4-VENTAS www.ventasreit.com
– Ventas, Inc. (NYSE: VTR) (“Ventas” or the “Company”) today reported results for the third quarter ended September 30, 2026.
“Ventas delivered strong enterprise results and growth in the third quarter, as we executed our 1-2-3 strategy and drove outperformance at scale. Our large and growing Senior Housing Operating Portfolio (“SHOP”) powered the Company’s organic property growth, and we used our differentiated platform, operating expertise and data advantages to generate results that significantly outperformed industry benchmarks,” said Debra A. Cafaro, Ventas Chairman and CEO.
“Additionally, we are aggressively expanding our SHOP business through attractive acquisitions designed to increase our enterprise growth and enhance the Company’s multiyear growth outlook. We have closed over $5 billion of investments focused on U.S. senior housing year to date. We have significant momentum in the market, and we are currently advancing our robust pipeline of actionable SHOP investment opportunities.
“With our commitment to helping people live longer, healthier and happier lives, we are well positioned to serve the secular demand from a wave of Baby Boomers turning 80 over the coming decade.
“We are again raising our full year earnings guidance primarily because of our 2026 investment activity. Our business and team are built to meet this moment, and we are focused on creating value for stakeholders,” Cafaro concluded.
• Net Income Attributable to Common Stockholders (“Attributable Net Income”) per share of $0.13
• Normalized Funds From Operations* (“Normalized FFO”) per share of $0.99, an increase of 10% year-over-year
• Total Company Net Operating Income* (“NOI”) year-over-year growth of 18% and Total Company Same-Store Cash NOI* year-over-year growth of 11%
• Year to date, the Company closed $5.2 billion of investments focused on senior housing with attractive financial return expectations, consistent with its Right Market, Right Asset, Right Operator TM strategy
• To fund its 2026 investment activity, year to date through September 30, 2026, the Company settled 47.3 million shares of common stock under equity forward sales agreements for gross proceeds of $3.9 billion; and, at September 30, 2026, the Company had $0.8 billion of unsettled equity forward sales agreements, totaling $4.7 billion in equity capital
*Some of the financial measures throughout this press release are non-GAAP measures. Refer to the Non-GAAP Financial Measures Reconciliation tables at the end of this press release for additional information and a reconciliation to the most directly comparable GAAP measure.
In the third quarter, SHOP Same-Store Cash NOI increased 16% year-over-year. Same-Store revenue per occupied room (“RevPOR”) grew 5% and average occupancy grew 290 basis points year-over-year. Same-Store Cash NOI margin* grew 190 basis points year-over-year, benefitting from favorable operating leverage combined with RevPOR and occupancy growth.
During the third quarter, U.S. SHOP Same-Store Cash NOI increased 17%, and average occupancy grew 320 basis points to exceed 90%, year-over-year.
Ventas closed $1.2 billion of senior housing investments in the third quarter, and year to date has closed $5.2 billion of investments focused on senior housing. The Company expects these investments to increase its growth rate on a multiyear basis and generate attractive financial returns. The Company’s relationship-based investment momentum continues with a robust investment pipeline that is active and actionable.
The Company’s Net Debt-to-Further Adjusted EBITDA* strengthened to 4.4x as of the end of the third quarter, representing a continued trend of sequential improvement and nearly a full turn improvement from the prior year period. The improvement was driven by SHOP NOI growth and equity-funded senior housing investments.
As of September 30, 2026, the Company had $4.5 billion in liquidity, supporting Ventas’s growth and financial flexibility. Liquidity includes availability under its unsecured credit facilities, cash and cash equivalents and unsettled equity forward sales agreements outstanding. - MORE - Ventas Reports 2026 Third Quarter Results
The Company is increasing its guidance for the full year. The Company’s 2026 guidance contains forward-looking statements and is based on a number of assumptions, including those identified later in this press release; actual results may differ materially. Ventas expects to report 2026 per share Attributable Net Income, Nareit FFO and Normalized FFO within the following ranges:
As of 10/27/26 As of 7/29/26 Attributable Net Income Per Share Range $0.64 - $0.67 $0.58 - $0.63 Attributable Net Income Per Share $0.66 $0.61 Midpoint Nareit FFO Per Share Range* $3.83 - $3.86 $3.76 - $3.81 Nareit FFO Per Share Midpoint* $3.85 $3.79 Normalized FFO Per Share Range* $3.87 - $3.90 $3.85 - $3.90 Normalized FFO Per Share Midpoint* $3.89 $3.88
The increase in the Company’s guidance is primarily the result of 2026 accretive senior housing investment activity, partially offset by the impacts of interest rates and foreign exchange. Certain additional assumptions are set forth in the appendix.
An Earnings Presentation is posted to the Events & Presentations section of Ventas’s website at ir.ventasreit.com/events-and-presentations. Additional information regarding the Company can be found in its Supplemental posted at ir.ventasreit.com. The information contained on, or that may be accessed through, the Company’s website, including the information contained in the aforementioned Earnings Presentation and Supplemental, is not incorporated by reference into, and is not part of, this document.
Ventas will hold a conference call to discuss this earnings release on Wednesday, October 28, 2026 at 10:00 a.m. Eastern Time (9:00 a.m. Central Time).
A telephonic replay will be available at (833) 309-1852 (or +1 (929) 828-5978 for international callers), passcode 771494992, after the earnings call and will remain available for 30 days. The webcast replay will be posted in the Investor Relations section of www.ventasreit.com.
Ventas, Inc. (NYSE: VTR) is an S&P 500 company enabling exceptional environments that benefit a large and growing aging population. With approximately 1,500 properties in North America and the United Kingdom, Ventas occupies an essential role in the longevity economy. The Company’s growth is fueled by its approximately 1,000 senior housing communities, which provide valuable services to residents and enable them to thrive in supported environments. Ventas aims to deliver outsized performance by leveraging its operational expertise, data- driven insights from its Ventas OI TM platform, extensive relationships and strong financial position. The Ventas portfolio also includes outpatient medical buildings, research centers and healthcare facilities. Ventas’s seasoned team of talented professionals shares a commitment to excellence, integrity and a common purpose of helping people live longer, healthier, happier lives. - MORE - Ventas Reports 2026 Third Quarter Results
This press release of Ventas, Inc. (the “Company,” “we,” “us,” “our” and similar terms) includes certain financial performance measures not defined by generally accepted accounting principles in the United States (“GAAP”), such as Nareit FFO, Normalized FFO, Net Operating Income (“NOI”), Cash NOI, Same-Store Cash NOI, Same-Store Cash NOI Margin, Same-Store Cash NOI Growth, Cash Operating Revenue, Same-Store Cash Operating Revenue and Net Debt to Further Adjusted EBITDA. Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures are included in the appendix to this press release. Our definitions and calculations of these non-GAAP measures may not be the same as similar measures reported by other REITs.
These non-GAAP financial measures should not be considered as alternatives for, or superior to, financial measures calculated in accordance with GAAP.
Certain of the information contained herein, including intra-quarter operating information, has been provided by our operators and we have not verified this information through an independent investigation or otherwise. We have no reason to believe that this information is inaccurate in any material respect, but we cannot assure you of its accuracy.
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, among others, statements of expectations, beliefs, future plans and strategies, anticipated results from operations and developments and other matters that are not historical facts. Forward-looking statements include, among other things, statements regarding our and our officers’ intent, belief or expectation as identified by the use of phrases or words such as “assume,” “may,” “will,” “project,” “expect,” “believe,” “intend,” “anticipate,” “seek,” “target,” “forecast,” “plan,” “line-of-sight,” “outlook,” “potential,” “opportunity,” “estimate,” “could,” “would,” “should” and other comparable and derivative terms or the negatives thereof.
Forward-looking statements are based on management’s beliefs as well as on a number of assumptions concerning future events. You should not put undue reliance on these forward-looking statements, which are not a guarantee of performance and are subject to a number of uncertainties and other factors that could cause actual events or results to differ materially from those expressed or implied by the forward-looking statements. We do not undertake a duty to update these forward-looking statements, which speak only as of the date on which they are made. We urge you to carefully review the disclosures we make concerning risks and uncertainties that may affect our business and future financial performance, including those made below and in our filings with the Securities and Exchange Commission, such as in the sections titled “Cautionary Statements — Summary Risk Factors” and “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our subsequent Quarterly Reports on Form 10-Q and our Current Reports on Form 8-K as we file them with the Securities and Exchange Commission.
