Mr. Gundlach has been a key figure at First Eagle Investment Management, where he has served on the board since 2004. Bleichroeder was spun out from First Eagle after funds controlled by Blackstone and Corsair bought majority control in 2015, a transaction initiated by Mr. Gundlach. Earlier in his career, Mr. Gundlach held roles in the corporate finance and M&A departments at Morgan Stanley and J.P. Morgan. Mr. Gundlach earned a B.S in International Relations and Affairs and an M.S. from Georgetown Universi ...

TOLEDO, Ohio, July 29, 2024 /PRNewswire/ -- Welltower® Inc. (NYSE: WELL) has issued the following business update which can be found at: https://welltower.com/july2024-business-update 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, postacute providers, and health systems to fund the real estate infrastructure needed to scale innovative care ...

Recent Highlights Capital Activity and Liquidity Notable Portfolio Activity Announced Future Investment Activity Environmental, Social and Governance ("ESG") Pandemic Relief Funds: Our initial 2024 earnings guidance did not include the recognition of any pandemic relief funds which may be received during the year. During the six months ended June 30, 2024, we recognized approximately $2 million at our share related to Provider Relief Funds and similar programs in the United Kingdom and Canada. Our updated g ...

Core Insights - Analysts' projections for specific key metrics provide valuable insights beyond consensus earnings and revenue estimates [1] Revenue Estimates - 'Revenues- Rental income' is projected at $412.03 million, reflecting a year-over-year increase of +7.5% [2] - 'Revenues- Interest income' is expected to reach $65.30 million, indicating a significant change of +68.7% from the prior-year quarter [4] - 'Revenues- Other income' is estimated at $17.50 million, showing a decline of -79.1% from the year-ago quarter [7] - 'Revenues- Resident fees and services' is forecasted at $1.40 billion, representing a year-over-year increase of +21.2% [9] - Total revenues are anticipated to amount to $1.87 billion, exhibiting an increase of +12.5% compared to the year-ago quarter [5] Earnings Projections - The consensus EPS estimate for the upcoming quarter is $1 per share, indicating a year-over-year increase of +11.1% [5] - There has been no revision in the consensus EPS estimate over the past 30 days, suggesting stability in analysts' projections [3] Depreciation and Amortization - Analysts predict 'Depreciation and amortization' will reach $382.12 million, compared to $341.95 million from the previous year [10] Market Performance - Shares of Welltower have increased by +7.6% in the past month, contrasting with a -0.3% change in the Zacks S&P 500 composite [5] - Welltower holds a Zacks Rank 3 (Hold), indicating expectations to mirror overall market performance in the near future [5]

Core Viewpoint - Welltower Inc. has successfully closed a $1.035 billion offering of 3.125% exchangeable senior notes due 2029, reflecting strong demand and the full exercise of the initial purchasers' option to buy additional notes [1][2] Group 1: Offering Details - The offering consists of senior unsecured notes that will pay interest semi-annually at a rate of 3.125%, starting January 15, 2025, and maturing on July 15, 2029 [2] - The notes are guaranteed by Welltower on a senior unsecured basis, ensuring the company's commitment to the obligations [2] Group 2: Repurchase and Exchange Provisions - In the event of a fundamental change, noteholders may require Welltower OP to repurchase their notes at 100% of the principal amount plus accrued interest [3] - The notes are exchangeable under specific conditions, with an initial exchange rate of 7.8177 shares of common stock per $1,000 principal amount, equating to an exchange price of approximately $127.91 per share [7] Group 3: Use of Proceeds - The net proceeds from the offering will be utilized for general corporate purposes, including debt repayment and investments in healthcare and senior housing properties [4] Group 4: Company Overview - Welltower Inc. is a real estate investment trust (REIT) focused on transforming healthcare infrastructure, investing in seniors housing and post-acute care properties across high-growth markets in the U.S., Canada, and the U.K. [6]

