0001332349false00013323492024-02-202024-02-200001332349us-gaap:CommonStockMember2024-02-202024-02-200001332349bkd:TangibleEquityUnits700Member2024-02-202024-02-20

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM8-K
 
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
 
 
Date of Report (Date of earliest event reported)February 20, 2024
Brookdale Senior Living Inc.
(Exact name of registrant as specified in its charter)
Delaware001-3264120-3068069
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification No.)
111 Westwood Place,Suite 400,Brentwood,Tennessee37027
(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code (615)221-2250
 
 
(Former name or former address, if changed since last report.)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 Par Value Per ShareBKDNew York Stock Exchange
7.00% Tangible Equity UnitsBKDTNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Section 2 - Financial Information

Item 2.02 Results of Operations and Financial Condition.

On February 20, 2024, Brookdale Senior Living Inc. (the "Company") issued a press release announcing its fourth quarter and full year 2023 financial results and announcing a conference call to review these results. A copy of the press release is furnished herewith as Exhibit 99.1.

Supplemental information related to the Company's fourth quarter and full year 2023 results is furnished herewith as Exhibit 99.2.

The information furnished pursuant to this Current Report on Form 8-K (including the exhibits hereto) shall not be considered "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth by specific reference in such filing that such information is to be considered "filed" or incorporated by reference therein.

Section 7 - Regulation FD

Item 7.01 Regulation FD Disclosure.

The information set forth in Item 2.02 of this report is incorporated herein by reference.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits



104     Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
BROOKDALE SENIOR LIVING INC.
Date:February 20, 2024By:/s/ Chad C. White
Name:Chad C. White
Title:Executive Vice President, General Counsel and Secretary




Exhibit 99.1
logo2a10a.jpg

Brookdale Announces Fourth Quarter and Full Year 2023 Results

Nashville, Tenn., February 20, 2024 - Brookdale Senior Living Inc. (NYSE: BKD) ("Brookdale" or the "Company") announced results for the quarter and full year ended December 31, 2023.

HIGHLIGHTS

•Full-year same community weighted average occupancy grew 190 basis points over the prior year; while same community revenue per available unit (RevPAR) and revenue per occupied unit (RevPOR) increased 11.4% and 8.6%, respectively.
•Full-year same community operating income grew 25.9% compared to the prior year; when excluding government grants and credits, same community adjusted operating income grew 43.4%.
•Full-year net cash provided by operating activities increased $160 million and Adjusted Free Cash Flow improved by $154 million, or 76.3%, compared to the prior year.

“We started 2023 with clear goals and an intense focus on execution. Through focus and determination, we achieved strong results, while always prioritizing the health and well-being of our residents and associates,” said Lucinda ("Cindy") Baier, Brookdale’s President and CEO. "The year included many positive accomplishments, with more residents choosing to call Brookdale home and significant operational and financial improvements. Our efforts in 2023 lay a solid foundation for continued success in 2024, further recovery from the impact of the pandemic, and continued value creation for all of our stakeholders. As we look forward to the future, I remain incredibly grateful for our residents, our associates, and our shareholders.”


SUMMARY OF FOURTH QUARTER FINANCIAL RESULTS

Consolidated summary of operating results and metrics:
Year-Over-Year
Increase / (Decrease)		Sequential
Increase / (Decrease)
($ in millions, except RevPAR and RevPOR)4Q 20234Q 2022AmountPercent3Q 2023AmountPercent
Resident fee revenue$716.6$657.9$58.78.9%$717.1$(0.5)(0.1)%
Facility operating expense530.5531.7(1.2)(0.2)%537.4(6.9)(1.3)%
Cash facility operating lease payments64.550.414.128.0%64.6(0.1)(0.1)%
Net income (loss)(91.2)(25.7)65.5NM(48.8)42.486.8%
Adjusted EBITDA (1)
85.346.638.783.2%80.25.16.4%
RevPAR$4,619$4,199$42010.0%$4,596$230.5%
Weighted average occupancy78.4%77.1%130 bpsn/a77.6%80 bpsn/a
RevPOR$5,889$5,446$4438.1%$5,919$(30)(0.5)%

(1)    Adjusted EBITDA is a financial measure that is not calculated in accordance with GAAP. See "Non-GAAP Financial Measures" for the Company's definition of such measure, reconciliations to the most comparable GAAP financial measure, and other important information regarding the use of the Company's non-GAAP financial measures.

Page 1


Same community(2) summary of operating results and metrics:
Year-Over-Year
Increase / (Decrease)		Sequential Increase / (Decrease)
($ in millions, except RevPAR and RevPOR)4Q 20234Q 2022AmountPercent3Q 2023AmountPercent
Resident fee revenue$695.0$632.6$62.49.9%$692.2$2.80.4%
Facility operating expense$512.6$499.8$12.82.5%$516.0$(3.4)(0.7)%
RevPAR$4,615$4,200$4159.9%$4,595$200.4%
Weighted average occupancy78.6%77.3%130 bpsn/a77.9%70 bpsn/a
RevPOR$5,873$5,434$4398.1%$5,901$(28)(0.5)%

(2)    The same community senior housing portfolio includes operating results and data for 612 communities consolidated and operational for the full period in both comparison years. Consolidated communities excluded from the same community portfolio include communities acquired or disposed of since the beginning of the prior year, communities classified as assets held for sale, certain communities planned for disposition, certain communities that have undergone or are undergoing expansion, redevelopment, and repositioning projects, and certain communities that have experienced a casualty event that significantly impacts their operations. To aid in comparability, same community operating results exclude natural disaster expense.

Recent consolidated occupancy trend:

2022
JanFebMarAprMayJunJulAugSepOctNovDec
Weighted average73.4 %73.3 %73.6 %73.9 %74.6 %75.2 %75.9 %76.4 %76.9 %77.2 %77.0 %77.0 %
Month end74.2 %74.4 %75.0 %75.3 %76.2 %76.6 %77.1 %77.9 %78.4 %78.2 %78.1 %78.1 %
20232024
JanFebMarAprMayJunJulAugSepOctNovDecJan
Weighted average76.6 %76.3 %76.1 %76.2 %76.6 %76.8 %77.1 %77.6 %78.2 %78.6 %78.4 %78.3 %78.0 %
Month end77.6 %77.4 %77.6 %77.6 %78.1 %78.2 %78.5 %79.3 %79.7 %79.5 %79.6 %79.3 %79.3 %

OVERVIEW OF FOURTH QUARTER RESULTS

•Resident fee revenue.
•4Q 2023 vs 4Q 2022:
◦Resident fees increased primarily due to the increases in RevPOR and occupancy, partially offset by the disposition of 20 communities, primarily through lease terminations, since the beginning of the prior year period, which resulted in $6.9 million less in resident fee revenue during the fourth quarter of 2023.
◦The increase in RevPOR was primarily the result of rate increases.
◦The increase in occupancy primarily reflects the impact of the Company's execution on key initiatives to rebuild occupancy lost due to the COVID-19 pandemic.
•4Q 2023 vs 3Q 2023: Resident fees decreased primarily due to the disposition of 19 communities since the beginning of the prior quarter, which resulted in $4.0 million less in resident fees during the fourth quarter of 2023, partially offset by an increase in occupancy.

•Facility operating expense.
•4Q 2023 vs 4Q 2022: The decrease in facility operating expense was primarily due to a decrease in natural disaster expense as a result of expenses incurred in the prior year period for Hurricane Ian and Winter Storm Elliott and the disposition of 20 communities since the beginning of the prior year period, which resulted in $7.2 million less in facility operating expense during the fourth quarter of 2023. These decreases were partially offset by the increase in same community facility operating expense which was primarily due to broad inflationary pressure and increased costs with higher occupancy, partially offset by a decrease in the use of premium labor, primarily contract labor, as the Company's associate turnover has declined from the prior year period.
•4Q 2023 vs 3Q 2023: The decrease in facility operating expense was primarily due to the disposition of 19 communities, which resulted in $4.1 million less in facility operating expense during the fourth quarter of 2023, and seasonal decreases in advertising and utilities costs.

•Cash facility operating lease payments: The increase compared to the fourth quarter of 2022 was primarily attributable to a change in the classification of lease payments as a result of lease amendments subsequent to the beginning of the prior year period.

Page 2


•Net income (loss).
•4Q 2023 vs 4Q 2022: The increase in net loss was primarily attributable to a $73.9 million non-cash gain on sale of communities recognized in the fourth quarter of 2022 for the amendment of leases for 16 communities as well as an increase of $18.7 million in asset impairment expense and an increase in provision for income taxes compared to the prior year period, partially offset by the increase in resident fee revenue compared to the prior year period.
•4Q 2023 vs 3Q 2023: The increase in net loss was primarily attributable to a $21.9 million increase in asset impairment expense, an increase in provision for income taxes, and a decrease in property and casualty insurance income compared to the prior period, partially offset by the decrease in facility operating expense compared to the prior period.

•Adjusted EBITDA.
•4Q 2023 vs 4Q 2022: The increase in Adjusted EBITDA was primarily attributable to the increase in resident fee revenue, partially offset by the change in classification of $12.8 million of lease payments for 51 communities as cash facility operating lease payments as a result of lease amendments subsequent to the beginning of the prior year period.
•4Q 2023 vs 3Q 2023: The increase in Adjusted EBITDA was primarily attributable to the seasonal decrease in same community facility operating expense and an increase in same community resident fee revenue compared to the prior period.

FULL YEAR RESULTS

Consolidated summary of operating results and metrics:
Year-Over-Year
Increase / (Decrease)
($ in millions, except RevPAR and RevPOR)20232022AmountPercent
Resident fee revenue$2,857.3$2,585.5$271.810.5%
Other operating income9.180.5(71.4)(88.7)%
Facility operating expense2,129.82,083.646.22.2%
Cash facility operating lease payments248.1200.247.924.0%
Net income (loss)(189.1)(238.3)(49.2)(20.7)%
Adjusted EBITDA (1)
335.5241.394.239.1%
RevPAR$4,577$4,113$46411.3%
Weighted average occupancy77.2%75.4%180 bpsn/a
RevPOR$5,927$5,457$4708.6%


Same community(2) summary of operating results and metrics:

Year-Over-Year
Increase / (Decrease)
($ in millions, except RevPAR and RevPOR)20232022AmountPercent
Resident fee revenue$2,758.6$2,476.6$282.011.4%
Other operating income$8.7$76.3$(67.6)(88.6)%
Facility operating expense$2,044.0$1,978.3$65.73.3%
RevPAR$4,579$4,110$46911.4%
Weighted average occupancy77.4%75.5%190 bpsn/a
RevPOR$5,912$5,443$4698.6%

Page 3


LIQUIDITY
Year-Over-Year
Increase / (Decrease)		Sequential
Increase / (Decrease)
($ in millions)4Q 20234Q 2022Amount3Q 2023Amount
Net cash provided by (used in) operating activities$29.3 $(48.6)$77.9 $45.8 $(16.5)
Non-development capital expenditures, net41.5 39.3 2.2 47.2 (5.7)
Adjusted Free Cash Flow (3)
(21.5)(103.6)82.1 2.5 (24.0)

(3)    Adjusted Free Cash Flow is a financial measure that is not calculated in accordance with GAAP. See "Non-GAAP Financial Measures" for the Company's definition of such measure, reconciliations to the most comparable GAAP financial measure, and other important information regarding the use of the Company's non-GAAP financial measures.

•Net cash provided by (used in) operating activities.
•4Q 2023 vs 4Q 2022: The increase in net cash provided by operating activities was primarily attributable to an increase in resident fee revenue compared to the prior year period and $31.6 million paid during the fourth quarter of 2022 for previously deferred payroll taxes for 2020 pursuant to the Coronavirus Aid, Relief, and Economic Security Act of 2020, partially offset by an increase in debt interest expense compared to the prior year period.
•4Q 2023 vs 3Q 2023: The decrease in net cash provided by operating activities was primarily attributable to an increase in cash paid for real estate taxes compared to the prior period reflecting the impact of the timing of annual payments for real estate taxes, partially offset by a decrease in facility operating expense compared to the prior period.

•Non-development capital expenditures, net.
•4Q 2023 vs 4Q 2022: The increase in non-development capital expenditures, net of lessor reimbursements, was primarily attributable to an increase in replacements of major building systems at the Company's owned communities compared to the prior year period, partially offset by a decrease in remediation costs at the Company's communities resulting from natural disasters compared to the prior year period primarily from the impact of Hurricane Ian.
•4Q 2023 vs 3Q 2023: The decrease in non-development capital expenditures, net of lessor reimbursements, was primarily attributable to an $8.1 million increase in reimbursements from lessors and a decrease in remediation costs at the Company's communities resulting from natural disasters compared to the prior period, partially offset by an increase in replacements of major building systems at the Company's owned communities compared to the prior period.

•Adjusted Free Cash Flow.
•4Q 2023 vs 4Q 2022: The $82.1 million change in Adjusted Free Cash Flow was primarily attributable to the increase in net cash provided by operating activities and an increase in property and casualty insurance proceeds compared to the prior year period.
•4Q 2023 vs 3Q 2023: The $24.0 million change in Adjusted Free Cash Flow was primarily attributable to the decrease in net cash provided by operating activities and a decrease in property and casualty insurance proceeds compared to the prior period.

