☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 ofRegulation S-T ~~(§232.405 of this chapter)~~ during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated ~~filer,”~~filer”, “smaller reporting ~~company,”~~company” and “emerging growth company” inRule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). Yes ☐ No ☒

As of November 3, ~~2017,~~2023, Medical Properties Trust, Inc. had ~~364,156,080~~599.0 million shares of common stock, par value $0.001, outstanding.

This report combines the Quarterly Reports on Form 10-Q for the three and nine months ended September 30, ~~2017,~~2023 of Medical Properties Trust, Inc., a Maryland corporation, and MPT Operating Partnership, L.P., a Delaware limited partnership, through which Medical Properties Trust, Inc. conducts substantially all of its operations. Unless otherwise indicated or unless the context requires otherwise, all references in this report to “we,” “us,” “our,” ~~“our company,”~~ “Medical Properties,” “MPT,” or ~~“the company”~~the “company” refer to Medical Properties Trust, Inc. together with its consolidated subsidiaries, including MPT Operating Partnership, L.P. Unless otherwise indicated or unless the context requires otherwise, all references to ~~“our operating partnership” or “the operating~~“operating partnership” refer to MPT Operating Partnership, L.P. together with its consolidated subsidiaries.

Typically, our loans are collateralized by assets of the borrower (some assets of which are on the premises of facilities owned by us) and further supported by limited guarantees made by certain principals of the borrower.16

~~See Note 3 and 7 for additional description of the nature, purpose and activities of our more significant VIEs and interests therein, such as Ernest Health, Inc. (“Ernest”).~~

3. Real Estate and ~~Lending~~Other Activities

~~Acquisitions~~New Investments

We acquired or invested in the following net assets (in thousands):

   Nine Months
Ended September 30,
   2017    2016
Assets Acquired

Land and land improvements
   $ 196,094    $ 13,602
Building
   987,442    125,744
Intangible lease assets — subject to amortization (weighted average useful life 28.7 years for 2017 and 19.4 years for 2016)
   128,961    10,754
Net investments in direct financing leases
   40,450    63,000
Mortgage loans
   700,000    —
Equity investments
   100,000    —
Liabilities assumed
   (878 )    —




Total assets acquired
   $ 2,152,069    $ 213,100
Loans repaid (1)
   —      (93,262 )




Total net assets acquired
   $ 2,152,069    $ 119,838


	For the Nine Months Ended September 30,
	2023			2022

Land and land improvements	$	28,916		$	34,925
Buildings		114,966			312,645
Intangible lease assets — subject to amortization (weighted-average useful life of 24.8 years for 2023 and 20.4 years for 2022)		16,305			19,839
Mortgage loans		—			100,000
Investments in unconsolidated real estate joint ventures		—			399,456
Investments in unconsolidated operating entities		50,000			131,105
Other loans		25,000			—
Liabilities assumed		—			(25,727	)
	$	235,187		$	972,243
Loans repaid(1)		(22,900	)		—
Total net assets acquired	$	212,287		$	972,243

(1)

The 2023 column includes a $23 million mortgage loan that was converted to fee simple ownership of one property as described under Lifepoint Transaction below.

~~(1)~~

~~$93.3 million loans advanced to Capella (now RCCH Healthcare Partners (“RCCH”)) in 2015 and repaid in 2016 as a part of the Capella Transaction discussed below.~~

2023 Activity

The purchase price allocations attributable to the 2017 acquisitions and certain acquisitions made in the last quarter of 2016 are preliminary. When all relevant information is obtained, resulting changes, if any, to our provisional purchase price allocation will be adjusted to reflect new information obtained about the facts and circumstances that existed as of the respective acquisition dates that, if known, would have affected the measurement of the amounts recognized as of those dates.Prospect Transaction

~~2017 Activity~~

~~Steward Transactions~~

~~On September 29, 2017,~~In August 2019, we ~~acquired from IASIS Healthcare LLC (“IASIS”)~~invested in a portfolio of ~~ten~~14 acute care hospitals in three states (California, Pennsylvania, and ~~one behavioral health facility, along with ancillary land and buildings, that are located in Arizona, Utah, Texas, and Arkansas. The portfolio is now~~Connecticut) operated by Steward Health Care System LLC (“Steward”), which separately completed its acquisition of IASIS on September 29, 2017. Our investment in the portfolio includes the acquisition of eight acute care hospitals and ~~one behavioral health facility for approximately $700 million, the making of $700 million in mortgage loans on two acute care hospitals, and a $100 million minority equity contribution in Steward,~~master leased to or mortgaged by Prospect Medical Holdings, Inc. ("Prospect") for a combined investment of approximately ~~$1.5~~$1.5 billion. ~~The nine~~In addition, we originated a $112.9 million term loan cross-defaulted to the master lease and mortgage loan agreements and further secured by a parent guaranty. In the 2022 second quarter, we funded an additional $100 million towards the existing mortgage loan that was secured by a first lien on a California hospital. Prospect's operations were negatively impacted by the coronavirus ("COVID-19") global pandemic commencing in early 2020, but Prospect remained current with respect to contractual rent and interest payments until the fourth quarter of 2022. Accordingly, and due further to the termination of certain refinancing negotiations between Prospect and certain third parties in early 2023 that included provisions for payment of unpaid rent and interest, we recorded an approximate $280 million impairment charge in the 2022 fourth quarter. As part of this charge, we reduced the carrying value of the underperforming Pennsylvania properties by approximately $170 million (to approximately $250 million) and reserved all unbilled rent accruals for a total of $112 million.

However, Prospect continued to pursue a recapitalization plan, and, in late March 2023, Prospect received a binding commitment from several lenders to provide liquidity to pay down certain debt instruments. Along with these commitments from third-party lenders, we agreed to pursue certain transactions with Prospect as part of their recapitalization plan, including originating a $50 million convertible loan to PHP Holdings, the managed care business of Prospect, in the first quarter of 2023.

On May 23, 2023, Prospect completed its recapitalization plan, which included receiving $375 million in new financing from several lenders. Along with this new debt capital from third-party lenders, we agreed to the following restructuring of our $1.7 billion investment in Prospect including: a) maintaining the master lease covering six California hospitals without any changes in rental rates or escalator provisions, but with cash payments starting in September 2023 for a substantial portion of the contractual monthly rent due on these California properties, b) transitioning the Pennsylvania properties back to Prospect in return for a first lien mortgage on the facilities, c) providing up to $75 million in a loan secured by a first lien on Prospect's accounts receivable and certain other assets, of which we had funded $25 million on May 23, 2023 and an additional $20 million in both the third quarter of 2023 and in October 2023, d) completing the previously disclosed sale of the Connecticut properties to Yale New Haven ("Yale"), as more fully described in Note 9 to the condensed consolidated financial statements, and e) obtaining a non-controlling ownership interest in PHP Holdings of approximately $654 million, after applying a discount for lack of marketability, consisting of an approximate $68 million equity investment and $586 million loan convertible into equity of PHP Holdings (collectively, the "Prospect Transaction"). This non-controlling ownership interest was received in exchange for unpaid rent and interest through December 2022, previously unrecorded rent and interest revenue in 2023 totaling approximately $82 million (including approximately $13 million that was recorded as revenue in the 2023 third quarter), our $151 million mortgage loan on a California property, our $112.9 million term loan, and other obligations at the time of such investment.

At September 30, 2023, we believe our remaining investment in the Prospect real estate, our investments in PHP Holdings, and other assets are fully recoverable, but no assurances can be given that we will not have any further impairments in future periods.

Lifepoint Transaction

On February 7, 2023, a subsidiary of Lifepoint Health, Inc. ("Lifepoint") acquired a majority interest in Springstone (now Lifepoint Behavioral Health, "Lifepoint Behavioral") (the "Lifepoint Transaction") based on an enterprise value of $250 million. As part of the transaction, we received approximately $205 million in full satisfaction of our initial acquisition loan, including accrued interest, and we retained our minority equity investment in the operations of Lifepoint Behavioral. Separately, we converted a mortgage loan (as part of our initial acquisition in 2021) into the fee simple ownership of a property in Washington, which will be leased, along with the other 18 behavioral health hospitals already leased to Lifepoint Behavioral, under the master lease agreement. In connection with the Lifepoint Transaction, Lifepoint extended its current lease with us on eight existing general acute care hospitals by five years to 2041.

Other Transactions

In the second quarter of 2023, we acquired three inpatient rehabilitation facilities for a total of approximately €70 million. These hospitals are ~~being~~leased to Median Kliniken S.á.r.l ("MEDIAN") pursuant to a long-term master lease with annual inflation-based escalators.

On April 14, 2023, we acquired five behavioral health hospitals located in the United Kingdom for approximately £44 million. These hospitals are leased to Priory Group ("Priory") pursuant to five separate lease agreements with annual inflation-based escalators.

2022 Activity

Macquarie Transaction

On March 14, 2022, we completed a transaction with Macquarie Asset Management (“MAM”), an unrelated party, to form a partnership (the “Macquarie Transaction”), pursuant to which we contributed eight Massachusetts-based general acute care hospitals that are leased to Steward Health Care System LLC ("Steward"), and a fund managed by MAM acquired, for cash consideration, a 50% interest in the partnership. The transaction valued the portfolio at approximately $1.7 billion, and we recognized a gain on sale of real estate of approximately $600 million from this transaction, partially offset by the write-off of unbilled straight-line rent receivables. The partnership raised nonrecourse secured debt of 55% of asset value, and we received proceeds, including from the secured debt, of approximately $1.3 billion. We obtained a 50% interest in the real estate partnership valued at approximately $400 million (included in the "Investments in unconsolidated real estate joint ventures" line of our condensed consolidated balance sheets), which is being accounted for under the equity method of accounting.

In connection with this transaction, we separated the eight Massachusetts-based facilities into a new master lease with terms generally identical to the other master lease, and the initial fixed lease term of both master leases was extended to 2041.

Other Transactions

On March 11, 2022, we acquired four general acute care hospitals in Finland for €178 million ($194 million). These hospitals are leased to Pihlajalinna pursuant to ~~the original~~a long-term ~~master~~ lease ~~agreement entered into in October 2016 that had an initial 15-year term~~ with ~~three 5-year extension options, plus~~ annual inflation-based escalators. ~~The terms~~We acquired these facilities by purchasing the shares of the ~~mortgage~~real estate holding entities, which included deferred income tax and other liabilities of approximately $26 million.

On February 16, 2022, we agreed to participate in an existing syndicated term loan with a term of six years originated on behalf of Priory, of which we funded £96.5 million towards a £100 million participation level in the variable rate loan.

Other acquisitions in the first nine months of 2022 included six general acute care facilities. Three general acute care facilities, located throughout Spain, were acquired on April 29, 2022 for €27 million and are ~~substantially similar~~leased to GenesisCare pursuant to a long-term lease with annual inflation-based escalators. Two general acute care facilities, one in Arizona and the ~~master lease.~~

~~On May 1, 2017, we acquired eight hospitals previously affiliated with Community Health Systems, Inc.~~other in Florida, ~~Ohio,~~were acquired on April 18 and ~~Pennsylvania~~25, 2022, respectively, for ~~an aggregate purchase price of $301.3 million. These facilities~~approximately $80 million and are leased to Steward pursuant to an already existing master lease agreement with annual inflation-based escalators. The other general acute care facility, located in Colombia, was acquired on July 29, 2022 for $26 million and is leased to Fundación Cardiovascular de Colombia pursuant to a long-term lease with inflation-based escalators.

Development Activities

See table below for a status summary of our current development projects (in thousands):


Property	Commitment		Costs Incurred as of September 30, 2023		Estimated Rent Commencement Date
IMED Hospitales ("IMED") (Spain)	$	44,848	$	43,103	4Q 2023
Lifepoint Behavioral Health (Texas)		31,600		17,790	1Q 2024
IMED (Spain)		36,280		13,775	3Q 2024
IMED (Spain)		49,790		17,045	1Q 2025
Steward (Texas)		169,408		90,445	2Q 2026
	$	331,926	$	182,158

2023 Activity

During the ~~original~~first nine months of 2023, we completed construction and began recording rental income on one inpatient rehabilitation facility located in Lexington, South Carolina, which commenced rent on July 1, 2023, and another inpatient rehabilitation facility located in Stockton, California, which commenced rent on May 1, 2023. Both of these facilities are leased to Ernest Health, Inc. ("Ernest") pursuant to an existing long-term master ~~lease~~lease.