Certain factors that could affect our future results and our ability to achieve our stated goals include, but are not limited to: (a) our exposure and the exposure of our managers, tenants and borrowers to complex and evolving governmental policy, laws and regulations, including relating to healthcare, data privacy, cybersecurity, artificial intelligence, international trade and environmental matters, the impact of such policies, laws and regulations on our and our managers’, tenants’ and borrowers’ business and the challenges and expense associated with complying with such policies, laws and regulations; (b) the impact of market, macroeconomic and general economic conditions on us, our managers, tenants and borrowers and in areas in which our properties are geographically concentrated, including changes in or elevated inflation, interest rates and exchange rates, labor market dynamics and rises in unemployment, tightening of lending standards and reduced availability of credit or capital, events that affect consumer confidence, and the actual and perceived state of the real estate markets and public and private capital markets; (c) our ability, and the ability of our managers, tenants and borrowers, to navigate the trends impacting our or their businesses and the industries in which we or they operate, including their ability to respond to the impact of the U.S. political environment on government funding and reimbursement programs, and the financial condition or business prospect of our managers, tenants and borrowers; (d) our ability to achieve the anticipated benefits and synergies from, and effectively integrate, our completed or anticipated acquisitions and investments; (e) our ability to identify and consummate future investments in healthcare assets and effectively manage our portfolio opportunities and our investments in co- investment vehicles, joint ventures and minority interests; (f) the potential for significant general and commercial claims, legal actions, investigations, regulatory proceedings and enforcement actions that could subject us or our managers, tenants or borrowers to increased operating costs, uninsured liabilities, including fines and other penalties, reputational harm or significant operational limitations, including the loss or suspension of or moratoriums on accreditations, licenses or certificates of need, suspension of or nonpayment for new admissions, denial of reimbursement, suspension, decertification or exclusion from federal, state or foreign healthcare programs or the closure of facilities or communities; (g) our reliance on third-party - MORE - Ventas Reports 2026 Third Quarter Results
managers and tenants to operate or exert substantial control over properties they manage for, or lease from, us, which limits our control and influence over such properties, their operations and their performance; (h) our reliance and the reliance of our managers, tenants and borrowers on the financial, credit and capital markets and the risk that those markets may be disrupted or become constrained; (i) the risk of bankruptcy, inability to obtain benefits from governmental programs, insolvency or financial deterioration of our managers, tenants, borrowers and other obligors which may, among other things, have an adverse impact on the ability of such parties to make payments or meet their other obligations to us; (j) our dependency on a limited number of managers and tenants for a significant portion of our revenues and operating income; (k) our exposure to various operational risks, liabilities and claims from our operating assets; (l) our exposure to particular risks due to our specific asset classes and operating markets, such as adverse changes affecting our specific asset classes and the healthcare real estate sector, the competitiveness or financial viability of hospitals on or near the campuses where our outpatient medical buildings are located, our relationships with universities, the level of expense and uncertainty of our research tenants, and the limitation of our uses of some properties we own that are subject to ground lease, air rights or other restrictive agreements; (m) our ownership of properties or operation of business outside of the U.S. that may subject us to different or greater risks than those associated with our domestic operations; (n) the risk that our management agreements or leases are not renewed or are renewed on less favorable terms, that our managers or tenants default under those agreements or that we are unable to replace managers or tenants on a timely basis or on favorable terms, if at all; (o) the risk that the borrowers under our loans or other investments default or that, to the extent we are able to foreclose or otherwise acquire the collateral securing our loans or other investments, we will be required to incur additional expense or indebtedness in connection therewith, that the assets will underperform expectations or that we may not be able to subsequently dispose of all or part of such assets on favorable terms; (p) risks related to the recognition of reserves, allowances, credit losses or impairment charges which are inherently uncertain and may increase or decrease in the future and may not represent or reflect the ultimate value of, or loss that we ultimately realize with respect to, the relevant assets; (q) the risk of exposure to unknown liabilities from our investments in properties or businesses; (r) the impact of merger, acquisition and investment activity in the healthcare industry or otherwise affecting our managers, tenants or borrowers; (s) risks related to development, redevelopment and construction projects, including costs associated with inflation, rising or elevated interest rates, labor conditions and supply chain pressures, and risks related to increased construction and development in markets in which our properties are located, including adverse effect on our future occupancy rates; (t) our current and future amount of outstanding indebtedness, and our ability to access capital and to incur additional debt which is subject to our compliance with covenants in instruments governing our and our subsidiaries’ existing indebtedness; (u) increases in our borrowing costs as a result of becoming more leveraged, including in connection with acquisitions or other investment activity and rising or elevated interest rates; (v) the risk of potential dilution resulting from future sales or issuances of our equity securities; (w) the availability, adequacy and pricing of insurance coverage provided by our policies and policies maintained by our managers, tenants, borrowers or other counterparties; (x) the risks or uncertainties relating to the use of, or inability to take advantage of, the benefits of artificial intelligence by us or our managers, tenants or borrowers; (y) the occurrence of cybersecurity threats and incidents that could disrupt our or our managers’, tenants’ or borrower’s operations, result in the loss of confidential or personal information or damage our business relationships and reputation; (z) the risk of catastrophic or extreme weather and other natural events; (aa) our ability to attract and retain talented employees; (bb) our ability to maintain a positive reputation for quality and service with our key stakeholders; (cc) the limitations and significant requirements imposed upon our business as a result of our status as a REIT and the adverse consequences (including the possible loss of our status as a REIT) that would result if we are not able to comply with such requirements; (dd) the ownership limits contained in our certificate of incorporation with respect to our capital stock in order to preserve our qualification as a REIT, which may delay, defer or prevent a change of control of our company; (ee) risks and uncertainties related to the UPREIT Reorganization; and (ff) the other factors set forth in our periodic filings with the Securities and Exchange Commission. - MORE - Ventas Reports 2026 Third Quarter Results
CONSOLIDATED BALANCE SHEETS (In thousands, except per share amounts; dollars in USD; As of September As of December unaudited) 30, 2026 31, 2025 ────────────────────────────────────────────────────────────────────────────── Assets Real estate investments: Land and improvements $ 3,390,024 $ 2,962,738 Buildings and improvements 34,209,438 30,872,598 Construction in progress 248,737 358,811 Acquired lease intangibles 2,046,823 1,680,567 Operating lease assets 314,623 295,838 40,209,645 36,170,552 Accumulated depreciation and -12,912,169 -12,043,619 amortization Net real estate property 27,297,476 24,126,933 Secured loans receivable and 442,287 143,913 investments, net Investments in unconsolidated real 584,905 617,571 estate entities Net real estate investments 28,324,668 24,888,417 Cash and cash equivalents 202,009 741,067 Escrow deposits and restricted 27,623 45,070 cash Goodwill 1,045,824 1,046,072 Assets held for sale 100,813 42,993 Deferred income tax assets, net 2,807 2,797 Other assets 921,638 825,529 Total assets $ 30,625,382 $ 27,591,945 Liabilities and equity Liabilities: Senior notes payable and other $ 12,436,652 $ 13,011,016 debt Accrued interest payable 97,664 143,104 Operating lease liabilities 230,568 208,602 Accounts payable and other 1,469,788 1,240,820 liabilities Liabilities related to assets held for 6,489 4,032 sale Deferred income tax liabilities 31,801 23,409 Total liabilities 14,272,962 14,630,983 Redeemable OP unitholder and 492,756 375,154 noncontrolling interests Commitments and contingencies Equity: Ventas stockholders’ equity: Preferred stock, $1.00 par value; 10,000 — — shares authorized, unissued Common stock, $0.25 par value; 1,200,000 shares authorized, 528,820 and 474,926 132,205 118,732 shares outstanding at September 30, 2026 and December 31, 2025, respectively Capital in excess of par value 23,834,762 19,976,183 Accumulated other comprehensive -23,689 -39,851 loss Retained earnings (deficit) -8,136,215 -7,527,777 Treasury stock, 0 shares issued — -34 Total Ventas stockholders’ equity 15,807,063 12,527,253 Noncontrolling interests 52,601 58,555 Total equity 15,859,664 12,585,808 Total liabilities and equity $ 30,625,382 $ 27,591,945
(In thousands, except per share amounts; dollars in USD; totals may not sum due to rounding; unaudited)
For the Three Months Ended 2026 September 30, 2025 ’26-’25 ────────────────────────────────────────────────────────────────────────────── Net income attributable to $ 65,380 $ 66,047 -1% common stockholders Net income attributable to common $ 0.13 $ 0.14 -7% stockholders per share Adjustments: Depreciation and amortization on 444,220 355,453 real estate assets Depreciation on real estate assets related to -6,343 -4,252 noncontrolling interests Depreciation on real estate assets related to 22,149 20,812 unconsolidated entities Gain on real estate -815 -1,283 dispositions Loss (gain) on real estate dispositions related to 3 -28,003 unconsolidated entities Subtotal: Nareit 459,214 342,727 FFO adjustments Subtotal: Nareit FFO adjustments per $ 0.88 $ 0.74 share Nareit FFO attributable to $ 524,594 $ 408,774 28% common stockholders Nareit FFO attributable to common $ 1.01 $ 0.88 15% stockholders per share Adjustments: Loss on 693 8,478 derivatives, net Non-cash impact of -23,901 -8,970 income tax benefit Loss on extinguishment of 14 119 debt, net Transaction, transition and 7,872 5,472 restructuring costs Amortization of 119 115 other intangibles Non-cash stock-based 5,926 5,905 compensation expense(1) Significant disruptive events, -1,516 1,161 net Normalizing items related to noncontrolling 426 8,111 interests and unconsolidated entities, net Other normalizing — -14,298 items, net(2) Subtotal: Normalized FFO -10,367 6,093 adjustments Subtotal: Normalized FFO $ -0.02 $ 0.01 adjustments per share Normalized FFO attributable to $ 514,227 $ 414,867 24% common stockholders(1) Normalized FFO attributable to common $ 0.99 $ 0.90 10% stockholders per share Weighted average 518,937 463,415 diluted shares
(1) Beginning with the first quarter of 2026, the Company excludes non-cash stock-based compensation expense from the calculation of Normalized FFO. Results for prior periods have been updated to conform to this presentation.