•Total liquidity. Total liquidity of $340.7 million as of December 31, 2023 included $278.0 million of unrestricted cash and cash equivalents, $29.8 million of marketable securities, and $32.9 million of availability on the Company's secured credit facility. Total liquidity as of December 31, 2023 decreased $64.8 million from September 30, 2023, primarily attributable to a beneficial financing transaction in which the Company obtained a $179.5 million loan to refinance $260.1 million of debt scheduled to mature in 2024 and negative $21.5 million of Adjusted Free Cash Flow, partially offset by $40.3 million of proceeds from the sale of assets and a $25.5 million increase in availability on the Company's secured credit facility.
Year-Over-Year
Increase /
(Decrease)
($ in millions)20232022Amount
Net cash provided by (used in) operating activities$162.9$3.3$159.6
Non-development capital expenditures, net216.5168.248.3
Adjusted Free Cash Flow (3)
(47.6)(201.4)153.8



Page 4


TRANSACTION AND FINANCING UPDATE

In December 2023, the Company completed two financing transactions, which refinanced all of its remaining 2024 debt maturities. After giving effect to these transactions, the Company's next debt maturity without extension options is September 2025. In the first transaction, the Company obtained $179.5 million of debt secured by non-recourse first mortgages on 47 communities, which also continue to secure $580.4 million of additional outstanding mortgages with a later maturity. The $179.5 million loan bears interest at a fixed rate of 5.97% and matures in 2031. The facility includes certain "borrow-up" provisions, which the Company expects will enable it to obtain additional funding in 2024 under the loan based on the performance of the underlying communities. At the closing, the Company repaid $260.1 million of debt under the facility, which was scheduled to mature in 2024, using proceeds from the $179.5 million loan and cash on hand. In the second transaction, the Company amended its revolving credit agreement to provide an expanded commitment of up to $100.0 million which can be drawn in cash or as letters of credit and represents a $20.0 million increase from the previously existing commitment.

In December 2023, the Company sold its remaining 20% equity interest in its Health Care Services unconsolidated venture and received proceeds of $27.4 million. The Company recognized a non-cash impairment charge of $26.0 million as a result of the Company's decision to sell its equity interest prior to the recovery of its market value.

On November 1, 2023, the Company completed the sale of a continuing care retirement community, for which the Company received cash proceeds of $12.7 million, net of transaction costs, at closing.

During the fourth quarter of 2023, the Company completed the termination of its triple-net lease obligations on 18 communities for which the leases were scheduled to expire on December 31, 2023.

On February 9, 2024, the Company obtained $50.0 million of debt secured by first priority mortgages on 11 communities. The loan bears interest at a variable rate equal to the Secured Overnight Financing Rate ("SOFR") plus a margin of 350 basis points. The debt matures in February 2027 with two one-year renewal options, exercisable subject to certain performance criteria.

2024 OUTLOOK

For the first quarter 2024, the Company is providing the following guidance:

First Quarter 2024 Guidance
RevPAR year-over-year growth
6.25% - 6.75%
Adjusted EBITDA$90 million to $95 million

In the aggregate, the Company expects its full-year 2024 non-development capital expenditures, net of anticipated lessor reimbursements, to be approximately $180.0 million.

This guidance excludes future acquisition or disposition activity. Reconciliation of the non-GAAP financial measure included in the foregoing guidance to the most comparable GAAP financial measure is not available without unreasonable effort due to the inherent difficulty in forecasting the timing or amounts of items required to reconcile Adjusted EBITDA from the Company's net income (loss). Variability in the timing or amounts of items required to reconcile the measure may have a significant impact on the Company's future GAAP results.

SUPPLEMENTAL INFORMATION

The Company will post on its website at brookdaleinvestors.com supplemental information relating to the Company's fourth quarter and full year 2023 results, an updated investor presentation, and a copy of this earnings release. The supplemental information and a copy of this earnings release will also be furnished in a Form 8-K to be filed with the SEC.

EARNINGS CONFERENCE CALL

Brookdale's management will conduct a conference call to discuss the financial results for the fourth quarter and full year 2023 on February 21, 2024 at 9:00 AM ET. The conference call can be accessed by dialing (833) 470-1428 (from within the U.S.) or (929) 526-1599 (from outside of the U.S.) ten minutes prior to the scheduled start and referencing the access code "347329".

A webcast of the conference call will be available to the public on a listen-only basis at brookdaleinvestors.com. Please allow extra time before the call to download the necessary software required to listen to the internet broadcast. A replay of the webcast will be available through the website following the call.

For those who cannot listen to the live call, a replay of the webcast will be available until 11:59 PM ET on February 28, 2024 by dialing (866) 813-9403 (from within the U.S.) or +44 (204) 525-0658 (from outside of the U.S.) and referencing access code "708692".

Page 5


ABOUT BROOKDALE SENIOR LIVING

Brookdale Senior Living Inc. is the nation’s premier operator of senior living communities. The Company is committed to its mission of enriching the lives of the people it serves with compassion, respect, excellence, and integrity. The Company, through its affiliates, operates independent living, assisted living, memory care, and continuing care retirement communities. Through its comprehensive network, Brookdale helps to provide seniors with care, connection, and services in an environment that feels like home. The Company’s expertise in healthcare, hospitality, and real estate provides residents with opportunities to improve wellness, pursue passions, make new friends, and stay connected with loved ones. Brookdale, through its affiliates, operates and manages 652 communities in 41 states as of December 31, 2023, with the ability to serve approximately 59,000 residents. Brookdale's stock trades on the New York Stock Exchange under the ticker symbol BKD. For more information, visit brookdale.com or connect with Brookdale on Facebook at facebook.com/brookdaleseniorliving or YouTube at youtube.com/BrookdaleLiving.

DEFINITIONS OF REVPAR AND REVPOR

RevPAR, or average monthly senior housing resident fee revenue per available unit, is defined by the Company as resident fee revenue for the corresponding portfolio for the period (excluding revenue for private duty services provided to seniors living outside of the Company's communities and entrance fee amortization), divided by the weighted average number of available units in the corresponding portfolio for the period, divided by the number of months in the period.

RevPOR, or average monthly senior housing resident fee revenue per occupied unit, is defined by the Company as resident fee revenue for the corresponding portfolio for the period (excluding revenue for private duty services provided to seniors living outside of the Company's communities and entrance fee amortization), divided by the weighted average number of occupied units in the corresponding portfolio for the period, divided by the number of months in the period.

Page 6


SAFE HARBOR
Certain statements in this press release and the associated earnings call may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to various risks and uncertainties and include all statements that are not historical statements of fact and those regarding the Company's intent, belief, or expectations. Forward-looking statements are generally identifiable by use of forward-looking terminology such as "may," "will," "should," "could," "would," "potential," "intend," "expect," "endeavor," "seek," "anticipate," "estimate," "believe," "project," "predict," "continue," "plan," "target," or other similar words or expressions, and include statements regarding the Company's expected financial and operational results. These forward-looking statements are based on certain assumptions and expectations, and the Company's ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Although the Company believes that expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that its assumptions or expectations will be attained and actual results and performance could differ materially from those projected. Factors which could have a material adverse effect on the Company's operations and future prospects or which could cause events or circumstances to differ from the forward-looking statements include, but are not limited to, events which adversely affect the ability of seniors to afford resident fees, including downturns in the economy, housing market, consumer confidence, or the equity markets and unemployment among resident family members; changes in reimbursement rates, methods, or timing under governmental reimbursement programs including the Medicare and Medicaid programs; the effects of senior housing construction and development, lower industry occupancy, and increased competition; conditions of housing markets, regulatory changes, acts of nature, and the effects of climate change in geographic areas where the Company is concentrated; terminations of the Company's resident agreements and vacancies in the living spaces it leases; failure to maintain the security and functionality of the Company's information systems, to prevent a cybersecurity attack or breach, or to comply with applicable privacy and consumer protection laws, including HIPAA; the Company's ability to complete its capital expenditures in accordance with its plans; the Company's ability to identify and pursue development, investment, and acquisition opportunities and its ability to successfully integrate acquisitions; competition for the acquisition of assets; the Company's ability to complete pending or expected disposition, acquisition, or other transactions on agreed upon terms or at all, including in respect of the satisfaction of closing conditions, the risk that regulatory approvals are not obtained or are subject to unanticipated conditions, and uncertainties as to the timing of closing, and the Company's ability to identify and pursue any such opportunities in the future; risks related to the implementation of the Company's strategy, including initiatives undertaken to execute on the Company's strategic priorities and their effect on its results; the impacts of the COVID-19 pandemic, including on the nation's economy and debt and equity markets and the local economies in our markets, and on us and our business, results of operations, cash flow, revenue, expenses, liquidity, and our strategic initiatives, including plans for future growth, which will depend on many factors, some of which cannot be foreseen, including the pace and consistency of recovery from the pandemic and any resurgence or variants of the disease; limits on the Company's ability to use net operating loss carryovers to reduce future tax payments; delays in obtaining regulatory approvals; disruptions in the financial markets or decreases in the appraised values or performance of the Company's communities that affect the Company's ability to obtain financing or extend or refinance debt as it matures and the Company's financing costs; the Company's ability to generate sufficient cash flow to cover required interest, principal, and long-term lease payments and to fund its planned capital projects; the effect of any non-compliance with any of the Company's debt or lease agreements (including the financial or other covenants contained therein), including the risk of lenders or lessors declaring a cross default in the event of the Company's non-compliance with any such agreements and the risk of loss of the Company's property securing leases and indebtedness due to any resulting lease terminations and foreclosure actions; the inability to renew, restructure, or extend leases, or exercise purchase options at or prior to the end of any existing lease term; the effect of the Company's indebtedness and long-term leases on the Company's liquidity and its ability to operate its business; increases in market interest rates that increase the costs of the Company's debt obligations; the Company's ability to obtain additional capital on terms acceptable to it; departures of key officers and potential disruption caused by changes in management; increased competition for, or a shortage of, associates (including due to general labor market conditions), wage pressures resulting from increased competition, low unemployment levels, minimum wage increases and changes in overtime laws, and union activity; environmental contamination at any of the Company's communities; failure to comply with existing environmental laws; an adverse determination or resolution of complaints filed against the Company, including putative class action complaints, and the frequency and magnitude of legal actions and liability claims that may arise due to COVID-19 or the Company's response efforts; negative publicity with respect to any lawsuits, claims, or other legal or regulatory proceedings; costs to respond to, and adverse determinations resulting from, government inquiries, reviews, audits, and investigations; the cost and difficulty of complying with increasing and evolving regulation, including new disclosure obligations; changes in, or its failure to comply with, employment-related laws and regulations; the risks associated with current global economic conditions and general economic factors on the Company and the Company's business partners such as inflation, commodity costs, fuel and other energy costs, competition in the labor market, costs of salaries, wages, benefits, and insurance, interest rates, tax rates, geopolitical tensions or conflicts, and uncertainty surrounding federal elections; the impact of seasonal contagious illness or an outbreak of COVID-19 or other contagious disease in the markets in which the Company operates; actions of activist stockholders, including a proxy contest; as well as other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission, including those set forth in the Company's Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements in such SEC filings. Readers are cautioned not to place undue reliance on any of these forward-looking statements, which reflect management's views as of the date of this press release and/or associated earnings call. The Company cannot guarantee future results, levels of activity, performance or achievements, and, except as required by law, it expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained in this press release and/or associated earnings call to reflect any change in the Company's expectations with regard thereto or change in events, conditions, or circumstances on which any statement is based.

