Healthpeak Properties, Inc. (PEAK) Q1 2022 Earnings Conference Call May 4, 2022 11:00 AM ET Company Participants Andrew Johns - Senior Vice President, Investor Relations Tom Herzog - Chief Executive Officer Scott Brinker - President & Chief Investment Officer Pete Scott - Chief Financial Officer Tom Klaritch - Chief Operating Officer Mike Dorris - Senior Vice President, Co-Head of Life Science Conference Call Participants Michael Griffin - Citi Austin Wurschmidt - KeyBanc Michael Carroll - RBC Capital Marke ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36007 | --- | --- | --- | --- | |------------------------------------------------------------|---------------------------------------------------- ...

Healthpeak Properties, Inc. (PEAK) Q4 2021 Earnings Conference Call February 9, 2022 11:00 AM ET Company Participants Andrew Johns - Vice President Corporate Finance & Investor Relations Tom Herzog - Chief Executive Officer Scott Brinker - President & Chief Investment Officer Pete Scott - Chief Financial Officer Conference Call Participants Nick Yulico - Scotiabank Juan Sanabria - BMO Rich Hill - Morgan Stanley Nick Joseph - Citi Jordan Sadler - KeyBanc Michael Bilerman - Citi Rich Anderson - SMBC Steven Va ...

Part I Financial Information [Financial Statements (Unaudited)](index=3&type=section&id=Item%201%20Financial%20Statements%20(Unaudited)) This section presents the unaudited consolidated financial statements, highlighting year-over-year increases in total revenues and net income driven by property acquisitions [Consolidated Balance Sheets](index=6&type=section&id=Consolidated%20Balance%20Sheets%20as%20of%20September%2030%2C%202021%20and%20December%2031%2C%202020) As of September 30, 2021, total assets were approximately $4.41 billion, with net real estate investments increasing to $4.27 billion, while total liabilities decreased to $1.64 billion and total equity rose to $2.76 billion Consolidated Balance Sheet Highlights (in thousands) | Account | September 30, 2021 | December 31, 2020 | | :--- | :--- | :--- | | **Assets** | | | | Net real estate investments | $4,268,075 | $4,262,678 | | Cash and cash equivalents | $5,366 | $2,515 | | **Total Assets** | **$4,409,475** | **$4,413,950** | | **Liabilities & Equity** | | | | Credit facility | $401,548 | $412,322 | | Notes payable | $969,313 | $968,653 | | **Total Liabilities** | **$1,644,525** | **$1,670,659** | | **Total Equity** | **$2,757,911** | **$2,715,002** | [Consolidated Statements of Income](index=7&type=section&id=Consolidated%20Statements%20of%20Income%20for%20the%20Three%20and%20Nine%20Months%20Ended%20September%2030%2C%202021%20and%202020) Total revenues increased by 5.2% to $115.3 million in Q3 2021 and by 4.8% to $341.6 million for the nine months, driving significant net income growth Q3 2021 vs Q3 2020 Performance (in thousands, except per share data) | Metric | Q3 2021 | Q3 2020 | Change (%) | | :--- | :--- | :--- | :--- | | Total Revenues | $115,311 | $109,566 | 5.2% | | Total Expenses | $97,633 | $92,499 | 5.6% | | Net Income | $22,045 | $16,475 | 33.8% | | Diluted EPS | $0.10 | $0.07 | 42.9% | Nine Months 2021 vs 2020 Performance (in thousands, except per share data) | Metric | Nine Months 2021 | Nine Months 2020 | Change (%) | | :--- | :--- | :--- | :--- | | Total Revenues | $341,575 | $326,060 | 4.8% | | Total Expenses | $286,942 | $275,325 | 4.2% | | Net Income | $58,531 | $49,879 | 17.3% | | Diluted EPS | $0.26 | $0.23 | 13.0% | [Consolidated Statements of Comprehensive Income](index=8&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20for%20the%20Three%20and%20Nine%20Months%20Ended%20September%2030%2C%202021%20and%202020) Comprehensive income significantly increased to $22.5 million in Q3 2021 and $60.3 million for the nine-month period, primarily due to net income growth and positive interest rate swap fair value changes Comprehensive Income (in thousands) | Period | Net Income | Other Comprehensive Income (Loss) | Comprehensive