IRVINE, Calif., Nov. 2, 2017 /PRNewswire/ -- HCP, Inc. (NYSE:HCP) announced results for the quarter ended September 30, 2017.

THIRD QUARTER 2017 AND RECENT HIGHLIGHTS

- EPS, FFO and FFO as adjusted per share, were ($0.02), $0.33 and $0.48, respectively
- Achieved year-over-year three-month SPP Cash NOI growth of 3.2%, including 5.3% in the SHOP portfolio
- Entered into transactions which provide a path to reduce Brookdale concentration to approximately 15.7%
- Reentering the Boston life science market with $228 million acquisition of the Hayden Research Campus, bringing our year-to-date announced acquisitions and developments to $447 million
- Announced launch of sales process for remaining UK holdings
- As previously announced, repurchased $500 million of our 5.375% senior notes due 2021
- Promoted Tom Klaritch to Chief Operating Officer and appointed Shawn Johnston as Chief Accounting Officer
- Increased 2017 FFO as adjusted guidance range and reaffirmed aggregate 2017 SPP Cash NOI growth guidance



                                                        Three Months Ended                   Three Months Ended
                                                        September 30, 2017                   September 30, 2016

    (in thousands, except per share amounts)      Amount                  Diluted       Amount                Diluted             Per Share
                                                                         Per Share                           Per Share              Change
                                                                         ---------                           ---------              ------

    Net income (loss)                                         $(7,788)                             $(0.02)                                  $150,924            $0.32   $(0.34)
                                                               =======                               ======                                   ========            =====    ======

    FFO                                                       $155,248                                $0.33                                   $304,387            $0.65   $(0.32)

    Other impairments (recoveries), net(1)           2,738                         0.01                                -                             -   0.01

    Severance and related charges(2)                 3,889                         0.01                           14,464                           0.03  (0.02)

    Loss on debt extinguishments(3)                 54,227                         0.11                                -                             -   0.11

    Transaction-related items                          580                            -                          17,568                           0.04  (0.04)

    Casualty-related charges (recoveries), net(4)    8,925                         0.02                                -                             -   0.02

    Other(5)                                         2,162                            -                              94                              -      -
                                                     -----                          ---                             ---                            ---    ---

    FFO as adjusted                                           $227,769                                $0.48                                   $336,513            $0.72   $(0.24)
                                                              ========                                =====                                   ========            =====    ======

    FFO as adjusted from QCP                             -                           -                       (101,549)                         (0.22)   0.22
                                                       ---                         ---                        --------                          -----    ----

    Comparable FFO as adjusted(6)                             $227,769                                $0.48                                   $234,964            $0.50   $(0.02)
                                                              ========                                =====                                   ========            =====    ======

    FAD                                                       $202,407                                                   $317,540
                                                              ========                                                   ========



    _______________________________________


    (1)             Relates to the impairment of our Tandem Health Care Loan.

    (2)              For the three months ended September 30, 2017, primarily relates to the departure of our
                     former Executive Vice President and Chief Accounting Officer. For the three months ended
                     September 30, 2016, primarily relates to the departure of our former President and Chief
                     Executive Officer.

    (3)              Represents the premium associated with the prepayment of $500 million of senior unsecured
                     notes.

    (4)             Includes $11 million of casualty-related charges and a $2 million deferred income tax benefit.

    (5)             Includes $2 million of litigation costs.

    (6)              Represents FFO as adjusted excluding FFO as adjusted from QCP and interest expense related to
                     debt repaid using proceeds from the spin-off, assuming these transactions occurred at the
                     beginning of the earliest period presented. Comparable FFO as adjusted allows management to
                     evaluate the performance of our remaining real estate portfolio following the completion of
                     the QCP spin-off.

FFO, FFO as adjusted, FAD, Comparable FFO as adjusted, SPP Cash NOI and SPP NOI are supplemental non-GAAP financial measures that we believe are useful in evaluating the operating performance of real estate investment trusts. See "Discussion and Reconciliation of Non-GAAP Financial Measures" for the quarter ended September 30, 2017 for definitions, discussions of their uses and inherent limitations, and reconciliations to the most directly comparable financial measures calculated and presented in accordance with GAAP on the Investor Relations section of our website at http://ir.hcpi.com/financial-reconciliation.