Core Viewpoint - Welltower Inc. has announced a $900 million offering of 3.125% exchangeable senior notes due 2029, which has been upsized and is expected to close on July 11, 2024 [1] Group 1: Offering Details - The offering consists of $900 million aggregate principal amount of 3.125% exchangeable senior notes due 2029, with an option for initial purchasers to buy an additional $135 million [1] - The notes will be exchangeable under certain conditions, with an initial exchange rate of 7.8177 shares of common stock per $1,000 principal amount, equating to an exchange price of approximately $127.91 per share [2] - The notes will accrue interest at a rate of 3.125% per year, payable semi-annually, and will mature on July 15, 2029 [7] Group 2: Use of Proceeds - The estimated net proceeds from the offering are approximately $882.3 million, or $1,015.0 million if the option for additional notes is fully exercised, intended for general corporate purposes including debt repayment and investment in health care properties [9] Group 3: Redemption and Repurchase Conditions - Welltower OP may redeem the notes starting July 20, 2027, if the common stock price meets certain conditions [3] - In the event of a fundamental change, holders may require Welltower OP to repurchase their notes at 100% of the principal amount plus accrued interest [8]

Shares of Welltower Inc. (WELL) have gained 18.1% in the year-to-date period against the industry's decline of 6.8%. This Toledo, OH-based healthcare real estate investment trust (REIT) owns a well-diversified portfolio of healthcare real estate assets in the key markets of the United States, Canada and the U.K. Its portfoliorestructuring initiatives and capital-recycling activities have aided Welltower in riding the growth curve so far. A healthy balance sheet position will likely support its growth endeav ...

Group 1 - Welltower Inc. announced an offering of $750 million aggregate principal amount of exchangeable senior notes due 2029, with an option for initial purchasers to buy an additional $112.5 million [1][4] - The notes will be senior unsecured obligations, accruing interest payable semi-annually, and will be exchangeable into cash or shares of common stock at Welltower OP's election [4][6] - The net proceeds from the offering will be used for general corporate purposes, including debt repayment and investment in health care and seniors housing properties [8] Group 2 - Welltower is a real estate investment trust focused on transforming health care infrastructure, investing in seniors housing and post-acute communities across the U.S., Canada, and the U.K. [6] - The company aims to fund the real estate infrastructure necessary for innovative care delivery models to enhance wellness and health care experiences [6]