We continue to fund the redevelopment of and defer rent on our Norwood facility in Massachusetts. Recovery receivables of approximately $130 million associated with ~~Steward.~~

~~MEDIAN Transactions~~

~~During~~the damage to this facility are included in the "Other assets" line of our condensed consolidated balance sheets. In conjunction with the redevelopment of the Norwood facility, we advanced $50 million to Steward, in the first half of 2023, that is secured by, among other things, proceeds from Steward's business interruption insurance claims. Additionally, we have funded approximately $175 million through the third quarter of ~~2017,~~2023 for building improvements related to this facility.

2022 Activity

During the 2022 first quarter, we ~~acquired two~~completed construction and began recording rental income on an inpatient rehabilitation ~~hospitals~~facility located in Germany for an aggregate purchase price of €39.2 million, in addition to 11 rehabilitation hospitals in Germany that we acquired in the second quarter of 2017 for an aggregate purchase price of €127 million. These 13 properties are leased to affiliates of Median Kliniken S.a.r.l. (“MEDIAN”), pursuant to a third master lease that has a fixed term ending in August 2043 with annual escalators at the greater of one percent or 70% of German consumer price index. These acquisitions are the final properties of the portfolio of 20 properties in Germany that we agreed to acquire in July 2016 for €215.7 million, of which seven properties totaling €49.5 million closed in December 2016.

~~On June 22, 2017, we acquired an acute care hospital in Germany for a purchase price of €19.4 million of which €18.6 million was paid upon closing with the remainder being paid over four years.~~Bakersfield, California. This ~~property~~facility commenced rent on March 1, 2022 and is leased to ~~affiliates of MEDIAN,~~Ernest pursuant to an existing long-term master ~~lease~~lease.

Disposals

2023 Activity

On March 30, 2023, we entered into a definitive agreement to sell our 11 general acute care facilities located in Australia and operated by Healthscope Ltd. ("Healthscope") (the "Australia Transaction") to affiliates of HMC Capital for cash proceeds of approximately A$1.2 billion. As a result, we designated the Australian portfolio as held for sale in the first quarter of 2023 and recorded an approximate $82 million net impairment charge to-date, which included $37.4 million of straight-line rent receivables, an estimated $8 million in fees to sell the hospitals, and $13 million of accumulated other comprehensive loss related to foreign currency translation. This impairment charge was partially offset by approximately $29 million of deferred gains from our interest rate swap in accumulated other comprehensive income that ~~ends in December 2042 with annual escalators at the greater of one percent or 70% of the German consumer price index.~~

~~On January 30, 2017, we acquired an inpatient rehabilitation hospital in Germany for €8.4 million. This acquisition~~ was ~~the final property~~reclassified to ~~close~~earnings as part of this expected transaction. This transaction was set to close in two phases. The first phase closed on May 18, 2023, in which we sold seven of the ~~six hospital portfolio~~11 facilities for A$730 million, and the final phase closed on October 10, 2023, in which we sold the remaining four facilities for approximately A$470 million.

On March 8, 2023, we received notice that ~~we agreed~~Prime Healthcare Services, Inc. ("Prime") planned to ~~buy in September 2016 for an aggregate amount of €44.1 million. This property is leased~~exercise its right to ~~affiliates of MEDIAN pursuant to the original long-term master lease agreement reached with MEDIAN in 2015.~~

~~Other Transactions~~

~~On June 1, 2017, we acquired~~repurchase from us the real estate assets of Ohio Valley Medical Center, a 218-bed acute care hospital located in Wheeling, West Virginia, and the East Ohio Regional Hospital, a 139-bed acute care hospital in Martins Ferry, Ohio, from Ohio Valley Health Services, a not-for-profit entity in West Virginia,associated with one master lease for approximately $100 million. As such, we recorded an aggregate purchase price of approximately $40 million. We simultaneously leased the facilities to Alecto Healthcare Services LLC (“Alecto”), the current operator of three facilities in our portfolio, pursuant to a lease with a 15-year initial term with 2% annual minimum rent increases and three 5-year extension options. The facilities are cross-defaulted and cross-collateralized with our other hospitals currently operated by Alecto. We also agreed to provide up to $20.0approximate $11 million ~~in capital improvement funding on these two facilities - none of which has been funded to date. With these acquisitions, we also obtained a 20% interest~~non-cash impairment charge in the ~~operator~~first quarter of ~~these facilities.~~2023 related to unbilled rent on the three facilities that were sold. On July 11, 2023, Prime acquired the three facilities for $100 million.

2022 Activity

On ~~May 1, 2017,~~March 14, 2022, we ~~acquired~~completed the previously described partnership with MAM, in which we sold the real estate of ~~St. Joseph Regional Medical Center, a 145-bed~~eight Massachusetts-based general acute care ~~hospital~~hospitals, with a fair value of approximately $1.7 billion. See "New Investments" in ~~Lewiston, Idaho~~this same Note 3 for ~~$87.5 million. This facility is leased~~further details on this transaction.

During the first nine months of 2022, we also completed the sale of 15 other facilities (including 11 properties sold on September 1, 2022 to ~~RCCH, pursuant~~Prime for proceeds of $366 million) and five ancillary properties for total proceeds of approximately $522 million and recognized a gain on real estate of approximately $100 million, along with a $42 million write-off of straight-line rent receivables due to the ~~existing long-term master~~early termination of certain properties' expected lease ~~entered into with RCCH~~terms.

Summary of Operations for Disposed Assets in ~~April 2016.~~2023 and 2022

The properties sold during 2023 and 2022 do not meet the definition of discontinued operations. However, the following represents the operating results from these properties for the periods presented (in thousands):


	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2023			2022			2023			2022
Revenues(1)	$	5,632		$	(9,358	)	$	36,560		$	75,289
Real estate depreciation and amortization		—			(5,905	)		(4,991	)		(20,207	)
Property-related expenses		(569	)		(407	)		(2,430	)		(6,226	)
Real estate and other impairment charges(2)		(3,750	)		—			(93,288	)		—
Other (expense) income(3)		(2,455	)		62,053			(13,433	)		518,219
(Loss) income from real estate dispositions, net	$	(1,142	)	$	46,383		$	(77,582	)	$	567,075

~~From the respective acquisition dates, the properties acquired in 2017 contributed $16.7~~

(1)

Includes approximately $35 million and $42 million of ~~revenue and $12.7 million of income (excluding related acquisition expenses and taxes) for~~straight-line rent write-offs associated with the three months ended September 30, 2017, and $25.1 million of revenue and $18.8 million of income (excluding related acquisition expenses and taxes) for the nine months ended September 30, 2017. In addition, we expensed $5.4 million and $15.6 million of acquisition-related costs on these 2017 acquisitionsnon-Macquarie disposal transactions for the three and nine months ended September 30, ~~2017,~~2022, respectively.

~~2016 Activity~~

~~On July 22, 2016, we acquired~~

(2)

Includes an ~~acute care facility in Olympia, Washington in exchange for a $93.3~~approximate $82 million ~~loan~~net impairment charge (including $37.4 million of straight-line rent write-offs) associated with the Australia Transaction and an ~~additional $7~~approximate $11 million ~~in cash. The property has been leased to RCCH on terms substantially similar to those~~non-cash impairment charge associated with the repurchase of ~~the existing long-term master lease entered into with RCCH in April 2016.~~

On June 22, 2016, we closed on the last property of the €688 million MEDIAN transaction, that was announced on April 29, 2015, for a purchase price of €41.6 million. Upon acquisition, this property became subject to an existing master lease between us and affiliates of MEDIAN that has a lease term ending December 2042 and annual escalators at the greater of one percent or 70% of the German consumer price index.

~~On May 2, 2016, we acquired an acute care hospital in Newark, New Jersey for an aggregate purchase price of $63 million leased to~~three Prime Healthcare Services, Inc. (“Prime”) pursuant to a new fifth master lease, which had a 15-year term with three five-year extension options, plus consumer price-indexed increases, limited to a 2% floor. Furthermore, we committed to advance an additional $30 million to Prime over a three-year period to be used solely for capital additions to the real estate; any such additions will be added to the basis upon which the lessee will pay us rents. None of the additional $30 million has been funded to date.

From the respective acquisition dates, the properties acquired during the nine months ended September 30, 2016, contributed $4.6 million and $3.8 million of revenue and income (excluding related acquisition expenses), respectively, for the three months ended September 30, 2016. From the respective acquisition dates, the properties acquired during the nine months ended September 30, 2016 contributed $5.7 million and $4.9 million of revenue and income (excluding related acquisition expenses), respectively,facilities for the nine months ended September 30, ~~2016. In addition, we incurred $2.4~~2023.

(3)

Includes $68.8 million and $536.8 million of ~~acquisition-related costs on~~gains (net of $125 million write-off of straight-line rent receivables related to the ~~2016 acquisitions for the nine months ended September 30, 2016.~~

~~Pro Forma Information~~

~~The following unaudited supplemental pro forma operating data is presented~~Macquarie Transaction) for the three and nine months ended September 30, ~~2017~~2022.

Leasing Operations (Lessor)

We acquire and ~~2016, as if each acquisition was completed on January 1, 2016~~develop healthcare facilities and ~~January 1, 2015 for~~lease the ~~period ended September 30, 2017 and 2016, respectively. Supplemental pro forma earnings were adjusted~~facilities to ~~exclude acquisition-related costs on consummated deals incurred.~~healthcare operating companies. The unaudited supplemental pro forma operating data is not necessarily indicative of what the actual results of operations would have been assuming the transactions had been completed as set forth above, nor do they purport to represent our results of operations for future periods (in thousands, except per share/unit amounts).

   For the Three Months    For the Nine Months
   Ended September 30,    Ended September 30,
   2017    2016    2017    2016
Total revenues
   $ 209,368    $ 207,898    $ 623,635    $ 622,798
Net income
   $ 102,112    $ 107,863    $ 311,306    $ 307,645
Net income per share/unit — diluted
   $ 0.28    $ 0.30    $ 0.85    $ 0.84

~~Development Activities~~

~~During the first nine months of 2017, we completed construction on the following facilities:~~

Adeptus Health, Inc. (“Adeptus Health”) – We completed four acute care facilities for this tenant during 2017 totaling approximately $68 million in development costs. These facilities are leased pursuant to an existing long-term master lease.

IMED Group (“IMED”) – Our general acute facility located in Valencia, Spain opened on March 31, 2017, and is being leased to IMED pursuant to a 30-year lease that provides for quarterly fixed rent payments beginning six months from the lease start date with annual increases of 1% beginning April 1, 2020. Our ownership in this facility is effected through a joint venture between us and clients of AXA Real Estate, in which we own a 50% interest. Our share of the aggregate purchase and development cost of this facility is approximately €21 million.

In April 2017, we completed the acquisition of the long leasehold interest of a development site in Birmingham, England from the Circle Health Group (“Circle”) (the tenant of our existing site in Bath, England) for a purchase price of £2.7 million. Simultaneously with the acquisition, we entered into contracts with the property landlord and the Circle committing us to construct an acute care hospital on the site. Our total development costs are anticipated to be approximately £30 million. Circle is contracted to enter into a lease of the hospital following completion of construction for an initial 15-year term with rent to be calculated based on our total development costs.

~~See table below for a status update on our current development projects (in thousands):~~

Property
   Commitment    Costs
Incurred
as of
September 30, 2017    Estimated
Completion
Date
Ernest (Flagstaff, Arizona)
   $ 28,067    $ 16,619    1Q 2018
Circle (Birmingham, England)
   43,221    11,389    1Q 2019





   $ 71,288    $ 28,008

~~Disposals~~

~~2017 Activity~~

On March 31, 2017, we sold the EASTAR Health System real estate located in Muskogee, Oklahoma, which was leased to RCCH. Total proceeds from this transaction were approximately $64 million resulting in a gain of $7.4 million, partially offset by a $0.6 million non-cash charge to revenue to write-off related straight-line rent receivables on this property.

~~2016 Activity~~

~~Capella Transaction~~

Effective April 30, 2016, our investment in the operator of Capella Healthcare, Inc. (“Capella”) merged with Regional Care Hospital Partners, Inc. (“Regional Care”) (an affiliate of certain funds managed by affiliates of Apollo Global Management, LLC. (“Apollo”)) to form RCCH. As part of the transaction, we received net proceeds of approximately $550 million including approximately $492 million for our equity investment and loans made as part of the original Capella transaction that closed on August 31, 2015. In addition, we received $210 million in prepayment of two mortgage loans for hospitals in Russellville, Arkansas, and Lawton, Oklahoma, that we made in connection with the original Capella transaction. We made a new $93.3 million loan for a hospital property in Olympia, Washington that was subsequently converted to real estate on July 22, 2016. Additionally, we and an Apollo affiliate invested $50 million each in unsecured senior notes issued by RegionalCare, which we sold to a large institution on June 20, 2016 at par. The proceeds from this transaction represented the recoverability of our investment in full, except for transaction costs incurred of $6.3 million.

