v3.26.1
Senior Unsecured Notes and Secured Debt
6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
Senior Unsecured Notes and Secured Debt Senior Unsecured Notes and Secured Debt 
At June 30, 2026, the annual principal payments due on our debt obligations were as follows (in thousands):
Senior
Unsecured Notes (1,2)
Secured
Debt (3)
Other Financial Obligations (4)
Totals
2026$— $187,833 $737 $188,570 
2027(5,6)
2,645,521 364,342 1,541 3,011,404 
2028(7)
2,337,135 344,287 1,632 2,683,054 
20292,235,532 556,583 1,730 2,793,845 
20301,750,000 165,305 1,833 1,917,138 
Thereafter(8)
5,462,850 1,573,259 248,266 7,284,375 
Total principal balance14,431,038 3,191,609 255,739 17,878,386 
Unamortized discounts and premiums, net(21,234)— — (21,234)
Unamortized debt issuance costs, net(63,242)(12,886)— (76,128)
Fair value adjustments and other, net(51,461)(120,217)116,907 (54,771)
Total carrying value of debt$14,295,101 $3,058,506 $372,646 $17,726,253 
(1) Annual interest rates range from 2.05% to 6.50%. The ending weighted average interest rate, after considering the effects of interest rate swaps, was 3.94% and 3.91% as of June 30, 2026 and June 30, 2025, respectively.
(2) Senior unsecured notes are generally issued by Welltower OP and are fully and unconditionally guaranteed by Welltower. The C$300,000,000 of 2.95% senior unsecured notes due 2027 have been issued through private placement by a wholly owned subsidiary of Welltower OP and are fully and unconditionally guaranteed by Welltower OP.
(3) Annual interest rates range from 1.74% to 5.25%. The ending weighted average interest rate, after considering the effects of interest rate swaps, was 4.01% and 4.08% as of June 30, 2026 and June 30, 2025, respectively. Gross real property value of the properties securing the debt totaled $6,503,834,000 at June 30, 2026.
(4) Represents financing obligations related to sale-leaseback transactions acquired that did not qualify for sale accounting which include an aggregate effective interest rate of 5.49%.
(5) Includes C$2,747,615,000 of unsecured term loans (approximately $1,934,321,000 based on the Canadian/U.S. Dollar exchange rate on June 30, 2026). The term loans mature on April 9, 2027 and bear interest at adjusted Canadian Overnight Repo Rate Average plus 0.65% (2.92% at June 30, 2026).
(6) Includes C$300,000,000 of 2.95% senior unsecured notes due 2027 (approximately $211,200,000 based on the Canadian/U.S. Dollar exchange rate in effect on June 30, 2026).
(7) Includes £550,000,000 of 4.80% senior unsecured notes due 2028 (approximately $729,135,000 based on the Pounds Sterling/U.S. Dollar exchange rate in effect on June 30, 2026).
(8) Includes £500,000,000 of 4.50% senior unsecured notes due 2034 (approximately $662,850,000 based on the Pounds Sterling/U.S. Dollar exchange rate in effect on June 30, 2026).
The following is a summary of our senior unsecured notes principal activity during the periods presented (dollars in thousands):
 Six Months Ended
 June 30, 2026June 30, 2025
Beginning balance$16,526,245 $13,326,465 
Debt issued75,633 1,371,165 
Debt extinguished(1,883,406)(1,250,000)
Debt exchanged or redeemed(192,000)— 
Effect of foreign currency(95,434)147,894 
Ending balance$14,431,038 $13,595,524 
In April 2026, we repaid our $700,000,000 4.25% senior unsecured notes at maturity.
On June 30, 2026, we amended our C$2,747,615,000 unsecured term loans to extend the maturity date from October 9, 2026 to April 9, 2027 and reduce the applicable margin by 5 basis points.
In July 2026, we completed the issuance of C$1,150,000,000 aggregate principal amount of senior unsecured notes, consisting of C$750,000,000 of 3.850% notes due August 15, 2031 and C$400,000,000 of 4.150% notes due August 15, 2033.
Welltower, the parent entity that consolidates Welltower OP and all other subsidiaries, fully and unconditionally guarantees to each holder of all series of senior unsecured notes issued by Welltower OP that the principal of and premium, if any, and interest on the notes will be promptly paid in full when due, whether at the applicable maturity date, by acceleration or
redemption or otherwise, and interest on the overdue principal of and interest on the notes, if any, if lawful, and all other obligations of Welltower OP to the holders of the notes will be promptly paid in full or performed. Welltower’s guarantees of such notes are its senior unsecured obligation and rank equally with all of Welltower’s other future unsecured senior indebtedness and guarantees from time to time outstanding. Welltower’s guarantees of such notes are effectively subordinated to all liabilities of its subsidiaries and to its secured indebtedness to the extent of the assets securing such indebtedness. Because Welltower conducts substantially all of its business through its subsidiaries, Welltower’s ability to make required payments with respect to the guarantees depends on the financial results and condition of its subsidiaries and its ability to receive funds from its subsidiaries, whether by dividends, loans, distributions or other payments.
