Brookdale Senior Living : 4Q 2020 Supplement

COVID-19 Financial Impact

4

Overview

5

Segment Overview

8

Senior Housing

9

Health Care Services

14

G&A Expense

15

Capital Expenditures

16

Cash Facility Lease Payments

17

Capital Structure

18

Definitions

19

Appendices:

Pro-Forma Financial Information

2019 Lease Accounting Standard (ASC 842) Impact

Non-GAAP Financial Measures

22 25 26

SAFE HARBOR

Certain statements in this Supplemental Information may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to various risks and uncertainties and include all statements regarding the Company's intent, expectations and assumptions related to the various pending and expected transactions outlined herein and any other statements that are not historical statements of fact. Forward-looking statements are generally identifiable by use of forward-looking terminology such as "may," "will," "should," "could," "would," "potential," "intend," "expect," "endeavor," "seek," "anticipate," "estimate," "believe," "project," "predict," "continue," "plan," "target," or other similar words or expressions. These forward-looking statements are based on certain assumptions and expectations, and the Company's ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Although the Company believes that expectations reflected in any forward-looking statements are based on reasonable assumptions, the Company can give no assurance that its assumptions or expectations will be attained, and actual results and performance could differ materially from those projected. Factors which could cause events or circumstances to differ from the forward-looking statements include, but are not limited to: the impacts of the COVID-19 pandemic, including the response efforts of federal, state, and local government authorities, businesses, individuals and the Company, on the Company's expected transactions; the Company's ability to complete pending or expected disposition, acquisition or other transactions on agreed upon terms or at all, including in respect of the satisfaction of closing conditions, the risk that regulatory approvals are not obtained or are subject to unanticipated conditions, and uncertainties as to the timing of closing, delays in obtaining regulatory approvals; disruptions in the financial markets, including those related to the pandemic; a decrease in the overall demand for senior housing, which may be adversely impacted by the pandemic; environmental contamination at any of the Company's communities; failure to comply with existing environmental laws; as well as other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission (SEC), including those contained in the Company's Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements in such SEC filings. Readers are cautioned not to place undue reliance on any of these forward-looking statements, which reflect management's views as of the date of this Supplemental Information. The Company cannot guarantee future results, levels of activity, performance or achievements, and, except as required by law, it expressly disclaims any obligation to release publicly any updates or revisions to any of these forward-looking statements to reflect any change in its expectations with regard thereto or change in events, conditions or circumstances on which any statement is based. This Supplemental Information should be read in conjunction with the Company's Annual Reports on Form 10-K, Quarterly Reports on Form 10-

Q, Current Reports on Form 8-K, and other information filed with the SEC.

COVID-19 Financial Impact

The COVID-19 pandemic adversely impacted the Company's occupancy and resident fee revenue during 2020 and resulted in incremental direct costs to prepare for and respond to the pandemic, including costs for: acquisition of additional personal protective equipment ("PPE"), medical equipment, and cleaning and disposable food service supplies; enhanced cleaning and environmental sanitation; increased employee-related costs, including labor, workers compensation, and health plan expense; increased expense for general liability claims; and COVID-19 testing of residents and associates where not otherwise covered by government payor or third-party insurance sources.

During the second, third, and fourth quarter of 2020, the Company accepted $33.5 million, $2.6 million, and $73.7 million, respectively, of cash for grants pursuant to the Public Health and Social Services Emergency Fund (the "Provider Relief Fund"), which was expanded by the Coronavirus Aid, Relief, and Economic Security Act of 2020 ("CARES Act"). Grants are subject to the terms and conditions of the program, including that such funds may only be used to prevent, prepare for, and respond to COVID-19 and will reimburse only for healthcare related expenses or lost revenues that are attributable to COVID-19 and have not been reimbursed from other sources or that other sources are not obligated to reimburse. The Company recognized $109.8 million of the Provider Relief Fund grants and $5.9 million of other government grants in other operating income during 2020 based upon the Company's estimates of its satisfaction of the conditions of the grants during such period.

The Company's net cash provided by operating activities and Adjusted Free Cash Flow for 2020 also include the benefit of temporary liquidity relief provided pursuant to the CARES Act, including the following items.

• • The Company received $87.5 million under the Medicare Accelerated and Advance Payment Program, consisting of $85.0 million and $2.5 million received during the second quarter and third quarter of 2020, respectively. Under current legislation, recoupment of accelerated/advanced payments will begin one year after payments were issued, and payments will be recouped at a rate of 25% of Medicare payments for the first eleven months following the anniversary of issuance and at a rate of 50% of Medicare payments for the next six months. Any outstanding balance of accelerated/advanced payments will be due following such recoupment period.

• • The Company elected to defer payment of the employer portion of social security payroll taxes incurred from March 27, 2020 through December 31, 2020. Under current legislation, one-half of such deferral amount will become due on each of December 31, 2021 and December 31, 2022. The Company utilized this deferral program to delay payment of $72.7 million of the employer portion of payroll taxes, which includes deferred amounts of $26.5 million, $23.6 million, and $22.6 million during the second, third, and fourth quarter of 2020, respectively.

The following tables present the known or estimated impacts related to the COVID-19 pandemic to the Company's consolidated and Senior Housing Same Community quarterly and full year 2020 results. The tables exclude the impact of any rate adjustments under government reimbursement programs. Presentations of these impacts are intended to aid investors in better understanding the factors and trends affecting the Company's performance and liquidity.

Estimated Impact on Consolidated Portfolio

4Q 2020

($ in 000s)	1Q 2020
Estimated lost resident fee revenue (1)	$	5,800
Other operating income	-
Facility operating expense	10,000
Working capital benefit	-
Estimated Impact on Senior Housing: Same Community
($ in 000s)
Estimated lost resident fee revenue (1)	$
Other operating income
Facility operating expense

4Q 2020

2Q 2020	3Q 2020	IndependentAssisted Living and MemoryHealth Care Living Care CCRCs Services	4Q 2020	Full Year 2020
$ 63,600	$ 91,600	$ 18,500 $ 65,400 $ 16,600 $ 19,600	$ 120,100	$ 281,100
26,693	10,765	11,727 60,497 6,067 -	78,291	115,749
60,594	24,479	3,095 20,598 4,425 2,343	30,461	125,534
118,671	20,151	21,393	160,215

1Q 2020 Same Community

2Q 2020 Same Community

3Q 2020 Same Community

2,400

$

-

8,883

42,600 6,444 52,247

$

70,800 3,710 20,349

IndependentAssisted Living and Memory Living Care CCRCs	4Q 2020 Same Community	Full Year 2020 Same Community
$ 17,400 $ 63,100 $ 13,700	$ 94,200	$ 210,000
10,679 58,852 4,580	74,111	84,265
2,932 20,292 2,802	26,026	107,505

(1) Estimated lost resident fee revenue represents the difference between the actual resident fee revenue for the period and the Company's pre-COVID-19 expectations.

2019
1Q 2Q 3Q 4Q	Full Year	1Q
$ 809,479 $ 801,863 $ 801,237 $ 797,352	$3,209,931	$ 782,707
$ 15,743 $ 15,449 $ 13,564 $ 12,352	$ 57,108	$ 108,715
$ - $ - $ - $ -	$ -	$ -
$ (42,606) $ (56,055) $ (78,508) $ (91,323)	$ (268,492)	$ 369,497
$ 57,479
$ 185,069

2020

($ in 000s)

Resident fee revenue (1) Management fee revenue Other operating income Net income (loss) (1)

Net cash provided by (used in) operating activities

Adjusted EBITDA(1) (2)

Adjusted EBITDA, excluding $100.0 million management termination fee and $119.2

million one-time cash lease payment

Adjusted Free Cash Flow

Period end consolidated number of units

Consolidated: 651

As of December 31, 2020

Consolidated: 52,982

Managed 75

4Q 2020 weighted average occupancy

4Q20 vs.

4Q19

Better (B)/ (Worse) (W)	B/(W)
(15.0)%	(9.9)%
(17.2)%	128.8%
NM	NM
51.7%	NM
(16.6)%	(5.0)%
(1.5)%	(34.1)%
(1.5)%	(29.3)%
NM	NM
(2.2)%	(2.2)%

(consolidated communities)

Full Year 20 vs. 19

Occupancy BandCommunity

Count

% of Period End Communities

Greater than 95%

90% > 95%

34 5%

43 7%

85% > 90%

62 10%

80% > 85%

72 11%

75% > 80%

83 13%

70% > 75%

96 15%

Less than 70% Total

261 39%

651

100%

(1) The 2019 periods presented include the non-recurring, non-cash revenue and expense associated with the Company's adoption of the lease accounting standard effective January 1, 2019. See page 25 for additional information.

