5 unchanged sentences
Changes in federal, state, or local laws or regulations limiting REIT investment in the health care sector, reducing health care related benefits for REITs, or requiring additional approvals for health care entities to do business with REITs, could have a material adverse effect on our financial condition and operations.
−Removed: We are responsible for, and our financial performance will be impacted by, additional operational and legal risks and liabilities under our new segment of RIDEA structure properties.
+Added: We are responsible for, and our financial performance will be impacted by, additional operational and legal risks and liabilities under our new SHOP segment.
During the second quarter of 2025, we began utilizing a structure, as authorized by the REIT Investment Diversification and Empowerment Act of 2007, commonly referred to as “RIDEA”.
−Removed: Under RIDEA, a REIT may lease a qualified healthcare property on an arm's-length basis to a taxable REIT subsidiary ("TRS") if the property is operated on behalf of such TRS by a person who qualifies as an “eligible independent operator.” Under this structure, the eligible operator receives a management fee from our TRS for operating the property as an independent third party.
+Added: Under RIDEA, a REIT may lease a qualified healthcare property on an arm's-length basis to a taxable REIT subsidiary ("TRS") if the property is operated on behalf of such TRS by a person/entity who qualifies as an “eligible independent operator.” Under this structure, the eligible operator receives a management fee from our TRS for operating the property as an independent third party.
Properties in our new RIDEA structure are included in our seniors housing operating portfolio (“SHOP”) segment.
−Removed: During the second quarter of 2025, we terminated our Anthem Memory Care, LLC and New Perspective Senior Living, LLC triple-net master leases and converted 12 memory care and one independent and assisted living communities covered under the master leases to our new SHOP segment.
−Removed: We may in the future transition other properties to third-party managed properties using the RIDEA structure in our SHOP segment.
+Added: During the second quarter of 2025, we terminated the Anthem Memory Care, LLC and New Perspective Senior Living, LLC triple-net master leases and converted 12 memory care and one independent and assisted living communities covered under the master leases to our new SHOP segment.
+Added: Additionally, during the third quarter of 2025, we acquired eight seniors housing communities within our SHOP segment.
+Added: We may in the future acquire or transition other properties to a third-party manager using the RIDEA structure in our SHOP segment.
There can be no assurance these transitions will improve performance of the properties, and they will also increase our exposure to risks associated with operating in this structure.
5 unchanged sentences
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: During the three months ended June 30, 2025, we did not make any unregistered sales of equity securities.
−Removed: During the three months ended June 30, 2025, we acquired shares of common stock held by employees who tendered owned shares to satisfy tax withholding obligations.
−Removed: The average prices paid per share for each month in the quarter ended June 30, 2025 are as follows:
−Removed: Shares that May
−Removed: Under the Plan
−Removed: April 1 - April 30, 2025
−Removed: May 1 - May 31, 2025
−Removed: June 1 - June 30, 2025
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.