(2) Principally due to the net non-cash revenue impact of changed revenue recognition from cash to straight-line related to a Senior Housing Triple-Net tenant. - MORE - Ventas Reports 2026 Third Quarter Results
Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. However, since real estate values historically have risen or fallen with market conditions, many industry investors deem presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves. For that reason, the Company considers Funds From Operations attributable to common stockholders (“FFO”) and Normalized FFO attributable to common stockholders (“Normalized FFO”) to be appropriate supplemental measures of operating performance of an equity REIT. The Company believes that the presentation of FFO, combined with the presentation of required GAAP financial measures, has improved the understanding of operating results of REITs among the investing public and has helped make comparisons of REIT operating results more meaningful. Management generally considers FFO to be a useful measure for understanding and comparing our operating results because, by excluding gains and losses related to sales of previously depreciated operating real estate assets, impairment losses on depreciable real estate and real estate asset depreciation and amortization (which can differ across owners of similar assets in similar condition based on historical cost accounting and useful life estimates), FFO can help investors compare the operating performance of a company’s real estate across reporting periods and to the operating performance of other companies. The Company believes that Normalized FFO is useful because it allows investors, analysts and Company management to compare the Company’s operating performance across periods on a consistent basis. In some cases, the Company provides information about identified non-cash components of FFO and Normalized FFO because it allows investors, analysts and our management to assess the impact of those items on our financial results.
The Company uses the National Association of Real Estate Investment Trusts (“Nareit”) definition of FFO. Nareit defines FFO as net income attributable to common stockholders (computed in accordance with GAAP) excluding gains (or losses) from sales of real estate property, including gain (or loss) on re- measurement of equity method investments and impairment write-downs of depreciable real estate, plus real estate depreciation and amortization, and after adjustments for unconsolidated entities and noncontrolling interests. Adjustments for unconsolidated entities and noncontrolling interests will be calculated to reflect FFO on the same basis.
The Company defines Normalized FFO as Nareit FFO excluding the following income and expense items, without duplication: (a) gains and losses on derivatives, net and changes in the fair value of financial instruments; (b) the non-cash impact of income tax benefits or expenses; (c) gains and losses on extinguishment of debt, net including the write-off of unamortized deferred financing fees or additional costs, expenses, discounts, make-whole payments, penalties or premiums incurred as a result of early retirement or payment of our debt; (d) transaction, transition and restructuring costs; (e) amortization of other intangibles; (f) non-cash stock-based compensation expense; (g) net expenses or recoveries related to significant disruptive events; (h) the impact of expenses related to asset impairment and valuation allowances; (i) the financial impact of contingent consideration; (j) gains and losses on non-real estate dispositions and other normalizing items related to noncontrolling interests and unconsolidated entities; and (k) other items set forth in the Normalized FFO reconciliation included herein.
Nareit FFO and Normalized FFO presented herein may not be comparable to those presented by other companies, which may define similarly titled measures differently than the Company does. Nareit FFO and Normalized FFO should not be considered as alternatives to net income attributable to common stockholders (determined in accordance with GAAP) as indicators of the Company’s financial performance or as alternatives to cash flow from operating activities (determined in accordance with GAAP) as measures of the Company’s liquidity, nor are they necessarily indicative of sufficient cash flow to fund all of the Company’s needs. The Company believes that in order to facilitate a clear understanding of the consolidated historical operating results of the Company, Nareit FFO and Normalized FFO should be examined in conjunction with net income attributable to common stockholders as presented elsewhere herein. - MORE - Ventas Reports 2026 Third Quarter Results
(In millions, except per share amounts; dollars in USD; totals may not sum due to rounding; unaudited)
FY 2026 FY 2026 - Per Share Low High Low High Net income attributable to common $324 $339 $0.64 $0.67 stockholders Depreciation and amortization 1,719 1,719 $3.38 $3.38 adjustments Gain on real estate -93 -93 -$0.18 -$0.18 dispositions Nareit FFO attributable to common $1,949 $1,965 $3.83 $3.86 stockholders Other adjustments3 21 21 $0.04 $0.04 Normalized FFO attributable to common $1,970 $1,986 $3.87 $3.90 stockholders % Year-over-year 9% 10% growth Weighted average diluted shares (in 509 509 millions)
1 The Company’s guidance constitutes forward-looking statements within the meaning of the federal securities laws and is based on a number of assumptions that are subject to change and many of which are outside the control of the Company. Actual results may differ materially from the Company’s expectations depending on factors discussed herein and in the Company’s filings with the Securities and Exchange Commission.
3 Other adjustments include the categories of adjustments presented in our “Non- GAAP Financial Measures Reconciliation – Funds From Operations Attributable to Common Stockholders (FFO)”.
• The Company’s guidance includes the following investment and disposition assumptions:
◦ October YTD completed investments of $5.2 billion focused on senior housing, vs. previous guidance of ~$4.5 billion
◦ Disposition and loan repayment proceeds of ~$700 million at a ~7% blended yield, unchanged
◦ Interest and other income of ~$9 million at midpoint, vs. previous ~$8 million
◦ Full year weighted average diluted share count of 509 million, vs. previous 506 million
◦ FAD capital expenditures of ~$400 million at midpoint, unchanged - MORE - Ventas Reports 2026 Third Quarter Results
(In millions, except per share amounts; dollars in USD; totals may not sum due to rounding; unaudited)
FY 2026 FY 2026 - Per Share Low High Low High Net income attributable to common $291 $317 $0.58 $0.63 stockholders Depreciation and amortization 1,626 1,626 $3.22 $3.22 adjustments Gain on real estate -15 -15 -$0.03 -$0.03 dispositions Nareit FFO attributable to common $1,902 $1,927 $3.76 $3.81 stockholders Other adjustments3 44 44 $0.09 $0.09 Normalized FFO attributable to common $1,947 $1,972 $3.85 $3.90 stockholders % Year-over-year 8% 10% growth Weighted average diluted shares (in 506 506 millions)
1 The Company’s guidance constitutes forward-looking statements within the meaning of the federal securities laws and is based on a number of assumptions that are subject to change and many of which are outside the control of the Company. Actual results may differ materially from the Company’s expectations depending on factors discussed herein and in the Company’s filings with the Securities and Exchange Commission.
3 Other adjustments include the categories of adjustments presented in our “Non- GAAP Financial Measures Reconciliation – Funds From Operations Attributable to Common Stockholders (FFO)”.
• The Company’s guidance includes the following investment and disposition assumptions:
◦ Expect to close $4.5 billion of investments focused on senior housing, increased vs. previous $3 billion
◦ Disposition and loan repayment proceeds of ~$700 million at a ~7% blended yield, vs. previous ~$300 million
◦ Full year weighted average diluted share count of 506 million, vs. previous 504 million
◦ FAD capital expenditures of ~$400 million at midpoint, unchanged - MORE - Ventas Reports 2026 Third Quarter Results
(In thousands, unless otherwise noted; dollars in USD; totals may not sum due to rounding; unaudited)
(1) Includes consolidated properties. Excludes, among other things, sold assets, assets owned by unconsolidated real estate entities, assets held for sale, loan repayments, development properties not yet operational, land parcels and third- party management revenues from all periods. Assets that have undergone business model transitions are reflected within the new reportable segment as of the transition date. - MORE - Ventas Reports 2026 Third Quarter Results
(1) Includes consolidated properties. Excludes, among other things, sold assets, assets owned by unconsolidated real estate entities, assets held for sale, loan repayments, development properties not yet operational, land parcels and third- party management revenues from all periods. Assets that have undergone business model transitions are reflected within the new reportable segment as of the transition date. - MORE - Ventas Reports 2026 Third Quarter Results
Third Quarter 2026 Senior Housing Operating Portfolio Same-Store Cash Operating Revenue
(In thousands, unless otherwise noted; dollars in USD; totals may not sum due to rounding; unaudited)
(1) Includes consolidated properties. Excludes, among other things, sold assets, assets owned by unconsolidated real estate entities, assets held for sale, loan repayments, development properties not yet operational, land parcels and third- party management revenues from all periods. Assets that have undergone business model transitions are reflected within the new reportable segment as of the transition date. - MORE - Ventas Reports 2026 Third Quarter Results
The Company believes that Further Adjusted EBITDA and Net Debt are useful to investors, analysts and Company management because they allow the comparison of the Company’s credit strength between periods and to other real estate companies without the effect of items that by their nature are not comparable from period to period. - MORE - Ventas Reports 2026 Third Quarter Results
The Company defines Adjusted EBITDA as consolidated earnings before interest, taxes, depreciation and amortization (including non-cash stock-based compensation expense, asset impairment and valuation allowances), excluding (a) gains or losses on extinguishment of debt; (b) transaction, transition and restructuring costs; (c) noncontrolling interests’ share of adjusted EBITDA; (d) net gains or losses on real estate activity; (e) gains or losses on re- measurement of equity interest upon acquisition; (f) unrealized foreign currency gains or losses; (g) gains or losses on derivatives, net and changes in the fair value of financial instruments; (h) net expenses or recoveries related to significant disruptive events; and including (x) Ventas’ share of adjusted EBITDA from unconsolidated entities and (y) the impact of other items set forth in the Adjusted EBITDA reconciliation included herein.
