stockholders adjusted for certain items detailed in Exhibit 2. We believe that normalized FFO attributable to common stockholders is a useful supplemental measure of operating performance because investors and equity analysts may use this measure to compare the operating performance of the company between periods or as compared to other REITs or other companies on a consistent basis without having to account for differences caused by unanticipated and/or incalculable items.

We define NOI as total revenues, including tenant reimbursements, less property operating expenses. Property operating expenses represent costs associated with managing, maintaining and servicing tenants for our seniors housing operating and outpatient medical properties. These expenses include, but are not limited to, property-related payroll and benefits, property management fees paid to operators, marketing, housekeeping, food service, maintenance, utilities, property taxes and insurance. General and administrative expenses represent costs unrelated to property operations or transaction costs. These expenses include, but are not limited to, payroll and benefits, professional services, office expenses and depreciation of corporate fixed assets. SSNOI is used to evaluate the operating performance of our properties using a consistent population which controls for changes in the composition of our portfolio. As used herein, same store is generally defined as those revenue-generating properties in the portfolio for the relevant year-over-year reporting periods. Land parcels, loans, and sub-leases as well as any properties acquired, developed/redeveloped (including major refurbishments where 20% or more of units are simultaneously taken out of commission for 30 days or more), sold or classified as held for sale during that period are excluded from the same store amounts. Properties undergoing operator transitions and/or segment transitions (except triple-net to seniors housing operating with the same operator) are also excluded from the same store amounts. Normalizers include adjustments that in management’s opinion are appropriate in considering SSNOI, a supplemental, non-GAAP performance measure. None of these adjustments, which may increase or decrease SSNOI, are reflected in the company’s financial statements prepared in accordance with U.S. GAAP. Significant normalizers

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4Q18 Earnings Release February 12, 2019

(defined as any that individually exceeds 0.50% of SSNOI growth per property type) are separately disclosed and explained. We believe NOI and SSNOI provide investors relevant and useful information because they measure the operating performance of our properties at the property level on an unleveraged basis. We use NOI and SSNOI to make decisions about resource allocations and to assess the property level performance of our properties. No reconciliation of the forecasted range for SSNOI on a combined or segment basis is included in this release because we are unable to quantify certain amounts that would be required to be included in the comparable GAAP financial measure without unreasonable efforts, and we believe such reconciliation would imply a degree of precision that could be confusing or misleading to investors.

Our supplemental reporting measures and similarly entitled financial measures are widely used by investors, equity and debt analysts and ratings agencies in the valuation, comparison, rating and investment recommendations of companies. Our management uses these financial measures to facilitate internal and external comparisons to historical operating results and in making operating decisions. Additionally, they are utilized by the Board of Directors to evaluate management. The supplemental reporting measures do not represent net income or cash flow provided from operating activities as determined in accordance with U.S. GAAP and should not be considered as alternative measures of profitability or liquidity. Finally, the supplemental reporting measures, as defined by us, may not be comparable to similarly entitled items reported by other real estate investment trusts or other companies. Please see the exhibits for reconciliations of supplemental reporting measures and the supplemental information package for the quarter ended December 31, 2018, which is available on the company’s website (www.welltower.com), for information and reconciliations of additional supplemental reporting measures.

About WelltowerWelltower Inc. (NYSE:WELL), an S&P 500 company headquartered in Toledo, Ohio, is driving the transformation of health care infrastructure. The company invests with leading seniors housing operators, post-acute providers and health systems to fund the real estate infrastructure needed to scale innovative care delivery models and improve people’s wellness and overall health care experience. Welltower™, a real estate investment trust (“REIT”), owns interests in properties concentrated in major, high-growth markets in the United States, Canada and the United Kingdom, consisting of seniors housing and post-acute communities and outpatient medical properties. More information is available at www.welltower.com. We routinely post important information on our website at www.welltower.com in the “Investors” section, including corporate and investor presentations and financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included on our website under the heading “Investors”. Accordingly, investors should monitor such portion of the company’s website in addition to following our press releases, public conference calls and filings with the Securities and Exchange Commission. The information on our website is not incorporated by reference in this press release, and our web address is included as an inactive textual reference only.

Forward-Looking Statements and Risk Factors This press release contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When we use words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely to historical matters, we are making forward-looking statements. In particular, these forward-looking statements include, but are not limited to, those relating to our opportunities to acquire, develop or sell properties; our ability to close anticipated acquisitions, investments or dispositions on currently anticipated terms, or within currently anticipated timeframes; the expected performance of our operators/tenants and properties; our expected occupancy rates; our ability to declare and to make distributions to shareholders; our investment and financing opportunities and plans; our continued qualification as a REIT; our ability to access capital markets or other sources of funds; and our ability to meet our earnings guidance. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause our actual results to differ materially from our expectations discussed in the forward-looking statements. This may be a result of various factors, including, but not limited to: the status of the economy; the status of capital markets, including availability and cost of capital; issues facing the health care industry, including compliance with, and changes to, regulations and payment policies, responding to government investigations and punitive settlements and operators’/tenants’ difficulty in cost-effectively obtaining and maintaining adequate liability and other insurance; changes in financing terms; competition within the health care and seniors housing industries; negative developments in the operating results or financial condition of operators/tenants, including, but not limited to, their ability to pay rent and repay loans; our ability to transition or sell properties with profitable results; the failure to make new investments or acquisitions as and when anticipated; natural disasters and other acts of God affecting our properties; our ability to re-­lease space at similar rates as vacancies occur; our ability to timely reinvest sale proceeds at similar rates to assets sold; operator/tenant or joint venture partner bankruptcies or insolvencies; the cooperation of joint venture partners; government regulations affecting Medicare and Medicaid reimbursement rates and operational requirements; liability or contract claims by or against operators/tenants; unanticipated difficulties and/or expenditures relating to future investments or acquisitions; environmental laws affecting our properties; changes in rules or practices governing our financial reporting; the movement of U.S. and foreign currency exchange rates; our ability to maintain our qualification as a REIT; key management personnel recruitment and retention; and other risks described in our reports filed from time to time with the Securities and Exchange Commission. Finally, we undertake no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events or otherwise, or to update the reasons why actual results could differ from those projected in any forward-looking statements.

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4Q18 Earnings Release February 12, 2019

Welltower Inc.

Financial Exhibits

Consolidated Balance Sheets (unaudited)
(in thousands)
	December 31,
	2018			2017
Assets
Real estate investments:
Land and land improvements	$	3,205,091		$	2,734,467
Buildings and improvements	28,019,502			25,373,117
Acquired lease intangibles	1,581,159			1,502,471
Real property held for sale, net of accumulated depreciation	590,271			734,147
Construction in progress	194,365			237,746
Gross real property owned	33,590,388			30,581,948
Less accumulated depreciation and intangible amortization	(5,499,958		)	(4,838,370		)
Net real property owned	28,090,430			25,743,578
Real estate loans receivable	398,711			495,871
Less allowance for losses on loans receivable	(68,372		)	(68,372		)
Net real estate loans receivable	330,339			427,499
Net real estate investments	28,420,769			26,171,077
Other assets:
Investments in unconsolidated entities	482,914			445,585
Goodwill	68,321			68,321
Cash and cash equivalents	215,376			243,777
Restricted cash	100,753			65,526
Straight-line rent receivable	367,093			389,168
Receivables and other assets	686,846			560,991
Total other assets	1,921,303			1,773,368
Total assets	$	30,342,072		$	27,944,445
Liabilities and equity
Liabilities:
Borrowings under primary unsecured credit facility	$	1,147,000		$	719,000
Senior unsecured notes	9,603,299			8,331,722
Secured debt	2,476,177			2,608,976
Capital lease obligations	70,668			72,238
Accrued expenses and other liabilities	1,034,283			911,863
Total liabilities	14,331,427			12,643,799
Redeemable noncontrolling interests	424,046			375,194
Equity:
Preferred stock	718,498			718,503
Common stock	384,465			372,449
Capital in excess of par value	18,424,368			17,662,681
Treasury stock	(68,499		)	(64,559		)
Cumulative net income	6,121,534			5,316,580
Cumulative dividends	(10,818,557		)	(9,471,712		)
Accumulated other comprehensive income	(129,769		)	(111,465		)
Other equity	294			670
Total Welltower Inc. stockholders’ equity	14,632,334			14,423,147
Noncontrolling interests	954,265			502,305
Total equity	15,586,599			14,925,452
Total liabilities and equity	$	30,342,072		$	27,944,445

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4Q18 Earnings Release February 12, 2019

Consolidated Statements of Income (unaudited)
(in thousands, except per share data)
		Three Months Ended						Twelve Months Ended
		December 31,						December 31,
		2018			2017			2018			2017
Revenues:
	Resident fees and service	$	860,402		$	729,666		$	3,234,852		$	2,779,423
	Rental income	360,565			360,249			1,380,422			1,445,871
	Interest income	13,082			11,975			55,814			73,811
	Other income	7,194			2,367			29,411			17,536
	Total revenues	1,241,243			1,104,257			4,700,499			4,316,641
Expenses:
	Property operating expenses	650,644			547,904			2,433,017			2,083,925
	Depreciation and amortization	242,834			238,458			950,459			921,720
	Interest expense	144,369			127,217			526,592			484,622
	General and administrative expenses	31,101			28,365			126,383			122,008
	Loss (gain) on derivatives and financial instruments, net	1,626			—			(4,016		)	2,284
	Loss (gain) on extinguishment of debt, net	53			371			16,097			37,241
	Provision for loan losses	—			62,966			—			62,966
	Impairment of assets	76,022			99,821			115,579			124,483
	Other expenses	10,502			60,167			112,898			177,776
	Total expenses	1,157,151			1,165,269			4,277,009			4,017,025
Income (loss) from continuing operations before income taxes
	and other items	84,092			(61,012		)	423,490			299,616
Income tax (expense) benefit		(1,504		)	(25,663		)	(8,674		)	(20,128		)
Income (loss) from unconsolidated entities		195			(59,449		)	(641		)	(83,125		)
Gain (loss) on real estate dispositions, net		41,913			56,381			415,575			344,250
Income (loss) from continuing operations		124,696			(89,743		)	829,750			540,613
Net income (loss)		124,696			(89,743		)	829,750			540,613
Less:	Preferred dividends	11,676			11,676			46,704			49,410
	Preferred stock redemption charge	—			—			—			9,769
	Net income (loss) attributable to noncontrolling interests	11,257			10,104			24,796			17,839
Net income (loss) attributable to common stockholders		$	101,763		$	(111,523	)	$	758,250		$	463,595
Average number of common shares outstanding:
	Basic	378,240			370,485			373,620			367,237
	Diluted	380,002			370,485			375,250			369,001
Net income (loss) attributable to common stockholders per share:
	Basic	$	0.27		$	(0.30	)	$	2.03		$	1.26
	Diluted	$	0.27		$	(0.30	)	$	2.02		$	1.26
Common dividends per share		$	0.87		$	0.87		$	3.48		$	3.48

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4Q18 Earnings Release February 12, 2019

Outlook reconciliations: Year Ending December 31, 2019										Exhibit 1
(in millions, except per share data)
	Prior Outlook						Current Outlook
	Low			High			Low			High
FFO Reconciliation:
Net income attributable to common stockholders	$	723		$	781		$	1,045		$	1,103
Impairments and losses (gains) on real estate dispositions, net(1,2)	(174		)	(174		)	(448		)	(448		)
Depreciation and amortization(1)	1,025			1,025			990			990
NAREIT and Normalized FFO attributable to common stockholders	$	1,574		$	1,632		$	1,587		$	1,645
Per share data attributable to common stockholders:
Net income	$	1.88		$	2.03		$	2.70		$	2.85
NAREIT & Normalized FFO	$	4.10		$	4.25		$	4.10		$	4.25
Other items:(1)
Net straight-line rent and above/below market rent amortization	$	(73	)	$	(73	)	$	(73	)	$	(73	)
Non-cash interest expenses	21			21			21			21
Recurring cap-ex, tenant improvements, and lease commissions	(124		)	(124		)	(124		)	(124		)
Stock-based compensation	26			26			26			26
Note : (1) Amounts presented net of noncontrolling interests' share and Welltower's share of unconsolidated entities.
(2) Includes estimated gains on projected dispositions.

Normalizing Items										Exhibit 2
(in thousands, except per share data)	Three Months Ended						Twelve Months Ended
	December 31,						December 31,
	2018				2017		2018			2017
Loss (gain) on derivatives and financial instruments, net	$	1,626		(1)	$	—	$	(4,016	)	$	2,284
Loss (gain) on extinguishment of debt, net	53			(2)	371		16,097			37,241
Provision for loan losses	—				62,966		—			62,966
Preferred stock redemption charge	—				—		—			9,769
Nonrecurring interest expense	—				2,634		—			2,634
Incremental stock-based compensation expense	—				—		3,552			—
Nonrecurring income tax benefits	—				17,354		—			9,438
Other expenses	10,502			(3)	60,167		112,898			177,776
Additional other income	(4,027		)	(4)	—		(14,832		)	—
Normalizing items attributable to noncontrolling interests and unconsolidated entities, net	(338		)	(5)	57,566		4,595			86,589
Net normalizing items	$	7,816			$	201,058	$	118,294		$	388,697
Average diluted common shares outstanding	380,002				372,145		375,250			369,001
Net normalizing items per diluted share	$	0.02			$	0.54	$	0.32		$	1.05
Note : (1) Primarily related to mark-to-market of Genesis HealthCare stock holdings.
(2) Primarily related to secured debt extinguishments.
(3) Primarily related to non-capitalizable transaction costs.
(4) Primarily related to the reversal of a contingent liability related to a prior year acquisition.
(5) Primarily related to non-capitalizable transaction costs in joint ventures.

