Corporate Structure and Strategy - Healthpeak Properties, Inc. completed its corporate reorganization into an umbrella partnership REIT (UPREIT) on February 10, 2023[158]. - The company focuses on three core asset classes: lab, outpatient medical, and continuing care retirement community (CCRC) real estate to provide stability[166]. - Healthpeak's strategy includes partnerships with leading pharmaceutical and biotechnology companies to enhance property management and tenant retention[176]. - The company is continuously monitoring macroeconomic conditions, including inflation and labor shortages, to adapt its operations and financial position accordingly[174]. Financial Performance - As of June 30, 2023, Healthpeak's portfolio consisted of interests in 475 properties, with total adjusted net operating income (NOI) of $299.49 million[168]. - The lab segment generated an NOI of $154.495 million, accounting for 51.6% of the total portfolio, while outpatient medical contributed $111.513 million (37.2%) and CCRC contributed $27.848 million (9.3%)[168]. - For the first half of 2023, net income applicable to common shares was $169,449, an increase of $31,756 from the same period in 2022[196]. - Nareit FFO for the first half of 2023 decreased to $473,513, down by $6,070 compared to the first half of 2022[196]. - AFFO for the first half of 2023 increased to $428,509, up by $30,884 from the same period in 2022[196]. - The increase in AFFO was primarily due to lower AFFO capital expenditures during the period[198]. - The company experienced an increase in NOI from lab and outpatient medical segments due to new leasing activity and development projects[195]. Revenue and Expenses - Rental and related revenues for Q2 2023 were $176,479 million, an increase of 5.4% from $167,433 million in Q2 2022[201]. - Adjusted NOI for Q2 2023 was $120,701 million, reflecting a 3.8% increase compared to $116,290 million in Q2 2022[201]. - Operating expenses for Q2 2023 were $45,164 million, an increase of 11.6% from $40,481 million in Q2 2022[201]. - General and administrative expenses increased to $25,936,000 in Q2 2023, compared to $24,781,000 in Q2 2022, an increase of 4.6%[234]. - Interest expense rose to $49,074,000 in Q2 2023, up from $41,867,000 in Q2 2022, reflecting an increase of 16.5%[234]. - Depreciation and amortization expense increased to $197,573,000 in Q2 2023 from $180,489,000 in Q2 2022, a rise of 9.3%[234]. Capital Structure and Debt - Total debt increased by $71 million to $6.6 billion as of June 30, 2023, primarily due to the issuance of $750 million in senior unsecured notes[251]. - The company had $5.4 billion in senior unsecured notes and $329 million outstanding under its commercial paper program as of June 30, 2023[251]. - Approximately 95% of consolidated debt was fixed rate as of June 30, 2023, with a weighted average interest rate of 3.70%[263]. - The company has $1.5 billion available for sale under its At-The-Market Program as of June 30, 2023[268][269]. - The company anticipates that cash flow from operations and available cash balances will be adequate for funding operating expenses and meeting debt service requirements for the next 12 months[247]. Shareholder Returns and Equity - The company declared cash dividends of $0.30 per share on February 1, April 27, and July 27, 2023[179]. - The company has a Share Repurchase Program with an aggregate purchase price of up to $500 million, with $444 million remaining available for repurchase as of June 30, 2023[273]. - The company established a new at-the-market equity offering program allowing for the sale of shares with an aggregate gross sales price of up to $1.5 billion[268]. - As of June 30, 2023, equity totaled $7.1 billion, with a market value of equity securities at $11.1 billion[267]. Market Conditions and Risks - Rising interest rates and high inflation have increased costs and limited capital availability, impacting the financial performance of tenants and operators[172]. - A one percentage point increase in interest rates would decrease the fair value of fixed rate debt by approximately $248 million[283]. - The company’s long-term credit ratings are Baa1 from Moody's and BBB+ from S&P Global as of July 26, 2023[249].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 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 001-08895 Healthpeak Properties, Inc. (Exact name of registrant as specified in its charter) (State or other juris ...