Income | | :--- | :--- | :--- | :--- | | **Q3 2021** | $22,045 | $465 | $22,510 | | **Q3 2020** | $16,475 | $599 | $17,074 | | **Nine Months 2021** | $58,531 | $1,805 | $60,336 | | **Nine Months 2020** | $49,879 | $(10,630) | $39,249 | [Consolidated Statements of Equity](index=9&type=section&id=Consolidated%20Statements%20of%20Equity%20for%20the%20Three%20and%20Nine%20Months%20Ended%20September%2030%2C%202021%20and%202020) Total equity increased to $2.758 billion by September 30, 2021, driven by net income and common share sales, partially offset by dividends - Total equity grew to **$2.758 billion** by September 30, 2021, up from **$2.715 billion** at the start of the year[23](index=23&type=chunk) - Key drivers of the equity change during the first nine months of 2021 include net proceeds from common share sales (**$135.2 million**), net income (**$58.5 million**), and dividends/distributions declared (**$153.0 million**)[23](index=23&type=chunk) [Consolidated Statements of Cash Flows](index=11&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows%20for%20the%20Nine%20Months%20Ended%20September%2030%2C%202021%20and%202020) Net cash from operating activities increased to $175.7 million, funding $119.0 million in investing activities and $53.9 million in financing activities, ending with $5.4 million cash Cash Flow Summary (in thousands) | Activity | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :--- | :--- | :--- | | Net Cash from Operating Activities | $175,747 | $166,360 | | Net Cash used in Investing Activities | $(118,965) | $(88,925) | | Net Cash used in Financing Activities | $(53,931) | $(76,121) | | **Net Increase in Cash** | **$2,851** | **$1,314** | [Notes to Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies, investment activities, debt structure, and significant post-period events, clarifying the company's operations as a healthcare REIT - The company is a self-managed REIT focused on acquiring, developing, owning, and managing healthcare properties leased to physicians, hospitals, and healthcare delivery systems[34](index=34&type=chunk) - During the first nine months of 2021, the company acquired eight medical office facilities and three condo units for approximately **$122.7 million** and funded **$14.4 million** in new loans[56](index=56&type=chunk) - Subsequent to the quarter end, the company entered an agreement to acquire the Landmark Portfolio for **$764.3 million**, issued **$500 million** in senior notes, and sold the LifeCare portfolio for **$62.0 million**[125](index=125&type=chunk)[126](index=126&type=chunk)[129](index=129&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=28&type=section&id=Item%202%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial performance, highlighting Q3 2021 revenue growth, Normalized FFO, and new investments, alongside liquidity and non-GAAP measure reconciliations [Company Highlights and Overview](index=28&type=section&id=Company%20Highlights%20and%20Overview) The company reported strong Q3 2021 results with revenue growth and solid Normalized FFO, supported by a 263-property portfolio and recent strategic acquisitions - Reported Q3 2021 total revenue of **$115.3 million** (**5.2% YoY increase**) and Normalized FFO of **$0.26 per share**[132](index=132&type=chunk) - As of September 30, 2021, the portfolio comprised **263 properties** in **32 states**, with **13.9 million net leasable square feet**, **95% leased**, and a weighted average remaining lease term of **6.3 years**[134](index=134&type=chunk) - Entered into a master transaction agreement on October 1, 2021, to acquire **15 medical office buildings** for an aggregate purchase price of **$764.3 million**[132](index=132&type=chunk)[147](index=147&type=chunk) [Results of Operations](index=31&type=section&id=Results%20of%20Operations) Operating results show Q3 2021 total revenues increased by $5.7 million (5.2%) and net income by 33.8%, driven by property acquisitions Q3 2021 vs Q3 2020 Results (in thousands) | Item | Q3 2021 | Q3 2020 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $115,311 | $109,566 | $5,745 | 5.2% | | Total Expenses | $97,633 | $92,499 | $5,134 | 5.6% | | Net Income | $22,045 | $16,475 | $5,570 | 33.8% | Nine Months 2021 vs 2020 Results (in thousands) | Item | Nine Months 2021 | Nine Months 2020 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $341,575 | $326,060 | $15,515 | 4.8% | | Total Expenses | $286,942 | $275,325 | $11,617 | 4.2% | | Net Income | $58,531 | $49,879 | $8,652 | 17.3% | - The increase in Q3 rental revenue was driven by properties purchased in 2021 (**$1.1 million**) and 2020 (**$1.5 million**), and growth from the existing portfolio (**$1.2 million**)[155](index=155&type=chunk) [Non-GAAP Financial Measures](index=36&type=section&id=Non-GAAP%20Financial%20Measures) This section defines and reconciles non-GAAP measures like FFO and NOI, reporting Q3 2021 Normalized FFO of $0.26 per share and 2.5% MOB Same-Store Cash NOI growth FFO and Normalized FFO Reconciliation (in thousands, except per share) | Metric | Q3 2021 | Q3 2020 | | :--- | :--- | :--- | | Net Income | $22,045 | $16,475 | | Adjustments (Depreciation, etc.) | $36,050 | $39,194 | | **FFO applicable to common shares** | **$58,095** | **$55,669** | | Normalizing Adjustments | $0 | $(729) | | **Normalized FFO** | **$58,095** | **$54,940** | | **Normalized FFO per share** | **$0.26** | **$0.26** | - MOB Same-Store Cash NOI for Q3 2021 was **$67.5 million**, a **2.5% increase** from **$65.9 million** in Q3 2020[201](index=201&type=chunk) Adjusted EBITDAre Reconciliation (in thousands) | Metric | Q3 2021 | Q3 2020 | | :--- | :--- | :--- | | Net Income | $22,045 | $16,475 | | EBITDAre Adjustments | $51,290 | $54,384 | | **EBITDAre** | **$73,335** | **$70,859** | | Other Adjustments | $5,552 | $3,809 | | **Adjusted EBITDAre** | **$78,887** | **$74,668** | [Liquidity and Capital Resources](index=40&type=section&id=Liquidity%20and%20Capital%20Resources) Liquidity sources include cash from operations and credit facilities, with $841.0 million available on the unsecured revolving credit facility and an active ATM program - As of September 30, 2021, liquidity included **$5.4 million** in cash and **$841.0 million** available under the unsecured revolving credit facility[207](index=207&type=chunk) - In September 2021, the company amended its credit agreement, increasing the unsecured revolving credit facility to **$1.0 billion** and extending the maturity to September 2025[217](index=217&type=chunk) - The company has an active **$500 million** ATM program established in May 2021, with **$465.3 million** remaining available as of September 30, 2021[222](index=222&type=chunk)[225](index=225&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=43&type=section&id=Item%203%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company manages interest rate risk on its $1.4 billion debt, with 88.5% effectively fixed-rate, limiting the impact of rate fluctuations - Total consolidated indebtedness was approximately **$1.4 billion** as of September 30, 2021, with a weighted average interest rate of **3.48%**[240](index=240&type=chunk) - After accounting for a **$250.0 million** interest rate swap, approximately **88.5%** of total debt is effectively fixed-rate, reducing interest rate risk[234](index=234&type=chunk)[235](index=235&type=chunk) - The company has **$164.7 million** of variable-rate debt exposure, where a **100 basis point** change in interest rates would result in an approximate **$1.6 million** annual change in interest expense[238](index=238&type=chunk) [Controls and Procedures](index=44&type=section&id=Item%204%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of September 30, 2021, with no material changes to internal controls during the quarter - The CEO and CFO concluded that as of September 30, 2021, the company's disclosure controls and procedures were effective to provide reasonable assurance that