(2)Adjusted EBITDA for the first quarter and full year of 2020 includes the $100.0 million management agreement termination fee payment received from Healthpeak Properties Inc. ("Healthpeak") related to the sale of Brookdale's interest in the entry fee CCRC venture, which closed on January 31, 2020. Adjusted EBITDA includes government grants recognized in other operating income during the respective periods as set forth on page 4. Adjusted EBITDA for the third quarter and full year of 2020 includes the $119.2 million one-time cash lease payment made to Ventas, Inc. ("Ventas") in connection with the Company's lease restructuring transaction effective July 26, 2020 ("one-time cash lease payment").

Important Note Regarding Non-GAAP Financial Measures

• • Adjusted EBITDA and Adjusted Free Cash Flow are financial measures that are not calculated in accordance with GAAP. See "Definitions" and "Non-GAAP Financial Measures" for thedefinitions of such measures and other important information regarding such measures, including reconciliations to the most comparable GAAP measures.

($ in 000s)

Resident fee revenue Management fee revenue Other operating income Facility operating expense

Combined Segment Operating Income General and administrative expense (1) Cash facility operating lease payments (see page 17)

Adjusted EBITDA (2)

$100.0 million management termination fee $119.2 million one-time cash lease payment

Adjusted EBITDA, excluding management termination fee and one-time cash lease payment

$100.0 million management termination fee $119.2 million one-time cash lease payment Transaction and Organizational

Restructuring Costs

Interest expense, net (see page 17) Payment of financing lease obligations Changes in working capital (3)

Other (4)

Non-Development Capital Expenditures, net (see page 16)

Adjusted Free Cash Flow

2019
3Q	Full Year
$ 3,209,931
57,108	108,715	6,076
-	-	26,693
(2,390,495)	(588,482)	(606,034)
876,544	302,940	158,364
(186,256)	(46,657)	(43,031)
(289,119)	(71,214)	(70,600)	(168,942)	(49,553)
401,169	185,069	44,733	(64,019)	98,604
-	(100,000)	-	-	-
-	-	-	119,180	-
401,169	85,069	44,733	55,161	98,604
-	100,000	-	-	-
-	-	-	(119,180)	-
(10,007)	(1,981)	(3,368)	(6,250)	(1,778)
(234,212)	(53,590)	(48,623)	(48,209)	(47,130)
(22,242)	(5,087)	(4,677)	(4,548)	(4,556)
18,064	(53,902)	149,055	33,794	9,945
6,621	(4,771)	(2,148)	(2,223)	(567)
(235,797)	(60,556)	(21,521)	(22,872)	(34,643)
$ (76,404)

4Q20 vs.	Full Year
4Q19	20 vs. 19
Full Year	B(W)	B(W)
$ 2,892,567	(15.0)%	(9.9)%
5,669 10,230	130,690	(17.2)%	128.8%
10,765 78,291	115,749	NM	NM
(570,530) (576,813)	(2,341,859)	3.6%	2.0%
146,675 189,168	797,147	(10.5)%	(9.1)%
(41,752) (41,011)	(172,451)	(4.4)%	7.4%
(360,309)	31.1%	(24.6)%
264,387	(1.5)%	(34.1)%
(100,000)	NM	NM
119,180	NM	NM
283,567	(1.5)%	(29.3)%
100,000	NM	NM
(119,180)	NM	NM
(13,377)	64.5%	(33.7)%
(197,552)-	17.5%	15.7%
1
(18,868)	20.6%	15.2%
138,892	(51.3)%	NM
(9,709)	NM	NM
(139,592)	37.7%	40.8%
$ 24,181	NM	NM

2020

• (1) Excluding non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs, see page 15.

• (2) Adjusted EBITDA for the first quarter and full year 2020 includes the $100.0 million management agreement termination fee payment received from Healthpeak related to the sale of Brookdale's interest in the entry fee CCRC venture, which closed on January 31, 2020. Adjusted EBITDA includes government grants recognized in other operating income during the respective periods as set forth on page 4. Adjusted EBITDA for the third quarter and full year of 2020 includes the $119.2 million one-time cash lease payment.

• (3) Excludes changes in prepaid insurance premiums financed with notes payable, and lessor capital expenditure reimbursements under operating leases and includes the working capital benefits related to CARES Act programs as set forth on page 4.

• (4) Primarily consists of proceeds from property insurance and cash paid for state income taxes.

4Q 2020

Owned
($ in 000s)	Total	Portfolio	Other (2)
Resident fee revenue	$	677,460	$	338,806 $	246,736 $	91,918 $	- $	-
Management fee revenue	10,230	-	-	-	10,230	-
Other operating income	78,291	43,955	34,336	-	-	-
Facility operating expense	(576,813)	(286,816)	(197,909)	(92,088)	-	-
Combined Segment Operating Income	189,168	95,945	83,163	(170)	10,230	-
General and administrative expense (excluding non-cash stock-based
compensation expense and transaction costs)(3)	(41,011)	(17,511)	(12,753)	(4,910)	(5,837)	-
Cash facility operating lease payments	(49,553)	-	(48,120)	-	-	(1,433)
Adjusted EBITDA (4)	98,604	78,434	22,290	(5,080)	4,393	(1,433)
Transaction and Organizational Restructuring Costs	(1,778)	-	-	-	-	(1,778)
Interest expense, net	(47,130)	(36,172)	(11,452)	-	-	494
Payment of financing lease obligations	(4,556)	-	(4,464)	-	-	(92)
Changes in working capital (5)	9,945	-	-	-	-	9,945
Other	(567)	100	-	-	-	(667)
Non-Development Capital Expenditures, net	(34,643)	(14,633)	(10,730)	-	-	(9,280)
Adjusted Free Cash Flow	$	19,875	$	27,729 $	(4,356) $	(5,080) $	4,393 $	(2,811)

Senior Housing Leased Portfolio

Senior Housing

Health Care Services(1)Management

Services

• (1) Subsequent to the end of the quarter, the Company entered into definitive agreements with affiliates of HCA Healthcare, Inc., providing for the sale of 80% of the Company's equity in its Health Care Services segment, as further described in the press release issued on February 24, 2021.

• (2) Primarily consists of changes in working capital, corporate capital expenditures, Transaction and Organizational Restructuring Costs, lease payments for corporate offices and information technology systems and equipment, cash paid for state income taxes, and interest income.

(3) G&A includes both direct, incremental costs attributable to the segment or portfolio and allocated costs; see page 15.

(4) Adjusted EBITDA for the fourth quarter of 2020 includes $78.3 million of government grants recognized in other operating income.

(5) Excludes changes in prepaid insurance premiums financed with notes payable and lessor capital expenditure reimbursements under operating leases and includes

$21.4 million impact related to CARES Act programs for the fourth quarter of 2020.

4Q20 vs.

2019

2020

4Q19

Full Year 20 vs. 19

($ in 000s, except RevPAR and RevPOR)

Total Senior Housing, Health Care Services, and Management Services

B(W)

B(W)

Revenue (1)

(15.1)%

(7.5)%

Other operating income

NM

NM

Combined Segment Operating Income Combined Segment operating margin (2)

(10.5)%

(9.1)%

(140) bps

(140) bps

Senior Housing (see page 9)

Revenue

• $ 697,947

  • $ 687,429

    • $ 689,452

      • $ 687,843

        • $ 2,762,671

          • $ 687,888

            • $ 641,459

              • $ 610,868

                • $ 585,542

                  • $ 2,525,757

                    (14.9)%

                    (8.6)%

                    Other operating income

• $ -

  • $ -

    • $ -

      • $ -

        $

        -

        • $ -

          • $ 9,698

            • $ 4,873

              • $ 78,291

                • $ 92,862

                  NM

                  NM

                  Senior Housing Operating Income Senior Housing operating margin (2)

• $ 215,212 30.8%

• $ 202,450 29.5%

• $ 180,742 26.2%

• $ 196,045 28.5%

• $ 794,449 28.8%

• $ 203,346 29.6%

• $ 142,596 21.9%

• $ 139,544 22.7%

• $ 179,108 27.0%

• $ 664,594 25.4%

(8.6)%

(16.3)%

(150) bps

(340) bps

Number of communities (period end) Period end number of units

Total Average Units RevPAR

Weighted average unit occupancy RevPOR

Health Care Services Segment (see page 14)

