Welltower Reports Fourth Quarter 2025 Results
Rhea-AI Summary
Welltower (NYSE:WELL) reported Q4 2025 results and 2025 annual highlights on Feb 10, 2026. Key metrics: normalized FFO of $1.45 per diluted share in Q4 (+28.3% YoY); net income of $0.14 per diluted share in Q4; full-year normalized FFO of $5.29 (+22.5% YoY). Portfolio SSNOI grew 15.0% YoY, led by Seniors Housing Operating at 20.4%. Net debt/Adjusted EBITDA was 3.03x; available liquidity ~$10.2B. Board declared quarterly dividend of $0.74 per share.
Positive
- Normalized FFO +22.5% for full year to $5.29 per share
- Q4 normalized FFO +28.3% to $1.45 per share
- Total portfolio SSNOI growth of 15.0% YoY
- Completed $13.9B pro rata gross investments in Q4
- Closed Seniors Housing Fund I with ~$2.5B equity commitments
- Available liquidity approximately $10.2B
Negative
- Pro rata dispositions of $6.1B in Q4 including early OM and skilled nursing sales
- Net income per share remains modest at $0.14 in Q4 versus normalized FFO
- Blended portfolio occupancy for the U.K. acquisition positioned in the high 70s
News Market Reaction
On the day this news was published, WELL gained 1.82%, reflecting a mild positive market reaction. Argus tracked a peak move of +10.3% during that session. Our momentum scanner triggered 26 alerts that day, indicating elevated trading interest and price volatility. This price movement added approximately $2.61B to the company's valuation, bringing the market cap to $145.93B at that time.
Data tracked by StockTitan Argus on the day of publication.
Key Figures
Market Reality Check
Peers on Argus
WELL is up 0.68% while key healthcare REIT peers are mixed: VTR (-0.79%), CTRE (-1.06%), but DOC (0.12%), OHI (0.16%), and AHR (1.42%) are modestly higher. The dispersion and absence of momentum flags indicate a stock-specific reaction to WELL’s earnings rather than a broad sector move.
Previous Earnings Reports
| Date | Event | Sentiment | Move | Catalyst |
|---|---|---|---|---|
| Oct 27 | Q3 2025 earnings | Positive | +2.6% | Strong Q3 FFO and SSNOI growth with raised full‑year guidance. |
| Jul 28 | Q2 2025 earnings | Positive | +4.8% | Robust Q2 FFO growth, double‑digit SSNOI, dividend increase, guidance raise. |
| Apr 28 | Q1 2025 earnings | Positive | +1.6% | Q1 FFO and NOI strength with improved leverage and higher outlook. |
| Feb 11 | Q4 2024 earnings | Positive | +2.2% | Strong Q4 2024 NOI growth and dividend increase with upbeat 2025 guide. |
| Oct 28 | Q3 2024 earnings | Positive | +5.2% | Q3 2024 double‑digit NOI gains, seniors housing strength and guidance raise. |
Recent earnings releases have consistently shown strong NOI and FFO growth with positive share price reactions, indicating a pattern of constructive market response to WELL’s financial updates.
Across the last five earnings reports from Oct 2024 through Oct 2025, Welltower has repeatedly posted double‑digit same‑store NOI growth and rising normalized FFO per share, driven largely by Seniors Housing Operating strength and active investment activity. Price reactions to these reports ranged from modest to strong gains, suggesting investors have rewarded execution on growth and balance sheet improvement. Today’s Q4 2025 and full‑year 2025 results fit into this trend of operational outperformance and portfolio scaling.
Historical Comparison
In the past five earnings releases, WELL’s average next‑day move was about 3.29%, typically positive on stronger FFO and NOI. Today’s 0.68% gain is more muted but directionally consistent with that history.
Same‑tag earnings events show a steady pattern of rising normalized FFO, double‑digit same‑store NOI growth, and periodic dividend increases, supported by expanding seniors housing exposure and improving leverage metrics.
Market Pulse Summary
This announcement details another period of strong growth, with Q4 2025 normalized FFO of $1.45 per share, total same‑store NOI up 15.0%, and significant capital deployment and recycling. The company ended the year with Net Debt to Adjusted EBITDA of 3.03x and $10.2 billion of liquidity, alongside a quarterly dividend of $0.74 per share. Investors may watch how 2026 guidance for SSNOI, disposition pacing, and development funding compares to prior years’ earnings-driven momentum.
Key Terms
normalized funds from operations financial
same store noi financial
revenue per occupied room financial
net debt to adjusted ebitda financial
senior unsecured notes financial
triple-net lease financial
ebitda financial
AI-generated analysis. Not financial advice.