We maintained our ownership of five hospitals in Hot Springs, Arkansas; Camden, South Carolina; Hartsville, South Carolina; Muskogee, Oklahoma; and McMinnville, Oregon. Pursuant to the transaction described above, the underlying leases, one of which is a master lease covering all but one property, was amended to shorten the initial fixed lease ~~term, increase~~terms of these infrastructure-type assets are typically at least 15 years, and most include renewal options at the ~~security deposit,~~election of our tenants, generally in five year increments. Over 99% of our leases provide annual rent escalations based on increases in the Consumer Price Index ("CPI") (or similar indices outside the U.S.) and/or fixed minimum annual rent escalations. Many of our domestic leases contain purchase options with pricing set at various terms but in no case less than our total initial investment. Our leases typically require the tenant to handle and

~~eliminate the lessees’ purchase option provisions. Due to this lease amendment, we reclassified the lease~~ bear most of the costs associated with our properties ~~under the master lease from a direct finance lease (“DFL”) to an operating lease. This reclassification resulted in a write-off of $2.6 million in unbilled DFL rent in the 2016 second quarter.~~including repair/maintenance, property taxes, and insurance.

~~Post Acute Transaction~~

On May 23, 2016, we sold five properties (three of which were in Texas and two in Louisiana) that were leased and operated by Post Acute Medical (“Post Acute”). As part of this transaction, our outstanding loans of $4 million were paid in full, and we recovered our investment in the operations. Total proceeds from this transaction were $71 million resulting in a net gain of approximately $15 million.

~~Corinth Transaction~~

On June 17, 2016, we sold the Atrium Medical Center real estate located in Corinth, Texas, which was leased and operated by Corinth Investor Holdings. Total proceeds from the transaction were $28 million resulting in a gain on real estate of approximately $8 million. This gain on real estate was offset by approximately $9 million of non-cash charges that included the write-offFor all of our ~~investment in~~properties subject to lease, we are the ~~operations~~legal owner of the ~~facility, straight-line rent receivables,~~property, and the tenant's right to use and possess such property is guided by the terms of a ~~lease intangible.~~

~~HealthSouth Transaction~~

On July 20, 2016, we sold three inpatient rehabilitation hospitals located in Texas and operated by HealthSouth Corporation (“HealthSouth”) for $111.5 million, resulting in a net gain of approximately $45 million.

~~The sales in 2017 and 2016 were not strategic shifts in our operations, and therefore the results of operations related to these facilities were not reclassified as discontinued operations.~~

~~Summary of Operations for Assets Disposed in 2016~~

The following represents the operating results (excluding gain on sale, transaction costs, and impairment or other non-cash charges) from the properties which sold during 2016 (excluding loans repaid in the Capella Transaction) for the periods presented (in thousands):

   For the Three Months
Ended September 30,    For the Nine Months
Ended September 30,
   2017    2016    2017    2016
Revenues
   $ —      $ 244    $ —      $ 7,851
Real estate depreciation and amortization
   —      —      —      (1,754 )
Property-related expenses
   —      —      —      (114 )
Other income (expense)
   —      45    —      (23 )








Income from real estate dispositions, net
   $ —      $ 289    $ —      $ 5,960

~~Leasing Operations~~

lease. At September 30, ~~2017,~~2023, we account for all of these leases as operating leases, except where GAAP requires alternative classification, including leases on ~~two Alecto facilities, 15~~13 Ernest facilities ~~and 10 Prime facilities~~that are accounted for as ~~DFLs.~~ direct financing leases and leases on nine of our Prospect facilities and five of our Ernest facilities that are accounted for as a financing. The components of our ~~net~~total investment in ~~DFLs~~financing leases consisted of the following (in thousands):


	As of September 30, 2023			As of December 31, 2022
Minimum lease payments receivable	$	616,686		$	880,253
Estimated unguaranteed residual values		203,818			203,818
Less: Unearned income and allowance for credit loss		(576,309	)		(731,915	)
Net investment in direct financing leases		244,195			352,156
Other financing leases (net of allowance for credit loss)		989,141			1,339,167
Total investment in financing leases	$	1,233,336		$	1,691,323

   As of September 30,
2017    As of December 31,
2016
Minimum lease payments receivable
   $ 2,312,621    $ 2,207,625
Estimated residual values
   448,098    407,647
Less: Unearned income
   (2,064,890 )    (1,967,170 )




Net investment in direct financing leases
   $ 695,829    $ 648,102




The decrease in our investment in financing leases since December 31, 2022, is the result of selling three Prime facilities in the third quarter of 2023 and the sale of four Pennsylvania properties and other aspects of the Prospect Transaction.

~~Adeptus Health~~Other Leasing Activities

On April 4, 2017, we announced that we had agreed in principle with Deerfield Management Company, L.P. (“Deerfield”), a healthcare-only investment firm, to the restructuring in bankruptcy of Adeptus Health, a current tenant and operator of facilities representing less than 5%At September 30, 2023, 99% of our properties are occupied by tenants, leaving five properties as vacant, representing approximately 0.2% of total ~~gross~~ assets. We are in various stages of either releasing or selling these vacant properties, for one of which we received and recorded a significant lease termination fee in 2019.

As more fully described in “Item 1A. Risk Factors” in our Annual Report on Form 10-K, our tenants’ financial performance and resulting ability to satisfy their lease and loan obligations to us are material to our financial results and our ability to service our debt

and make distributions to our stockholders. Our tenants operate in the healthcare industry, which is highly regulated, and changes in regulation (or delays in enacting regulation) may temporarily impact our tenants’ operations until they are able to make the appropriate adjustments to their business. In ~~furtherance~~addition, our tenants may experience operational challenges from time-to-time as a result of many factors, including those external to them, such as cybersecurity attacks or public health crises (like the ~~restructuring, Adeptus~~COVID-19 pandemic), economic issues resulting in high inflation and spikes in labor costs, and adverse market and political conditions. We monitor our tenants' operating results and the potential impact from these challenges. We may elect to provide support to our tenants from time-to-time in the form of short-term rent deferrals to be paid back in full (like as described below under COVID-19 Rent Deferrals and Pipeline Health System), or in the form of temporary loans (like as described previously in the Prospect Transaction).

COVID-19 Rent Deferrals

Due to COVID-19 and its impact on our tenants' business, we agreed to defer collection of a certain amount of ~~its subsidiaries~~rent for certain tenants. Pursuant to our agreements with these tenants, we expect repayments of previously deferred rent to continue, with the remaining outstanding deferred rent balance of approximately $7.5 million as of September 30, 2023, to be paid over specified periods in the future with interest.

Pipeline Health System

On October 2, 2022, Pipeline filed ~~voluntary petitions~~ for reorganization relief under Chapter 11 protection of the United States Bankruptcy Code in the Southern District of Texas, while keeping its hospitals open to continue providing care to the communities served. On February 6, 2023, Pipeline emerged from bankruptcy. Per the bankruptcy settlement, Pipeline's current lease of our California assets remains in place, and we were repaid on ~~April 19, 2017. Funds advised by Deerfield acquired Adeptus Health’s~~February 7, 2023 for all rent that was outstanding ~~bank debt and Deerfield~~at December 31, 2022, along with what was due for the first quarter of 2023. We have agreed to ~~provide additional financing,~~defer approximately $6 million, or approximately 30%, of rent in 2023 to be paid in 2024 with interest. As of September 30, 2023, Pipeline was in compliance with all terms of the bankruptcy settlement and the lease.

Steward Health Care System

On May 1, 2023, Catholic Health Initiatives Colorado ("CHIC"), a wholly owned subsidiary of CommonSpirit Health ("CommonSpirit"), acquired the Utah hospital operations of five general acute care facilities previously operated by Steward (the "Steward Transaction"). As a result of this transaction, we received $100 million on May 1, 2023, of the $150 million loan made in the 2022 second quarter. The new lease with CHIC for these Utah assets has an initial fixed term of 15 years with annual escalation provisions, along with ~~operational and managerial support, to Adeptus Health as~~early lessee purchase options at the greater of fair market value or our gross investment. As part of this transaction, we severed these facilities from the ~~restructuring.~~

~~The Adeptus Health restructuring~~master lease with Steward, and ~~terms of our agreement with Deerfield provided for~~accordingly accelerated the ~~payment to us of 100%~~amortization of the associated in-place lease intangibles (approximately $286 million) and wrote-off approximately $95 million of straight-line rent ~~payable during~~receivables in the ~~restructuring and the assumption by Deerfield~~second quarter of ~~all our master leases and related agreements with Adeptus Health at current rental rates. Through November 3, 2017, Adeptus Health~~2023.

Steward is current through September on its rent and interest obligations ~~to us.~~

On September 29, 2017, the United States Bankruptcy Court for the Northern District of Texas, Dallas Division, entered an order confirming the Debtors’ Third Amended Joint Plan of Reorganization under Chapter 11 of the Bankruptcy Code (the “Plan”). The Plan became effective on October 2, 2017 (the “Confirmation Effective Date”). In connection with the confirmation of the Plan, Deerfield agreed that it would assume all of the master leases and related agreements between us and Adeptus Health, cure all defaults that had arisen priorpursuant to the ~~commencement~~various lease and loan agreements, although a portion of September rent was paid in early October; similarly, a portion of October rent was paid timely and the bankruptcy proceedings with respect to all properties, and continue to pay rent with respect to all but 16 of the 56 Adeptus Health properties according to the terms of the master leases and related agreements. Rent will remain the same, and a previously disclosed rent concession was removed from the terms. We plan to re-lease or sell the remaining 16 properties, and Adeptus Health will continue to pay rent with respect to those 16 properties until the earlier of (a) transition to a new operatorremainder is complete, (b) two years following the Confirmation Effective Date (for one facility), (c) one year following the Confirmation Effective Date (for seven facilities), (d) six months following the Confirmation Effective Date (for three facilities), and (e) three months following the Confirmation Effective Date (for five facilities). These lease or sale transactions are expected to be ~~completed~~paid in mid-November. Steward's cash flows from operations have been impacted by challenges related to revenue cycle management and a backlog of accounts payable. Steward's management has described to us its plans for continued improvements to profitability, access to working capital liquidity, and sales of certain non-core assets. Based on these initiatives, the ~~end~~reported profitability of ~~2019. Although~~Steward's operations at our facilities, our cross-defaulted master lease structure, and the additional security of our overall collateral interests, we believe that Steward will be able to satisfy its rental obligations over the full term of our master leases. However, no assurances can be ~~made~~given that we will not ~~recognize a loss~~have any impairment charges in the ~~future,~~future.

Alecto Healthcare Services LLC

On June 16, 2023, Alecto Healthcare Services LLC ("Alecto") filed for Chapter 11 bankruptcy in Delaware. At the time, we leased one property to Alecto in Sherman, Texas with a net book value of approximately $12 million. As a result of this bankruptcy, we have entered into a restructuring agreement involving the Sherman facility and American Healthcare Systems, the new tenant of the facility, which we expect to finalize in 2023. We did not recognize any revenue related to this property in the 2023 third quarter.

Prospect

In September 2023, Prospect paid us $3.3 million in partial contractual rent on the six California properties, and we recognized this as rental revenue during the quarter. Subsequent to quarter-end, Prospect has paid us $11 million, in accordance with the underlying agreements, for rent on the California properties (October and November), rent on the Connecticut properties (November), and quarterly interest on the delayed draw term loan facility for the 2023 second quarter. This $11 million will be recorded as revenue in the 2023 fourth quarter.

Other Tenant Matters

We have agreed in principle to sell seven facilities back to a tenant that comprise approximately 1% of our total assets at September 30, 2023. With this transaction, along with a decline in operating results, we have determined that it is no longer probable that the tenant will be able to pay its rent for the duration of the lease. As a result, we reserved approximately $49 million of billed and straight-line rent receivables in the third quarter of 2023 and will account for rent on these properties under the cash method. At September 30, 2023, we believe the ~~sale or re-leasing~~net book value of the ~~assets related to these 16 facilities~~underlying real estate is recoverable. However, no assurances can be given that a future impairment will not ~~result~~be needed.