Page 7


Condensed Consolidated Statements of Operations
Three Months Ended
December 31,		Years Ended
December 31,
(in thousands, except per share data)2023202220232022
Resident fees$716,582 $657,919 $2,857,270 $2,585,529 
Management fees2,508 2,395 10,161 12,020 
Reimbursed costs incurred on behalf of managed communities35,393 35,348 139,325 147,361 
Other operating income— 4,923 9,073 80,469 
Total revenue and other operating income 754,483 700,585 3,015,829 2,825,379 
Facility operating expense (excluding facility depreciation and
   amortization of $81,034, $82,623, $317,581, and $324,904,
   respectively)
530,464 531,667 2,129,800 2,083,605 
General and administrative expense (including non-cash stock-
   based compensation expense of $3,019, $3,559, $11,985, and
   $14,466, respectively)
41,873 40,385 178,894 168,594 
Facility operating lease expense52,626 40,875 202,410 165,294 
Depreciation and amortization87,398 88,215 342,712 347,444 
Asset impairment30,966 12,256 40,572 29,618 
Loss (gain) on sale of communities, net— (73,850)(36,296)(73,850)
Costs incurred on behalf of managed communities35,393 35,348 139,325 147,361 
Income (loss) from operations(24,237)25,689 18,412 (42,687)
Interest income5,382 3,870 23,146 6,935 
Interest expense:
Debt(53,788)(47,689)(209,772)(157,869)
Financing lease obligations(4,995)(12,093)(21,950)(48,061)
Amortization of deferred financing costs(1,947)(1,856)(7,696)(6,446)
Change in fair value of derivatives(3,986)(1,618)1,144 7,659 
Gain (loss) on debt modification and extinguishment, net(2,702)(1,357)(2,702)(1,357)
Equity in earnings (loss) of unconsolidated ventures(840)(1,429)(3,996)(10,782)
Non-operating gain (loss) on sale of assets, net581 (16)1,441 595 
Other non-operating income (loss)5,175 10,375 21,687 12,114 
Income (loss) before income taxes(81,357)(26,124)(180,286)(239,899)
Benefit (provision) for income taxes(9,813)473 (8,784)1,559 
Net income (loss)(91,170)(25,651)(189,070)(238,340)
Net (income) loss attributable to noncontrolling interest14 14 59 (87)
Net income (loss) attributable to Brookdale Senior Living Inc.
   common stockholders		$(91,156)$(25,637)$(189,011)$(238,427)
Basic and diluted net income (loss) per share attributable to
   Brookdale Senior Living Inc. common stockholders		$(0.40)$(0.13)$(0.84)$(1.25)
Weighted average shares used in computing basic and diluted
   net income (loss) per share		225,427 202,245 225,209 190,463 
Page 8


Condensed Consolidated Balance Sheets
(in thousands)December 31, 2023December 31, 2022
Cash and cash equivalents$277,971 $398,850 
Marketable securities29,755 48,680 
Restricted cash41,341 27,735 
Accounts receivable, net48,393 55,761 
Prepaid expenses and other current assets, net80,908 106,067 
Total current assets478,368 637,093 
Property, plant and equipment and leasehold intangibles, net4,330,629 4,535,702 
Operating lease right-of-use assets670,907 597,130 
Other assets, net93,531 167,137 
Total assets$5,573,435 $5,937,062 
Current portion of long-term debt$41,463 $66,043 
Current portion of financing lease obligations1,075 24,059 
Current portion of operating lease obligations192,631 176,758 
Other current liabilities364,947 374,345 
Total current liabilities600,116 641,205 
Long-term debt, less current portion3,655,850 3,784,099 
Financing lease obligations, less current portion150,774 224,801 
Operating lease obligations, less current portion683,876 616,973 
Other liabilities77,666 85,831 
Total liabilities5,168,282 5,352,909 
Total Brookdale Senior Living Inc. stockholders' equity403,664 582,605 
Noncontrolling interest1,489 1,548 
Total equity405,153 584,153 
Total liabilities and equity$5,573,435 $5,937,062 
Page 9


Condensed Consolidated Statements of Cash Flows
Years Ended December 31,
(in thousands)20232022
Cash Flows from Operating Activities
Net income (loss)$(189,070)$(238,340)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Loss (gain) on debt modification and extinguishment, net2,702 1,357 
Depreciation and amortization, net350,408 353,890 
Asset impairment40,572 29,618 
Equity in (earnings) loss of unconsolidated ventures3,996 10,782 
Distributions from unconsolidated ventures from cumulative share of net earnings430 561 
Amortization of entrance fees(732)(2,307)
Proceeds from deferred entrance fee revenue477 4,222 
Deferred income tax (benefit) provision7,590 (1,324)
Operating lease expense adjustment(45,739)(34,896)
Change in fair value of derivatives(1,144)(7,659)
Loss (gain) on sale of assets, net(37,737)(74,445)
Non-cash stock-based compensation expense11,985 14,466 
Property and casualty insurance income(18,920)(11,379)
Other non-operating (income) loss(2,542)— 
Changes in operating assets and liabilities:
Accounts receivable, net7,380 (4,624)
Prepaid expenses and other assets, net21,629 (21,240)
Trade accounts payable and accrued expenses2,448 (27,185)
Refundable fees and deferred revenue(654)(1,934)
Operating lease assets and liabilities for lessor capital expenditure
   reimbursements
9,844 13,718 
Net cash provided by (used in) operating activities162,923 3,281 
Cash Flows from Investing Activities
Purchase of marketable securities(174,476)(263,669)
Sale and maturities of marketable securities197,100 398,752 
Capital expenditures, net of related payables(233,205)(196,924)
Acquisition of assets, net of cash acquired(574)(6,004)
Investment in unconsolidated ventures(7,589)(218)
Distributions received from unconsolidated ventures— 966 
Proceeds from sale of assets, net83,526 4,653 
Property and casualty insurance proceeds24,704 — 
Purchase of interest rate cap instruments(12,454)(1,632)
Proceeds from interest rate cap instruments9,890 788 
Other(286)(4,141)
Net cash provided by (used in) investing activities(113,364)(67,429)
Cash Flows from Financing Activities
Proceeds from debt205,549 254,259 
Repayment of debt and financing lease obligations(367,242)(281,185)
Proceeds from issuance of tangible equity units— 139,438 
Payment of financing costs, net of related payables(10,831)(7,077)
Payments of employee taxes for withheld shares(1,915)(4,293)
Other— (760)
Net cash provided by (used in) financing activities(174,439)100,382 
Net increase (decrease) in cash, cash equivalents, and restricted cash(124,880)36,234 
Cash, cash equivalents, and restricted cash at beginning of period474,548 438,314 
Cash, cash equivalents, and restricted cash at end of period$349,668 $474,548 
Page 10


Non-GAAP Financial Measures

This earnings release contains the financial measures Adjusted EBITDA and Adjusted Free Cash Flow, which are not calculated in accordance with U.S. generally accepted accounting principles ("GAAP"). Presentations of these non-GAAP financial measures are intended to aid investors in better understanding the factors and trends affecting the Company’s performance and liquidity. However, investors should not consider these non-GAAP financial measures as a substitute for financial measures determined in accordance with GAAP, including net income (loss), income (loss) from operations, or net cash provided by (used in) operating activities. The Company cautions investors that amounts presented in accordance with the Company’s definitions of these non-GAAP financial measures may not be comparable to similar measures disclosed by other companies because not all companies calculate non-GAAP measures in the same manner. The Company urges investors to review the following reconciliations of these non-GAAP financial measures from the most comparable financial measures determined in accordance with GAAP.

Adjusted EBITDA

Adjusted EBITDA is a non-GAAP performance measure that the Company defines as net income (loss) excluding: benefit/provision for income taxes, non-operating income/expense items, and depreciation and amortization; and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, cost reduction, or organizational restructuring items that management does not consider as part of the Company’s underlying core operating performance and that management believes impact the comparability of performance between periods. For the periods presented herein, such other items include non-cash impairment charges, operating lease expense adjustment, non-cash stock-based compensation expense, gain/loss on sale of communities, and transaction and organizational restructuring costs. Transaction costs include those directly related to acquisition, disposition, financing, and leasing activity, and are primarily comprised of legal, finance, consulting, professional fees, and other third-party costs. Organizational restructuring costs include those related to the Company’s efforts to reduce general and administrative expense and its senior leadership changes, including severance.

The Company believes that presentation of Adjusted EBITDA as a performance measure is useful to investors because (i) it is one of the metrics used by the Company’s management for budgeting and other planning purposes, to review the Company’s historic and prospective core operating performance, and to make day-to-day operating decisions; (ii) it provides an assessment of operational factors that management can impact in the short-term, namely revenues and the controllable cost structure of the organization, by eliminating items related to the Company’s financing and capital structure and other items that management does not consider as part of the Company’s underlying core operating performance and that management believes impact the comparability of performance between periods; (iii) the Company believes that this measure is used by research analysts and investors to evaluate the Company’s operating results and to value companies in its industry; and (iv) the Company uses the measure for components of executive compensation.

Adjusted EBITDA has material limitations as a performance measure, including: (i) excluded interest and income tax are necessary to operate the Company’s business under its current financing and capital structure; (ii) excluded depreciation, amortization, and impairment charges may represent the wear and tear and/or reduction in value of the Company’s communities, goodwill, and other assets and may be indicative of future needs for capital expenditures; and (iii) the Company may incur income/expense similar to those for which adjustments are made, such as gain/loss on sale of assets, facility operating lease termination, or debt modification and extinguishment, non-cash stock-based compensation expense, and transaction and other costs, and such income/expense may significantly affect the Company’s operating results.

Page 11


The tables below reconcile Adjusted EBITDA from net income (loss).
Three Months Ended
(in thousands)December 31, 2023September 30, 2023December 31, 2022
Net income (loss)$(91,170)$(48,811)$(25,651)
Provision (benefit) for income taxes9,813 (1,876)(473)
Equity in (earnings) loss of unconsolidated ventures840 1,426 1,429 
Loss (gain) on debt modification and extinguishment, net2,702 — 1,357 
Non-operating loss (gain) on sale of assets, net(581)— 16 
Other non-operating (income) loss(5,175)(10,166)(10,375)
Interest expense64,716 59,412 63,256 
Interest income(5,382)(6,323)(3,870)
Income (loss) from operations(24,237)(6,338)25,689 
Depreciation and amortization87,398 85,932 88,215 
Asset impairment30,966 9,086 12,256 
Loss (gain) on sale of communities, net— — (73,850)
Operating lease expense adjustment(11,919)(11,458)(9,567)
Non-cash stock-based compensation expense3,019 2,893 3,559 
Transaction and organizational restructuring costs96 105 262 
Adjusted EBITDA(5)
$85,323 $80,220 $46,564 

(5)    Adjusted EBITDA includes a $2.6 million and $4.9 million benefit for the three months ended September 30, 2023 and December 31, 2022, respectively, of government grants and credits recognized in other operating income.

Years Ended December 31,
(in thousands)20232022
Net income (loss)$(189,070)$(238,340)
Provision (benefit) for income taxes8,784 (1,559)
Equity in (earnings) loss of unconsolidated ventures3,996 10,782 
Loss (gain) on debt modification and extinguishment, net2,702 1,357 
Non-operating loss (gain) on sale of assets, net(1,441)(595)
Other non-operating (income) loss(21,687)(12,114)
Interest expense238,274 204,717 
Interest income(23,146)(6,935)
Income (loss) from operations18,412 (42,687)
Depreciation and amortization342,712 347,444 
Asset impairment40,572 29,618 
Loss (gain) on sale of communities, net(36,296)(73,850)
Operating lease expense adjustment(45,739)(34,896)
Non-cash stock-based compensation expense11,985 14,466 
Transaction and organizational restructuring costs3,892 1,210 
Adjusted EBITDA(6)
$335,538 $241,305 

(6)    Adjusted EBITDA includes a $9.1 million and $80.5 million benefit for the years ended December 31, 2023 and 2022, respectively, of government grants and credits recognized in other operating income.








Page 12



Adjusted Free Cash Flow

Adjusted Free Cash Flow is a non-GAAP liquidity measure that the Company defines as net cash provided by (used in) operating activities before: distributions from unconsolidated ventures from cumulative share of net earnings, changes in prepaid insurance premiums financed with notes payable, changes in operating lease assets and liabilities for lease termination, cash paid/received for gain/loss on facility operating lease termination, and lessor capital expenditure reimbursements under operating leases; plus: property and casualty insurance proceeds and proceeds from refundable entrance fees, net of refunds; less: non-development capital expenditures and payment of financing lease obligations. Non-development capital expenditures are comprised of corporate and community-level capital expenditures, including those related to maintenance, renovations, upgrades, and other major building infrastructure projects for the Company’s communities and is presented net of lessor reimbursements. Non-development capital expenditures do not include capital expenditures for: community expansions, major community redevelopment and repositioning projects, and the development of new communities.

The Company believes that presentation of Adjusted Free Cash Flow as a liquidity measure is useful to investors because (i) it is one of the metrics used by the Company’s management for budgeting and other planning purposes, to review the Company’s historic and prospective sources of operating liquidity, and to review the Company’s ability to service its outstanding indebtedness, pay dividends to stockholders, engage in share repurchases, and make capital expenditures, including development capital expenditures; and (ii) it provides an indicator to management to determine if adjustments to current spending decisions are needed.

Adjusted Free Cash Flow has material limitations as a liquidity measure, including: (i) it does not represent cash available for dividends, share repurchases, or discretionary expenditures since certain non-discretionary expenditures, including mandatory debt principal payments, are not reflected in this measure; (ii) the cash portion of non-recurring charges related to gain/loss on facility lease termination generally represent charges/gains that may significantly affect the Company’s liquidity; and (iii) the impact of timing of cash expenditures, including the timing of non-development capital expenditures, limits the usefulness of the measure for short-term comparisons.

The tables below reconcile Adjusted Free Cash Flow from net cash provided by (used in) operating activities.
Three Months Ended
(in thousands)December 31, 2023September 30, 2023December 31, 2022
Net cash provided by (used in) operating activities$29,294 $45,763 $(48,562)
Net cash provided by (used in) investing activities22,383 (31,837)(9,936)
Net cash provided by (used in) financing activities(105,285)(19,232)138,229 
Net increase (decrease) in cash, cash equivalents,
    and restricted cash		$(53,608)$(5,306)$79,731 
Net cash provided by (used in) operating activities$29,294 $45,763 $(48,562)
Changes in prepaid insurance premiums financed with notes payable(6,530)(6,474)(5,552)
Changes in assets and liabilities for lessor capital expenditure reimbursements under operating leases(7,600)— (4,494)
Non-development capital expenditures, net(41,536)(47,248)(39,335)
Property and casualty insurance proceeds5,168 10,747 — 
Payment of financing lease obligations(251)(244)(5,615)
Adjusted Free Cash Flow (7)
$(21,455)$2,544 $(103,558)

(7)     Adjusted Free Cash Flow includes:
•$0.3 million, $2.7 million, and $1.4 million benefit for the three months ended December 31, 2023, September 30, 2023, and December 31, 2022, respectively, from government grants and credits received.
•$0.1 million, $0.1 million, and $0.3 million for the three months ended December 31, 2023, September 30, 2023, and December 31, 2022, respectively, for transaction and organizational restructuring costs.