SAME PROPERTY PORTFOLIO OPERATING SUMMARY

The table below outlines the three-month same property portfolio operating results for the quarter:



                       Year-Over-Year

                  Occupancy           SPP Growth

                     3Q17                3Q16        NOI      Cash NOI

    Senior
     housing
     triple-net            85.5%               87.1%     3.0%          2.7%

    Senior
     housing
     operating
     portfolio
     ("SHOP")(1)           86.3%               88.8%     3.9%          5.3%

    Life science           96.3%               97.1%     2.2%          4.0%

    Medical
     office                91.7%               92.2%     1.5%          2.5%

    Other non-
     reportable
     segments
     ("Other")(2)            N/A                 N/A     1.7%          1.3%

    Total
     Portfolio                                           2.5%          3.2%



    _______________________________________


    (1)              SHOP SPP Cash NOI growth consists of the following components: Assisted Living /Independent
                     Living 4.4% and CCRC joint venture 12.0%.

    (2)              Other primarily includes our hospitals and U.K. real estate investments. See our Supplemental
                     Report for additional details.

BROOKDALE TRANSACTIONS

We have reached agreements to sell six assets to Brookdale Senior Living, Inc. ("Brookdale") for $275 million and purchase Brookdale's 10% interest in two joint ventures for $99 million. Additionally, HCP and Brookdale have agreed to terminate management agreements on 36 senior housing operating properties and leases on 32 triple-net leased communities. Brookdale has agreed to waive fees on all management agreement terminations and we have agreed to modify the rent on the remaining Brookdale triple-net portfolio, providing a $5 million annual rent reduction. We intend to either transition to other operators or sell the aforementioned 68 properties during 2018. The anticipated sales are expected to generate $600 million to $900 million of net proceeds to us depending on the mix of asset sales versus transitions to new operators.

We have also agreed to sell our remaining investments in the RIDEA II senior housing joint venture ("RIDEA II") to an investor group led by Columbia Pacific Advisors, LLC ("CPA") for $332 million. RIDEA II owns 49 communities, of which 46 are managed by Brookdale.

Combined, these transactions provide a path to reduce our Brookdale concentration, on a pro forma basis, from 27.0% of Cash NOI and Interest Income (excluding the previously announced planned sale or transition of 25 Brookdale assets) to approximately 15.7%. We intend to use the proceeds from the dispositions primarily to repay debt and for general corporate purposes.

A copy of the corresponding press release and investor presentation with additional details is available on the Investor Relations section of our website at http://ir.hcpi.com.

REENTERING BOSTON LIFE SCIENCE MARKET

In October, we entered into definitive agreements to acquire a $228 million value-add life science campus known as the Hayden Research Campus located in the Boston suburb of Lexington, Massachusetts. The Hayden acquisition allows us to reenter the Boston life science market with immediate scale and align with a leading local developer, owner and operator, King Street Properties ("King Street"). We will own an interest in this campus through a consolidated joint venture with King Street. The campus includes two existing buildings totaling 400,000 square feet and is currently 66% leased, anchored by major life science tenants including Shire US, Inc., a subsidiary of Shire plc, and Merck, Sharp and Dohme, a subsidiary of Merck and Co., Inc. Additionally, King Street is currently seeking approvals for the joint venture to develop 209,000 square feet of life science space on the campus.

HCP LAUNCHES SALE PROCESS FOR REMAINING UK HOLDINGS

We have launched a formal sales process for our remaining UK holdings. We expect the sale to be completed during the first half of 2018.

OTHER TRANSACTION ACTIVITY

ACQUISITIONS

During the third quarter, we announced $113 million of additional acquisitions, bringing our year-to-date announced acquisitions and developments to $447 million. Significant acquisition activity during the third quarter includes:


    --  As previously disclosed, in July, we acquired a portfolio of three
        medical office buildings in Texas for $49 million.
    --  In August, we acquired 6000 Shoreline Court, a 139,000 square foot life
        science office building in South San Francisco, California for $64
        million. 6000 Shoreline is adjacent to our Sierra Point development
        site.

DISPOSITIONS

During the third quarter, we sold two triple-net senior housing assets leased to Brookdale for $15 million.

DEVELOPMENT UPDATE

During the quarter, we placed $101 million of development in service, including $94 million at Phase II of The Cove. At quarter end, our development pipeline totaled $870 million, which includes $288 million that has been placed in service.

During the third quarter, we added $63 million of new projects to our development and redevelopment pipelines.