Revenue

• $ 111,532

  • $ 114,434

    • $ 111,785

      • $ 109,509

        • $ 447,260

          • $ 94,819

            • $ 89,903

            • Other operating income Segment Operating Income Segment operating margin (2)

• $ -

  • $ -

    • $ -

      • $ -

        $

        -

        • $ -

• $ 8,173 7.3%

• $ 9,167 8.0%

• $ 4,778 4.3%

• $ 2,869 2.6%

• $ 24,987 5.6%

• $ (9,121)

  $ $ $

  (9.6)%

90,170 16,995 9,692 9.0%

• $ 5,892

• $ 1,462 1.5%

Management Services Segment

Segment Operating Income (comprised solely of management fees)

Resident fee revenue under management (3)

Number of communities (period end) (3)

Period end number of units (3)

Total Average Units (3)

Weighted average unit occupancy (3)

84.0%

78.0%

• 74.6% 72.1%

$	91,918	$	366,810	(16.1)%	(18.0)%
$	-	$	22,887	NM	NM
$	(170)	$	1,863	NM	(92.5)%
(0.2)%	0.5%	(280) bps	(510) bps
$	130,690	(17.2)%	128.8%
$	540,096	(58.4)%	(53.1)%
75	(25.0)%	(25.0)%
10,129	(44.0)%	(44.0)%
11,184	(46.6)%	(48.6)%
77.6%	(1,250) bps	(570) bps

• (1) Excludes reimbursed costs on behalf of managed communities.

• (2) Segment operating margin excluding other operating income was 17.8% (2Q20), 19.2% (3Q20), 16.1% (4Q20), and 22.5% (Full Year 20) for Total Senior Housing, Health Care Services, and Management Services; 20.7% (2Q20), 22.0% (3Q20), 17.2% (4Q20), and 22.6% (Full Year 20) for Senior Housing; and (8.1)% (2Q20), (4.9)% (3Q20), (0.2)% (4Q20), and (5.7)% (Full Year 20) for Health Care Services.

• (3) Not included in consolidated reported amounts.

Revenue

Assisted Living and Memory Care

Revenue

CCRCs

Revenue

(1) Segment operating margin excluding other operating income was 31.5% (2Q20), 33.7% (3Q20), 30.0% (4Q20), and 33.4% (Full Year 20) for Independent Living; 20.3% (2Q20), 20.9% (3Q20), 15.6% (4Q20), and 21.6% (Full Year 20) for Assisted Living and Memory Care; and 5.4% (2Q20), 9.3% (3Q20), 4.7% (4Q20), and 10.8% (Full Year 20) for CCRCs.

Other operating income Segment Operating Income Segment operating margin (1)

Number of communities (period end) Period end number of units

Total Average Units RevPAR

Weighted average unit occupancy RevPOR

Other operating income Segment Operating Income Segment operating margin (1)

Number of communities (period end) Period end number of units

Total Average Units RevPAR

Weighted average unit occupancy RevPOR

Other operating income Segment Operating Income Segment operating margin (1)

Number of communities (period end) Period end number of units

Total Average Units RevPAR

Weighted average unit occupancy RevPOR

2020

4Q20 vs.	Full Year
4Q19	20 vs. 19
B(W)	B(W)
(11.3)%	(5.9)%
NM	NM
(4.1)%	(10.3)%
(50) bps	(250) bps
-%	-%
0.2%	0.2%
0.2%	0.5%
(9.4)%	(4.8)%
(1,200) bps	(740) bps
4.7%	3.8%
$ 1,691,276	(13.6)%	(6.9)%
$ 62,585	NM	NM
$ 428,601	(4.8)%	(17.4)%
24.4%	(130) bps	(420) bps
563	(1.7)%	(1.7)%
35,126	(2.3)%	(2.3)%
35,530	(2.8)%	(2.8)%
$ 3,967	(9.8)%	(3.4)%
76.5%	(1,180) bps	(610) bps
$ 5,184	5.0%	4.3%
(25.9)%	(20.0)%
NM	NM
(47.9)%	(26.2)%
(660) bps	(230) bps
(9.1)%	(9.1)%
(6.8)%	(6.8)%
(12.0)%	(13.0)%
(15.2)%	(7.5)%
(1,230) bps	(710) bps
(0.1)%	1.4%

4Q20 vs.

2019

2020

4Q19

Full Year 20 vs. 19

($ in 000s, except RevPAR and RevPOR)

Revenue

Other operating income

Revenue and other operating income Community Labor Expenses

Other facility operating expenses

Facility operating expenses (2)

Same Community Operating Income Same Community operating margin (3)

Total Average Units

RevPAR

Weighted average unit occupancy RevPOR

B(W)	B(W)
(11.1)%	(5.1)%
NM	NM
1.0%	(1.7)%
(3.3)%	(3.8)%
(11.0)%	(10.3)%
(5.8)%	(6.0)%
(9.6)%	(18.4)%
(330) bps	(530) bps
-%	-%
(11.1)%	(5.1)%
(1,220) bps	(680) bps
3.9%	3.2%

Same Community Operating Income / Weighted Average Occupancy(2)

Same Community RevPAR

(4)

1Q 2019

2Q 2019

3Q 2019

4Q 2019

1Q 2020

2Q 2020

3Q 2020

(4)

4Q 2020

(4)

1Q 2019

2Q 2019

3Q 2019

4Q 2019

1Q 2020

2Q 2020

3Q 2020

4Q 2020

• (1) Same Community portfolio reflects 629 communities.

• (2) Excludes hurricane and other natural disaster expense of $2.6 million and $2.8 million for the full year 2019 and 2020, respectively.

• (3) Same Community operating margin excluding other operating income was 21.6% (2Q20), 23.2% (3Q20), 18.0% (4Q20), and 23.4% (Full Year 20) for the Same Community portfolio.

• (4) Same Community Operating Income includes $6.4 million (2Q20), $3.7 million (3Q20), and $74.1 million (4Q20) of government grants recognized in other operating income.

Revenue

Other operating income Community Labor Expense Other facility operating expense

Facility operating expense

Same Community Operating Income Same Community operating margin Total Average Units

RevPAR

Weighted average unit occupancy RevPOR

Assisted Living and Memory Care Revenue

Other operating income Community Labor Expense Other facility operating expense

Facility operating expense

Same Community Operating Income Same Community operating margin Total Average Units

RevPAR

Weighted average unit occupancy RevPOR

CCRCs Revenue

Other operating income Community Labor Expense Other facility operating expense

Facility operating expense

Same Community Operating Income Same Community Operating Margin Total Average Units

RevPAR

Weighted average unit occupancy RevPOR

• (1) Same Community portfolio reflects 64 Independent Living communities, 551 Assisted Living and Memory Care communities, and 14 CCRC communities.

• (2) Same Community operating margin excluding other operating income was 32.0% (2Q20), 34.6% (3Q20), 30.7% (4Q20), and 34.0% (Full Year 20) for Independent Living; 20.6% (2Q20), 21.4% (3Q20), 15.9% (4Q20), and 21.9% (Full Year 20) for Assisted Living and Memory Care; and 5.2% (2Q20), 9.9% (3Q20), 4.8% (4Q20), and 11.1% (Full Year 20) for CCRCs.

4Q20 vs.	Full Year
4Q19	20 vs. 19
B(W)	B(W)
(9.9)%	(4.7)%
NM	NM
(0.8)%	(2.0)%
(2.7) %	(5.7) %
(1.6) %	(3.5) %
(6.0)%	(11.8)%
(180) bps	(370) bps
-%	0.1%
(9.8)%	(4.7)%
(1,210) bps	(710) bps
4.4%	3.5%
$ 1,632,470	(10.5) %	(4.3) %
60,939	NM	NM
(837,445)	(4.4) %	(4.9) %
(437,587)	(15.1) %	(12.9) %
(1,275,032)	(7.8) %	(7.5) %
(7.0) %	(19.5) %
(300) bps	(580) bps
-%	-%
(10.4)%	(4.3)%
(1,200) bps	(650) bps
4.5%	3.8%
(17.8) %	(11.8) %
NM	NM
0.2 %	-%
(2.7) %	(2.7) %
(0.7) %	(0.9) %
(48.1) %	(32.4) %
(940) bps	(620) bps
-%	-%
(17.8) %	(11.8) %
(1,410) bps	(940) bps
(0.6)%	(0.4)%

2019

($ in 000s, except RevPAR and RevPOR)

Revenue

Other operating income Facility operating expense

Additional Information

Number of communities (period end) Period end number of units

Total Average Units RevPAR

Weighted average occupancy RevPOR

Interest expense: property level and

Community level capital expenditures, net (see page 16)

corporate debt

Owned Portfolio Operating Income $111,613 $104,678 $ 92,029

Interest Coverage as of December 31, 2020(2)

Net Debt as of December 31, 2020 (see page 18)

• (2) As of December 31, 2020, the interest coverage ratio excluding other operating income was 1.5x.