Further Adjusted EBITDA is Adjusted EBITDA further adjusted for transactions and events that were completed during the period, as if the transaction or event had been consummated at the beginning of the relevant period and considers any other incremental items set forth in the Further Adjusted EBITDA reconciliation included herein.
The Company considers NOI and Cash NOI as important supplemental measures because they allow investors, analysts and the Company’s management to assess its unlevered property-level operating results and to compare its operating results with those of other real estate companies and between periods on a consistent basis.
The Company defines NOI as total revenues, less interest and other income, property-level operating expenses and third-party capital management expenses.
The Company defines Cash NOI as NOI for its reportable business segments (i.e., SHOP, OM&R and NNN), determined on a Constant Currency basis, excluding the impact of, without duplication (i) non-cash items such as straight-line rent and the amortization of lease intangibles, (ii) sold assets, assets held for sale, development properties not yet operational and land parcels and (iii) other items set forth in the Cash NOI reconciliation included herein. In certain cases, results may be adjusted to reflect the receipt of cash payments, fees, and other consideration that is not fully recognized as NOI in the period.
The Company defines same-store as properties owned, consolidated and operational for the full period in both comparison periods and that are not otherwise excluded; provided, however, that the Company may include selected properties that otherwise meet the same-store criteria if they are included in substantially all of, but not a full, period for one or both of the comparison periods, and in the Company’s judgment such inclusion provides a more meaningful presentation of its segment performance.
Newly acquired development properties and recently developed or redeveloped properties in the Company’s SHOP reportable business segment will be included in same-store once they are stabilized for the full period in both periods presented. These properties are considered stabilized upon the earlier of (a) the achievement of 80% sustained occupancy or (b) 24 months from the date of acquisition or substantial completion of work. Recently developed or redeveloped properties in the Company’s OM&R and NNN reportable business segments will be included in same-store once substantial completion of work has occurred for the full period in both periods presented. Our SHOP and NNN that have undergone operator or business model transitions will be included in same-store once operating under consistent operating structures for the full period in both periods presented.
Properties are excluded from same-store if they are: (i) sold, classified as held for sale or properties whose operations were classified as discontinued operations in accordance with GAAP; (ii) impacted by significant disruptive events such as flood or fire; (iii) for SHOP, those properties that are currently undergoing a significant disruptive redevelopment; (iv) for OM&R and NNN reportable business segments, those properties for which management has an intention to institute, or has instituted, a redevelopment plan because the properties may require major property-level expenditures to maximize value, increase NOI, or maintain a market-competitive position and/or achieve property stabilization, most commonly as the result of an expected or actual material - MORE - Ventas Reports 2026 Third Quarter Results
change in occupancy or NOI; or (v) for SHOP and NNN reportable business segments, those properties that are scheduled to undergo operator or business model transitions, or have transitioned operators or business models after the start of the prior comparison period.
To eliminate the impact of exchange rate movements, certain of our performance- based disclosures, including Same-Store NOI for SHOP and NNN, assume constant exchange rates across comparable periods, using the following methodology: the current period’s results are shown in actual reported USD, while prior comparison period’s results are adjusted and converted to USD based on the average monthly exchange rate for the current period.
Full text with the tables
Exhibit 99.1
Ventas, Inc. 300 North LaSalle Street, Suite 1600 Chicago, Illinois 60654 (877)
4-VENTAS www.ventasreit.com
Contact: BJ Grant
(877) 4-VENTAS
Ventas Reports 2026 Third Quarter Results
CHICAGO
– Ventas, Inc. (NYSE: VTR) (“Ventas” or the “Company”) today reported results
for the third quarter ended September 30, 2026.
CEO Remarks
“Ventas delivered strong enterprise results and growth in the third quarter, as
we executed our 1-2-3 strategy and drove outperformance at scale. Our large and
growing Senior Housing Operating Portfolio (“SHOP”) powered the Company’s
organic property growth, and we used our differentiated platform, operating
expertise and data advantages to generate results that significantly
outperformed industry benchmarks,” said Debra A. Cafaro, Ventas Chairman and
CEO.
“Additionally, we are aggressively expanding our SHOP business through
attractive acquisitions designed to increase our enterprise growth and enhance
the Company’s multiyear growth outlook. We have closed over $5 billion of
investments focused on U.S. senior housing year to date. We have significant
momentum in the market, and we are currently advancing our robust pipeline of
actionable SHOP investment opportunities.
“With our commitment to helping people live longer, healthier and happier lives,
we are well positioned to serve the secular demand from a wave of Baby Boomers
turning 80 over the coming decade.
“We are again raising our full year earnings guidance primarily because of our
2026 investment activity. Our business and team are built to meet this moment,
and we are focused on creating value for stakeholders,” Cafaro concluded.
Third Quarter and Other 2026 Highlights
• Net Income Attributable to Common Stockholders (“Attributable Net Income”) per
share of $0.13
• Normalized Funds From Operations* (“Normalized FFO”) per share of $0.99, an
increase of 10% year-over-year
• Total Company Net Operating Income* (“NOI”) year-over-year growth of 18% and
Total Company Same-Store Cash NOI* year-over-year growth of 11%
• On a Same-Store Cash NOI* basis, SHOP grew 16% year-over-year, led by U.S.
growth of 17%
• Year to date, the Company closed $5.2 billion of investments focused on senior
housing with attractive financial return expectations, consistent with its Right
Market, Right Asset, Right Operator TM strategy
• To fund its 2026 investment activity, year to date through September 30, 2026,
the Company settled 47.3 million shares of common stock under equity forward
sales agreements for gross proceeds of $3.9 billion; and, at September 30, 2026,
the Company had $0.8 billion of unsettled equity forward sales agreements,
totaling $4.7 billion in equity capital
Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 2
*Some of the financial measures throughout this press release are non-GAAP
measures. Refer to the Non-GAAP Financial Measures Reconciliation tables at the
end of this press release for additional information and a reconciliation to the
most directly comparable GAAP measure.
Third Quarter 2026 Company Results
For the Third Quarter 2026, reported per share results were:
Quarter Ended
September 30,
2026 2025 $ Change % Change
──────────────────────────────────────────────────────────────────────────────
Attributable Net $0.13 $0.14 $(0.01) -7%
Income
Nareit FFO* $1.01 $0.88 $0.13 15%
Normalized FFO* $0.99 $0.90 $0.09 10%
SHOP Growth
In the third quarter, SHOP Same-Store Cash NOI increased 16% year-over-year.
Same-Store revenue per occupied room (“RevPOR”) grew 5% and average occupancy
grew 290 basis points year-over-year. Same-Store Cash NOI margin* grew 190 basis
points year-over-year, benefitting from favorable operating leverage combined
with RevPOR and occupancy growth.
During the third quarter, U.S. SHOP Same-Store Cash NOI increased 17%, and
average occupancy grew 320 basis points to exceed 90%, year-over-year.
Investment Activity
Ventas closed $1.2 billion of senior housing investments in the third quarter,
and year to date has closed $5.2 billion of investments focused on senior
housing. The Company expects these investments to increase its growth rate on a
multiyear basis and generate attractive financial returns. The Company’s
relationship-based investment momentum continues with a robust investment
pipeline that is active and actionable.
Financial Strength and Flexibility
The Company’s Net Debt-to-Further Adjusted EBITDA* strengthened to 4.4x as of
the end of the third quarter, representing a continued trend of sequential
improvement and nearly a full turn improvement from the prior year period. The
improvement was driven by SHOP NOI growth and equity-funded senior housing
investments.
As of September 30, 2026, the Company had $4.5 billion in liquidity, supporting
Ventas’s growth and financial flexibility. Liquidity includes availability under
its unsecured credit facilities, cash and cash equivalents and unsettled equity
forward sales agreements outstanding.
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Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 3
Increased Full Year 2026 Guidance
The Company is increasing its guidance for the full year. The Company’s 2026
guidance contains forward-looking statements and is based on a number of
assumptions, including those identified later in this press release; actual
results may differ materially. Ventas expects to report 2026 per share
Attributable Net Income, Nareit FFO and Normalized FFO within the following
ranges:
As of 10/27/26 As of 7/29/26
Attributable Net Income Per Share Range $0.64 - $0.67 $0.58 - $0.63
Attributable Net Income Per Share $0.66 $0.61
Midpoint
Nareit FFO Per Share Range* $3.83 - $3.86 $3.76 - $3.81
Nareit FFO Per Share Midpoint* $3.85 $3.79
Normalized FFO Per Share Range* $3.87 - $3.90 $3.85 - $3.90
Normalized FFO Per Share Midpoint* $3.89 $3.88
Full Year 2026 Guidance Commentary Update
The increase in the Company’s guidance is primarily the result of 2026 accretive
senior housing investment activity, partially offset by the impacts of interest
rates and foreign exchange. Certain additional assumptions are set forth in the
appendix.