BALANCE SHEET AND NEW CREDIT FACILITY

As previously announced, in July, we repurchased $500 million of our 5.375% senior notes due 2021 using capital recycling proceeds from the HC-One loan repayment and Brookdale 64 disposition. In connection with the tender offer, we incurred an extinguishment of debt charge of approximately $54 million in the third quarter.

At September 30, 2017, we had $1.5 billion of liquidity from a combination of cash and availability under our $2.0 billion credit facility and no major senior notes or secured debt maturities until early 2019.

On October 19, 2017, we closed on a new $2.0 billion unsecured revolving credit facility. The new facility reduces our funded interest cost for committed loans by five basis points and has a maturity date of October 19, 2021. Based on our current senior unsecured long-term debt ratings, the facility bears interest annually at LIBOR plus 100 basis points and has a facility fee of 20 basis points. The facility also includes two six-month extension options at our discretion and the ability to increase the commitments by an aggregate amount up to $750 million, subject to customary conditions.

HURRICANE UPDATE

As a result of Hurricane Harvey and Hurricane Irma during the third quarter of 2017, we recorded $11 million of casualty losses, net of a small insurance recovery. The losses are comprised of $6 million of property damage and $5 million of other associated costs, including storm preparation, clean up, relocation, and other costs. In addition, we recorded a $2 million deferred tax benefit associated with the casualty-related losses. These items are excluded from FFO as adjusted.

EXECUTIVE LEADERSHIP

As previously announced, Tom Klaritch was promoted to Chief Operating Officer in August 2017. Mr. Klaritch will oversee our streamlined office platform, with the life science and medical office businesses reporting to him, and will work closely with the respective teams to continue to advance the competitive performance and growth of the specialty office platform. In addition, Mr. Klaritch will manage our development projects and capital expenditures, oversee the IT department focusing on automation and system integration across the platform, and establish consistent operational reporting standards across our verticals. Mr. Klaritch is an 18-year Company veteran with 34 years of operational and financial management experience in the medical office and hospital sectors.

In August, Shawn Johnston joined HCP as Senior Vice President and Chief Accounting Officer. Mr. Johnston joined HCP from a leading multifamily real estate investment trust, where he was Chief Accounting Officer.

DIVIDEND

On October 26, 2017, our Board of Directors declared a quarterly cash dividend of $0.37 per common share. The dividend will be paid on November 21, 2017 to stockholders of record as of the close of business on November 6, 2017.

SUSTAINABILITY

HCP's leadership in Environmental, Social and Governance (ESG) standards was again recognized by two influential ESG benchmarking institutions, the Dow Jones Sustainability Indices and Global Real Estate Sustainability Benchmark (GRESB).

HCP was named to the Dow Jones Sustainability Index (DJSI) North America and the DJSI World, for the fifth and third consecutive years, respectively. In addition, we achieved the "Green Star" designation from GRESB for the sixth year in a row, representing the highest quadrant of achievement in GRESB's annual sustainability survey.

More information about HCP's sustainability efforts can be found on our website at www.hcpi.com/sustainability.

OUTLOOK

For full-year 2017, we expect EPS to range between $1.16 and $1.20; FFO per share to range between $1.74 and $1.78; and FFO as adjusted per share to range between $1.92 and $1.96, representing a $0.02 per share increase at the mid-point. In addition, we expect 2017 SPP Cash NOI to increase between 2.5% and 3.5%. EPS and FFO per share guidance do not yet reflect the non-cash accounting impact of the Brookdale transactions. Additionally, these estimates do not reflect the potential impact from unannounced future transactions other than capital recycling activities. For additional detail and information regarding these estimates, refer to the "Projected Full Year 2017 SPP NOI and SPP Cash NOI" table below, and the 2017 Guidance section of our corresponding Supplemental Report, available in the Investor Relations section of our website at http://ir.hcpi.com.



             Projected Full Year 2017

              SPP NOI                 SPP Cash NOI

                Low                       High        Low        High

    Senior
     housing
     triple-
     net              2.0%                       3.0%       5.0%      6.0%

    SHOP            (2.9)%                     (0.9)%     (2.0)%        -%

    Life
     science          2.0%                       3.0%       3.5%      4.5%

    Medical
     office           1.4%                       2.4%       2.5%      3.5%

    Other(1)          2.0%                       3.0%       0.8%      1.8%

    SPP
     Growth           1.2%                       2.2%       2.5%      3.5%



    _______________________________________


    (1)              Other primarily includes our hospitals and U.K. real estate investments. See our Supplemental
                     Report for additional details.

