Variable Interest Entities

9 Months Ended

Sep. 30, 2025

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Consolidated Variable Interest Entities

We are the majority equity partner in certain entities that we have deemed to be VIEs. For each of these partnerships, we determined whether either the members as a group lack the characteristics of a controlling financial interest or the total equity at risk in the individual partnership is insufficient to finance the activities of the partnership without additional subordinated financial support. We are deemed the primary beneficiary of these VIEs because we have the ability to direct the activities that most significantly impact the economic performance of these partnerships and also have the obligation to absorb the losses of the partnership or have the right to receive benefits arising from the partnership, subject to limited protective rights extended to our partners for specified business decisions. Reference the “Discovery Transitions” section in Note 3 for information on the dissolution of the Discovery partnership on August 1, 2025.

The following table provides information on the assets and liabilities of our consolidated VIEs ($ in thousands):


	September 30,		December 31,
	2025		2024
Real Estate Investments segment:
Real estate properties, net	$	113,654	$	244,337
Cash and cash equivalents	968		3,185
Straight-line rents receivable	638		10,025
Other assets, net	3,386		5,291
Accounts payable and other liabilities	—		(26)
SHOP segment:
Real estate properties, net	286,641		261,561
Cash and cash equivalents	6,585		6,480
Other assets, net	2,042		2,232
Accounts payable and other liabilities	(5,684)		(5,689)

Unconsolidated Variable Interest Entities

In our Real Estate Investments segment, we have concluded that we are not the primary beneficiary for certain investments where we lack either directly, or through related parties, the power to direct the activities that most significantly impact the economic performance of these entities. We do not have any unconsolidated VIEs in our SHOP segment.

The following table provides a summary of our relationships and sources of exposure as of September 30, 2025 related to our unconsolidated VIEs ($ in thousands):


Year					Maximum
of Initial		Source of	Carrying		Exposure		Note
Involvement	Name	Exposure	Amounts		to Loss		References
		Notes and straight-line
2014	Senior Living	rents receivable	$	78,953	$	87,203	Notes 3, 4
2016	SLM	Note	12,000		12,000		Notes 3, 4
2018	Bickford	Notes	16,099		28,009		Notes 3, 4
2019	Encore Senior Living	Various1	35,511		35,579		Note 4
2020	Timber Ridge OpCo	Various2	(3,475)		1,525		Note 6
	Senior Living Hospitality	Notes and straight-line
2020	Group3	rents receivable	12,961		13,985		—
	Montecito Medical
2021	Real Estate	Notes	6,704		6,704		Note 4
		Notes and straight-line
2021	Vizion Health	rents receivable	19,645		20,550		Note 4
2021	Navion Senior Solutions	Various4	7,427		9,577		—
2023	Kindcare Senior Living	Notes5	811		811		—
2024	Mainstay Healthcare	Note	9,064		9,064		—

1 Note, straight-line rents receivable and interest receivable

2 Loan commitment, equity method investment, straight-line rent receivable and unamortized lease incentive

3 Formerly referred to as Watermark Retirement

4 Straight-line rents receivable and unamortized lease incentive

5 Represents two mezzanine loans originating from the sales of real estate properties

We are not obligated to provide support beyond our stated commitments to these tenants and borrowers whom we classify as VIEs, and accordingly, our maximum exposure to loss as a result of these relationships is limited to the amount of our commitments. Our risk of economic loss on a tenant lease in excess of what is presented in the table above is limited to any future non-payments of rent before we are able to take effective remedial action, as well as any costs incurred to secure a new lease at the property. The potential extent of such losses at a future date would depend upon facts and circumstances unique to each tenant and the related lease and therefore are not included in the table above.

In the future, we may be deemed the primary beneficiary of the operations if the tenants or borrowers do not have adequate liquidity to accept the risks and rewards as the tenants and operators of the properties and we may be required to consolidate the financial position and results of operations of the tenants or borrowers.