required information is recorded and reported in a timely manner[241](index=241&type=chunk) - No changes in the company's internal control over financial reporting occurred during the quarter ended September 30, 2021, that have materially affected, or are reasonably likely to materially affect, internal controls[242](index=242&type=chunk) Part II Other Information [Legal Proceedings](index=45&type=section&id=Item%201%20Legal%20Proceedings) The company is not currently involved in any legal proceedings expected to have a material effect on its business or financial condition - The company is not currently involved in any legal proceedings that are expected to have a material impact[245](index=245&type=chunk) [Risk Factors](index=45&type=section&id=Item%201A%20Risk%20Factors) No material changes have occurred to the risk factors previously disclosed in the company's 2020 Annual Report on Form 10-K/A - There have been no material changes to the risk factors disclosed in the 2020 Annual Report[246](index=246&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=45&type=section&id=Item%202%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company's Operating Partnership issues OP Units for new common share issuances, with no equity security repurchases during Q3 2021 Issuer Purchases of Equity Securities (Q3 2021) | Period | Total Number of Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | July 2021 | — | $— | | August 2021 | — | $— | | September 2021 | — | $— | | **Total** | **—** | **$—** | [Other Information](index=46&type=section&id=Item%205%20Other%20Information) New employment agreements were executed with executive officers on November 4, 2021, extending terms and updating compensation structures - On November 4, 2021, the Company entered into new employment agreements with its executive team, extending the initial term to December 31, 2024[251](index=251&type=chunk) 2021 Executive Base Salaries | Executive | Title | 2021 Base Salary | | :--- | :--- | :--- | | John T. Thomas | President and CEO | $865,000 | | Jeffrey N. Theiler | EVP and CFO | $512,000 | | D. Deeni Taylor | EVP and CIO | $512,000 | | Mark D. Theine | EVP of Asset Management | $412,000 | | Bradley D. Page | SVP and General Counsel | $358,000 | [Exhibits](index=47&type=section&id=Item%206%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including key agreements for acquisitions, credit facilities, executive employment, and certifications - Key exhibits filed include: - Exhibit 2.1: Master Transaction Agreement for Landmark Portfolio - Exhibit 10.1: Third Amended and Restated Credit Agreement - Exhibits 10.2-10.10: New Employment Agreements for Executives - Exhibits 31.1, 31.2, 32.1: Sarbanes-Oxley Certifications[259](index=259&type=chunk)

Healthpeak Properties, Inc. (PEAK) Q3 2021 Earnings Conference Call November 3, 2021 11:00 AM ET Company Participants Tom Herzog – Chief Executive Officer Andrew Johns – Vice President Corporate Finance and Investor Relations Scott Brinker – President and CIO Peter Scott – CFO Tom Klaritch – COO Troy McHenry – Chief Legal Officer and General Counsel Scott Bohn – Company Participant Mike Dorris – Company Participant Conference Call Participants Richard Anderson – Morgan Stanley Juan Sanabria – BMO Capital Ma ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36007 PHYSICIANS REALTY TRUST (Exact Name of Registrant as Specified in its Charter) Maryland 46-2519850 (State of Organization) (IRS Emplo ...

Healthpeak Properties, Inc. (PEAK) Q2 2021 Earnings Conference Call August 4, 2021 11:00 AM ET Company Participants Andrew Johns - Vice President, Corporate Finance & Investor Relations Tom Herzog - Chief Executive Officer Scott Brinker - President and Chief Information Officer Peter Scott - Chief Financial Officer Tom Klaritch - Chief Operating Officer Mike Dorris - Senior Vice President-Co-Head of Life Science Scott Bohn - Senior Vice President-Co-Head of Life Science Conference Call Participants Nick Yul ...