COMPANY INFORMATION

HCP has scheduled a conference call and webcast for Thursday, November 2, 2017 at 10:00 a.m. Pacific Time (1:00 p.m. Eastern Time) to present its performance and operating results for the quarter ended September 30, 2017. The conference call is accessible by dialing (888) 317-6003 (U.S.) or (412) 317-6061 (International). The conference ID number is 0914328. You may also access the conference call via webcast at www.hcpi.com. This link can be found in the "News and Events" section, which is under "Investor Relations". Through November 17, 2017, an archive of the webcast will be available on our website, and a telephonic replay can be accessed by dialing (877) 344-7529 (U.S.) or (412) 317-0088 (International) and entering conference ID number 10112667. Our Supplemental Report for the current period is available, with this earnings release, on our website in the "Financial Information" section under "Investor Relations".

ABOUT HCP

HCP, Inc. is a fully integrated real estate investment trust (REIT) that invests primarily in real estate serving the healthcare industry in the United States. HCP owns a large-scale portfolio diversified across multiple sectors, led by senior housing, life science and medical office. Recognized as a global leader in sustainability, HCP has been a publicly-traded company since 1985 and was the first healthcare REIT selected to the S&P 500 index. For more information regarding HCP, visit www.hcpi.com.

FORWARD-LOOKING STATEMENTS

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: The statements contained in this release which are not historical facts are 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 statements include, among other things, (i) all statements under the heading "Outlook," including without limitation with respect to expected EPS, FFO per share, FFO as adjusted per share, SPP NOI, SPP Cash NOI and other financial projections and assumptions, including those in the "Projected Full Year 2017 SPP NOI and SPP Cash NOI" table in this release, as well as comparable statements included in other sections of this release; (ii) statements regarding the payment of a quarterly cash dividend; (iii) statements regarding timing, outcomes and other details relating to current, pending or contemplated acquisitions, dispositions, developments, joint venture transactions, capital recycling and financing activities, and other transactions discussed in this release, including without limitation those described under the heading "Development Update"'; and (iv) statements with respect to the executive leadership updates described under the heading "Executive Leadership." These statements are made as of the date hereof, are not guarantees of future performance and are subject to known and unknown risks, uncertainties, assumptions and other factors--many of which are out of our and our management's control and difficult to forecast--that could cause actual results to differ materially from those set forth in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: our reliance on a concentration of a small number of tenants and operators for a significant percentage of our revenues, with our concentration of assets operated by Brookdale increasing as a result of the consummation of the spin-off of QCP on October 31, 2016; the financial condition of our existing and future tenants, operators and borrowers, including potential bankruptcies and downturns in their businesses, and their legal and regulatory proceedings, which results in uncertainties regarding our ability to continue to realize the full benefit of such tenants' and operators' leases and borrowers' loans; the ability of our existing and future tenants, operators and borrowers to conduct their respective businesses in a manner sufficient to maintain or increase their revenues and to generate sufficient income to make rent and loan payments to us and our ability to recover investments made, if applicable, in their operations; competition for tenants and operators, including with respect to new leases and mortgages and the renewal or rollover of existing leases; our concentration in the healthcare property sector, particularly in senior housing, life sciences, medical office buildings and hospitals, which makes our profitability more vulnerable to a downturn in a specific sector than if we were investing in multiple industries; availability of suitable properties to acquire at favorable prices, the competition for the acquisition and financing of those properties, and the costs of associated property development; our ability to negotiate the same or better terms with new tenants or operators if existing leases are not renewed or we exercise our right to foreclose on loan collateral or replace an existing tenant or operator upon default; the risks associated with our investments in joint ventures and unconsolidated entities, including our lack of sole decision making authority and our reliance on our partners' financial condition and continued cooperation; our ability to achieve the benefits of acquisitions and other investments, including those discussed above, within expected time frames or at all, or within expected cost projections; operational risks associated with third party management contracts, including the additional regulation and liabilities of our RIDEA lease structures; the potential impact on us and our tenants, operators and borrowers from current and future litigation matters, including the possibility of larger than expected litigation costs, adverse results and related developments; the effect on our tenants and operators of legislation, executive orders and other legal requirements, including the Affordable Care Act and licensure, certification and inspection requirements, as well as laws addressing entitlement programs and related services, including Medicare and Medicaid, which may result in future reductions in reimbursements; changes in federal, state or local laws and regulations, including those affecting the healthcare industry that affect our costs of compliance or increase the costs, or otherwise affect the operations, of our tenants and operators; volatility or uncertainty in the capital markets, the availability and cost of capital as impacted by interest rates, changes in our credit ratings, and the value of our common stock, and other conditions that may adversely impact our ability to fund our obligations or consummate transactions, or reduce the earnings from potential transactions; changes in global, national and local economic or other conditions, including currency exchange rates; our ability to manage our indebtedness level and changes in the terms of such indebtedness; competition for skilled management and other key personnel; the ability to maintain our qualification as a real estate investment trust; and other risks and uncertainties described from time to time in our Securities and Exchange Commission filings. You should not place undue reliance on any forward-looking statements. We assume no, and hereby disclaim any, obligation to update any of the foregoing or any other forward-looking statements as a result of new information or new or future developments, except as otherwise required by law.