Fourth Quarter and Other Recent Highlights
- Reported net income attributable to common stockholders of
per diluted share$0.14 - Reported quarterly normalized funds from operations attributable to common stockholders of
per diluted share, an increase of$1.45 28.3% over the prior year - Reported total portfolio year-over-year same store NOI ("SSNOI") growth of
15.0% , driven by SSNOI growth in our Seniors Housing Operating ("SHO") portfolio of20.4% - SHO portfolio organic same store revenue growth increased
9.6% year-over-year in the fourth quarter, resulting from 400 basis points ("bps") of average occupancy growth and4.7% growth in Revenue Per Occupied Room ("RevPOR"); SSNOI margin expanded by 270 bps year-over-year - During the fourth quarter, we completed
of pro rata gross investments, which included the closing of all previously announced acquisitions in the$13.9 billion U.K. - Additionally, we completed
of pro rata dispositions and loan payoffs during the fourth quarter, with volume and pace of activity exceeding prior expectations. Pro rata property dispositions of$7.5 billion included the earlier-than-anticipated sale of the first three tranches of the previously announced Outpatient Medical ("OM") real estate portfolio in addition to the previously unannounced sale of skilled nursing properties. We also received$6.1 billion in loan repayment proceeds$1.4 billion - Subsequent to year end, we have closed or are under contract to close newly announced pro rata gross investments, exclusive of development funding of
$5.7 billion - During the fourth quarter, we closed our inaugural private fund vehicle, Seniors Housing Fund I, securing approximately
of total equity commitments. Additionally, during the fourth quarter we launched Seniors Housing Debt Fund I$2.5 billion - As of December 31, 2025, reported Net Debt to Adjusted EBITDA of 3.03x and approximately
of available liquidity inclusive of$10.2 billion of available cash and restricted cash and full capacity under our$5.2 billion line of credit$5.0 billion - Expanded the previously announced 10 Year Executive Continuity and Alignment Program to include seven Executive Vice Presidents of Welltower who have agreed to a reduced annual salary and a single, long-term equity-based incentive award which is
75% performance-based. In addition to the five named executive officers of Welltower, the "all-in" incentive structure now encompasses 12 leaders who will receive no additional compensation, beyond a reduced annual base salary and one-time equity-based incentive award
2025 Annual Highlights
- Reported net income attributable to common stockholders of
per diluted share$1.39 - Reported annual normalized FFO attributable to common stockholders of
per diluted share, an increase of$5.29 22.5% over the prior year - Meaningfully amplified the Company's long-term growth trajectory through the completion of
of pro rata net investments, excluding development funding, anchored by acquisitions of seniors housing communities in the$11 billion U.S. andU.K. and disposition of lower growth outpatient medical properties - Announced the next era of our journey, "Welltower 3.0", underscoring our commitment to modernizing the seniors housing sector through a reimagined customer journey and technology ecosystem, which includes the hiring of Jeff Stott, formerly with Extra Space Storage, as our Chief Technology Officer
- Deepened economic alignment between our shareholders and key operating partners via the introduction of RIDEA 6.0 contracts and creation of the Welltower Fellowship Grant (
annually) to honor the memory of Charles T. Munger and provide direct financial recognition to front-line staff at our best performing seniors housing communities$10 million - S&P Global Ratings ("S&P") and Moody's Investor Services, Inc. ("Moody's") raised their credit ratings related to Welltower to "A-" with a stable outlook and to "A3" with a stable outlook, respectively
- The Board of Directors approved a
10.4% increase in the quarterly dividend per share, reflecting solid financial performance and the Board's confidence in the durability of outsized levels of cash flow growth. The dividend is further supported by a low payout ratio and low-levered balance sheet
2025 Annual Capital Activity and Liquidity
Liquidity Update Net debt to consolidated enterprise value decreased to
Credit Rating On March 31, 2025 S&P increased our credit rating to "A-" with a stable outlook and Moody's increased our credit rating to "A3" with a stable outlook, resulting in improved pricing across our term loans. S&P cited a continued benefit from robust industry tailwinds and the material strengthening of our balance sheet as drivers of the ratings upgrade. S&P also stated that it expects strong operating performance to drive additional improvement to credit metrics over the next two years, driven by beneficial industry supply and demand dynamics along with, as S&P noted, our superior operating platform, providing an expected competitive advantage relative to peers. Additionally, Moody's highlighted our improvement in leverage over the past year, partially driven by strong revenue and earnings growth. Moody's expects benefits from an acceleration in the growth of the aging population and an expansion in our addressable market, to lead to meeting or exceeding growth guidance and further strengthening our financial metrics.