Financial Performance - As of December 31, 2022, the total portfolio adjusted NOI was $1,106,263, with life science contributing 50% ($552,533), medical office 39% ($432,969), CCRC 9% ($103,841), and other non-reportable segments 2% ($16,920) across 480 properties[20]. - The company reported a net income applicable to common shares of $497.8 million for the year ended December 31, 2022, compared to $502.3 million in 2021[289]. - The company achieved Nareit FFO applicable to common shares of $895.2 million in 2022, an increase from $604.7 million in 2021[289]. - Total revenues for the year ended December 31, 2022, increased to $2,061,178,000, up from $1,896,184,000 in 2021, representing a growth of approximately 8.7%[314]. - Rental and related revenues rose to $1,541,775,000 in 2022, compared to $1,378,384,000 in 2021, marking an increase of about 11.8%[314]. - Net income attributable to Healthpeak Properties, Inc. for 2022 was $500,449,000, slightly down from $505,540,000 in 2021, reflecting a decrease of approximately 0.2%[314]. - The total comprehensive income for 2022 was $547,705,000, compared to $526,468,000 in 2021, reflecting an increase of about 4.0%[315]. - The company’s cash and cash equivalents decreased to $72,032,000 in 2022 from $158,287,000 in 2021, a decline of approximately 54.5%[313]. - The company reported a basic earnings per share of $0.92 for continuing operations in 2022, compared to $0.22 in 2021, showing a significant increase[314]. - The company’s interest expense for 2022 was $172,944,000, an increase from $157,980,000 in 2021, representing a rise of approximately 9.5%[314]. - The company reported acquisitions of real estate totaling $178,133,000 in 2022, significantly lower than $1,483,026,000 in 2021[323]. - Proceeds from sales of real estate in 2022 were $47,885,000, a sharp decline from $2,399,120,000 in 2021[323]. Corporate Structure and Strategy - The company is undergoing a corporate reorganization into a new holding company structure known as UPREIT, with the merger expected to be effective on February 10, 2023[22][23]. - The company expects to achieve external growth through acquisitions, development, and redevelopment, leveraging its relationships with healthcare operators and institutional investors[31]. - The company plans to convert from a Maryland corporation to a Maryland limited liability company named Healthpeak OP immediately following the merger[328]. - The company entered into a Merger Agreement on February 7, 2023, to reorganize into an Umbrella Partnership Real Estate Investment Trust (UPREIT) structure[326]. - The merger is expected to be effective as of February 10, 2023, with no requirement for stockholder approval[327]. Investment and Financing - The company maintains a strong investment-grade balance sheet with ample liquidity and long-term fixed-rate debt financing to reduce exposure to interest rate volatility[27]. - The company may also provide real estate secured financing or invest in equity or debt securities of healthcare operators, enhancing its investment strategies[29]. - The company had $142 million of variable rate mortgage debt swapped to fixed through interest rate swap instruments as of December 31, 2022[279]. - The company maintained approximately 85% of its consolidated debt as fixed rate debt as of December 31, 2022[279]. - The company had equity totaling $7.2 billion and a market value of equity securities of $13.9 billion as of December 31, 2022[280]. - Borrowings under bank line of credit and commercial paper amounted to $15,882,153,000 in 2022, compared to $16,821,450,000 in 2021[323]. Employee and Culture - The company emphasizes a people-first culture to attract and retain top talent, aiming to create an industry-leading platform for asset management[27]. - As of December 31, 2022, the company had 199 full-time employees, with a workforce comprising 46% female and 37% racially or ethnically diverse employees[67]. Regulatory and Compliance - The company is subject to extensive healthcare laws and regulations, which could impact the operations and financial condition of its tenants and operators[49]. - Compliance with privacy laws such as HIPAA is critical, and failure to protect health information could lead to civil or criminal liability[53]. - The company’s entrance fee communities are subject to significant state regulatory oversight, impacting financial conditions and resident rights[57]. - Revenue sources for tenants include governmental healthcare programs like Medicare and Medicaid, which are subject