• (1) The Company acquired 26 communities that were previously leased during the first quarter of 2020. The results of operations of the previously leased communities are included within the Senior Housing Owned Portfolio beginning in the first quarter of 2020. Prior quarters have not been recast.

  4Q20 vs.	Full Year
  4Q19	20 vs. 19
  Full Year	B(W)	B(W)
  $1,473,448	(9.4)%	(2.3)%
  54,428	NM	NM
  (1,163,171)	(4.8)%	(5.8)%
  $112,281 $ 81,837 $ 74,642 $ 95,945	$ 364,705	(4.3)%	(10.7)%
  $ (153,817)	15.0%	13.4%
  $ (75,615)	54.4%	39.0%
  350	6.1%	6.1%
  31,853	5.6%	5.6%
  32,240	3.5%	3.1%
  $ 3,807	(11.1)%	(4.3)%
  76.6%	(1,210) bps	(640) bps
  $ 4,968	3.9%	3.6%
  12

  2020

  1.8x $3,344,011

2019

Revenue

Other operating income Facility operating expense

1Q $ 317,256 - (213,657)

2Q $ 311,529 - (213,757)

3Q $ 312,001 - (223,288)

4QFull Year

1Q

2Q

3Q

$ 314,050$ 1,254,836$ 285,491 -

(218,241)

- (868,943)

Leased Portfolio Operating Income

$103,599 $ 97,772

$ 88,713

$ 95,809

$ 385,893

- (194,426) $ 91,065

$ 265,319 2,542 (207,102)

$ 254,763 1,556 (191,417)

$ 60,759

$ 64,902

Additional Information

One-time cash lease payment

$ -

$ -

$ -

$ -

$

-

$ -

$ -

$(119,180)

Other cash facility lease payments on leased portfolio (see page 17)

• $ (93,129)

  • $ (92,337)

    • $ (92,337)

      • $ (92,810)

        • $ (370,613)

          • $ (88,503)

            • $ (85,623)

              • $ (64,534)

                Community level capital expenditures, net

                (see page 16)

• $ (18,419)

• $ (25,934)

• $ (22,162)

• $ (13,347)

• $ (79,862)

• • $ (18,413)

  • $ (1,727)

  • $ (5,808)

  Number of communities (period end) Period end number of units

  342

  335

  • 335 333

• 333

  24,551

  24,044

  • 24,036 24,021

• 24,021

  Total Average Units RevPAR

  24,620

  24,203

  • 24,036 24,037

• 24,224

  $ 4,274

  $ 4,254

  Weighted average unit occupancy RevPOR

  85.0%

  84.5%

  $ 5,028

  $ 5,032

  • $ 4,273 85.4% $ 5,004

  $ 4,286 85.6% $ 5,005

• $ 4,271$ 4,384

  85.1%

  306 21,582 21,671 84.1%

  305

  • 302 301

    21,538

  • 21,286 21,129

    21,579

  • 21,303 21,235

    $ 4,091

    79.7%

• $ 5,017$ 5,215

$ 5,136

• $ 3,977 76.9% $ 5,166

$ 246,736$ 1,052,309

4Q

34,336 (197,909)

$ 83,163

$ -

• $ (119,180)

• • $ (64,036)

  • $ (10,730)

• $ (36,678)

• $ 3,874 74.5% $ 5,199

  4Q20 vs.	Full Year
  4Q19	20 vs. 19
  B(W)	B(W)
  (21.4)%	(16.1)%
  38,434	NM	NM
  (790,854)	(9.3)%	(9.0)%
  $ 299,889	(13.2)%	(22.3)%
  NM	NM
  31.0%	18.3%
  19.6%	54.1%
  (9.6)%	(9.6)%
  (12.0)%	(12.0)%
  (11.7)%	(11.5)%
  (9.6)%	(4.4)%
  (630)bps
  3.2%

  Full Year

• $ (302,696)

  301

  21,129

  21,447

  $

  4,083

  78.8%(1,110)bps

• $ 5,179

3.9%Lease Coverage as of December 31, 2020, excluding the one-time cash lease payment(2)

Pro-forma Lease Coverage (see page 24 for full year 2020 pro forma results)

Total operating and financing lease obligations as of December 31, 2020 (see page 29)(3)

0.81x
0.96x
$1,467,474
Pro-forma Full Year 2020 (see page 24)
Initial lease maturities	Community count	Total units	Total cash facility lease payments
2021	37	1,637	$	15,276
2022	4	386	3,674
2023	-	-	-
2024	7	904	13,925
2025	121	10,290	101,666
Thereafter	132	7,912	117,839
Total	301	21,129	$	252,380

Facility Lease Maturity Information as of December 31, 2020

• (1) The Company acquired 26 communities that were previously leased during the first quarter of 2020. The results of operations of the previously leased communities are included within the Senior Housing Owned Portfolio beginning in the first quarter of 2020. Prior quarters have not been recast.

• (2) As of December 31, 2020, the lease coverage ratio, excluding both the one-time cash lease payment and other operating income, was 0.68x and including both the one-time cash lease payment and other operating income, was 0.58x.

• (3) Amount recognized on consolidated balance sheet reflects the discounted future minimum lease payments and the residual value for financing lease obligations.

2019

2020

($ in 000s)

Revenue

Home health Hospice Outpatient Therapy Segment revenue Other operating income

Segment Operating Income (Loss) $

Revenue and other operating income Facility operating expense

Segment operating margin(2)

Additional Information

Home health average daily census Hospice average daily census

4Q20 vs.

4Q19

B(W)

(21.6)% (2.4)% (3.8)%

(16.1)%

NM (16.1)% 13.6%

NM

(13.5)% (4.8)%

• (1) Subsequent to the end of the quarter, the Company entered into definitive agreements with affiliates of HCA Healthcare, Inc., providing for the sale of 80% of the Company's equity in its Health Care Services segment, as further described in the press release issued on February 24, 2021.

• (2) Segment operating margin excluding other operating income was (8.1)% (2Q20), (4.9)% (3Q20), (0.2)% (4Q20), and (5.7)% (Full Year 20).

Full Year 20 vs. 19

B(W)

(23.9)% (0.8)% (5.8)%

(18.0)%

NM (12.9)%

8.2%

(92.5)%

(14.6)%

4.9%

4Q20 vs.

Consolidated, unless otherwise noted ($ in 000s)

2019

2020

4Q19

Full Year 20 vs. 19

G&A expense allocations (1)

Senior Housing Owned Portfolio allocation Senior Housing Leased Portfolio allocation Health Care Services allocation Management Services allocation Subtotal G&A expense allocations

Non-cash stock-based compensation expense

Transaction and Organizational Restructuring

Costs

General and administrative expense

B(W)

B(W)

(29.2)%

(16.8)%

(12.0)%

(0.3)%

9.7%

12.7%

34.4%

44.7%

(4.4)%

46.2% 64.5%

7.4% 9.9%

(33.7)%

7.5%

5.8%

4Q20 vs.

2019

2020

4Q19

Full Year 20 vs. 19

Non-cash stock-based compensation expense

Allocated G&A Expense as a Percentage of Resident Fee Revenue and Other Operating Income (Consolidated and Under Management)

B(W)

B(W)

Resident fee revenue Other operating income

(15.0)%

(9.9)%

Resident fee revenue under management (2) Other operating income under management (2) Total (consolidated and under management)

NM (58.4)%

NM (53.1)%

NM

NM

G&A expense (excluding non-cash stock-based compensation expense and Transaction and OrganizationalRestructuring Costs) (3)

(100) bps 10 bps

(50) bps (10) bps

G&A expense (excluding Transaction and

Organizational Restructuring Costs)

Transaction and Organizational Restructuring

Costs

(90) bps 30 bps

(60) bps

(20) bps

G&A expense (including non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs) (3)

(60) bps

(80) bps

• (1) G&A includes both direct, incremental costs attributable to the segment or portfolio and allocated costs. G&A allocations are calculated using a methodology which the Company believes matches the type of general and administrative cost with the community, segment, or portfolio. Some of the allocations are based on direct utilization and some are based on formulas such as unit proportion. G&A allocations presented herein exclude non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs.