Unsecured Senior Note Activity In June 2025, we repaid our
Fourth Quarter Investment Activity
In the fourth quarter, we completed
Barchester Acquisition In October 2025, we acquired a real estate portfolio in the
HC-One Group Acquisition and Loan Payoff In October 2025, we acquired
OM Portfolio Disposition We previously entered into a definitive agreement to divest an 18 million square foot OM portfolio in a transaction valued at approximately
Disposition Activity
As of December 31, 2025, total 2025 and 2026 disposition activity, inclusive of closed amounts and guidance, is expected to be
2025 Disposition Activity As of September 30, 2025, we had completed
The volume and pace of our disposition activity in the fourth quarter 2025 exceeded our prior expectations with
of OM sales, surpassing our initial expectations for the quarter$5.2 billion of loan repayments, also representing a pace ahead of our initial expectations$1.4 billion of skilled nursing properties as part of our Integra joint venture, which had not previously been contemplated in our disposition guidance as of September 30, 2025$0.8 billion
Total dispositions for the full year 2025 totaled
2026 Disposition Activity For 2026, we anticipate approximately
Notable Portfolio Activity Completed or Announced During 2025
During 2025, we completed
Private Funds Management Business In January 2025, we announced our foray into the capital light, private funds management business with the launch of our first seniors housing investment fund, Seniors Housing Fund I LP (the "Fund"). In the fourth quarter of 2025, we closed the Fund with approximately
In the fourth quarter of 2025, we launched our second fund, Seniors Housing Debt Fund I LP.
Dividend On February 10, 2026, the Board of Directors declared a cash dividend for the quarter ended December 31, 2025 of
Outlook for 2026 We are introducing our 2026 earnings guidance and expect to report net income attributable to common stockholders guidance in a range of
- Same Store NOI: We expect average blended SSNOI growth of
11.25% to15.75% , which is comprised of the following components:- Seniors Housing Operating approximately
15.0% to21.0% - Seniors Housing Triple-net approximately
3.0% to4.0% - Outpatient Medical approximately
2.0% to3.0% - Long-Term/Post-Acute Care approximately
2.0% to3.0%
- Seniors Housing Operating approximately
- Investments: Our earnings guidance includes only those acquisitions announced or closed to date. Furthermore, no transitions, restructures or capital activity beyond those announced to date are included.
- General and Administrative Expenses: We anticipate general and administrative expenses to be approximately
to$260 million . General and administrative guidance and 2026 normalized FFO guidance include anticipated stock-based compensation expense of approximately$270 million , or approximately$60 million per diluted share.$0.08 - Development: We anticipate funding an additional
of development in 2026 relating to projects underway as of December 31, 2025.$370 million - Dispositions: We expect pro rata disposition proceeds of
at a blended yield of$3.5 billion 6.8% in the next twelve months. This includes approximately of consideration from expected property sales and$2.7 billion of expected proceeds from loan repayments.$0.7 billion
Our guidance does not include any additional investments, dispositions or capital transactions, nor any other expenses, impairments, unanticipated additions to the loan loss reserve or other additional normalizing items beyond those disclosed. Please see the Supplemental Reporting Measures section for further discussion and our definition of normalized FFO and SSNOI and Exhibit 3 for a reconciliation of the outlook for net income available to common stockholders to normalized FFO attributable to common stockholders. We will provide additional detail regarding our 2026 outlook and assumptions on the fourth quarter 2025 conference call.