to regulatory changes that could affect reimbursement rates[54]. Sustainability and ESG Initiatives - The company is committed to sustainability and ESG initiatives, with a focus on reducing its carbon footprint and enhancing stakeholder value[63]. - The company received a Green Star rating from GRESB for the eleventh consecutive year, recognizing top ESG performance in its sector[67]. - The company regularly assesses risks posed by climate change and works with property managers to implement mitigation projects[64]. Real Estate and Asset Management - The life science properties are primarily located in San Francisco (49%), San Diego (24%), and Boston (24%), with 92% of these properties being triple-net leased[35]. - The medical office segment includes approximately 87% of properties located on or adjacent to hospital campuses, with 98% affiliated with hospital systems, and 65% of these properties were triple-net leased as of December 31, 2022[37]. - The management agreements for CCRCs have original terms ranging from 10 to 15 years, with provisions for base and incentive management fees based on operating results[42]. - The company has investments in an unconsolidated joint venture with a sovereign wealth fund that owns 19 senior housing assets[45]. - The properties in the joint venture include independent living and assisted living facilities, catering to different segments of the elderly population[46]. - The company’s reportable segments include life science, medical office, and CCRC, reflecting how it evaluates its business and allocates resources[386]. Market and Competitive Landscape - The healthcare real estate investment trust (REIT) faces significant competition from other REITs, private equity investors, and institutional investors, which may impact its ability to capitalize on opportunities[47]. Impairment and Valuation - The company’s evaluation of impairment of real estate assets involves significant judgment regarding future undiscounted cash flows and market conditions[2]. - The Company assesses the carrying value of real estate assets for impairment by comparing expected future undiscounted cash flows to the carrying value, recognizing impairment losses when carrying value exceeds fair value[364]. - The Company recognizes an allowance for credit losses at inception of a finance receivable, based on historical experience and future market expectations[353].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 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 001-08895 Healthpeak Properties, Inc. (Exact name of registrant as specified in its charter) (State or other j ...

PART I. FINANCIAL INFORMATION [Item 1. Financial Statements (Unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section presents Healthpeak Properties' unaudited consolidated financial statements for Q2 and H1 2022, encompassing balance sheets, income statements, and cash flows [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) Total assets increased slightly to **$15.32 billion** while total liabilities rose to **$8.36 billion**, leading to a decrease in total equity to **$6.84 billion** Consolidated Balance Sheet Summary (in thousands) | Balance Sheet Item | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Total Assets** | **$15,318,203** | **$15,257,519** | | Net Real Estate | $12,873,628 | $12,667,429 | | Cash and Cash Equivalents | $73,013 | $158,287 | | **Total Liabilities** | **$8,361,938** | **$8,111,415** | | Bank Line of Credit and Commercial Paper | $1,448,569 | $1,165,975 | | Senior Unsecured Notes | $4,655,852 | $4,651,933 | | **Total Equity** | **$6,840,388** | **$7,058,760** | [Consolidated Statements of Operations](index=4&type=section&id=Consolidated%20Statements%20of%20Operations) Q2 2022 total revenues increased to **$517.9 million**, but net income attributable to Healthpeak significantly decreased to **$68.3 million** due to lower real estate sale gains Q2 2022 vs Q2 2021 Performance (in thousands, except per share data) | Metric | Q2 2022 | Q2 2021 | | :--- | :--- | :--- | | Total Revenues | $517,932 | $476,238 | | Net Income (loss) | $72,293 | $282,025 | | Net Income (loss) attributable to Healthpeak | $68,338 | $276,280 | | Diluted EPS | $0.13 | $0.51 | Six Months 2022 vs 2021 Performance (in thousands, except per share data) | Metric | H1 2022 | H1 2021 | | :--- | :--- | :--- | | Total Revenues | $1,016,304 | $931,514 | | Net Income (loss) | $147,636 | $431,448 | | Net Income (loss) attributable to Healthpeak | $139,951 | $422,068 | | Diluted EPS | $0.26 | $0.78 | [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operating activities increased to **$449.7 million**, while investing activities shifted to a **$461.1 million** use, and financing activities decreased to a **$72.1 million** use Cash Flow Summary for Six Months Ended June 30 (in thousands) | Cash Flow Activity | 2022 | 2021 | | :--- | :--- | :--- | | Net Cash from Operating Activities | $449,668 | $359,594 | | Net Cash from Investing Activities | $(461,136) | $1,712,296 | | Net Cash from Financing Activities | $(72,082) | $(2,009,272) | | **Net (Decrease) Increase in Cash** | **$(83,550)** | **$62,618** | [Notes to the Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) These notes detail Healthpeak's accounting policies, business segments (life science, medical office, CCRC), significant real estate transactions, debt structure, and equity programs - Healthpeak is a REIT focused on U.S. healthcare real estate across **life science, medical office, and CCRC** segments[16](index=16&type=chunk) - The company completed the disposition of its senior housing portfolios in September 2021, classifying them as discontinued operations[25](index=25&type=chunk)[46](index=46&type=chunk) - In H1 2022, the company acquired **$165 million** in life science and medical office properties and sold properties for **$109 million**, including its last direct financing lease hospital[28](index=28&type=chunk)[29](index=29&type=chunk)[30](index=30&type=chunk)[34](index=34&type=chunk)[59](index=59&type=chunk) - As of June 30, 2022, **$1.45 billion** was outstanding under the Commercial Paper Program and **$4.7 billion** in senior unsecured notes, with all debt covenants in compliance[93](index=93&type=chunk)[95](index=95&type=chunk)[92](index=92&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=38&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial performance, strategic focus on life science, medical office, and CCRC properties, market trends, and non-GAAP measures like FFO and Adjusted NOI [Executive Summary and Strategy](index=40&type=section&id=Executive%20Summary%20and%20Strategy) Healthpeak, an S&P 500 REIT, focuses on life science, medical office, and CCRC properties, leveraging a strong balance sheet and strategic partnerships after exiting senior housing - The company completed its strategic shift to focus on **life science, medical office, and CCRC** asset classes after disposing of senior housing portfolios[177](index=177&type=chunk)[178](index=178&type=chunk) Portfolio Mix by Adjusted NOI (Q2 2022) | Segment | Adjusted NOI ($ thousands) | % of Total | Number of Properties | | :--- | :--- | :--- | :--- | | Life science | $137,422 | 50% | 149 | | Medical office | $107,281 | 39% | 298 | | CCRC | $23,292 | 9% | 15 | | Other non-reportable | $4,119 | 2% | 19 | | **Totals** | **$272,114** | **100%** | **481** | [Results of Operations](index=43&type=section&id=Results%20of%20Operations) Q2 2022 net income decreased to **$68.1 million** due to lower asset sale gains, while FFO as Adjusted increased to **$236.5 million**, reflecting stronger core operational performance Q2 Performance Summary (in thousands) | Metric | Q2 2022 | Q2 2021 | Change | | :--- | :--- | :--- | :--- | | Net income applicable to common shares | $68,057 | $275,993 | $(207,936) | | Nareit FFO | $236,154 | $149,671 | $86,483 | | FFO as Adjusted | $236,478 | $217,242 | $19,236 | | AFFO | $195,595 | $189,038 | $6,557 | H1 Performance Summary (in thousands) | Metric | H1 2022 | H1 2021 | Change | | :--- | :--- | :--- | :--- | | Net income applicable to common shares | $137,693 | $419,336 | $(281,643) | | Nareit FFO | $479,583 | $189,905 | $289,678 | | FFO as Adjusted | $471,295 | $432,635 | $38,660 | | AFFO | $397,625 | $373,839 | $23,786 | [Segment Analysis](index=48&type=section&id=Segment%20Analysis) In Q2 2022, Life Science and Medical Office segments showed positive Same-Store Adjusted NOI growth, while CCRC's Adjusted NOI decreased due to higher labor costs - **Life Science:** Q2 Same-Store Adjusted NOI grew **4.3%** year-over-year, driven by rent escalations, higher occupancy (**98.8%**), and new leasing[216](index=216&type=chunk)[218](index=218&type=chunk)[219](index=219&type=chunk) - **Medical Office:** Q2 Same-Store Adjusted NOI increased **4.5%** year-over-year, attributed to mark-to-market lease renewals, higher occupancy, and annual rent escalations[225](index=225&type=chunk)[228](index=228&type=chunk) - **CCRC:** Q2 Same-Store Adjusted NOI decreased **2.1%** year-over-year, as higher labor costs offset