• (2) Not included in consolidated reported amounts.

• (3) Excluding other operating income and other operating income under management: G&A expense (excluding non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs) as a percentage of resident fee revenue (consolidated and under management) was 5.0% (2Q20), 5.1% (3Q20), 5.2% (4Q20), and 5.0% (Full Year 20). G&A expense (including non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs) as a percentage of resident fee revenue (consolidated and under management) was 6.1% (2Q20), 6.6% (3Q20), 5.8% (4Q20), and 6.0% (Full Year 20), respectively.

Community level capital expenditures, including allocations

($ in 000s, except for community level capital expenditures, net, per weighted average unit)

Senior Housing Owned Portfolio Senior Housing Leased Portfolio Community level capital expenditures, net

Corporate capital expenditures (includes Health

Care Services)

Non-Development Capital Expenditures, net Development Capital Expenditures, net

Total capital expenditures, net Lessor reimbursements: non-development capital expenditures

Change in related payables

Total cash paid for capital expenditures

Senior Housing Total Average Units Community level capital expenditures, net, per weighted average unit

2019

(B)

4Q20 vs.	Full Year
2020	4Q19	20 vs. 19
3Q	B(W)	B(W)
54.4%	39.0%
19.6%	54.1%
44.1%	44.9%
9.1%	14.5%
37.7%	40.8%
36.6%	44.4%
37.6%	41.1%

5,827	8,096	4,056	9,867	27,846
(898)	10,938	(2,191)	(3,083)	4,766

56,460

55,465

55,258

54,821

55,501

54,184

54,040

53,440

53,086

$ 185,871	53.8%	38.9%
53,687	(3.2)%	(3.3)%
42.3 %	43.0 %
16

($ in 000s)

Operating Lease Obligations Facility lease expense

Operating lease expense adjustment

Cash facility operating lease payments

Financing Lease Obligations

Interest expense: financing lease obligations Payment of financing lease obligations

Cash financing lease payments

Total cash facility lease payments (1)

One-time cash lease payment

2019

2020

Interest Expense Reconciliation to Income Statement

Total cash facility lease payments, excluding the one-time cash lease payment

Interest expense: financing lease obligations Interest income

Interest expense: debt

Interest expense, net

Amortization of deferred financing costs and debt premium (discount)

Interest income

Interest expense per income statement

-
$377,714
66,353	13,282	11,892	11,908	11,452
(9,859)	(1,455)	(2,243)	(607)	(494)
177,718	41,763	38,974	36,908	36,172
234,212	53,590	48,623	48,209	47,130
1,315 $	1,556 $	1,730 $	1,827 $
1,455	2,243	607	494

6,4284,799 $ 208,779

(1) Includes cash lease payments for leases of corporate offices and information technology systems and equipment.

$185,398 $ 65,561$ 427,711

4Q20 vs.	Full Year
4Q19	20 vs. 19
B(W)	B(W)

27.7%	23.9%
30.3%	(13.2)%
(119,180)
$ 308,531	30.3%	18.3%
48,534	30.1%	26.9%
(4,799)	(72.6)%	(51.3)%
153,817	15.0%	13.4%
197,552	17.5%	15.7%

Total Liquidity ($ in millions)

$600

$600

$400

$200

$0

06/30/2020

12/31/2019

03/31/2020

09/30/2020

Line of credit available to draw

12/31/2020

Cash and cash equivalents and marketable securities

Debt Structure(1)

($ in millions)

As of December 31, 2020

Weighted Rate

Fixed rate debt

Variable rate debt (2)

Total debt

4.28 % 2.49 % 3.59 %

Leverage Ratios (4)

($ in 000s)

Year Ended December 31, 2020

Annualized Leverage

Adjusted EBITDAR (5)

Cash facility operating lease payments (see page 17)

Adjusted EBITDA (5) (6)

Cash financing lease payments (see page 17)

Adjusted EBITDA after cash financing lease payments (5) (6)

As of December 31, 2020

624,696 (360,309) 264,387 (67,402) 196,985

(A)

$

Debt

$

3,915,988

Cash and cash equivalents (380,420)

Marketable securities (172,905)

Restricted cash held as collateral against existing debt (18,652)

Net Debt

(C) 3,344,011

Operating and financing lease obligations (7) 1,483,641

Adjusted Net Debt

(D)

$ 4,827,652

Debt (1)(2)

($ in millions)

Maturity(3)Weighted Rate

2021

$

69

4.33 %

2022

348

3.57 %

2023

231

3.51 %

2024

301

4.30 %

2025 Thereafter Total

290

4.00 %

$

3,916

2,677

3.45 % 3.59 %

• (1) Includes the carrying value of mortgage debt and other notes payable of which 98.2%, or $3.8 billion, represented non-recourse property-level mortgage financings.

• (2) Reflects market rates as of December 31, 2020 and applicable cap rates for hedged debt.

• (3) Amount includes maturities and recurring monthly principal payments.

• (4) Leverage ratios include results of operations of communities disposed of through the disposition date.

• (5) Includes the $100.0 million management agreement termination fee.

• (6) Includes the one-time cash lease payment.

• (7) Excludes operating lease obligations related to certain non-facility leases for which the related lease expense is included in Adjusted EBITDAR.

Important Note Regarding Non-GAAP Financial Measures. Adjusted EBITDAR, Adjusted EBITDA, Adjusted EBITDA after cash financing lease payments, Net Debt, and Adjusted Net Debt are financial measures that are not calculated in accordance with GAAP. See "Definitions" and "Non-GAAP Financial Measures" for the definitions of such measures and other important information regarding such measures, including reconciliations to the most comparable GAAP measures.

17.0 x (C/B)

7.7 x (D/A)

Adjusted EBITDA is a non-GAAP performance measure that the Company defines as net income (loss) excluding: benefit/provision for income taxes, non-operating income/ expense items, and depreciation and amortization; and further adjusted to exclude income/expense associated with non-cash, non-operational, transactional, cost reduction or organizational restructuring items that management does not consider as part of the Company's underlying core operating performance and that management believes impact the comparability of performance between periods. For the periods presented herein, such other items include non-cash impairment charges, gain/loss on facility lease termination and modification, operating lease expense adjustment, amortization of deferred gain, change in future service obligation, non-cash stock-based compensation expense, and Transaction and Organizational Restructuring Costs.

Adjusted EBITDAR is a non-GAAP financial measure that the Company defines as Adjusted EBITDA before cash facility operating lease payments.

Adjusted Free Cash Flow is a non-GAAP liquidity measure that the Company defines as net cash provided by (used in) operating activities before: distributions from unconsolidated ventures from cumulative share of net earnings, changes in prepaid insurance premiums financed with notes payable, changes in operating lease liability for lease termination, cash paid/received for gain/loss on facility lease termination and modification, and lessor capital expenditure reimbursements under operating leases; plus: property insurance proceeds and proceeds from refundable entrance fees, net of refunds; less: Non-Development Capital Expenditures and payment of financing lease obligations.

Adjusted Net Debt is a non-GAAP financial measure that the Company defines as Net Debt, plus operating and financing lease obligations. Operating and financing lease obligations exclude operating lease obligations related to certain non-facility leases for which the related lease expense is included in Adjusted EBITDAR.

Combined Segment Operating Income is defined by the Company as resident fee and management fee revenue and other operating income of the Company, less facility operating expense. Combined Segment Operating Income does not include general and administrative expense or depreciation and amortization.

Community Labor Expense is a component of facility operating expense that includes regular and overtime salaries and wages, bonuses, paid-time-off and holiday wages, payroll taxes, contract labor, employee benefits, and workers compensation.

Development Capital Expenditures means capital expenditures for community expansions, major community redevelopment and repositioning projects, and the development of new communities. Amounts of Development Capital Expenditures are presented net of lessor reimbursements.

Interest Coverage is calculated based on the trailing-twelve months Owned Portfolio Operating Income adjusted for an implied 5% management fee and capital expenditures at $350/unit, divided by the trailing-twelve months property level and corporate debt interest expense.