Page 7 of 9

4Q18 Earnings Release February 12, 2019

FFO Reconciliations												Exhibit 3
(in thousands, except per share data)			Three Months Ended						Twelve Months Ended
			December 31,						December 31,
			2018			2017			2018			2017
Net income (loss) attributable to common stockholders			$	101,763		$	(111,523	)	$	758,250		$	463,595
Depreciation and amortization			242,834			238,458			950,459			921,720
Impairments and losses (gains) on real estate dispositions, net			34,109			43,440			(299,996		)	(219,767		)
Noncontrolling interests(1)			(17,650		)	(8,131		)	(69,193		)	(60,018		)
Unconsolidated entities(2)			13,910			16,980			52,663			60,046
NAREIT FFO attributable to common stockholders			374,966			179,224			1,392,183			1,165,576
Normalizing items, net(3)			7,816			201,058			118,294			388,697
Normalized FFO attributable to common stockholders			$	382,782		$	380,282		$	1,510,477		$	1,554,273
Average diluted common shares outstanding:
	For net income (loss) purposes		380,002			370,485			375,250			369,001
	For FFO purposes		380,002			372,145			375,250			369,001
Per share data attributable to common stockholders:
	Net income (loss)		$	0.27		$	(0.30	)	$	2.02		$	1.26
	NAREIT FFO		$	0.99		$	0.48		$	3.71		$	3.16
	Normalized FFO		$	1.01		$	1.02		$	4.03		$	4.21
Normalized FFO Payout Ratio:
	Dividends per common share		$	0.87		$	0.87		$	3.48		$	3.48
	Normalized FFO attributable to common stockholders per share		$	1.01		$	1.02		$	4.03		$	4.21
		Normalized FFO payout ratio	86		%	85		%	86		%	83		%
Other items:(4)
Net straight-line rent and above/below market rent amortization			$	(23,914	)	$	(18,692	)	$	(72,854	)	$	(72,838	)
Non-cash interest expenses			3,886			3,219			13,423			13,042
Recurring cap-ex, tenant improvements, and lease commissions			(31,664		)	(22,400		)	(88,408		)	(68,120		)
Stock-based compensation(5)			4,846			2,643			23,186			17,721
Note : (1) Represents noncontrolling interests' share of net FFO adjustments.
(2) Represents Welltower's share of net FFO adjustments from unconsolidated entities.
(3) See Exhibit 2.
(4) Amounts presented net of noncontrolling interests' share and Welltower's share of unconsolidated entities.
(5) Excludes certain severance related stock-based compensation recorded in other expense and normalized incremental stock-based compensation expense (see Exhibit 2).

Page 8 of 9

4Q18 Earnings Release February 12, 2019

SSNOI Reconciliations																				Exhibit 4
(in thousands)		Three Months Ended
		March 31,						June 30,						September 30,						December 31,
		2018			2017			2018			2017			2018			2017			2018			2017
Net income (loss)		$	453,555		$	337,610		$	167,273		$	203,441		$	84,226		$	89,299		$	124,696		$	(89,743	)
Loss (gain) on real estate dispositions, net		(338,184		)	(244,092		)	(10,755		)	(42,155		)	(24,723		)	(1,622		)	(41,913		)	(56,381		)
Loss (income) from unconsolidated entities		2,429			23,106			(1,249		)	3,978			(344		)	(3,408		)	(195		)	59,449
Income tax expense (benefit)		1,588			2,245			3,841			(8,448		)	1,741			669			1,504			25,663
Other expenses		3,712			11,675			10,058			6,339			88,626			99,595			10,502			60,167
Impairment of assets		28,185			11,031			4,632			13,631			6,740			—			76,022			99,821
Provision for loan losses		—			—			—			—			—			—			—			62,966
Loss (gain) on extinguishment of debt, net		11,707			31,356			299			5,515			4,038			—			53			371
Loss (gain) on derivatives and financial instruments, net		(7,173		)	1,224			(7,460		)	736			8,991			324			1,626			—
General and administrative expenses		33,705			31,101			32,831			32,632			28,746			29,913			31,101			28,365
Depreciation and amortization		228,201			228,276			236,275			224,847			243,149			230,138			242,834			238,458
Interest expense		122,775			118,597			121,416			116,231			138,032			122,578			144,369			127,217
Consolidated NOI		540,500			552,129			557,161			556,747			579,222			567,486			590,599			556,353
NOI attributable to unconsolidated investments		21,620			21,279			21,725			21,873			22,247			22,431			21,933			21,539
NOI attributable to noncontrolling interests		(31,283		)	(27,542		)	(30,962		)	(29,359		)	(37,212		)	(30,538		)	(40,341		)	(29,760		)
Pro rata NOI		530,837			545,866			547,924			549,261			564,257			559,379			572,191			548,132
	Non-cash NOI attributable to same store properties	(11,220		)	(9,985		)	(7,131		)	(8,059		)	(8,578		)	(10,761		)	(12,019		)	(9,384		)
	NOI attributable to non-same store properties	(55,795		)	(84,139		)	(98,281		)	(107,931		)	(109,610		)	(119,574		)	(121,255		)	(114,345		)
	Currency and ownership(1)	(823		)	4,002			1,105			5,945			3,255			1,839			4,270			1,184
	Other adjustments(2)	425			(536		)	(724		)	(2,516		)	(593		)	10,892			(158		)	10,293
Same store NOI (SSNOI)		$	463,424		$	455,208		$	442,893		$	436,700		$	448,731		$	441,775		$	443,029		$	435,880
Seniors housing operating		$	213,588		$	212,306		$	207,601		$	207,304		$	224,652		$	224,079		$	223,670		$	222,312
Seniors housing triple-net		120,582			117,064			103,783			100,615			90,663			87,026			91,684			87,939
Outpatient medical		79,659			77,421			81,232			79,638			82,623			80,928			83,007			81,572
Long-term/post-acute care		49,595			48,417			50,277			49,143			50,793			49,742			44,668			44,057
	Total SSNOI	$	463,424		$	455,208		$	442,893		$	436,700		$	448,731		$	441,775		$	443,029		$	435,880
																							Average
Seniors housing operating		0.6		%	0.6		%	0.1		%	0.1		%	0.3		%	0.3		%	0.6		%	0.4		%
Seniors housing triple-net		3.0		%	3.0		%	3.1		%	3.1		%	4.2		%	4.2		%	4.3		%	3.7		%
Outpatient medical		2.9		%	2.9		%	2.0		%	2.0		%	2.1		%	2.1		%	1.8		%	2.2		%
Long-term/post-acute care		2.4		%	2.4		%	2.3		%	2.3		%	2.1		%	2.1		%	1.4		%	2.1		%
	Total SSNOI growth	1.8		%	1.8		%	1.4		%	1.4		%	1.6		%	1.6		%	1.6		%	1.6		%
Note : (1) Includes adjustments to reflect consistent property ownership percentages and foreign currency exchange rates for properties in the U.K. and Canada.
(2) Includes other adjustments as described in the respective Supplements.

Page 9 of 9

EX-99.2

Table of Contents

Overview	1
Portfolio	2
Investment	9
Financial	15
Glossary	20
Supplemental Reporting Measures	21
Forward Looking Statements and Risk Factors	25

Overview

(dollars in thousands, at Welltower pro rata ownership)
Portfolio Composition			Beds/Unit Mix
	Average Age	Properties	Total		Independent Living	Assisted Living	Memory Care	Long-Term/ Post-Acute Care
Seniors Housing Operating	16	568	67,306		29,660	24,866	12,332	448
Seniors Housing Triple-net	13	361	30,438		6,749	17,487	5,784	418
Outpatient Medical	13	287	17,947,619	(1)	N/A	N/A	N/A	N/A
Health System	30	218	26,093		201	723	3,051	22,118
Long-Term/Post-Acute Care	19	187	22,187		40	911	127	21,109
Total	16	1,621

NOI Performance	Same Store(2)							In-Place Portfolio(3)
	Properties	4Q17 NOI		4Q18 NOI		% Change		Properties	Annualized In-Place NOI		% of Total
Seniors Housing Operating	473	$	222,312	$	223,670	0.6	%	540	$	965,408	46.1	%
Seniors Housing Triple-net(4)	296	87,939		91,684		4.3	%	337	411,428		19.7	%
Outpatient Medical	233	81,572		83,007		1.8	%	270	366,820		17.5	%
Health System	—	—		—		n/a		218	143,200		6.8	%
Long-Term/Post-Acute Care(4)	124	44,057		44,668		1.4	%	152	205,324		9.9	%
Total	1,126	$	435,880	$	443,029	1.6	%	1,517	$	2,092,180	100.0	%

Portfolio Performance					Facility Revenue Mix
Stable Portfolio(5)	Occupancy		EBITDAR Coverage(6)	EBITDARM Coverage(6)	Private Pay		Medicaid		Medicare		Other Government(7)
Seniors Housing Operating	88.2	%	n/a	n/a	97.5	%	0.6	%	0.6	%	1.3	%
Seniors Housing Triple-net	87.1	%	1.09	1.25	92.7	%	2.9	%	0.5	%	3.9	%
Outpatient Medical	93.3	%	n/a	n/a	99.0	%	—		—		1.0	%
Long-Term/Post-Acute Care	81.3	%	1.40	1.70	31.7	%	33.0	%	35.3	%	—
Total			1.18	1.39	94.5	%	2.1	%	2.0	%	1.4	%

Notes:

(1) Indicates the total square footage of Outpatient Medical.

(2) See pages 22 and 23 for reconciliation.

(3) Excludes land parcels, loans, developments and investments held for sale. See page 22 for reconciliation.

(4) Same store NOI for these property types represents rent cash receipts excluding the impact of expansions.

(5) Data as of December 31, 2018 for Seniors Housing Operating and Outpatient Medical and September 30, 2018 for remaining asset types. Health System excluded due to partial period.

(6) Represents trailing twelve month coverage metrics.

(7) Represents various federal and local reimbursement programs in the United Kingdom and Canada.

1

Portfolio

(dollars in thousands at Welltower pro rata ownership)
In-Place NOI Diversification(1)
By Partner:	Total Properties	Seniors Housing Operating		Seniors Housing Triple-net		Outpatient Medical		Health System		Long-Term/ Post-Acute Care		Total		% of Total
Sunrise Senior Living North America	124	$	252,687	$	—	$	—	$	—	$	—	$	252,687	12.1	%
Sunrise Senior Living United Kingdom	44	71,638		—		—		—		—		71,638		3.4	%
ProMedica	218	—		—		—		143,200		—		143,200		6.8	%
Revera	98	113,750		—		—		—		—		113,750		5.4	%
Brookdale Senior Living	84	—		56,874		—		—		—		56,874		2.7	%
Brookdale Senior Living - Transitions(2)	28	34,640		—		—		—		—		34,640		1.7	%
Genesis HealthCare	79	—		752		—		—		87,289		88,041		4.2	%
Benchmark Senior Living	37	75,264		—		—		—		—		75,264		3.6	%
Belmont Village	21	69,086		—		—		—		—		69,086		3.3	%
Senior Resource Group	23	64,704		—		—		—		—		64,704		3.1	%
Avery	52	4,977		56,564		—		—		—		61,541		2.9	%
Brandywine Living	27	58,944		—		—		—		—		58,944		2.8	%
Remaining	682	219,718		297,238		366,820		—		118,035		1,001,811		48.0	%
Total	1,517	$	965,408	$	411,428	$	366,820	$	143,200	$	205,324	$	2,092,180	100.0	%
By Country:
United States	1,255	$	723,488	$	330,777	$	347,010	$	143,200	$	198,725	$	1,743,200	83.3	%
Canada	151	164,580		3,373		—		—		6,599		174,552		8.4	%
United Kingdom	111	77,340		77,278		19,810		—		—		174,428		8.3	%
Total	1,517	$	965,408	$	411,428	$	366,820	$	143,200	$	205,324	$	2,092,180	100.0	%
By MSA:
New York	62	$	87,187	$	27,688	$	11,313	$	3,465	$	8,552	$	138,205	6.6	%
Los Angeles	64	104,732		1,704		25,432		417		—		132,285		6.3	%
Greater London	50	50,325		34,473		19,810		—		—		104,608		5.0	%
Philadelphia	50	20,643		469		24,355		11,969		25,966		83,402		4.0	%
Dallas	53	21,248		21,500		28,597		730		3,808		75,883		3.6	%
Boston	37	60,351		—		1,173		—		2,139		63,663		3.0	%
San Francisco	19	38,226		8,548		—		4,210		—		50,984		2.4	%
Seattle	31	25,143		7,498		14,228		1,565		—		48,434		2.3	%
Chicago	38	20,279		11,903		5,115		9,409		1,478		48,184		2.3	%
Washington D.C.	36	28,370		2,100		876		10,940		3,483		45,769		2.2	%
Houston	28	12,464		6,059		23,626		—		—		42,149		2.0	%
Toronto	25	39,792		—		—		—		—		39,792		1.9	%
San Diego	13	26,998		—		1,467		—		2,780		31,245		1.5	%
Miami	32	7,550		—		17,890		5,009		—		30,449		1.5	%
Minneapolis	19	3,624		12,961		13,724		—		—		30,309		1.4	%
Kansas City	22	4,845		10,581		6,189		—		5,475		27,090		1.3	%
Indianapolis	18	—		8,204		10,023		683		8,043		26,953		1.3	%
Atlanta	21	7,102		1,910		16,203		1,735		—		26,950		1.3	%
Montréal	19	26,840		—		—		—		—		26,840		1.3	%
Raleigh	11	7,051		17,253		—		—		—		24,304		1.2	%
Remaining	869	372,638		238,577		146,799		93,068		143,600		994,682		47.5	%
Total	1,517	$	965,408	$	411,428	$	366,820	$	143,200	$	205,324	$	2,092,180	100.0	%

Notes:

(1) Represents current quarter annualized In-Place NOI. See page 22 for reconciliation.

(2) Represents the 28 properties to be transitioned to other operators as announced in our June 27, 2018 press release.