Part I Financial Information [Item 1 Financial Statements (Unaudited)](index=3&type=section&id=Item%201%20Financial%20Statements%20(Unaudited)) This section presents the unaudited consolidated financial statements for Physicians Realty Trust for the quarterly period ended March 31, 2021, including balance sheets, income statements, and cash flows, with detailed notes [Consolidated Balance Sheets](index=6&type=section&id=Consolidated%20Balance%20Sheets) As of March 31, 2021, total assets were **$4.37 billion**, a slight decrease from **$4.41 billion** at year-end 2020, while total liabilities decreased to **$1.63 billion** and total equity increased to **$2.74 billion** Consolidated Balance Sheets (in thousands) | | March 31, 2021 (unaudited) | December 31, 2020 | | :--- | :--- | :--- | | **Total assets** | **$ 4,370,895** | **$ 4,413,950** | | Net real estate investments | $ 4,236,638 | $ 4,262,678 | | Cash and cash equivalents | $ 3,949 | $ 2,515 | | **Total liabilities** | **$ 1,628,931** | **$ 1,670,659** | | Credit facility | $ 402,827 | $ 412,322 | | Notes payable | $ 968,868 | $ 968,653 | | **Total equity** | **$ 2,735,231** | **$ 2,715,002** | [Consolidated Statements of Income](index=7&type=section&id=Consolidated%20Statements%20of%20Income) For the three months ended March 31, 2021, total revenues increased to **$113.3 million**, and net income attributable to common shareholders rose to **$17.2 million**, or **$0.08 per diluted share** Consolidated Statements of Income (in thousands, except per share data) | | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | | :--- | :--- | :--- | | **Total revenues** | **$ 113,339** | **$ 107,428** | | Rental revenues | $ 80,395 | $ 77,870 | | Total expenses | $ 95,090 | $ 92,313 | | **Net income** | **$ 17,805** | **$ 14,960** | | Net income attributable to common shareholders | $ 17,181 | $ 14,097 | | **Diluted EPS** | **$ 0.08** | **$ 0.07** | | Dividends declared per common share | $ 0.23 | $ 0.23 | [Consolidated Statements of Cash Flows](index=11&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operating activities increased to **$41.3 million** in Q1 2021, while net cash used in investing activities decreased and net cash used in financing activities increased Consolidated Statements of Cash Flows (in thousands) | | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $ 41,301 | $ 34,858 | | Net cash used in investing activities | $ (15,247) | $ (22,076) | | Net cash used in financing activities | $ (24,620) | $ (12,525) | | **Net increase in cash and cash equivalents** | **$ 1,434** | **$ 257** | [Notes to Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes provide detailed information on the company's organization, accounting policies, investment activities, debt structure, and other financial disclosures - The company is a self-managed REIT focused on acquiring, developing, owning, and managing healthcare properties leased to physicians, hospitals, and healthcare delivery systems[36](index=36&type=chunk) - In Q1 2021, the company acquired two medical condominium units for **$0.7 million**, funded a **$4.8 million** mezzanine loan, closed a **$10.5 million** construction loan, and sold one medical office facility for **$0.5 million**[57](index=57&type=chunk)[60](index=60&type=chunk) - As of March 31, 2021, total consolidated debt was approximately **$1.4 billion** with a weighted average interest rate of **3.49%**, and the company was in compliance with all debt covenants[80](index=80&type=chunk)[78](index=78&type=chunk) - The top five tenant relationships account for **20.4%** of total Annualized Base Rent (ABR), with CommonSpirit Health affiliates being the largest at **16.6%** of total ABR[118](index=118&type=chunk)[119](index=119&type=chunk) - Subsequent to quarter-end, the company acquired a medical condominium for **$0.9 million** and a medical office facility in Florida for **$35.3 million**[122](index=122&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition and results of operations, covering portfolio, strategy, Q1 2021 performance, COVID-19 impact, cash flows, liquidity, and non-GAAP measures [Overview and COVID-19 Update](index=27&type=section&id=Overview%20and%20COVID-19%20Update) As of March 31, 2021, the company's portfolio comprised 262 healthcare properties valued at approximately **$4.9 billion** with a **96%** lease rate, and **99.7%** of Q1 billings were collected despite COVID-19 - The portfolio consists of **262** healthcare properties in **31** states, with **14.0 million** net leasable square feet, which were **96%** leased as of March 31, 2021[126](index=126&type=chunk) - As of April 30, 2021, no facilities were closed due to the COVID-19 pandemic, and the company had collected **99.7%** of first-quarter billings[134](index=134&type=chunk) [Results of Operations](index=29&type=section&id=Results%20of%20Operations) Total revenues increased **5.5%** to **$113.3 million** in Q1 2021, driven