Lease Coverage is calculated based on the trailing-twelve months Leased Portfolio Operating Income, excluding resident fee revenue, other operating income, and facility operating expense of communities disposed during such period adjusted for an implied 5% management fee and capital expenditures at $350/unit, divided by the trailing-twelve months cash facility lease payments for both operating leases and financing leases, excluding cash lease payments for leases of communities disposed during such period and the one-time cash lease payment to Ventas, corporate offices, and information technology systems and equipment, vehicles and other equipment.

Leased Portfolio Operating Income is defined by the Company as resident fee revenue and other operating income (excluding Health Care Services segment revenue), less facility operating expense for the Company's Senior Housing Leased Portfolio. Leased Portfolio Operating Income does not include general and administrative expense (unless otherwise noted) or depreciation and amortization.

Net Debt is a non-GAAP financial measure that the Company defines as the total of its debt (mortgage debt and other notes payable) and the outstanding balance on the line of credit, less unrestricted cash, marketable securities, and cash held as collateral against existing debt.

NM means not meaningful.

Non-Development Capital Expenditures is comprised of corporate and community-level capital expenditures, including those related to maintenance, renovations, upgrades, and other major building infrastructure projects for the Company's communities. Non-Development Capital Expenditures does not include capital expenditures for community expansions, major community redevelopment and repositioning projects, and the development of new communities (i.e., Development Capital Expenditures). Amounts of Non-Development Capital Expenditures are presented net of lessor reimbursements.

Owned Portfolio Operating Income is defined by the Company as resident fee revenue and other operating income (excluding Health Care Services segment revenue), less facility operating expense for the Company's Senior Housing Owned Portfolio. Owned Portfolio Operating Income does not include general and administrative expense or depreciation and amortization.

RevPAR, or average monthly senior housing resident fee revenue per available unit, is defined by the Company as resident fee revenue for the corresponding portfolio for the period (excluding Health Care Services segment revenue and entrance fee amortization, and, for the 2019 periods, the additional resident fee revenue recognized as a result of the application of the lease accounting standard under ASC 842), divided by the weighted average number of available units in the corresponding portfolio for the period, divided by the number of months in the period.

Same Community information reflects operating results and data of a consistent population of communities by excluding the impact of changes in the composition of our portfolio of communities. The operating results exclude hurricane and natural disaster expense and related insurance recoveries, and for the 2019 periods, exclude the additional resident fee revenue and facility operating expense recognized as a result of the application of the lease accounting standard ASC 842. We define our same community portfolio as communities consolidated and operational for the full period in both comparison years. Consolidated communities excluded from the same community portfolio include communities acquired or disposed of since the beginning of the prior year, communities classified as assets held for sale, certain communities planned for disposition, certain communities that have undergone or are undergoing expansion, redevelopment, and repositioning projects, and certain communities that have experienced a casualty event that significantly impacts their operations.

RevPOR, or average monthly senior housing resident fee revenue per occupied unit, is defined by the Company as resident fee revenue for the corresponding portfolio for the period (excluding Health Care Services segment revenue and entrance fee amortization, and, for the 2019 periods, the additional resident fee revenue recognized as a result of the application of the lease accounting standard under ASC 842), divided by the weighted average number of occupied units in the corresponding portfolio for the period, divided by the number of months in the period.

Same Community Operating Income is defined by the Company as resident fee revenue and other operating income (excluding Health Care Services segment revenue and, for the 2019 periods, the additional resident fee revenue recognized as a result of application of the lease accounting standard under ASC 842), less facility operating expense (excluding hurricane and natural disaster expense and related insurance recoveries, and for the 2019 periods, the additional facility operating expense recognized as a result of application of the lease accounting standard under ASC 842) for the Company's Same Community portfolio. Same Community Operating Income does not include general and administrative expense or depreciation and amortization.

Segment Operating Income (Loss) is defined by the Company as segment revenue and other operating income less segment facility operating expense. Segment Operating Income (Loss) does not include general and administrative expense or depreciation and amortization. Management Services Segment Operating Income excludes revenue for reimbursements for which the Company is the primary obligor of costs incurred on behalf of managed communities, and there is no facility operating expense associated with the Management Services segment. See the Segment Information note to the Company's consolidated financial statements for more information regarding the Company's segments.

Senior Housing Leased Portfolio represents Brookdale leased communities and does not include owned or managed communities.

Senior Housing Operating Income is defined by the Company as segment revenue and other operating income less segment facility operating expense for the Company's Independent Living, Assisted Living and Memory Care, and CCRCs segments on an aggregate basis. Senior Housing Operating Income does not include general and administrative expense or depreciation and amortization.

Senior Housing Owned Portfolio represents Brookdale owned communities and does not include leased or managed communities.

Total Average Units represents the average number of units operated during the period.

Transaction and Organizational Restructuring Costs are general and administrative expenses. Transaction costs include those directly related to acquisition, disposition, financing, and leasing activity, and stockholder relations advisory matters, and are primarily comprised of legal, finance, consulting, professional fees, and other third party costs. Organizational restructuring costs include those related to the Company's efforts to reduce general and administrative expense and its senior leadership changes, including severance.

Pro-Forma Financial Information

During the period of January 1, 2020 to December 31, 2020, the Company:

• • terminated its triple-net lease obligations on an aggregate of 32 communities, including through the acquisition of 27 formerly leased communities and financed the acquisitions with $263.0 million of non-recourse mortgage debt.

• • modified the terms of the amended and restated master lease with Healthpeak.

• • sold its equity interest in the unconsolidated entrance fee CCRC Venture.

• • modified the terms of the master lease with Ventas and paid the one-time cash lease payment.

• • disposed of an aggregate of seven owned communities, including five communities conveyed to Ventas and two communities sold.

• • transitioned management agreements on 25 net communities.

During the next approximately 12 months, the Company additionally expects:

• • to close on the disposition of three owned communities classified as held for sale as of December 31, 2020.

• • termination of a substantial portion of its management arrangements as of December 31, 2020.

The pro-forma results on the following pages summarize the Company's actual consolidated results excluding the impact of transactions as follows:

• • The pro-forma table for the fourth quarter of 2020 table on page 23 reflects the Company's actual consolidated results excluding the impact on those results assuming that the foregoing completed and expected transactions had closed on September 30, 2020.

• • The pro-forma table for the 2020 full year table on page 24 reflects the Company's actual consolidated results excluding the impact on those results assuming that the foregoing completed and expected transactions had closed on December 31, 2019.

The pro-forma results on the following pages do not include adjustments for the pending sale of 80% of the Company's equity in its Health Care Services segment, as further described in the press release issued on February 24, 2021.

The closings of the various pending and expected transactions described above are, or will be, subject to the satisfaction of various conditions, including (where applicable) the receipt of regulatory approvals; however, there can be no assurance that the transactions will close or, if they do, when the actual closings will occur.

Consolidated ($ in 000s)

$

585,542 $

(2,406) $ 581,403

Senior Housing weighted average units operated Senior Housing resident fee revenue

Amounts
Attributable to	Actual Results
Amounts	Actual Results	Transactions	Net of Amounts
Attributable to	Net of Amounts	Completed or	Attributable to
Transactions	Attributable to	Expected to be	Completed and
4Q20 Actual	Completed	Completed	Completed after	Pending
Results	during 4Q20	Transactions	December 31, 2020	Transactions
(A)	(B)	(A+B)	(C)	(A+B+C)
52,980	52,731

53,086

91,918

- 91,918

10,230

(7,968) 2,122

Health Care Services resident fee revenue Management fee revenue

(106) (1,733) $ - (140)

(249)

Other operating income

78,291

-

• 583,809 $ 91,918 10,090 78,291

- 78,291

Resident and management fee revenue and other operating income

(10,374) 753,734

Facility operating expense

3,316 (571,919)

765,981 (576,813)

General and administrative expense (2)

(41,011) - (41,011)

Cash facility operating lease payments

(48,899) - (48,899)

Adjusted EBITDA(3)

98,963

(7,058)

91,905

(41,011) (49,553) 98,604

(1,778)

(1,778) - (1,778)

(47,130)

(47,130) - (47,130)

Transaction and Organizational Restructuring Costs Interest expense, net

(4,556)

(4,556) - (4,556)

Payment of financing lease obligations Changes in working capital (4)

9,945

Other

(567)

Non-Development Capital Expenditures, net

(34,643)

(1,873) 1,578 - 654 359 - - - - - 11

764,108 (575,235)

9,945

(567) (34,632)

- - 117

9,945

Adjusted Free Cash Flow

$

19,875

$

370

$

20,245

$

(6,941) $

(567) (34,515) 13,304

• (1) The pro-forma results do not include adjustments for the pending sale of 80% of the Company's equity in its Health Care Services segment, which remains subject to the satisfaction of various conditions, including the receipt of regulatory approvals, as further described in the press release issued on February 24, 2021.