Investments in ~~any material loss or impairment.~~Unconsolidated Entities

~~On April 4, 2017,~~Investments in Unconsolidated Real Estate Joint Ventures

Our primary business strategy is to acquire real estate and lease to providers of healthcare services. Typically, we ~~announced~~directly own 100% of such investment. However, from time-to-time, we will co-invest with other investors that ~~our Louisiana freestanding emergency facilities then-operated by Adeptus Health (with~~share a ~~total budgeted investment~~similar view that hospital real estate is a necessary infrastructure-type asset in communities. In these types of ~~approximately $24.5 million) had been re-leased to Ochsner Clinic Foundation (“Ochsner”), a health care system in the New Orleans area. We incurred a non-cash charge~~investments, we will own undivided interests of $0.5 million to write-off the straight-line rent receivables associated with the previous Adeptus Health lease on these properties. On October 18, 2017, Ochsner agreed to an amended and restated lease that provided for initial termsless than 100% of ~~15 years with a 9.2% average minimum lease rate based on our total development and construction cost, as well as the addition of three five-year renewal options.~~

~~Hoboken Facility~~

~~In the first half of 2017, a subsidiary of the operator of our Hoboken facility acquired 20% of our subsidiary that owns~~ the real estate ~~for $10 million, which increased its interest~~and share control over the assets through unconsolidated real estate joint ventures. The underlying real estate and leases in these unconsolidated real estate joint ventures are structured similarly and carry a similar risk profile to the rest of our real estate ~~entity to 30%. This transaction is reflected in the non-controlling interest line of our condensed consolidated balance sheets.~~portfolio.

~~Loans~~

The following is a summary of our ~~loans (in~~investments in unconsolidated real estate joint ventures by operator (amounts in thousands):

   As of
September 30, 2017    As of
December 31, 2016
Mortgage loans
   $ 1,777,555    $ 1,060,400
Acquisition loans
   119,256    121,464
Working capital and other loans
   32,453    34,257




   $ 1,929,264    $ 1,216,121


Operator	Ownership Percentage	As of September 30, 2023		As of December 31, 2022
MEDIAN	50%	$	461,930	$	482,735
Swiss Medical Network	70%		432,919		454,083
Steward (Macquarie Transaction)	50%		431,224		417,701
Policlinico di Monza	50%		82,327		86,245
HM Hospitales	45%		53,325		57,139
Total		$	1,461,725	$	1,497,903

AsFor the first nine months of ~~September 30, 2017, our mortgage loans consist of loans made to four operators~~2023 and 2022, we received $67 million and $66 million, respectively, in dividends from these real estate joint ventures.

Investments in Unconsolidated Operating Entities

Our investments in unconsolidated operating entities are noncontrolling investments that are ~~secured by the~~typically made in conjunction with larger real estate ~~of 14 properties, and include~~transactions in which the ~~$700 million investment made on September 29, 2017,~~operators are vetted as part of our overall underwriting process. In many cases, we would not be able to acquire the Steward Transaction. Our non-mortgage loans typically consist of loans to our tenants for acquisitions and working capital purposes. At September 30, 2017, acquisition loans includes $114.4 million in loans to Ernest.

~~Concentrations of Credit Risk~~

~~Our revenue concentration for the nine months ended September 30, 2017 as compared to the prior year is as follows (dollars in thousands):~~

~~Revenue by Operator~~

   For the Nine Months Ended
September 30, 2017 For the Nine Months Ended
September 30, 2016
Operators
   Total
Revenue    Percentage of
Total Revenue Total
Revenue    Percentage of
Total Revenue
Steward (1)
   $ 114,776    23.0 % $ 20,969    5.4 %
Prime
   94,644    18.9 % 89,389    23.1 %
MEDIAN
   73,793    14.8 % 70,242    18.1 %
Ernest
   53,007    10.6 % 50,564    13.0 %
Adeptus Health
   39,638    7.9 % 25,873    6.7 %
RCCH
   30,668    6.1 % 42,776    11.0 %
Other operators
   93,258    18.7 % 88,041    22.7 %






Total
   $ 499,784    100.0 % $ 387,854    100.0 %

~~(1)~~

Includes approximately $21.6 million and $21 million of revenue for the nine months ended September 30, 2017 and 2016, respectively, from facilities leased to IASIS prior to it being acquired by Steward on September 29, 2017.

~~Revenue by U.S. State and Country~~

   For the Nine Months Ended
September 30, 2017 For the Nine Months Ended
September 30, 2016
U.S. States and Other Countries
   Total
Revenue    Percentage of
Total Revenue Total
Revenue    Percentage of
Total Revenue
Massachusetts
   $ 79,741    16.0 % $ —      —
Texas
   74,489    14.9 % 72,811    18.8 %
California
   49,681    9.9 % 49,724    12.8 %
New Jersey
   32,756    6.6 % 28,398    7.3 %
Arizona
   23,902    4.8 % 17,678    4.6 %
All other states
   147,606    29.5 % 143,289    36.9 %






Total U.S.
   $ 408,175    81.7 % $ 311,900    80.4 %
Germany
   $ 88,525    17.7 % $ 72,718    18.8 %
United Kingdom, Italy, and Spain
   3,084    0.6 % 3,236    0.8 %






Total International
   $ 91,609    18.3 % $ 75,954    19.6 %






Grand Total
   $ 499,784    100.0 % $ 387,854    100.0 %

~~On a total gross asset basis, which is total assets before accumulated depreciation/amortization, assumes all~~larger real estate ~~binding commitments on new~~portfolio without such investments in operators. These investments also offer the opportunity to enhance our overall return and ~~unfunded amounts on development deals~~provide for certain minority rights and commenced capital improvement projects are fully funded (see Notes 9 and 10 of Item 1 on this Form 10-Q), and assumes cash on hand is fully used in these transactions, our concentration as of September 30, 2017 as compared to December 31, 2016 is as follows (dollars in thousands):protections.

~~Gross Assets by Operator~~

   As of September 30, 2017 As of December 31, 2016
Operators
   Total
Gross Assets    Percentage of
Total
Gross Assets Total
Gross Assets    Percentage of
Total
Gross Assets
Steward (1)
   $ 3,445,379    36.8 % $ 1,609,583    22.5 %
MEDIAN
   1,209,767    12.9 % 993,677    13.9 %
Prime
   1,118,070    12.0 % 1,144,055    16.0 %
Ernest
   631,501    6.7 % 627,906    8.8 %
RCCH
   506,265    5.4 % 566,600    7.9 %
Other operators
   1,992,448    21.3 % 1,900,397    26.7 %
Other assets
   452,505    4.9 % 300,903    4.2 %






Total
   $ 9,355,935    100.0 % $ 7,143,121    100.0 %

~~(1)~~

~~Includes approximately $360 million of gross assets as of December 31, 2016 related to facilities leased to IASIS prior to it being acquired by Steward on September 29, 2017.~~

~~Gross Assets by U.S. State and Country~~

   As of September 30, 2017 As of December 31, 2016
U.S. States and Other Countries
   Total
Gross Assets    Percentage of
Total
Gross Assets Total
Gross Assets    Percentage of
Total
Gross Assets
Massachusetts
   $ 1,284,156    13.7 % $ 1,250,000    17.5 %
Texas
   1,275,784    13.6 % 947,443    13.3 %
Utah
   1,035,793    11.1 % 107,151    1.5 %
California
   542,879    5.8 % 542,889    7.6 %
Arizona
   498,844    5.3 % 331,834    4.6 %
All other states
   2,506,538    26.8 % 2,234,332    31.3 %
Other domestic assets
   397,850    4.3 % 264,215    3.7 %






Total U.S.
   $ 7,541,844    80.6 % $ 5,677,864    79.5 %
Germany
   $ 1,556,392    16.6 % $ 1,281,649    17.9 %
United Kingdom, Italy, and Spain
   203,044    2.2 % 146,920    2.1 %
Other international assets
   54,655    0.6 % 36,688    0.5 %






Total International
   $ 1,814,091    19.4 % $ 1,465,257    20.5 %






Grand Total
   $ 9,355,935    100.0 % $ 7,143,121    100.0 %

~~On an individual property basis, we had no investment of any single property greater than 3.8% of our total gross assets as of September 30, 2017.~~

~~4. Debt~~

The following is a summary of our investments in unconsolidated operating entities (amounts in thousands):


Operator	As of September 30, 2023		As of December 31, 2022
PHP Holdings	$	684,418	$	—
Steward (loan investment)		362,589		362,831
International joint venture		230,153		231,402
Swiss Medical Network		171,334		157,145
Priory		157,547		156,575
Steward (equity investment)		125,862		125,862
Aevis Victoria SA ("Aevis")		79,738		72,904
Aspris Children's Services ("Aspris")		15,996		16,023
Lifepoint Behavioral		11,093		200,827
Caremax		5,117		8,526
Prospect		—		112,777
Total	$	1,843,847	$	1,444,872

The change since December 31, 2022 primarily relates to the payoff of the Lifepoint Behavioral loan in February 2023, as part of the Lifepoint Transaction, partially offset by our investment in PHP Holdings, as more fully described previously in the Prospect Transaction.

For our investments marked to fair value, we recorded approximately $48.7 million in favorable non-cash fair value adjustments during the first nine months of 2023 as shown in the "Other (including fair value adjustments on securities)" line of the condensed consolidated statements of net income; whereas, this was a $12.6 million favorable non-cash fair value adjustment for the same period of 2022. The amount recorded in 2023 includes an approximate $30 million favorable fair market value adjustment in the third quarter of 2023 to our investment in PHP Holdings, and an approximate CHF 20 million favorable adjustment to our investment in Swiss Medical Network.

Other Investment Activities

In the third quarter of 2023, we invested approximately $105 million for a participation in Steward's syndicated asset-backed credit facility, and we loaned an additional $40 million that we may also secure with credit facility collateral. On August 17, 2023, we sold the $105 million interest to a global asset manager for approximately $100 million, and Steward agreed to repay the remaining balance with interest at the credit facility rate. Steward repaid approximately $2 million of this $5 million loan on November 3, 2023.

In the second quarter of 2023, we received repayment of the CHF 60 million mortgage loan from Infracore SA ("Infracore") that was originally made in the fourth quarter of 2022.

Credit Loss Reserves

We apply a forward-looking "expected loss" model to all of our financing receivables, including financing leases and loans, based on historical credit losses of similar instruments.

The following table summarizes the activity in our credit loss reserves (in thousands):


	For the Three Months Ended September 30,
	2023			2022
Balance at beginning of the period	$	87,105		$	55,250
Provision (recovery) for credit loss, net		165			(19,677	)
Expected credit loss reserve related to financial instruments sold, repaid, or satisfied		(63	)		(26,362	)
Balance at end of the period	$	87,207		$	9,211


	For the Nine Months Ended September 30,
	2023			2022
Balance at beginning of the year	$	121,146		$	48,527
Provision (recovery) for credit loss, net		1,513			(12,920	)
Expected credit loss reserve related to financial instruments sold, repaid, or satisfied		(35,452	)		(26,396	)
Balance at end of the period	$	87,207		$	9,211

In the third quarter of 2022, we recorded a credit loss recovery of approximately $20 million related to loans repaid by Watsonville Community Hospital.

Concentrations of Credit Risk

We monitor concentration risk in several ways due to the nature of our real estate assets that are vital to the communities in which they are located and given our history of being able to replace inefficient operators of our facilities, if needed, with more effective operators. See below for our concentration details (dollars in thousands):

Total Assets by Operator


	As of September 30, 2023						As of December 31, 2022
Operators	Total Assets (1)			Percentage of Total Assets			Total Assets (1)		Percentage of Total Assets
Steward	$	3,768,586			19.8	%	$	4,762,673		24.2	%
Circle Health Ltd ("Circle")		2,043,689			10.8	%		2,062,474		10.5	%
Priory		1,339,742			7.0	%		1,290,213		6.6	%
Prospect		1,065,752			5.6	%		1,483,599		7.5	%
Lifepoint Behavioral		806,350			4.2	%		985,959		5.0	%
Other operators		7,544,787			39.8	%		7,461,923		38.0	%
Other assets		2,435,976	(2)		12.8	%		1,611,159		8.2	%
Total	$	19,004,882			100.0	%	$	19,658,000		100.0	%

(1)

Total assets by operator are generally comprised of real estate assets, mortgage loans, investments in unconsolidated real estate joint ventures, investments in unconsolidated operating entities, and other loans.

(2)

Includes our investment in PHP Holdings of $684 million as part of the Prospect Transaction as further described above in this same Note 3.