by higher rental revenues and expense recoveries, while net income rose **19.0%** to **$17.8 million** due to lower interest expense Results of Operations Comparison (in thousands) | | 2021 | 2020 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | **Total revenues** | **$ 113,339** | **$ 107,428** | **$ 5,911** | **5.5 %** | | Rental revenues | $ 80,395 | $ 77,870 | $ 2,525 | 3.2 % | | Expense recoveries | $ 27,560 | $ 24,876 | $ 2,684 | 10.8 % | | **Total expenses** | **$ 95,090** | **$ 92,313** | **$ 2,777** | **3.0 %** | | Interest expense | $ 13,715 | $ 15,626 | $ (1,911) | (12.2)% | | Operating expenses | $ 33,934 | $ 30,963 | $ 2,971 | 9.6 % | | **Net income** | **$ 17,805** | **$ 14,960** | **$ 2,845** | **19.0 %** | - The decrease in interest expense was primarily due to a lower weighted average effective interest rate on the credit facility, which was **1.1%** in Q1 2021 compared to **2.8%** in Q1 2020[148](index=148&type=chunk)[151](index=151&type=chunk) [Non-GAAP Financial Measures](index=31&type=section&id=Non-GAAP%20Financial%20Measures) Normalized FFO for Q1 2021 was **$57.7 million**, or **$0.27 per share**, and MOB Same-Store Cash NOI grew to **$66.9 million**, demonstrating operational performance beyond GAAP metrics FFO and Normalized FFO Reconciliation (in thousands, except per share data) | | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | | :--- | :--- | :--- | | Net income | $ 17,805 | $ 14,960 | | Adjustments (Depreciation, etc.) | $ 39,863 | $ 38,338 | | **FFO applicable to common shares** | **$ 57,668** | **$ 52,781** | | **Normalized FFO applicable to common shares** | **$ 57,668** | **$ 52,690** | | FFO per common share | $ 0.27 | $ 0.26 | | Normalized FFO per common share | $ 0.27 | $ 0.26 | MOB Same-Store Cash NOI (in thousands) | | Three Months Ended March 31, 2021 | Three Months Ended March 31, 2020 | | :--- | :--- | :--- | | Cash NOI | $ 80,697 | $ 75,972 | | Adjustments | $ (13,762) | $ (10,628) | | **MOB Same-Store Cash NOI** | **$ 66,935** | **$ 65,344** | [Liquidity and Capital Resources](index=35&type=section&id=Liquidity%20and%20Capital%20Resources) As of March 31, 2021, the company had **$3.9 million** in cash and **$694.0 million** available on its credit facility, with **$52.4 million** raised from ATM program share sales - As of March 31, 2021, liquidity included **$3.9 million** in cash and **$694.0 million** available on the unsecured revolving credit facility[182](index=182&type=chunk) - The company has an **$850 million** unsecured revolving credit facility and a **$250 million** term loan, with total borrowing capacity of **$1.1 billion**, expandable to **$1.6 billion**[191](index=191&type=chunk) - In Q1 2021, the Trust sold **2,887,296** common shares under its ATM Program at a weighted average price of **$18.32 per share**, generating net proceeds of approximately **$52.4 million**[196](index=196&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=38&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is exposed to interest rate risk, with **88.7%** of its **$1.4 billion** debt fixed-rate, and a **100 basis point** LIBOR change would impact annual interest expense by approximately **$1.6 million** - Total consolidated debt was approximately **$1.4 billion** with a weighted average interest rate of **3.49%**[211](index=211&type=chunk) - Including the effect of interest rate swaps, **88.7%** of total consolidated debt is fixed-rate, mitigating interest rate risk[206](index=206&type=chunk) - A **100 basis point** change in LIBOR would change annual interest expense on the **$162.0 million** of exposed variable-rate debt by approximately **$1.6 million**[208](index=208&type=chunk)[211](index=211&type=chunk) [Item 4. Controls and Procedures](index=39&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2021, with no material changes in internal control over financial reporting during the quarter - The CEO and CFO concluded that as of March 31, 2021, the Trust's disclosure controls and procedures are effective at a reasonable assurance level[212](index=212&type=chunk) - No changes in the Trust's internal control over financial reporting occurred during the quarter ended March 31, 2021, that have materially affected, or are reasonably likely to materially affect, the controls[213](index=213&type=chunk) Part II Other Information [Item 1. Legal Proceedings](index=39&type=section&id=Item%201.