• (2) Excludes non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs. Brookdale scales general and administrative expense following disposal of communities. This is reflected in actual results as they occur.

(3) Adjusted EBITDA includes $78.3 million of government grants recognized into other operating income during the fourth quarter of 2020.

(4) The pro-forma adjustments do not include assumptions on the impact to changes in working capital.

Consolidated ($ in 000s)

Senior Housing weighted average units operated Senior Housing resident fee revenue

Amounts	Amounts Attributable
Attributable to	Actual Results	to Transactions	Actual Results
Transactions	Net of Amounts	Completed or	Net of Amounts
Completed on or	Attributable to	Expected to be	Attributable to
Full Year Actual	before December 31,	Completed	Completed after	Completed and
Results	2020	Transactions	December 31, 2020	Pending Transactions
(A)	(B)	(A+B)	(C)	(A+B+C=D)

53,687

(749)

52,938

$

2,525,757

$

366,810

366,810

- 366,810

130,690

(103,625)

27,065

(17,968) 9,097

Health Care Services resident fee revenue Management fee revenue (2)

(34,574) $ -

2,491,183

$

(249) (11,887) $

52,689 2,479,296

Other operating income

115,749

-

115,749

- 115,749

Resident and management fee revenue and other operating income Facility operating expense

3,139,006

(138,199)

3,000,807

(2,341,859)

(172,451)

(172,451) - (172,451)

(194,201) - (194,201)

General and administrative expense (3) Cash facility operating lease payments Adjusted EBITDA (4)

33,005 -

(2,308,854)

(29,855) 13,948

2,970,952 (2,294,906)

$100.0 million management termination fee $119.2 million one-time cash lease payment

(360,309) 264,387 (100,000) 119,180

166,108 60,914 100,000 (119,180)

325,301

(15,907)

- -

-

Adjusted EBITDA, excluding $100.0 million management termination fee and $119.2 million one-time cash lease payment

283,567

41,734

(15,907)

(13,377)

(13,377) - (13,377)

(197,552)

3,468

(194,084) - (194,084)

$100.0 million management termination fee $119.2 million one-time cash lease payment Transaction and Organizational Restructuring Costs Interest expense, net

100,000

(100,000)

(119,180)

119,180 -

325,301 - -

- -

309,394 - - 309,394 - -

(18,868)

(17,943) - (17,943)

Payment of financing lease obligations Changes in working capital (5)

138,892

Other

(9,709)

(9,709) - (9,709)

925 - -

138,892

-

138,892

(139,592)

1,888

(137,704)

485 (137,219)

67,195

$

(15,422) $ 75,954

Non-Development Capital Expenditures, net Adjusted Free Cash Flow

Cash facility operating and financing lease payments

(169,496) $

-

$ 258,215

$ $

24,181 427,711

$ $

91,376 258,215

$ $

• (1) The pro-forma results do not include adjustments for the pending sale of 80% of the Company's equity in its Health Care Services segment, which remains subject to the satisfaction of various conditions, including the receipt of regulatory approvals, as further described in the press release issued on February 24, 2021.

• (2) The Company expects management agreement termination fee revenue of approximately $4.6 million in 2021. Such amount is not included within the Actual Results Net of Amounts Attributable to Completed and Pending Transactions.

• (3) Excludes non-cash stock-based compensation expense and Transaction and Organizational Restructuring Costs. Brookdale scales general and administrative expense following disposal of communities. This is reflected in actual results as they occur.

• (4) Adjusted EBITDA for 2020 includes the $100.0 million management agreement termination fee payment received from Healthpeak related to the sale of Brookdale's interest in the entry fee CCRC venture, which closed on January 31, 2020, $115.7 million of government grants recognized into other operating income and the $119.2 million one-time cash lease payment.

• (5) The pro-forma adjustments do not include assumptions on the impact to changes in working capital.

Pro-forma (from column D above) Owned and Leased Specifically Identifiable Information, and Other Weighted average units operated Senior Housing and Health Care Services revenue Facility operating expense Total cash facility lease payments and interest expense, net Non-Development Capital Expenditures, net	Senior Housing Owned Portfolio	Senior Housing Leased Portfolio	Health Care Services and Other	Pro-forma Total (from column D above)
$ $ 31,561 1,443,310 (1,133,304) $ (152,812) $ (74,562)	$ 21,128 1,035,986 $ (773,768) $ (252,380) $ (35,358)	$ - 366,810 $ (387,834) $ (1,036) $ (27,299)	$ $ 52,689 2,846,106 (2,294,906) $ (406,228) $ (137,219)

(137,219)

(2,294,906)

(406,228)

2019 Lease Accounting Standard (ASC 842) Impact

The Company's adoption of the lease accounting standard, effective January 1, 2019, impacted the timing of the revenue and cost recognition associated with its residency agreements. For the full year 2019, the impact of the adoption and application to its residency agreements had a negative, non-recurring net impact of $23.1 million to net income (loss) and Adjusted EBITDA, with no impact to net cash provided by (used in) operating activities or Adjusted Free Cash Flow.

To aid in comparability between periods, the following presentations in this Supplement exclude the negative, non-recurring net impact of adoption of the lease accounting standard: (i) the Company's results on a Same Community basis, (ii) RevPAR and RevPOR (other than as noted on this page), (iii) Interest Coverage, (iv) lease coverage, and (v) annualized leverage. All other presentations of the Company's 2019 results in this Supplement include the impact of the lease accounting standard effective January 1, 2019.

The following table presents the impact of adoption of the lease accounting standard to the Company's quarterly and full year 2019 results from its application to the Company's residency agreements and costs related thereto for the senior housing portfolio. For the quarterly impact of the adoption for each senior housing segment, see the supplemental information furnished as Exhibit 99.2 to the Current Reports on Form 8-K filed with the SEC on May 6, 2019, August 5, 2019, November 5, 2019, and February 18, 2020.

1Q 2019

2Q 2019

Q3 2019

4Q 2019

Full Year 2019

AssistedTotal SeniorTotal SeniorTotal SeniorTotal SeniorTotal Senior

Independent Living and

($ in 000s, except RevPAR and RevPOR)	CCRCs
Resident fee revenue	$	2,780	$	5,299	$	7,958	$	10,383	$	26,420	$	8,725 $	14,686 $	3,009
Facility operating expense	9,210	11,826	13,955	14,533	49,524	12,661	31,560	5,303
Net income (loss) and Adjusted EBITDA	(6,430)	(6,527)	(5,997)	(4,150)	(23,104)	(3,936)	(16,874)	(2,294)
Foregoing impact is offset within working capital	6,430	6,527	5,997	4,150	23,104	3,936	16,874	2,294
Adjusted Free Cash Flow	$	-	$	-	$	-	$	-	$	-	$	- $	- $	-
RevPAR - Including impact of ASC 842	$	4,118	$	4,129	$	4,157	$	4,180	$	4,146	$	3,638 $	4,139 $	5,161
RevPAR - Excluding impact of ASC 842	4,102	4,097	4,109	4,116	4,106	3,580	4,106	5,123
RevPOR - Including impact of ASC 842	$	4,929	$	4,948	$	4,937	$	4,946	$	4,940	$	4,080 $	5,012 $	6,346
RevPOR - Excluding impact of ASC 842	4,909	4,909	4,880	4,871	4,893	4,014	4,971	6,298

Living Memory Care

Housing

Housing

Housing

Housing

Housing

Non-GAAP Financial Measures

This Supplemental Information contains the financial measures Adjusted EBITDA, Adjusted EBITDAR, Adjusted EBITDA after cash financing lease payments, Adjusted Free Cash Flow, Net Debt, and Adjusted Net Debt (each as defined in the "Definitions" section), which are not calculated in accordance with U.S. GAAP ("GAAP"). Presentations of these non-GAAP financial measures are intended to aid investors in better understanding the factors and trends affecting the Company's performance and liquidity. However, investors should not consider these non-GAAP financial measures as a substitute for financial measures determined in accordance with GAAP, including net income (loss), income (loss) from operations, net cash provided by (used in) operating activities, short-term debt, long-term debt less current portion, or current portion of long-term debt. Investors are cautioned that amounts presented in accordance with the Company's definitions of these non-GAAP financial measures may not be comparable to similar measures disclosed by other companies because not all companies calculate non-GAAP measures in the same manner. Investors are urged to review the reconciliations set forth in this Appendix of these non-GAAP financial measures from the most comparable financial measures determined in accordance with GAAP and to review the information under "Reconciliations of Non-GAAP Financial Measures" in the Company's earnings release dated February 24, 2021 for additional information regarding the Company's use and the limitations of such non-GAAP financial measures.