Investor Presentation
An Earnings Presentation is posted to the Events & Presentations section of
Ventas’s website at ir.ventasreit.com/events-and-presentations. Additional
information regarding the Company can be found in its Supplemental posted at
ir.ventasreit.com. The information contained on, or that may be accessed
through, the Company’s website, including the information contained in the
aforementioned Earnings Presentation and Supplemental, is not incorporated by
reference into, and is not part of, this document.
Third Quarter 2026 Results Conference Call
Ventas will hold a conference call to discuss this earnings release on
Wednesday, October 28, 2026 at 10:00 a.m. Eastern Time (9:00 a.m. Central Time).
The dial-in number for the conference call is (833) 461-5787 (or +1 (585)
542-9983 for international callers), and the participant passcode is 771494992.
A live webcast can be accessed from the Investor Relations section of
www.ventasreit.com.
A telephonic replay will be available at (833) 309-1852 (or +1 (929) 828-5978
for international callers), passcode 771494992, after the earnings call and will
remain available for 30 days. The webcast replay will be posted in the Investor
Relations section of www.ventasreit.com.
About Ventas
Ventas, Inc. (NYSE: VTR) is an S&P 500 company enabling exceptional environments
that benefit a large and growing aging population. With approximately 1,500
properties in North America and the United Kingdom, Ventas occupies an essential
role in the longevity economy. The Company’s growth is fueled by its
approximately 1,000 senior housing communities, which provide valuable services
to residents and enable them to thrive in supported environments. Ventas aims to
deliver outsized performance by leveraging its operational expertise, data-
driven insights from its Ventas OI TM platform, extensive relationships and
strong financial position. The Ventas portfolio also includes outpatient medical
buildings, research centers and healthcare facilities. Ventas’s seasoned team of
talented professionals shares a commitment to excellence, integrity and a common
purpose of helping people live longer, healthier, happier lives.
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Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 4
Non-GAAP Financial Measures
This press release of Ventas, Inc. (the “Company,” “we,” “us,” “our” and similar
terms) includes certain financial performance measures not defined by generally
accepted accounting principles in the United States (“GAAP”), such as Nareit
FFO, Normalized FFO, Net Operating Income (“NOI”), Cash NOI, Same-Store Cash
NOI, Same-Store Cash NOI Margin, Same-Store Cash NOI Growth, Cash Operating
Revenue, Same-Store Cash Operating Revenue and Net Debt to Further Adjusted
EBITDA. Reconciliations of these non-GAAP financial measures to the most
directly comparable GAAP measures are included in the appendix to this press
release. Our definitions and calculations of these non-GAAP measures may not be
the same as similar measures reported by other REITs.
These non-GAAP financial measures should not be considered as alternatives for,
or superior to, financial measures calculated in accordance with GAAP.
Cautionary Statements
Certain of the information contained herein, including intra-quarter operating
information, has been provided by our operators and we have not verified this
information through an independent investigation or otherwise. We have no reason
to believe that this information is inaccurate in any material respect, but we
cannot assure you of its accuracy.
This press release includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. These forward-looking statements
include, among others, statements of expectations, beliefs, future plans and
strategies, anticipated results from operations and developments and other
matters that are not historical facts. Forward-looking statements include, among
other things, statements regarding our and our officers’ intent, belief or
expectation as identified by the use of phrases or words such as “assume,”
“may,” “will,” “project,” “expect,” “believe,” “intend,” “anticipate,” “seek,”
“target,” “forecast,” “plan,” “line-of-sight,” “outlook,” “potential,”
“opportunity,” “estimate,” “could,” “would,” “should” and other comparable and
derivative terms or the negatives thereof.
Forward-looking statements are based on management’s beliefs as well as on a
number of assumptions concerning future events. You should not put undue
reliance on these forward-looking statements, which are not a guarantee of
performance and are subject to a number of uncertainties and other factors that
could cause actual events or results to differ materially from those expressed
or implied by the forward-looking statements. We do not undertake a duty to
update these forward-looking statements, which speak only as of the date on
which they are made. We urge you to carefully review the disclosures we make
concerning risks and uncertainties that may affect our business and future
financial performance, including those made below and in our filings with the
Securities and Exchange Commission, such as in the sections titled “Cautionary
Statements — Summary Risk Factors” and “Risk Factors” in our Annual Report on
Form 10-K for the year ended December 31, 2025, “Management’s Discussion and
Analysis of Financial Condition and Results of Operations” in our subsequent
Quarterly Reports on Form 10-Q and our Current Reports on Form 8-K as we file
them with the Securities and Exchange Commission.
Certain factors that could affect our future results and our ability to achieve
our stated goals include, but are not limited to: (a) our exposure and the
exposure of our managers, tenants and borrowers to complex and evolving
governmental policy, laws and regulations, including relating to healthcare,
data privacy, cybersecurity, artificial intelligence, international trade and
environmental matters, the impact of such policies, laws and regulations on our
and our managers’, tenants’ and borrowers’ business and the challenges and
expense associated with complying with such policies, laws and regulations; (b)
the impact of market, macroeconomic and general economic conditions on us, our
managers, tenants and borrowers and in areas in which our properties are
geographically concentrated, including changes in or elevated inflation,
interest rates and exchange rates, labor market dynamics and rises in
unemployment, tightening of lending standards and reduced availability of credit
or capital, events that affect consumer confidence, and the actual and perceived
state of the real estate markets and public and private capital markets; (c) our
ability, and the ability of our managers, tenants and borrowers, to navigate the
trends impacting our or their businesses and the industries in which we or they
operate, including their ability to respond to the impact of the U.S. political
environment on government funding and reimbursement programs, and the financial
condition or business prospect of our managers, tenants and borrowers; (d) our
ability to achieve the anticipated benefits and synergies from, and effectively
integrate, our completed or anticipated acquisitions and investments; (e) our
ability to identify and consummate future investments in healthcare assets and
effectively manage our portfolio opportunities and our investments in co-
investment vehicles, joint ventures and minority interests; (f) the potential
for significant general and commercial claims, legal actions, investigations,
regulatory proceedings and enforcement actions that could subject us or our
managers, tenants or borrowers to increased operating costs, uninsured
liabilities, including fines and other penalties, reputational harm or
significant operational limitations, including the loss or suspension of or
moratoriums on accreditations, licenses or certificates of need, suspension of
or nonpayment for new admissions, denial of reimbursement, suspension,
decertification or exclusion from federal, state or foreign healthcare programs
or the closure of facilities or communities; (g) our reliance on third-party
- MORE -
Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 5
managers and tenants to operate or exert substantial control over properties
they manage for, or lease from, us, which limits our control and influence over
such properties, their operations and their performance; (h) our reliance and
the reliance of our managers, tenants and borrowers on the financial, credit and
capital markets and the risk that those markets may be disrupted or become
constrained; (i) the risk of bankruptcy, inability to obtain benefits from
governmental programs, insolvency or financial deterioration of our managers,
tenants, borrowers and other obligors which may, among other things, have an
adverse impact on the ability of such parties to make payments or meet their
other obligations to us; (j) our dependency on a limited number of managers and
tenants for a significant portion of our revenues and operating income; (k) our
exposure to various operational risks, liabilities and claims from our operating
assets; (l) our exposure to particular risks due to our specific asset classes
and operating markets, such as adverse changes affecting our specific asset
classes and the healthcare real estate sector, the competitiveness or financial
viability of hospitals on or near the campuses where our outpatient medical
buildings are located, our relationships with universities, the level of expense
and uncertainty of our research tenants, and the limitation of our uses of some
properties we own that are subject to ground lease, air rights or other
restrictive agreements; (m) our ownership of properties or operation of business
outside of the U.S. that may subject us to different or greater risks than those
associated with our domestic operations; (n) the risk that our management
agreements or leases are not renewed or are renewed on less favorable terms,
that our managers or tenants default under those agreements or that we are
unable to replace managers or tenants on a timely basis or on favorable terms,
if at all; (o) the risk that the borrowers under our loans or other investments
default or that, to the extent we are able to foreclose or otherwise acquire the
collateral securing our loans or other investments, we will be required to incur
additional expense or indebtedness in connection therewith, that the assets will
underperform expectations or that we may not be able to subsequently dispose of
all or part of such assets on favorable terms; (p) risks related to the
recognition of reserves, allowances, credit losses or impairment charges which
are inherently uncertain and may increase or decrease in the future and may not
represent or reflect the ultimate value of, or loss that we ultimately realize
with respect to, the relevant assets; (q) the risk of exposure to unknown
liabilities from our investments in properties or businesses; (r) the impact of
merger, acquisition and investment activity in the healthcare industry or
otherwise affecting our managers, tenants or borrowers; (s) risks related to
development, redevelopment and construction projects, including costs associated
with inflation, rising or elevated interest rates, labor conditions and supply
chain pressures, and risks related to increased construction and development in
markets in which our properties are located, including adverse effect on our
future occupancy rates; (t) our current and future amount of outstanding
indebtedness, and our ability to access capital and to incur additional debt
which is subject to our compliance with covenants in instruments governing our
and our subsidiaries’ existing indebtedness; (u) increases in our borrowing
costs as a result of becoming more leveraged, including in connection with
acquisitions or other investment activity and rising or elevated interest rates;
(v) the risk of potential dilution resulting from future sales or issuances of
our equity securities; (w) the availability, adequacy and pricing of insurance
coverage provided by our policies and policies maintained by our managers,
tenants, borrowers or other counterparties; (x) the risks or uncertainties
relating to the use of, or inability to take advantage of, the benefits of
artificial intelligence by us or our managers, tenants or borrowers; (y) the
occurrence of cybersecurity threats and incidents that could disrupt our or our
managers’, tenants’ or borrower’s operations, result in the loss of confidential
or personal information or damage our business relationships and reputation; (z)
the risk of catastrophic or extreme weather and other natural events; (aa) our
ability to attract and retain talented employees; (bb) our ability to maintain a
positive reputation for quality and service with our key stakeholders; (cc) the
limitations and significant requirements imposed upon our business as a result
of our status as a REIT and the adverse consequences (including the possible
loss of our status as a REIT) that would result if we are not able to comply
with such requirements; (dd) the ownership limits contained in our certificate
of incorporation with respect to our capital stock in order to preserve our
qualification as a REIT, which may delay, defer or prevent a change of control
of our company; (ee) risks and uncertainties related to the UPREIT
Reorganization; and (ff) the other factors set forth in our periodic filings
with the Securities and Exchange Commission.