%20Legal%20Proceedings) The company is not currently a party to any legal proceedings expected to have a material effect on its business, financial condition, or results of operations - The company is not currently involved in any legal proceedings that are expected to have a material impact[215](index=215&type=chunk) [Item 1A. Risk Factors](index=39&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred from the risk factors previously disclosed in the company's 2020 Annual Report on Form 10-K/A - No material changes have occurred from the risk factors disclosed in the 2020 Annual Report[216](index=216&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=40&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the purchases of equity securities by the company during Q1 2021, primarily for employee withholding tax obligations and unit redemptions Issuer Purchases of Equity Securities (Q1 2021) | Period | Total Number of Shares (or Units) Purchased | Average Price Paid per Share (or Unit) | | :--- | :--- | :--- | | Jan 2021 | 131,110 | $ 17.96 | | Feb 2021 | 162,173 | $ 17.80 | | Mar 2021 | 64,809 | $ 17.14 | | **Total** | **358,092** | **$ 17.74** | - Purchases included the redemption of **116,110** Series A Preferred Units and repurchases of common shares to satisfy employee tax obligations for stock-based compensation[220](index=220&type=chunk) [Item 6. Exhibits](index=41&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications and Inline XBRL data files - Exhibits filed include CEO and CFO certifications under Sarbanes-Oxley Sections 302 and 906, and various Inline XBRL documents[222](index=222&type=chunk)

Financial Data and Key Metrics Changes - The company reported FFO as adjusted of $0.40 per share and blended same-store growth of 4.3% for Q1 2021 [27] - The Board declared a dividend of $0.30 per share, representing a payout ratio of approximately 88% for the first quarter [27] - Net debt to adjusted EBITDA was 5.4 times, in line with expectations, with a significant repayment of $1.45 billion of bonds maturing in 2023 and 2024 [28] Business Line Data and Key Metrics Changes - Life Science segment reported 8.5% same-store cash NOI growth, driven by rent escalators and higher occupancy [10] - Medical Office segment saw same-store cash NOI growth of 2.1%, with over 615,000 square feet of leases commenced in Q1 [12] - Continuing Care Retirement Communities (CCRC) experienced a negative 16.5% same-store cash NOI growth due to occupancy declines from COVID, but occupancy trends are improving [15] Market Data and Key Metrics Changes - The company closed on an additional $1 billion of rental senior housing sales, with a 2.6% cap rate on annualized trailing three-month NOI [16] - The Life Science market showed strong leasing activity, with 290,000 square feet of leases signed and another 310,000 under letter of intent [11] - Demand in South San Francisco remains robust, controlling nearly 50% of the landlord-owned lab inventory [20] Company Strategy and Development Direction - The company is focusing on strategic investments in its three core business segments and advancing densification opportunities [17] - A strong pipeline for additional off-market acquisitions is in place, with proprietary acquisitions of $422 million completed [7] - The company plans to increase its acquisition guidance to $700 million, reflecting a strong acquisition pipeline [36] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the operational progress and raised FFO guidance due to stronger-than-expected trends [8] - The effective vaccine rollout and a strong housing market are expected to support continued improvement in occupancy and performance [14] - Management noted that while there are uncertainties, the overall outlook for the Life Science and Medical Office segments remains positive [60][62] Other Important Information - The company is set to publish its tenth annual ESG report, highlighting its decade-long commitment to environmental, social, and governance initiatives [8] - The company has a significant land bank and densification pipeline that will create strong opportunities in well-positioned locations over the next decade [46] Q&A Session Summary Question: Update on lab space development and stabilized yield - Management indicated an 8% yield on the Callan Ridge project and a lower yield on the Nexus project, with strong demand expected [41][42] Question: Clarification on balance sheet and cash position - Management confirmed a strong cash position with about $800 million of acquisition capacity available [48] Question: Insights on acquisition pipeline and market conditions - Management noted strong competition in life science and medical office sectors but emphasized their relationship-driven acquisition strategy [51][52] Question: Discussion on early lease renewals and tenant credit quality - Most early renewals were driven by tenants needing more space rather than concerns over rising rents, with improved tenant credit quality noted [68][61] Question: CCRC occupancy trends and guidance - Management acknowledged a conservative outlook but noted positive occupancy trends and expense moderation [86][88] Question: Life science acquisition opportunities and market expansion - Management is actively exploring new markets but remains focused on their core markets due to competitive advantages [73][72]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |--------|-------|-----------------|--------------|------------- ...