Page 13




Years Ended December 31,
(in thousands)20232022
Net cash provided by (used in) operating activities$162,923 $3,281 
Net cash provided by (used in) investing activities(113,364)(67,429)
Net cash provided by (used in) financing activities(174,439)100,382 
Net increase (decrease) in cash, cash equivalents, and restricted cash$(124,880)$36,234 
Net cash provided by (used in) operating activities$162,923 $3,281 
Distributions from unconsolidated ventures from cumulative share of net earnings(430)(561)
Changes in assets and liabilities for lessor capital expenditure reimbursements under operating leases(9,844)(13,718)
Non-development capital expenditures, net(216,511)(168,166)
Property and casualty insurance proceeds24,704 — 
Payment of financing lease obligations(8,473)(22,221)
Adjusted Free Cash Flow (8)
$(47,631)$(201,385)

(8)     Adjusted Free Cash Flow includes:
•$28.3 million and $69.5 million benefit for the years ended December 31, 2023 and 2022, respectively, from government grants and credits received.
•$3.1 million recoupment for the year ended December 31, 2022 of accelerated/advanced Medicare payments.
•$31.6 million paid during the year ended December 31, 2022 for deferred payroll taxes for the year ended December 31, 2020.
•$3.9 million and $1.2 million for the years ended December 31, 2023 and 2022, respectively, for transaction and organizational restructuring costs.

Contact:
Jessica Hazel
VP Investor Relations
(615) 564-8104
Jessica.Hazel@brookdale.com
Page 14

Supplemental Information 4th Quarter 2023 Exhibit 99.2

 
2 Overview 3 Segment Overview 6 Senior Housing 7 General and Administrative ("G&A") Expense 12 Capital Expenditures 13 Cash Facility Lease Payments 14 Capital Structure 15 Definitions 16 Appendix: Non-GAAP Financial Measures 18 Table of Contents

 
3 Managed 4,579 Owned 31,205 Leased 19,844 Managed 30 Owned 345 Leased 277 652 communities 55,628 units (1) Adjusted EBITDA includes government grants and credits recognized during the respective periods as presented in other operating income, including for the three months ended September 30, 2022, $61.1 million of grants from the Public Health and Social Services Emergency Fund ("Provider Relief Fund"). Important Note Regarding Non-GAAP Financial Measures • Adjusted EBITDA and Adjusted Free Cash Flow are financial measures that are not calculated in accordance with GAAP. See "Definitions" and "Non-GAAP Financial Measures" for the definitions of such measures and other important information regarding such measures, including reconciliations to the most comparable GAAP measures. 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 ($ in 000s, except RevPAR and RevPOR) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year Better B (Worse) (W) B(W) Resident fee revenue $ 636,974 $ 640,388 $ 650,248 $ 657,919 $ 2,585,529 $ 713,404 $ 710,161 $ 717,123 $ 716,582 $ 2,857,270 $ 2,857,270 8.9 % 10.5 % Other operating income $ 376 $ 8,411 $ 66,759 $ 4,923 $ 80,469 $ 2,328 $ 4,122 $ 2,623 $ — $ 9,073 (100.0) % (88.7) % Net income (loss) $ (100,032) $ (84,283) $ (28,374) $ (25,651) $ (238,340) $ (44,563) $ (4,526) $ (48,811) $ (91,170) $ (189,070) NM 20.7 % Net cash provided by (used in) operating activities $ (23,255) $ 11,577 $ 63,521 $ (48,562) $ 3,281 $ 24,042 $ 63,824 $ 45,763 $ 29,294 $ 162,923 NM NM Adjusted EBITDA (1) $ 37,176 $ 50,714 $ 106,851 $ 46,564 $ 241,305 $ 88,623 $ 81,372 $ 80,220 $ 85,323 $ 335,538 83.2 % 39.1 % Adjusted Free Cash Flow $ (53,493) $ (48,463) $ 4,129 $ (103,558) $ (201,385) $ (21,239) $ (7,481) $ 2,544 $ (21,455) $ (47,631) 79.3 % 76.3 % RevPAR $ 4,032 $ 4,071 $ 4,150 $ 4,199 $ 4,113 $ 4,551 $ 4,544 $ 4,596 $ 4,619 $ 4,577 10.0 % 11.3 % Weighted average occupancy 73.4% 74.6% 76.4% 77.1% 75.4% 76.3% 76.5% 77.6% 78.4% 77.2% 130 bps 180 bps RevPOR $ 5,493 $ 5,459 $ 5,432 $ 5,446 $ 5,457 $ 5,963 $ 5,939 $ 5,919 $ 5,889 $ 5,927 8.1 % 8.6 % 4Q 2023 weighted average occupancy (consolidated communities) Occupancy Band Community Count % of Period End Communities Greater than 95% 85 14% 90% > 95% 82 13% 85% > 90% 81 13% 80% > 85% 66 10% 75% > 80% 85 14% 70% > 75% 67 11% Less than 70% 156 25% Total 622 100% Overview As of December 31, 2023 Consolidated: 51,049 Consolidated: 622

 
4 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 ($ in 000s) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year B(W) B(W) Resident fee revenue $ 636,974 $ 640,388 $ 650,248 $ 657,919 $ 2,585,529 $ 713,404 $ 710,161 $ 717,123 $ 716,582 $ 2,857,270 8.9 % 10.5 % Management fee revenue 3,329 3,329 2,967 2,395 12,020 2,577 2,510 2,566 2,508 10,161 4.7 % (15.5) % Other operating income 376 8,411 66,759 4,923 80,469 2,328 4,122 2,623 — 9,073 (100.0) % (88.7) % Facility operating expense (512,764) (513,664) (525,510) (531,667) (2,083,605) (530,807) (531,118) (537,411) (530,464) (2,129,800) 0.2 % (2.2) % Combined Segment Operating Income 127,915 138,464 194,464 133,570 594,413 187,502 185,675 184,901 188,626 746,704 41.2 % 25.6 % General and administrative expense (1) (40,868) (37,904) (37,582) (36,564) (152,918) (41,947) (42,234) (40,078) (38,758) (163,017) (6.0) % (6.6) % Cash facility operating lease payments (see page 14) (49,871) (49,846) (50,031) (50,442) (200,190) (56,932) (62,069) (64,603) (64,545) (248,149) (28.0) % (24.0) % Adjusted EBITDA (2) 37,176 50,714 106,851 46,564 241,305 88,623 81,372 80,220 85,323 335,538 83.2 % 39.1 % Transaction and Organizational Restructuring Costs (373) (229) (346) (262) (1,210) (3,568) (123) (105) (96) (3,892) 63.4 % NM Interest expense, net (see page 14) (45,120) (46,909) (51,054) (55,912) (198,995) (51,541) (51,594) (52,040) (53,401) (208,576) 4.5 % (4.8) % Payment of financing lease obligations (5,490) (5,610) (5,506) (5,615) (22,221) (5,852) (2,126) (244) (251) (8,473) 95.5 % 61.9 % Changes in working capital (3) (272) (552) (2,581) (51,578) (54,983) 8,247 27,817 11,495 (16,756) 30,803 67.5 % NM Non-Development Capital Expenditures, net (see page 13) (39,326) (45,686) (43,819) (39,335) (168,166) (62,912) (64,815) (47,248) (41,536) (216,511) (5.6) % (28.7) % Property and casualty insurance proceeds — — — — — 6,422 2,367 10,747 5,168 24,704 NM NM Other (4) (88) (191) 584 2,580 2,885 - 6 (658) (379) (281) 94 (1,224) (96.4) % NM Adjusted Free Cash Flow (5) $ (53,493) $ (48,463) $ 4,129 $ (103,558) $ (201,385) $ (21,239) $ (7,481) $ 2,544 $ (21,455) $ (47,631) 79.3 % 76.3 % Adjusted EBITDA and Adjusted Free Cash Flow (1) Excluding non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs, see page 12. (2) Adjusted EBITDA includes government grants and credits recognized during the respective periods as presented in other operating income. (3) Excludes changes in prepaid insurance premiums financed with notes payable and lessor capital expenditure reimbursements under operating leases. (4) Primarily consists of state income tax (provision) benefit and proceeds from business interruption insurance. (5) In addition to government grants and credits received, the Company’s Adjusted Free Cash Flow for 2022 includes the impacts of repayment of temporary liquidity relief pursuant to the Coronavirus Aid, Relief, and Economic Security Act of 2020 (“CARES Act”), primarily including $31.6 million paid during the fourth quarter of 2022 for deferred payroll taxes for the year ended December 31, 2020. As of December 31, 2022, the Company has no remaining obligations for the deferred payroll tax program. 2023 Impact ($ in millions) 1Q 2Q 3Q 4Q Full Year Cash facility operating lease payments $ (5) $ (10) $ (13) $ (13) $ (41) Adjusted EBITDA (5) (10) (13) (13) (41) Interest expense, net 5 7 7 7 26 Payment of financing lease obligations — 3 6 6 15 Adjusted Free Cash Flow $ — $ — $ — $ — $ — Impacts of Changes in Lease Classification on Adjusted EBITDA As a result of a lease amendment in the fourth quarter of 2022 with a prospective change in lease classification, for the full year of 2023: • Cash facility operating lease payments: include $22 million of reclassified cash lease payments • Adjusted EBITDA: negatively impacted by $22 million • Adjusted Free Cash Flow: no impact from the change in lease classification As a result of a lease amendment in the second quarter of 2023 with a prospective change in lease classification, for the full year of 2023: • Cash facility operating lease payments: include $19 million of reclassified cash lease payments • Adjusted EBITDA: negatively impacted by $19 million • Adjusted Free Cash Flow: no impact from the change in lease classification

 
5 (1) Resident fee revenue excluded from definitions of RevPAR and RevPOR is $0.6 million and $3.2 million, for the fourth quarter of 2023 and the full year 2023, respectively. (2) All Other primarily includes communities operated by the Company pursuant to management agreements. (3) Excluding non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs, see page 12. (4) Adjusted EBITDA includes government grants recognized as presented in other operating income. (5) Excludes changes in prepaid insurance premiums financed with notes payable and lessor capital expenditure reimbursements under operating leases. 4Q 2023 Full Year 2023 ($ in 000s) Total Senior Housing Owned Portfolio Senior Housing Leased Portfolio Corporate All Other (2) Total Senior Housing Owned Portfolio Senior Housing Leased Portfolio Corporate All Other (2) Resident fee revenue (1) $ 716,582 $ 419,830 $ 296,752 $ — $ — $ 2,857,270 $ 1,675,103 $ 1,182,167 $ — $ — Management fee revenue 2,508 — — — 2,508 10,161 — — — 10,161 Other operating income — — — — — 9,073 7,228 1,845 — — Facility operating expense (530,464) (318,611) (211,853) — — (2,129,800) (1,279,382) (850,418) — — Combined Segment Operating Income 188,626 101,219 84,899 — 2,508 746,704 402,949 333,594 — 10,161 General and administrative expense (3) (38,758) (21,131) (14,936) — (2,691) (163,017) (88,856) (62,705) — (11,456) Cash facility operating lease payments (64,545) — (63,235) (1,310) — (248,149) — (242,963) (5,186) — Adjusted EBITDA (4) 85,323 80,088 6,728 (1,310) (183) 335,538 314,093 27,926 (5,186) (1,295) Transaction and Organizational Restructuring Costs (96) — — (96) — (3,892) — — (3,892) — Interest expense, net (53,401) (53,788) (4,734) 5,121 — (208,576) (209,772) (20,826) 22,022 — Payment of financing lease obligations (251) — (55) (196) — (8,473) — (7,714) (759) — Changes in working capital (5) (16,756) — — (16,756) — 30,803 — — 30,803 — Non-Development Capital Expenditures, net (41,536) (24,992) (7,149) (9,395) — (216,511) (108,075) (53,608) (54,828) — Property and casualty insurance proceeds 5,168 — — 5,168 — 24,704 — — 24,704 — Other 94 — — 94 — (1,224) — — (1,224) — Adjusted Free Cash Flow $ (21,455) $ 1,308 $ (5,210) $ (17,370) $ (183) $ (47,631) $ (3,754) $ (54,222) $ 11,640 $ (1,295) Adjusted EBITDA and Adjusted Free Cash Flow Distribution