Total Assets by U.S. State and Country


	As of September 30, 2023					As of December 31, 2022
U.S. States and Other Countries	Total Assets		Percentage of Total Assets			Total Assets		Percentage of Total Assets
Texas	$	2,009,435		10.6	%	$	1,967,948		10.0	%
Florida		1,356,050		7.1	%		1,324,555		6.8	%
California		1,227,372		6.4	%		1,450,112		7.4	%
Massachusetts		844,804		4.5	%		761,694		3.9	%
Utah		829,434		4.4	%		1,224,484		6.2	%
All other states		3,757,534		19.8	%		4,245,306		21.6	%
Other domestic assets		1,775,974		9.3	%		1,028,946		5.2	%
Total U.S.	$	11,800,603		62.1	%	$	12,003,045		61.1	%
United Kingdom	$	4,108,393		21.6	%	$	4,083,244		20.8	%
Germany		716,959		3.8	%		664,900		3.4	%
Switzerland		683,991		3.6	%		748,947		3.8	%
Australia		290,321		1.5	%		854,582		4.3	%
Spain		233,724		1.2	%		222,316		1.1	%
All other countries		510,889		2.7	%		498,753		2.5	%
Other international assets		660,002		3.5	%		582,213		3.0	%
Total international	$	7,204,279		37.9	%	$	7,654,955		38.9	%
Grand total	$	19,004,882		100.0	%	$	19,658,000		100.0	%

Total Assets by Facility Type


	As of September 30, 2023					As of December 31, 2022
Facility Types	Total Assets		Percentage of Total Assets			Total Assets		Percentage of Total Assets
General acute care hospitals	$	12,105,205		63.7	%	$	13,386,376		68.1	%
Behavioral health facilities		2,525,664		13.3	%		2,727,326		13.9	%
Inpatient rehabilitation hospitals		1,430,494		7.5	%		1,418,603		7.2	%
Long-term acute care hospitals		274,971		1.5	%		277,772		1.4	%
Freestanding ER/urgent care facilities		232,572		1.2	%		236,764		1.2	%
Other assets		2,435,976		12.8	%		1,611,159		8.2	%
Total	$	19,004,882		100.0	%	$	19,658,000		100.0	%

On an individual property basis, our largest investment in any single property was approximately 2% of our total assets as of September 30, 2023.

Total Revenues by Operator


	For the Three Months Ended September 30,
	2023						2022
Operators	Total Revenues		Percentage of Total Revenues				Total Revenues		Percentage of Total Revenues
Steward	$	70,664		23.0	%	(1)	$	101,262		28.7	%
Circle		49,207		16.1	%			45,531		12.9	%
CommonSpirit		29,355		9.6	%			—		—
Priory		28,335		9.2	%			18,611		5.3	%
Lifepoint Behavioral		18,553		6.1	%			21,960		6.2	%
Ernest		18,225		5.9	%			15,530		4.4	%
Other operators		92,237		30.1	%			149,445		42.5	%
Total	$	306,576		100.0	%		$	352,339		100.0	%

(1)

Excluding the $49 million reserve in the 2023 third quarter related to a different operator, revenue concentration would have been 19.9%; in line with total assets concentration.

Total Revenues by U.S. State and Country


	For the Three Months Ended September 30,
	2023					2022
U.S. States and Other Countries	Total Revenues		Percentage of Total Revenues			Total Revenues		Percentage of Total Revenues
Texas	$	40,423		13.2	%	$	41,572		11.8	%
Utah		30,559		10.0	%		34,701		9.8	%
Florida		28,443		9.3	%		25,572		7.3	%
Arizona		17,056		5.6	%		16,442		4.7	%
Ohio		9,303		3.0	%		10,839		3.1	%
All other states		64,044		20.8	%		115,677		32.8	%
Total U.S.	$	189,828		61.9	%	$	244,803		69.5	%
United Kingdom	$	90,655		29.6	%	$	76,191		21.6	%
Germany		10,000		3.3	%		7,926		2.2	%
All other countries		16,093		5.2	%		23,419		6.7	%
Total international	$	116,748		38.1	%	$	107,536		30.5	%
Grand total	$	306,576		100.0	%	$	352,339		100.0	%

For geographic and facility type concentration metrics above, we allocate our investments in operating entities pro rata based on the gross book value of the real estate. Such pro rata allocations are subject to change from period to period. Total revenues also include revenue from ground lease and other expenses reimbursed to us by our tenants that may vary from period to period.

4. Debt

The following is a summary of debt (dollar amounts in thousands):

As of September 30, 2017 As of December 31, 2016
Revolving credit facility^(A)
$ 445,359 $ 290,000
Term loans
200,000 263,101
6.375% Senior Unsecured Notes due 2022:

Principal amount
350,000 350,000
Unamortized premium
1,549 1,814

351,549 351,814
5.750% Senior Unsecured Notes due 2020^(B)
—   210,340
4.000% Senior Unsecured Notes due 2022^(B)
590,700 525,850
5.500% Senior Unsecured Notes due 2024
300,000 300,000
6.375% Senior Unsecured Notes due 2024
500,000 500,000
3.325% Senior Unsecured Notes due 2025^(B)
590,700 —
5.250% Senior Unsecured Notes due 2026
500,000 500,000
5.000% Senior Unsecured Notes due 2027
1,400,000 —

$ 4,878,308 $ 2,941,105
Debt issue costs, net
(46,044 ) (31,764 )

$ 4,832,264 $ 2,909,341


	As of September 30, 2023			As of December 31, 2022
Revolving credit facility(A)	$	1,354,294		$	929,584
Term loan		200,000			200,000
British pound sterling term loan due 2024(B)		127,907			126,690
British pound sterling term loan due 2025(B)		853,930			845,810
Australian term loan facility(B)		302,445			817,560
2.550% Senior Unsecured Notes due 2023(B)		439,399			483,320
3.325% Senior Unsecured Notes due 2025(B)		528,650			535,250
0.993% Senior Unsecured Notes due 2026(B)		528,650			535,250
2.500% Senior Unsecured Notes due 2026(B)		609,950			604,150
5.250% Senior Unsecured Notes due 2026		500,000			500,000
5.000% Senior Unsecured Notes due 2027		1,400,000			1,400,000
3.692% Senior Unsecured Notes due 2028(B)		731,940			724,980
4.625% Senior Unsecured Notes due 2029		900,000			900,000
3.375% Senior Unsecured Notes due 2030(B)		426,965			422,905
3.500% Senior Unsecured Notes due 2031		1,300,000			1,300,000
	$	10,204,130		$	10,325,499
Debt issue costs and discount, net		(47,051	)		(57,087	)
	$	10,157,079		$	10,268,412

~~(A)~~

~~Includes £4 million of GBP-denominated borrowings that reflect the exchange rate at September 30, 2017.~~

~~(B)~~

~~These notes are Euro-denominated and reflect the exchange rate at September 30, 2017 and December 31, 2016, respectively.~~

(A)

Includes £77 million of GBP-denominated borrowings and €303 million of Euro-denominated borrowings that reflect the applicable exchange rates at September 30, 2023.

(B)

Non-U.S. dollar denominated debt reflects the exchange rates at September 30, 2023 and December 31, 2022.

As of September 30, ~~2017,~~2023, principal payments due on our debt (which exclude the effects of any discounts, premiums, or debt issue costs recorded) are as follows ~~(in~~(amounts in thousands):


2023	$	439,399
2024		430,352
2025		1,382,580
2026		2,992,894
2027		1,600,000
Thereafter		3,358,905
Total	$	10,204,130

2017
   $ 350,000 (A)
2018
   —
2019
   —
2020
   —
2021
   445,359
Thereafter
   4,081,400


Total
   $ 4,876,759

~~(A)~~

~~The $350 million 6.375% Senior Unsecured Notes due 2022 were redeemed on October 7, 2017 with proceeds from our $1.4 billion 5.000% Senior Unsecured Notes due 2027.~~

~~2017~~2023 Activity

~~Credit Facility~~In the third quarter of 2023, we purchased approximately £40 million of our 2.550% Senior Unsecured Notes due 2023 at a discounted price and yield averaging approximately 12%. As a result of this prepayment, we realized an approximate $0.9 million gain. On October 4, 2023, we purchased an additional £10 million of our 2.550% Senior Unsecured Notes due 2023 at a discounted price and yield of approximately 16%.

On ~~February 1, 2017,~~May 18, 2023, we ~~replaced~~completed the first phase of the Australia Transaction in which we sold seven of the 11 Australia facilities for A$730 million. We used the proceeds from the first phase of this sale to prepay A$730 million of the A$1.2 billion Australian term loan. As a result of this prepayment, we incurred approximately $0.8 million to accelerate the amortization of related debt issue costs. The final phase closed on October 10, 2023, in which we sold the remaining four facilities for approximately A$470 million and used the proceeds to pay down our ~~unsecured credit facility with a new~~ revolving credit facility.

2022 Activity

On June 29, 2022, we amended our Credit Facility to extend the maturity date of our $1.8 billion revolving facility to June 30, 2026, with our option to extend for an additional 12 months, and ~~term loan agreement (“Credit Facility”). The new agreement includes a $1.3 billion unsecured revolving loan facility, a $200~~extend the maturity date of our $200 million unsecured term loan facility and a €200 million unsecured term loan facility. The new unsecured revolving loan facility matures in February 2021 and can be extended for an additional 12 months at our option. The $200 million unsecured term loan facility matures on February 1, 2022, and

~~the €200 million unsecured term loan facility had a maturity date of January 31, 2020; however, it was paid off on March~~to June 30, ~~2017 – see below. The commitment fee on the revolving loan facility is paid at a rate of 0.25%~~2027. ~~The~~Additionally, we may request incremental term loan and/or revolving loan commitments ~~may be increased~~ in an aggregate amount not to exceed ~~$500 million.~~

~~At our election, loans under the Credit Facility may be made as either ABR Loans or Eurodollar Loans. The applicable margin for term loans that are ABR Loans is adjustable on~~$1 billion. As a sliding scale from 0.00% to 0.95% based on our current credit rating. The applicable margin for term loans that are Eurodollar Loans is adjustable on a sliding scale from 0.90% to 1.95% based on our current credit rating. The applicable margin for revolving loans that are ABR Loans is adjustable on a sliding scale from 0.00% to 0.65% based on our current credit rating. The applicable margin for revolving loans that are Eurodollar Loans is adjustable on a sliding scale from 0.875% to 1.65% based on our current credit rating. The commitment fee is adjustable on a sliding scale from 0.125% to 0.30% based on our current credit rating and is payable on the revolving loan facility. At September 30, 2017, the interest rate in effect on our term loan and revolver was 2.74% and 2.48%, respectively.

~~On March 30, 2017,~~result of this amendment, we ~~prepaid and extinguished the €200~~incurred approximately $0.6 million of ~~outstanding term loans under the euro term loan~~debt refinancing costs.

On March 15, 2022, we paid off and terminated our $1 billion interim credit facility portion of our Credit Facility. To fund such prepayment, including accrued and unpaid interest thereon, we used part of the proceeds of the 3.325% Senior Unsecured Notes due 2025 – see discussion below.

~~5.750% Senior Unsecured Notes due 2020~~

On March 4, 2017, we redeemed the €200 million aggregate principal amount of our 5.750% Senior Unsecured Notes due 2020 and incurred a redemption premium of approximately $9 million. We funded this redemption, including the premium and accrued interest,that was entered into on July 27, 2021 with ~~the proceeds of the new euro term loan (see discussion above) together with cash on hand.~~

~~3.325% Senior Unsecured Notes due 2025~~

On March 24, 2017, we completed a €500 million senior unsecured notes offering (“3.325% Senior Unsecured Notes due 2025”). Interest on the notes is payable annually on March 24 of each year. The notes pay interest in cash at a rate of 3.325% per year. The notes mature on March 24, 2025. We may redeem some or all of the 3.325% Senior Unsecured Notes due 2025 at any time. If the notes are redeemed prior to 90 days before maturity, the redemption price will be equal to 100% of their principal amount, plus a make-whole premium, plus accrued and unpaid interest up to, but excluding, the applicable redemption date. Within the period beginning on or after 90 days before maturity, the notes may be redeemed, in whole or in part, at a redemption price equal to 100% of their principal amount, plus accrued and unpaid interest to, but excluding, the applicable redemption date. The 3.325% Senior Unsecured Notes due 2025 are fully and unconditionally guaranteed on a senior unsecured basis by us. In the event of a change of control, each holder of the notes may require us to repurchase some or all of our notes at a repurchase price equal to 101% of the aggregate principal amount of the notes plus accrued and unpaid interest up to, but excluding, the date of the purchase.