Financial Data and Key Metrics Changes - Welltower reported a net income attributable to common stockholders of $0.22 per diluted share and normalized funds from operations (FFO) of $1.01 per diluted share, representing an 18.8% year-over-year growth [41] - The company achieved nearly 19% year-over-year growth in FFO per share, with strong contributions from all business segments [6] - Total portfolio same-store net operating income (NOI) growth was 12.9% year-over-year [41] Business Line Data and Key Metrics Changes - The Senior Housing operating portfolio saw a 25.5% year-over-year same-store NOI increase, marking the sixth consecutive quarter of growth exceeding 20% [21] - The outpatient medical portfolio produced year-over-year same-store NOI growth of 2% for Q1 2024, with a retention rate exceeding 90% [20] - Same-store revenue growth for independent living and wellness housing portfolios was strong, while assisted living continued to outperform [11] Market Data and Key Metrics Changes - Same-store occupancy grew by 340 basis points year-over-year, with a reported same-store revenue per occupied room (RevPOR) growth of 4.8%, adjusted for Leap Year impact, the growth was 5.6% [8][9] - Revenue growth in Canada was 9.1%, while the U.S. and U.K. grew at 10.1% and 14.8%, respectively [22] - Overall same-store expenses increased by 5.7% year-over-year, with unit expenses (ExpPOR) up 0.4% [9][22] Company Strategy and Development Direction - The company aims to achieve significant regional density by focusing on granular transactions and partnerships with operators that deliver strong results [17][36] - Welltower is converting eight additional communities from triple-net to RIDEA, which is expected to enhance long-term earnings [13] - The capital markets environment is favorable for deploying capital, with $2.8 billion of investments closed or under contract across 23 transactions [14] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the demand-supply backdrop for Senior Housing, noting that new construction remains challenging [7] - The company is focused on improving customer and employee experiences, which are expected to drive financial performance [12][25] - Management acknowledged the uncertainty in the market and emphasized the importance of the upcoming summer leasing season [61] Other Important Information - The company raised $2.4 billion in gross proceeds through equity issuance to fund investment activities and extinguish approximately $1.5 billion of debt [47] - The updated full-year 2024 guidance for net income attributable to common stockholders is projected to be between $1.48 and $1.61 per diluted share [50] Q&A Session Summary Question: Guidance assumptions and peak leasing season indications - Management indicated that it is too early in the year to define annual results, emphasizing a healthy level of caution regarding market conditions [61] Question: Outlook for FAD growth and dividend policy - Management noted that FAD growth remains strong, and discussions regarding the dividend policy are ongoing, reflecting confidence in cash flow recovery [63][65] Question: Acquisitions and yield expectations - Management stated that the $2.6 billion in closed or under contract transactions is entirely focused on Senior Housing and Wellness Housing, with yield expectations similar to previous quarters [68][69] Question: Senior housing operators' rent increase strategies - Management reported that there has been no pushback on rent increases, with strong demand supporting the value proposition [72] Question: Investments in analytics and operations team - Management highlighted ongoing investments in operational efficiency and analytics capabilities to enhance capital deployment opportunities [74][85] Question: Performance of the Cogir, PLR portfolio in Canada - Management expressed satisfaction with the performance of the Cogir partnership, indicating strong expectations for the portfolio [87] Question: Managing potential risks and market conditions - Management acknowledged the challenges in the industry, emphasizing the importance of maintaining a strong balance sheet and focusing on long-term value creation [99][103]