Conference Call Information We have scheduled a conference call on Wednesday, February 11, 2026 at 9:00 a.m. Eastern Time to discuss our fourth quarter 2025 results, industry trends and portfolio performance. Telephone access will be available by dialing (888) 340-5024 or (646) 960-0135 (international). For those unable to listen to the call live, a taped rebroadcast will be available beginning two hours after completion of the call through February 18, 2026. To access the rebroadcast, dial (800) 770-2030 or (609) 800-9909 (international). The conference ID number is 8230248. 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
Historical cost accounting for real estate assets in accordance with
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 managers, marketing, housekeeping, food service, maintenance, utilities, property taxes and insurance. General and administrative expenses represent general overhead costs that are unrelated to property operations and are unallocable to the properties. These expenses include, but are not limited to, payroll and benefits related to corporate employees, professional services, office expenses and depreciation of corporate fixed assets. SSNOI is used to evaluate the operating performance of our properties using a consistent population which controls for changes in the composition of our portfolio. As used herein, same store is generally defined as those revenue-generating properties in the portfolio for the relevant year-over-year reporting periods. 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 leased properties, 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
RevPOR represents the average revenues generated per occupied room per month and ExpPOR represents the average expenses per occupied room per month at our Seniors Housing Operating properties. These metrics are calculated as our pro rata share of total resident fees and services revenues or property operating expenses from the income statement, divided by average monthly occupied room days. SS RevPOR and SS ExpPOR are used to evaluate the RevPOR and ExpPOR performance of our properties under a consistent population, which eliminates changes in the composition of our portfolio. They are based on the same pool of properties used for SSNOI and include any revenue and expense normalizations used for SSNOI. We use RevPOR, ExpPOR, SS RevPOR and SS ExpPOR 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 restricted cash. We expect to maintain capitalization ratios and coverage ratios sufficient to maintain a capital structure consistent with our current profile. The ratios are based on EBITDA and Adjusted EBITDA. EBITDA is defined as earnings (net income per income statement) before interest expense, income taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA excluding unconsolidated entities and including adjustments for stock-based compensation expense, provision for loan losses, gains/losses on extinguishment of debt, gains/losses on disposition of properties and acquisitions of controlling interests, impairment of assets, gains/losses on derivatives and financial instruments, other expenses, other impairment charges and other adjustments deemed appropriate in management's opinion. We believe that EBITDA and Adjusted EBITDA, along with net income, are important supplemental measures because they provide additional information to assess and evaluate the performance of our operations. In addition, we use Adjusted EBITDA to measure our adjusted fixed charge coverage ratio, which represents Adjusted EBITDA divided by fixed charges. Fixed charges include total interest expense and secured debt principal amortization. Our leverage ratios include net debt to Adjusted EBITDA and consolidated enterprise value. Net debt is defined as total long-term debt, excluding operating lease liabilities, less cash and cash equivalents and restricted cash. Consolidated enterprise value represents the sum of net debt, the fair market value of our common stock and noncontrolling interests.
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 performance. None of the supplemental reporting measures represent net income or cash flow provided from operating activities as determined in accordance with
About Welltower Welltower Inc. (NYSE: WELL), an S&P 500 company, is positioned at the center of the silver economy, focusing on rental housing for aging seniors across