~~5.000% Senior Unsecured Notes due 2027~~

On September 7, 2017, we completed a $1.4 billion senior unsecured notes offering (“5.000% Senior Unsecured Notes due 2027”). Interest on the notes is payable annually on April 15 and October 15 of each year, commencing on April 15, 2018. The notes pay interest in cash at a rate of 5.000% per year. The notes mature on October 15, 2027. We may redeem some or all of the notes at any time prior to October 15, 2022 at a “make whole” redemption price. On or after October 15, 2022, we may redeem some or all of the notes at a premium that will decrease over time. In addition, at any time prior to October 15, 2020, we may redeem up to 40% of the notes at a redemption price equal to 105% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon, using proceeds from one or more equity offerings. In the event of a change in control, each holder of the notes may require us to repurchase some or all of the notes at a repurchase price equal to 101% of the aggregate principal amount of the notes plus accrued and unpaid interest to the date of purchase.

~~We used a portion of the net~~ proceeds from the ~~5.000% Senior Unsecured Notes due 2027 offering~~Macquarie Transaction as more fully described in Note 3 to ~~redeem~~ the ~~$350~~condensed consolidated financial statements. As part of this transaction, we incurred approximately $8.8 million ~~aggregate principal amount~~ of ~~our 6.375% Senior Unsecured Notes due 2022. The notes were repaid on October 7, 2017, and we will incur a~~ debt refinancing charge of approximately $14 million in the fourth quarter of 2017, consisting of an $11.2 million redemption premium along with the write-off of the unamortized premium and deferred debt issuance costs associated with the redeemed notes.costs.

Furthermore, the completion of the 5.000% Senior Unsecured Notes due 2027 offering resulted in the cancellation of the $1.0 billion term loan facility commitment from JP Morgan Chase Bank, N.A. that we received to assist in funding the September 2017 Steward transaction. With this commitment, we paid $5.2 million of underwriting and other fees, which we fully expensed upon the cancellation of the commitment.Covenants

~~Other~~

On September 29, 2017, we prepaid the principal amount of the mortgage loan on our property in Kansas City, Missouri at par in the amount of $12.9 million. To fund such prepayment, including accrued and unpaid interest thereon, we used borrowings from the revolving credit facility portion of our Credit Facility.

With the replacement of our old credit facility, the redemption of the 5.750% Senior Unsecured Notes due 2020, the payoff of our €200 million euro term loan, the cancellation of the $1.0 billion term loan facility commitment, and the payment of our $12.9 million mortgage loan, we incurred a debt refinancing charge of $18.8 million in the first nine months of 2017.

~~2016 Activity~~

~~5.250% Senior Unsecured Notes due 2026~~

On July 22, 2016, we completed a $500 million senior unsecured notes offering (“5.250% Senior Unsecured Notes due 2026”). Interest on the notes is payable on February 1 and August 1 of each year. Interest on the notes is to be paid in cash at a rate of 5.25% per year. The notes mature on August 1, 2026. We may redeem some or all of the notes at any time prior to August 1, 2021 at a “make whole” redemption price. On or after August 1, 2021, we may redeem some or all of the notes at a premium that will decrease over time. In addition, at any time prior to August 1, 2019, we may redeem up to 35% of the notes at a redemption price equal to 105.25% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon, using proceeds from one or more equity offerings. In the event of a change in control, each holder of the notes may require us to repurchase some or all of the notes at a repurchase price equal to 101% of the aggregate principal amount of the notes plus accrued and unpaid interest to the date of purchase.

We used the net proceeds from the 5.250% Senior Unsecured Notes due 2026 offering to redeem our $450 million 6.875% Senior Unsecured Notes due 2021. This redemption resulted in a $22.5 million debt refinancing charge during the 2016 third quarter, consisting of a $15.5 million redemption premium along with the write-off of deferred debt issuance costs associated with the redeemed notes.

~~6.375% Senior Unsecured Notes due 2024~~

On February 22, 2016, we completed a $500 million senior unsecured notes offering (“6.375% Senior Unsecured Notes due 2024”). Interest on the notes is payable on March 1 and September 1 of each year. Interest on the notes is paid in cash at a rate of 6.375% per year. The notes mature on March 1, 2024. We may redeem some or all of the notes at any time prior to March 1, 2019 at a “make whole” redemption price. On or after March 1, 2019, we may redeem some or all of the notes at a premium that will decrease over time. In addition, at any time prior to March 1, 2019, we may redeem up to 35% of the notes at a redemption price equal to 106.375% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon, using proceeds from one or more equity offerings. In the event of a change in control, each holder of the notes may require us to repurchase some or all of the notes at a repurchase price equal to 101% of the aggregate principal amount of the notes plus accrued and unpaid interest to the date of purchase.

~~Covenants~~

Our debt facilities impose certain restrictions on us, including restrictions on our ability to: incur debts; create or incur liens; provide guarantees in respect of obligations of any other entity; make redemptions and repurchases of our capital stock; prepay, redeem, or repurchase debt; engage in mergers or consolidations; enter into affiliated transactions; dispose of real estate or other assets; and change our business. In addition, the credit agreements governing our Credit Facility limit the amount of dividends we can pay as a percentage of normalized adjusted funds from operations (“~~FFO”~~NAFFO”), as defined in the agreements, on a rolling four quarter basis. At September 30, ~~2017,~~2023, the dividend restriction was ~~95%~~95% of ~~normalized adjusted FFO.~~NAFFO. The indentures governing our senior unsecured notes also limit the amount of dividends we can pay based on the sum of ~~95%~~95% of ~~FFO,~~NAFFO, proceeds of equity issuances, and certain other net cash proceeds. Finally, our senior unsecured notes require us to maintain total unencumbered assets (as defined in the related indenture) of not less than ~~150%~~150% of our unsecured indebtedness.

In addition to these restrictions, the Credit Facility contains customary financial and operating covenants, including covenants relating to our total leverage ratio, fixed charge coverage ratio, secured leverage ratio, consolidated adjusted net worth, unsecured leverage ratio, and unsecured interest coverage ratio. ~~This~~The Credit Facility also contains customary events of default, including among others, nonpayment of principal or interest, material inaccuracy of representations, and failure to comply with our covenants. If an event of default occurs and is continuing under the Credit Facility, the entire outstanding balance may become immediately due and payable. At September 30, ~~2017,~~2023, we were in compliance with all such financial and operating covenants.

~~10. Subsequent Events~~Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

On October 5, 2017, we entered into definitive agreements to acquire three rehabilitation hospitals in Germany for an aggregate purchase price to us of approximately €80 million. Upon closing, the facilities will be leased to MEDIAN, pursuant to a new~~long-term~~ master lease. The lease will begin on the day the first property is funded, and the term will be 27 years from the funding date of the third property. The lease provides for increases of the greater of 1% or 70% of the change in German CPI. Closing of the transaction, which is expected to begin during the fourth quarter of 2017, is subject to customary real estate, regulatory and other closing conditions.

~~Item 2.~~

~~Management’s Discussion and Analysis of Financial Condition and Results of Operations.~~

The following discussion and analysis of the consolidated financial condition and consolidated results of operations are presented on a combined basis for Medical Properties Trust, Inc. and MPT Operating Partnership, L.P. as there are no material differences between these two entities.

~~The following~~ Such discussion and analysis ~~of the consolidated financial condition and consolidated results of operations~~ should be read together with the condensed consolidated financial statements and notes thereto contained in this Form 10-Q and the consolidated financial statements and notes thereto contained in our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2022.

This ~~report~~Quarterly Report on Form 10-Q contains certain “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.~~amended (the “Exchange Act”). Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results or future performance, achievements or transactions or events to be materially different from those expressed or implied by such forward-looking statements, including, but not limited to, the risks described in our Annual Report on Form 10-K and as updated in our quarterly reports on Form 10-Q for future periods, and current reports on Form 8-K as we file them with the ~~Securities and Exchange Commission (SEC)~~SEC under the ~~Securities~~ Exchange ~~Act of 1934.~~Act. Such factors include, among others, the following:

Our revenue is derived from rents we earn pursuant to the lease agreements with our tenants, from interest income from loans to our tenants and other facility owners, and from profits or equity interests in certain of our tenants’ operations. Our tenants operate in the healthcare industry, generally providing medical, surgical, rehabilitative, and ~~rehabilitative~~behavioral health care to patients. The capacity of our tenants to pay our rents and interest is dependent upon their ability to conduct their operations at profitable levels. We believe that the business environment of the industry segments in which our tenants operate is generally positive for efficient operators. However, our tenants’ operations are subject to economic, regulatory, market, and ~~market~~other conditions (such as the impact of the COVID-19 pandemic) that may affect their profitability, which could impact our results. Accordingly, we monitor certain key ~~factors, changes to which~~performance indicators that we believe ~~may~~ provide us with early indications of conditions that ~~may~~could affect the level of risk in our portfolio.

Key factors that we may consider in underwriting prospective ~~tenants and borrowers~~deals and in our ongoing monitoring of our tenants’ (and guarantors’) performance, as well as the ~~performance~~condition of ~~existing tenants and borrowers~~our properties, include, but are not limited to, the following:

Certain business factors, in addition to those described above that may directly affect our tenants and borrowers, will likely materially influence our future results of operations. These factors include:

Refer to our ~~2016~~2022 Annual Report on Form 10-K for a discussion of our critical accounting policies, which include ~~revenue recognition, investment~~investments in real estate, purchase price allocation, loans, credit losses, losses from rent and interest receivables, ~~stock-based compensation, our~~investments accounted for under the fair value option election, and our accounting policy on consolidation. During the nine months ended September 30, ~~2017,~~2023, there were no material changes to these policies.

We are a self-advised ~~real estate investment trust (“REIT”)~~REIT focused on investing in and owning net-leased healthcare facilities across the U.S. and selectively in foreign jurisdictions. ~~We have operated as a REIT since April 6, 2004, and accordingly, elected REIT status upon the filing of our calendar year 2004 federal income tax return.~~ Medical Properties Trust, Inc. was incorporated under

Maryland law on August 27, 2003, and MPT Operating Partnership, L.P. was formed under Delaware law on September 10, 2003. We conduct substantially all of our business through MPT Operating Partnership, L.P. We acquire and develop healthcare facilities and lease the facilities to healthcare operating companies under long-term net leases, which require the tenant to bear most of the costs associated with the property. The majority of our leased assets are owned 100%; however, we do own some leased assets through joint ventures with other partners that share our view that healthcare facilities are part of the infrastructure of any community, which we refer to as investments in unconsolidated real estate joint ventures. We also make mortgage loans to healthcare operators collateralized by their real estate assets. In addition, we ~~selectively~~may make loans to certain of our operators through our ~~TRSs,~~TRS, the proceeds of which are typically used for ~~acquisitions~~working capital and ~~working capital. Finally, from time to time,~~other purposes. From time-to-time, we ~~acquire a profits or other equity interest~~may make noncontrolling investments in our tenants, which we refer to as investments in unconsolidated operating entities. These investments are typically made in conjunction with larger real estate transactions with the tenant that ~~gives~~give us a right to share in such tenant’s profits and ~~losses.~~losses, and provide for certain minority rights and protections. Our business model facilitates acquisitions and recapitalizations, and allows operators of healthcare facilities to serve their communities by unlocking the value of their real estate assets to fund facility improvements, technology upgrades, and other investments in operations.

At September 30, ~~2017,~~2023, our portfolio consisted of ~~271~~441 properties leased or loaned to 3055 operators, of which ~~two~~five are under development and 14seven are in the form of mortgage loans.

~~Our investments in healthcare real estate, including mortgage and other loans,~~ We manage our business as ~~well as any equity investments in our tenants are considered~~ a single ~~reportable~~business segment. ~~All~~

At September 30, 2023, all of our investments are ~~currently~~ located in the U.S., Europe, Australia, and ~~Europe.~~South America. Our total assets are made up of the following (dollars in thousands):

~~The following is our revenue by operating type (dollar amounts in thousands):~~

We have 62 employees as of November 3, 2017. We believe that any foreseeable increase in the number of our employees will have only immaterial effects on our operations and general and administrative expenses. We believe that our relations with our employees are good. None of our employees are members of any labor union.

Three Months Ended September 30, ~~2017~~2023 Compared to September 30, ~~2016~~2022

Net income for the three months ended September 30, ~~2017,~~2023, was ~~$76.5~~$116.7 million ($0.19 per diluted share) compared to ~~$70.4~~net income of $221.8 million ($0.37 per diluted share) for the three months ended September 30, ~~2016.~~2022. This ~~increase~~decrease in net income is ~~due~~primarily driven by the Australia and Prime disposals (including the Prime sale in 2022 that generated a gain of approximately $67 million) described in Note 3 to ~~additional revenue~~the condensed consolidated financial statements, lower rent and interest from ~~the Steward~~Prospect, and ~~MEDIAN investments made~~more rent receivable reserves and higher interest expense in the ~~fourth~~third quarter of ~~2016 and during~~2023 compared to the ~~first nine months~~same period of ~~2017, partially offset by increased depreciation and acquisition expense and $44.6 million of gains on real estate and other asset dispositions in the 2016 third quarter. Funds~~2022. Normalized funds from operations (“FFO”), after adjusting for certain items (as more fully described in ~~Reconciliation~~the section titled “Reconciliation of Non-GAAP Financial ~~Measures)~~Measures” in Item 2 of this Quarterly Report on Form 10-Q), was ~~$120.6~~$225.5 million for the 2023 third quarter, or $0.38 per diluted share, as compared to $272.3 million, or ~~$0.33~~$0.45 per diluted share, for the ~~2017~~2022 third ~~quarter as compared to $75.1 million, or $0.30 per diluted share for the 2016 third~~ quarter. This 61% increase in FFO per share is primarily due to the increase in revenue from our new investments made since September 2016, partially offset by more shares outstanding in 2017 from the May 2017 equity offering.