2

Portfolio

(dollars in thousands at Welltower pro rata ownership)
Seniors Housing Operating
Total Portfolio Performance	4Q17			1Q18			2Q18			3Q18			4Q18
Properties	509			517			521			587			568
Units	59,179			61,753			62,557			69,345			67,306
Total occupancy	87.3		%	86.3		%	85.9		%	86.9		%	87.2		%
Total revenues	$	700,663		$	706,158		$	733,306		$	849,054		$	834,356
Operating expenses	477,431			484,637			498,278			585,525			582,412
NOI	$	223,232		$	221,521		$	235,028		$	263,529		$	251,944
NOI margin	31.9		%	31.4		%	32.1		%	31.0		%	30.2		%
Recurring cap-ex	$	17,120		$	12,551		$	9,959		$	13,750		$	22,569
Other cap-ex	$	59,481		$	19,212		$	36,023		$	38,984		$	49,813

Same Store Performance(1)	4Q17			1Q18			2Q18			3Q18			4Q18
Properties	473			473			473			473			473
Occupancy	87.9		%	87.3		%	87.2		%	88.1		%	88.3		%
Same store revenues	$	683,391		$	681,677		$	687,992		$	700,770		$	702,029
Compensation	286,575			288,468			289,604			296,659			301,338
Utilities	24,978			27,075			23,363			26,360			25,535
Food	25,336			24,265			24,664			25,090			26,032
Repairs and maintenance	16,792			16,226			16,311			15,980			15,983
Property taxes	19,419			21,451			21,311			20,816			20,363
All other	87,979			84,418			88,403			89,753			89,108
Same store operating expenses	461,079			461,903			463,656			474,658			478,359
Same store NOI	$	222,312		$	219,774		$	224,336		$	226,112		$	223,670
Year over year growth rate													0.6		%

Partners	Properties	Units	Welltower Ownership %(2)		Core Markets	4Q18 NOI		% of Total
Sunrise Senior Living	178	14,798	96.1	%	Southern California	$	37,625	14.9	%
Revera	98	12,156	75.0	%	New York / New Jersey	21,696		8.6	%
Benchmark Senior Living	48	4,137	95.0	%	Northern California	20,676		8.2	%
Belmont Village	21	2,952	95.0	%	Boston	15,021		6.0	%
Senior Resource Group	25	4,496	66.7	%	Greater London	12,228		4.9	%
Brandywine Living	28	2,719	99.3	%	Toronto	9,993		4.0	%
Silverado Senior Living	28	2,522	95.7	%	Washington D.C.	8,370		3.3	%
Chartwell Retirement Residences	40	7,898	52.0	%	Seattle	6,887		2.7	%
Brookdale Senior Living	28	3,269	100.0	%	Montréal	6,730		2.7	%
Sagora Senior Living	14	2,697	98.3	%	Ottawa	4,589		1.8	%
Merrill Gardens	11	1,508	80.0	%	Vancouver	3,054		1.2	%
Senior Star Living	11	2,064	90.0	%	Birmingham, UK	2,082		0.8	%
Cogir	10	2,092	90.6	%	Manchester, UK	1,169		0.5	%
Discovery Senior Living	6	1,930	53.6	%	Core Markets	150,120		59.6	%
Northbridge	6	506	95.0	%	All Other	101,824		40.4	%
EPOCH Senior Living	3	230	95.0	%	Total	$	251,944	100.0	%
Oakmont Senior Living	2	145	100.0	%
Avery	5	445	88.3	%
Kisco	1	176	90.0	%
StoryPoint	1	199	90.0	%
Signature Senior Lifestyle	4	367	87.5	%
Total	568	67,306

Notes:

(1) See pages 22 and 23 for reconciliation.

(2) Welltower ownership percentage weighted based on In-Place NOI. See page 22 for reconciliation.

3

Portfolio

(dollars in thousands at Welltower pro rata ownership)

New Supply in Our US Seniors Housing Operating Portfolio

We have strategically acquired and developed properties in major US metro markets that benefit from population growth and density, affluence, job growth, and higher barriers to entry. New supply in a 3-mile ring around our properties potentially impacts just 3.9% of our total annualized In-Place NOI (IPNOI).

3-Mile Ring(1)
	Welltower						Welltower
MSA	Prop. / Units	Annualized IPNOI(2)		% of US SHO Portfolio		Prop. / Units Under Construction(3)	Prop. / Units Potentially Impacted	IPNOI Potentially Impacted(4)			5 Year Total Pop. Growth(5)		5 Year 75+ Pop. Growth(5)		Avg. Pop. Density(6)	Household Income(7)		Housing Value(7)		Est. Net Annual Inventory Growth(8)			Est. Annual Job Growth(9)
Los Angeles	37 / 4,236	$	104,732	14.5	%	5 / 528	7 / 1,005	$	8,577		3.3	%	13.4	%	6,945	$	94,911	$	906,269	0.9	%		1.1	%
New York	30 / 2,598	87,187		12.1	%	8 / 986	9 / 704	16,730			1.3	%	7.5	%	4,167	110,610		516,854		4.4	%		1.2	%
Boston	33 / 2,489	60,351		8.3	%	2 / 236	2 / 163	3,424			3.5	%	10.0	%	3,043	111,289		604,615		4.8	%		1.9	%
San Francisco	13 / 1,523	38,226		5.3	%	1 / 125	1 / 79	3,279			4.7	%	15.2	%	7,472	123,931		1,088,168		(0.6	)%		1.9	%
Washington D.C.	13 / 1,408	28,370		3.9	%	4 / 464	5 / 435	5,557			4.4	%	16.0	%	5,505	126,009		721,512		4.1	%		(0.1	)%
San Diego	10 / 1,309	26,998		3.7	%	—	—	—			4.2	%	18.6	%	4,896	98,622		822,903		2.8	%		1.8	%
Seattle	13 / 1,667	25,143		3.5	%	1 / 118	1 / 70	1,904			6.4	%	22.3	%	5,936	94,376		563,026		(0.6	)%		3.5	%
Dallas	11 / 1,409	21,248		2.9	%	1 / 83	1 / 90	121			7.6	%	28.4	%	3,570	78,825		290,521		4.5	%		2.6	%
Philadelphia	12 / 980	20,643		2.9	%	3 / 334	3 / 218	4,063			1.3	%	6.3	%	2,196	101,951		363,826		3.0	%		1.5	%
Chicago	14 / 1,654	20,279		2.8	%	1 / 102	1 / 120	609			0.4	%	14.1	%	3,391	88,824		340,755		2.1	%		1.0	%
San Jose	6 / 735	16,715		2.3	%	—	—	—			5.1	%	14.8	%	6,414	120,857		1,205,264		(1.1	)%		3.5	%
Houston	8 / 940	12,464		1.7	%	3 / 541	2 / 263	4,651			7.9	%	29.4	%	3,379	83,983		422,742		4.8	%		3.7	%
New Haven	5 / 524	10,992		1.5	%	—	—	—			0.0	%	5.2	%	2,363	72,987		240,880		(0.2	)%		1.3	%
Sacramento	5 / 447	9,346		1.3	%	—	—	—			4.2	%	13.7	%	3,945	85,572		428,610		6.9	%		1.5	%
Santa Maria, CA	2 / 605	9,337		1.3	%	—	—	—			3.8	%	7.5	%	2,809	82,493		648,827		N/A			0.6	%
Phoenix	5 / 624	8,999		1.2	%	2 / 194	2 / 234	1,963			6.1	%	16.6	%	3,549	72,376		331,238		5.2	%		4.2	%
Norwalk	3 / 305	8,775		1.2	%	2 / 252	2 / 215	5,084			1.9	%	9.4	%	1,646	126,791		522,062		20.2	%		1.3	%
San Antonio	3 / 725	7,729		1.1	%	—	—	—			8.8	%	26.2	%	2,830	58,864		219,189		(0.1	)%		1.4	%
Santa Rosa, CA	4 / 511	7,802		1.1	%	—	—	—			3.0	%	9.1	%	2,090	82,399		644,145		N/A			2.1	%
Trenton, NJ	2 / 207	7,745		1.1	%	—	—	—			3.2	%	12.1	%	829	128,425		485,371		N/A			3.2	%
Denver	2 / 425	7,705		1.1	%	2 / 253	1 / 219	142			7.2	%	25.4	%	4,170	100,344		580,847		3.4	%		2.1	%
Austin	4 / 409	7,689		1.1	%	—	—	—			9.6	%	41.8	%	1,711	127,862		638,023		2.3	%		3.3	%
Miami	2 / 849	7,550		1.0	%	—	—	—			6.3	%	19.2	%	4,332	79,675		354,902		2.7	%		2.3	%
Detroit	5 / 296	7,339		1.0	%	3 / 278	1 / 69	2,031			0.7	%	5.3	%	3,693	84,127		234,281		1.4	%		0.6	%
Atlanta	7 / 679	7,102		1.0	%	5 / 807	5 / 521	4,762			7.1	%	30.7	%	3,564	94,677		514,600		7.3	%		2.1	%
Total - Top 25	249 / 27,554	$	570,466	78.8	%	43 / 5,301	43 / 4,405	$	62,897		3.8	%	14.9	%	4,415	$	101,975	$	647,044	2.9	%		1.7	%
All Other US SHO Markets	94 / 11,960	153,022		21.2	%	12 / 1,682	14 / 2,372	18,267			3.6	%	11.9	%	2,258	77,507		335,969
Total US SHO	343 / 39,514	$	723,488	100.0	%	55 / 6,983	57 / 6,777	$	81,164		3.7	%	14.0	%	3,798	$	96,170	$	573,246
% of Total IPNOI								3.9		%
US National Average											3.6	%	12.3	%	92	$	63,174	$	226,495	2.9	%	(10)	1.8	%

Notes:

(1) Based on historical drawing patterns in our portfolio, a 3-mile ring is appropriate for most urban markets, which accounts for the vast majority of our portfolio. A 5-mile ring is appropriate for most suburban markets. A larger ring is appropriate for rural markets. Each market is unique due to population density, town lines, geographic barriers, and roads/infrastructure. In the interest of simplicity, we have applied a 3-mile competitive ring to all of our properties given the preponderance of urban locations. We have also included a sensitivity with a 5-mile ring.

(2) Represents annualized IPNOI. See pages 2 and 22 for a reconciliation.

(3) Construction data provided by NIC, reflects competitive seniors housing properties within 3 miles of Welltower SHO properties for US markets.

(4) Reflects annualized IPNOI for Welltower SHO properties within 3 miles of new construction for the component of our project that potentially competes with the project under construction.

(5) Total population and 75+ population growth data represents simple averages of Claritas estimates for 2019-2024.

(6) Average population density data represents average population per square mile within a 3-mile ring based on 2019 Claritas estimates.

(7) Household income and household value data are medians weighted by IPNOI.

(8) NIC MAP Data and Analysis Service, 4Q18. Net inventory growth is calculated at the MSA level based on historical deletions from inventory and a 5-6 quarter construction period to reflect our urban locations. Total - Top 25 Net Inventory Growth weighted by IPNOI.

(9) Annual job growth data represents MSA level growth from November 2017-November 2018 per Bureau of Labor Statistics. Total - Top 25 Estimated Annual Job Growth weighted by IPNOI

(10) Reflects net inventory growth for NIC Top 99 Markets.

4

Portfolio

(dollars in thousands at Welltower pro rata ownership)

New Supply in Our US Seniors Housing Operating Portfolio

We have strategically acquired and developed properties in major US metro markets that benefit from population growth and density, affluence, job growth, and higher barriers to entry. New supply in a 5-mile ring around our properties potentially impacts just 6.3% of our total annualized In-Place NOI (IPNOI).

5-Mile Ring(1)
	Welltower						Welltower
MSA	Prop. / Units	Annualized IPNOI(2)		% of US SHO Portfolio		Prop. / Units Under Construction(3)	Prop. / Units Potentially Impacted	IPNOI Potentially Impacted(4)			5 Year Total Pop. Growth(5)		5 Year 75+ Pop. Growth(5)		Avg. Pop. Density(6)	Household Income(7)		Housing Value(7)		Est. Net Annual Inventory Growth(8)			Est. Annual Job Growth(9)
Los Angeles	37 / 4,236	$	104,732	14.5	%	6 / 653	12 / 1,581	$	14,555		3.3	%	13.8	%	6,713	$	88,900	$	829,424	0.9	%		1.1	%
New York	30 / 2,598	87,187		12.1	%	12 / 1,557	14 / 1,171	27,440			1.4	%	7.3	%	4,093	104,449		483,877		4.4	%		1.2	%
Boston	33 / 2,489	60,351		8.3	%	4 / 495	5 / 334	4,856			3.6	%	10.6	%	2,857	109,812		579,706		4.8	%		1.9	%
San Francisco	13 / 1,523	38,226		5.3	%	1 / 125	1 / 79	3,279			4.8	%	15.3	%	6,267	119,613		1,043,077		(0.6	)%		1.9	%
Washington D.C.	13 / 1,408	28,370		3.9	%	6 / 651	9 / 1,110	5,255			4.8	%	16.8	%	5,432	119,727		680,625		4.1	%		(0.1	)%
San Diego	10 / 1,309	26,998		3.7	%	1 / 200	2 / 249	1,808			4.4	%	17.6	%	4,419	97,831		775,102		2.8	%		1.8	%
Seattle	13 / 1,667	25,143		3.5	%	1 / 118	2 / 185	2,831			6.4	%	23.8	%	5,386	93,962		557,270		(0.6	)%		3.5	%
Dallas	11 / 1,409	21,248		2.9	%	3 / 320	2 / 168	1,000			7.5	%	26.0	%	3,156	72,613		289,096		4.5	%		2.6	%
Philadelphia	12 / 980	20,643		2.9	%	6 / 606	5 / 388	7,534			1.5	%	7.1	%	2,325	93,356		333,028		3.0	%		1.5	%
Chicago	14 / 1,654	20,279		2.8	%	3 / 390	3 / 358	4,252			0.2	%	14.6	%	3,154	91,705		346,269		2.1	%		1.0	%
San Jose	6 / 735	16,715		2.3	%	—	—	—			5.0	%	15.0	%	5,497	121,127		1,205,297		(1.1	)%		3.5	%
Houston	8 / 940	12,464		1.7	%	3 / 541	2 / 263	4,651			8.2	%	32.5	%	3,298	78,995		307,649		4.8	%		3.7	%
New Haven	5 / 524	10,992		1.5	%	2 / 269	2 / 200	3,110			0.3	%	5.6	%	2,409	71,385		255,491		(0.2	)%		1.3	%
Sacramento	5 / 447	9,346		1.3	%	4 / 535	3 / 238	5,234			4.2	%	14.5	%	3,604	81,184		423,590		6.9	%		1.5	%
Santa Maria, CA	2 / 605	9,337		1.3	%	—	—	—			4.4	%	8.7	%	1,672	79,858		668,022		N/A			0.6	%
Phoenix	5 / 624	8,999		1.2	%	8 / 1310	5 / 624	6,577			6.5	%	16.4	%	3,470	72,854		311,004		5.2	%		4.2	%
Norwalk	3 / 305	8,775		1.2	%	3 / 392	2 / 215	5,605			1.8	%	10.3	%	1,325	95,819		496,422		20.2	%		1.3	%
San Antonio	3 / 725	7,729		1.1	%	—	—	—			8.5	%	25.8	%	2,613	60,968		218,766		(0.1	)%		1.4	%
Santa Rosa, CA	4 / 511	7,802		1.1	%	—	—	—			3.3	%	10.1	%	1,159	84,098		632,665		N/A			2.1	%
Trenton, NJ	2 / 207	7,745		1.1	%	—	—	—			2.2	%	12.4	%	1,094	121,665		453,582		N/A			3.2	%
Denver	2 / 425	7,705		1.1	%	2 / 253	1 / 219	142			6.8	%	27.3	%	4,010	96,566		435,017		3.4	%		2.1	%
Austin	4 / 409	7,689		1.1	%	1 / 86	1 / 90	555			9.4	%	40.6	%	1,996	97,962		530,257		2.3	%		3.3	%
Miami	2 / 849	7,550		1.0	%	—	—	—			6.5	%	14.6	%	4,331	65,599		320,535		2.7	%		2.3	%
Detroit	5 / 296	7,339		1.0	%	5 / 460	3 / 201	3,807			0.8	%	7.4	%	3,691	75,126		205,265		1.4	%		0.6	%
Atlanta	7 / 679	7,102		1.0	%	5 / 807	5 / 521	4,762			7.1	%	30.5	%	3,373	89,944		456,511		7.3	%		2.1	%
Total - Top 25	249 / 27,554	$	570,466	78.8	%	76 / 9,768	79 / 8,194	$	107,253		3.9	%	15.2	%	4,173	$	97,105	$	608,436	2.9	%		1.7	%
All Other US SHO Markets	94 / 11,960	153,022		21.2	%	23 / 3,170	25 / 3,960	24,024			3.9	%	13.0	%	1,894	75,638		325,101
Total US SHO	343 / 39,514	$	723,488	100.0	%	99 / 12,938	104 / 12,154	$	131,277		3.9	%	14.6	%	3,556	$	92,012	$	541,218
% of Total IPNOI								6.3		%
US National Average											3.6	%	12.3	%	92	$	63,174	$	226,495	2.9	%	(10)	1.8	%

Notes:

(1) Based on historical drawing patterns in our portfolio, a 3-mile ring is appropriate for most urban markets, which accounts for the vast majority of our portfolio. A 5-mile ring is appropriate for most suburban markets. A larger ring is appropriate for rural markets. Each market is unique due to population density, town lines, geographic barriers, and roads/infrastructure. In the interest of simplicity, we have applied a 3-mile competitive ring to all of our properties given the preponderance of urban locations. We have also included a sensitivity with a 5-mile ring.