CONTACT

Andrew Johns
Vice President - Finance and Investor Relations
949-407-0400



                                                                       HCP, Inc.

                                                              Consolidated Balance Sheets

                                                     In thousands, except share and per share data

                                                                      (unaudited)


                                                                           September 30,                December 31,
                                                                                    2017                             2016
                                                                                    ----                             ----

    Assets

    Real Estate:

    Buildings and improvements                                                              $11,052,578                     $11,692,654

    Development costs and construction in progress                               429,459                            400,619

    Land                                                                       1,752,890                          1,881,487

    Accumulated depreciation and amortization                                (2,699,174)                       (2,648,930)
                                                                              ----------                         ----------

    Net real estate                                                           10,535,753                         11,325,830

    Net investment in direct financing leases                                    715,104                            752,589

    Loans receivable, net                                                        402,152                            807,954

    Investments in and advances to unconsolidated joint
     ventures                                                                    822,369                            571,491

    Accounts receivable, net of allowance of $4,312 and
     $4,459, respectively                                                         34,571                             45,116

    Cash and cash equivalents                                                    133,887                             94,730

    Restricted cash                                                               27,135                             42,260

    Intangible assets, net                                                       400,867                            479,805

    Assets held for sale, net                                                    216,074                            927,866

    Other assets, net                                                            616,169                            711,624
                                                                                 -------                            -------

    Total assets                                                                            $13,904,081                     $15,759,265
                                                                                            ===========                     ===========


    Liabilities and Equity

    Bank line of credit                                                                        $605,837                        $899,718

    Term loans                                                                   226,205                            440,062

    Senior unsecured notes                                                     6,393,926                          7,133,538

    Mortgage debt                                                                145,417                            623,792

    Other debt                                                                    94,818                             92,385

    Intangible liabilities, net                                                   53,427                             58,145

    Liabilities of assets held for sale, net                                       8,653                              3,776

    Accounts payable and accrued liabilities                                     381,189                            417,360

    Deferred revenue                                                             140,378                            149,181
                                                                                 -------                            -------

    Total liabilities                                                          8,049,850                          9,817,957
                                                                               ---------                          ---------

    Commitments and contingencies

    Common stock, $1.00 par value: 750,000,000 shares
     authorized; 469,034,877 and 468,081,489 shares
     issued and outstanding, respectively                                        469,035                            468,081

    Additional paid-in capital                                                 8,224,531                          8,198,890

    Cumulative dividends in excess of earnings                               (3,137,642)                       (3,089,734)

    Accumulated other comprehensive income (loss)                               (24,491)                          (29,642)
                                                                                 -------                            -------

    Total stockholders' equity                                                 5,531,433                          5,547,595
                                                                               ---------                          ---------


    Joint venture partners                                                       145,496                            214,377

    Non-managing member unitholders                                              177,302                            179,336
                                                                                 -------                            -------

    Total noncontrolling interests                                               322,798                            393,713
                                                                                 -------                            -------

    Total equity                                                               5,854,231                          5,941,308
                                                                               ---------                          ---------


    Total liabilities and equity                                                            $13,904,081                     $15,759,265
                                                                                            ===========                     ===========



                                                                                      HCP, Inc.

