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): August 5, 2020

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))

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $1.00 par value per share	WELL	New York Stock Exchange
4.800% Notes due 2028	WELL28	New York Stock Exchange
4.500% Notes due 2034	WELL34	New York Stock Exchange

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 August 5, 2020, Welltower Inc. (the “Company”) issued a press release that announced operating results for its second quarter ended June 30, 2020.  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 August 5, 2020

99.2 Welltower Inc. Supplemental Information Package for the quarter ended June 30, 2020.

104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.   

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:  August 5, 2020

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EX-99.1

FOR IMMEDIATE RELEASE

August 5, 2020

For more information contact:

Tim McHugh (419) 247-2800

Welltower Reports Second Quarter 2020 Results

Toledo, Ohio, August 5, 2020…..Welltower Inc. (NYSE:WELL) today announced results for the quarter ended June 30, 2020.

Recent Highlights

•Reported net income attributable to common stockholders of $0.42 per diluted share

•Reported normalized FFO attributable to common stockholders of $0.86 per diluted share

•Completed $949 million of pro rata Seniors Housing Operating and Outpatient Medical dispositions at a blended yield of 5.7%

•As of July 31, 2020 enhanced near-term liquidity profile to $4.3 billion including $1.3 billion of cash and cash equivalents

•Appointed Diana Reid, an accomplished commercial banking and real estate executive, having served most recently as Executive Vice President of PNC Financial Services Group, to the Board of Directors

•Issued eighth annual Corporate Sustainability Report and also named a Green Lease Leader by the U.S. Department of Energy Better Buildings Alliance

"As we had anticipated, the COVID-19 pandemic had a pronounced impact on our second quarter financial results," stated Thomas J. DeRosa, Chairman and CEO. "Our seniors housing and post-acute care businesses, in particular, endured significant challenges, which resulted in steep occupancy declines and a sharp increase in expenses through April and early-May. However, through June and July, we have witnessed a consistent sequential improvement in seniors housing occupancy trends. While we are encouraged by these recent data points, the path to recovery remains far from certain. Therefore, we continue to prioritize the strength of our balance sheet which will enable us to navigate through near-term uncertainty and position ourselves to deploy capital opportunistically. Welltower remains steadfast in its goal of reimagining and developing a more sustainable health care delivery infrastructure to meet the needs of a rapidly aging population today and in the post COVID world."

COVID-19 Update

Seniors Housing Operating OccupancyWhile admissions bans were lifted across our portfolio during the second quarter and in July, move-out activity continued to outpace move-ins, resulting in occupancy losses throughout the period. Within our Seniors Housing Operating ("SHO") portfolio occupancy has declined as follows:

	February		March		April		May		June		July
Spot occupancy (1)	85.8	%	85.0	%	82.8	%	81.0	%	80.1	%	79.4	%
Sequential occupancy change			(0.8)	%	(2.2)	%	(1.8)	%	(0.9)	%	(0.7)	%

⁽¹⁾ Spot occupancy represents approximate month end occupancy for properties in operation as of February 2020, including unconsolidated properties but excluding acquisitions, dispositions and development conversions since the start of the COVID-19 pandemic.

Total occupancy losses are expected to range from 125 to 175 basis points in the third quarter as move-out activity continues to exceed move-ins, but to a lesser degree than experienced in the second quarter.

Our share of property-level expenses associated with the COVID-19 pandemic relating to our total SHO portfolio totaled approximately $37 million and $44 million for the three and six months ended June 30, 2020, respectively. These costs included higher labor costs coupled with expenditures related to procurement of personal protective equipment and other supplies, net of any reimbursements. Such expenses had an unfavorable impact on net income attributable to common stockholders and normalized FFO per diluted share of $0.09 and $0.11 for the three and six month periods ended June 30, 2020, respectively. We expect total SHO portfolio expenses to remain elevated during the pandemic and potentially beyond as these additional health and safety measures become standard practice.

As of July 31, 2020, approximately 93% of our SHO communities reported no confirmed cases during the trailing two weeks, 5% have reported 1-2 cases and 2% have reported 3+ cases.

Rent Collections During the second quarter, we collected approximately 98% of rent due from operators under Triple-net lease agreements (primarily seniors housing and post-acute care facilities) and have collected 97% of rent due in July. In the Outpatient

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2Q20 Earnings Release June 30, 2020

Medical ("OM") segment we have either collected or approved short term deferrals for over 99% of rent due in the second quarter, consisting of 87% cash collections and 12% short term deferrals. In most cases deferred rent represents two months of rent with expected repayment by the end of the year. Approximately 98% of OM rent due in July was either collected or approved for short term deferral, with cash collections accelerating to over 95%. Short term deferrals of July rent decreased to 3%, which primarily relates to tenants in local jurisdictions for which relief was mandated. Furthermore, collections of deferred rent due in June and July under executed deferrals were 96%.

Capital Activity and Liquidity On June 30, 2020, we had $1.7 billion of cash and cash equivalents and $3.0 billion of available borrowing capacity under our unsecured revolving credit facility. In April, we closed on our previously announced $1.0 billion two-year unsecured term loan. The term loan bears interest at a rate of 1-month LIBOR + 1.20%, based on our credit rating. On June 30, 2020 we completed the issuance of $600 million senior unsecured notes bearing interest at 2.75% with a maturity date of January 2031. Net proceeds were used to fund tender offers for $426 million of our 3.75% Senior Notes due 2023 and our 3.95% Senior Notes due 2023 which settled on July 1, 2020. The remaining proceeds were used to reduce borrowings under our term loan by $140 million. During the quarter, we extinguished $315 million of secured debt at a blended average interest rate of 2.9%.

Inclusive of available borrowings under our line of credit and cash and cash equivalents, at July 31, 2020, we have $4.3 billion of near-term available liquidity and no material senior unsecured note maturities until 2023.

Dividend On August 5, 2020 the Board of Directors declared a cash dividend for the quarter ended June 30, 2020 of $0.61 per share. This dividend, which will be paid on August 27, 2020, to stockholders of record on August 18, 2020, will be our 197th consecutive quarterly cash dividend. The declaration and payment of future quarterly dividends remains subject to review and approval by the Board of Directors.

Quarterly Investment and Disposition Activity In the second quarter, we completed $124 million of pro rata gross investments including $6 million in acquisitions at a yield of 6.5% and $115 million in development funding with an expected stable yield of 7.6%. During the quarter, we converted seven development and expansion projects for an aggregate pro rata amount of $130 million and an expected yield of 8.2%. Additionally, we completed pro rata property dispositions of $949 million at a 5.7% yield, demonstrating strong demand and liquidity within the seniors housing and outpatient medical asset classes.

Notable Investment Activity and Dispositions

U.S. Seniors Housing & Outpatient Medical Portfolio Disposition As previously announced, during the second quarter, we reached an agreement to sell a portfolio of seven SHO and 28 OM properties for a gross sales price of approximately $1.0 billion. As indicated in a press release on August 5, 2020, all of the SHO properties and 27 of the OM properties will be acquired by Kayne Anderson Real Estate ("KA"), one of the world’s preeminent private equity firms. The right of first offer was exercised by a third party on the remaining OM property.

Including consideration for capital expenditures, the SHO properties which were previously managed by Discovery Senior Living, were sold at a 5.2% yield on April trailing twelve months NOI. Six of the SHO properties, which were sold in May, were held in a joint venture with an institutional partner in which we maintained a stake of 53.6%. The remaining SHO property, which was newly developed and 97.5% owned by us, was sold in June.

During the second quarter, 17 OM properties were sold for pro rata proceeds of $329 million at a 5.6% yield, with an additional nine OM properties sold in July for pro rata proceeds of $173 million at a 5.4% yield. Additionally, the final OM property expected to be sold to KA and the sale of one OM property pursuant to a right of first refusal are expected to close in the third quarter. All OM properties were 100% owned by us.

U.S. Seniors Housing Disposition During the quarter, we closed on the previously announced disposition of six SHO properties operated by Senior Star located throughout the Midwest. We fully disposed of three properties and sold our majority stake in three additional properties in which we are maintaining a 15% interest through a new joint venture. Additionally, we acquired a 15% interest in a fourth property that was added to the new joint venture. The pro rata sales price related to the dispositions totaled $234 million at a 6.0% yield, offset by a $6 million pro rata 15% investment in the new property.

Invesco Outpatient Medical Joint Venture As previously announced, during the second quarter we sold seven OM properties as part of the final tranches of a joint venture agreement with Invesco for a pro rata sales price of $121 million. As part of this total joint venture, which was first announced in November 2019, we sold an 85% interest in 31 properties representing approximately 2.2 million square feet, for a total pro rata sales price of $612 million. We will retain leasing, property management and asset management responsibilities for the Invesco joint venture. In addition, rights of first refusal were exercised for four properties at a sales price of $125 million in the first quarter of 2020.

Conference Call Information We have scheduled a conference call on Thursday, August 6, 2020 at 9:00 a.m. Eastern Time to discuss our second quarter 2020 results, industry trends and portfolio performance. Telephone access will be available by dialing (844) 467-7115 or (409) 983-9837 (international). For those unable to listen to the call live, a taped rebroadcast will be available beginning

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2Q20 Earnings Release June 30, 2020

two hours after completion of the call through August 20, 2020. To access the rebroadcast, dial (855) 859-2056 or (404) 537-3406 (international). The conference ID number is 1499061. 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"), and normalized FFO 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.

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 June 30, 2020, which is available on the Company’s website (www.welltower.com), for information and reconciliations of additional supplemental reporting measures.

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 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 our website in addition to following our press releases, public conference calls and filings with the Securities and Exchange Commission. The information on our website is not incorporated by reference in this press release, and our web address is included as an inactive textual reference only.

Forward-Looking Statements and Risk Factors This press release contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely to historical matters, Welltower is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause Welltower’s actual results to differ materially from Welltower’s expectations discussed in the forward-looking statements. This may be a result of various factors, including, but not limited to: the duration and scope of the COVID-19 pandemic; the impact of the COVID-19 pandemic on occupancy rates and on the operations of Welltower and its operators/tenants; actions governments take in response to the COVID-19 pandemic, including the introduction of public health measures and other regulations affecting Welltower’s properties and the operations of Welltower and its operators/tenants; the effects of health and safety measures adopted by Welltower and its operators/tenants related to the COVID-19 pandemic; increased operational costs as a result of health and safety measures related to COVID-19; the impact of the COVID-19 pandemic on the

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business and financial condition of operators/tenants and their ability to make payments to Welltower; disruptions to Welltower's property acquisition and disposition activity due to economic uncertainty caused by COVID-19; general economic uncertainty in key markets as a result of the COVID-19 pandemic and a worsening of global economic conditions or low levels of economic growth; the status of capital markets, including availability and cost of capital; uncertainty from the expected discontinuance of LIBOR and the transition to any other interest rate benchmark; 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; Welltower’s ability to transition or sell properties with profitable results; the failure to make new investments or acquisitions as and when anticipated; natural disasters and other acts of God affecting Welltower’s properties; Welltower’s ability to re-lease space at similar rates as vacancies occur; Welltower’s ability to timely reinvest sale proceeds at similar rates to assets sold; operator/tenant or joint venture partner bankruptcies or insolvencies; the cooperation of joint venture partners; government regulations affecting Medicare and Medicaid reimbursement rates and operational requirements; liability or contract claims by or against operators/tenants; unanticipated difficulties and/or expenditures relating to future investments or acquisitions; environmental laws affecting Welltower’s properties; changes in rules or practices governing Welltower’s financial reporting; the movement of U.S. and foreign currency exchange rates; Welltower’s ability to maintain Welltower’s qualification as a REIT; key management personnel recruitment and retention; and other risks described in Welltower’s reports filed from time to time with the SEC. Finally, Welltower undertakes no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events or otherwise, or to update the reasons why actual results could differ from those projected in any forward-looking statements.