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 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. These statements include, among others, management's expectations regarding the favorable impact of the acquisitions made and additional acquisition pipeline and our statements under the section "Outlook for 2026." 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 impact of macroeconomic and geopolitical developments, including economic downturns, elevated inflation and interest rates, political or social conflict, unrest or violence or similar events; the status of the economy; the status of capital markets, including availability and cost of capital; issues facing the healthcare industry, including compliance with, and changes to, regulations and payment policies, responding to government investigations and punitive settlements, public perception of the healthcare industry and operators'/tenants' difficulty in cost effectively obtaining and maintaining adequate liability and other insurance; changes in financing terms; competition within the healthcare 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, public health emergencies and extreme weather 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
Welltower Inc. Financial Exhibits
| ||||
Consolidated Balance Sheets (unaudited) | ||||
(in thousands) | ||||
December 31, | ||||
2025 | 2024 | |||
Assets | ||||
Real estate investments: | ||||
Land and land improvements | $ 6,681,131 | $ 5,271,418 | ||
Buildings and improvements | 52,058,099 | 42,207,735 | ||
Acquired lease intangibles | 2,845,686 | 2,548,766 | ||
Real property held for sale, net of accumulated depreciation | 1,450,137 | 51,866 | ||
Construction in progress | 738,859 | 1,219,720 | ||
Less accumulated depreciation and intangible amortization | (10,350,621) | (10,626,263) | ||
Net real property owned | 53,423,291 | 40,673,242 | ||
Right of use assets, net | 2,158,045 | 1,201,131 | ||
Investments in sales-type leases, net | 497,963 | 172,260 | ||
Real estate loans receivable, net of credit allowance | 1,831,210 | 1,805,044 | ||
Net real estate investments | 57,910,509 | 43,851,677 | ||
Other assets: | ||||
Investments in unconsolidated entities | 1,809,590 | 1,768,772 | ||
Cash and cash equivalents | 5,033,678 | 3,506,586 | ||
Restricted cash | 175,861 | 204,871 | ||
Receivables and other assets | 2,373,409 | 1,712,402 | ||
Total other assets | 9,392,538 | 7,192,631 | ||
Total assets | $ 67,303,047 | $ 51,044,308 | ||
Liabilities and equity | ||||
Liabilities: | ||||
Unsecured credit facility and commercial paper | $ — | $ — | ||
Senior unsecured notes | 16,383,522 | 13,162,102 | ||
Secured debt | 2,813,780 | 2,338,155 | ||
Lease liabilities | 2,182,993 | 1,258,099 | ||
Accrued expenses and other liabilities | 2,719,813 | 1,713,366 | ||
Total liabilities | 24,100,108 | 18,471,722 | ||
Redeemable noncontrolling interests | 263,223 | 256,220 | ||
Equity: | ||||
Common stock | 696,621 | 637,002 | ||
Capital in excess of par value | 50,898,707 | 40,016,503 | ||
Treasury stock | (14,405) | (114,176) | ||
Cumulative net income | 11,033,569 | 10,096,724 | ||
Cumulative dividends | (20,197,353) | (18,320,064) | ||
Accumulated other comprehensive income | (287,641) | (359,781) | ||
Total Welltower Inc. stockholders' equity | 42,129,498 | 31,956,208 | ||
Noncontrolling interests | 810,218 | 360,158 | ||
Total equity | 42,939,716 | 32,316,366 | ||
Total liabilities and equity | $ 67,303,047 | $ 51,044,308 | ||
Consolidated Statements of Income (unaudited) | |||||||||
(in thousands, except per share data) | |||||||||
Three Months Ended | Twelve Months Ended | ||||||||
December 31, | December 31, | ||||||||
2025 | 2024 | 2025 | 2024 | ||||||
Revenues: | |||||||||
Resident fees and services | $ 2,556,052 | $ 1,761,878 | $ 8,452,996 | $ 6,027,149 | |||||
Rental income | 523,853 | 386,329 | 1,967,935 | 1,570,278 | |||||
Interest income | 54,442 | 71,028 | 246,205 | 256,191 | |||||
Other income | 46,664 | 31,595 | 170,898 | 137,500 | |||||
Total revenues | 3,181,011 | 2,250,830 | 10,838,034 | 7,991,118 | |||||
Expenses: | |||||||||
Property operating expenses | 1,933,932 | 1,409,300 | 6,488,081 | 4,830,211 | |||||
Depreciation and amortization | 594,151 | 480,406 | 2,084,868 | 1,632,093 | |||||
Interest expense | 203,784 | 154,469 | 651,955 | 574,261 | |||||
General and administrative expenses | 1,557,378 | 48,707 | 1,748,435 | 235,491 | |||||
Loss (gain) on derivatives and financial instruments, net | (5,656) | (9,102) | 22,407 | (27,887) | |||||
Loss (gain) on extinguishment of debt, net | 3,089 | — | 9,245 | 2,130 | |||||
Provision for loan losses, net | (7,384) | (245) | (9,416) | 10,125 | |||||
Impairment of assets | 45,924 | 23,647 | 121,283 | 92,793 | |||||
Other expenses | 125,844 | 34,405 | 201,201 | 117,459 | |||||