A comparison of revenues for the three ~~month periods~~months ended September 30, ~~2017~~2023 and ~~2016~~2022 is as follows (dollar amounts in thousands):

Our total ~~revenue~~revenues for the ~~2017~~2023 third quarter ~~is up $50.0~~are down $45.8 million, or ~~39.5%~~13.0%, over the same period in the prior year. This ~~increase~~decrease is made up of the following:

Interest expense for the quarters ended September 30, ~~2016, $4.2~~2023 and 2022 totaled $106.7 million and $88.1 million, respectively. This increase is incremental revenue from development properties that were completed and put into service in late 2016 and 2017, $1.3 million is incremental revenue from capital additions made to existing facilities in late 2016 and 2017, and $2.0 million is dueprimarily related to an increase in ~~exchange rates. These increases were~~borrowings on our revolver and higher interest rates on our Credit Facility and term loans compared to the prior year, partially offset by ~~$1.8~~a decrease due to the A$730 million paydown of ~~lower revenue related to dispositions.~~

Real estate depreciation and amortization during the third quarter of ~~2017 increased~~2023 decreased to ~~$31.9~~$77.8 million from ~~$23.9~~$81.9 million in ~~2016, due to the incremental depreciation from the properties acquired since September 30, 2016 and the development properties completed in 2016 and 2017.~~

Property expenses for the 2017 third quarter increased $1.6 million from the prior year quarter as the 2016 third quarter included $0.9 million reimbursement for property expenses incurred in multiple previous periods from the tenant of our Twelve Oaks facility.

Acquisition expenses increased from $2.7 million in 2016 to $7.4 million in 2017 primarily as a result of the Steward and MEDIAN acquisitions in 2017, including approximately $2.3 million of real estate transfer taxes.

General and administrative expenses totaled $15.0 million for the 2017 third quarter, which is 8.5% of total revenues, down from 9.7% of total revenues in prior year third quarter. The drop in general and administrative expenses as a percentage of revenue2022. This decrease is primarily due to classifying our ~~business model~~Australia properties and three Prime facilities as ~~we can generally increase our revenue significantly without increasing our head count~~held for sale in the first quarter of 2023 and ~~related~~no longer recording depreciation on these properties.

Property-related expenses ~~at the same rate. On a dollar basis, general~~totaled $6.5 million and ~~administrative expenses were up $2.7~~$8.3 million from the prior year third quarter due primarily to the growth of our company, including increases in travel, international administration, costs associated with opening a European office, and compensation related to increased headcount.

~~Interest expense,~~ for the quarters ended September 30, ~~2017~~2023 and ~~2016, totaled $42.8~~2022, respectively. Of the property expenses in the third quarter of 2023 and 2022, approximately $3.3 million and ~~$40.3~~$5.6 million, ~~respectively. This increase is primarily related to~~respectively, represents costs that were reimbursed by our tenants and included in the ~~higher average debt balance~~“Interest and other income” line on our condensed consolidated statements of net income.

General and administrative expenses totaled $38.1 million for the ~~2017~~2023 third quarter, compared to the prior year to fund our acquisition activity. The impact on interest expense from the higher debt balance was partially offset by lower interest rates year-over-year. Our weighted-average interest rate was 4.6%$37.3 million for the 2022 third quarter. The 2023 third quarter ~~ended September 30, 2017, compared to 5.2% in 2016.~~

~~With the redemption of the $450 million in senior unsecured notes during the quarter ended September 30, 2016, we incurred $22.5 million in debt refinancing charges ($15.5~~included $1.2 million of ~~which was~~higher stock compensation expense for the acceleration of stock award vesting for a ~~redemption premium). During the 2017 third quarter, we incurred $4.4 million of charges primarily related to structuring and underwriting fees associated with the termination of theshort-term~~ ~~loan commitment we made in anticipation of the Steward acquisition.~~retiring executive officer.

During the three months ended September 30, ~~2016,~~2022, we ~~sold~~disposed of 11 facilities as part of the Prime repurchase transaction and three ~~HealthSouth~~ancillary properties resulting in a net gain ~~on sale~~of $68.8 million.

In the third quarter of 2022, we recorded a credit loss recovery of approximately ~~$45~~$20 million ~~(see~~ related to loans repaid by Watsonville Community Hospital.

With the interest rate swap no longer classified as an effective cash flow hedge due to the Australia Transaction disclosed in Note 3 to the condensed consolidated financial statements, we expect some earnings volatility from marking the swap to fair value each quarter until all of the related debt is extinguished. We recognized a $3.75 million loss from this in the 2023 third quarter.

Earnings from equity interests was $11.3 million for the quarter ended September 30, 2023, basically flat compared to the same period in 2022.

Our debt refinancing and unutilized financing benefit for the third quarter of 2023 of $0.9 million relates to the purchase of £40 million of our 2.550% Senior Unsecured Notes due 2023 at a discounted price.

Other income for the third quarter of 2023 was $41.1 million, which included an approximate $30 million favorable non-cash fair value adjustment on our investment in PHP Holdings and a CHF 20 million unrealized gain on our equity investment in Swiss Medical Network, partially offset by approximately $2.8 million of expenses associated with responding to certain defamatory statements published by certain parties, including those who are defendants to a lawsuit we filed on March 30, 2023. See Item 1 of ~~this Form 10-Q~~Part II for further ~~details).~~

~~Earnings from our equity interests was $3.4 million for~~details on the ~~2017~~lawsuit. For the third quarter ~~up $2.1~~of 2022, we had other income of $4.1 million, ~~from the prior year primarily related to our increased ownership in and the improved operating results~~which included a favorable non-cash fair value adjustment of ~~the operator of our Hoboken facility, along with our first quarter to generate income~~$3.6 million on our ~~IMED investment.~~investment in Aevis. Fair value adjustments as discussed above can be favorable or unfavorable from quarter-to-quarter, so the positive results in the 2023 third quarter are not necessarily indicative of future results.

Income tax expense ~~typically~~ includes U.S. federal and state income taxes on our TRS entities, as well as non-U.S. ~~income based~~income-based or withholding taxes on certain investments located in jurisdictions outside the U.S. ~~Income~~The $10.1 million income tax expense ~~of $0.5 million~~ for the three months ended September 30, ~~2017, was~~2023 is primarily ~~due~~based on income generated internationally (primarily the U.K. and Germany) and reflects the tax benefit of moving to ~~$1.1~~the U.K. REIT regime on July 1, 2023, as described in Note 5 to the condensed consolidated financial statements. In comparison, we incurred $18.6 million ~~of foreign~~in income tax expense ~~related to our German investments offset partially by $0.6 million~~in the third quarter of ~~tax benefit recognized on approximately $2 million of acquisition costs incurred on our European investments.~~2022.

We utilize the asset and liability method of accounting for income taxes. Deferred tax assets are recorded to the extent we believe these assets will more likely than not be realized. In making such determination, all available positive and negative evidence is considered, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies, and recent financial performance. Based upon our review of all positive and negative evidence, including our three-year cumulativepre-tax book loss position in ~~many~~certain entities, we concluded that a ~~full~~ valuation allowance of approximately $89 million should ~~continue to~~ be ~~recorded~~reflected against ~~the majority of our U.S and~~ certain of our international and domestic net deferred tax assets at September 30, ~~2017.~~2023. In the future, if we determine that it is more likely than not that we will realize our ~~U.S. and foreign~~ net deferred tax assets, we will reverse the applicable portion of the valuation allowance, recognize an income tax benefit in the period in which such determination is made, and potentially incur higher income ~~taxes~~tax expense in future ~~periods.~~periods as income is earned.

Nine Months Ended September 30, ~~2017~~2023 Compared to September 30, ~~2016~~2022

Net income for the nine months ended September 30, ~~2017,~~2023, was ~~$217.8~~$107.5 million ($0.18 per diluted share) compared to net income of ~~$182.0 million~~$1.0 billion ($1.74 per diluted share) for the nine months ended September 30, ~~2016,~~2022. This decrease in net income is primarily driven by the gain on sale of real estate in the 2022 first quarter from the Macquarie Transaction, and the 2023 impairment charge in the first quarter associated with the Australia Transaction and Prime disposal, as described in Note 3 to the condensed consolidated financial statements. Net income was also lower due to ~~additional~~the $49 million billed and straight-line rent reserve recorded in the third quarter of 2023, accelerating the amortization of the approximate $286 million in-place lease intangible and the write-off of approximately $95 million of straight-line rent receivables, both associated with the Steward Transaction (see Note 3 to the condensed consolidated financial statements for more detail), along with higher interest expense and lower rent and interest revenue from ~~the MEDIAN, Steward, and RCCH investments made in the fourth quarter of 2016 and the first nine months of 2017, incremental revenue from completed development projects and~~

~~increased income from our equity investments,~~Prospect. This decrease was partially offset by ~~higher depreciation expense from investments made subsequent to September 30, 2016, increased acquisition and travel expense due to more foreign investments, and approximately $54~~the approximate $158 million ~~in higher gains on sale of properties~~tax benefit recognized in the ~~first nine months~~second quarter of ~~2016.~~2023 related to entering the United Kingdom REIT regime (as more fully described in Note 5 to the condensed consolidated financial statements). Normalized FFO, after adjusting for certain items (as more fully described in ~~Reconciliation~~the section titled “Reconciliation of Non-GAAP Financial ~~Measures)~~Measures” in Item 2 of this Quarterly Report on Form 10-Q), was ~~$340.1~~$733.0 million ~~or $0.98 per diluted share~~ for the first nine months ~~in 2017~~of 2023, or $1.22 per diluted share, as compared to ~~$234.1~~$829.5 million, or ~~$0.97~~$1.38 per diluted share, for the first nine months of ~~2016.~~2022. This ~~45.3% increase~~decrease in Normalized FFO is primarily due to ~~the increase in~~lower revenue from ~~acquisitions~~various disposals throughout 2022 and ~~completed development projects made since September 2016, while FFO per share is only slightly higher in~~2023, including the ~~first nine months of 2017 compared~~Macquarie Transaction, the Australia Transaction, and Prime disposals, along with lower revenues from Prospect (see Note 3 to ~~prior year due to more shares outstanding from~~ the ~~September 2016 and May 2017 equity offerings.~~condensed consolidated financial statements for further details).

A comparison of revenues for the nine ~~month periods~~months ended September 30, ~~2017~~2023 and ~~2016~~2022 is as follows (dollar amounts in thousands):

Our total ~~revenue~~revenues for the first nine months of ~~2017 is up $111.9~~2023 are down $168.2 million, or ~~28.9%~~14.5%, over the same period in the prior year. This ~~increase~~decrease is made up of the following:

Interest expense for the nine months ended September 30, ~~2016. These increases were~~2023 and 2022 totaled $308.8 million and $267.0 million, respectively. This increase is primarily related to an increase in borrowings and higher interest rates on our Credit Facility and term loans compared to the prior year, partially offset by ~~$21.6 million in less interest revenue earned in 2017 from loans that were repaid in 2016 (primarily from Capella Transaction) and $6.5 million of lower interest revenue related~~a decrease due to the ~~conversion~~A$730 million paydown of ~~certain Prime facilities, valued at approximately $100 million, from mortgage loans to direct financing leases post~~our Australia term loan in the second quarter of 2023. Our weighted-average interest rate was 3.9% for the nine months ended September 30, ~~2016.~~2023 compared to 3.3% for the same period in 2022.

Real estate depreciation and amortization during the first nine months of ~~2017~~2023 increased to ~~$89.0~~$526.1 million from ~~$67.9~~$251.5 million in the same period of ~~2016, primarily due~~2022. Of this increase, $286 million relates to ~~the incremental depreciation from the properties acquired and the development properties completed in 2016 and 2017. In the 2016 second quarter, we accelerated~~accelerating the amortization of lease intangibles as part of the ~~lease intangible asset related~~Steward Transaction as described in Note 3 to ~~our Corinth facility resulting in $1.1~~the condensed consolidated financial statements.