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2Q20 Earnings Release June 30, 2020

Welltower Inc.

Financial Exhibits

Consolidated Balance Sheets (unaudited)
(in thousands)
	June 30,
	2020		2019
Assets
Real estate investments:
Land and land improvements	$	3,479,369	$	3,337,234
Buildings and improvements	28,589,269		28,691,274
Acquired lease intangibles	1,565,978		1,589,138
Real property held for sale, net of accumulated depreciation	382,580		1,704,206
Construction in progress	411,700		363,160
Less accumulated depreciation and intangible amortization	(6,001,177)		(5,539,435)
Net real property owned	28,427,719		30,145,577
Right of use assets, net	502,604		550,342
Real estate loans receivable, net of credit allowance	224,871		368,994
Net real estate investments	29,155,194		31,064,913
Other assets:
Investments in unconsolidated entities	786,921		519,387
Goodwill	68,321		68,321
Cash and cash equivalents	1,678,770		268,666
Restricted cash	147,473		91,052
Straight-line rent receivable	464,716		419,501
Receivables and other assets	861,257		716,857
Total other assets	4,007,458		2,083,784
Total assets	$	33,162,652	$	33,148,697
Liabilities and equity
Liabilities:
Unsecured credit facility and commercial paper	$	—	$	1,869,188
Senior unsecured notes	11,815,972		10,606,106
Secured debt	2,619,678		2,675,507
Lease liabilities	447,424		469,029
Accrued expenses and other liabilities	1,015,906		1,076,061
Total liabilities	15,898,980		16,695,891
Redeemable noncontrolling interests	327,145		483,234
Equity:
Common stock	418,343		406,014
Capital in excess of par value	20,836,545		19,740,145
Treasury stock	(93,799)		(74,042)
Cumulative net income	7,838,284		6,539,766
Cumulative dividends	(12,834,381)		(11,516,994)
Accumulated other comprehensive income	(116,856)		(100,622)
Other equity	4		188
Total Welltower Inc. stockholders’ equity	16,048,140		14,994,455
Noncontrolling interests	888,387		975,117
Total equity	16,936,527		15,969,572
Total liabilities and equity	$	33,162,652	$	33,148,697

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Consolidated Statements of Income (unaudited)
(in thousands, except per share data)
		Three Months Ended				Six Months Ended
		June 30,				June 30,
		2020		2019		2020		2019
Revenues:
	Resident fees and services	$	769,560	$	914,085	$	1,619,532	$	1,782,370
	Rental income	396,305		385,586		786,265		766,670
	Interest income	16,069		17,356		31,310		32,475
	Other income	6,541		3,079		9,970		10,836
	Total revenues	1,188,475		1,320,106		2,447,077		2,592,351
Expenses:
	Property operating expenses	660,764		701,127		1,342,545		1,371,934
	Depreciation and amortization	265,371		248,052		540,172		491,984
	Interest expense	126,357		141,336		268,364		286,568
	General and administrative expenses	34,062		33,741		69,543		69,023
	Loss (gain) on derivatives and financial instruments, net	1,434		1,913		9,085		(574)
	Loss (gain) on extinguishment of debt, net	249		—		249		15,719
	Provision for loan losses	1,422		—		8,494		18,690
	Impairment of assets	75,151		9,939		102,978		9,939
	Other expenses	19,411		21,628		25,703		30,384
	Total expenses	1,184,221		1,157,736		2,367,133		2,293,667
Income (loss) from continuing operations before income taxes
	and other items	4,254		162,370		79,944		298,684
Income tax (expense) benefit		(2,233)		(1,599)		(7,675)		(3,821)
Income (loss) from unconsolidated entities		1,332		(9,049)		(2,360)		(18,248)
Gain (loss) on real estate dispositions, net		155,863		(1,682)		418,687		165,727
Income (loss) from continuing operations		159,216		150,040		488,596		442,342
Net income (loss)		159,216		150,040		488,596		442,342
Less:	Net income (loss) attributable to noncontrolling interests (1)	(20,030)		12,278		(934)		24,110
Net income (loss) attributable to common stockholders		$	179,246	$	137,762	$	489,530	$	418,232
Average number of common shares outstanding:
	Basic	417,084		404,607		413,696		398,073
	Diluted	419,121		406,673		415,775		400,096
Net income (loss) attributable to common stockholders per share:
	Basic	$	0.43	$	0.34	$	1.18	$	1.05
	Diluted(2)	$	0.42	$	0.34	$	1.17	$	1.05
Common dividends per share		$	0.61	$	0.87	$	1.48	$	1.74
(1) Includes amounts attributable to redeemable noncontrolling interests.
(2) Includes adjustment to the numerator for income (loss) attributable to OP unitholders.

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2Q20 Earnings Release June 30, 2020

FFO Reconciliations												Exhibit 1
(in thousands, except per share data)			Three Months Ended						Six Months Ended
			June 30,						June 30,
			2020			2019			2020			2019
Net income (loss) attributable to common stockholders			$	179,246		$	137,762		$	489,530		$	418,232
Depreciation and amortization			265,371			248,052			540,172			491,984
Impairments and losses (gains) on real estate dispositions, net			(80,712)			11,621			(315,709)			(155,788)
Noncontrolling interests(1)			(42,539)			(18,889)			(51,948)			(36,649)
Unconsolidated entities(2)			14,231			11,475			29,676			30,625
NAREIT FFO attributable to common stockholders			335,597			390,021			691,721			748,404
Normalizing items, net(3)			25,358			36,116			88,553			77,298
Normalized FFO attributable to common stockholders			$	360,955		$	426,137		$	780,274		$	825,702
Average diluted common shares outstanding			419,121			406,673			415,775			400,096
Per diluted share data attributable to common stockholders:
	Net income (loss)(4)		$	0.42		$	0.34		$	1.17		$	1.05
	NAREIT FFO		$	0.80		$	0.96		$	1.66		$	1.87
	Normalized FFO		$	0.86		$	1.05		$	1.88		$	2.06
Normalized FFO Payout Ratio:
	Dividends per common share		$	0.61		$	0.87		$	1.48		$	1.74
	Normalized FFO attributable to common stockholders per share		$	0.86		$	1.05		$	1.88		$	2.06
		Normalized FFO payout ratio	71		%	83		%	79		%	84		%
Other items:(5)
Net straight-line rent and above/below market rent amortization(6)			$	(25,627)		$	(24,306)		$	(50,557)		$	(48,066)
Non-cash interest expenses(7)			2,275			1,390			5,098			7,290
Recurring cap-ex, tenant improvements, and lease commissions			(17,579)			(28,803)			(40,195)			(50,219)
Stock-based compensation(8)			6,892			6,403			13,714			13,932
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) Includes adjustment to the numerator for income (loss) attributable to OP unitholders.
(5) Amounts presented net of noncontrolling interests' share and Welltower's share of unconsolidated entities.
(6) Excludes normalized other impairment (see Exhibit 2).
(7) Excludes normalized incremental interest expense (see Exhibit 2).
(8) Excludes certain severance related stock-based compensation recorded in other expense.

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2Q20 Earnings Release June 30, 2020

Normalizing Items								Exhibit 2
(in thousands, except per share data)	Three Months Ended					Six Months Ended
	June 30,					June 30,
	2020			2019		2020		2019
Loss (gain) on derivatives and financial instruments, net	$	1,434	(1)	$	1,913	$	9,085	$	(574)
Loss (gain) on extinguishment of debt, net	249		(2)	—		249		15,719
Provision for loan losses	1,422		(3)	—		8,494		18,690
Incremental interest expense	—			—		5,871		—
Other impairment	1,842		(4)	—		34,110		—
Other expenses	19,411		(5)	21,628		25,703		30,384
Normalizing items attributable to noncontrolling interests and unconsolidated entities, net	1,000		(6)	12,575		5,041		13,079
Net normalizing items	$	25,358		$	36,116	$	88,553	$	77,298
Average diluted common shares outstanding	419,121			406,673		415,775		400,096
Net normalizing items per diluted share	$	0.06		$	0.09	$	0.21	$	0.19
Note: (1) Primarily related to mark-to-market of Genesis Healthcare, Inc. stock holdings.
(2) Primarily related to the extinguishment of secured debt as a part of disposition transactions.
(3) Primarily related to the collectability assessment of a real estate loan.
(4) Primarily related to a reserve established for straight-line rent receivable deemed uncollectible.
(5) Primarily related to non-capitalizable transaction costs.
(6) Primarily related to noncontrolling interests' share of secured debt extinguishment costs.

Page 8 of 8

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	17	612	72,485		34,739	26,034	11,172	540
Seniors Housing Triple-net	14	340	27,659		4,878	16,252	6,225	304
Outpatient Medical	15	383	22,890,460	(1)	n/a	n/a	n/a	n/a
Health System	31	215	25,943		201	663	3,089	21,990
Long-Term/Post-Acute Care	19	137	16,081		40	873	—	15,168
Total	17	1,687

NOI Performance	Same Store(2)							In-Place Portfolio(3)
	Properties	2Q19 NOI		2Q20 NOI		% Change		Properties	Annualized In-Place NOI		% of Total
Seniors Housing Operating	497	$	215,479	$	162,605	(24.5)	%	572	$	669,332	36.2	%
Seniors Housing Triple-net(4)	302	92,078		93,411		1.4	%	324	401,644		21.7	%
Outpatient Medical	246	77,236		78,649		1.8	%	361	455,304		24.6	%
Health System	215	35,315		35,800		1.4	%	215	143,200		7.7	%
Long-Term/Post-Acute Care(4)	124	42,272		43,146		2.1	%	135	179,800		9.8	%
Total	1,384	$	462,380	$	413,611	(10.5)	%	1,607	$	1,849,280	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	82.9	%	n/a	n/a	97.4	%	0.8	%	0.3	%	1.5	%
Seniors Housing Triple-net	85.6	%	1.04	1.20	92.5	%	3.4	%	0.5	%	3.6	%
Outpatient Medical	94.1	%	n/a	n/a	99.5	%	—		—		0.5	%
Health System(8)	83.8	%	2.13	2.75	36.9	%	42.2	%	20.9	%	—
Long-Term/Post-Acute Care	84.0	%	1.13	1.43	28.3	%	41.7	%	30.0	%	—
Total			1.29	1.59	92.3	%	4.1	%	2.2	%	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 cash rent excluding the impact of expansions.

(5) Data as of June 30, 2020 for Seniors Housing Operating and Outpatient Medical and March 31, 2020 for remaining asset types.

(6) Represents trailing twelve month coverage metrics.

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

(8) EBITDAR and EBITDARM coverage as reported by ProMedica inclusive of the three properties disposed of during the quarter ended March 31, 2020.