Total expenses | 4,451,062 | 2,141,587 | 11,318,059 | 7,466,676 | |||||
Income (loss) from continuing operations before income taxes and other items | (1,270,051) | 109,243 | (480,025) | 524,442 | |||||
Income tax (expense) benefit | 4,985 | (114) | 7,116 | (2,700) | |||||
Income (loss) from unconsolidated entities | 4,442 | 6,429 | (14,297) | (496) | |||||
Gain (loss) on real estate dispositions and acquisitions of controlling interests, net | 1,378,391 | 8,195 | 1,449,043 | 451,611 | |||||
Income (loss) from continuing operations | 117,767 | 123,753 | 961,837 | 972,857 | |||||
Net income (loss) | 117,767 | 123,753 | 961,837 | 972,857 | |||||
Less: Net income (loss) attributable to noncontrolling interests(1) | 21,326 | 3,782 | 24,992 | 21,177 | |||||
Net income (loss) attributable to common stockholders | $ 96,441 | $ 119,971 | $ 936,845 | $ 951,680 | |||||
Average number of common shares outstanding: | |||||||||
Basic | 689,582 | 625,675 | 665,639 | 602,975 | |||||
Diluted | 710,167 | 634,259 | 679,521 | 608,750 | |||||
Net income (loss) attributable to common stockholders per share: | |||||||||
Basic | $ 0.14 | $ 0.19 | $ 1.41 | $ 1.58 | |||||
Diluted(2) | $ 0.14 | $ 0.19 | $ 1.39 | $ 1.57 | |||||
Common dividends per share | $ 0.74 | $ 0.67 | $ 2.82 | $ 2.56 | |||||
(1) Includes amounts attributable to redeemable noncontrolling interests. | |||||||||
(2) Includes adjustment to the numerator for income (loss) attributable to OP Units and DownREIT Units. | |||||||||
FFO Reconciliations | Exhibit 1 | |||||||||
(in thousands, except per share data) | Three Months Ended | Twelve Months Ended | ||||||||
December 31, | December 31, | |||||||||
2025 | 2024 | 2025 | 2024 | |||||||
Net income (loss) attributable to common stockholders | $ 96,441 | $ 119,971 | $ 936,845 | $ 951,680 | ||||||
Depreciation and amortization | 594,151 | 480,406 | 2,084,868 | 1,632,093 | ||||||
Impairments and losses (gains) on real estate dispositions and | (1,332,467) | 15,452 | (1,327,760) | (358,818) | ||||||
Noncontrolling interests(1) | 11,940 | (6,667) | (13,144) | (30,812) | ||||||
Unconsolidated entities(2) | 32,598 | 27,978 | 137,143 | 129,290 | ||||||
NAREIT FFO attributable to common stockholders | (597,337) | 637,140 | 1,817,952 | 2,323,433 | ||||||
Normalizing items, net(3) | 1,625,396 | 78,775 | 1,773,714 | 303,324 | ||||||
Normalized FFO attributable to common stockholders | $ 1,028,059 | $ 715,915 | $ 3,591,666 | $ 2,626,757 | ||||||
Average diluted common shares outstanding | ||||||||||
For net income (loss) and Normalized FFO | 710,167 | 634,259 | 679,521 | 608,750 | ||||||
For NAREIT FFO | 689,582 | 634,259 | 679,521 | 608,750 | ||||||
Per diluted share data attributable to common stockholders: | ||||||||||
Net income (loss)(4) | $ 0.14 | $ 0.19 | $ 1.39 | $ 1.57 | ||||||
NAREIT FFO | $ (0.87) | $ 1.00 | $ 2.68 | $ 3.82 | ||||||
Normalized FFO | $ 1.45 | $ 1.13 | $ 5.29 | $ 4.32 | ||||||
Normalized FFO Payout Ratio: | ||||||||||
Dividends per common share | $ 0.74 | $ 0.67 | $ 2.82 | $ 2.56 | ||||||
Normalized FFO attributable to common stockholders per share | $ 1.45 | $ 1.13 | $ 5.29 | $ 4.32 | ||||||
Normalized FFO payout ratio | 51 % | 59 % | 53 % | 59 % | ||||||
Other items:(5) | ||||||||||
Net straight-line rent and above/below market rent amortization(6) | $ (72,863) | $ (36,259) | $ (221,708) | $ (156,460) | ||||||
Non-cash interest expenses(7) | 12,995 | 13,731 | 51,230 | 44,335 | ||||||
Recurring cap-ex, tenant improvements and lease commissions(8) | (120,858) | (81,196) | (370,693) | (286,613) | ||||||
Stock-based compensation(9) | 18,322 | 9,782 | 58,462 | 41,068 | ||||||
(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 Units and DownREIT Units. | ||||||||||
(5) Amounts presented net of noncontrolling interests' share and including Welltower's share of unconsolidated entities. | ||||||||||
(6) Excludes normalized other impairment (see Exhibit 2). | ||||||||||
(7) Excludes normalized foreign currency loss (gain) (see Exhibit 2). | ||||||||||
(8) Reflects recurring cap-ex, tenant improvements and lease commissions on owned operational properties. | ||||||||||
(9) Excludes normalized stock compensation expense related to the Ten Year Executive Continuity and Alignment Program, the 2021 Special Performance Option Awards and | ||||||||||
Normalizing Items | Exhibit 2 | |||||||
(in thousands, except per share data) | Three Months Ended | Twelve Months Ended | ||||||
December 31, | December 31, | |||||||
2025 | 2024 | 2025 | 2024 | |||||
Loss (gain) on derivatives and financial instruments, net | $ (5,656) | (1) | $ (9,102) | $ 22,407 | $ (27,887) | |||