increased occupancy (**81.1%**) and resident fees[233](index=233&type=chunk)[234](index=234&type=chunk)[235](index=235&type=chunk) [Liquidity and Capital Resources](index=57&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity through operating cash flow and financing activities, with **$6.5 billion** in debt requirements and a new **$500 million** share repurchase program - The company maintains strong liquidity through operating cash flow, its Revolving Facility, commercial paper program, and ATM program[252](index=252&type=chunk)[253](index=253&type=chunk) - Material cash requirements for debt increased by **$284 million** to **$6.5 billion** since year-end 2021, primarily due to increased commercial paper borrowings[256](index=256&type=chunk) - A new **$500 million** share repurchase program was approved on August 1, 2022, expiring in August 2024[274](index=274&type=chunk) - As of June 30, 2022, **9.1 million** shares remained outstanding under ATM forward contracts, with **$1.18 billion** of capacity remaining under the ATM program[271](index=271&type=chunk)[272](index=272&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=63&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate fluctuations on variable rate debt, managed with derivatives, with a 1% rate increase impacting annual interest expense by **$15 million** - The company's main market risk is interest rate fluctuations on its variable rate debt, including the commercial paper program and certain mortgage debt[282](index=282&type=chunk)[284](index=284&type=chunk)[285](index=285&type=chunk) - A **1%** increase in interest rates would increase annual interest expense by approximately **$15 million** on variable rate debt and decrease fixed-rate debt fair value by about **$242 million**[285](index=285&type=chunk) - The company uses interest rate swaps to mitigate risk; as of June 30, 2022, **$142 million** of variable rate debt was swapped to a fixed rate[284](index=284&type=chunk) [Controls and Procedures](index=64&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2022, with no material changes to internal control over financial reporting - The Principal Executive Officer and Principal Financial Officer concluded that the company's disclosure controls and procedures were effective as of June 30, 2022[288](index=288&type=chunk) - No material changes were made to the internal control over financial reporting during Q2 2022[289](index=289&type=chunk) PART II. OTHER INFORMATION [Item 1A. Risk Factors](index=65&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the risk factors previously disclosed in the company's 2021 Annual Report on Form 10-K were identified - There are no material changes to the risk factors from the company's 2021 Annual Report on Form 10-K[292](index=292&type=chunk) [Item 5. Other Information](index=65&type=section&id=Item%205.%20Other%20Information) The Board of Directors updated the Executive Severance Plan and Executive Change in Control Severance Plan on July 28, 2022, revising termination definitions and severance multiples - The Executive Severance Plan was updated to include termination for "good reason" by a Named Executive Officer as a qualifying event for severance[297](index=297&type=chunk) - The Executive Change in Control Severance Plan was updated to increase severance multiples for the President and Chief Investment Officer (to **2.75x**) and for the CFO, COO, and CLO (to **2.5x**)[300](index=300&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 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 001-08895 Healthpeak Properties, Inc. (Exact name of registrant as specified in its charter) (State or other juris ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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 001-08895 Healthpeak Properties, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdicti ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-08895 Healthpeak Properties, Inc. (Exact name of registrant as specified in its charter) (State or other j ...

For the quarterly period ended June 30, 2021 or Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. (State or other jurisdiction of incorporation or organization) Maryland 33-0091377 (I.R.S. Employer Identification No.) 5050 South Syracuse Street, Suite 800 Denver, CO 80 ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended March 31, 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 001-08895 Healthpeak Properties, Inc. (Exact name of registrant as specified in its charter) (State or other juri ...