Adjusted EBITDA Reconciliation

2019

($ in 000s)

Net income (loss)

Provision (benefit) for income taxes

Equity in (earnings) loss of unconsolidated ventures

1Q $ (42,606) $ 679 526

Loss (gain) on debt modification and extinguishment, net

Loss (gain) on sale of assets, net Other non-operating (income) loss Interest expense

Interest income

Income (loss) from operations Depreciation and amortization Asset impairment

Loss (gain) on facility lease termination and modification, net

Operating lease expense adjustment Non-cash stock-based compensation expense

Transaction and Organizational Restructuring

Costs

Adjusted EBITDA (1) (2)

$100.0 million management termination fee $119.2 million one-time cash lease payment

Adjusted EBITDA, excluding $100.0

million management termination fee and $119.2 million cash lease payment

Full Year
$ (268,492)
(2,269)	(15,828)	8,504	14,884
4,544	1,008	(438)	293
5,247	(19,181)	157	7,917
(7,245)	(372,839)	1,029	(2,209)
(14,765)	(2,662)	(988)	(948)
248,341	56,360	52,422	50,546
(9,859)	(1,455)	(2,243)	(607)
(44,498)	14,900	(59,977)	(55,117)
379,433	90,738	93,154	87,821
49,266	78,226	10,290	8,213
3,388	-	-	-
(19,453)	(6,733)	(8,221)	(117,322)
23,026	5,957	6,119	6,136
10,007	1,981	3,368	6,250
$ 116,583 $ 104,036 $	$ 401,169	$ 185,069 $
-	(100,000)
-	-

461

2Q

3Q

4Q

(56,055) $ (78,508) $ (91,323)

• 633 (1,800) (1,781)

67

702

991 2,672 (2,846)

2,057 970

2,455 53 (579) (4,522)

(2,988)

(3,199) (3,763) (4,815)

63,365

62,828

(3,084)

(2,813)

62,078 (2,162)

60,070 (1,800)

16,661

2,211

• (20,222) (43,148)

  96,888

  94,024

• 93,550 94,971

  391

  209 (4,383) 6,356

  3,769 1,797 (4,429) 6,030

• 2,094 43,012 - 1,382

  • (4,814) (5,827)

  • 5,929 4,711

    634

  • 3,910 5,002

• 80,447 $ 100,103

- -

- -

- -

- -

$ 116,583 $ 104,036 $

80,447 $ 100,103

$

401,169

$ 369,497 $ (118,420) $ (124,993) $

2Q

44,733 $ (64,019) $

1Q

-

• - 119,180

$

85,069 $

44,733 $

2020
3Q	4Q	Full Year
(44,139)	81,945
(2,208)	5,352
1,244	2,107
211	(10,896)
(513)	(374,532)
(1,050)	(5,648)
49,451	208,779
(494)	(4,799)
2,502	(97,692)
87,513	359,226
10,579	107,308
(2,303)	(2,303)
(4,000)	(136,276)
2,535	20,747
1,778	13,377
98,604
-
-
98,604

$ 283,567

$

$ 264,387

-

(100,000) 119,180

55,161 $

(1) The 2019 periods presented include the non-recurring, non-cash impact associated with the Company's adoption of the lease accounting standard effective January 1, 2019. See page 25 for additional information.

(2) Adjusted EBITDA for the first quarter and full year of 2020 includes the $100.0 million management agreement termination fee payment received from Healthpeak related to the sale of Brookdale's interest in the entry fee CCRC venture, which closed on January 31, 2020. Adjusted EBITDA for the second quarter, third quarter, fourth quarter, and full year of 2020 includes $26.7 million, $10.8 million, $78.3 million, and $115.7 million of government grants recognized in other operating income during the respective period, and for the third quarter and full year of 2020 includes the one-time cash lease payment.

Adjusted EBITDAR; Adjusted EBITDA; and Adjusted EBITDA after Cash Financing Lease Payments Reconciliations (1)

($ in 000s)	Full Year 2020
Net income (loss)	$	81,945
Provision (benefit) for income taxes	5,352
Equity in (earnings) loss of unconsolidated ventures	2,107
Loss (gain) on debt modification and extinguishment, net	(10,896)
Loss (gain) on sale of assets, net	(374,532)
Other non-operating (income) loss	(5,648)
Interest expense	208,779
Interest income	(4,799)
Income (loss) from operations	(97,692)
Depreciation and amortization	359,226
Asset impairment	107,308
Loss (gain) on facility lease termination and modification, net	(2,303)
Facility lease expense	224,033
Non-cash stock-based compensation expense	20,747
Transaction and Organizational Restructuring Costs	13,377
Adjusted EBITDAR	$	624,696
Facility lease expense	(224,033)
Operating lease expense adjustment	(136,276)
Adjusted EBITDA	$	264,387
Interest expense: financing lease obligations	(48,534)
Payment of financing lease obligations	(18,868)
Adjusted EBITDA after cash financing lease payments	$	196,985

(1) Includes the $100.0 million management agreement termination fee payment received from Healthpeak and the $119.2 million one-time cash lease payment.

Net Debt and Adjusted Net Debt Reconciliations

($ in 000s)	As of December 31, 2020
Long-term debt (including current portion)	$	3,915,988
Cash and cash equivalents	(380,420)
Marketable securities	(172,905)
Cash held as collateral against existing debt	(18,652)
Net Debt	3,344,011
Operating and financing lease obligations	1,528,962
Operating lease obligations related to certain non-facility leases for
which the related lease expense is included in Adjusted EBITDAR	(45,321)
Adjusted Net Debt	$	4,827,652
Adjusted Net Debt to Adjusted EBITDAR	7.7 x
Net Debt to Adjusted EBITDA after cash financing lease payments	17.0 x
Operating and financing lease obligations	$	1,528,962
Operating lease obligations related to certain non-facility leases for
which the related lease expense is included in Adjusted EBITDAR	(45,321)
Operating lease obligations related to corporate office and
information technology leases	$	(16,167)
Operating and financing lease obligations for Senior Housing
Leased Portfolio	$	1,467,474

Adjusted Free Cash Flow Reconciliation 2019

2020

($ in 000s)

Net cash provided by (used in) operating activities Net cash provided by (used in) investing activities Net cash provided by (used in) financing activities

Net increase (decrease) in cash, cash equivalents and restricted cash

Net cash provided by (used in) operating activities

Distributions from unconsolidated ventures from cumulative share of net earnings

Changes in prepaid insurance premiums financed with notes payable

Changes in liabilities for lessor capital expenditure reimbursements under operating leases

Non-development capital expenditures, net Payment of financing lease obligations Adjusted Free Cash Flow (1)

(1) The first quarter of 2020 includes the $100.0 million management agreement termination fee payment received from Healthpeak related to the sale of Brookdale's interest in the entry fee CCRC venture, which closed on January 31, 2020. The second quarter of 2020 includes $85.0 million of accelerated/advanced Medicare payments received, $34.2 million of Provider Relief Funds and other government grants accepted, and $26.5 million of the employer portion of payroll taxes deferred in the second quarter of 2020. The third quarter of 2020 includes the one-time cash lease payment of $119.2 million, and includes $2.5 million of accelerated/advanced Medicare payments received, $4.4 million of Provider Relief Funds and other government grants accepted, and $23.6 million of employer portion of payroll taxes deferred in the third quarter of 2020. The fourth quarter of 2020 includes $77.2 million of Provider Relief Funds and other government grants accepted and $22.6 million of employer portion of payroll taxes deferred in the fourth quarter of 2020.

Brookdale Senior Living Inc.

111 Westwood Place, Suite 400

Brentwood, TN 37027

[phone]www.brookdale.com