 
6 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 ($ in 000s, except RevPAR and RevPOR) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year B(W) B(W) Total Senior Housing and All Other Revenue (1) $ 640,303 $ 643,717 $ 653,215 $ 660,314 $ 2,597,549 $ 715,981 $ 712,671 $ 719,689 $ 719,090 $ 2,867,431 8.9 % 10.4 % Other operating income $ 376 $ 8,411 $ 66,759 $ 4,923 $ 80,469 $ 2,328 $ 4,122 $ 2,623 $ — $ 9,073 (100.0) % (88.7) % Combined Segment Operating Income $ 127,915 $ 138,464 $ 194,464 $ 133,570 $ 594,413 $ 187,502 $ 185,675 $ 184,901 $ 188,626 $ 746,704 41.2 % 25.6 % Combined segment operating margin 20.0 % 21.2 % 27.0 % 20.1 % 22.2 % 26.1 % 25.9 % 25.6 % 26.2 % 26.0 % 610 bps 380 bps Combined segment adjusted operating margin (2) 19.9 % 20.2 % 19.6 % 19.5 % 19.8 % 25.9 % 25.5 % 25.3 % 26.2 % 25.7 % 670 bps 590 bps Senior Housing Segments (see page 7) Revenue $ 636,974 $ 640,388 $ 650,248 $ 657,919 $ 2,585,529 $ 713,404 $ 710,161 $ 717,123 $ 716,582 $ 2,857,270 8.9 % 10.5 % Other operating income $ 376 $ 8,411 $ 66,759 $ 4,923 $ 80,469 $ 2,328 $ 4,122 $ 2,623 $ — $ 9,073 (100.0) % (88.7) % Senior Housing Operating Income $ 124,586 $ 135,135 $ 191,497 $ 131,175 $ 582,393 $ 184,925 $ 183,165 $ 182,335 $ 186,118 $ 736,543 41.9 % 26.5 % Operating margin 19.5 % 20.8 % 26.7 % 19.8 % 21.8 % 25.8 % 25.6 % 25.3 % 26.0 % 25.7 % 620 bps 390 bps Adjusted operating margin (2) 19.5 % 19.8 % 19.2 % 19.2 % 19.4 % 25.6 % 25.2 % 25.1 % 26.0 % 25.5 % 680 bps 610 bps Number of communities (period end) 645 641 641 641 641 641 641 641 622 622 (3.0) % (3.0) % Total Average Units 52,586 52,368 52,158 52,166 52,320 52,177 52,030 51,960 51,672 51,960 (0.9) % (0.7) % RevPAR $ 4,032 $ 4,071 $ 4,150 $ 4,199 $ 4,113 $ 4,551 $ 4,544 $ 4,596 $ 4,619 $ 4,577 10.0 % 11.3 % Weighted average occupancy 73.4 % 74.6 % 76.4 % 77.1 % 75.4 % 76.3 % 76.5 % 77.6 % 78.4 % 77.2 % 130 bps 180 bps RevPOR $ 5,493 $ 5,459 $ 5,432 $ 5,446 $ 5,457 $ 5,963 $ 5,939 $ 5,919 $ 5,889 $ 5,927 8.1 % 8.6 % All Other All Other Segment Operating Income (comprised solely of management fees) $ 3,329 $ 3,329 $ 2,967 $ 2,395 $ 12,020 $ 2,577 $ 2,510 $ 2,566 $ 2,508 $ 10,161 4.7 % (15.5) % Resident fee revenue under management (3) $ 52,898 $ 54,284 $ 52,712 $ 50,758 $ 210,652 $ 54,820 $ 53,373 $ 54,246 $ 53,459 $ 215,898 5.3 % 2.5 % Segment Overview (1) Excludes reimbursed costs on behalf of managed communities. (2) Excludes other operating income. (3) Not included in consolidated reported amounts.

 
7 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 ($ in 000s, except RevPAR and RevPOR) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year B(W) B(W) Independent Living Revenue $ 124,404 $ 125,578 $ 128,106 $ 129,705 $ 507,793 $ 140,602 $ 140,670 $ 141,234 $ 141,506 $ 564,012 9.1 % 11.1 % Other operating income $ 2 $ 1,159 $ 9,520 $ 225 $ 10,906 $ 54 $ 218 $ 215 $ — $ 487 (100.0) % (95.5) % Segment Operating Income $ 37,684 $ 38,709 $ 46,395 $ 36,162 $ 158,950 $ 46,833 $ 46,361 $ 44,702 $ 46,749 $ 184,645 29.3 % 16.2 % Segment operating margin 30.3 % 30.5 % 33.7 % 27.8 % 30.6 % 33.3 % 32.9 % 31.6 % 33.0 % 32.7 % 520 bps 210 bps Segment adjusted operating margin (1) 30.3 % 29.9 % 28.8 % 27.7 % 29.2 % 33.3 % 32.8 % 31.5 % 33.0 % 32.7 % 530 bps 350 bps Number of communities (period end) 68 68 68 68 68 68 68 68 68 68 — % — % Total Average Units 12,568 12,569 12,569 12,569 12,569 12,571 12,573 12,569 12,562 12,569 (0.1) % — % RevPAR $ 3,299 $ 3,330 $ 3,397 $ 3,440 $ 3,367 $ 3,728 $ 3,729 $ 3,746 $ 3,755 $ 3,739 9.2 % 11.0 % Weighted average occupancy 74.6 % 76.0 % 78.3 % 79.1 % 77.0 % 78.6 % 78.9 % 79.6 % 80.3 % 79.4 % 120 bps 240 bps RevPOR $ 4,423 $ 4,380 $ 4,337 $ 4,348 $ 4,371 $ 4,741 $ 4,727 $ 4,705 $ 4,674 $ 4,711 7.5 % 7.8 % Assisted Living and Memory Care Revenue $ 432,132 $ 434,454 $ 442,097 $ 446,409 $ 1,755,092 $ 486,777 $ 486,523 $ 494,014 $ 493,118 $ 1,960,432 10.5 % 11.7 % Other operating income $ 356 $ 6,412 $ 49,721 $ 4,141 $ 60,630 $ 2,027 $ 3,763 $ 2,218 $ — $ 8,008 (100.0) % (86.8) % Segment Operating Income $ 76,863 $ 87,588 $ 130,039 $ 85,468 $ 379,958 $ 124,593 $ 124,616 $ 126,731 $ 126,377 $ 502,317 47.9 % 32.2 % Segment operating margin 17.8 % 19.9 % 26.4 % 19.0 % 20.9 % 25.5 % 25.4 % 25.5 % 25.6 % 25.5 % 660 bps 460 bps Segment adjusted operating margin (1) 17.7 % 18.7 % 18.2 % 18.2 % 18.2 % 25.2 % 24.8 % 25.2 % 25.6 % 25.2 % 740 bps 700 bps Number of communities (period end) 558 554 554 554 554 554 555 555 537 537 (3.1) % (3.1) % Total Average Units 34,817 34,598 34,398 34,406 34,555 34,414 34,442 34,480 34,319 34,414 (0.3) % (0.4) % RevPAR $ 4,136 $ 4,183 $ 4,281 $ 4,322 $ 4,230 $ 4,710 $ 4,703 $ 4,769 $ 4,784 $ 4,741 10.7 % 12.1 % Weighted average occupancy 73.0 % 74.2 % 76.2 % 76.8 % 75.1 % 75.9 % 76.3 % 77.6 % 78.2 % 77.0 % 140 bps 190 bps RevPOR $ 5,665 $ 5,636 $ 5,621 $ 5,623 $ 5,636 $ 6,204 $ 6,164 $ 6,148 $ 6,117 $ 6,158 8.8 % 9.3 % CCRCs Revenue $ 80,438 $ 80,356 $ 80,045 $ 81,805 $ 322,644 $ 86,025 $ 82,968 $ 81,875 $ 81,958 $ 332,826 0.2 % 3.2 % Other operating income $ 18 $ 840 $ 7,518 $ 557 $ 8,933 $ 247 $ 141 $ 190 $ — $ 578 (100.0) % (93.5) % Segment Operating Income $ 10,039 $ 8,838 $ 15,063 $ 9,545 $ 43,485 $ 13,499 $ 12,188 $ 10,902 $ 12,992 $ 49,581 36.1 % 14.0 % Segment operating margin 12.5 % 10.9 % 17.2 % 11.6 % 13.1 % 15.6 % 14.7 % 13.3 % 15.9 % 14.9 % 430 bps 180 bps Segment adjusted operating margin (1) 12.5 % 10.0 % 9.4 % 11.0 % 10.7 % 15.4 % 14.5 % 13.1 % 15.9 % 14.7 % 490 bps 400 bps Number of communities (period end) 19 19 19 19 19 19 18 18 17 17 (10.5) % (10.5) % Total Average Units 5,201 5,201 5,191 5,191 5,196 5,192 5,015 4,911 4,791 4,977 (7.7) % (4.2) % RevPAR $ 5,109 $ 5,115 $ 5,105 $ 5,221 $ 5,138 $ 5,490 $ 5,500 $ 5,557 $ 5,702 $ 5,560 9.2 % 8.2 % Weighted average occupancy 73.2 % 73.4 % 73.3 % 73.8 % 73.4 % 73.4 % 72.0 % 73.2 % 75.0 % 73.4 % 120 bps 0 bps RevPOR $ 6,976 $ 6,970 $ 6,966 $ 7,073 $ 6,997 $ 7,482 $ 7,636 $ 7,594 $ 7,599 $ 7,576 7.4 % 8.3 % Senior Housing Segments (1) Excludes other operating income.

 
8 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 ($ in 000s, except RevPAR and RevPOR) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year B(W) B(W) Revenue $ 606,632 $ 612,480 $ 624,871 $ 632,636 $ 2,476,619 $ 686,132 $ 685,306 $ 692,169 $ 695,011 $ 2,758,618 9.9 % 11.4 % Other operating income 358 8,027 63,140 4,805 76,330 2,271 4,076 2,382 — 8,729 (100.0) % (88.6) % Revenue and other operating income 606,990 620,507 688,011 637,441 2,552,949 688,403 689,382 694,551 695,011 2,767,347 9.0 % 8.4 % Community Labor Expense (328,006) (328,886) (332,455) (333,760) (1,323,107) (331,730) (333,728) (336,903) (336,017) (1,338,378) (0.7) % (1.2) % Other facility operating expense (159,371) (160,377) (169,332) (166,075) (655,155) (174,798) (175,096) (179,146) (176,538) (705,578) (6.3) % (7.7) % Facility operating expense(2) (487,377) (489,263) (501,787) (499,835) (1,978,262) (506,528) (508,824) (516,049) (512,555) (2,043,956) (2.5) % (3.3) % Same Community Operating Income $ 119,613 $ 131,244 $ 186,224 $ 137,606 $ 574,687 $ 181,875 $ 180,558 $ 178,502 $ 182,456 $ 723,391 32.6 % 25.9 % Same Community adjusted operating income(3) $ 119,255 $ 123,217 $ 123,084 $ 132,801 $ 498,357 $ 179,604 $ 176,482 $ 176,120 $ 182,456 $ 714,662 37.4 % 43.4 % Same Community operating margin 19.7 % 21.2 % 27.1 % 21.6 % 22.5 % 26.4 % 26.2 % 25.7 % 26.3 % 26.1 % 470 bps 360 bps Same Community adjusted operating margin(3) 19.7 % 20.1 % 19.7 % 21.0 % 20.1 % 26.2 % 25.8 % 25.4 % 26.3 % 25.9 % 530 bps 580 bps Total Average Units 50,219 50,221 50,209 50,210 50,215 50,211 50,213 50,208 50,204 50,209 — % — % RevPAR $ 4,027 $ 4,065 $ 4,148 $ 4,200 $ 4,110 $ 4,555 $ 4,549 $ 4,595 $ 4,615 $ 4,579 9.9 % 11.4 % Weighted average occupancy 73.4 % 74.7 % 76.6 % 77.3 % 75.5 % 76.5 % 76.8 % 77.9 % 78.6 % 77.4 % 130 bps 190 bps RevPOR $ 5,483 $ 5,443 $ 5,418 $ 5,434 $ 5,443 $ 5,952 $ 5,926 $ 5,901 $ 5,873 $ 5,912 8.1 % 8.6 % Same Community Operating Income / Adjusted Operating Income ($ in millions) $119.6 $131.2 $186.2 $137.6 $181.9 $180.6 $178.5 $182.5 Same Community Other Operating Income Same Community Adjusted Operating Income 1Q 2022 2Q 2022 3Q 2022 4Q 2022 1Q 2023 2Q 2023 3Q 2023 4Q 2023 Same Community RevPAR / Weighted Average Occupancy $4,027 $4,065 $4,148 $4,200 $4,555 $4,549 $4,595 $4,61573.4% 74.7% 76.6% 77.3% 76.5% 76.8% 77.9% 78.6% RevPAR Weighted Average Occupancy 1Q 2022 2Q 2022 3Q 2022 4Q 2022 1Q 2023 2Q 2023 3Q 2023 4Q 2023 Senior Housing: Same Community (1) (1) Same Community portfolio reflects 612 communities which represents 98.4% of the Company's total consolidated communities. (2) Excludes natural disaster expense, consisting primarily of remediation of storm damage, net of related insurance recoveries, of $0.1 million and $7.7 million for the full year 2023 and 2022, respectively. (3) Excludes other operating income. (2) (3)