- MORE -
Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 6
CONSOLIDATED BALANCE SHEETS
(In thousands, except per share
amounts; dollars in USD; As of September As of December
unaudited) 30, 2026 31, 2025
──────────────────────────────────────────────────────────────────────────────
Assets
Real estate investments:
Land and improvements $ 3,390,024 $ 2,962,738
Buildings and improvements 34,209,438 30,872,598
Construction in progress 248,737 358,811
Acquired lease intangibles 2,046,823 1,680,567
Operating lease assets 314,623 295,838
40,209,645 36,170,552
Accumulated depreciation and -12,912,169 -12,043,619
amortization
Net real estate property 27,297,476 24,126,933
Secured loans receivable and 442,287 143,913
investments, net
Investments in unconsolidated
real 584,905 617,571
estate entities
Net real estate investments 28,324,668 24,888,417
Cash and cash equivalents 202,009 741,067
Escrow deposits and restricted 27,623 45,070
cash
Goodwill 1,045,824 1,046,072
Assets held for sale 100,813 42,993
Deferred income tax assets, net 2,807 2,797
Other assets 921,638 825,529
Total assets $ 30,625,382 $ 27,591,945
Liabilities and equity
Liabilities:
Senior notes payable and other $ 12,436,652 $ 13,011,016
debt
Accrued interest payable 97,664 143,104
Operating lease liabilities 230,568 208,602
Accounts payable and other 1,469,788 1,240,820
liabilities
Liabilities related to assets
held for 6,489 4,032
sale
Deferred income tax liabilities 31,801 23,409
Total liabilities 14,272,962 14,630,983
Redeemable OP unitholder and 492,756 375,154
noncontrolling interests
Commitments and contingencies
Equity:
Ventas stockholders’ equity:
Preferred stock, $1.00 par value;
10,000 — —
shares authorized, unissued
Common stock, $0.25 par value;
1,200,000
shares authorized, 528,820 and
474,926 132,205 118,732
shares outstanding at September
30, 2026
and December 31, 2025,
respectively
Capital in excess of par value 23,834,762 19,976,183
Accumulated other comprehensive -23,689 -39,851
loss
Retained earnings (deficit) -8,136,215 -7,527,777
Treasury stock, 0 shares issued — -34
Total Ventas stockholders’ equity 15,807,063 12,527,253
Noncontrolling interests 52,601 58,555
Total equity 15,859,664 12,585,808
Total liabilities and equity $ 30,625,382 $ 27,591,945
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Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 7
CON…
STA…
OF
INC…
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sha…
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in the Nine
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una… Mont… Ended
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Ren… Sept… 30,
inc… 30, 2026 2025 2026 2025
──────────────────────────────────────────────────────────────────────────────
Tri…
lea… $ 129,… $ 160,0… $ 377,… $ 468,8…
pro…
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and 233,… 226,2… 691,… 668,3…
res…
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362,… 386,2… 1,06… 1,137…
Res…
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and
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Thi…
cap… 4,140 4,492 12,7… 13,225
man…
rev…
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loa… 12,1… 5,524 22,8… 14,243
and
inv…
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and 1,961 4,184 6,238 13,133
oth…
inc…
Tot… 1,83… 1,488… 5,21… 4,267…
rev…
Exp…
Int… 161,… 158,1… 477,… 457,7…
Dep…
and 446,… 357,1… 1,23… 1,026…
amo…
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exp…
Sen… 1,02… 786,2… 2,89… 2,236…
hou…
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and 80,5… 79,136 238,… 230,0…
res…
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1,10… 868,3… 3,14… 2,477…
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cap… 1,794 1,517 5,333 4,969
man…
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Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 8
NON-GAAP FINANCIAL MEASURES RECONCILIATION
Funds From Operations Attributable to Common Stockholders (FFO)
(In thousands, except per share amounts; dollars in USD; totals may not sum due
to rounding; unaudited)
For the Three
Months Ended
2026 September 30, 2025 ’26-’25
──────────────────────────────────────────────────────────────────────────────
Net income
attributable to $ 65,380 $ 66,047 -1%
common
stockholders
Net income
attributable to
common $ 0.13 $ 0.14 -7%
stockholders per
share
Adjustments:
Depreciation and
amortization on 444,220 355,453
real
estate assets
Depreciation on
real estate assets
related to -6,343 -4,252
noncontrolling
interests
Depreciation on
real estate assets
related to 22,149 20,812
unconsolidated
entities
Gain on real estate -815 -1,283
dispositions
Loss (gain) on real
estate dispositions
related to 3 -28,003
unconsolidated
entities
Subtotal: Nareit 459,214 342,727
FFO adjustments
Subtotal: Nareit
FFO adjustments per $ 0.88 $ 0.74
share
Nareit FFO
attributable to $ 524,594 $ 408,774 28%
common
stockholders
Nareit FFO
attributable to
common $ 1.01 $ 0.88 15%
stockholders per
share
Adjustments:
Loss on 693 8,478
derivatives, net
Non-cash impact of -23,901 -8,970
income tax benefit
Loss on
extinguishment of 14 119
debt, net
Transaction,
transition and 7,872 5,472
restructuring costs
Amortization of 119 115
other intangibles
Non-cash
stock-based 5,926 5,905
compensation
expense(1)
Significant
disruptive events, -1,516 1,161
net
Normalizing items
related to
noncontrolling 426 8,111
interests and
unconsolidated
entities, net
Other normalizing — -14,298
items, net(2)
Subtotal:
Normalized FFO -10,367 6,093
adjustments
Subtotal:
Normalized FFO $ -0.02 $ 0.01
adjustments per
share
Normalized FFO
attributable to $ 514,227 $ 414,867 24%
common
stockholders(1)
Normalized FFO
attributable to
common $ 0.99 $ 0.90 10%
stockholders per
share
Weighted average 518,937 463,415
diluted shares
(1) Beginning with the first quarter of 2026, the Company excludes non-cash
stock-based compensation expense from the calculation of Normalized FFO. Results
for prior periods have been updated to conform to this presentation.
(2) Principally due to the net non-cash revenue impact of changed revenue
recognition from cash to straight-line related to a Senior Housing Triple-Net
tenant.
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Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 9
Historical cost accounting for real estate assets implicitly assumes that the
value of real estate assets diminishes predictably over time. However, since
real estate values historically have risen or fallen with market conditions,
many industry investors deem presentations of operating results for real estate
companies that use historical cost accounting to be insufficient by themselves.
For that reason, the Company considers Funds From Operations attributable to
common stockholders (“FFO”) and Normalized FFO attributable to common
stockholders (“Normalized FFO”) to be appropriate supplemental measures of
operating performance of an equity REIT. The Company believes that the
presentation of FFO, combined with the presentation of required GAAP financial
measures, has improved the understanding of operating results of REITs among the
investing public and has helped make comparisons of REIT operating results more
meaningful. Management generally considers FFO to be a useful measure for
understanding and comparing our operating results because, by excluding gains
and losses related to sales of previously depreciated operating real estate
assets, impairment losses on depreciable real estate and real estate asset
depreciation and amortization (which can differ across owners of similar assets
in similar condition based on historical cost accounting and useful life
estimates), FFO can help investors compare the operating performance of a
company’s real estate across reporting periods and to the operating performance
of other companies. The Company believes that Normalized FFO is useful because
it allows investors, analysts and Company management to compare the Company’s
operating performance across periods on a consistent basis. In some cases, the
Company provides information about identified non-cash components of FFO and
Normalized FFO because it allows investors, analysts and our management to
assess the impact of those items on our financial results.
Nareit Funds From Operations Attributable to Common Stockholders (“Nareit FFO”)
The Company uses the National Association of Real Estate Investment Trusts
(“Nareit”) definition of FFO. Nareit defines FFO as net income attributable to
common stockholders (computed in accordance with GAAP) excluding gains (or
losses) from sales of real estate property, including gain (or loss) on re-
measurement of equity method investments and impairment write-downs of
depreciable real estate, plus real estate depreciation and amortization, and
after adjustments for unconsolidated entities and noncontrolling interests.
Adjustments for unconsolidated entities and noncontrolling interests will be
calculated to reflect FFO on the same basis.