Loss (gain) on extinguishment of debt, net | 3,089 | (2) | — | 9,245 | 2,130 | |||
Provision for loan losses, net | (7,384) | (3) | (245) | (9,416) | 10,125 | |||
Income tax benefits | (188) | (4) | (5,140) | (8,369) | (5,140) | |||
Other impairment | — | 41,978 | 604 | 139,652 | ||||
Other expenses | 125,844 | (5) | 34,405 | 201,201 | 117,459 | |||
Special incentive plan compensation | 1,489,426 | (6) | 3,576 | 1,497,396 | 33,414 | |||
Casualty losses, net of recoveries | 3,115 | (7) | 4,926 | 11,367 | 12,261 | |||
Foreign currency loss (gain) | 2,090 | (8) | 1,913 | 2,088 | 556 | |||
Normalizing items attributable to noncontrolling interests and | 15,060 | (9) | 6,464 | 47,191 | 20,754 | |||
Net normalizing items | $ 1,625,396 | $ 78,775 | $ 1,773,714 | $ 303,324 | ||||
Average diluted common shares outstanding | 710,167 | 634,259 | 679,521 | 608,750 | ||||
Net normalizing items per diluted share | $ 2.29 | $ 0.12 | $ 2.61 | $ 0.50 | ||||
(1) Primarily related to mark-to-market of the equity warrants received as part of the Safanad/HC-One transaction. The warrants were settled in conjunction with the HC-One | ||||||||
(2) Primarily related to the extinguishment of secured debt. | ||||||||
(3) Primarily related to adjustments to reserves for loan losses under the current expected credit losses accounting standard. | ||||||||
(4) Primarily related to the release of valuation allowances. | ||||||||
(5) Primarily related to non-capitalizable transaction costs and legal fees. | ||||||||
(6) Primarily related to expenses recognized on the Ten Year Executive Continuity and Alignment Program for named executive officers and key employees, the 2021 Special | ||||||||
(7) Primarily relates to casualty losses net of any insurance recoveries. | ||||||||
(8) Primarily relates to foreign currency gains and losses related to accrued interest on intercompany loans and third party debt denominated in a foreign currency. | ||||||||
(9) Primarily relates to hypothetical liquidation at book value adjustments related to in substance real estate investments. | ||||||||
Outlook Reconciliation: Year Ending December 31, 2026 | Exhibit 3 | ||||
(in millions, except per share data) | Current Outlook | ||||
Low | High | ||||
FFO Reconciliation: | |||||
Net income attributable to common stockholders | $ 2,244 | $ 2,359 | |||
Impairments and losses (gains) on real estate dispositions and acquisitions of controlling interests, net(1) | (564) | (564) | |||
Depreciation and amortization(1) | 2,712 | 2,712 | |||
NAREIT and Normalized FFO attributable to common stockholders | $ 4,392 | $ 4,507 | |||
Diluted per share data attributable to common stockholders: | |||||
Net income | $ 3.11 | $ 3.27 | |||
NAREIT and Normalized FFO | $ 6.09 | $ 6.25 | |||
Other items:(1) | |||||
Net straight-line rent and above/below market rent amortization | $ (289) | $ (289) | |||
Non-cash interest expenses | 52 | 52 | |||
Recurring cap-ex, tenant improvements and lease commissions(2) | (459) | (459) | |||
Stock-based compensation | 63 | 63 | |||
(1) Amounts presented net of noncontrolling interests' share and Welltower's share of unconsolidated entities. | |||||
(2) Reflects recurring cap-ex, tenant improvements and lease commissions on owned operational properties. | |||||
SSNOI Reconciliation | Exhibit 4 | |||||||
(in thousands) | Three Months Ended | |||||||
December 31, | ||||||||
2025 | 2024 | % growth | ||||||
Net income (loss) | $ 117,767 | $ 123,753 | ||||||
Loss (gain) on real estate dispositions and acquisitions of controlling | (1,378,391) | (8,195) | ||||||
Loss (income) from unconsolidated entities | (4,442) | (6,429) | ||||||
Income tax expense (benefit) | (4,985) | 114 | ||||||
Other expenses | 125,844 | 34,405 | ||||||
Impairment of assets | 45,924 | 23,647 | ||||||
Provision for loan losses, net | (7,384) | (245) | ||||||
Loss (gain) on extinguishment of debt, net | 3,089 | — | ||||||
Loss (gain) on derivatives and financial instruments, net | (5,656) | (9,102) | ||||||
General and administrative expenses | 1,557,378 | 48,707 | ||||||
Depreciation and amortization | 594,151 | 480,406 | ||||||
Interest expense | 203,784 | 154,469 | ||||||
Consolidated NOI | 1,247,079 | 841,530 | ||||||
NOI attributable to unconsolidated investments(1) | 26,430 | 31,158 | ||||||
NOI attributable to noncontrolling interests(2) | (11,163) | (15,328) | ||||||
Pro rata NOI | 1,262,346 | 857,360 | ||||||
Non-cash NOI attributable to same store properties | (22,971) | (25,462) | ||||||
NOI attributable to non-same store properties | (590,634) | (275,531) | ||||||
Currency and ownership adjustments(3) | (6,519) | 1,077 | ||||||