(2) Represents annualized IPNOI. See pages 2 and 22 for a reconciliation.

(3) Construction data provided by NIC, reflects competitive seniors housing properties within 5 miles of Welltower SHO properties for US markets.

(4) Reflects annualized IPNOI for Welltower SHO properties within 5 miles of new construction for the component of our project that potentially competes with the project under construction.

(5) Total population and 75+ population growth data represents simple averages of Claritas estimates for 2019-2024.

(6) Average population density data represents average population per square mile within a 5-mile ring based on 2019 Claritas estimates.

(7) Household income and household value data are medians weighted by IPNOI.

(8) NIC MAP Data and Analysis Service, 4Q18. Net inventory growth is calculated at the MSA level based on historical deletions from inventory and a 5-6 quarter construction period to reflect our urban locations. Total - Top 25 Net Inventory Growth weighted by IPNOI.

(9) Annual job growth data represents MSA level growth from November 2017-November 2018 per Bureau of Labor Statistics. Total -Top 25 Estimated Annual Job Growth weighted by IPNOI.

(10) Reflects net inventory growth for NIC Top 99 Markets.

5

Portfolio

(Currency amounts in thousands, except per unit and REVPOR. Company amounts at Welltower pro rata ownership. DNA = data not available.)

Seniors Housing Operating Quality Indicators
	US Portfolio(1,3,4)			Industry Benchmarks(2)
Property age	16			20
5 year total population growth	3.7		%	3.6		%
5 year 75+ population growth	14.0		%	12.3		%
Housing value	$	573,246		$	226,495
Household income	$	96,170		$	63,174
REVPOR	$	6,784		$	4,803
SS REVPOR growth	2.0		%	2.7		%
SSNOI per unit	$	23,636		$	18,930
SSNOI growth	(0.2		)%	DNA
	UK Portfolio(1,3,4)			Industry Benchmarks(5)
Property age	10			21
Units per property	79			41
5 year total population growth	3.8		%	3.3		%
5 year 75+ population growth	18.6		%	8.9		%
Housing value	£	477,307		£	289,612
REVPOR	£	6,417		£	3,720
SS REVPOR growth	1.7		%	3.3		%
SSNOI per unit	£	16,968		£	9,544
SSNOI growth	8.1		%	DNA
	Canadian Portfolio(1,3,4)			Industry Benchmarks(6)
5 year total population growth	5.2		%	5.0		%
5 year 75+ population growth	17.4		%	DNA
Housing value	C$	845,347		C$	692,675
Household income	C$	106,574		C$	95,952
REVPOR	C$	3,600		C$	2,320
SS REVPOR growth	1.7		%	2.4		%
SSNOI per unit	C$	15,324		DNA
SSNOI growth	1.1		%	DNA

Notes:

(1) Property age, housing value and household income are NOI-weighted as of December 31, 2018. The median housing value and household income is used for the US, and the average housing value and household income is used for the UK and Canada. Housing value, household income and population growth are based on a 3-mile radius. Growth figures represent performance of Welltower's same store portfolio for current quarter. See page 24 for reconciliations.

(2) Property age, REVPOR and REVPOR growth per 4Q18 NIC MAP for Majority AL Properties in the primary and secondary markets; AMR is used as a proxy for REVPOR; population growth reflects 2019-2024 Claritas projections; housing value and household income are the US median per Claritas 2019; NOI per unit per The State of Seniors Housing 2018 and represents 2017 results.

(3) REVPOR is based on total 4Q18 results. See page 24 for reconciliation.

(4) SSNOI per unit represents the SSNOI per unit available based on trailing four quarters for those properties in the portfolio for 15 months preceding the end of the current portfolio performance period. SSNOI per unit for UK portfolio in GBP calculated by taking SSNOI per unit in USD divided by a standardized GBP/USD rate of 1.35. SSNOI per unit for Canadian portfolio in CAD calculated by taking SSNOI per unit in USD divided by a standardized USD/CAD rate of 1.25. See page 24 for reconciliation.

(5) Property age, units per property, REVPOR, REVPOR growth and NOI per Unit derived from LaingBuisson, Care of Older People UK Market Report 29^th Edition; population growth reflects 2017-2022 CACI projections; housing value represents UK average per CACI 2017.

(6) Occupancy per Canada Mortgage and Housing Corporation's Seniors' Housing Report 2017; population growth reflects 2018-2023 Environics projection; housing value and household income represents Canadian average per Environics WealthScapes 2018; REVPOR and REVPOR growth represent annual averages from 2018 CMHC Seniors' Housing Survey.

6

Portfolio

(dollars in thousands at Welltower pro rata ownership)
Payment Coverage Stratification
	EBITDARM Coverage(1)								EBITDAR Coverage(1)
% of In-Place NOI	Seniors Housing Triple-net		Long-Term/ Post- Acute Care		Total		Weighted Average Maturity	Number of Leases	Seniors Housing Triple-net		Long-Term/ Post- Acute Care		Total		Weighted Average Maturity	Number of Leases
<0.85x	0.3	%	0.1	%	0.4	%	6	3	1.3	%	0.1	%	1.4	%	8	7
0.85x - 0.95x	—	%	—	%	—	%	—	—	0.7	%	0.8	%	1.5	%	11	2
0.95x - 1.05x	0.7	%	0.1	%	0.8	%	8	3	4.3	%	0.9	%	5.2	%	10	7
1.05x - 1.15x	3.6	%	0.8	%	4.4	%	12	6	3.0	%	—	%	3.0	%	11	5
1.15x - 1.25x	2.1	%	0.9	%	3.0	%	9	5	5.8	%	—	%	5.8	%	12	4
1.25x - 1.35x	2.6	%	—	%	2.6	%	11	3	0.1	%	4.0	%	4.1	%	16	4
>1.35x	6.6	%	6.3	%	12.9	%	12	17	0.7	%	2.4	%	3.1	%	9	8
Total	15.9	%	8.2	%	24.1	%	11	37	15.9	%	8.2	%	24.1	%	11	37

Revenue and Lease Maturity(2)
	Rental Income
Year	Seniors Housing Triple-net (3)		Outpatient Medical		Health System		Long-Term / Post-Acute Care		Interest Income		Total Revenues		% of Total
2019	$	28,224	$	30,888	$	—	$	—	$	10,811	$	69,923	5.8	%
2020	—		34,095		—		—		7,294		41,389		3.4	%
2021	3,505		42,880		—		10,187		2,349		58,921		4.9	%
2022	3,561		44,429		—		4,710		20,482		73,182		6.0	%
2023	—		35,189		—		—		1,269		36,458		3.0	%
2024	11,096		39,900		—		—		1,175		52,171		4.3	%
2025	61,003		21,126		—		—		2,787		84,916		7.0	%
2026	89,241		33,305		—		34,452		—		156,998		13.0	%
2027	30,965		12,806		—		1,026		578		45,375		3.7	%
2028	10,721		19,125		—		42,601		1,198		73,645		6.1	%
2029	5,775		15,897		—		—		207		21,879		1.8	%
Thereafter	164,140		78,013		143,200		107,978		2,184		495,515		41.0	%
	$	408,231	$	407,653	$	143,200	$	200,954	$	50,334	$	1,210,372	100.0	%
Weighted Avg Maturity Years	9		6		14		12		3		9

Notes:

(1) Represents trailing twelve month coverage metrics as of September 30, 2018 for stable portfolio only, adjusted for the lease restructurings noted on page 23. Health System excluded due to partial period. Agreements included represent 82% of total Seniors Housing Triple-net and Long-Term/Post-Acute Care In-Place NOI. See page 22 for a reconciliation. Agreements with mixed units use the predominant type based on investment balance.

(2) Excludes all land parcels, developments and investments held for sale. Rental income represents annualized cash base rent for effective lease agreements. The amounts are derived from the current contracted monthly cash base rent, net of collectability reserves, if applicable. Rental income does not include common area maintenance charges, the amortization of above/below market lease intangibles, or other non cash income. Interest income represents contractual rate of interest for loans, net of collectability reserves if applicable.

(3) 2019 maturity includes short term lease on properties expected to transition from Seniors Housing Triple-net to Seniors Housing Operating in early 2019.

7

Portfolio

(dollars in thousands at Welltower pro rata ownership)
Outpatient Medical
Total Portfolio Performance	4Q17			1Q18			2Q18			3Q18			4Q18
Properties	274			259			259			263			287
Square feet	17,631,245			16,330,391			16,330,593			16,606,129			17,947,619
Occupancy(1)	94.1		%	93.8		%	93.4		%	93.0		%	93.1		%
Total revenues	$	132,511		$	127,124		$	126,405		$	130,344		$	134,844
Operating expenses	40,116			41,172			39,658			42,524			40,136
NOI	$	92,395		$	85,952		$	86,747		$	87,820		$	94,708
NOI margin	69.7		%	67.6		%	68.6		%	67.4		%	70.2		%
Revenues per square foot(1)	$	31.57		$	32.88		$	32.70		$	33.13		$	31.58
NOI per square foot(1)	$	22.01		$	22.23		$	22.44		$	22.32		$	22.18
Recurring cap-ex	$	5,280		$	5,847		$	5,910		$	8,729		$	9,095
Other cap-ex	$	7,097		$	5,239		$	7,165		$	3,938		$	4,852

Same Store Performance(2)	4Q17			1Q18			2Q18			3Q18			4Q18
Properties	233			233			233			233			233
Occupancy	93.7		%	93.9		%	93.5		%	93.4		%	93.0		%
Same store revenues	$	120,468		$	121,787		$	120,232		$	123,074		$	119,955
Same store operating expenses	38,896			39,384			37,864			40,690			36,948
Same store NOI	$	81,572		$	82,403		$	82,368		$	82,384		$	83,007
Year over year growth rate													1.8		%

Portfolio Diversification by Tenant(3)	Rental Income		% of Total		Quality Indicators
Kelsey-Seybold	$	20,710	5.1	%	Health system affiliated properties as % of NOI(3)	95.3	%
NMC Health	19,640		4.8	%	Health system affiliated tenants as % of rental income(3)	62.8	%
Virtua	16,609		4.1	%	Retention (trailing twelve months)(3)	76.8	%
Texas Health Resources	11,921		2.9	%	In-house managed properties as % of square feet(3,4)	95.6	%
Catholic Health Initiatives	10,346		2.5	%	Average remaining lease term (years)(3)	6.5
Remaining portfolio	328,427		80.6	%	Average building size (square feet)(3)	63,503
Total	$	407,653	100.0	%	Average age (years)	13

Expirations(3)	2019		2020		2021		2022		2023		Thereafter
Occupied square feet	1,221,358		1,346,567		1,631,527		1,773,130		1,402,867		8,547,812
% of occupied square feet	7.7	%	8.5	%	10.2	%	11.1	%	8.8	%	53.7	%

Notes:

(1) Includes consolidated rental properties, mortgages, unconsolidated rental properties and development properties. Per square foot amounts are annualized.

(2) Includes 233 same store properties representing 15,345,470 square feet. See pages 22 and 23 for reconciliation.

(3) Excludes all land parcels, developments and investments held for sale. Rental income represents annualized cash base rent for effective lease agreements. The amounts are derived from the current contracted monthly cash base rent, net of collectability reserves, if applicable. Rental income does not include common area maintenance charges, the amortization of above/below market lease intangibles, or other non cash income.

(4) Includes only multi-tenant properties.

8

Investment

(dollars in thousands at Welltower pro rata ownership)

Relationship Investment History

Detail of Acquisitions/JVs(1)
	2014			2015		2016		2017		1Q18		2Q18		3Q18		4Q18		14-18 Total
Count		41		44		22		18		5		2		2		6		140
Total		$	2,981,276	$	3,765,912	$	2,287,973	$	742,020	$	475,786	$	171,600	$	2,511,971	$	628,904	$	13,565,442
Low		3,500		6,080		10,618		7,310		4,950		75,600		30,248		15,000		3,500
Median		31,150		33,513		27,402		24,025		42,789		85,800		1,255,985		55,900		31,393
High		880,157		437,472		1,150,000		149,400		217,000		96,000		2,481,723		390,667		2,481,723

Notes:

(1) Includes land and non-yielding asset acquisitions.