 
9 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 ($ in 000s, except RevPAR and RevPOR) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year B(W) B(W) Independent Living Revenue $ 124,404 $ 125,578 $ 128,106 $ 129,705 $ 507,793 $ 140,602 $ 140,670 $ 141,234 $ 141,506 $ 564,012 9.1 % 11.1 % Other operating income 2 1,159 9,520 225 10,906 54 218 215 — 487 (100.0) % (95.5) % Community Labor Expense (51,787) (53,229) (53,865) (55,084) (213,965) (54,936) (55,093) (55,800) (55,283) (221,112) (0.4) % (3.3) % Other facility operating expense (35,015) (34,817) (37,300) (36,978) (144,110) (38,688) (39,612) (41,108) (39,491) (158,899) (6.8) % (10.3) % Facility operating expense (86,802) (88,046) (91,165) (92,062) (358,075) (93,624) (94,705) (96,908) (94,774) (380,011) (2.9) % (6.1) % Same Community Operating Income $ 37,604 $ 38,691 $ 46,461 $ 37,868 $ 160,624 $ 47,032 $ 46,183 $ 44,541 $ 46,732 $ 184,488 23.4 % 14.9 % Same Community operating margin 30.2 % 30.5 % 33.8 % 29.1 % 31.0 % 33.4 % 32.8 % 31.5 % 33.0 % 32.7 % 390 bps 170 bps Same Community adjusted operating margin (2) 30.2 % 29.9 % 28.8 % 29.0 % 29.5 % 33.4 % 32.7 % 31.4 % 33.0 % 32.6 % 400 bps 310 bps Total Average Units 12,568 12,569 12,569 12,569 12,569 12,571 12,573 12,569 12,562 12,569 (0.1) % — % RevPAR $ 3,299 $ 3,330 $ 3,397 $ 3,440 $ 3,367 $ 3,728 $ 3,729 $ 3,746 $ 3,755 $ 3,739 9.2 % 11.0 % Weighted average occupancy 74.6 % 76.0 % 78.3 % 79.1 % 77.0 % 78.6 % 78.9 % 79.6 % 80.3 % 79.4 % 120 bps 240 bps RevPOR $ 4,423 $ 4,380 $ 4,337 $ 4,348 $ 4,371 $ 4,741 $ 4,727 $ 4,705 $ 4,674 $ 4,711 7.5 % 7.8 % Assisted Living and Memory Care Revenue $ 414,687 $ 419,052 $ 428,943 $ 433,156 $ 1,695,838 $ 471,847 $ 470,749 $ 477,537 $ 478,638 $ 1,898,771 10.5 % 12.0 % Other operating income 356 6,184 47,330 4,118 57,988 2,008 3,725 2,129 — 7,862 (100.0) % (86.4) % Community Labor Expense (235,155) (233,785) (236,707) (236,946) (942,593) (234,840) (235,956) (238,344) (237,603) (946,743) (0.3) % (0.4) % Other facility operating expense (106,190) (106,606) (113,035) (109,567) (435,398) (116,945) (116,292) (118,257) (117,434) (468,928) (7.2) % (7.7) % Facility operating expense (341,345) (340,391) (349,742) (346,513) (1,377,991) (351,785) (352,248) (356,601) (355,037) (1,415,671) (2.5) % (2.7) % Same Community Operating Income $ 73,698 $ 84,845 $ 126,531 $ 90,761 $ 375,835 $ 122,070 $ 122,226 $ 123,065 $ 123,601 $ 490,962 36.2 % 30.6 % Same Community operating margin 17.8 % 20.0 % 26.6 % 20.8 % 21.4 % 25.8 % 25.8 % 25.7 % 25.8 % 25.8 % 500 bps 440 bps Same Community adjusted operating margin (2) 17.7 % 18.8 % 18.5 % 20.0 % 18.7 % 25.4 % 25.2 % 25.3 % 25.8 % 25.4 % 580 bps 670 bps Total Average Units 33,327 33,328 33,326 33,327 33,327 33,326 33,326 33,325 33,327 33,326 — % — % RevPAR $ 4,148 $ 4,191 $ 4,290 $ 4,332 $ 4,240 $ 4,720 $ 4,709 $ 4,777 $ 4,787 $ 4,748 10.5 % 12.0 % Weighted average occupancy 73.0 % 74.3 % 76.2 % 76.9 % 75.1 % 76.0 % 76.3 % 77.6 % 78.3 % 77.1 % 140 bps 200 bps RevPOR $ 5,685 $ 5,644 $ 5,630 $ 5,632 $ 5,646 $ 6,211 $ 6,169 $ 6,153 $ 6,117 $ 6,162 8.6 % 9.1 % CCRCs Revenue $ 67,541 $ 67,850 $ 67,822 $ 69,775 $ 272,988 $ 73,683 $ 73,887 $ 73,398 $ 74,867 $ 295,835 7.3 % 8.4 % Other operating income — 684 6,290 462 7,436 209 133 38 — 380 (100.0) % (94.9) % Community Labor Expense (41,064) (41,872) (41,883) (41,730) (166,549) (41,954) (42,679) (42,759) (43,131) (170,523) (3.4) % (2.4) % Other facility operating expense (18,166) (18,954) (18,997) (19,530) (75,647) (19,165) (19,192) (19,781) (19,613) (77,751) (0.4) % (2.8) % Facility operating expense (59,230) (60,826) (60,880) (61,260) (242,196) (61,119) (61,871) (62,540) (62,744) (248,274) (2.4) % (2.5) % Same Community Operating Income $ 8,311 $ 7,708 $ 13,232 $ 8,977 $ 38,228 $ 12,773 $ 12,149 $ 10,896 $ 12,123 $ 47,941 35.0 % 25.4 % Same Community operating margin 12.3 % 11.2 % 17.9 % 12.8 % 13.6 % 17.3 % 16.4 % 14.8 % 16.2 % 16.2 % 340 bps 260 bps Same Community adjusted operating margin (2) 12.3 % 10.4 % 10.2 % 12.2 % 11.3 % 17.1 % 16.3 % 14.8 % 16.2 % 16.1 % 400 bps 480 bps Total Average Units 4,324 4,324 4,314 4,314 4,319 4,314 4,314 4,314 4,315 4,314 — % (0.1) % RevPAR $ 5,207 $ 5,231 $ 5,240 $ 5,391 $ 5,267 $ 5,693 $ 5,709 $ 5,671 $ 5,783 $ 5,714 7.3 % 8.5 % Weighted average occupancy 73.7 % 74.1 % 74.2 % 74.8 % 74.2 % 74.5 % 74.0 % 74.8 % 75.8 % 74.8 % 100 bps 60 bps RevPOR $ 7,063 $ 7,059 $ 7,067 $ 7,210 $ 7,100 $ 7,638 $ 7,712 $ 7,584 $ 7,626 $ 7,639 5.8 % 7.6 % Senior Housing Segments: Same Community (1) (1) Same Community portfolio reflects 68 Independent Living communities, 528 Assisted Living and Memory Care communities, and 16 CCRCs. (2) Excludes other operating income.

 
10 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 ($ in 000s, except RevPAR and RevPOR) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year B(W) B(W) Revenue $ 370,337 $ 374,231 $ 379,913 $ 386,244 $ 1,510,725 $ 418,624 $ 416,298 $ 420,351 $ 419,830 $ 1,675,103 8.7 % 10.9 % Other operating income 300 5,240 38,372 3,670 47,582 1,885 3,515 1,828 — 7,228 (100.0) % (84.8) % Facility operating expense (304,715) (307,694) (314,480) (319,835) (1,246,724) (319,727) (318,572) (322,472) (318,611) (1,279,382) 0.4 % (2.6) % Owned Portfolio Operating Income $ 65,922 $ 71,777 $ 103,805 $ 70,079 $ 311,583 $ 100,782 $ 101,241 $ 99,707 $ 101,219 $ 402,949 44.4 % 29.3 % Owned Portfolio operating margin 17.8 % 18.9 % 24.8 % 18.0 % 20.0 % 24.0 % 24.1 % 23.6 % 24.1 % 24.0 % 610 bps 400 bps Owned Portfolio adjusted operating margin (1) 17.7 % 17.8 % 17.2 % 17.2 % 17.5 % 23.6 % 23.5 % 23.3 % 24.1 % 23.6 % 690 bps 610 bps Additional Information Interest expense: property level and corporate debt $ (33,157) $ (35,693) $ (41,330) $ (47,689) $ (157,869) $ (50,315) $ (52,256) $ (53,413) $ (53,788) $ (209,772) (12.8) % (32.9) % Community level capital expenditures, net (see page 13) $ (20,907) $ (25,934) $ (24,568) $ (20,341) $ (91,750) $ (27,135) $ (32,882) $ (23,066) $ (24,992) $ (108,075) (22.9) % (17.8) % Number of communities (period end) 347 346 346 346 346 346 346 346 345 345 (0.3) % (0.3) % Total Average Units 31,635 31,694 31,588 31,596 31,629 31,597 31,446 31,380 31,264 31,422 (1.1) % (0.7) % RevPAR $ 3,893 $ 3,928 $ 3,999 $ 4,066 $ 3,971 $ 4,405 $ 4,404 $ 4,458 $ 4,470 $ 4,434 9.9 % 11.7 % Weighted average occupancy 72.5 % 73.6 % 75.4 % 76.4 % 74.5 % 75.8 % 75.8 % 77.0 % 77.6 % 76.5 % 120 bps 200 bps RevPOR $ 5,370 $ 5,333 $ 5,301 $ 5,324 $ 5,332 $ 5,814 $ 5,808 $ 5,790 $ 5,759 $ 5,793 8.2 % 8.6 % Senior Housing Owned Portfolio Interest Coverage for the twelve months ended December 31, 2023 1.47x Net Debt as of December 31, 2023 (see page 15) $3,385,762 (1) Excludes other operating income.

 
11 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 ($ in 000s, except RevPAR and RevPOR) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year B(W) B(W) Revenue $ 266,637 $ 266,157 $ 270,335 $ 271,675 $ 1,074,804 $ 294,780 $ 293,863 $ 296,772 $ 296,752 $ 1,182,167 9.2 % 10.0 % Other operating income 76 3,171 28,387 1,253 32,887 443 607 795 — 1,845 (100.0) % (94.4) % Facility operating expense (208,049) (205,970) (211,030) (211,832) (836,881) (211,080) (212,546) (214,939) (211,853) (850,418) — % (1.6) % Leased Portfolio Operating Income $ 58,664 $ 63,358 $ 87,692 $ 61,096 $ 270,810 $ 84,143 $ 81,924 $ 82,628 $ 84,899 $ 333,594 39.0 % 23.2 % Leased Portfolio operating margin 22.0 % 23.5 % 29.4 % 22.4 % 24.4 % 28.5 % 27.8 % 27.8 % 28.6 % 28.2 % 620 bps 380 bps Leased Portfolio adjusted operating margin (1) 22.0 % 22.6 % 21.9 % 22.0 % 22.1 % 28.4 % 27.7 % 27.6 % 28.6 % 28.1 % 660 bps 600 bps Additional Information Cash facility lease payments on leased portfolio (see page 14) $ (65,509) $ (65,582) $ (65,632) $ (66,197) $ (262,920) $ (67,572) $ (67,888) $ (68,019) $ (68,024) $ (271,503) (2.8) % (3.3) % Community level capital expenditures, net (see page 13) $ (12,572) $ (12,503) $ (13,128) $ (8,773) $ (46,976) $ (14,734) $ (17,010) $ (14,715) $ (7,149) $ (53,608) 18.5 % (14.1) % Number of communities (period end) 298 295 295 295 295 295 295 295 277 277 (6.1) % (6.1) % Total Average Units 20,951 20,674 20,570 20,570 20,691 20,580 20,584 20,580 20,408 20,538 (0.8) % (0.7) % RevPAR $ 4,242 $ 4,291 $ 4,381 $ 4,402 $ 4,329 $ 4,775 $ 4,759 $ 4,807 $ 4,847 $ 4,797 10.1 % 10.8 % Weighted average occupancy 74.8 % 76.0 % 77.9 % 78.2 % 76.7 % 77.2 % 77.6 % 78.6 % 79.7 % 78.3 % 150 bps 160 bps RevPOR $ 5,672 $ 5,646 $ 5,626 $ 5,630 $ 5,643 $ 6,188 $ 6,134 $ 6,112 $ 6,083 $ 6,129 8.0 % 8.6 % Lease Coverage for the twelve months ended December 31, 2023 0.98x Operating and financing lease obligations as of December 31, 2023 (see page 20)(2) $ 993,190 Facility Lease Maturity Information (Leased Portfolio as of December 31, 2023) Initial Lease Maturities Community Count Total Units Cash Facility Lease Payments (3) 2024 6 857 $ 15,416 2025 122 10,331 $ 109,630 2026 2 153 $ 1,620 2027 24 2,555 $ 48,226 2028 12 1,344 $ 23,581 Thereafter 111 4,604 $ 67,209 Total 277 19,844 $ 265,682 Senior Housing Leased Portfolio (1) Excludes other operating income. (2) Amount recognized on consolidated balance sheet reflects the discounted future minimum lease payments and the residual value for financing lease obligations. (3) Cash facility lease payments for the twelve months ended December 31, 2023.