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	127	$	153,083	$	—	$	—	$	—	$	—	$	153,083	8.3	%
Sunrise Senior Living United Kingdom	45	31,663		—		—		—		—		31,663		1.7	%
ProMedica	215	—		—		—		143,200		—		143,200		7.7	%
Genesis Healthcare	79	—		1,481		—		—		86,436		87,917		4.8	%
Revera	94	73,163		—		—		—		—		73,163		4.0	%
Avery Healthcare	54	5,763		59,829		—		—		—		65,592		3.5	%
Sagora Senior Living	31	36,620		25,814		—		—		—		62,434		3.4	%
Belmont Village	21	62,234		—		—		—		—		62,234		3.4	%
Brookdale Senior Living(2)	87	2,395		59,384		—		—		—		61,779		3.3	%
Senior Resource Group	24	49,406		—		—		—		—		49,406		2.7	%
Legend Senior Living	33	—		45,857		—		—		1,066		46,923		2.5	%
Remaining	797	255,005		209,279		455,304		—		92,298		1,011,886		54.7	%
Total	1,607	$	669,332	$	401,644	$	455,304	$	143,200	$	179,800	$	1,849,280	100.0	%
By Country:
United States	1,341	$	509,847	$	315,128	$	435,229	$	143,200	$	173,508	$	1,576,912	85.2	%
United Kingdom	117	38,304		83,300		20,075		—		—		141,679		7.7	%
Canada	149	121,181		3,216		—		—		6,292		130,689		7.1	%
Total	1,607	$	669,332	$	401,644	$	455,304	$	143,200	$	179,800	$	1,849,280	100.0	%
By MSA:
Los Angeles	68	$	68,590	$	18,144	$	35,245	$	422	$	—	$	122,401	6.6	%
New York	79	42,452		25,427		28,850		3,512		12,096		112,337		6.1	%
Greater London	51	29,682		34,974		20,075		—		—		84,731		4.6	%
Dallas	56	27,600		19,024		33,021		740		3,927		84,312		4.6	%
Philadelphia	51	9,549		1,125		24,043		12,134		23,515		70,366		3.8	%
Houston	32	12,190		4,469		31,902		—		—		48,561		2.6	%
Washington D.C.	38	28,585		822		6,428		9,733		2,653		48,221		2.6	%
San Francisco	20	28,256		9,830		—		4,268		—		42,354		2.3	%
Seattle	31	20,376		3,063		15,080		1,586		—		40,105		2.2	%
San Diego	19	21,777		6,251		6,754		—		2,697		37,479		2.0	%
Minneapolis	20	1,098		14,815		15,516		—		—		31,429		1.7	%
Chicago	40	9,351		7,126		5,077		9,538		—		31,092		1.7	%
Toronto	25	30,434		—		—		—		—		30,434		1.6	%
Miami	34	1,827		—		21,224		5,078		—		28,129		1.5	%
Montréal	20	27,281		—		—		—		—		27,281		1.5	%
Raleigh	12	6,514		17,142		899		—		—		24,555		1.3	%
Charlotte	22	—		8,755		14,258		—		—		23,013		1.2	%
Pittsburgh	23	6,407		6,377		3,345		5,889		—		22,018		1.2	%
Denver	11	8,115		4,641		1,855		2,002		5,079		21,692		1.2	%
Atlanta	23	2,212		—		17,193		1,759		—		21,164		1.1	%
Remaining	932	287,036		219,659		174,539		86,539		129,833		897,606		48.6	%
Total	1,607	$	669,332	$	401,644	$	455,304	$	143,200	$	179,800	$	1,849,280	100.0	%

Notes:

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

(2) Includes 3 Seniors Housing Operating properties to be transitioned to other operators as previously announced.

2

Portfolio

(dollars in thousands at Welltower pro rata ownership)
Seniors Housing Operating
Total Portfolio Performance(1)	2Q19			3Q19			4Q19			1Q20			2Q20
Properties	619			566			578			586			578
Units	74,145			68,918			70,144			71,710			69,434
Total occupancy	85.7		%	86.0		%	86.1		%	85.3		%	81.4		%
Total revenues	$	880,320		$	805,251		$	804,403		$	821,990		$	752,586
Operating expenses	607,836			554,782			564,895			582,533			573,042
NOI	$	272,484		$	250,469		$	239,508		$	239,457		$	179,544
NOI margin	31.0		%	31.1		%	29.8		%	29.1		%	23.9		%
Recurring cap-ex	$	20,275		$	27,306		$	38,756		$	15,414		$	11,042
Other cap-ex	$	30,320		$	40,117		$	55,536		$	36,751		$	26,445

Same Store Performance(2)	2Q19			3Q19			4Q19			1Q20			2Q20
Properties	497			497			497			497			497
Occupancy	86.4		%	86.9		%	87.3		%	86.8		%	82.7		%
Same store revenues	$	683,150		$	693,632		$	696,636		$	701,533		$	651,467
Compensation	289,182			295,002			296,126			298,221			292,246
Utilities	23,323			26,373			26,574			27,798			23,812
Food	24,945			26,145			26,356			26,036			24,392
Repairs and maintenance	16,606			17,402			17,488			16,245			12,745
Property taxes	22,918			22,232			22,871			24,314			24,234
All other	90,697			87,884			92,999			96,700			111,433
Same store operating expenses	467,671			475,038			482,414			489,314			488,862
Same store NOI	$	215,479		$	218,594		$	214,222		$	212,219		$	162,605
Year over year growth rate													(24.5)		%

Partners	Properties(3)	Units(3)	Welltower Ownership %(4)		Core Markets	2Q20 NOI		% of Total
Sunrise Senior Living	172	14,629	99.5	%	Southern California	$	25,852	14.4	%
Revera	94	11,823	75.0	%	Northern California	17,081		9.5	%
Belmont Village	21	2,952	95.0	%	New York / New Jersey	10,661		5.9	%
Senior Resource Group	24	4,656	65.7	%	Washington D.C.	9,052		5.0	%
Brandywine Living	27	2,588	99.5	%	Toronto	7,574		4.2	%
Sagora Senior Living	14	2,697	100.0	%	Greater London	7,425		4.1	%
Chartwell Retirement Residences	40	8,071	51.0	%	Montréal	6,910		3.8	%
Pegasus Senior Living	35	3,812	98.0	%	Seattle	5,049		2.8	%
Cogir	18	3,268	88.8	%	Boston	4,163		2.3	%
Clover Management	32	3,892	89.8	%	Ottawa	2,684		1.5	%
Merrill Gardens	11	1,508	80.0	%	Vancouver	1,694		0.9	%
Oakmont Senior Living	8	623	100.0	%	Manchester, UK	958		0.5	%
Frontier Management	28	1,579	96.0	%	Birmingham, UK	799		0.4	%
Balfour Senior Living	6	637	95.0	%	Core Markets	99,902		55.3	%
Remaining	42	6,193			All Other	79,642		44.7	%
Total	572	68,928			Total	$	179,544	100.0	%

Notes:

(1) Properties, units and occupancy exclude land parcels and properties under development.

(2) See pages 22 and 23 for reconciliation.

(3) Represents In-Place Portfolio.

(4) 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 2.5% 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	31 / 3,676	$	68,590	13.5	%	6 / 753	5 / 413	$	10,169		2.6	%	12.4	%	6,868	$	98,785	$	1,016,142	1.6	%		(13.8)	%
New York	31 / 2,668	42,452		8.3	%	3 / 349	4 / 339	2,588			0.4	%	5.8	%	4,037	114,116		542,462		3.4	%		(18.1)	%
Washington D.C.	12 / 1,358	28,585		5.6	%	4 / 457	4 / 342	3,517			3.7	%	13.9	%	5,554	133,093		697,607		6.3	%		(8.5)	%
San Francisco	13 / 1,623	28,256		5.5	%	—	—	—			4.0	%	13.0	%	9,068	129,691		1,142,457		(0.3)	%		(14.1)	%
Dallas	15 / 2,278	27,600		5.4	%	1 / 83	1 / 52	191			7.5	%	30.4	%	3,376	84,364		318,012		2.6	%		(6.0)	%
San Diego	9 / 1,150	21,777		4.3	%	—	—	—			3.3	%	17.0	%	5,020	109,274		893,482		(0.1)	%		(13.0)	%
Seattle	17 / 1,987	20,376		4.0	%	3 / 307	5 / 680	3,299			6.3	%	21.7	%	5,195	99,519		628,391		1.0	%		(11.8)	%
San Jose	6 / 735	15,404		3.0	%	—	—	—			4.3	%	14.1	%	6,386	132,387		1,361,403		(1.1)	%		(11.0)	%
Boston	11 / 751	13,203		2.6	%	—	—	—			3.3	%	8.4	%	2,613	142,292		818,482		2.4	%		(16.2)	%
Houston	9 / 879	12,190		2.4	%	2 / 414	3 / 448	2,459			7.3	%	27.4	%	3,637	84,930		391,890		6.0	%		(7.2)	%
San Antonio	4 / 1,075	11,556		2.3	%	1 / 112	1 / 162	1,149			8.8	%	30.5	%	2,370	74,756		262,347		1.0	%		(6.4)	%
Sacramento	7 / 598	10,751		2.1	%	2 / 509	2 / 172	3,252			4.1	%	14.4	%	3,697	90,432		517,012		8.9	%		(11.5)	%
Philadelphia	11 / 885	9,549		1.9	%	1 / 250	1 / 76	397			0.9	%	5.0	%	2,143	110,111		385,225		1.9	%		(13.9)	%
Chicago	16 / 1,724	9,351		1.8	%	2 / 188	3 / 257	1,335			-0.1	%	10.3	%	3,416	84,162		317,837		1.2			(12.1)	%
Boulder, CO	6 / 518	8,688		1.7	%	—	—	—			6.0	%	31.4	%	2,029	104,635		673,633		N/A			(6.2)	%
Buffalo	10 / 1,254	8,136		1.6	%	—	—	—			0.4	%	3.5	%	2,799	69,937		181,006		5.3	%		(18.8)	%
Denver	4 / 661	8,115		1.6	%	4 / 594	1 / 163	1,523			7.0	%	25.3	%	5,056	80,541		556,077		2.5	%		(8.8)	%
Charlottesville, VA	1 / 302	7,258		1.4	%	—	—	—			3.7	%	10.6	%	2,123	57,071		350,000		N/A			(8.1)	%
Phoenix	7 / 767	7,002		1.4	%	2 / 309	2 / 167	1,631			6.7	%	13.6	%	3,659	79,560		393,136		1.8			(5.1)	%
Santa Rosa, CA	4 / 511	6,979		1.4	%	—	—	—			2.1	%	8.1	%	2,060	87,287		757,926		N/A			(12.7)	%
Raleigh	2 / 250	6,514		1.3	%	1 / 152	1 / 74	1,793			6.5	%	26.1	%	3,148	91,484		310,640		2.8	%		(12.5)	%
Santa Maria, CA	2 / 605	6,479		1.3	%	—	—	—			3.1	%	6.8	%	2,807	102,312		735,281		N/A			(15.1)	%
Las Vegas	5 / 788	6,458		1.3	%	—	—	—			5.9	%	17.6	%	5,889	58,066		271,653		(0.1)	%		(21.3)	%
Pittsburgh	4 / 434	6,407		1.3	%	1 / 179	1 / 101	2,158			0.2	%	6.6	%	1,899	90,075		238,956		1.8			(14.6)	%
Trenton, NJ	2 / 207	6,096		1.2	%	1 / 120	1 / 112	2,847			2.2	%	9.9	%	819	136,998		495,351		N/A			(11.7)	%
Total - Top 25	239 / 27,684	$	397,772	78.0	%	34 / 4,776	35 / 3,558	$	38,308		3.4	%	14.3	%	4,478	$	103,605	$	687,065	2.1	%		(12.3)	%
All Other US SHO Markets	136 / 15,372	112,075		22.0	%	14 / 1,744	13 / 1,486	7,974			3.5	%	13.4	%	2,373	78,610		342,490
Total US SHO	375 / 43,056	$	509,847	100.0	%	48 / 6,520	48 / 5,044	$	46,282		3.5	%	14.0	%	3,725	$	97,465	$	602,418
% of Total IPNOI								2.5		%
US National Average											3.3	%	11.7	%	94	$	66,010	$	245,219	2.3	%	(10)	(11.7)	%

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 2020-2025.