9

Investment

Property Acquisitions/Joint Ventures Detail(1)
Operator		Units	Location				MSA
Seniors Housing Operating
	StoryPoint Senior Living	199	3717 Orders Road	Grove City	Ohio	US	Columbus
Outpatient Medical
	Health System	Square Feet	Location				MSA
	Ascension Health	53,270	6600 Fish Pond Rd	Waco	Texas	US	Waco
	Ascension Health	27,427	2217 Decatur Highway	Gardendale	Alabama	US	Birmingham
	Ascension Health	105,787	601 Highway 6 West	Waco	Texas	US	Waco
	Catholic Health Initiatives	35,868	20207 Chasewood Park Drive	Houston	Texas	US	Houston
	Catholic Health Initiatives	68,034	450 South Kitsap Boulevard	Port Orchard	Washington	US	Bremerton
	Catholic Health Initiatives	55,680	2200 NW Myhre Road	Silverdale	Washington	US	Bremerton
	Edward-Elmhurst Health	75,033	133 E Brush Hill Road	Elmhurst	Illinois	US	Chicago
	Edward-Elmhurst Health	27,733	556 Egg Harbor Road	Sewell	New Jersey	US	Philadelphia
	Edward-Elmhurst Health	51,233	303 West Lake Street	Addison	Illinois	US	Chicago
	Johns Hopkins Health System	160,190	10710 Charter Drive	Columbia	Maryland	US	Baltimore
	Northwell Health	106,403	444 Merrick Road	Lynbrook	New York	US	New York
	Providence St. Joseph Health	28,500	2555 Marvin Road Northeast	Lacey	Washington	US	Olympia
	Sentara Healthcare	35,066	5659 Parkway Drive	Gloucester	Virginia	US	Virginia Beach
	Sentara Healthcare	40,303	12825 Minnieville Road	Woodbridge	Virginia	US	Washington D.C.
	Unaffiliated	36,161	3485 Independence Drive	Birmingham	Alabama	US	Birmingham
	Unaffiliated	60,330	6144 Airport Boulevard	Mobile	Alabama	US	Mobile
	UNC Health Care	21,906	6011 Farrington Road	Chapel Hill	North Carolina	US	Durham
	UNC Health Care	22,116	6013 Farrington Road	Chapel Hill	North Carolina	US	Durham
	UNC Health Care	62,567	2226 North Carolina Highway 54	Chapel Hill	North Carolina	US	Durham
	UnitedHealth Group, Inc.	65,760	100 Trich Drive	Washington	Pennsylvania	US	Pittsburgh
	US Oncology	38,237	5206 Research Drive	San Antonio	Texas	US	San Antonio
	Total	1,177,604

Investment Timing
	Acquisitions/Joint Ventures(1)		Yield		Loan Advances(2)		Yield		Dispositions		Yield
October	$	—	—	%	$	100	7.7	%	$	98,361	6.5	%
November	94,388		5.0	%	—		—		93,948		2.9	%
December	464,394		5.7	%	100		7.7	%	202,153		0.8	%
Total	$	558,782	5.6	%	$	200	7.7	%	$	394,462	2.7	%

Notes:

(1) Excludes land acquisitions. Address may include multiple properties.

(2) Includes advances for non-real estate loans and excludes advances for development loans.

10

Investment

(dollars in thousands, except per bed / unit / square foot, at Welltower pro rata ownership)
Gross Investment Activity
	Fourth Quarter 2018
	Properties	Beds / Units / Square Feet		Pro Rata Amount		Investment Per Bed / Unit / SqFt	Yield
Acquisitions / Joint Ventures(1)
Seniors Housing Operating	1	199	units	$	73,727	370,487	6.0	%
Outpatient Medical	25	1,177,604	sf	485,055		412	5.5	%
Total acquisitions	26			$	558,782		5.6	%
Development(2)
Development projects:
Seniors Housing Operating	8	1,127	units	$	30,253
Seniors Housing Triple-net	7	712	units	12,022
Outpatient Medical	6	655,103	sf	44,965
Total development projects	21			87,240
Expansion projects:
Seniors Housing Operating	2	92	units	4,198
Seniors Housing Triple-net	1	64	units	1,031
Total expansion projects	3			5,229
Total development	24			$	92,469		7.5	%
Loan advances(3)				$	200		7.7	%
Yielding gross investments				$	651,451		5.8	%
Land acquisitions	2			70,122
Total gross investments				$	721,573
Dispositions(4)
Seniors Housing Operating	2	223	units	$	33,165	148,722	7.7	%
Outpatient Medical	3	132,095	sf	36,116		273	9.0	%
Long-Term/Post-Acute Care	3	332	beds	40,500		121,988	3.9	%
Real property dispositions	8			109,781			6.7	%
Loan payoffs				46,002			7.1	%
Dispositions				155,783			6.8	%
QCP non-yielding dispositions(5)	40	5,274	beds	238,679		45,256	—
Total dispositions	48			$	394,462		2.7	%
Net investments				$	327,111

Notes:

(1) Amounts represent purchase price excluding accounting adjustments pursuant to U.S. GAAP for all consolidated and unconsolidated property acquisitions. Yield represents annualized contractual or projected cash rent/NOI to be generated divided by investment amount, excluding land parcels.

(2) Amounts represent cash funded and capitalized interest for all developments/expansions including construction in progress, loans and in-substance real estate. Yield represents projected annualized cash rent/NOI to be generated upon conversion/stabilization divided by commitment amount.

(3) Amounts represent cash funded to operators for real estate and non-real estate loans, excluding development loans. Yield represents annualized contractual interest divided by investment amount.

(4) Amounts represent proceeds received for loan payoffs and consolidated and unconsolidated property sales. Yield represents annualized cash rent/interest/NOI that was being generated pre-disposition divided by proceeds.

(5) QCP non-yielding dispositions represents cash proceeds for property sales.

11

Investment

(dollars in thousands, except per bed / unit / square foot, at Welltower pro rata ownership)
Gross Investment Activity
	Year-To-Date 2018
	Properties	Beds / Units / Square Feet		Pro Rata Amount		Investment Per Bed / Unit / SqFt	Yield
Acquisitions / Joint Ventures(1)
Seniors Housing Operating	12	3,097	units	$	673,374	217,428	6.7	%
Outpatient Medical	30	1,368,871	sf	563,042		411	5.5	%
QCP acquisition(2)	246	26,093		2,169,963		N/A	7.9	%
Total acquisitions	288			$	3,406,379		7.3	%
Development(3)
Development projects:
Seniors Housing Operating	9	1,222	units	$	89,326
Seniors Housing Triple-net	9	882	units	63,928
Outpatient Medical	9	839,918	sf	104,366
Long-Term/Post-Acute Care	1	120	beds	12,307
Total development projects	28			269,927
Expansion projects:
Seniors Housing Operating	2	102	units	7,006
Seniors Housing Triple-net	2	81	units	12,885
Total expansion projects	4			19,891
Total development	32			$	289,818		7.6	%
Loan advances(4)				$	48,192		6.1	%
Yielding gross investments				$	3,744,389		7.3	%
QCP non-yielding acquisition(5)	59	7,986	beds	$	311,760
Land acquisitions	2	N/A		70,122
Total gross investments				$	4,126,271
Dispositions(6)
Seniors Housing Operating	4	473	units	$	40,073	84,721	7.5	%
Seniors Housing Triple-net	26	2,625	units	452,841		172,511	7.2	%
Outpatient Medical	21	1,573,683	sf	464,843		295	6.2	%
Long-Term/Post-Acute Care	10	1,122	beds	134,047		119,471	8.7	%
QCP non-core dispositions	12	1,328	beds	77,262		58,179	15.3	%
Real property dispositions	73			1,169,066			7.5	%
Loan payoffs				209,471			7.9	%
Dispositions				1,378,537			7.6	%
QCP non-yielding dispositions(5)	59	7,986	beds	386,141		48,352	—
Total dispositions	132			$	1,764,678		5.9	%
Net investments				$	2,361,593

Notes:

(1) Amounts represent purchase price excluding accounting adjustments pursuant to U.S. GAAP for all consolidated and unconsolidated property acquisitions. Yield represents annualized contractual or projected cash rent/NOI to be generated divided by investment amount, excluding land parcels.

(2) QCP acquisition includes 26,093 Health System beds, 69 Seniors Housing Triple-net units, 2,741 Long-Term/Post-Acute Care beds, and 151,503 Outpatient Medical square feet.

(3) Amounts represent cash funded and capitalized interest for all developments/expansions including construction in progress, loans and in-substance real estate. Yield represents projected annualized cash rent/NOI to be generated upon conversion/stabilization divided by commitment amount.

(4) Amounts represent cash funded to operators for real estate and non-real estate loans, excluding development loans. Yield represents annualized contractual interest divided by investment amount.

(5) QCP non-yielding acquisition represents allocated purchase price. QCP non-yielding dispositions represents cash proceeds for property sales.

(6) Amounts represent proceeds received for loan payoffs and consolidated and unconsolidated property sales. Yield represents annualized cash rent/interest/NOI that was being generated pre-disposition divided by proceeds.

12

Investment

(dollars in thousands at Welltower pro rata ownership)
Development Summary(1)
		Unit Mix
	Facility	Total	Independent Living	Assisted Living		Memory Care	Long-term/Post-acute Care	Commitment Amount		Balance at 12/31/18		Estimated Conversion
Seniors Housing Operating
	Toronto, ON	332	332	—		—	—	$	32,564	$	28,491	2Q19
	Scarborough, ON	172	141	—		31	—	23,608		4,609		4Q19
	Shrewsbury, NJ	81	—	52		29	—	11,696		5,767		4Q19
	New York, NY	151	—	69		82	—	141,666		90,665		1Q20
	Wandsworth, UK	98	—	78		20	—	56,389		31,374		1Q20
	Wilton, CT	90	—	59		31	—	13,974		7,093		1Q20
	Potomac, MD	120	—	90		30	—	55,208		7,436		4Q20
	Fairfield, CT	83	—	54		29	—	12,648		5,914		4Q20
	Subtotal	1,127	473	402		252	—	$	347,753	$	181,349
Seniors Housing Triple-net
	Kingswood, UK	73	—	46		27	—	$	11,041	$	6,638	2Q19
	El Dorado, CA	80	—	57		23	—	28,000		9,247		3Q19
	Westerville, OH	90	—	63		17	10	22,800		8,160		3Q19
	Union, KY	162	162	—		—	—	34,600		9,848		1Q20
	Apex, NC	152	98	30		24	—	30,883		3,000		1Q20
	Edenbridge, UK	85	—	51		34	—	19,104		6,507		2Q20
	Droitwich, UK	70	—	45		25	—	16,153		4,573		4Q20
	Subtotal	712	260	292		150	10	$	162,581	$	47,973
Outpatient Medical
			Rentable Square Ft	Preleased %		Health System Affiliation		Commitment Amount		Balance at 12/31/18		Estimated Conversion
	Brooklyn, NY		140,955	100	%	Yes		$	105,306	$	58,390	3Q19
	Mission Viejo, CA		104,500	100	%	Yes		71,372		31,002		3Q19
	Houston, TX		73,500	100	%	Yes		23,455		5,097		4Q19
	Porter, TX		55,000	100	%	Yes		20,800		4,198		4Q19
	Charlotte, NC		176,640	100	%	Yes		95,703		16,632		2Q20
	Charlotte, NC		104,508	100	%	Yes		52,255		5,367		3Q20
	Subtotal		655,103					$	368,891	$	120,686
Total Development Projects								$	879,225	$	350,008

Note:

(1) Includes development projects (construction in progress, development loans and in-substance real estate) and excludes expansion projects. Commitment amount represents current balances plus unfunded commitments to complete development.

13

Investment

(dollars in thousands at Welltower pro rata ownership)
Development Funding Projections(1)
					Projected Future Funding
	Projects	Beds / Units / Square Feet	Projected Yields(2)		2019 Funding		Funding Thereafter		Total Unfunded Commitments		Committed Balances
Seniors Housing Operating	8	1,127	8.1	%	$	115,105	$	51,299	$	166,404	$	347,753
Seniors Housing Triple-net	7	712	7.5	%	77,935		36,673		114,608		162,581
Outpatient Medical	6	655,103	6.3	%	191,731		56,474		248,205		368,891
Total	21		7.0	%	$	384,771	$	144,446	$	529,217	$	879,225

Development Project Conversion Estimates(1)
Quarterly Conversions					Annual Conversions
	Amount		Projected Yields(2)			Amount		Projected Yields(2)
1Q18 actual	$	136,762	9.3	%	2018 actual	$	321,722	8.4	%
2Q18 actual	89,118		7.0	%	2019 estimate	350,642		7.2	%
3Q18 actual	95,842		8.5	%	2020 estimate	528,583		7.3	%
4Q18 actual	—		—	%	Total	$	1,200,947	7.6	%
2Q19 estimate	43,605		7.7	%
3Q19 estimate	227,478		6.9	%
4Q19 estimate	79,559		7.6	%
1Q20 estimate	277,512		7.6	%
2Q20 estimate	114,807		6.0	%
3Q20 estimate	52,255		5.7	%
4Q20 estimate	84,009		8.9	%
Total	$	1,200,947	7.5	%

Unstabilized Properties
	9/30/2018 Properties	Stabilizations		Construction Conversions(3)	Acquisitions/ Dispositions	12/31/2018 Properties	Beds / Units
Seniors Housing Operating	25	(3	)	—	1	23	2,504
Seniors Housing Triple-net	19	(4	)	1	—	16	1,744
Long-Term/Post-Acute Care	9	(1	)	—	—	8	886
Total	53	(8	)	1	1	47	5,134

Occupancy	9/30/2018 Properties	Stabilizations		Construction Conversions(3)		Acquisitions/ Dispositions		Progressions			12/31/2018 Properties
0% - 50%	15	—		—		—		(3		)	12
50% - 70%	23	(5	)	1		1		2			22
70% +	15	(3	)	—		—		1			13
Total	53	(8	)	1		1		—			47
Occupancy	12/31/2018 Properties	Months In Operation		Revenues		% of Total Revenues(4)		Gross Investment Balance			% of Total Gross Investment
0% - 50%	12	7		$	29,476	0.6	%	$	333,715		1.0	%
50% - 70%	22	19		63,580		1.3	%	539,908			1.6	%
70% +	13	21		26,019		0.5	%	341,034			1.0	%
Total	47	16		$	119,075	2.4	%	$	1,214,657		3.7	%

Notes:

(1) Includes development projects (construction in progress, development loans, and in-substance real estate) and excludes expansion projects.

(2) Actual yields may vary.

(3) Includes expansion and development loan conversions.

(4) Percent of total revenues based on current quarter annualized pro rata total revenues on page 16.

14

Financial

(dollars in thousands at Welltower pro rata ownership)
Components of NAV
Stabilized NOI				Pro rata beds/units/square feet
Seniors Housing Operating(1)	$	965,408		52,742	units
Seniors Housing Triple-net	411,428			26,814	units
Outpatient Medical	366,820			16,287,922	square feet
Health System	143,200			20,874	beds
Long-Term/Post-Acute Care	205,324			14,764	beds
Total In-Place NOI(2)	2,092,180
Incremental stabilized NOI(3)	41,103
Total stabilized NOI	$	2,133,283
Obligations
Lines of credit	$	1,147,000
Senior unsecured notes(4)	9,699,984
Secured debt(4)	2,705,362
Capital lease obligations	70,668
Total Debt	$	13,623,014
Add (Subtract):
Other liabilities (assets), net(5)	$	454,003
Cash and cash equivalents and restricted cash	(316,129		)
Preferred stock	718,498
Net obligations	$	14,479,386
Other Assets
Land parcels	$	92,155			Effective Interest Rate(7)
Real estate loans receivable(6)	362,317				8.1%
Non real estate loans receivable	282,443				8.8%
Other investments(8)	39,117
Investments held for sale(9)	694,296
Development properties:(10)
Current balance	$	355,109
Unfunded commitments	558,552
Committed balances	$	913,661
Projected yield	7.0		%
Projected NOI	$	63,956
Common Shares Outstanding	383,675

Notes:

(1) Includes $9,889,000 attributable to our proportional share of income from unconsolidated management company investments.