Normalized FFO Attributable to Common Stockholders (“Normalized FFO”)
The Company defines Normalized FFO as Nareit FFO excluding the following income
and expense items, without duplication: (a) gains and losses on derivatives, net
and changes in the fair value of financial instruments; (b) the non-cash impact
of income tax benefits or expenses; (c) gains and losses on extinguishment of
debt, net including the write-off of unamortized deferred financing fees or
additional costs, expenses, discounts, make-whole payments, penalties or
premiums incurred as a result of early retirement or payment of our debt; (d)
transaction, transition and restructuring costs; (e) amortization of other
intangibles; (f) non-cash stock-based compensation expense; (g) net expenses or
recoveries related to significant disruptive events; (h) the impact of expenses
related to asset impairment and valuation allowances; (i) the financial impact
of contingent consideration; (j) gains and losses on non-real estate
dispositions and other normalizing items related to noncontrolling interests and
unconsolidated entities; and (k) other items set forth in the Normalized FFO
reconciliation included herein.
Nareit FFO and Normalized FFO presented herein may not be comparable to those
presented by other companies, which may define similarly titled measures
differently than the Company does. Nareit FFO and Normalized FFO should not be
considered as alternatives to net income attributable to common stockholders
(determined in accordance with GAAP) as indicators of the Company’s financial
performance or as alternatives to cash flow from operating activities
(determined in accordance with GAAP) as measures of the Company’s liquidity, nor
are they necessarily indicative of sufficient cash flow to fund all of the
Company’s needs. The Company believes that in order to facilitate a clear
understanding of the consolidated historical operating results of the Company,
Nareit FFO and Normalized FFO should be examined in conjunction with net income
attributable to common stockholders as presented elsewhere herein.
- MORE -
Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 10
NON-GAAP FINANCIAL MEASURES RECONCILIATION
Full Year 2026 Guidance as of October 27th, 2026
1
Net Income and FFO Attributable to Common Stockholders
2
(In millions, except per share amounts; dollars in USD; totals may not sum due
to rounding; unaudited)
FY 2026 FY 2026 - Per Share
Low High Low High
Net income
attributable to common $324 $339 $0.64 $0.67
stockholders
Depreciation and
amortization 1,719 1,719 $3.38 $3.38
adjustments
Gain on real estate -93 -93 -$0.18 -$0.18
dispositions
Nareit FFO
attributable to common $1,949 $1,965 $3.83 $3.86
stockholders
Other adjustments3 21 21 $0.04 $0.04
Normalized FFO
attributable to common $1,970 $1,986 $3.87 $3.90
stockholders
% Year-over-year 9% 10%
growth
Weighted average
diluted shares (in 509 509
millions)
1 The Company’s guidance constitutes forward-looking statements within the
meaning of the federal securities laws and is based on a number of assumptions
that are subject to change and many of which are outside the control of the
Company. Actual results may differ materially from the Company’s expectations
depending on factors discussed herein and in the Company’s filings with the
Securities and Exchange Commission.
2 Totals may not add due to minor corporate-level adjustments.
3 Other adjustments include the categories of adjustments presented in our “Non-
GAAP Financial Measures Reconciliation – Funds From Operations Attributable to
Common Stockholders (FFO)”.
Select Guidance Assumptions:
• The Company’s guidance includes the following investment and disposition
assumptions:
◦ October YTD completed investments of $5.2 billion focused on senior housing,
vs. previous guidance of ~$4.5 billion
◦ Disposition and loan repayment proceeds of ~$700 million at a ~7% blended
yield, unchanged
◦ Additional guidance assumptions include:
◦ Interest expense of ~$648 million at midpoint, vs. previous ~$646 million
◦ Interest and other income of ~$9 million at midpoint, vs. previous ~$8 million
◦ Cash income tax expense of ~$14 million to ~$16 million
◦ Full year weighted average diluted share count of 509 million, vs. previous
506 million
◦ FAD capital expenditures of ~$400 million at midpoint, unchanged
- MORE -
Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 11
NON-GAAP FINANCIAL MEASURES RECONCILIATION
Full Year 2026 Guidance as of July 29th, 2026
1
Net Income and FFO Attributable to Common Stockholders
2
(In millions, except per share amounts; dollars in USD; totals may not sum due
to rounding; unaudited)
FY 2026 FY 2026 - Per Share
Low High Low High
Net income
attributable to common $291 $317 $0.58 $0.63
stockholders
Depreciation and
amortization 1,626 1,626 $3.22 $3.22
adjustments
Gain on real estate -15 -15 -$0.03 -$0.03
dispositions
Nareit FFO
attributable to common $1,902 $1,927 $3.76 $3.81
stockholders
Other adjustments3 44 44 $0.09 $0.09
Normalized FFO
attributable to common $1,947 $1,972 $3.85 $3.90
stockholders
% Year-over-year 8% 10%
growth
Weighted average
diluted shares (in 506 506
millions)
1 The Company’s guidance constitutes forward-looking statements within the
meaning of the federal securities laws and is based on a number of assumptions
that are subject to change and many of which are outside the control of the
Company. Actual results may differ materially from the Company’s expectations
depending on factors discussed herein and in the Company’s filings with the
Securities and Exchange Commission.
2 Totals may not add due to minor corporate-level adjustments.
3 Other adjustments include the categories of adjustments presented in our “Non-
GAAP Financial Measures Reconciliation – Funds From Operations Attributable to
Common Stockholders (FFO)”.
Select Guidance Assumptions:
• The Company’s guidance includes the following investment and disposition
assumptions:
◦ Expect to close $4.5 billion of investments focused on senior housing,
increased vs. previous $3 billion
◦ Disposition and loan repayment proceeds of ~$700 million at a ~7% blended
yield, vs. previous ~$300 million
◦ Additional guidance assumptions include:
◦ Interest expense of ~$646 million at midpoint, vs. previous ~$640 million
◦ Interest and other income of ~$8 million at midpoint, unchanged
◦ Full year weighted average diluted share count of 506 million, vs. previous
504 million
◦ FAD capital expenditures of ~$400 million at midpoint, unchanged
- MORE -
Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 12
NON-GAAP FINANCIAL MEASURES RECONCILIATION
Third Quarter 2026 Same-Store Cash NOI by Segment
(In thousands, unless otherwise noted; dollars in USD; totals may not sum due to
rounding; unaudited)
For
the
Th…
Mo…
En…
Se…
30,
20…
──────────────────────────────────────────────────────────────────────────────
SH… O… NNN N… T…
N…
i…
a… $ 6…
to
c…
s…
A…
I…
a… -…
o…
i…
I… 1…
e…
D…
a… 4…
a…
G…
a…
a… 4…
p…
f…
L…
on
e… 14
of
d…
n…
T…
t…
a… 7…
r…
c…
O… 9…
L…
f… 5…
u…
e…
G…
on
r… -…
e…
d…
I…
t… -…
b…
N…
i…
a… 1…
to
n…
i…
N… $ 42… $ 1… $ 12… $ 13… $ 7…
A…
S…
of — -… -7… — -…
r…
i…
N…
r… — -… -1… — -…
i…
C…
p…
f… — 2… — — 2…
a…
o…
c…
N…
n…
i… 1,… -… -2… — -…
in
C…
N…
N… — — — -1… -…
N…
C… $ 43… $ 1… $ 11… $ — $ 6…
N…
A…
C…
N…
n… -1… -… — — -…
i…
in
S…
S…
C… $ 31… $ 1… $ 11… $ — $ 5…
N…
P… 15… % 2.5 % 8… % 10… %
i…
(1) Includes consolidated properties. Excludes, among other things, sold assets,
assets owned by unconsolidated real estate entities, assets held for sale, loan
repayments, development properties not yet operational, land parcels and third-
party management revenues from all periods. Assets that have undergone business
model transitions are reflected within the new reportable segment as of the
transition date.
- MORE -
Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 13
For
the
Three
Mont…
Ended
Sept…
30,
2025
──────────────────────────────────────────────────────────────────────────────
SHOP OM&R NNN Non-… Total
Net
in…
at… $ 66,…
to
co…
st…
Ad…
In…
and -4,…
ot…
in…
In… 158…
ex…
De…
and 357…
am…
Ge…
ad…
and 40,…
pr…
fe…
Lo…
on
ex… 119
of
de…
net
Tr…
tr…
and 5,4…
re…
co…
Ot… 13,…
ex…
Net
in…
at… 2,6…
to
no…
in…
In…
fr… -16…
un…
en…
In…
tax -6,…
be…
Ga…
on
re… -1,…
es…
di…
NOI $ 302… $ 147,… $ 157… $ 7,8… $ 614…
Ad…
St…
of — -3,5… -22… — -26…
re…
in…
No…
re… — -2,5… -8,… — -11…
in…
Ca…
pa…
fe… — 2,615 — — 2,6…
and
ot…
co…
NOI
not
in… 1,2… -3,4… -16… — -19…
in
Ca…
NO…
No… — — — -7,… -7,…
NOI
NOI
im…
fr… -911 — -10 — -921
ch…
in
FX
Ca… $ 302… $ 140,… $ 108… $ — $ 551…
NOI
Ad…
Ca…
NOI
not -27… -2,6… — — -29…
in…
in
Sa…
NOI
im…
fr…
ch…
in 42 — — — 42
FX
not
in
Sa…
Sa…
Ca… $ 275… $ 138,… $ 108… $ — $ 522…
NOI
(1) Includes consolidated properties. Excludes, among other things, sold assets,
assets owned by unconsolidated real estate entities, assets held for sale, loan
repayments, development properties not yet operational, land parcels and third-
party management revenues from all periods. Assets that have undergone business
model transitions are reflected within the new reportable segment as of the
transition date.