We may repurchase, redeem or refinance senior unsecured notes from time to time, taking advantage of favorable market conditions when available. We may purchase senior unsecured notes for cash through open market purchases, privately negotiated transactions, a tender offer or, in some cases, through the early redemption of such securities pursuant to their terms. The senior unsecured notes are redeemable at our option, at any time in whole or from time to time in part, subject to certain contractual restrictions, at a redemption price equal to the sum of: (i) the principal amount of the notes (or portion of such notes) being redeemed plus accrued and unpaid interest thereon up to the redemption date and (ii) any “make-whole” amount due under the terms of the notes in connection with early redemptions. Redemptions and repurchases of debt, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors.
Exchangeable Senior Unsecured Notes
In May 2023, Welltower OP issued $1,035,000,000 aggregate principal amount of 2.750% exchangeable senior unsecured notes maturing May 15, 2028 (the “2028 Exchangeable Notes”) unless earlier exchanged, purchased or redeemed. In July 2024, Welltower OP issued $1,035,000,000 aggregate principal amount of 3.125% exchangeable senior unsecured notes maturing July 15, 2029 (the “2029 Exchangeable Notes”) unless earlier exchanged, purchased or redeemed. These notes are referred to collectively as the “Exchangeable Notes.”
The following is a summary of the outstanding exchangeable features:
Number of shares of Welltower Inc. Common Stock into which $1,000 of Principal is Exchangeable(1)
Approximate Equivalent Exchange Price per Share(1)
Exchangeable Date
2028 Exchangeable Notes10.5277$94.99 November 15, 2027
2029 Exchangeable Notes7.8291$127.73 January 15, 2029
(1) The exchange rate is subject to adjustment upon the occurrence of specified events, including in the event of the payment of a quarterly dividend in excess of a specified amount, but will not be adjusted for any accrued and unpaid interest. The amounts presented reflect the impact of the exchange rate adjustments resulting from the actual dividend rates paid.
Prior to the close of business on the business day immediately preceding the respective exchangeable dates noted in the table above, the Exchangeable Notes are exchangeable at the option of the holders only upon certain circumstances and during certain periods. On or after the respective exchangeable dates noted in the table above, the Exchangeable Notes will be exchangeable at the option of the holders at any time prior to the close of business on the second scheduled trading day preceding the maturity date. Welltower OP will settle exchanges of the Exchangeable Notes by delivering cash up to the principal amount of the Exchangeable Notes exchanged and, in respect of the remainder of the exchanged value, if any, in excess thereof, cash or shares of Welltower’s common stock or a combination thereof, at the election of Welltower OP.
As of June 30, 2026, the Exchangeable Notes were exchangeable at the option of the holders. During the six months ended June 30, 2026, holders of the 2028 Exchangeable Notes exchanged an aggregate principal amount of $192,000,000, which were settled for cash consideration. No Exchangeable Notes were presented for exchange during the six months ended June 30, 2025.
Welltower OP may redeem the 2028 Exchangeable Notes and 2029 Exchangeable Notes, at its option in whole or in part, on any business day on or after May 20, 2026 and July 20, 2027, respectively, if the last reported sales price of the common stock has been at least 130% of the exchange price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which Welltower OP provides notice of redemption. The redemption price will be equal to 100% of the principal amount of the Exchangeable Notes to be redeemed, plus accrued and unpaid interest, if any, to but excluding the redemption date. As of June 30, 2026, the 2028 Exchangeable Notes were redeemable by Welltower OP.
The following is a summary of the components of the outstanding Exchangeable Notes as of June 30, 2026 and December 31, 2025 (in thousands):
June 30, 2026December 31, 2025
2028 Exchangeable Notes2029 Exchangeable Notes2028 Exchangeable Notes2029 Exchangeable Notes
Principal$843,000 $1,035,000 $1,035,000 $1,035,000 
Less: unamortized debt issuance costs7,017 12,118 10,951 14,112 
Net carrying value included in senior unsecured notes$835,983 $1,022,882 $1,024,049 $1,020,888 
The following is a summary of our interest expense recognized related to the Exchangeable Notes for the periods presented (in thousands):
Three Months EndedSix Months Ended
June 30, 2026June 30, 2025June 30, 2026June 30, 2025
Contractual interest expense$14,926 $15,202 $30,128 $30,403 
Amortization of debt issuance costs2,165 2,183 4,330 4,365 
Total interest expense $17,091 $17,385 $34,458 $34,768 
The following is a summary of our secured debt principal activity for the periods presented (in thousands): 
Six Months Ended
June 30, 2026June 30, 2025
Beginning balance$2,573,080 $2,467,223 
Debt issued324,384 — 
Debt assumed408,632 469,130 
Debt extinguished(33,288)(286,454)
Principal payments(36,075)(31,002)
Effect of foreign currency(45,124)49,065 
Ending balance$3,191,609 $2,667,962 
Our debt agreements contain various covenants, restrictions and events of default. Certain agreements require us to maintain certain financial ratios and minimum net worth and impose certain limits on our ability to incur indebtedness, create liens and make investments or acquisitions. As of June 30, 2026, we were in compliance in all material respects with all of the covenants under our debt agreements.