Brentwood, Tennessee, October 13th / PRNewswire / -- Brookdale Senior Living Inc. (New York Stock Exchange ticker: BKD, hereinafter referred to as “Brookdale” or “the Company”) today announced further transactions to advance the company's strategy of increasing its ownership in real estate and reducing long-term leasing obligations.

Announcement Highlights

• Brookdale has completed the 17 community acquisitions previously announced, involving 735 units, for a purchase price of approximately $157 million, and will reduce the annual cash rent by about $11 million in 2027.
• Brookdale has signed a final agreement with Welltower Inc ("Welltower") to acquire 30 communities currently leased by them for $290 million, involving 1,152 units. The company expects that this transaction will reduce annual cash rent payments by approximately $17.8 million in 2027; the leases were originally set to expire in 2032.
• On the premise that the acquisition of 30 communities is completed, another lease agreement between Brookdale and Welltower that covers 39 communities and has positive cash flow will be extended for four years until June 2036. The annual cash rent in 2027 is approximately 36.6 million US dollars. As part of the revision, Brookdale will have the option to exercise the existing fair market value purchase option at any time during the lease term, rather than being limited to exercising it only at the end of the lease term, provided that a minimum yield of 6.5% calculated based on the current rent is met.

Brookdale CEO Nick Stengle stated: "Completing the acquisitions of 17 communities, as well as reaching an agreement with Welltower to acquire 30 more communities, represents another important step forward in our expansion of currently operated real estate assets. Owning these assets enables Brookdale to fully benefit from future operational growth while reducing long-term leasing obligations. We expect these transactions to enhance Adjusted EBITDA and cash flow." He added, "The revision of the Welltower leases will also provide Brookdale with the right to exercise a purchase option at fair market value at any time during the lease term, along with pre-agreed minimums, offering the company valuable flexibility."

17 completed community portfolio acquisitions

On September 30th, Brookdale completed the acquisition of 17 elderly living communities that it had previously leased and operated, for a purchase price of approximately $157 million. The portfolio includes 735 assisted living and memory care units located in Colorado, Kansas, Ohio, and Texas. This transaction increased Brookdale's ownership and consolidated reporting unit proportion to about 77%, and also resulted in an annual cash rent reduction of approximately $11 million by 2027.

The acquisition was funded by cash on hand and a non-recourse mortgage loan of $108 million. The debt carries a floating interest rate based on SOFR plus a spread of 215 basis points, with an initial term of five years and the option to extend for two additional years.

Welltower Combined Acquisition

Brookdale recently signed a final agreement with Welltower to acquire for $290 million the real estate of 30 senior living communities that it currently leases and operates. This leasing portfolio includes 1,152 assisted living and memory care units in 13 states, with an annual cash rent of approximately $17.8 million in 2027, of which about $11 million is for operating expenses and about $7 million is for financing rent; the lease was originally set to expire in 2032.

The transaction is expected to be completed in the fourth quarter of 2026 and must meet the usual delivery conditions. It will be funded by available cash and uncollateralized mortgage debt. Upon completion of the transaction, this acquisition will further reduce the annual cash rent of Brookdale, bringing the proportion of owned units in the company's consolidated financial statements to nearly 80%, and it is anticipated that this will also enhance the performance of Adjusted EBITDA and Adjusted Free Cash Flow.

Welltower Lease Extension

Brookdale and Welltower also agree to revise a lease that covers 39 communities and has positive cash flow. This revision is contingent on the completion of the combination acquisition by Welltower, and it will extend the lease term from the current June 2032 to June 2036, making it the only remaining lease between Brookdale and Welltower. With the extension of the term, Brookdale's existing fair market value purchase option can be exercised at any time during the lease term, provided that pre-agreed minimum requirements are met. Currently, this purchase option can only be exercised immediately before the existing expiration date in 2032. All other terms of the lease remain unchanged.