(2) See page 22 for reconciliation.

(3) Represents incremental NOI from Seniors Housing Operating lease-up properties that have been open for less than two years.

(4) Represents principal amounts due and do not include unamortized premiums/discounts, deferred loan expenses or other fair value adjustments as reflected on the balance sheet. Includes $1,257,251,000 of foreign secured debt.

(5) Includes liabilities / (assets) that impact cash or NOI and excludes non-real estate loans and non-cash items such as the following:

Unearned revenues	$	209,166
Below/(above) market lease intangibles, net	45,950
Deferred taxes, net	(21,458		)
Available-for-sale equity investments	(11,286		)
In place lease intangibles, net	(49,945		)
Other non-cash liabilities / (assets), net	3,451
Total non-cash liabilities/(assets), net	$	175,878

(6) Represents $430,689,000 of real estate loans excluding development loans and net of $68,372,000 of allowance for loan losses.

(7) Average cash-pay interest rates are 8.1% and 6.0% for real estate and non real estate loans, respectively. Rates exclude non-accrual/interest-free loans.

(8) Represents fair value estimate of unconsolidated equity investments including Genesis HealthCare stock and a management company investment not reflected in IPNOI.

(9) Represents expected proceeds from assets held for sale.

(10) See pages 13-14. Also includes expansion projects.

15

Financial

(dollars in thousands at Welltower pro rata ownership)
Net Operating Income(1)
	4Q17			1Q18		2Q18		3Q18			4Q18
Revenues:
Seniors Housing Operating
Resident fees and service	$	699,545		$	704,930	$	731,580	$	847,712		$	833,134
Interest income	—			85		172		159			157
Other income	1,118			1,143		1,554		1,183			1,065
Total revenues	700,663			706,158		733,306		849,054			834,356
Seniors Housing Triple-net
Rental income	145,825			143,925		137,864		102,205			104,431
Interest income	7,144			7,087		7,428		6,911			5,749
Other income	936			312		12,959		1,303			637
Total revenues	153,905			151,324		158,251		110,419			110,817
Outpatient Medical
Rental income	131,975			126,870		126,106		129,953			130,076
Interest income	—			12		43		85			170
Other income	536			242		256		306			4,598
Total revenues	132,511			127,124		126,405		130,344			134,844
Health System
Rental income	—			—		—		30,614			43,033
Total revenues	—			—		—		30,614			43,033
Long-Term/Post-Acute Care
Rental income	74,422			63,284		61,598		63,868			64,216
Interest income	4,831			7,463		5,819		7,468			7,006
Other income	(900		)	1,064		236		390			201
Total revenues	78,353			71,811		67,653		71,726			71,423
Corporate
Other income	247			246		378		572			591
Total revenues	247			246		378		572			591
Total
Rental income	352,222			334,079		325,568		326,640			341,756
Resident fees and service	699,545			704,930		731,580		847,712			833,134
Interest income	11,975			14,647		13,462		14,623			13,082
Other income	1,937			3,007		15,383		3,754			7,092
Total revenues	$	1,065,679		$	1,056,663	$	1,085,993	$	1,192,729		$	1,195,064
Property operating expenses:
Seniors Housing Operating	$	477,431		$	484,637	$	498,278	$	585,525		$	582,412
Seniors Housing Triple-net	—			17		9		(1		)	21
Outpatient Medical	40,116			41,172		39,658		42,524			40,136
Health System	—			—		—		12			17
Long-Term/Post-Acute Care	—			—		124		412			287
Total property operating expenses	$	517,547		$	525,826	$	538,069	$	628,472		$	622,873
Net operating income:
Seniors Housing Operating	$	223,232		$	221,521	$	235,028	$	263,529		$	251,944
Seniors Housing Triple-net	153,905			151,307		158,242		110,420			110,796
Outpatient Medical	92,395			85,952		86,747		87,820			94,708
Health System	—			—		—		30,602			43,016
Long-Term/Post-Acute Care	78,353			71,811		67,529		71,314			71,136
Corporate	247			246		378		572			591
Net operating income	$	548,132		$	530,837	$	547,924	$	564,257		$	572,191

Note:

(1) Please see discussion of Supplemental Reporting Measures on page 21. Includes amounts from investments sold or held for sale.

16

Financial

(dollars in thousands)
Leverage and EBITDA Reconciliations(1)
	Twelve Months Ended			Three Months Ended
	12/31/2018			12/31/2018
Net income (loss)	$	829,750		$	124,696
Interest expense	526,592			144,369
Income tax expense (benefit)	8,674			1,504
Depreciation and amortization	950,459			242,834
EBITDA	$	2,315,475		$	513,403
Loss (income) from unconsolidated entities	641			(195		)
Stock-based compensation(2)	27,646			4,847
Loss (gain) on extinguishment of debt, net	16,097			53
Loss (gain) on real estate dispositions, net	(415,575		)	(41,913		)
Impairment of assets	115,579			76,022
Loss (gain) on derivatives and financial instruments, net	(4,016		)	1,626
Other expenses(2)	111,990			10,502
Additional other income(4)	(14,832		)	(4,027		)
Total adjustments	(162,470		)	46,915
Adjusted EBITDA	$	2,153,005		$	560,318
0
Interest Coverage Ratios
Interest expense	$	526,592		$	144,369
Capitalized interest	7,905			1,548
Non-cash interest expense	(10,860		)	(3,307		)
Total interest	$	523,637		$	142,610
EBITDA	$	2,315,475		$	513,403
Interest coverage ratio	4.42		x	3.60		x
Adjusted EBITDA	$	2,153,005		$	560,318
Adjusted Interest coverage ratio	4.11		x	3.93		x
0
Fixed Charge Coverage Ratios
Total interest	$	523,637		$	142,610
Secured debt principal amortization	56,288			13,994
Preferred dividends	46,704			11,676
Total fixed charges	$	626,629		$	168,280
EBITDA	$	2,315,475		$	513,403
Fixed charge coverage ratio	3.70		x	3.05		x
Adjusted EBITDA	$	2,153,005		$	560,318
Adjusted Fixed charge coverage ratio	3.44		x	3.33		x
0
Net Debt to EBITDA Ratios
Total debt				$	13,297,144
Less: cash and cash equivalents(3)				(215,376		)
Net debt				$	13,081,768
EBITDA Annualized				$	2,053,612
Net debt to EBITDA ratio				6.37		x
Adjusted EBITDA Annualized				$	2,241,272
Net debt to Adjusted EBITDA ratio				5.84		x

Notes:

(1) Please see discussion of Supplemental Reporting Measures on page 21.

(2) Certain severance-related costs are included in stock-based compensation and excluded from other expenses.

(3) Includes IRC Section 1031 deposits, if any.

(4) Relates to the recognition of lease termination fee income and the reversal of a contingent liability related to a prior year acquisition.

17

Financial

(amounts in thousands except share price)
Leverage and Current Capitalization(1)
				% of Total
Book Capitalization
Lines of credit	$	1,147,000		3.94	%
Long-term debt obligations(2)	12,150,144			41.77	%
Cash and cash equivalents(3)	(215,376		)	(0.74	)%
Net debt to consolidated book capitalization	$	13,081,768		44.97	%
Total equity(4)	16,010,645			55.03	%
Consolidated book capitalization	$	29,092,413		100.00	%
Joint venture debt, net(5)	219,651
Total book capitalization	$	29,312,064
Undepreciated Book Capitalization
Lines of credit	$	1,147,000		3.32	%
Long-term debt obligations(2)	12,150,144			35.12	%
Cash and cash equivalents(3)	(215,376		)	(0.62	)%
Net debt to consolidated undepreciated book capitalization	$	13,081,768		37.82	%
Accumulated depreciation and amortization	5,499,958			15.90	%
Total equity(4)	16,010,645			46.28	%
Consolidated undepreciated book capitalization	$	34,592,371		100.00	%
Joint venture debt, net(5)	219,651
Total undepreciated book capitalization	$	34,812,022
Enterprise Value
Lines of credit	$	1,147,000		2.74	%
Long-term debt obligations(2)	12,150,144			29.06	%
Cash and cash equivalents(3)	(215,376		)	(0.52	)%
Net debt to consolidated enterprise value	$	13,081,768		31.28	%
Common shares outstanding	383,675
Period end share price	69.41
Common equity market capitalization	$	26,630,882		63.70	%
Noncontrolling interests(4)	1,378,311			3.30	%
Preferred stock	718,498			1.72	%
Consolidated enterprise value	$	41,809,459		100.00	%
Joint venture debt, net(5)	219,651
Total enterprise value	$	42,029,110
Secured Debt as % of Total Assets
Secured debt(2)	$	2,476,177		8.16	%
Total assets	$	30,342,072
Total Debt as % of Total Assets
Total debt(2)	$	13,297,144		43.82	%
Total assets	$	30,342,072
Unsecured Debt as % of Unencumbered Assets
Unsecured debt(2)	$	10,750,299		37.25	%
Unencumbered assets	$	28,857,047

Notes:

(1) Please see discussion of Supplemental Reporting Measures on page 21.

(2) Amounts include unamortized premiums/discounts and other fair value adjustments as reflected on our balance sheet.

(3) Inclusive of IRC Section 1031 deposits, if any.

(4) Includes all noncontrolling interests (redeemable and permanent) as reflected on our balance sheet.

(5) Net of Welltower's share of unconsolidated debt and minority partners' share of Welltower consolidated debt.

18

Financial

(dollars in thousands)
Debt Maturities and Principal Payments(1)
Year	Lines of Credit(2)			Senior Unsecured Notes(3,4,5,6)			Consolidated Secured Debt			Share of Unconsolidated Secured Debt			Noncontrolling Interests' Share of Consolidated Secured Debt			Combined Debt(7)			% of Total		Wtd. Avg. Interest Rate
2019	$	—		$	600,000		$	508,899		$	51,614		$	(94,239	)	$	1,066,274		7.87	%	4.03	%
2020	—			677,489			138,288			61,284			(31,384		)	845,677			6.24	%	5.00	%
2021	—			450,000			369,124			26,740			(117,548		)	728,316			5.37	%	4.59	%
2022	—			600,000			280,418			17,771			(30,026		)	868,163			6.41	%	4.86	%
2023	1,147,000			1,783,325			325,371			21,724			(103,690		)	3,173,730			23.42	%	3.54	%
2024	—			400,000			285,847			35,733			(80,629		)	640,951			4.73	%	4.35	%
2025	—			1,250,000			197,581			404,933			(33,932		)	1,818,582			13.42	%	3.96	%
2026	—			700,000			36,426			16,152			(8,637		)	743,941			5.49	%	4.17	%
2027	—			—			132,920			60,659			(33,817		)	159,762			1.18	%	3.64	%
2028	—			1,451,470			39,536			21,252			(9,178		)	1,503,080			11.09	%	4.48	%
Thereafter	—			1,787,700			171,301			72,781			(27,912		)	2,003,870			14.78	%	5.03	%
Totals	$	1,147,000		$	9,699,984		$	2,485,711		$	790,643		$	(570,992	)	$	13,552,346		100.00	%
Weighted Avg Interest Rate(8)	3.33		%	4.48		%	3.90		%	3.88		%	3.79		%	4.27		%
Weighted Avg Maturity Years	4.6			8.3			5.3			8.7			5.1			7.6
% Floating Rate Debt	100.00		%	7.12		%	34.02		%	13.03		%	55.21		%	18.24		%

Debt by Local Currency(1)
	Lines of Credit		Senior Unsecured Notes		Consolidated Secured Debt		Share of Unconsolidated Secured Debt		Noncontrolling Interests' Share of Consolidated Secured Debt			Combined Debt		Investment Hedges(9)
United States	$	1,147,000	$	7,957,500	$	1,228,460	$	590,140	$	(284,985	)	$	10,638,115	$	—
United Kingdom	—		1,339,170		171,771		—		(42,943		)	1,467,998		1,136,009
Canada	—		403,314		1,085,480		200,503		(243,064		)	1,446,233		421,647
Totals	$	1,147,000	$	9,699,984	$	2,485,711	$	790,643	$	(570,992	)	$	13,552,346	$	1,557,656

Notes:

(1) Represents principal amounts due excluding unamortized premiums/discounts or other fair value adjustments as reflected on the balance sheet.

(2) The primary unsecured credit facility has capacity of $3,700,000,000 with remaining availability of $1,853,000,000. The unsecured revolving credit facility matures on July 19, 2022 (with an option to extend for two successive terms of six months each at our discretion) and the term credit facilities mature on July 19, 2023.

(3) 2020 includes CAD $300,000,000 of 3.35% senior unsecured notes (approximately $219,989,000 USD at December 31, 2018). The notes mature on November 25, 2020.

(4) 2023 includes a $500,000,000 term loan and a CAD $250,000,000 unsecured term loan (approximately $183,325,000 USD at December 31, 2018). The loans mature on July 19, 2023. The interest rates on the loans are LIBOR + 0.9% for USD and CDOR + 0.9% for CAD.

(5) 2028 includes £550,000,000 of 4.80% senior unsecured notes (approximately $701,470,000 USD at December 31, 2018). The notes mature on November 20, 2028.

(6) Thereafter includes £500,000,000 of 4.50% senior unsecured notes (approximately $637,700,000 USD at December 31, 2018). The notes mature on December 1, 2034.

(7) Excludes capital lease obligations of $70,668,000, of which $69,016,000 mature in April 2023 and $1,652,000 have various maturities.

(8) The interest rate on the primary unsecured credit facility is 1-month LIBOR + 0.825%. Senior notes and secured debt average interest rate represents the face value note rate.

(9) Represents notional value of foreign currency derivative contracts at end of period spot FX rates. The fair market value of the gains (losses) of these contracts is currently USD $23,447,000, as represented in other assets (liabilities) on the balance sheet. We supplement our local currency debt with foreign currency derivative contracts to offset the translation and economic exposures related to our international investments. Currently, our foreign currency derivatives are comprised of forward contracts and cross-currency swaps.

19

Glossary

Age: Current year, less the year built, adjusted for major renovations. Average age is weighted by pro rata NOI.