- MORE -
Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 14
NON-GAAP FINANCIAL MEASURES RECONCILIATION
Third Quarter 2026 Senior Housing Operating Portfolio Same-Store Cash Operating
Revenue
(In thousands, unless otherwise noted; dollars in USD; totals may not sum due to
rounding; unaudited)
For the
Three
Months
Ended
3Q25 2Q26 3Q26
──────────────────────────────────────────────────────────────────────────────
Total $ 1,088,5… $ 1,363,498 $ 1,450,8…
revenu…
Adjust…
Revenu…
not
includ… -17,076 -11,963 -10,014
in cash
operat…
revenu…
Revenue
impact
from -2,268 -1,496 —
change
in FX
Cash
operat… $ 1,069,2… $ 1,350,039 $ 1,440,7…
revenue
Adjust…
Cash
operat…
revenue
not -110,563 -328,680 -402,324
includ…
in
Same-S…
Cash
operat…
revenue
impact
from 91 47 —
change
in FX
not in
Same-S…
Same-S…
Cash $ 958,730 $ 1,021,406 $ 1,038,4…
Operat…
Revenue
Percen…
increa… 8.3 %
YoY
Percen…
increa… 1.7 %
Seq
(1) Includes consolidated properties. Excludes, among other things, sold assets,
assets owned by unconsolidated real estate entities, assets held for sale, loan
repayments, development properties not yet operational, land parcels and third-
party management revenues from all periods. Assets that have undergone business
model transitions are reflected within the new reportable segment as of the
transition date.
- MORE -
Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 15
NON-GAAP FINANCIAL MEASURES RECONCILIATION
Adjusted EBITDA and Net Debt
(Dollars in thousands USD; totals may not sum due to rounding; unaudited)
For
the
Thr…
Mon…
End… 3Q26 2Q26 1Q26 4Q25 3Q25
──────────────────────────────────────────────────────────────────────────────
Net
in…
at… $ 65,… $ 70,… $ 55,… $ 70,… $ 66,…
to
co…
st…
Ad…
In… 161… 160… 156… 154… 158…
ex…
Lo…
on
ex… 14 83 449 53 119
of
de…
net
Ta…
(i…
tax
am…
in -17… -24… -14… -105 -5,…
ge…
ad…
and
pr…
fe…
De…
and 446… 407… 382… 352… 357…
am…
No…
st… 5,9… 5,3… 24,… 6,3… 5,9…
co…
ex…
Tr…
tr…
and 7,8… 13,… 6,6… -6,… 5,4…
re…
co…
Net
in…
at…
to
no…
in…
ad… -11… -10… -8,… -8,… -8,…
for
pa…
sh…
of
co…
en…
EB…
In…
fr…
un…
en…
ad…
for
Ve… 41,… 42,… 40,… 42,… 18,…
sh…
of
EB…
fr…
un…
en…
Ga…
on
re… -815 -176 -15… -3,… -1,…
es…
di…
Un…
fo…
cu… -30 183 -204 644 234
ga…
(l…
Ga…
on — — — — 8,3…
de…
net
Si…
di… -1,… -1,… 2,1… -297 1,1…
ev…
net
Ot…
no… — — — 9 -14…
it…
net
Ad… $ 697… $ 663… $ 631… $ 609… $ 591…
EB…
Ad…
for
cu… 14,… 20,… 7,9… -1,… 5,2…
pe…
ac…
Fu…
Ad… $ 711… $ 683… $ 639… $ 607… $ 597…
EB…
Fu…
Ad… $ 2,8… $ 2,7… $ 2,5… $ 2,4… $ 2,3…
EB…
an…
To… $ 12,… $ 12,… $ 12,… $ 13,… $ 12,…
De…
Ca…
and -20… -19… -18… -74… -18…
ca…
eq…
Re…
ca…
pe… -2,… -2,… -3,… -24… -36…
to
de…
Pa…
sh…
of -33… -33… -32… -32… -32…
co…
de…
Ve…
sh…
of 761… 755… 754… 732… 724…
un…
de…
Net $ 12,… $ 12,… $ 12,… $ 12,… $ 12,…
De…
Net
De…
/ 4.4 x 4.7 x 5.0 x 5.2 x 5.3 x
Fu…
Ad…
EB…
The Company believes that Further Adjusted EBITDA and Net Debt are useful to
investors, analysts and Company management because they allow the comparison of
the Company’s credit strength between periods and to other real estate companies
without the effect of items that by their nature are not comparable from period
to period.
- MORE -
Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 16
Adjusted EBITDA
The Company defines Adjusted EBITDA as consolidated earnings before interest,
taxes, depreciation and amortization (including non-cash stock-based
compensation expense, asset impairment and valuation allowances), excluding (a)
gains or losses on extinguishment of debt; (b) transaction, transition and
restructuring costs; (c) noncontrolling interests’ share of adjusted EBITDA; (d)
net gains or losses on real estate activity; (e) gains or losses on re-
measurement of equity interest upon acquisition; (f) unrealized foreign currency
gains or losses; (g) gains or losses on derivatives, net and changes in the fair
value of financial instruments; (h) net expenses or recoveries related to
significant disruptive events; and including (x) Ventas’ share of adjusted
EBITDA from unconsolidated entities and (y) the impact of other items set forth
in the Adjusted EBITDA reconciliation included herein.
Further Adjusted EBITDA
Further Adjusted EBITDA is Adjusted EBITDA further adjusted for transactions and
events that were completed during the period, as if the transaction or event had
been consummated at the beginning of the relevant period and considers any other
incremental items set forth in the Further Adjusted EBITDA reconciliation
included herein.
The Company considers NOI and Cash NOI as important supplemental measures
because they allow investors, analysts and the Company’s management to assess
its unlevered property-level operating results and to compare its operating
results with those of other real estate companies and between periods on a
consistent basis.
NOI
The Company defines NOI as total revenues, less interest and other income,
property-level operating expenses and third-party capital management expenses.
Cash NOI
The Company defines Cash NOI as NOI for its reportable business segments (i.e.,
SHOP, OM&R and NNN), determined on a Constant Currency basis, excluding the
impact of, without duplication (i) non-cash items such as straight-line rent and
the amortization of lease intangibles, (ii) sold assets, assets held for sale,
development properties not yet operational and land parcels and (iii) other
items set forth in the Cash NOI reconciliation included herein. In certain
cases, results may be adjusted to reflect the receipt of cash payments, fees,
and other consideration that is not fully recognized as NOI in the period.
Same-Store
The Company defines same-store as properties owned, consolidated and operational
for the full period in both comparison periods and that are not otherwise
excluded; provided, however, that the Company may include selected properties
that otherwise meet the same-store criteria if they are included in
substantially all of, but not a full, period for one or both of the comparison
periods, and in the Company’s judgment such inclusion provides a more meaningful
presentation of its segment performance.
Newly acquired development properties and recently developed or redeveloped
properties in the Company’s SHOP reportable business segment will be included in
same-store once they are stabilized for the full period in both periods
presented. These properties are considered stabilized upon the earlier of (a)
the achievement of 80% sustained occupancy or (b) 24 months from the date of
acquisition or substantial completion of work. Recently developed or redeveloped
properties in the Company’s OM&R and NNN reportable business segments will be
included in same-store once substantial completion of work has occurred for the
full period in both periods presented. Our SHOP and NNN that have undergone
operator or business model transitions will be included in same-store once
operating under consistent operating structures for the full period in both
periods presented.
Properties are excluded from same-store if they are: (i) sold, classified as
held for sale or properties whose operations were classified as discontinued
operations in accordance with GAAP; (ii) impacted by significant disruptive
events such as flood or fire; (iii) for SHOP, those properties that are
currently undergoing a significant disruptive redevelopment; (iv) for OM&R and
NNN reportable business segments, those properties for which management has an
intention to institute, or has instituted, a redevelopment plan because the
properties may require major property-level expenditures to maximize value,
increase NOI, or maintain a market-competitive position and/or achieve property
stabilization, most commonly as the result of an expected or actual material
- MORE -
Ventas Reports 2026 Third Quarter Results
October 27, 2026
Page 17
change in occupancy or NOI; or (v) for SHOP and NNN reportable business
segments, those properties that are scheduled to undergo operator or business
model transitions, or have transitioned operators or business models after the
start of the prior comparison period.
Constant Currency
To eliminate the impact of exchange rate movements, certain of our performance-
based disclosures, including Same-Store NOI for SHOP and NNN, assume constant
exchange rates across comparable periods, using the following methodology: the
current period’s results are shown in actual reported USD, while prior
comparison period’s results are adjusted and converted to USD based on the
average monthly exchange rate for the current period.
Contacts
BJ Grant
(877) 4-VENTAS
Source: Ventas, Inc.
- END -