                                                                        Consolidated Statements of Operations

                                                                         In thousands, except per share data

                                                                                     (unaudited)


                                                          Three Months Ended                                           Nine Months Ended
                                                          September 30,                                           September 30,

                                                     2017                  2016                      2017                     2016
                                                     ----                  ----                      ----                     ----

    Revenues:

    Rental and related revenues                           $266,109                                          $290,280                       $816,147   $872,828

    Tenant recoveries                              36,860                            34,809                               105,794             99,715

    Resident fees and services                    126,040                           170,752                               391,688            500,717

    Income from direct financing leases            13,240                            14,234                                40,516             44,791

    Interest income                                11,774                            20,482                                50,974             71,298
                                                   ------                            ------                                ------             ------

    Total revenues                                454,023                           530,557                             1,405,119          1,589,349
                                                  -------                           -------                             ---------          ---------


    Costs and expenses:

    Interest expense                               71,328                           117,860                               235,834            361,255

    Depreciation and amortization                 130,588                           141,407                               397,893            421,181

    Operating                                     155,338                           187,714                               467,582            542,751

    General and administrative                     23,523                            34,781                                67,287             83,011

    Acquisition and pursuit costs                     580                             2,763                                 2,504              6,061

    Impairments (recoveries), net                  25,328                                 -                               82,010                  -

    Total costs and expenses                      406,685                           484,525                             1,253,110          1,414,259
                                                  -------                           -------                             ---------          ---------

    Other income (expense):

    Gain (loss) on sales of real estate, net        5,182                               (9)                              322,852            119,605

    Loss on debt extinguishments                 (54,227)                                -                             (54,227)                 -

    Other income (expense), net                  (10,556)                            1,432                                40,723              5,064
                                                  -------                             -----                                ------              -----

    Total other income (expense), net            (59,601)                            1,423                               309,348            124,669
                                                  -------                             -----                               -------            -------


    Income (loss) before income taxes and equity
     income (loss) from unconsolidated joint
     ventures                                    (12,263)                           47,455                               461,357            299,759

    Income tax benefit (expense)                    5,481                               424                                14,630            (1,101)

    Equity income (loss) from unconsolidated
     joint ventures                                 1,062                           (2,053)                                4,571            (4,028)

    Income (loss) from continuing operations      (5,720)                           45,826                               480,558            294,630
                                                   ------                            ------                               -------            -------


    Discontinued operations:

    Income (loss) before transaction costs and
     income taxes                                       -                          121,229                                     -           360,226

    Transaction costs                                   -                         (14,805)                                    -          (28,509)

    Income tax benefit (expense)                        -                            1,789                                     -          (47,721)

    Total discontinued operations                       -                          108,213                                     -           283,996
                                                      ---                          -------                                   ---           -------


    Net income (loss)                             (5,720)                          154,039                               480,558            578,626

    Noncontrolling interests' share in earnings   (1,937)                          (2,789)                              (7,687)           (9,540)
                                                   ------                            ------                                ------             ------

    Net income (loss) attributable to HCP, Inc.   (7,657)                          151,250                               472,871            569,086

    Participating securities' share in earnings     (131)                            (326)                                (560)             (977)

    Net income (loss) applicable to common
     shares                                               $(7,788)                                         $150,924                       $472,311   $568,109
                                                           =======                                          ========                       ========   ========


    Earnings per common share:

    Basic                                                  $(0.02)                                            $0.32                          $1.01      $1.22
                                                            ======                                             =====                          =====      =====

    Diluted                                                $(0.02)                                            $0.32                          $1.01      $1.22
                                                            ======                                             =====                          =====      =====


    Weighted average shares used to calculate
     earnings per common share:

    Basic                                         468,975                           467,628                               468,642            466,931
                                                  =======                           =======                               =======            =======

    Diluted                                       468,975                           467,835                               468,828            467,132
                                                  =======                           =======                               =======            =======



                                                                                   HCP, Inc.

                                                                             Funds From Operations

                                                                      In thousands, except per share data

                                                                                  (unaudited)


                                                  Three Months Ended                                           Nine Months Ended
                                                  September 30,                                           September 30,

                                             2017                  2016                      2017                               2016
                                             ----                  ----                      ----                               ----

    Net income (loss) applicable to
     common shares                                $(7,788)                                         $150,924                               $472,311    $568,109

    Real estate related depreciation and
     amortization                         130,588                           142,874                               397,893                    425,582

    Real estate related depreciation and
     amortization on unconsolidated joint
     ventures                              16,358                            12,607                                47,711                     36,347

    Real estate related depreciation and
     amortization on noncontrolling
     interests and other                  (3,678)                          (5,270)                             (11,711)                  (15,708)