 
12 (1) G&A allocations are calculated based on the proportional amount of resident fee revenue (consolidated and under management) attributable to the segment or portfolio. G&A allocations presented herein exclude non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs. (2) Not included in consolidated reported amounts. Consolidated, unless otherwise noted 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 ($ in 000s) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year B(W) B(W) G&A expense allocations (1) Senior Housing Owned Portfolio allocation $ 21,938 $ 20,419 $ 20,311 $ 19,928 $ 82,596 $ 22,857 $ 23,027 $ 21,841 $ 21,131 $ 88,856 (6.0) % (7.6) % Senior Housing Leased Portfolio allocation 15,795 14,523 14,453 14,017 58,788 16,095 16,255 15,419 14,936 62,705 (6.6) % (6.7) % All Other allocation 3,135 2,962 2,818 2,619 11,534 2,995 2,952 2,818 2,691 11,456 (2.7) % 0.7 % Subtotal G&A expense allocations 40,868 37,904 37,582 36,564 152,918 41,947 42,234 40,078 38,758 163,017 (6.0) % (6.6) % Non-cash stock-based compensation expense 3,885 3,619 3,403 3,559 14,466 3,104 2,969 2,893 3,019 11,985 15.2 % 17.2 % Transaction and Organizational Restructuring Costs 373 229 346 262 1,210 3,568 123 105 96 3,892 63.4% NM General and administrative expense $ 45,126 $ 41,752 $ 41,331 $ 40,385 $ 168,594 $ 48,619 $ 45,326 $ 43,076 $ 41,873 $ 178,894 (3.7) % (6.1) % 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year B(W) B(W) Resident fee revenue $ 636,974 $ 640,388 $ 650,248 $ 657,919 $ 2,585,529 $ 713,404 $ 710,161 $ 717,123 $ 716,582 $ 2,857,270 8.9 % 10.5 % Resident fee revenue under management (2) 52,898 54,284 52,712 50,758 210,652 54,820 53,373 54,246 53,459 215,898 5.3 % 2.5 % Total (consolidated and under management) (2) $ 689,872 $ 694,672 $ 702,960 $ 708,677 $ 2,796,181 $ 768,224 $ 763,534 $ 771,369 $ 770,041 $ 3,073,168 8.7 % 9.9 % G&A Expense as a Percentage of Resident Fee Revenue (Consolidated and Under Management) G&A expense (excluding non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs) 5.9% 5.5% 5.3% 5.2% 5.5% 5.5% 5.5% 5.2% 5.0% 5.3% 20 bps 20 bps G&A expense (including non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs) 6.5% 6.0% 5.9% 5.7% 6.0% 6.3% 5.9% 5.6% 5.4% 5.8% 30 bps 20 bps G&A Expense

 
13 ($ in 000s, except for community level capital expenditures, per average unit) 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year B(W) B(W) Community level capital expenditures, including allocations (1) Senior Housing Owned Portfolio $ 20,907 $ 25,934 $ 24,568 $ 20,341 $ 91,750 $ 27,135 $ 32,882 $ 23,066 $ 24,992 $ 108,075 (22.9) % (17.8) % Senior Housing Leased Portfolio 12,572 12,503 13,128 8,773 46,976 14,734 17,010 14,715 7,149 53,608 18.5 % (14.1) % Community level capital expenditures, net (A) 33,479 38,437 37,696 29,114 138,726 41,869 49,892 37,781 32,141 161,683 (10.4) % (16.5) % Corporate capital expenditures (2) 5,847 7,249 6,123 10,221 29,440 21,043 14,923 9,467 9,395 54,828 8.1 % (86.2) % Non-Development Capital Expenditures, net (1) 39,326 45,686 43,819 39,335 168,166 62,912 64,815 47,248 41,536 216,511 (5.6) % (28.7) % Development Capital Expenditures, net 861 1,829 1,667 1,836 6,193 519 385 405 453 1,762 75.3 % 71.5 % Total capital expenditures, net (1) 40,187 47,515 45,486 41,171 174,359 63,431 65,200 47,653 41,989 218,273 (2.0) % (25.2) % Property and casualty insurance proceeds — — — — — (6,422) (2,367) (10,747) (5,168) (24,704) NM NM Total capital expenditures, net of property and casualty insurance proceeds received (1) $ 40,187 $ 47,515 $ 45,486 $ 41,171 $ 174,359 $ 57,009 $ 62,833 $ 36,906 $ 36,821 $ 193,569 10.6 % (11.0) % Capital Expenditures Reconciliation to Statements of Cash Flow Total capital expenditures, net (1) $ 40,187 $ 47,515 $ 45,486 $ 41,171 $ 174,359 $ 63,431 $ 65,200 $ 47,653 $ 41,989 $ 218,273 Lessor reimbursements: non-development capital expenditures (C) 4,697 7,136 7,094 6,723 25,650 2,244 — — 8,075 10,319 Change in related payables (4,928) 2,244 1,141 (1,542) (3,085) (15,975) (5,075) 17,222 8,441 4,613 Total cash paid for capital expenditures $ 39,956 $ 56,895 $ 53,721 $ 46,352 $ 196,924 $ 49,700 $ 60,125 $ 64,875 $ 58,505 $ 233,205 (26.2) % (18.4) % Senior Housing Total Average Units (B) 52,586 52,368 52,158 52,166 52,320 52,177 52,030 51,960 51,672 51,960 (0.9) % (0.7) % Community level capital expenditures, net, per average unit (A/B) $ 637 $ 734 $ 723 $ 558 $ 2,651 $ 802 $ 959 $ 727 $ 622 $ 3,112 (11.5) % (17.4) % Community level capital expenditures, per average unit (including lessor reimbursements for non-development capital expenditures) ((A+C)/B) $ 3,142 $ 3,310 (5.3%) Capital Expenditures (1) Amounts are presented net of lessor reimbursements. (2) Includes remediation costs at communities resulting from natural disasters of $9.7 million and $28.8 million for the full year 2022 and 2023, respectively. A portion of such costs are reimbursable under the Company's property and casualty insurance policies.

 
14 (1) Classification of amounts prospectively impacted by lease amendments in the fourth quarter of 2022 and second quarter of 2023 with no impact to total cash facility lease payments. See page 4. (2) Includes cash lease payments for leases of corporate offices and information technology systems and equipment. 2022 2023 4Q23 vs 4Q22 Full Year 23 vs 22 ($ in 000s) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year B(W) B(W) Operating Lease Obligations Facility operating lease expense $ 41,564 $ 41,538 $ 41,317 $ 40,875 $ 165,294 $ 46,127 $ 50,512 $ 53,145 $ 52,626 $ 202,410 Operating lease expense adjustment 8,307 8,308 8,714 9,567 34,896 10,805 11,557 11,458 11,919 45,739 Cash facility operating lease payments (1) 49,871 49,846 50,031 50,442 200,190 56,932 62,069 64,603 64,545 248,149 (28.0) % (24.0) % Financing Lease Obligations Interest expense: financing lease obligations 12,058 11,994 11,916 12,093 48,061 6,552 5,453 4,950 4,995 21,950 Payment of financing lease obligations 5,490 5,610 5,506 5,615 22,221 5,852 2,126 244 251 8,473 Cash financing lease payments (1) 17,548 17,604 17,422 17,708 70,282 12,404 7,579 5,194 5,246 30,423 70.4 % 56.7 % Total cash facility lease payments (2) $ 67,419 $ 67,450 $ 67,453 $ 68,150 $ 270,472 $ 69,336 $ 69,648 $ 69,797 $ 69,791 $ 278,572 (2.4) % (3.0) % Interest Expense Reconciliation to Income Statement Interest expense: financing lease obligations $ 12,058 $ 11,994 $ 11,916 $ 12,093 $ 48,061 $ 6,552 $ 5,453 $ 4,950 $ 4,995 $ 21,950 58.7 % 54.3 % Interest income (95) (778) (2,192) (3,870) (6,935) (5,326) (6,115) (6,323) (5,382) (23,146) 39.1 % NM Interest expense: debt 33,157 35,693 41,330 47,689 157,869 50,315 52,256 53,413 53,788 209,772 (12.8) % (32.9) % Interest expense, net 45,120 46,909 51,054 55,912 198,995 51,541 51,594 52,040 53,401 208,576 4.5 % (4.8) % Amortization of deferred financing costs 1,542 1,520 1,528 1,856 6,446 1,940 1,899 1,910 1,947 7,696 Change in fair value of derivatives (3,403) (973) (4,901) 1,618 (7,659) 904 (5,173) (861) 3,986 (1,144) Interest income 95 778 2,192 3,870 6,935 5,326 6,115 6,323 5,382 23,146 Interest expense per income statement $ 43,354 $ 48,234 $ 49,873 $ 63,256 $ 204,717 $ 59,711 $ 54,435 $ 59,412 $ 64,716 $ 238,274 (2.3) % (16.4) % Cash Facility Lease Payments

 
15 (1) Amount excludes $29 million in deferred financing costs, net. (2) Reflects rates as of December 31, 2023. (3) Variable rate maturities include $320 million of mortgage debt with extension options to 2027. (4) Fixed rate maturities include $230 million of 2.00% convertible senior notes. (5) Excludes convertible senior notes. (6) Includes the carrying amount of debt of which 91.9%, or $3.4 billion, represented non-recourse property-level mortgage financings. (7) Excludes operating lease obligations related to certain non-facility leases for which the related lease expense is included in Adjusted EBITDA. Important Note Regarding Non-GAAP Financial Measures. Adjusted EBITDA, Adjusted EBITDA after cash financing lease payments, Net Debt, and Adjusted Net Debt are financial measures that are not calculated in accordance with GAAP. See "Definitions" and "Non-GAAP Financial Measures" for the definitions of such measures and other important information regarding such measures, including reconciliations to the most comparable GAAP measures. $453 $439 $440 $405 $341 12/31/2022 03/31/2023 06/30/2023 09/30/2023 12/31/2023 Total Liquidity ($ in millions) Leverage Ratio ($ in 000s) Twelve Months Ended December 31, 2023 Cash facility operating lease payments (see page 14) (248,149) Adjusted EBITDA 335,538 Cash financing lease payments (see page 14) (30,423) Adjusted EBITDA after cash financing lease payments (A) $ 305,115 As of December 31, 2023 Debt(6) $ 3,697,313 Cash and cash equivalents (277,971) Marketable securities (29,755) Restricted cash held as collateral against existing debt (3,825) Net Debt (B) 3,385,762 Operating and financing lease obligations (see page 20) (7) 998,927 Adjusted Net Debt $ 4,384,689 Annualized Leverage (B/A) 11.1 x Debt Structure (1) ($ in millions) Fixed Rate Maturities Variable Rate Maturities Recurring Principal Payments Total Weighted Rate (2) 2024 $ — $ — $ 49 $ 49 6.46 % 2025(3) 50 464 59 573 7.30 % 2026(4) 250 — 56 306 2.71 % 2027 509 409 43 961 6.00 % 2028 334 200 30 564 5.79 % Thereafter 857 374 42 1,273 5.03 % Total $ 2,000 $ 1,447 $ 279 $ 3,726 5.58 % Capital Structure Line of credit available to draw ($33 million as of December 31, 2023) Cash and cash equivalents and marketable securities ($308 million as of December 31, 2023) $230 $1,971 $1,425 $100 Fixed rate debt (5) Variable rate debt with interest rate caps and swaps Fixed rate convertible senior notes Variable rate debt - unhedged 53% 38% 6% 3% As of December 31, 2023 Weighted Rate Fixed rate debt (5) 4.32 % Variable rate debt 7.74 % Convertible senior notes 2.00 % Total debt 5.58 %

 
16 Adjusted EBITDA is a non-GAAP performance measure that the Company defines as net income (loss) excluding: benefit/provision for income taxes, non-operating income/ expense items, and depreciation and amortization; and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, cost reduction, or organizational restructuring items that management does not consider as part of the Company’s underlying core operating performance and that management believes impact the comparability of performance between periods. For the periods presented herein, such other items include non-cash impairment charges, operating lease expense adjustment, non-cash stock-based compensation expense, gain/loss on sale of communities, and Transaction and Organizational Restructuring Costs. Adjusted Free Cash Flow is a non-GAAP liquidity measure that the Company defines as net cash provided by (used in) operating activities before: distributions from unconsolidated ventures from cumulative share of net earnings, changes in prepaid insurance premiums financed with notes payable, changes in operating lease assets and liabilities for lease termination, cash paid/received for gain/loss on facility operating lease termination, and lessor capital expenditure reimbursements under operating leases; plus: property and casualty insurance proceeds and proceeds from refundable entrance fees, net of refunds; less: Non-Development Capital Expenditures and payment of financing lease obligations. Adjusted Net Debt is a non-GAAP financial measure that the Company defines as Net Debt, plus operating and financing lease obligations. Operating and financing lease obligations exclude operating lease obligations related to certain non-facility leases for which the related lease expense is included in Adjusted EBITDA. Combined Segment Operating Income is defined by the Company as resident fee and management fee revenue and other operating income of the Company, less facility operating expense. Combined Segment Operating Income does not include general and administrative expense or depreciation and amortization. Community Labor Expense is a component of facility operating expense that includes regular and overtime salaries and wages, bonuses, paid-time-off and holiday wages, payroll taxes, contract labor, employee benefits, and workers' compensation. Development Capital Expenditures means capital expenditures for community expansions, major community redevelopment and repositioning projects, and the development of new communities. Amounts of Development Capital Expenditures are presented net of lessor reimbursements. Interest Coverage is calculated based on the trailing-twelve months Owned Portfolio Operating Income adjusted for an implied 5% management fee and capital expenditures at $350/unit, divided by the trailing-twelve months property level and corporate debt interest expense. Lease Coverage is calculated based on the trailing-twelve months Leased Portfolio Operating Income, excluding resident fee revenue, other operating income, and facility operating expense of communities disposed during such period adjusted for an implied 5% management fee and capital expenditures at $350/unit, divided by the trailing-twelve months cash facility lease payments for both operating leases and financing leases, excluding cash lease payments for leases of communities disposed during such period, corporate offices, information technology systems and equipment, vehicles, and other equipment. Leased Portfolio Operating Income is defined by the Company as resident fee revenue and other operating income, less facility operating expense for the Company’s Senior Housing Leased Portfolio. Leased Portfolio Operating Income does not include general and administrative expense or depreciation and amortization. Net Debt is a non-GAAP financial measure that the Company defines as the total of its debt and the outstanding balance on the line of credit, less unrestricted cash, marketable securities, and cash held as collateral against existing debt. NM means not meaningful. Non-Development Capital Expenditures is comprised of corporate and community- level capital expenditures, including those related to maintenance, renovations, upgrades, and other major building infrastructure projects for the Company’s communities. Non-Development Capital Expenditures does not include capital expenditures for community expansions, major community redevelopment and repositioning projects, and the development of new communities (i.e. Development Capital Expenditures). Amounts of Non-Development Capital Expenditures are presented net of lessor reimbursements. Owned Portfolio Operating Income is defined by the Company as resident fee revenue and other operating income, less facility operating expense for the Company’s Senior Housing Owned Portfolio. Owned Portfolio Operating Income does not include general and administrative expense or depreciation and amortization. RevPAR, or average monthly senior housing resident fee revenue per available unit, is defined by the Company as resident fee revenue for the corresponding portfolio for the period (excluding revenue for private duty services provided to seniors living outside of the Company's communities and entrance fee amortization), divided by the weighted average number of available units in the corresponding portfolio for the period, divided by the number of months in the period. Definitions