Normalizing adjustments, net(4) | 1,119 | 1,995 | ||||||
Same Store NOI (SSNOI) | $ 643,341 | $ 559,439 | 15.0 % | |||||
Seniors Housing Operating | 469,183 | 389,654 | 20.4 % | |||||
Seniors Housing Triple-net | 75,170 | 73,252 | 2.6 % | |||||
Outpatient Medical | 23,778 | 23,223 | 2.4 % | |||||
Long-Term/Post-Acute Care | 75,210 | 73,310 | 2.6 % | |||||
Total SSNOI | $ 643,341 | $ 559,439 | 15.0 % | |||||
(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) Includes where appropriate adjustments to reflect consistent property ownership percentages, to translate Canadian properties at a USD/CAD rate of 1.43 and to translate | ||||||||
(4) Includes other adjustments described in the accompanying Supplement. | ||||||||
Reconciliation of SHO SS RevPOR Growth | Exhibit 5 | |||
(in thousands except SS RevPOR) | Three Months Ended | |||
December 31, | ||||
2025 | 2024 | |||
Consolidated SHO revenues | $ 2,575,377 | $ 1,764,329 | ||
Unconsolidated SHO revenues attributable to WELL(1) | 53,225 | 66,122 | ||
SHO revenues attributable to noncontrolling interests(2) | (21,043) | (22,426) | ||
SHO pro rata revenues(3) | 2,607,559 | 1,808,025 | ||
Non-cash and non-RevPOR revenues on same store properties | (2,997) | (2,514) | ||
Revenues attributable to non-same store properties | (1,020,203) | (372,498) | ||
Currency and ownership adjustments(4) | (18,358) | (3,953) | ||
SHO SS RevPOR revenues(5) | $ 1,566,001 | $ 1,429,060 | ||
Average occupied units/month(6) | 88,533 | 84,620 | ||
SHO SS RevPOR(7) | $ 5,848 | $ 5,583 | ||
SS RevPOR YOY growth | 4.7 % | |||
(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 at Welltower pro rata ownership. | ||||
(4) Includes adjustments to reflect consistent property ownership percentages and foreign currency exchange rates for properties in the | ||||
(5) Represents SS SHO RevPOR revenues at Welltower pro rata ownership. | ||||
(6) Represents average occupied units for SS properties on a pro rata basis. | ||||
(7) Represents pro rata SS average revenues generated per occupied room per month. | ||||
Net Debt to Adjusted EBITDA and Adjusted Fixed Charge Ratio Reconciliation | Exhibit 6 | ||||
(in thousands) | Three Months Ended | ||||
December 31, | |||||
2025 | |||||
Net income (loss) | $ 117,767 | ||||
Interest expense | 203,784 | ||||
Income tax expense (benefit) | (4,985) | ||||
Depreciation and amortization | 594,151 | ||||
EBITDA | 910,717 | ||||
Loss (income) from unconsolidated entities | (4,442) | ||||
Stock-based compensation | 1,507,748 | ||||
Loss (gain) on extinguishment of debt, net | 3,089 | ||||
Loss (gain) on real estate dispositions and acquisitions of controlling interests, net | (1,378,391) | ||||
Impairment of assets | 45,924 | ||||
Provision for loan losses, net | (7,384) | ||||
Loss (gain) on derivatives and financial instruments, net | (5,656) | ||||
Other expenses | 125,844 | ||||
Casualty losses, net of recoveries | 3,115 | ||||
Adjusted EBITDA | $ 1,200,564 | ||||
Total debt(1) | $ 19,737,446 | ||||
Cash and cash equivalents and restricted cash | (5,209,539) | ||||
Net debt | $ 14,527,907 | ||||
Adjusted EBITDA annualized | $ 4,802,256 | ||||
Net debt to Adjusted EBITDA ratio | 3.03x | ||||
Interest expense | $ 203,784 | ||||
Capitalized interest | 7,476 | ||||
Non-cash interest expense | (14,546) | ||||
Total interest | 196,714 | ||||
Secured financing principal amortization | 16,698 | ||||
Total fixed charges | $ 213,412 | ||||
Adjusted EBITDA | $ 1,200,564 | ||||
Adjusted fixed charge coverage ratio | 5.63x | ||||
(1) Amounts include unamortized premiums/discounts, other fair value adjustments and financing lease liabilities. Excludes operating lease liabilities related to ASC 842 of | |||||
Net Debt to Consolidated Enterprise Value | Exhibit 7 | |||||
(in thousands, except share price) | ||||||
December 31, 2025 | December 31, 2024 | |||||
Common shares outstanding | 696,507 | 635,289 | ||||
Period end share price | $ 185.61 | $ 126.03 | ||||
Common equity market capitalization | $ 129,278,664 | $ 80,065,473 | ||||
Total debt | $ 19,737,446 | $ 15,608,294 | ||||
Cash and cash equivalents and restricted cash | (5,209,539) | (3,711,457) | ||||
Net debt | 14,527,907 | 11,896,837 | ||||
Noncontrolling interests(1) | 1,073,441 | 616,378 | ||||
Consolidated enterprise value | $ 144,880,012 | $ 92,578,688 | ||||
Net debt to consolidated enterprise value | 10.0 % | 12.9 % | ||||
(1) Includes all noncontrolling interests (redeemable and permanent) as reflected on our consolidated balance sheet. | ||||||
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SOURCE Welltower Inc.