About Brookdale Senior Living

Brookdale Senior Living Inc is a leading operator of senior living communities in the United States. As of September 30, 2026, the company operates 529 communities in 41 states, serving approximately 45,000 residents. Brookdale is committed to enriching the lives of seniors through compassionate care, clinical expertise, and exceptional service. The company and its affiliates operate independent living, assisted living, memory care, and continuing care retirement communities, providing tailored solutions to help seniors live with dignity, connection, and purpose. Leveraging its extensive experience in healthcare, hospitality, and real estate, Brookdale creates opportunities for health, personal growth, and meaningful relationships in a home-like environment. Guided by the four pillars of "passion, courage, collaboration, and trust," Brookdale is dedicated to providing exceptional value and redefining senior living for a brighter and healthier future. Brookdale's shares are traded on the New York Stock Exchange under the symbol BKD. For more information, please visit brookdale.com, or follow Brookdale on Facebook and YouTube.

Safe Harbor Statement

Certain statements in this press release may constitute forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to various risks and uncertainties, including all non-historical factual statements, as well as statements regarding the company's intentions, beliefs, or expectations. Forward-looking statements can typically be identified by words or phrases such as "may," "will," "should," "can," "could," "potentially," "intends," "expects," "strives," "seeks," "estimates," "believes," "plans," "aims," etc., and include statements regarding the company's expected financial and operating results. These forward-looking statements are based on certain assumptions and expectations, and there is inherent uncertainty in the company's ability to actualize its projected results or future plans and strategies. Although the company believes that the assumptions underlying the forward-looking statements are reasonable, there is no guarantee that these assumptions or expectations will necessarily be realized, and actual results and performance may differ significantly from those forecasts. Factors that could have a material adverse effect on the company's operations and future prospects, or that could cause events or circumstances to differ from those described in the forward-looking statements, include but are not limited to: the company's ability to complete pending or anticipated transactions on terms satisfactory to it, or the possibility that such transactions cannot be completed at all, including uncertainties regarding fulfillment of delivery conditions and timing of delivery; fluctuations in financial markets; a decline in the value assessed by the company's community or in its operating performance, which could affect the company's ability to obtain financing or to extend or refinance upon debt maturity, as well as the company's financing costs; the company's ability to obtain additional capital on acceptable terms; and the company's ability to realize the expected benefits from acquisitions. In addition, there are other risks detailed in the documents submitted from time to time by the company to the U.S. Securities and Exchange Commission, including the risk factors discussed in the company's 10-K annual reports and 10-Q quarterly reports. When reading forward-looking statements, readers should also consider the risk factors and other cautionary statements contained in these documents.Readers are reminded not to rely excessively on any forward-looking statements, which merely reflect the views of management as of the date of this press release. The company cannot guarantee future results, levels of activity, performance, or achievements, and except as required by law, the company explicitly declines any obligation to publicly update or revise forward-looking statements to reflect any changes in expectations, events, conditions, or assumptions.

Non-GAAP financial indicators

This press release mentions Adjusted EBITDA and Adjusted Free Cash Flow, which are not calculated in accordance with Generally Accepted Accounting Principles (GAAP) of the United States (GAAP).

Adjusted EBITDA is a non-GAAP performance indicator defined by the company, which refers to net profit (loss) after deducting: income/expenses from income tax, non-operating income/expenses, as well as depreciation and amortization; it is further adjusted to exclude non-cash, non-operating, transactional, legal, cost reduction, or organizational restructuring items that management considers not to be part of the company's core basic operations and that could affect the comparability of performance for the period.

Adjusted Free Cash Flow is a non-GAAP liquidity indicator. The company defines it as the net cash provided (utilized) from operating activities, after deducting: cumulative net income share distributions from unconsolidated joint ventures, changes in prepaid insurance premiums financed by notes payable, changes in operating lease assets and liabilities related to lease terminations, cash payments/receivables for gains/losses on the termination of operating leases, and reimbursements for lessor's capital expenditures under operating leases; plus: property and casualty insurance claims; and then minus: non-development capital expenditures and payments for finance lease obligations. Non-development capital expenditures include both company-level and community-level expenditures, such as maintenance, renovation, upgrades, and other significant construction infrastructure projects related to the company's community, and are presented on a net basis after deducting lessor reimbursements. Non-development capital expenditures do not include the following types of capital expenditures: community expansion, major community reconstruction and repositioning projects, and new community development.