(6) Average population density data represents average population per square mile within a 3-mile ring based on 2020 Claritas estimates.

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

(8) NIC MAP Data and Analysis Service, 2Q20. 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 May 2019 - May 2020 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 5.0% 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	31 / 3,676	$	68,590	13.5	%	8 / 1,004	13 / 1,422	$	18,988		2.6	%	13.0	%	6,666	$	92,019	$	932,979	1.6	%		(13.8)	%
New York	31 / 2,668	42,452		8.3	%	7 / 839	10 / 796	7,463			0.5	%	5.7	%	3,956	108,727		506,556		3.4	%		(18.1)	%
Washington D.C.	12 / 1,358	28,585		5.6	%	7 / 1,010	10 / 1,139	5,953			4.1	%	14.6	%	5,489	126,706		681,126		6.3	%		(8.5)	%
San Francisco	13 / 1,623	28,256		5.5	%	1 / 79	1 / 171	442			4.0	%	13.2	%	7,723	127,655		1,123,685		(0.3)	%		(14.1)	%
Dallas	15 / 2,278	27,600		5.4	%	4 / 850	3 / 286	2,605			7.4	%	29.2	%	3,207	78,124		307,197		2.6	%		(6.0)	%
San Diego	9 / 1,150	21,777		4.3	%	1 / 200	2 / 249	3,263			3.5	%	15.8	%	4,895	107,308		830,659		(0.1)	%		(13.0)	%
Seattle	17 / 1,987	20,376		4.0	%	3 / 307	5 / 680	3,335			6.4	%	22.8	%	4,775	98,901		623,994		1.0	%		(11.8)	%
San Jose	6 / 735	15,404		3.0	%	1 / 200	1 / 95	1,108			4.3	%	14.0	%	5,477	131,385		1,351,291		(1.1)	%		(11.0)	%
Boston	11 / 751	13,203		2.6	%	3 / 362	3 / 261	2,355			3.3	%	8.4	%	2,551	125,746		712,118		2.4	%		(16.2)	%
Houston	9 / 879	12,190		2.4	%	3 / 594	3 / 448	4,330			7.5	%	30.5	%	3,689	81,726		308,546		6.0	%		(7.2)	%
San Antonio	4 / 1,075	11,556		2.3	%	1 / 112	1 / 162	1,149			8.6	%	29.4	%	2,254	70,244		246,001		1.0	%		(6.4)	%
Sacramento	7 / 598	10,751		2.1	%	6 / 916	4 / 367	4,502			4.0	%	15.0	%	3,464	88,703		485,663		8.9	%		(11.5)	%
Philadelphia	11 / 885	9,549		1.9	%	2 / 446	2 / 146	1,638			1.0	%	5.4	%	2,330	100,713		345,834		1.9	%		(13.9)	%
Chicago	16 / 1,724	9,351		1.8	%	6 / 690	7 / 701	4,754			-0.2	%	11.0	%	3,283	89,596		328,805		1.2			(12.1)	%
Boulder, CO	6 / 518	8,688		1.7	%	—	—	—			6.4	%	28.7	%	1,406	110,687		662,146		N/A			(6.2)	%
Buffalo	10 / 1,254	8,136		1.6	%	—	—	—			0.2	%	3.5	%	2,522	66,636		172,721		5.3	%		(18.8)	%
Denver	4 / 661	8,115		1.6	%	4 / 594	3 / 455	3,595			6.7	%	25.0	%	4,589	81,078		487,638		2.5	%		(8.8)	%
Charlottesville, VA	1 / 302	7,258		1.4	%	—	—	—			4.9	%	13.9	%	1,500	73,864		354,630		N/A			(8.1)	%
Phoenix	7 / 767	7,002		1.4	%	5 / 675	3 / 286	2,151			7.1	%	15.1	%	3,463	77,668		362,754		1.8			(5.1)	%
Santa Rosa, CA	4 / 511	6,979		1.4	%	—	—	—			2.3	%	9.2	%	1,144	89,918		764,168		N/A			(12.7)	%
Raleigh	2 / 250	6,514		1.3	%	1 / 152	2 / 250	4,052			7.6	%	32.7	%	2,640	98,711		363,419		2.8	%		(12.5)	%
Santa Maria, CA	2 / 605	6,479		1.3	%	—	—	—			3.8	%	7.9	%	1,667	93,577		772,480		N/A			(15.1)	%
Las Vegas	5 / 788	6,458		1.3	%	1 / 62	1 / 80	277			6.3	%	19.7	%	5,575	56,183		267,480		(0.1)	%		(21.3)	%
Pittsburgh	4 / 434	6,407		1.3	%	2 / 306	2 / 174	3,638			0.6	%	5.7	%	1,730	84,775		224,178		1.8			(14.6)	%
Trenton, NJ	2 / 207	6,096		1.2	%	2 / 218	1 / 112	2,847			1.4	%	9.8	%	1,079	126,215		457,974		N/A			(11.7)	%
Total - Top 25	239 / 27,684	$	397,772	78.0	%	68 / 9,616	77 / 8,280	$	78,445		3.5	%	14.6	%	4,211	$	99,815	$	651,907	2.1	%		(12.3)	%
All Other US SHO Markets	136 / 15,372	112,075		22.0	%	26 / 3,319	24 / 2,589	14,672			3.4	%	13.6	%	2,048	73,800		327,340
Total US SHO	375 / 43,056	$	509,847	100.0	%	94 / 12,935	101 / 10,869	$	93,117		3.5	%	14.3	%	3,437	$	93,424	$	572,176
% of Total IPNOI								5.0		%
US National Average											3.3	%	11.7	%	94	$	66,010	$	245,219	2.3	%	(10)	(11.7)	%

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 2020-2025.

(6) Average population density data represents average population per square mile within a 5-mile ring based on 2020 Claritas estimates.

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

(8) NIC MAP Data and Analysis Service, 2Q20. 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 May 2019 - May 2020 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			21
5 year total population growth	3.5		%	3.3		%
5 year 75+ population growth	14.0		%	11.7		%
Housing value	$	602,418		$	245,219
Household income	$	97,465		$	66,010
REVPOR	$	6,229		$	5,072
SS REVPOR growth	(0.5)		%	1.9		%
SSNOI per unit	$	18,472		$	18,307
SSNOI growth	(24.5)		%	DNA
	UK Portfolio(1,3,4)			Industry Benchmarks(5)
Property age	12			21
Units per property	80			41
5 year total population growth	3.1		%	2.7		%
5 year 75+ population growth	16.9		%	18.4		%
Housing value	£	408,687		£	229,352
REVPOR	£	6,756		£	3,720
SS REVPOR growth	4.4		%	3.3		%
SSNOI per unit	£	15,404		£	9,544
SSNOI growth	(38.4)		%	DNA
	Canadian Portfolio(1,3,4)			Industry Benchmarks(6)
5 year total population growth	5.6		%	5.5		%
5 year 75+ population growth	19.0		%	22.2		%
Housing value	C$	551,834		C$	456,053
Household income	C$	111,057		C$	102,231
REVPOR	C$	3,688		C$	2,469
SS REVPOR growth	0.7		%	3.4		%
SSNOI per unit	C$	13,771		DNA
SSNOI growth	(19.0)		%	DNA

Notes:

(1) Property age, housing value and household income are NOI weighted as of June 30, 2020. 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 2Q20 NIC MAP for Majority AL Properties in the primary and secondary markets; AMR is used as a proxy for REVPOR; population growth reflects 2020-2025 Claritas projections; housing value and household income are the US median per Claritas 2020; NOI per unit per The State of Seniors Housing 2019 and represents 2018 results.

(3) REVPOR is based on total 2Q20 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 1.30. SSNOI per unit for Canadian portfolio in CAD calculated by taking SSNOI per unit in USD divided by a standardized USD/CAD rate of 1.32. 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 2018-2023 Experian projections; housing value represents UK average per Experian 2019.

(6) Population growth reflects 2019-2024 Environics projection; housing value and household income represents Canadian average per Environics WealthScapes 2019; REVPOR and REVPOR growth are calculated weighted averages from 2019 CMHC Seniors Housing reports from each province.

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	2.1	%	0.2	%	2.3	%	6	6	3.0	%	0.2	%	3.2	%	6	9
0.85x - 0.95x	—	%	0.1	%	0.1	%	8	1	1.7	%	1.0	%	2.7	%	10	6
0.95x - 1.05x	2.3	%	—	%	2.3	%	10	5	3.2	%	—	%	3.2	%	11	2
1.05x - 1.15x	3.5	%	0.5	%	4.0	%	11	4	7.1	%	5.6	%	12.7	%	11	8
1.15x - 1.25x	0.6	%	0.5	%	1.1	%	13	3	2.2	%	0.4	%	2.6	%	8	3
1.25x - 1.35x	6.4	%	1.1	%	7.5	%	8	5	3.1	%	0.8	%	3.9	%	13	2
>1.35x	5.4	%	6.5	%	11.9	%	13	8	—	%	0.9	%	0.9	%	8	2
Total	20.3	%	8.9	%	29.2	%	10	32	20.3	%	8.9	%	29.2	%	10	32

Revenue and Lease Maturity(2)
	Rental Income
Year	Seniors Housing Triple-net		Outpatient Medical		Health System		Long-Term / Post-Acute Care		Interest Income		Total Revenues		% of Total
2020	$	—	$	23,368	$	—	$	—	$	9,373	$	32,741	2.5	%
2021	3,543		45,363		—		8,968		20,621		78,495		6.0	%
2022	625		53,499		—		5,783		20,108		80,015		6.1	%
2023	—		53,370		—		840		2,688		56,898		4.3	%
2024	11,262		60,297		—		—		1,141		72,700		5.6	%
2025	52,066		31,878		—		—		201		84,145		6.4	%
2026	87,223		33,054		—		16,800		3,805		140,882		10.8	%
2027	31,249		25,797		—		1,066		216		58,328		4.5	%
2028	6,918		23,864		—		19,913		170		50,865		3.9	%
2029	30,479		22,176		—		—		207		52,862		4.0	%
Thereafter	192,338		135,184		143,200		127,262		2,194		600,178		45.9	%
	$	415,703	$	507,850	$	143,200	$	180,632	$	60,724	$	1,308,109	100.0	%
Weighted Avg Maturity Years	10		6		13		11		2		9

Notes:

(1) Represents trailing twelve month coverage metrics as of March 31, 2020 for stable portfolio only. Agreements included represent 93% 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.