Cap-ex, Tenant Improvements, Leasing Commissions: Represents amounts paid in cash for: 1) recurring and non-recurring capital expenditures required to maintain and re-tenant our properties; 2) second generation tenant improvements; and 3) leasing commissions paid to third party leasing agents to secure new tenants.

Construction Conversion: Represents completed construction projects that were placed into service and began generating NOI.

EBITDAR: Earnings before interest, taxes, depreciation, amortization and rent. The company uses unaudited, periodic financial information provided solely by tenants/borrowers to calculate EBITDAR and has not independently verified the information.

EBITDAR Coverage: Represents the ratio of EBITDAR to contractual rent for leases or interest and principal payments for loans. EBITDAR coverage is a measure of a property’s ability to generate sufficient cash flows for the operator/borrower to pay rent and meet other obligations. The coverage shown excludes properties that are unstabilized, closed or for which data is not available or meaningful.

EBITDARM: Earnings before interest, taxes, depreciation, amortization, rent and management fees. The company uses unaudited, periodic financial information provided solely by tenants/borrowers to calculate EBITDARM and has not independently verified the information.

EBITDARM Coverage: Represents the ratio of EBITDARM to contractual rent for leases or interest and principal payments for loans. EBITDARM coverage is a measure of a property’s ability to generate sufficient cash flows for the operator/borrower to pay rent and meet other obligations, assuming that management fees are not paid. The coverage shown excludes properties that are unstabilized, closed or for which data is not available or meaningful.

Health System: Includes independent, assisted living, dementia care and long-term post-acute care properties subject to triple-net operating leases to or guaranteed by investment-grade health systems.

Health System - Affiliated: Outpatient medical properties are considered affiliated with a health system if one or more of the following conditions are met: 1) the land parcel is contained within the physical boundaries of a hospital campus; 2) the land parcel is located adjacent to the campus; 3) the building is physically connected to the hospital regardless of the land ownership structure; 4) a ground lease is maintained with a health system entity; 5) a master lease is maintained with a health system entity; 6) significant square footage is leased to a health system entity; 7) the property includes an ambulatory surgery center with a hospital partnership interest; or (8) a significant square footage is leased to a physician group that is either employed, directly or indirectly by a health system, or has a significant clinical and financial affiliation with the health system.

Long-Term/Post-Acute Care: Includes all skilled nursing, rehabilitation and long-term acute-care facilities where the majority of individuals require 24-hour nursing or medical care.  Generally, these properties are licensed for Medicaid and/or Medicare reimbursement and are subject to triple-net operating leases.  Most of these facilities focus on higher acuity patients and offer rehabilitation units specializing in cardiac, orthopedic, dialysis, neurological or pulmonary rehabilitation.

MSA:  For the United States and Canada, we use the Metropolitan Statistical Area as defined by the U.S. Census Bureau and the Census Metropolitan Areas as defined by Statistics Canada, respectively.  For the United Kingdom, we generally use the Metro Region as defined by EuroStat with Greater London defined as a 55-mile radius around the city’s center.

Occupancy: Outpatient medical occupancy represents the percentage of total rentable square feet leased and occupied, including month-to-month leases, as of the date reported. Occupancy for all other property types represents average quarterly operating occupancy based on the most recent quarter of available data and excludes properties that are unstabilized, closed or for which data is not available or meaningful. The company uses unaudited, periodic financial information provided solely by tenants/borrowers to calculate occupancy and has not independently verified the information.

Outpatient Medical: Outpatient medical buildings include properties offering ambulatory medical services such as primary and secondary care, outpatient surgery, diagnostic procedures and rehabilitation. These properties are typically affiliated with a health system and may be located on a hospital campus. They are specifically designed and constructed for use by health care professionals to provide services to patients. They also include medical office buildings that typically contain sole and group physician practices and may provide laboratory and other specialty services.

Seniors Housing Operating (SHO): Includes independent, assisted living, and dementia care properties in the U.S. and Canada and all care homes in the U.K. structured to take advantage of the REIT Investment Diversification and Empowerment Act of 2007.

Seniors Housing Triple-net (SH-NNN): Includes independent, assisted living, and dementia care properties in the U.S. and Canada and all care homes in the U.K. subject to triple-net operating leases and loans receivable.

Square Feet: Net rentable square feet calculated utilizing Building Owners and Managers Association measurement standards.

Stable: Generally, a triple-net rental property is considered stable (versus unstabilized or under development) when it has achieved EBITDAR coverage of 1.00x or greater for three consecutive months or, if targeted performance has not been achieved, 12 months following the budgeted stabilization date.   A seniors housing operating facility is considered stable upon the earliest of 90% occupancy, NOI at or above the underwritten target or 24 months past the closing date (for acquisitions) or the open date (for development). Excludes assets held for sale and assets disposed of during the current quarter.

Unstabilized: An acquisition that does not meet the stable criteria upon closing or a construction property that has opened but not yet reached stabilization.

20

Supplemental Reporting Measures

The company believes that revenues and net income, as defined by U.S. generally accepted accounting principles (U.S. GAAP), are the most appropriate earnings measurements. However, the company considers EBITDA, Adjusted EBITDA, REVPOR, SS REVPOR, NOI, In-Place NOI (IPNOI) and SSNOI to be useful supplemental measures of its operating performance. Excluding EBITDA and Adjusted EBITDA, these supplemental measures are disclosed on a Welltower pro rata ownership basis. Pro rata amounts are derived by reducing consolidated amounts for minority partners’ noncontrolling ownership interests and adding Welltower’s minority ownership share of unconsolidated amounts. Welltower does not control unconsolidated investments. While the company considers pro rata disclosures useful, they may not accurately depict the legal and economic implications of Welltower’s joint venture arrangements and should be used with caution.

The company defines NOI as total revenues, including tenant reimbursements, less property operating expenses. Property operating expenses represent costs associated with managing, maintaining and servicing tenants for our seniors housing operating and outpatient medical properties. These expenses include, but are not limited to, property-related payroll and benefits, property management fees paid to operators, marketing, housekeeping, food service, maintenance, utilities, property taxes and insurance. General and administrative expenses represent costs unrelated to property operations. These expenses include, but are not limited to, payroll and benefits, professional services, office expenses and depreciation of corporate fixed assets. IPNOI represents NOI excluding interest income, other income and non-IPNOI and adjusted for timing of current quarter portfolio changes such as acquisitions, development conversions, segment transitions, dispositions and investments held for sale. SSNOI is used to evaluate the operating performance of our properties using a consistent population which controls for changes in the composition of our portfolio. As used herein, same store is generally defined as those revenue-generating properties in the portfolio for the relevant year-over-year reporting periods. Land parcels, loans, and sub-leases as well as any properties acquired, developed/redeveloped (including major refurbishments where 20% or more of units are simultaneously taken out of commission for 30 days or more), sold or classified as held for sale during that period are excluded from the same store amounts. Properties undergoing operator transitions and/or segment transitions (except triple-net to seniors housing operating with the same operator) are also excluded from the same store amounts. Normalizers include adjustments that in management’s opinion are appropriate in considering SSNOI, a supplemental, non-GAAP performance measure. None of these adjustments, which may increase or decrease SSNOI, are reflected in the company’s financial statements prepared in accordance with U.S. GAAP. Significant normalizers (defined as any that individually exceed 0.50% of SSNOI growth per property type) are separately disclosed and explained. The company believes NOI, IPNOI and SSNOI provide investors relevant and useful information because they measure the operating performance of the company’s properties at the property level on an unleveraged basis. The company uses NOI, IPNOI and SSNOI to make decisions about resource allocations and to assess the property level performance of our properties.

REVPOR represents the average revenues generated per occupied room per month at the company’s seniors housing operating properties. It is calculated as our pro rata version of total resident fees and services revenues from the income statement divided by average monthly occupied room days. SS REVPOR is used to evaluate the REVPOR performance of our properties under a consistent population which eliminates changes in the composition of our portfolio. It is based on the same pool of properties used for SSNOI and includes any revenue normalizations used for SSNOI. The company uses REVPOR and SS REVPOR to evaluate the revenue-generating capacity and profit potential of its seniors housing operating portfolio independent of fluctuating occupancy rates. They are also used in comparison against industry and competitor statistics, if known, to evaluate the quality of the company’s seniors housing operating portfolio.

We measure our credit strength both in terms of leverage ratios and coverage ratios. The leverage ratios indicate how much of our balance sheet capitalization is related to long-term debt, net of cash and Internal Revenue Code (“IRC”) Section 1031 deposits. We expect to maintain capitalization ratios and coverage ratios sufficient to maintain a capital structure consistent with our current profile. The coverage ratios are based on EBITDA which stands for earnings (net income per income statement) before interest expense, income taxes, depreciation and amortization. Covenants in our senior unsecured notes and primary credit facility contain financial ratios based on a definition of EBITDA that is specific to those agreements. Failure to satisfy these covenants could result in an event of default that could have a material adverse impact on our cost and availability of capital, which could in turn have a material adverse impact on our consolidated results of operations, liquidity and/or financial condition. Due to the materiality of these debt agreements and the financial covenants, we have defined Adjusted EBITDA to exclude unconsolidated entities and to include adjustments for stock-based compensation expense, provision for loan losses, gains/losses on extinguishment of debt, gains/losses/impairments on properties, gains/losses on derivatives and financial instruments, other expenses, and additional other income. We believe that EBITDA and Adjusted EBITDA, along with net income and cash flow provided from operating activities, are important supplemental measures because they provide additional information to assess and evaluate the performance of our operations. We primarily utilize them to measure our interest coverage ratio, which represents EBITDA and Adjusted EBITDA divided by total interest, and our fixed charge coverage ratio, which represents EBITDA and Adjusted EBITDA divided by fixed charges. Fixed charges include total interest, secured debt principal amortization and preferred dividends. Our leverage ratios include net debt to Adjusted EBITDA, book capitalization, undepreciated book capitalization and market capitalization. Book capitalization represents the sum of net debt (defined as total long-term debt less cash and cash equivalents and any IRC Section 1031 deposits), total equity and redeemable noncontrolling interests. Undepreciated book capitalization represents book capitalization adjusted for accumulated depreciation and amortization. Market capitalization represents book capitalization adjusted for the fair market value of our common stock. Our leverage ratios are defined as the proportion of net debt to total capitalization.

The company’s supplemental reporting measures and similarly entitled financial measures are widely used by investors, equity and debt analysts and rating agencies in the valuation, comparison, rating and investment recommendations of companies. The company’s management uses these financial measures to facilitate internal and external comparisons to historical operating results and in making operating decisions. Additionally, these measures are utilized by the Board of Directors to evaluate management. None of the supplemental reporting measures represent net income or cash flow provided from operating activities as determined in accordance with U.S. GAAP and should not be considered as alternative measures of profitability or liquidity.

Finally, the supplemental reporting measures, as defined by the company, may not be comparable to similarly entitled items reported by other real estate investment trusts or other companies. Multi-period amounts may not equal the sum of the individual quarterly amounts due to rounding.

21

Supplemental Reporting Measures

(dollars in thousands)
Non-GAAP Reconciliations
NOI Reconciliation	4Q17			1Q18			2Q18			3Q18			4Q18
Net income (loss)	$	(89,743	)	$	453,555		$	167,273		$	84,226		$	124,696
Loss (gain) on real estate dispositions, net	(56,381		)	(338,184		)	(10,755		)	(24,723		)	(41,913		)
Loss (income) from unconsolidated entities	59,449			2,429			(1,249		)	(344		)	(195		)
Income tax expense (benefit)	25,663			1,588			3,841			1,741			1,504
Other expenses	60,167			3,712			10,058			88,626			10,502
Impairment of assets	99,821			28,185			4,632			6,740			76,022
Provision for loan losses	62,966			—			—			—			—
Loss (gain) on extinguishment of debt, net	371			11,707			299			4,038			53
Loss (gain) on derivatives and financial instruments, net	—			(7,173		)	(7,460		)	8,991			1,626
General and administrative expenses	28,365			33,705			32,831			28,746			31,101
Depreciation and amortization	238,458			228,201			236,275			243,149			242,834
Interest expense	127,217			122,775			121,416			138,032			144,369
Consolidated net operating income	$	556,353		$	540,500		$	557,161		$	579,222		$	590,599
NOI attributable to unconsolidated investments(1)	21,539			21,620			21,725			22,247			21,933
NOI attributable to noncontrolling interests(2)	(29,760		)	(31,283		)	(30,962		)	(37,212		)	(40,341		)
Pro rata net operating income (NOI)(3)	$	548,132		$	530,837		$	547,924		$	564,257		$	572,191

In-Place NOI Reconciliation
At Welltower pro rata ownership	Seniors Housing Operating			Seniors Housing Triple-net			Outpatient Medical			Health System			Long-Term /Post-Acute Care			Corporate			Total
Revenues	$	834,356		$	110,817		$	134,844		$	43,033		$	71,423		$	591		$	1,195,064
Property operating expenses	(582,412		)	(21		)	(40,136		)	(17		)	(287		)	—			(622,873		)
NOI(3)	251,944			110,796			94,708			43,016			71,136			591			572,191
Adjust:
Interest income	(157		)	(5,749		)	(170		)	—			(7,006		)	—			(13,082		)
Other income	(1,065		)	(637		)	(4,598		)	—			(201		)	(591		)	(7,092		)
Sold / held for sale	(3,921		)	(266		)	(419		)	—			(8,118		)	—			(12,724		)
Developments / land	510			—			35			—			—			—			545
Non In-Place NOI(4)	(3,812		)	(4,521		)	(2,257		)	(7,216		)	(4,086		)	—			(21,892		)
Timing adjustments(5)	(2,147		)	3,234			4,406			—			(394		)	—			5,099
Total adjustments	(10,592		)	(7,939		)	(3,003		)	(7,216		)	(19,805		)	(591		)	(49,146		)
In-Place NOI	241,352			102,857			91,705			35,800			51,331			—			523,045
Annualized In-Place NOI	$	965,408		$	411,428		$	366,820		$	143,200		$	205,324		$	—		$	2,092,180

Same Store Property Reconciliation
	Seniors Housing Operating		Seniors Housing Triple-net		Outpatient Medical		Health System		Long-Term /Post-Acute Care		Total
Total properties	568		361		287		218		187		1,621
Recent acquisitions/ development conversions	(20	)	(3	)	(37	)	(218	)	(14	)	(292	)
Under development/redevelopment	(20	)	(3	)	(4	)	—		(1	)	(28	)
Current held for sale	(14	)	(5	)	(2	)	—		(35	)	(56	)
Land parcels, loans and sub-leases	(7	)	(17	)	(11	)	—		(7	)	(42	)
Transitions	(33	)	(37	)	—		—		(6	)	(76	)
Other(6)	(1	)	—		—		—		—		(1	)
Same store properties	473		296		233		—		124		1,126

Notes:

(1) Represents Welltower's interests in joint ventures where Welltower is the minority partner.