    Other depreciation and
     amortization(1)                        2,360                             2,986                                 7,718                      8,922

    Loss (gain) on sales of real estate,
     net                                  (5,182)                                9                             (322,852)                  (119,605)

    Loss (gain) on sales of real estate,
     net on unconsolidated joint ventures       -                                -                                    -                     (215)

    Loss (gain) on sales of real estate,
     net on noncontrolling interests            -                                -                                    -                       (2)

    Taxes associated with real estate
     dispositions(2)                            -                              257                               (5,498)                    53,434

    Impairments (recoveries) of real
     estate, net(3)                        22,590                                 -                               22,590                          -

    FFO applicable to common shares               $155,248                                          $304,387                               $608,162    $956,864

    Distributions on dilutive convertible
     units and other                            -                            2,376                                 5,250                     10,622

    Diluted FFO applicable to common
     shares                                       $155,248                                          $306,763                               $613,412    $967,486
                                                  ========                                          ========                               ========    ========

    Diluted FFO per common share                     $0.33                                             $0.65                                  $1.30       $2.05
                                                     =====                                             =====                                  =====       =====

    Weighted average shares used to
     calculate diluted FFO per common
     share                                469,156                           471,994                               473,519                    473,011
                                          =======                           =======                               =======                    =======

    Impact of adjustments to FFO:

        Transaction-related items(4)                  $580                                           $17,568                                 $2,476     $34,570

      Other impairments (recoveries),
       net(5)                               2,738                                 -                                8,526                          -

      Severance and related charges(6)      3,889                            14,464                                 3,889                     14,464

      Loss on debt extinguishments(7)      54,227                                 -                               54,227                          -

      Litigation costs                      2,303                                 -                                7,507                          -

    Casualty-related charges
     (recoveries), net(8)                   8,925                                 -                                8,925                          -

    Foreign currency remeasurement losses
     (gains)                                (141)                               94                                 (986)                       268

                                                   $72,521                                           $32,126                                $84,564     $49,302
                                                   =======                                           =======                                =======     =======

    FFO as adjusted applicable to common
     shares                                       $227,769                                          $336,513                               $692,726  $1,006,166

    Distributions on dilutive convertible
     units and other                        1,493                             3,467                                 5,095                     10,549

    Diluted FFO as adjusted applicable to
     common shares                                $229,262                                          $339,980                               $697,821  $1,016,715
                                                  ========                                          ========                               ========  ==========

    Per common share impact of
     adjustments on diluted FFO                      $0.15                                             $0.07                                  $0.17       $0.10
                                                     =====                                             =====                                  =====       =====

    Diluted FFO as adjusted per common
     share                                           $0.48                                             $0.72                                  $1.47       $2.15
                                                     =====                                             =====                                  =====       =====

    Weighted average shares used to
     calculate diluted FFO as adjusted
     per common share                     473,836                           473,692                               473,519                    473,011
                                          =======                           =======                               =======                    =======

    FFO as adjusted from QCP                    $        -                                         $101,549                            $         -   $301,393
                                              ===      ===                                         ========                          ===       ===   ========

    Diluted Comparable FFO as adjusted
     applicable to common shares(9)               $229,262                                          $238,431                               $697,821    $715,322
                                                  ========                                          ========                               ========    ========

    FFO as adjusted from QCP per common
     share                                      $        -                                          $(0.22)                           $         -    $(0.64)
                                              ===      ===                                           ======                          ===       ===     ======

    Diluted Comparable FFO as adjusted
     per common share                                $0.48                                             $0.50                                  $1.47       $1.51
                                                     =====                                             =====                                  =====       =====



    _______________________________________


    (1)              Other depreciation and amortization includes DFL depreciation and lease incentive amortization
                     (reduction of straight-line rents) for the consideration given to terminate the 30 purchase
                     options on the 153-property amended lease portfolio in the 2014 Brookdale transaction.

    (2)              For the nine months ended September 30, 2017, represents income tax benefit associated with
                     the disposition of real estate assets in our RIDEA II transaction. For the nine months ended
                     September 30, 2016, represents income tax expense associated with the state built-in gain
                     tax payable upon the disposition of specific real estate assets, of which $49 million relates
                     to the HCRMC real estate portfolio.

    (3)             Represents impairments on 11 senior housing triple-net facilities.