PART I. FINANCIAL INFORMATION [Financial Statements (Unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) For the first quarter ended March 31, 2024, Welltower reported total revenues of **$1.86 billion**, a significant increase from **$1.56 billion** in the prior-year period, with net income attributable to common stockholders rising to **$127.1 million** ($0.22 per diluted share) from **$25.7 million** ($0.05 per diluted share) year-over-year [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) As of March 31, 2024, total assets were **$44.55 billion**, a slight increase from **$44.01 billion** at year-end 2023, while total liabilities decreased significantly to **$16.01 billion** from **$17.64 billion**, primarily due to a reduction in senior unsecured notes Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2024 | December 31, 2023 | | :--- | :--- | :--- | | **Assets** | | | | Net real estate investments | $38,757,448 | $38,775,913 | | Cash and cash equivalents | $2,388,488 | $1,993,646 | | **Total assets** | **$44,553,585** | **$44,012,166** | | **Liabilities & Equity** | | | | Senior unsecured notes | $12,171,913 | $13,552,222 | | **Total liabilities** | **$16,005,677** | **$17,640,439** | | **Total equity** | **$28,246,993** | **$26,081,122** | [Consolidated Statements of Comprehensive Income](index=4&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) For the three months ended March 31, 2024, total revenues increased by **19.2%** year-over-year to **$1.86 billion**, driven by strong growth in resident fees and services, with net income attributable to common stockholders surging to **$127.1 million** from **$25.7 million** in the same period of 2023 Q1 2024 Statement of Comprehensive Income Highlights (in thousands, except per share data) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | Total revenues | $1,859,741 | $1,560,729 | | Net income | $131,634 | $28,635 | | Net income attributable to common stockholders | $127,146 | $25,673 | | Diluted EPS | $0.22 | $0.05 | | Dividends declared per common share | $0.61 | $0.61 | [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the first quarter of 2024, net cash from operating activities was **$406.8 million**, up from **$376.1 million** in Q1 2023, while net cash used in investing activities decreased to **$580.9 million** from **$932.8 million**, reflecting lower acquisition spending Consolidated Cash Flow Summary (in thousands) | Cash Flow Activity | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | Net cash from operating activities | $406,806 | $376,058 | | Net cash used in investing activities | ($580,931) | ($932,837) | | Net cash from financing activities | $578,567 | $470,470 | | **Increase (decrease) in cash** | **$402,252** | **($83,496)** | [Notes to Unaudited Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) The notes detail the company's business as a healthcare infrastructure REIT, its accounting policies, and significant activities during the quarter, including real property acquisitions totaling **$82.2 million** and dispositions generating **$44.8 million** in cash proceeds - Welltower is a REIT focused on healthcare infrastructure, with properties in the U.S., Canada, and the U.K., primarily consisting of seniors housing, post-acute communities, and outpatient medical properties[15](index=15&type=chunk) - In Q1 2024, the company invested **$427.0 million** in real property, including **$62.8 million** for acquisitions and **$231.8 million** for construction in progress[21](index=21&type=chunk) - During Q1 2024, the company recorded total impairment charges of **$43.3 million**, primarily related to Seniors Housing Operating properties classified as held for sale or held for use[27](index=27&type=chunk) - The company's Seniors Housing Operating segment generated the highest consolidated NOI of **$347.4 million** for Q1 2024, followed by the Triple-net segment with **$258.9 million**[98](index=98&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=26&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the strong Q1 2024 performance to robust growth in the Seniors Housing Operating segment, which saw a **37%** increase in Net Operating Income (NOI) year-over-year, driven by rising occupancy and rental rates [Executive Summary](index=27&type=section&id=Executive%20Summary) Welltower, a healthcare infrastructure REIT, reported strong Q1 2024 results driven by its Seniors Housing Operating portfolio, which constitutes **46.8%** of its consolidated NOI, with key activities including raising **$2.4 billion** in equity and repaying **$1.35 billion** of senior unsecured notes - The company's primary objectives are to protect stockholder capital, enhance value, and pay consistent cash dividends through diversified investments in seniors housing and health care real estate[123](index=123&type=chunk) Key Performance Indicators | Metric | Q1 2024 | Q1 2023 | | :--- | :--- | :--- | | NICS (in thousands) | $127,146 | $25,673 | | FFO (in thousands) | $556,703 | $386,062 | | NOI (in thousands) | $762,828 | $602,976 | | Net debt to book capitalization | 29% | 40% | | Interest coverage ratio | 4.29x | 3.44x | - During Q1 2024, the company sold **26.6 million** shares under its ATM programs for gross proceeds of approximately **$2.4 billion** and repaid **$1.35 billion** of senior unsecured notes[132](index=132&type=chunk) [Liquidity and Capital Resources](index=31&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position with primary cash sources from operations, equity issuances, and borrowings, with cash and equivalents standing at **$2.48 billion** and **$4.0 billion** available under its unsecured revolving