(2) Represents minority partners' interests in joint ventures where Welltower is the majority partner.

(3) Represents Welltower's pro rata share of NOI. See page 16 for more information.

(4) Primarily represents non-cash NOI.

(5) Represents timing adjustments for current quarter acquisitions, construction conversions and segment transitions.

(6) Includes 1 flooded property.

22

Supplemental Reporting Measures

(dollars in thousands at Welltower pro rata ownership)
Same Store NOI Reconciliation	4Q17			1Q18			2Q18			3Q18			4Q18			Y/o/Y
Seniors Housing Operating
NOI	$	223,232		$	221,521		$	235,028		$	263,529		$	251,944
Non-cash NOI on same store properties	(875		)	(1,083		)	(923		)	(969		)	(568		)
NOI attributable to non-same store properties	(16,393		)	(16,289		)	(25,413		)	(39,149		)	(31,503		)
Currency and ownership adjustments(1)	932			(36		)	1,145			2,356			3,002
SH-NNN to SHO conversions(2)	15,413			15,539			14,891			—			—
Other normalizing adjustments(3)	3			122			(392		)	345			795
SSNOI	222,312			219,774			224,336			226,112			223,670			0.6	%
Seniors Housing Triple-net
NOI	153,905			151,307			158,242			110,420			110,796
Non-cash NOI on same store properties	(4,821		)	(5,856		)	(2,366		)	(2,727		)	(2,768		)
NOI attributable to non-same store properties	(60,452		)	(54,697		)	(64,057		)	(15,916		)	(16,329		)
Currency and ownership adjustments(1)	312			(518		)	(61		)	686			928
Normalizing adjustment for lease restructuring(4)	(1,133		)	(1,214		)	(1,228		)	(1,229		)	(522		)
Other normalizing adjustments(3)	128			(126		)	(983		)	(633		)	(421		)
SSNOI	87,939			88,896			89,547			90,601			91,684			4.3	%
Outpatient Medical
NOI	92,395			85,952			86,747			87,820			94,708
Non-cash NOI on same store properties	(2,619		)	(1,345		)	(1,556		)	(1,389		)	(5,397		)
NOI attributable to non-same store properties	(7,957		)	(1,913		)	(2,922		)	(3,957		)	(6,461		)
Currency and ownership adjustments(1)	(88		)	(244		)	(70		)	174			246
Other normalizing adjustments(3)	(159		)	(47		)	169			(264		)	(89		)
SSNOI	81,572			82,403			82,368			82,384			83,007			1.8	%
Health System
NOI	—			—			—			30,602			43,016
NOI attributable to non-same store properties	—			—			—			(30,602		)	(43,016		)
SSNOI	—			—			—			—			—
Long-Term/Post-Acute Care
NOI	78,353			71,811			67,529			71,314			71,136
Non-cash NOI on same store properties	(1,069		)	(3,993		)	(3,453		)	(3,455		)	(3,286		)
NOI attributable to non-same store properties	(29,296		)	(23,679		)	(19,416		)	(23,030		)	(23,355		)
Currency and ownership adjustments(1)	28			19			55			76			94
Normalizing adjustments for lease restructuring(5)	(4,343		)	—			—			—			—
Other normalizing adjustments(3)	384			—			—			(79		)	79
SSNOI	44,057			44,158			44,715			44,826			44,668			1.4	%
Corporate
NOI	247			246			378			572			591
NOI attributable to non-same store properties	(247		)	(246		)	(378		)	(572		)	(591		)
SSNOI	—			—			—			—			—
Total
NOI	548,132			530,837			547,924			564,257			572,191
Non-cash NOI on same store properties	(9,384		)	(12,277		)	(8,298		)	(8,540		)	(12,019		)
NOI attributable to non-same store properties	(114,345		)	(96,824		)	(112,186		)	(113,226		)	(121,255		)
Currency and ownership adjustments	1,184			(779		)	1,069			3,292			4,270
Normalizing adjustments, net	10,293			14,274			12,457			(1,860		)	(158		)
SSNOI	$	435,880		$	435,231		$	440,966		$	443,923		$	443,029		1.6	%

Notes:

(1) Includes adjustments to reflect consistent property ownership percentages, to translate Canadian properties at a USD/CAD rate of 1.25 and to translate UK properties at a GBP/USD rate of 1.35.

(2) Represents the performance of certain properties that were converted from Seniors Housing Triple-net to Seniors Housing Operating with the same operator. Amounts represent unaudited operating results provided by the operator and were not a component of WELL earnings.

(3) Represents aggregate normalizing adjustments which are individually less than 0.50% of SSNOI growth per property type.

(4) Represents adjustments to reflect the in place economics related to the lease restructuring for two Seniors Housing Triple-net master leases.

(5) Represents adjustments to reflect the in place economics related to the lease restructuring for one Long-Term/Post-Acute Care master lease.

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Supplemental Reporting Measures

(dollars in thousands, except REVPOR, SS REVPOR and SSNOI/unit)
SHO REVPOR Reconciliation	United States			United Kingdom			Canada			Total
Consolidated SHO revenues	$	666,566		$	80,470		$	114,579		$	861,615
Unconsolidated SHO revenues attributable to Welltower(1)	23,519			—			20,422			43,941
SHO revenues attributable to noncontrolling interests(2)	(39,058		)	(6,568		)	(25,574		)	(71,200		)
Pro rata SHO revenues(3)	651,027			73,902			109,427			834,356
SHO interest and other income	(887		)	(31		)	(304		)	(1,222		)
SHO revenues attributable to held for sale properties	(20,203		)	(1,224		)	—			(21,427		)
Currency and ownership adjustments(4)	—			3,592			6,235			9,827
SHO local revenues	629,937			76,239			115,358			821,534
Average occupied units/month	30,701			2,909			13,244			46,854
REVPOR/month in USD	$	6,784		$	8,663		$	2,880		$	5,797
REVPOR/month in local currency(4)				£	6,417		C$	3,600

Reconciliations of SHO SS REVPOR Growth, SSNOI Growth and SSNOI/Unit
	United States						United Kingdom						Canada						Total
	4Q17			4Q18			4Q17			4Q18			4Q17			4Q18			4Q17			4Q18
SHO SS REVPOR Growth
Consolidated SHO revenues	$	544,735		$	666,566		$	75,745		$	80,470		$	110,308		$	114,579		$	730,788		$	861,615
Unconsolidated SHO revenues attributable to WELL(1)	21,787			23,519			—			—			21,018			20,422			42,805			43,941
SHO revenues attributable to noncontrolling interests(2)	(41,809		)	(39,058		)	(5,185		)	(6,568		)	(25,934		)	(25,574		)	(72,928		)	(71,200		)
SHO pro rata revenues(3)	524,713			651,027			70,560			73,902			105,392			109,427			700,665			834,356
Non-cash revenues on same store properties	(85		)	(59		)	(19		)	(19		)	—			—			(104		)	(78		)
Revenues attributable to non-same store properties	(49,609		)	(116,070		)	(14,864		)	(15,962		)	(2,672		)	(9,130		)	(67,145		)	(141,162		)
Currency and ownership adjustments(4)	36			—			959			2,862			1,703			5,732			2,698			8,594
SH-NNN to SHO conversions (5)	48,017			—			—			—			—			—			48,017			—
Other normalizing adjustments(6)	611			730			(1,351		)	(411		)	—			—			(740		)	319
SHO SS revenues(7)	523,683			535,628			55,285			60,372			104,423			106,029			683,391			702,029
Avg. occupied units/month(8)	24,637			24,696			2,218			2,381			11,824			11,799			38,679			38,876
SHO SS REVPOR(9)	$	7,028		$	7,171		$	8,241		$	8,383		$	2,920		$	2,971		$	5,841		$	5,970
SS REVPOR YOY growth	—		%	2.0		%	—		%	1.7		%	—		%	1.7		%	—			2.2		%
SHO SSNOI Growth
Consolidated SHO NOI	$	165,437		$	191,493		$	19,447		$	20,032		$	41,624		$	42,920		$	226,508		$	254,445
Unconsolidated SHO NOI attributable to WELL(1)	7,892			8,412			—			—			8,165			8,054			16,057			16,466
SHO NOI attributable to noncontrolling interests(2)	(9,231		)	(8,360		)	(209		)	(958		)	(9,893		)	(9,649		)	(19,333		)	(18,967		)
SHO pro rata NOI(3)	164,098			191,545			19,238			19,074			39,896			41,325			223,232			251,944
Non-cash NOI on same store properties	(856		)	(549		)	(19		)	(19		)	—			—			(875		)	(568		)
NOI attributable to non-same store properties	(12,348		)	(25,657		)	(3,507		)	(2,804		)	(538		)	(3,042		)	(16,393		)	(31,503		)
Currency and ownership adjustments(4)	3			—			279			806			650			2,196			932			3,002
SH-NNN to SHO conversions(5)	15,413			—			—			—			—			—			15,413			—
Other normalizing adjustments(6)	600			1,230			(597		)	(411		)	—			(24		)	3			795
SHO pro rata SSNOI(7)	$	166,910		$	166,569		$	15,394		$	16,646		$	40,008		$	40,455		$	222,312		$	223,670
SHO SSNOI growth				(0.2		)%				8.1		%				1.1		%				0.6		%
SHO SSNOI/Unit
Trailing four quarters' SSNOI(7)				$	668,829					$	64,803					$	160,260					$	893,892
Average units in service(10)				28,297						2,829						13,073						44,199
SSNOI/unit in USD				$	23,636					$	22,907					$	12,259					$	20,224
SSNOI/unit in local currency(4)										£	16,968					C$	15,324

Notes:

(1) Represents Welltower's interests in joint ventures where Welltower is the minority partner.

(2) Represents minority partners' interests in joint ventures where Welltower is the majority partner.

(3) Represents SHO revenues/NOI at Welltower pro rata ownership. See pages 16 & 23 for more information.

(4) Includes where appropriate adjustments to reflect consistent property ownership percentages, to translate Canadian properties at a USD/CAD rate of 1.25 and to translate UK properties at a GBP/USD rate of 1.35.

(5) Represents the revenues and NOI of certain properties that were converted from Seniors Housing Triple-net to Seniors Housing Operating with the same operator. Amounts derived from unaudited operating results provided by the operator and were not a component of WELL earnings.

(6) Represents aggregate normalizing adjustments which are individually less than .50% of SSNOI growth.

(7) Represents SS SHO revenues/SSNOI at Welltower pro rata ownership. See page 23 for more information.

(8) Represents average occupied units for SS properties related solely to referenced country on a pro rata basis.

(9) Represents pro rata SS average revenues generated per occupied room per month.

(10) Represents average units in service for SS properties related solely to referenced country on a pro rata basis.

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Forward-Looking Statement and Risk Factors

Forward-Looking Statements and Risk Factors

This document contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When the company uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. In particular, these forward-looking statements include, but are not limited to, those relating to the company’s opportunities to acquire, develop or sell properties; the company’s ability to close its anticipated acquisitions, investments or dispositions on currently anticipated terms, or within currently anticipated timeframes; the expected performance of the company’s operators/tenants and properties; the company’s expected occupancy rates; the company’s ability to declare and to make distributions to shareholders; the company’s investment and financing opportunities and plans; the company’s continued qualification as a real estate investment trust (“REIT”); the company’s ability to access capital markets or other sources of funds; and the company’s ability to meet its earnings guidance. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the company’s actual results to differ materially from the company’s expectations discussed in the forward-looking statements. This may be a result of various factors, including, but not limited to: the status of the economy; the status of capital markets, including availability and cost of capital; issues facing the health care industry, including compliance with, and changes to, regulations and payment policies, responding to government investigations and punitive settlements and operators’/tenants’ difficulty in cost-effectively obtaining and maintaining adequate liability and other insurance; changes in financing terms; competition within the health care and seniors housing industries; negative developments in the operating results or financial condition of operators/tenants, including, but not limited to, their ability to pay rent and repay loans; the company’s ability to transition or sell properties with profitable results; the failure to make new investments or acquisitions as and when anticipated; natural disasters and other acts of God affecting the company’s properties; the company’s ability to re-lease space at similar rates as vacancies occur; the company’s ability to timely reinvest sale proceeds at similar rates to assets sold; operator/tenant or joint venture partner bankruptcies or insolvencies; the cooperation of joint venture partners; government regulations affecting Medicare and Medicaid reimbursement rates and operational requirements; liability or contract claims by or against operators/tenants; unanticipated difficulties and/or expenditures relating to future investments or acquisitions; environmental laws affecting the company’s properties; changes in rules or practices governing the company’s financial reporting; the movement of U.S. and foreign currency exchange rates; the company’s ability to maintain its qualification as a REIT; key management personnel recruitment and retention; and other risks described in the company’s reports filed from time to time with the Securities and Exchange Commission (“SEC”). Finally, the company undertakes no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events or otherwise, or to update the reasons why actual results could differ from those projected in any forward-looking statements.

Additional Information

The information in this supplemental information package should be read in conjunction with the company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, earnings press release dated February 12, 2019 and other information filed with, or furnished to, the SEC.  The Supplemental Reporting Measures and reconciliations of Non-GAAP measures are an integral part of the information presented herein.

You can access the company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, 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 at www.welltower.com as soon as reasonably practicable after they are filed with, or furnished to, the SEC.  You can also review these SEC filings and other information by accessing the SEC’s website at http://www.sec.gov.  The company also routinely posts important information on its website at www.welltower.com in the “Investors” section, including corporate and investor presentations and financial information.  The company intends to use its website as a means of disclosing material, non-public information and for complying with its disclosure obligations under Regulation FD. Such disclosures will be included on its website under the heading “Investors.”  Accordingly, investors should monitor such portion of the company’s website in addition to following its press releases, public conference calls and filings with the SEC.  The information on or connected to the company’s website is not, and shall not be deemed to be, a part of, or incorporated into this supplemental information package.

About Welltower

Welltower Inc. (NYSE:WELL), an S&P 500 company headquartered in Toledo, Ohio, is driving the transformation of health care infrastructure. The company invests with leading seniors housing operators, post-acute providers and health systems to fund the real estate and infrastructure needed to scale innovative care delivery models and improve people’s wellness and overall health care experience. Welltower™, a REIT, owns interests in properties concentrated in major, high-growth markets in the United States, Canada and the United Kingdom, consisting of seniors housing and post-acute communities and outpatient medical properties. More information is available at www.welltower.com.

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