    (4)              On January 1, 2017, we early adopted the Financial Accounting Standards Board Accounting
                     Standards Update No. 2017-01, Clarifying the Definition of a Business ("ASU 2017-01") which
                     prospectively results in recognizing the majority of our real estate acquisitions as asset
                     acquisitions rather than business combinations. Acquisition and pursuit costs relating to
                     completed asset acquisitions are capitalized, including those costs incurred prior to January
                     1, 2017. Real estate acquisitions completed prior to January 1, 2017 were deemed business
                     combinations and the related acquisition and pursuit costs were expensed as incurred. For the
                     three and nine months ended September 30, 2016, primarily relates to the QCP spin-off.

    (5)              For the three months ended September 30, 2017, relates to the impairment of our Tandem
                     Mezzanine Loan. For the nine months ended September 30, 2017, relates to the impairments of
                     our Tandem Mezzanine Loan, net of the impairment recovery upon the sale of our Four Seasons
                     Notes in the first quarter of 2017.

    (6)              For the three months ended September 30, 2017, primarily relates to the departure of our
                     former Executive Vice President and Chief Accounting Officer. For the three months ended
                     September 30, 2016, primarily relates to the departure of our former President and Chief
                     Executive Officer.

    (7)              Represents the premium associated with the prepayment of $500 million of senior unsecured
                     notes.

    (8)             Includes $11 million of casualty-related charges and a $2 million deferred income tax benefit.

    (9)              Excludes FFO as adjusted from QCP and interest expense related to debt repaid using proceeds
                     from the spin-off, assuming these transactions occurred at the beginning of the earliest
                     period presented. Comparable FFO as adjusted allows management to evaluate the performance of
                     our remaining real estate portfolio following the completion of the QCP spin-off.



                                                                          HCP, Inc.

                                                              Funds Available for Distribution

                                                                        In thousands

                                                                         (unaudited)


                                   Three Months Ended                                         Nine Months Ended
                                   September 30,                                         September 30,

                              2017                  2016                    2017                               2016
                              ----                  ----                    ----                               ----

    FFO as adjusted
     applicable to common
     shares                        $227,769                                        $336,513                           $692,726  $1,006,166

    Amortization of
     deferred
     compensation(1)         3,237                           3,389                                10,329                 12,894

    Amortization of
     deferred financing
     costs                   3,439                           5,037                                11,141                 15,598

    Straight-line rents    (4,060)                        (3,295)                             (12,236)              (14,412)

    Other depreciation
     and amortization      (2,360)                        (2,986)                              (7,718)               (8,921)

    Leasing costs, tenant
     improvements, and
     recurring capital
     expenditures(2)      (28,783)                       (23,822)                             (79,903)              (66,176)

    Lease restructure
     payments                  311                           1,868                                 1,165                 14,480

    CCRC entrance fees(3)    6,074                           4,975                                14,436                 16,524

    Deferred income
     taxes(4)              (3,807)                        (3,431)                             (10,523)               (8,977)

    Other FAD adjustments      587                           (708)                                1,692                (2,739)
                               ---                            ----                                 -----                 ------

    FAD applicable to
     common shares                 $202,407                                        $317,540                           $621,109    $964,437

    Distributions on
     dilutive convertible
     units and other         1,596                           3,513                                 5,250                 10,622
                             -----                           -----                                 -----                 ------

    Diluted FAD
     applicable to common
     shares                        $204,003                                        $321,053                           $626,359    $975,059
                                   ========                                        ========                           ========    ========



     _______________________________________


    (1)              Excludes $0.5 million related to the acceleration of deferred compensation for restricted stock
                     units that vested upon the departure of our former Executive Vice President and Chief
                     Accounting Officer, which is included in the severance and related charges for the three and
                     nine months ended September 30, 2017. Excludes $6 million related to the acceleration of
                     deferred compensation for restricted stock units and stock options that vested upon the
                     departure of our former President and Chief Executive Officer, which is included in severance
                     and related charges for the three and nine months ended September 30, 2016.

    (2)              Includes our share of leasing costs and tenant and capital improvements from unconsolidated
                     joint ventures.

    (3)              Represents our 49% share of non-refundable entrance fees as the fees are collected by our CCRC
                     JV, net of reserves and CCRC JV entrance fee amortization.

    (4)              Excludes $2 million of deferred tax benefit from the casualty-related charges, which is
                     included in casualty-related charges (recoveries), net for the three and nine months ended
                     September 30, 2017.

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SOURCE HCP, Inc.