7

Portfolio

(dollars in thousands at Welltower pro rata ownership)
Outpatient Medical
Total Portfolio Performance(1)	2Q19			3Q19			4Q19			1Q20			2Q20
Properties	340			348			378			388			373
Square feet	21,098,926			21,472,874			23,044,140			23,186,273			22,468,357
Occupancy	93.3		%	93.6		%	94.0		%	94.3		%	93.8		%
Total revenues	$	154,443		$	175,000		$	180,101		$	193,959		$	178,695
Operating expenses	47,894			57,272			55,915			58,533			50,855
NOI	$	106,549		$	117,728		$	124,186		$	135,426		$	127,840
NOI margin	69.0		%	67.3		%	69.0		%	69.8		%	71.5		%
Revenues per square foot	$	30.45		$	33.90		$	32.49		$	36.86		$	35.96
NOI per square foot	$	21.01		$	22.80		$	22.41		$	25.74		$	25.72
Recurring cap-ex	$	8,528		$	7,296		$	7,794		$	7,202		$	6,537
Other cap-ex	$	2,374		$	5,989		$	8,618		$	5,893		$	9,644

Same Store Performance(2)	2Q19			3Q19			4Q19			1Q20			2Q20
Properties	246			246			246			246			246
Occupancy	93.3		%	93.7		%	93.8		%	94.0		%	93.6		%
Same store revenues	$	111,875		$	115,484		$	115,341		$	114,462		$	112,586
Same store operating expenses	34,639			37,830			37,474			36,365			33,937
Same store NOI	$	77,236		$	77,654		$	77,867		$	78,097		$	78,649
Year over year growth rate													1.8		%

Portfolio Diversification by Tenant(3)	Rental Income		% of Total		Quality Indicators
Kelsey-Seybold	$	23,899	4.7	%	Health system affiliated properties as % of NOI(3)	93.2	%
NMC Health	20,011		3.9	%	Health system affiliated tenants as % of rental income(3)	65.8	%
Virtua	16,471		3.2	%	Retention (trailing twelve months)(3)	79.0	%
CommonSpirit Health	15,993		3.1	%	In-house managed properties as % of square feet(3,4)	81.0	%
Novant Health	15,090		3.0	%	Average remaining lease term (years)(3)	6.5
Remaining portfolio	416,386		82.1	%	Average building size (square feet)(3)	59,622
Total	$	507,850	100.0	%	Average age (years)	15

Expirations(3)	2020		2021		2022		2023		2024		Thereafter
Occupied square feet	944,439		1,915,159		2,105,382		2,190,036		2,321,491		11,008,034
% of occupied square feet	4.6	%	9.3	%	10.3	%	10.7	%	11.3	%	53.8	%

Notes:

(1) Property count, occupancy, square feet and per square foot metrics exclude properties under development and all land parcels. Per square foot amounts are annualized.

(2) Includes 246 same store properties representing 15,615,741 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) Excludes tenant managed properties.

8

Investment

(dollars in thousands at Welltower pro rata ownership)

Relationship Investment History

Detail of Acquisitions/JVs(1)
	2016			2017		2018		2019		1Q20		2Q20		16-20 Total
Count		22		18		15		27		4		1		87
Total		$	2,287,973	$	742,020	$	3,788,261	$	4,073,554	$	397,911	$	6,201	$	11,295,920
Low		10,618		7,310		4,950		7,550		28,420		6,201		4,950
Median		27,402		24,025		73,727		38,800		67,052		6,201		35,591
High		1,150,000		149,400		2,481,723		1,250,000		235,387		6,201		2,481,723

Investment Timing
	Acquisitions/Joint Ventures(2)		Yield		Loan Advances		Yield		Construction Conversions(3)		Yield		Dispositions			Yield
April	$	—	—	%	$	—	—	%	$	32,766	8.6	%		$	73,851	6.3	%
May	6,201		6.5	%	1,454		10.1	%	33,627		7.9	%		662,950		5.8	%
June	—		—	%	1,023		10.1	%	63,781		8.2	%		212,189		5.0	%
Total	$	6,201	6.5	%	$	2,477	10.1	%	$	130,174	8.2	%		$	948,990	5.7	%

Notes:

(1) Includes non-yielding asset acquisitions.

(2) Excludes land acquisitions.

(3) Includes expansion conversions.

9

Investment

(dollars in thousands at Welltower pro rata ownership, except per bed / unit / square foot)
Gross Investment Activity
	Second Quarter 2020
	Properties	Beds / Units / Square Feet		Pro Rata Amount		Investment Per Bed / Unit / SqFt	Yield
Acquisitions / Joint Ventures(1)
Seniors Housing Operating	1	99	units	$	6,201	417,586	6.5	%
Total acquisitions	1			6,201			6.5	%
Development(2)
Development projects:
Seniors Housing Operating	24	3,132	units	68,525
Seniors Housing Triple-net	9	541	units	16,496
Outpatient Medical	5	509,271	sf	28,255
Total development projects	38			113,276
Expansion projects:
Seniors Housing Operating	3	114	units	1,659
Total development	41			114,935			7.6	%
Loan advances(3)				2,477			10.1	%
Total gross investments				123,613			7.6	%
Dispositions(4)
Seniors Housing Operating	13	3,131	units	498,510		245,164	5.6	%
Outpatient Medical	24	1,209,243	sf	450,480		391	5.8	%
Real property dispositions	37			948,990			5.7	%
Net investments (dispositions)				$	(825,377)

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. Pro rata amounts include joint venture real estate loans receivable.

(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. Pro rata amounts include joint venture real estate loans receivable.

10

Investment

(dollars in thousands, except per bed / unit / square foot, at Welltower pro rata ownership)
Gross Investment Activity
	Year-To-Date 2020
	Properties	Beds / Units / Square Feet		Pro Rata Amount		Investment Per Bed / Unit / SqFt	Yield
Acquisitions / Joint Ventures(1)
Seniors Housing Operating	6	1,264	units	$	168,725	193,707	4.9	%
Outpatient Medical	16	505,012	sf	235,387		466	6.1	%
Total acquisitions	22			404,112			5.6	%
Development(2)
Development projects:
Seniors Housing Operating	27	3,442	units	136,604
Seniors Housing Triple-net	9	855	units	37,944
Outpatient Medical	6	564,271	sf	57,159
Total development projects	42			231,707
Expansion projects:
Seniors Housing Operating	4	212	units	23,790
Total development	46			255,497			7.7	%
Loan advances(3)				2,477			10.1	%
Total gross investments				662,086			6.4	%
Dispositions(4)
Seniors Housing Operating	13	3,131	units	498,510		245,164	5.6	%
Seniors Housing Triple-net	1	69	units	8,125		117,754	9.4	%
Outpatient Medical	55	3,410,353	sf	1,088,250		351	5.6	%
Health System	3	426	units	53,168		156,009	3.8	%
Long-Term/Post-Acute Care	1	123	beds	9,146		74,357	8.0	%
Real property dispositions	73			1,657,199			5.5	%
Loan payoffs				9,012			7.0	%
Total dispositions	73			1,666,211			5.5	%
Net investments (dispositions)				$	(1,004,125)

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.

11

Investment

Property Acquisitions/Joint Ventures Detail
Operator		Units	Location				MSA
Seniors Housing Operating
	Senior Star Living	99	6480 Post Road	Dublin	Ohio	US	Columbus

12

Investment

(dollars in thousands at Welltower pro rata ownership)
Development Summary(1)
		Unit Mix
	Facility	Total	Independent Living	Assisted Living		Memory Care	Commitment Amount		Balance at 6/30/20		Estimated Conversion
Seniors Housing Operating
	New York, NY	151	—	69		82	$	98,125	$	91,432	3Q20
	Newton, MA	85	—	43		42	15,393		7,796		3Q20
	Potomac, MD	120	—	90		30	55,302		37,824		4Q20
	Medina, OH	166	166	—		—	20,520		15,210		4Q20
	Collierville, TN	164	164	—		—	18,949		13,758		4Q20
	Staten Island, NY	95	—	45		50	21,590		9,300		1Q21
	Redwood City, CA	90	—	56		34	19,465		7,109		1Q21
	Fairfax, VA	84	—	51		33	16,658		5,388		1Q21
	Mountain Lakes, NJ	90	—	57		33	15,063		4,586		1Q21
	Franklin Lakes, NY	88	—	51		37	16,921		5,603		1Q21
	Scarborough, ON	172	141	—		31	32,247		13,388		2Q21
	Boynton Beach, FL	82	—	52		30	11,465		8,965		2Q21
	Bellevue, WA	110	—	110		—	9,518		2,796		2Q21
	Beckenham, UK	100	—	76		24	43,693		23,291		3Q21
	Orange, CA	91	—	49		42	18,578		3,277		3Q21
	Livingston, NJ	103	—	77		26	17,375		2,332		3Q21
	White Plains, NY	132	132	—		—	59,913		16,695		4Q21
	Barnet, UK	100	—	76		24	47,775		23,130		4Q21
	Coral Gables, FL	91	—	55		36	18,225		3,796		4Q21
	San Francisco, CA	214	11	170		33	110,905		89,541		1Q22
	Hendon, UK	102	—	78		24	51,764		27,223		1Q22
	Alexandria, VA	93	—	66		27	20,624		12,986		1Q22
	New York, NY	528	400	92		36	149,331		31,558		2Q22
	Subtotal	3,051	1,014	1,363		674	$	889,399	$	456,984
Seniors Housing Triple-net
	Westerville, OH	102	—	82		20	$	27,200	$	25,092	3Q20
	Edenbridge, UK	85	—	51		34	19,874		15,475		3Q20
	Thousand Oaks, CA	82	—	—		82	24,763		15,281		4Q20
	Droitwich, UK	70	—	45		25	15,665		13,360		4Q20
	Redhill, UK	76	—	46		30	19,667		9,428		2Q21
	Wombourne, UK	66	—	41		25	14,843		3,341		2Q22
	Leicester, UK	60	—	36		24	13,853		3,692		2Q22
	Subtotal	541	—	301		240	$	135,865	$	85,669
Outpatient Medical
			Rentable Square Ft	Preleased %		Health System Affiliation	Commitment Amount		Balance at 6/30/20		Estimated Conversion
	Brooklyn, NY		140,955	100	%	Yes	$	105,306	$	93,646	4Q20
	Charlotte, NC		176,640	100	%	Yes	95,703		73,877		4Q20
	Charlotte, NC		104,508	100	%	Yes	52,255		34,462		4Q20
	Subtotal		422,103				$	253,264	$	201,985
Total Development Projects							$	1,278,528	$	744,638

Note:

(1) Includes development projects (construction in progress, development loans and in-substance real estate) and excludes redevelopments and expansion projects. Commitment amount represents current balances plus capitalized interest and 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)		2020 Funding		Funding Thereafter		Total Unfunded Commitments		Committed Balances
Seniors Housing Operating	23	3,051	7.8	%	$	261,694	$	170,721	$	432,415	$	889,399
Seniors Housing Triple-net	7	541	7.3	%	32,867		17,329		50,196		135,865
Outpatient Medical	3	422,103	6.5	%	51,279		—		51,279		253,264
Total	33		7.5	%	$	345,840	$	188,050	$	533,890	$	1,278,528

Development Project Conversion Estimates(1)
Quarterly Conversions					Annual Conversions
	Amount		Projected Yields(2)			Amount		Projected Yields(2)
1Q20 actual	$	93,877	8.6	%	2020 estimate	$	742,512	7.5	%
2Q20 actual	99,580		8.1	%	2021 estimate	368,153		8.7	%
3Q20 estimate	160,592		7.4	%	2022 estimate	361,320		6.7	%
4Q20 estimate	388,463		7.2	%	Total	$	1,471,985	7.6	%
1Q21 estimate	89,697		9.5	%
2Q21 estimate	72,897		7.9	%
3Q21 estimate	79,646		9.5	%
4Q21 estimate	125,913		8.1	%
1Q22 estimate	183,293		7.5	%
2Q22 estimate	178,027		5.8	%
Total	$	1,471,985	7.6	%