credit facility as of March 31, 2024 - Primary sources of cash include resident fees, rent, interest receipts, and proceeds from debt and equity issuances, while primary uses include dividend distributions, debt service, and real property investments[143](index=143&type=chunk) Contractual Obligations Summary (as of March 31, 2024, in thousands) | Obligation Type | Total | 2024 | 2025-2026 | 2027-2028 | Thereafter | | :--- | :--- | :--- | :--- | :--- | :--- | | Senior unsecured notes & term facilities | $12,328,089 | $0 | $1,960,000 | $4,385,299 | $5,981,850 | | Secured debt (Consolidated) | $2,070,776 | $307,236 | $532,136 | $312,147 | $919,257 | | Purchase obligations | $1,103,007 | $799,951 | $291,535 | $7,792 | $3,729 | | **Total Contractual Obligations** | **$21,883,508** | **$1,747,742** | **$4,420,059** | **$5,647,237** | **$10,068,470** | - The company maintains an active ATM Program, with **$936 million** of remaining capacity as of April 26, 2024, to fund investments and repay borrowings[153](index=153&type=chunk) [Results of Operations](index=34&type=section&id=Results%20of%20Operations) Overall operating results for Q1 2024 showed significant year-over-year growth, with Net Income increasing **360%** to **$131.6 million** and FFO increasing **44%** to **$556.7 million**, primarily driven by the Seniors Housing Operating segment Q1 2024 vs Q1 2023 Performance Summary | Metric | Q1 2024 | Q1 2023 | % Change | | :--- | :--- | :--- | :--- | | Net income (in thousands) | $131,634 | $28,635 | 360% | | FFO (in thousands) | $556,703 | $386,062 | 44% | | NOI (in thousands) | $762,828 | $602,976 | 27% | | SSNOI (in thousands) | $537,581 | $477,990 | 12% | | Diluted FFO per share | $0.96 | $0.78 | 23% | - The Seniors Housing Operating segment's NOI increased by **37%** to **$347.4 million**, driven by a **20%** rise in resident fees and services, with average occupancy for this segment increasing to **82.5%** in Q1 2024 from **79.0%** in Q1 2023[158](index=158&type=chunk)[159](index=159&type=chunk) - The Triple-net segment's NOI grew **14%** to **$258.9 million**, supported by a **10%** increase in rental income from acquisitions and rent escalators, though partially offset by a **$9.4 million** write-off of straight-line rent receivables[165](index=165&type=chunk)[167](index=167&type=chunk) - The Outpatient Medical segment's NOI increased by **8%** to **$136.7 million**, due to acquisitions, construction conversions, and positive leasing activity[171](index=171&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=48&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Welltower is exposed to market risks from changes in interest rates and foreign currency exchange rates, which it manages through matching investment terms with long-term fixed-rate debt and using derivatives - The company is exposed to interest rate risk and foreign currency exchange rate risk from its operations and capital structure[196](index=196&type=chunk) - A hypothetical **1%** increase in interest rates would increase annual interest expense on variable-rate debt by **$11.7 million** as of March 31, 2024[199](index=199&type=chunk) - A hypothetical **10%** change in CAD or GBP exchange rates would impact annualized net income by less than **$19 million**, after accounting for existing hedges[200](index=200&type=chunk) [Controls and Procedures](index=49&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures as of March 31, 2024, concluding that these controls are effective in ensuring timely and accurate reporting - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by the report[201](index=201&type=chunk) - No material changes were made to the internal control over financial reporting during the first quarter of 2024[201](index=201&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=50&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal proceedings that arise in the ordinary course of business, which management does not believe will have a material adverse effect on the company's financial condition or results of operations - Management asserts that pending legal proceedings are not expected to have a material adverse effect on the company's financial condition or results[203](index=203&type=chunk) [Risk Factors](index=50&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2023 - No material changes from the risk factors identified in the Annual Report on Form 10-K for the year ended December 31, 2023, have been reported[204](index=204&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=50&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During the first quarter of 2024, the company acquired **36,437** shares of its common stock from employees to satisfy tax withholding obligations related to vested restricted stock awards, and did not repurchase any shares under its **$3.0 billion** stock repurchase program - The company acquired **36,437** shares from employees for tax withholding purposes at an average price of **$89.63** per share[205](index=205&type=chunk)[206](index=206&type=chunk) - No shares were repurchased under the company's **$3.0 billion** stock repurchase program during the three months ended March 31, 2024[207](index=207&type=chunk) [Exhibits](index=51&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including compensatory plan agreements, CEO and CFO certifications as required by the Sarbanes-Oxley Act, and XBRL data files - The report includes certifications from the CEO and CFO pursuant to Rule 13a-14(a)/15d-14(a) and Section 1350 of the U.S. Code[211](index=211&type=chunk) - Various long-term incentive program agreements and forms are filed as exhibits[211](index=211&type=chunk)