 
17 RevPOR, or average monthly senior housing resident fee revenue per occupied unit, is defined by the Company as resident fee revenue for the corresponding portfolio for the period (excluding revenue for private duty services provided to seniors living outside of the Company's communities and entrance fee amortization), divided by the weighted average number of occupied units in the corresponding portfolio for the period, divided by the number of months in the period. Same Community information reflects operating results and data  of a consistent population of communities by excluding the impact of changes in the composition of the Company's portfolio of communities. The operating results exclude natural disaster expense and related insurance recoveries. The Company defines its same community portfolio as communities consolidated and operational for the full period in both comparison years. Consolidated communities excluded from the same community portfolio include communities acquired or disposed of since the beginning of the prior year, communities classified as assets held for sale, certain communities planned for disposition, certain communities that have undergone or are undergoing expansion, redevelopment, and repositioning projects, and certain communities that have experienced a casualty event that significantly impacts their operations. Same Community Operating Income is defined by the Company as resident fee revenue and other operating income, less facility operating expense (excluding natural disaster expense and related insurance recoveries) for the Company's Same Community portfolio. Same Community Operating Income does not include general and administrative expense or depreciation and amortization. Segment Operating Income is defined by the Company as segment revenue and other operating income less segment facility operating expense. Segment Operating Income does not include general and administrative expense or depreciation and amortization. All Other Segment Operating Income consists primarily of the previously reported Management Services segment and excludes revenue for reimbursements for which the Company is the primary obligor of costs incurred on behalf of managed communities, and there is no facility operating expense associated with the All Other category. See the Segment Information note to the Company’s consolidated financial statements for more information regarding the Company’s segments. Senior Housing Leased Portfolio represents Brookdale leased communities and does not include owned or managed communities. Senior Housing Operating Income is defined by the Company as segment revenue and other operating income less segment facility operating expense for the Company’s Independent Living, Assisted Living and Memory Care, and CCRCs segments on an aggregate basis. Senior Housing Operating Income does not include general and administrative expense or depreciation and amortization. Senior Housing Owned Portfolio represents Brookdale owned communities and does not include leased or managed communities. Total Average Units represents the average number of units operated during the period. Transaction and Organizational Restructuring Costs are general and administrative expenses. Transaction costs include those directly related to acquisition, disposition, financing, and leasing activity, and are primarily comprised of legal, finance, consulting, professional fees, and other third-party costs. Organizational restructuring costs include those related to the Company’s efforts to reduce general and administrative expense and its senior leadership changes, including severance. Definitions

 
18 Appendix: Non-GAAP Financial Measures This Supplemental Information contains the financial measures Adjusted EBITDA, Adjusted EBITDA after cash financing lease payments, Adjusted Free Cash Flow, Net Debt, and Adjusted Net Debt (each as defined in the "Definitions" section), which are not calculated in accordance with U.S. generally accepted accounting principles ("GAAP"). Presentations of these non- GAAP financial measures are intended to aid investors in better understanding the factors and trends affecting the Company’s performance and liquidity. However, investors should not consider these non-GAAP financial measures as a substitute for financial measures determined in accordance with GAAP, including net income (loss), income (loss) from operations, net cash provided by (used in) operating activities, short-term debt, long-term debt less current portion, or current portion of long-term debt. Investors are cautioned that amounts presented in accordance with the Company’s definitions of these non-GAAP financial measures may not be comparable to similar measures disclosed by other companies because not all companies calculate non-GAAP measures in the same manner. Investors are urged to review the reconciliations set forth in this Appendix of these non-GAAP financial measures from the most comparable financial measures determined in accordance with GAAP and to review the information under "Reconciliations of Non-GAAP Financial Measures" in the Company’s earnings release dated February 20, 2024 for additional information regarding the Company’s use and the limitations of such non-GAAP financial measures.

 
19 2022 2023 ($ in 000s) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year Net income (loss) $ (100,032) $ (84,283) $ (28,374) $ (25,651) $ (238,340) $ (44,563) $ (4,526) $ (48,811) $ (91,170) $ (189,070) Provision (benefit) for income taxes (1,976) 1,190 (300) (473) (1,559) 572 275 (1,876) 9,813 8,784 Equity in (earnings) loss of unconsolidated ventures 4,894 2,439 2,020 1,429 10,782 577 1,153 1,426 840 3,996 Loss (gain) on debt modification and extinguishment, net — — — 1,357 1,357 — — — 2,702 2,702 Non-operating loss (gain) on sale of assets, net 294 (961) 56 16 (595) — (860) — (581) (1,441) Other non-operating (income) loss 27 111 (1,877) (10,375) (12,114) (3,149) (3,197) (10,166) (5,175) (21,687) Interest expense 43,354 48,234 49,873 63,256 204,717 59,711 54,435 59,412 64,716 238,274 Interest income (95) (778) (2,192) (3,870) (6,935) (5,326) (6,115) (6,323) (5,382) (23,146) Income (loss) from operations (53,534) (34,048) 19,206 25,689 (42,687) 7,822 41,165 (6,338) (24,237) 18,412 Depreciation and amortization 85,684 86,623 86,922 88,215 347,444 84,934 84,448 85,932 87,398 342,712 Asset impairment 9,075 2,599 5,688 12,256 29,618 — 520 9,086 30,966 40,572 Loss (gain) on sale of communities, net — — — (73,850) (73,850) — (36,296) — — (36,296) Operating lease expense adjustment (8,307) (8,308) (8,714) (9,567) (34,896) (10,805) (11,557) (11,458) (11,919) (45,739) Non-cash stock-based compensation expense 3,885 3,619 3,403 3,559 14,466 3,104 2,969 2,893 3,019 11,985 Transaction and Organizational Restructuring Costs 373 229 346 262 1,210 3,568 123 105 96 3,892 Adjusted EBITDA (1) $ 37,176 $ 50,714 $ 106,851 $ 46,564 $ 241,305 $ 88,623 $ 81,372 $ 80,220 $ 85,323 $ 335,538 Interest expense: financing lease obligations (12,058) (11,994) (11,916) (12,093) (48,061) (6,552) (5,453) (4,950) (4,995) (21,950) Payment of financing lease obligations (5,490) (5,610) (5,506) (5,615) (22,221) (5,852) (2,126) (244) (251) (8,473) Adjusted EBITDA after cash financing lease payments $ 19,628 $ 33,110 $ 89,429 $ 28,856 $ 171,023 $ 76,219 $ 73,793 $ 75,026 $ 80,077 $ 305,115 Other operating income $ 376 $ 8,411 $ 66,759 $ 4,923 $ 80,469 $ 2,328 $ 4,122 $ 2,623 $ — $ 9,073 Adjusted EBITDA and Adjusted EBITDA after Cash Financing Lease Payments Reconciliations Appendix: Non-GAAP Financial Measures (continued) (1) Adjusted EBITDA includes government grants and credits recognized in other operating income.

 
20 Net Debt and Adjusted Net Debt Reconciliations ($ in 000s) As of December 31, 2023 Long-term debt (including current portion) $ 3,697,313 Cash and cash equivalents (277,971) Marketable securities (29,755) Cash held as collateral against existing debt (3,825) Net Debt 3,385,762 Operating and financing lease obligations 1,028,356 Operating lease obligations related to certain non-facility leases for which the related lease expense is included in Adjusted EBITDA (29,429) Adjusted Net Debt $ 4,384,689 Operating and financing lease obligations $ 1,028,356 Operating lease obligations related to certain non-facility leases for which the related lease expense is included in Adjusted EBITDA (29,429) Adjusted operating and financing lease obligations 998,927 Operating and financing lease obligations related to corporate office and information technology leases (5,737) Operating and financing lease obligations for Leased Portfolio $ 993,190 Appendix: Non-GAAP Financial Measures (continued)

 
21 2022 2023 ($ in 000s) 1Q 2Q 3Q 4Q Full Year 1Q 2Q 3Q 4Q Full Year Net cash provided by (used in) operating activities $ (23,255) $ 11,577 $ 63,521 $ (48,562) $ 3,281 $ 24,042 $ 63,824 $ 45,763 $ 29,294 $ 162,923 Net cash provided by (used in) investing activities (36,163) (43,838) 22,508 (9,936) (67,429) (62,019) (41,891) (31,837) 22,383 (113,364) Net cash provided by (used in) financing activities (403) (17,690) (19,754) 138,229 100,382 171 (50,093) (19,232) (105,285) (174,439) Net increase (decrease) in cash, cash equivalents and restricted cash $ (59,821) $ (49,951) $ 66,275 $ 79,731 $ 36,234 $ (37,806) $ (28,160) $ (5,306) $ (53,608) $ (124,880) Net cash provided by (used in) operating activities $ (23,255) $ 11,577 $ 63,521 $ (48,562) $ 3,281 $ 24,042 $ 63,824 $ 45,763 $ 29,294 $ 162,923 Distributions from unconsolidated ventures from cumulative share of net earnings (561) — — — (561) — (430) — — (430) Changes in prepaid insurance premiums financed with notes payable 16,629 (5,377) (5,700) (5,552) — 19,305 (6,301) (6,474) (6,530) — Changes in operating lease assets and liabilities for lessor capital expenditure reimbursements (1,490) (3,367) (4,367) (4,494) (13,718) (2,244) — — (7,600) (9,844) Non-development capital expenditures, net (39,326) (45,686) (43,819) (39,335) (168,166) (62,912) (64,815) (47,248) (41,536) (216,511) Property and casualty insurance proceeds — — — — — 6,422 2,367 10,747 5,168 24,704 Payment of financing lease obligations (5,490) (5,610) (5,506) (5,615) (22,221) (5,852) (2,126) (244) (251) (8,473) Adjusted Free Cash Flow (1) $ (53,493) $ (48,463) $ 4,129 $ (103,558) $ (201,385) $ (21,239) $ (7,481) $ 2,544 $ (21,455) $ (47,631) (1) Adjusted Free Cash Flow includes: Cash received - government grants and credits $ 782 $ 4,593 $ 62,750 $ 1,409 $ 69,534 $ 13,354 $ 11,955 $ 2,690 $ 338 $ 28,337 Cash payments - deferred payroll taxes $ — $ — $ — $ (31,553) $ (31,553) $ — $ — $ — $ — $ — Cash recouped - Medicare advances $ (1,848) $ (1,240) $ — $ — $ (3,088) $ — $ — $ — $ — $ — Adjusted Free Cash Flow Reconciliation Appendix: Non-GAAP Financial Measures (continued) Brookdale Senior Living Inc. 111 Westwood Place Brentwood, TN 37027 (615) 221-2250 brookdale.com

 
v3.24.0.1
Cover Page
Feb. 20, 2024
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Feb. 20, 2024
Entity Incorporation, State or Country Code DE
Entity File Number 001-32641
Entity Tax Identification Number 20-3068069
Entity Address, Address Line One 111 Westwood Place,
Entity Address, Address Line Two Suite 400,
Entity Address, City or Town Brentwood,
Entity Address, State or Province TN
Entity Address, Postal Zip Code 37027
City Area Code (615)
Local Phone Number 221-2250
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Registrant Name Brookdale Senior Living Inc.
Entity Central Index Key 0001332349
Amendment Flag false
Common Stock  
Document Information [Line Items]  
Title of 12(b) Security Common Stock, $0.01 Par Value Per Share
Trading Symbol BKD
Security Exchange Name NYSE
7.00% Tangible Equity Units  
Document Information [Line Items]  
Title of 12(b) Security 7.00% Tangible Equity Units
Trading Symbol BKDT
Security Exchange Name NYSE
Brookdale Senior Living (NYSE:BKD)
Historical Stock Chart
From Apr 2024 to May 2024 Click Here for more Brookdale Senior Living Charts.
Brookdale Senior Living (NYSE:BKD)
Historical Stock Chart
From May 2023 to May 2024 Click Here for more Brookdale Senior Living Charts.