Unstabilized Properties
	3/31/2020 Properties	Stabilizations	Construction Conversions(3)	Acquisitions/ Dispositions	6/30/2020 Properties	Beds / Units
Seniors Housing Operating	29	(4)	3	(1)	27	3,719
Seniors Housing Triple-net	9	(1)	2	—	10	933
Long-Term/Post-Acute Care	1	—	—	—	1	120
Total	39	(5)	5	(1)	38	4,772

Occupancy	3/31/2020 Properties	Stabilizations	Construction Conversions(3)		Acquisitions/ Dispositions		Progressions		6/30/2020 Properties
0% - 50%	14	(1)	3		(1)		1		16
50% - 70%	14	(1)	1		—		(1)		13
70% +	11	(3)	1		—		—		9
Total	39	(5)	5		(1)		—		38
Occupancy	6/30/2020 Properties	Months In Operation	Revenues		% of Total Revenues(4)		Gross Investment Balance		% of Total Gross Investment
0% - 50%	16	8	$	24,369	0.5	%	$	446,456	1.3	%
50% - 70%	13	23	53,894		1.2	%	438,442		1.2	%
70% +	9	19	52,463		1.1	%	372,395		1.1	%
Total	38	17	$	130,726	2.8	%	$	1,257,293	3.6	%

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)	$	669,332		56,341	units
Seniors Housing Triple-net	401,644			24,680	units
Outpatient Medical	455,304			19,297,284	square feet
Health System	143,200			20,754	units/beds
Long-Term/Post-Acute Care	179,800			13,596	beds
Total In-Place NOI(2)	1,849,280
Incremental stabilized NOI(3)	63,067
Total stabilized NOI	$	1,912,347
Obligations
Lines of credit and commercial paper(4)	$	—
Senior unsecured notes(4)	11,912,711
Secured debt(4)	3,060,768
Financing lease liabilities	107,835
Total debt	$	15,081,314
Add (Subtract):
Other liabilities (assets), net(5)	$	125,981
Cash and cash equivalents and restricted cash	(1,826,243)
Net obligations	$	13,381,052
Other Assets
Land parcels	$	193,590			Effective Interest Rate(8)
Real estate loans receivable(6)	212,645				7.7%
Non real estate loans receivable(7)	373,835				8.2%
Joint venture real estate loans receivables(9)	250,621				5.3%
Other investments(10)	6,600
Investments held for sale(11)	497,716
Development properties:(12)
Current balance	$	756,750
Unfunded commitments	534,370
Committed balances	$	1,291,120
Projected yield	7.5		%
Projected NOI	$	96,834
Common Shares Outstanding(13)	418,698

Notes:

(1) Includes $2,954,000 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 unstabilized properties.

(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 $1,190,412,000 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 (in thousands):

Unearned revenues	$	194,352
Below market tenant lease intangibles, net	42,151
Deferred taxes, net	(25,067)
Available-for-sale equity investments	(6,600)
In place lease intangibles, net	(36,218)
Other non-cash liabilities / (assets), net	3,582
Total non-cash liabilities/(assets), net	$	172,200

(6) Represents $216,237,000 of real estate loans excluding development loans and net of $3,592,000 of credit allowances.

(7) Represents $451,968,000 of non-real estate loans and net of $78,133,000 of credit allowances.

(8) Average cash-pay interest rates are 7.7% and 6.0% for real estate and non-real estate loans, respectively. Rates exclude non-accrual/interest-free loans.

(9) Represents partners' share of Welltower loans made to our partners in select joint ventures, secured by their interest in the joint venture properties.

(10) Represents the fair value of Genesis Healthcare, Inc. stock investment based on closing stock price at June 30, 2020.

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

(12) See pages 12-13. Also includes expansion projects.

(13) Includes redeemable OP units.

15

Financial

(dollars in thousands at Welltower pro rata ownership)
Net Operating Income(1)
	2Q19		3Q19		4Q19		1Q20		2Q20
Revenues:
Seniors Housing Operating
Resident fees and services	$	878,933	$	803,904	$	802,452	$	820,828	$	748,520
Interest income	—		—		36		104		88
Other income	1,387		1,347		1,915		1,058		3,978
Total revenues	880,320		805,251		804,403		821,990		752,586
Seniors Housing Triple-net
Rental income	107,220		114,419		115,717		85,409		111,749
Interest income	7,701		5,910		6,303		5,810		5,960
Other income	1,105		1,312		1,403		1,159		937
Total revenues	116,026		121,641		123,423		92,378		118,646
Outpatient Medical
Rental income	154,044		174,330		177,840		193,084		176,555
Interest income	238		358		426		466		461
Other income	161		312		1,835		409		1,679
Total revenues	154,443		175,000		180,101		193,959		178,695
Health System
Rental income	43,036		43,036		43,036		42,818		42,446
Total revenues	43,036		43,036		43,036		42,818		42,446
Long-Term/Post-Acute Care
Rental income	62,640		60,479		53,422		53,388		53,696
Interest income	9,417		9,369		8,953		8,861		9,560
Other income	173		517		473		514		(329)
Total revenues	72,230		70,365		62,848		62,763		62,927
Corporate
Other income	327		712		385		294		253
Total revenues	327		712		385		294		253
Total
Rental income	366,940		392,264		390,015		374,699		384,446
Resident fees and services	878,933		803,904		802,452		820,828		748,520
Interest income	17,356		15,637		15,718		15,241		16,069
Other income	3,153		4,200		6,011		3,434		6,518
Total revenues	$	1,266,382	$	1,216,005	$	1,214,196	$	1,214,202	$	1,155,553
Property operating expenses:
Seniors Housing Operating	$	607,836	$	554,782	$	564,895	$	582,533	$	573,042
Seniors Housing Triple-net	7,219		8,282		7,473		8,363		8,285
Outpatient Medical	47,894		57,272		55,915		58,533		50,855
Health System	20		20		20		20		20
Long-Term/Post-Acute Care	5,475		5,503		4,595		4,799		5,138
Total property operating expenses	$	668,444	$	625,859	$	632,898	$	654,248	$	637,340
Net operating income:
Seniors Housing Operating	$	272,484	$	250,469	$	239,508	$	239,457	$	179,544
Seniors Housing Triple-net	108,807		113,359		115,950		84,015		110,361
Outpatient Medical	106,549		117,728		124,186		135,426		127,840
Health System	43,016		43,016		43,016		42,798		42,426
Long-Term/Post-Acute Care	66,755		64,862		58,253		57,964		57,789
Corporate	327		712		385		294		253
Net operating income	$	597,938	$	590,146	$	581,298	$	559,954	$	518,213

Note:

(1) Please see discussion of Supplemental Reporting Measures on page 21. Includes amounts from investments sold or held for sale. NOI related to DownREIT's included at 100%.

16

Financial

(dollars in thousands)
Leverage and EBITDA Reconciliations(1)
	Twelve Months Ended			Three Months Ended
	June 30, 2020			June 30, 2020
Net income (loss)	$	1,376,664		$	159,216
Interest expense	537,355			126,357
Income tax expense (benefit)	6,811			2,233
Depreciation and amortization	1,075,261			265,371
EBITDA	$	2,996,091		$	553,177
Loss (income) from unconsolidated entities	(58,322)			(1,332)
Stock-based compensation(2)	24,229			7,290
Loss (gain) on extinguishment of debt, net	68,685			249
Loss (gain) on real estate dispositions, net	(1,001,001)			(155,863)
Impairment of assets	121,172			75,151
Provision for loan losses	8,494			1,422
Loss (gain) on derivatives and financial instruments, net	5,260			1,434
Other expenses(2)	46,971			19,013
Other impairment(3)	34,110			1,842
Total adjustments	(750,402)			(50,794)
Adjusted EBITDA	$	2,245,689		$	502,383
Interest Coverage Ratios
Interest expense	$	537,355		$	126,357
Capitalized interest	18,303			4,541
Non-cash interest expense	(12,761)			(1,914)
Total interest	$	542,897		$	128,984
EBITDA	$	2,996,091		$	553,177
Interest coverage ratio	5.52		x	4.29		x
Adjusted EBITDA	$	2,245,689		$	502,383
Adjusted Interest coverage ratio	4.14		x	3.89		x
Fixed Charge Coverage Ratios
Total interest	$	542,897		$	128,984
Secured debt principal amortization	57,807			15,183
Total fixed charges	$	600,704		$	144,167
EBITDA	$	2,996,091		$	553,177
Fixed charge coverage ratio	4.99		x	3.84		x
Adjusted EBITDA	$	2,245,689		$	502,383
Adjusted Fixed charge coverage ratio	3.74		x	3.48		x
Net Debt to EBITDA Ratios
Total debt(4)				$	14,543,485
Less: cash and cash equivalents(5)				(1,766,819)
Net debt				$	12,776,666
EBITDA Annualized				$	2,212,708
Net debt to EBITDA ratio				5.77		x
Adjusted EBITDA Annualized				$	2,009,532
Net debt to Adjusted EBITDA ratio				6.36		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) Amounts relate to impairments of straight-line rent receivable deemed uncollectible.

(4) Amounts include unamortized premiums/discounts, fair value adjustments and lease liabilities related to financing leases. Operating lease liabilities related to ASC 842 adoption are excluded.

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

17

Financial

(in thousands except share price)
Leverage and Current Capitalization(1)
			% of Total
Book Capitalization
Lines of credit and commercial paper(2)	$	—	0.00	%
Long-term debt obligations(2)	14,543,485		48.41	%
Cash and cash equivalents(3)	(1,766,819)		(5.88)	%
Net debt to consolidated book capitalization	$	12,776,666	42.53	%
Total equity(4)	17,263,672		57.47	%
Consolidated book capitalization	$	30,040,338	100.00	%
Joint venture debt, net(5)	432,779
Total book capitalization	$	30,473,117
Undepreciated Book Capitalization
Lines of credit and commercial paper(2)	$	—	0.00	%
Long-term debt obligations(2)	14,543,485		40.35	%
Cash and cash equivalents(3)	(1,766,819)		(4.90)	%
Net debt to consolidated undepreciated book capitalization	$	12,776,666	35.45	%
Accumulated depreciation and amortization	6,001,177		16.65	%
Total equity(4)	17,263,672		47.90	%
Consolidated undepreciated book capitalization	$	36,041,515	100.00	%
Joint venture debt, net(5)	432,779
Total undepreciated book capitalization	$	36,474,294
Enterprise Value
Lines of credit and commercial paper(2)	$	—	0.00	%
Long-term debt obligations(2)	14,543,485		40.87	%
Cash and cash equivalents(3)	(1,766,819)		(4.96)	%
Net debt to consolidated enterprise value	$	12,776,666	35.90	%
Common shares outstanding	417,302
Period end share price	51.75
Common equity market capitalization	$	21,595,379	60.68	%
Noncontrolling interests(4)	1,215,532		3.42	%
Consolidated enterprise value	$	35,587,577	100.00	%
Joint venture debt, net(5)	432,779
Total enterprise value	$	36,020,356
Secured Debt as % of Total Assets
Secured debt(2)	$	2,619,678	7.90	%
Total assets	$	33,162,652
Total Debt as % of Total Assets
Total debt(2)	$	14,543,485	43.86	%
Total assets	$	33,162,652
Unsecured Debt as % of Unencumbered Assets
Unsecured debt(2)	$	11,815,972	38.66	%
Unencumbered assets	$	30,562,188

Notes:

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

(2) Amounts include unamortized premiums/discounts, fair value adjustments and lease liabilities related to financing leases. Operating lease liabilities related to ASC 842 adoption are excluded.

(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 and Commercial Paper(2)			Senior Unsecured Notes(3,4,5,6,7,8)			Consolidated Secured Debt			Share of Unconsolidated Secured Debt			Noncontrolling Interests' Share of Consolidated Secured Debt			Combined Debt(9)			% of Total		Wtd. Avg. Interest Rate
2020	$	—		$	—		$	257,139		$	33,470		$	(63,755)		$	226,854		1.52	%	2.44	%
2021	—			—			427,969			49,529			(130,619)			346,879			2.32	%	3.33	%
2022	—			1,010,000			444,119			34,305			(65,457)			1,422,967			9.50	%	1.91	%
2023	—			1,783,621			327,388			67,402			(39,353)			2,139,058			14.29	%	3.02	%
2024	—			1,350,000			176,366			44,077			(23,123)			1,547,320			10.33	%	3.87	%
2025	—			1,250,000			206,219			462,582			(34,970)			1,883,831			12.58	%	3.89	%
2026	—			700,000			61,309			16,820			(19,130)			758,999			5.07	%	4.18	%
2027	—			720,345			156,584			61,830			(43,760)			894,999			5.98	%	2.96	%
2028	—			1,430,295			78,862			22,713			(13,902)			1,517,968			10.14	%	4.47	%
2029	—			550,000			249,174			32,643			(2,439)			829,378			5.54	%	3.54	%
Thereafter	—			3,118,450			242,860			103,662			(59,746)			3,405,226			22.73	%	4.09	%
Totals	$	—		$	11,912,711		$	2,627,989		$	929,033		$	(496,254)		$	14,973,479		100.00	%
Weighted Avg Interest Rate(10)	—			3.65		%	3.09		%	3.44		%	2.83		%	3.57		%
Weighted Avg Maturity Years	—			7.9			5.1			7.7			4.7			7.5
% Floating Rate Debt	100.00		%	14.22		%	35.19		%	20.82		%	43.17		%	17.35		%

Debt by Local Currency(1)
	Lines of Credit and Commercial Paper		Senior Unsecured Notes		Consolidated Secured Debt		Share of Unconsolidated Secured Debt		Noncontrolling Interests' Share of Consolidated Secured Debt		Combined Debt(9)		Investment Hedges(11)
United States	$	—	$	10,210,000	$	1,381,301	$	700,018	$	(210,963)	$	12,080,356	$	—
United Kingdom	—		1,298,745		166,586		—		(41,646)		1,423,685		1,658,322
Canada	—		403,966		1,080,102		229,015		(243,645)		1,469,438		477,415
Totals	$	—	$	11,912,711	$	2,627,989	$	929,033	$	(496,254)	$	14,973,479	$	2,135,737

Notes:

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

(2) Our unsecured commercial paper program and our unsecured revolving credit facility had a zero balance as of June 30, 2020. 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). Available borrowing capacity of our unsecured revolving credit facility was $3,000,000,000 as of June 30, 2020.

(3) On July 1, 2020, we extinguished $160,872,000 of our 3.75% Senior Notes due March 2023 and $265,376,000 of our 3.95% Senior Notes due September 2023.

(4) 2022 includes a $1,000,000,000 unsecured term loan. The loan matures on April 1, 2022 and bears interest at LIBOR plus 1.20%.

(5) 2023 includes a $500,000,000 unsecured term loan and a CAD $250,000,000 unsecured term loan (approximately $183,621,000 USD at June 30, 2020). 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.

(6) 2027 includes CAD $300,000,000 of 2.95% senior unsecured notes (approximately $220,345,000 USD at June 30, 2020) that matures on January 15, 2027.

(7) 2028 includes £550,000,000 of 4.80% senior unsecured notes (approximately $680,295,000 USD at June 30, 2020). The notes mature on November 20, 2028.

(8) Thereafter includes £500,000,000 of 4.50% senior unsecured notes (approximately $618,450,000 USD at June 30, 2020). The notes mature on December 1, 2034.

(9) Excludes operating lease liabilities of $339,589,000 and finance lease liabilities of $107,835,000 related to ASC 842 adoption.

(10) The interest rate on the unsecured revolving credit facility is 1-month LIBOR + 0.825%. Commercial paper, senior notes and secured debt average interest rate represents the face value note rate.

(11) 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 $163,527,000, 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 incurred 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. Triple-net properties for which income is recognized on a cash basis are excluded from the stable portfolio. A seniors housing operating facility is considered stable upon the earliest of 90% occupancy, NOI at or above the underwritten target or 12 months past the underwritten stabilization date. 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

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

We define NOI as total revenues, including tenant reimbursements, less property operating expenses. Property operating expenses represent costs associated with managing, maintaining and servicing tenants for our properties. These expenses include, but are not limited to, property-related payroll and benefits, property management fees paid to 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. 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. Acquisitions and development conversions are included in the same store amounts five full quarters after acquisition or being placed into service. Land parcels, loans and sub-leases, as well as any properties sold or classified as held for sale during the period, are excluded from the same store amounts. Redeveloped properties (including major refurbishments of a Seniors Housing Operating property where 20% or more of units are simultaneously taken out of commission for 30 days or more or Outpatient Medical properties undergoing a change in intended use) are excluded from the same store amounts until five full quarters post completion of the redevelopment. Properties undergoing operator transitions and/or segment transitions are also excluded from the same store amounts until five full quarters post completion of the operator transition or segment transition. In addition, properties significantly impacted by force majeure, acts of God or other extraordinary adverse events are excluded from same store amounts until five full quarters after the properties are placed back into service. SSNOI excludes non-cash NOI and includes adjustments to present consistent property ownership percentages and to translate Canadian properties and UK properties using a consistent exchange rate. Normalizers include adjustments that in management’s opinion are appropriate in considering SSNOI, a supplemental, non-GAAP performance measure. None of these adjustments, which may increase or decrease SSNOI, are reflected in our financial statements prepared in accordance with U.S. GAAP. Significant normalizers (defined as any that individually exceed 0.50% of SSNOI growth per property type) are separately disclosed and explained. We believe NOI, IPNOI 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, 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 our 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. We use REVPOR and SS REVPOR to evaluate the revenue-generating capacity and profit potential of our Seniors Housing Operating portfolio independent of fluctuating occupancy rates. They are also used in comparison against industry and competitor statistics, if known, to evaluate the quality of our Seniors Housing Operating portfolio.

We measure our credit strength both in terms of leverage ratios and coverage ratios. The leverage ratios indicate how much of our balance sheet capitalization is related to long-term debt, net of cash and 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, additional other income and other impairment charges. 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 and secured debt principal amortization. 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, excluding operating lease liabilities, 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.

Our supplemental reporting measures and similarly entitled financial measures are widely used by investors, equity and debt analysts and rating agencies in the valuation, comparison, rating and investment recommendations of companies. Our management uses these financial measures to facilitate internal and external comparisons to historical operating results and in making operating decisions. Additionally, these measures are utilized by the Board of Directors to evaluate management. None of the supplemental reporting measures represent net income or cash flow provided from operating activities as determined in accordance with U.S. GAAP and should not be considered as alternative measures of profitability or liquidity. Finally, the supplemental reporting measures, as defined by us, may not be comparable to similarly entitled items reported by other real estate investment trusts or other companies. 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	2Q19		3Q19		4Q19		1Q20		2Q20
Net income (loss)	$	150,040	$	647,932	$	240,136	$	329,380	$	159,216
Loss (gain) on real estate dispositions, net	1,682		(570,250)		(12,064)		(262,824)		(155,863)
Loss (income) from unconsolidated entities	9,049		(3,262)		(57,420)		3,692		(1,332)
Income tax expense (benefit)	1,599		3,968		(4,832)		5,442		2,233
Other expenses	21,628		6,186		16,042		6,292		19,411
Impairment of assets	9,939		18,096		98		27,827		75,151
Provision for loan losses	—		—		—		7,072		1,422
Loss (gain) on extinguishment of debt, net	—		65,824		2,612		—		249
Loss (gain) on derivatives and financial instruments, net	1,913		1,244		(5,069)		7,651		1,434
General and administrative expenses	33,741		31,019		26,507		35,481		34,062
Depreciation and amortization	248,052		272,445		262,644		274,801		265,371
Interest expense	141,336		137,343		131,648		142,007		126,357
Consolidated net operating income	618,979		610,545		600,302		576,821		527,711
NOI attributable to unconsolidated investments(1)	21,518		21,957		22,031		21,150		20,871
NOI attributable to noncontrolling interests(2)	(42,559)		(42,356)		(41,035)		(38,017)		(30,369)
Pro rata net operating income (NOI)(3)	$	597,938	$	590,146	$	581,298	$	559,954	$	518,213

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	$	752,586	$	118,646	$	178,695	$	42,446	$	62,927	$	253	$	1,155,553
Property operating expenses	(573,042)		(8,285)		(50,855)		(20)		(5,138)		—		(637,340)
NOI(3)	179,544		110,361		127,840		42,426		57,789		253		518,213
Adjust:
Interest income	(88)		(5,960)		(461)		—		(9,560)		—		(16,069)
Other income	(3,978)		(937)		(1,679)		—		329		(253)		(6,518)
Sold / held for sale	(3,405)		(28)		(7,707)		—		(54)		—		(11,194)
Developments / land	577		—		179		—		—		—		756
Non In-Place NOI(4)	(5,567)		(3,227)		(4,750)		(6,626)		(3,554)		—		(23,724)
Timing adjustments(5)	250		202		404		—		—		—		856
Total adjustments	(12,211)		(9,950)		(14,014)		(6,626)		(12,839)		(253)		(55,893)
In-Place NOI	167,333		100,411		113,826		35,800		44,950		—		462,320
Annualized In-Place NOI	$	669,332	$	401,644	$	455,304	$	143,200	$	179,800	$	—	$	1,849,280

Same Store Property Reconciliation
	Seniors Housing Operating	Seniors Housing Triple-net	Outpatient Medical	Health System	Long-Term /Post-Acute Care	Total
Total properties	612	340	383	215	137	1,687
Recent acquisitions/ development conversions(6)	(34)	(8)	(113)	—	—	(155)
Under development	(23)	(6)	(1)	—	—	(30)
Under redevelopment(7)	(10)	—	(2)	—	(1)	(13)
Current held for sale	(7)	(1)	(13)	—	(2)	(23)
Land parcels, loans and sub-leases	(10)	(10)	(8)	—	(7)	(35)
Transitions(8)	(31)	(13)	—	—	(3)	(47)
Same store properties	497	302	246	215	124	1,384

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 or operator transitions.

(6) Acquisitions and development conversions will enter the same store pool 5 full quarters after acquisition or certificate of occupancy, respectively.

(7) Redevelopment properties will enter the same store pool after 5 full quarters of operations post redevelopment completion.

(8) Transitioned properties will enter the same store pool after 5 full quarters of operations with the new operator in place or under the new structure.

22

Supplemental Reporting Measures

(dollars in thousands at Welltower pro rata ownership)
Same Store NOI Reconciliation	2Q19		3Q19		4Q19		1Q20		2Q20		Y/o/Y
Seniors Housing Operating
NOI	$	272,484	$	250,469	$	239,508	$	239,457	$	179,544
Non-cash NOI on same store properties	(82)		(3,866)		(804)		(854)		(959)
NOI attributable to non-same store properties	(53,994)		(26,600)		(21,496)		(24,283)		(15,796)
Currency and ownership adjustments(1)	(846)		(1,353)		(1,900)		(1,710)		1,133
Other normalizing adjustments(2)	(2,083)		(56)		(1,086)		(391)		(1,317)
SSNOI(3)	215,479		218,594		214,222		212,219		162,605		(24.5)	%
Seniors Housing Triple-net
NOI	108,807		113,359		115,950		84,015		110,361
Non-cash NOI on same store properties	(5,164)		(4,585)		(3,363)		21,957		(2,073)
NOI attributable to non-same store properties	(11,772)		(17,427)		(19,349)		(11,487)		(17,428)
Currency and ownership adjustments(1)	207		1,010		171		313		977
Normalizing adjustment for prior period allowance(4)	—		—		—		—		1,574
Other normalizing adjustments(2)	—		(233)		(219)		(911)		—
SSNOI	92,078		92,124		93,190		93,887		93,411		1.4	%
Outpatient Medical
NOI	106,549		117,728		124,186		135,426		127,840
Non-cash NOI on same store properties	(1,903)		(1,721)		(2,337)		(1,800)		(1,057)
NOI attributable to non-same store properties	(21,077)		(32,799)		(36,083)		(49,083)		(47,581)
Currency and ownership adjustments(1)	(6,359)		(5,554)		(6,540)		(6,414)		373
Normalizing adjustment for lease termination fees(5)	(92)		—		(855)		—		(658)
Other normalizing adjustments(2)	118		—		(504)		(32)		(268)
SSNOI	77,236		77,654		77,867		78,097		78,649		1.8	%
Health System
NOI	43,016		43,016		43,016		42,798		42,426
Non-cash NOI on same store properties	(7,184)		(6,858)		(6,694)		(6,670)		(6,626)
NOI attributable to non-same store properties	(517)		(520)		(522)		(100)		—
Other normalizing adjustments(2)	—		—		—		(229)		—
SSNOI	35,315		35,638		35,800		35,799		35,800		1.4	%
Long-Term/Post-Acute Care
NOI	66,755		64,862		58,253		57,964		57,789
Non-cash NOI on same store properties	(3,726)		(3,698)		(3,493)		(3,232)		(3,433)
NOI attributable to non-same store properties	(20,665)		(18,542)		(11,821)		(11,260)		(11,294)
Currency and ownership adjustments(1)	27		6		5		32		84
Normalizing adjustments for lease restructuring(6)	(516)		(565)		(565)		(565)		—
Other normalizing adjustments(2)	397		271		7		—		—
SSNOI	42,272		42,334		42,386		42,939		43,146		2.1	%
Corporate
NOI	327		712		385		294		253
NOI attributable to non-same store properties	(327)		(712)		(385)		(294)		(253)
SSNOI	—		—		—		—		—
Total
NOI	597,938		590,146		581,298		559,954		518,213
Non-cash NOI on same store properties	(18,059)		(20,728)		(16,691)		9,401		(14,148)
NOI attributable to non-same store properties	(108,352)		(96,600)		(89,656)		(96,507)		(92,352)
Currency and ownership adjustments(1)	(6,971)		(5,891)		(8,264)		(7,779)		2,567
Normalizing adjustments, net	(2,176)		(583)		(3,222)		(2,128)		(669)
SSNOI	$	462,380	$	466,344	$	463,465	$	462,941	$	413,611	(10.5)	%

Notes:

(1) Includes adjustments to reflect consistent property ownership percentages, to translate Canadian properties at a USD/CAD rate of 1.32 and to translate UK properties at a GBP/USD rate of 1.30.

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

(3) SHO SSNOI includes expenses that are directly attributable to the COVID-19 pandemic net of any reimbursements.

(4) Represents normalizing adjustment related to an allowance of prior period rent related to two Seniors Housing Triple-net leases.

(5) Represents normalizing adjustment related to lease termination fees associated with Outpatient Medical tenants.

(6) Represents normalizing adjustment related to lease restructuring associated with one Long-Term/Post-Acute lease.

23

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	$	592,693	$	78,046	$	102,911	$	773,650
Unconsolidated SHO revenues attributable to Welltower(1)	22,102		—		20,314		42,416
SHO revenues attributable to noncontrolling interests(2)	(33,435)		(7,246)		(22,799)		(63,480)
Pro rata SHO revenues(3)	581,360		70,800		100,426		752,586
SHO interest and other income	(3,961)		(9)		(96)		(4,066)
SHO revenues attributable to sold and held for sale properties	(15,250)		—		—		(15,250)
Currency and ownership adjustments(4)	—		3,386		5,469		8,855
SHO local revenues	562,149		74,177		105,799		742,125
Average occupied units/month	30,166		2,823		12,617		45,606
REVPOR/month in USD	$	6,229	$	8,783	$	2,803	$	5,500
REVPOR/month in local currency(4)			£	6,756	C$	3,688

Reconciliations of SHO SS REVPOR Growth, SSNOI Growth and SSNOI/Unit
	United States						United Kingdom						Canada						Total
	2Q19			2Q20			2Q19			2Q20			2Q19			2Q20			2Q19		2Q20
SHO SS REVPOR Growth
Consolidated SHO revenues	$	721,254		$	592,693		$	81,691		$	78,046		$	112,584		$	102,911		$	915,529	$	773,650
Unconsolidated SHO revenues attributable to WELL(1)	21,608			22,102			—			—			20,499			20,314			42,107		42,416
SHO revenues attributable to noncontrolling interests(2)	(45,214)			(33,435)			(6,932)			(7,246)			(25,170)			(22,799)			(77,316)		(63,480)
SHO pro rata revenues(3)	697,648			581,360			74,759			70,800			107,913			100,426			880,320		752,586
Non-cash revenues on same store properties	(842)			(841)			(19)			—			—			—			(861)		(841)
Revenues attributable to non-same store properties	(176,315)			(88,880)			(11,502)			(10,689)			(4,241)			(2,674)			(192,058)		(102,243)
Currency and ownership adjustments(4)	(4,962)			(4,406)			725			2,877			1,718			5,330			(2,519)		3,801
Other normalizing adjustments(5)	(1,739)			(1,828)			7			(8)			—			—			(1,732)		(1,836)
SHO SS revenues(6)	513,790			485,405			63,970			62,980			105,390			103,082			683,150		651,467
Avg. occupied units/month(7)	27,414			26,040			2,577			2,431			12,733			12,368			42,724		40,839
SHO SS REVPOR(8)	$	6,264		$	6,231		$	8,297		$	8,659		$	2,767		$	2,786		$	5,345	$	5,332
SS REVPOR YOY growth	—		%	(0.5)		%	—		%	4.4		%	—		%	0.7		%	—		(0.2)		%
SHO SSNOI Growth
Consolidated SHO NOI	$	217,392		$	138,301		$	19,898		$	10,967		$	40,922		$	28,869		$	278,212	$	178,137
Unconsolidated SHO NOI attributable to WELL(1)	8,112			5,421			—			—			7,911			7,856			16,023		13,277
SHO NOI attributable to noncontrolling interests(2)	(11,687)			(5,233)			(860)			(385)			(9,204)			(6,252)			(21,751)		(11,870)
SHO pro rata NOI(3)	213,817			138,489			19,038			10,582			39,629			30,473			272,484		179,544
Non-cash NOI on same store properties	(83)			(939)			(2)			2			3			(22)			(82)		(959)
NOI attributable to non-same store properties	(50,269)			(14,659)			(2,814)			(914)			(911)			(223)			(53,994)		(15,796)
Currency and ownership adjustments(4)	(1,692)			(970)			198			456			648			1,647			(846)		1,133
Other normalizing adjustments(5)	(2,090)			(1,309)			7			(8)			—			—			(2,083)		(1,317)
SHO pro rata SSNOI(6)	$	159,683		$	120,612		$	16,427		$	10,118		$	39,369		$	31,875		$	215,479	$	162,605
SHO SSNOI growth				(24.5)		%				-38.4		%				(19.0)		%			(24.5)		%
SHO SSNOI/Unit
Trailing four quarters' SSNOI(6)				$	593,948					$	63,339					$	150,353				$	807,640
Average units in service(9)				32,154						3,163						14,366					49,683
SSNOI/unit in USD				$	18,472					$	20,025					$	10,466				$	16,256
SSNOI/unit in local currency(4)										£	15,404					C$	13,771

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 1.32 and to translate UK properties at a GBP/USD rate of 1.30.

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

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

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

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

(9) 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 Welltower uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “pro forma,” “estimate” or similar expressions that do not relate solely to historical matters, Welltower is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause Welltower’s actual results to differ materially from Welltower’s expectations discussed in the forward-looking statements. This may be a result of various factors, including, but not limited to: the duration and scope of the COVID-19 pandemic; the impact of the COVID-19 pandemic on occupancy rates and on the operations of Welltower and its operators/tenants; actions governments take in response to the COVID-19 pandemic, including the introduction of public health measures and other regulations affecting Welltower’s properties and the operations of Welltower and its operators/tenants; the effects of health and safety measures adopted by Welltower and its operators/tenants related to the COVID-19 pandemic; increased operational costs as a result of health and safety measures related to COVID-19; the impact of the COVID-19 pandemic on the business and financial condition of operators/tenants and their ability to make payments to Welltower; disruptions to Welltower's property acquisition and disposition activity due to economic uncertainty caused by COVID-19; general economic uncertainty in key markets as a result of the COVID-19 pandemic and a worsening of global economic conditions or low levels of economic growth; the status of capital markets, including availability and cost of capital; uncertainty from the expected discontinuance of LIBOR and the transition to any other interest rate benchmark; 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; Welltower’s ability to transition or sell properties with profitable results; the failure to make new investments or acquisitions as and when anticipated; natural disasters and other acts of God affecting Welltower’s properties; Welltower’s ability to re-lease space at similar rates as vacancies occur; Welltower’s ability to timely reinvest sale proceeds at similar rates to assets sold; operator/tenant or joint venture partner bankruptcies or insolvencies; the cooperation of joint venture partners; government regulations affecting Medicare and Medicaid reimbursement rates and operational requirements; liability or contract claims by or against operators/tenants; unanticipated difficulties and/or expenditures relating to future investments or acquisitions; environmental laws affecting Welltower’s properties; changes in rules or practices governing Welltower’s financial reporting; the movement of U.S. and foreign currency exchange rates; Welltower’s ability to maintain Welltower’s qualification as a REIT; key management personnel recruitment and retention; and other risks described in Welltower’s reports filed from time to time with the SEC. Finally, Welltower undertakes no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events or otherwise, or to update the reasons why actual results could differ from those projected in any forward-looking statements.

Additional Information

The information in this supplemental information package should be read in conjunction with our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, our earnings press release dated August 5, 2020 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 our 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. We routinely post important information on our website at www.welltower.com in the “Investors” section, including corporate and investor presentations and financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included on our website under the heading “Investors.” Accordingly, investors should monitor such portion of our website in addition to following our press releases, public conference calls and filings with the SEC. The information on or connected to our 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.

25

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Cover Page	Aug. 05, 2020
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Aug. 05, 2020
Entity Registrant Name	Welltower Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	1-8923
Entity Tax Identification Number	34-1096634
Entity Address, Address Line One	4500 Dorr Street,
Entity Address, City or Town	Toledo,
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	43615
City Area Code	419
Local Phone Number	247-2800
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000766704
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Common stock, $1.00 par value per share
Document Information [Line Items]
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Trading Symbol	WELL
Security Exchange Name	NYSE
4.800% Notes due 2028
Document Information [Line Items]
Title of 12(b) Security	4.800% Notes due 2028
Trading Symbol	WELL28
Security Exchange Name	NYSE
4.500% Notes due 2034
Document Information [Line Items]
Title of 12(b) Security	4.500% Notes due 2034
Trading Symbol	WELL34
Security Exchange Name	NYSE