~~Property expenses~~and $38.0 million for the ~~first~~ nine months ~~of 2017 increased $2.4 million compared to 2016. This increase is primarily due to~~ended September 30, 2023 and 2022, respectively. Of the ~~reimbursement to us in the 2016 third quarter of $0.8 million by the tenant of our Twelve Oaks facility for~~ property ~~expenses incurred in previous periods.~~

Acquisition expenses increased from $6.4 million in 2016 to $21.0 million in 2017 primarily as a result of the MEDIAN and Steward acquisitions in 2017, including $11.7 million of real estate transfer taxes incurred on the MEDIAN acquisitions.

~~General and administrative~~ expenses in the first nine months of ~~2017 totaled $43.3~~2023 and 2022, approximately $28.6 million ~~which is 8.7% of revenues down from 9.2% of revenues~~and $30.2 million, respectively, represents costs (primarily property insurance premiums) that were reimbursed by our tenants and included in the ~~prior year. The decline in general~~“Interest and other income” line on our condensed consolidated statements of net income.

General and administrative expenses ~~as a percentage~~totaled $115.4 million for the first nine months of ~~revenues is~~2023 compared to $117.6 million in the same period of 2022, primarily due to ~~our business model as we can generally increase our revenues significantly without increasing our head count and related~~a decrease in share-based compensation. The decrease in share-based compensation is a result of a $6.7 million cumulative benefit catch-up from adjusting the payout probability of certain performance awards, partially offset by an incremental $3.5 million of expense ~~at the same rate. On a dollar basis, general and administrative expenses were up $7.5 million~~ from the ~~prior year first nine months due primarily to increases in travel, international administration, costs associated with opening~~acceleration of stock awards for a ~~European office, compensation related to increased headcount and public company board expenses.~~retiring executive officer.

During the nine months ended September 30, ~~2017,~~2022, we realized $536.8 million of gains from the sales of real estate, including the completion of the partnership with MAM, in which we sold the ~~Muskogee, Oklahoma facility~~real estate of eight Massachusetts-based general acute care hospitals, resulting in a gain on real estate of approximately $600 million, partially offset by approximately $125 million of write-offs of non-cash straight-line rent receivables. In 2022, we also disposed of 11 facilities related to the Prime repurchase transaction, resulting in a gain on real estate of approximately $67 million, and we disposed of four other facilities and five ancillary properties, resulting in a net gain of $33 million.

In 2023, we recorded a $93.3 million net impairment charge, of which $82 million related to the Australia Transaction and $11 million was a non-cash impairment charge on ~~sale of real estate of $7.4 million, while~~the three Prime properties sold as more fully described in Note 3 to the condensed consolidated financial statements. The impairment recovery in the first nine months of 2016, we had various dispositions resulting in a net gain on sale of real estate and other asset dispositions of $61.3 million and impairment charges of $7.3 million (see Note 3 to Item 1 of this Form 10-Q for further details).

Earnings from our equity interests increased from a loss of $2.6 million in 2016 to a gain of $7.9 million in 2017. The loss in 2016 includes $5.3 million of acquisition expenses, representing our share of such expenses incurred by our Italian joint venture to acquire its eight hospital properties. In addition, 2017 includes $4.7 million of additional income2022 related to our ~~increased ownership in and improved operating results of the operator of our Hoboken facility, along with additional income~~Watsonville facility.

~~Interest expense remained relatively flat year-over-year as we incurred $120.5~~equity interests was $34.8 million for the first nine months of 2017 compared to $121.1 million for the first nine months of 2016. Our average debt balance for 2017 has been higher than 2016 due to continued growth of the company; however, its impact on interest expense has been more than offset by lower interest rates. Our weighted-average interest rate for the first nine months of 2017 was 4.6% versus 4.9% in the same period for 2016.

With the redemption of the $450 million in senior unsecured notes, we incurred $22.5 million in debt refinancing charges ($15.5 million of which was a redemption premium) during the first nine months of 2016. During the first nine months of 2017, we incurred $18.8 million of debt refinancing charges related to the replacement of our credit facility, the payoff of our €200 million euro loan, the prepayment of our $12.9 million term loan, and structuring and underwriting fees associated with the termination of the short-term loan commitment we made in anticipation of the Steward acquisition (see Note 4 to Item 1 of this Form 10-Q for further details).

~~Income tax expense~~ for the nine months ended September 30, ~~2017 decreased by $390 thousand~~2023, basically flat from the same period in ~~2016 primarily due~~2022.

Our debt refinancing and unutilized financing net benefit for the first nine months of 2023 was a result of a $0.9 million benefit related to ~~$1.7~~the purchase of £40 million of ~~benefit recognized on approximately $10.7~~our 2.550% Senior Unsecured Notes due 2023 in the third quarter of 2023 at a discounted price, partially offset by $0.8 million of ~~acquisition~~ costs ~~incurred~~associated with the partial prepayment of our A$1.2 billion Australian term loan in the second quarter of 2023. In the first nine months of 2022, debt refinancing and unutilized financing costs were $9.5 million, as a result of the termination of our $1 billion interim credit facility in March 2022 and the amendment of our Credit Facility (see Note 4 to the condensed consolidated financial statements for more detail).

Other income for the first nine months of 2023 was $25.4 million, which included an approximate $30 million favorable non-cash fair value adjustment on our ~~European~~investment in PHP Holdings and a CHF 20 million unrealized gain on our equity investment in Swiss Medical Network, partially offset by approximately $13 million of expenses associated with responding to certain defamatory statements published by certain parties, including those who are defendants to a lawsuit we filed on March 30, 2023. See Item 1 of Part II for further details on the lawsuit. For the first nine months of 2022, we had other income of $20.9 million which included a favorable non-cash fair value adjustment of $12.6 million on our investment in Aevis and other investments marked to fair value during the first nine months of 2022.

Income tax expense includes U.S. federal and state income taxes on our TRS entities, as well as non-U.S. income-based or withholding taxes on certain investments located in ~~2017. This~~jurisdictions outside the U.S. The $134.7 million income tax benefit for the nine months ended September 30, 2023 is primarily based on the $158 million benefit received by entering the United Kingdom REIT

regime and a $5.0 million tax benefit recognized in ~~2017 was offset by additional~~the first quarter of 2023 related to the expected sale of our Australia facilities. In comparison, we incurred $40.6 million in income tax expense ~~from~~in the first nine months of 2022.

We utilize the asset and liability method of accounting for income taxes. Deferred tax assets are recorded to the extent we believe these assets will more likely than not be realized. In making such determination, all available positive and negative evidence is considered, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies, and recent financial performance. Based upon our ~~international investments, which were not realized~~review of all positive and negative evidence, including our three-year cumulative pre-tax book loss position in ~~2016 due to~~certain entities, we concluded that a valuation allowance ~~position. These~~of approximately $89 million should be reflected against certain of our international and domestic net deferred tax assets at September 30, 2023. In the future, if we determine that it is more likely than not that we will realize our net deferred tax assets, we will reverse the applicable portion of the valuation ~~allowances were released~~allowance, recognize an income tax benefit in the ~~2016 fourth quarter.~~period in which such determination is made, and potentially incur higher income tax expense in future periods as income is earned.

Investors and analysts following the real estate industry utilize funds from operations, or FFO, as a supplemental performance measure. FFO, reflecting the assumption that real estate asset values rise or fall with market conditions, principally adjusts for the effects of GAAP depreciation and amortization of real estate assets, which assumes that the value of real estate diminishes predictably over time. We compute FFO in accordance with the definition provided by the National Association of Real Estate Investment Trusts, or ~~NAREIT,~~Nareit, which represents net income (loss) (computed in accordance with GAAP), excluding gains (losses) on sales of real estate and impairment charges on real estate assets, plus real estate depreciation and amortization, including amortization related to in-place lease intangibles, and after adjustments for unconsolidated partnerships and joint ventures.

In addition to presenting FFO in accordance with the ~~NAREIT~~Nareit definition, we ~~also~~ disclose normalized FFO, which adjusts FFO for items that relate to unanticipated or non-core events or activities or accounting changes that, if not noted, would make comparison to prior period results and market expectations less meaningful to investors and analysts.

We believe that the use of FFO, combined with the required GAAP presentations, improves the understanding of our operating results among investors and the use of normalized FFO makes comparisons of our operating results with prior periods and other companies more meaningful. While FFO and normalized FFO are relevant and widely used supplemental measures of operating and financial performance of REITs, they should not be viewed as a substitute measure of our operating performance since the measures do not reflect either depreciation and amortization costs or the level of capital expenditures and leasing costs ~~necessary~~(if any are not paid by our tenants) to maintain the operating performance of our properties, which can be significant economic costs that could materially impact our results of operations. FFO and normalized FFO should not be considered an alternative to net income (loss) (computed in accordance with GAAP) as indicators of our financial performance or to cash flow from operating activities (computed in accordance with GAAP) as an indicator of our liquidity.

The following table presents a reconciliation of net income attributable to MPT common stockholders to FFO and Normalized FFO for the three and nine months ended September 30, ~~2017~~2023 and ~~2016~~2022 (in thousands except per share data):

Total gross assets is total assets before accumulated depreciation/amortization and assumes all real estate binding commitments on new investments and unfunded amounts on development deals and commenced capital improvement projects are fully funded, and assumes cash on hand is fully used in these transactions. We believe total gross assets is useful to investors as it provides a more current view of our portfolio and allows for a better understanding of our concentration levels as our binding commitments close and our other commitments are fully funded. The following table presents a reconciliation of total assets to total gross assets (in thousands):

During the first nine months ~~ended September 30, 2017,~~of 2023, we generated ~~$219.9~~approximately $370.4 million of cash flows from operating activities, primarily consisting of rent and interest from mortgage and other loans. We used these operating cash flows ~~along~~(along with cash on-hand and borrowings on our revolving credit facility) to fund our dividends of ~~$239.2~~$524.2 million.

~~Certain~~In regard to other investing and financing activities in ~~2017 included:~~

~~a) On February 1, 2017,~~the first nine months of 2023, we ~~replaced~~did the following:

Subsequent to quarter-end, we purchased an additional £10 million ~~plus a redemption premium using proceeds from~~of our ~~€200 million term loan and cash on hand;~~

c) On March 24, 2017, we completed a €500 million senior unsecured notes offering and used a portion of the proceeds to pay off our €200 million term loan, and the remaining proceeds were used to acquire 12 facilities leased to MEDIAN for €146.4 million;

~~d) On March 31, 2017, we sold the EASTAR Health System real estate in Muskogee, Oklahoma for approximately $64 million;~~

e) On May 1, 2017, we completed an underwritten public offering of 43.1 million shares resulting in net proceeds of approximately $548 million. We used a portion of these proceeds to acquire eight facilities for $301.3 million (leased to Steward), a facility in Idaho for $87.5 million (leased to RCCH) and two other facilities for $40 million (leased to Alecto);

~~f) On September 7, 2017, we completed a senior unsecured notes offering for $1.4 billion and used a portion of the proceeds to redeem our 6.375%~~2.550% Senior Unsecured Notes due ~~2022 in October 2017 for $350 million plus~~2023. In addition, we paid out a ~~redemption premium, and~~dividend equal to $0.15 per share. Compared to the remaining proceeds, along with borrowings from our revolving credit facility, were used to acquire 11 facilities and ancillary properties leased to Steward for $1.4 billion and to make a $100 million equity investment in Steward; and

~~g) On September 29, 2017, we prepaid our Northland mortgage loan~~dividends paid in the ~~amount~~first three quarters of ~~$12.9~~2023, this dividend per share reduction represents an annualized cash savings of approximately $330 million.

During the first nine months ~~ended September 30, 2016,~~of 2022, we generated ~~$168.3~~approximately $560 million of cash flows from operating activities, primarily consisting of rent and interest from mortgage and other ~~loans.~~loans, of which we used $525 million to fund our dividends. During the first nine months of 2022, we received approximately $2.2 billion of proceeds from disposals (including the Macquarie Transaction as described in Note 3 to the condensed consolidated financial statements) and approximately $360 million from the property sales to Prime. We used these ~~operating cash flows along with cash on-hand~~proceeds to pay off our interim credit facility, partially pay down the outstanding balance on our Credit Facility, fund ~~our dividends~~$1.0 billion of ~~$160.1 million~~new acquisitions, and ~~certain investing activities.~~

~~In regards to~~make other ~~financing activities, to, delever and finance~~investments. We exercised the ~~Steward acquisition in October 2016, we did the following:~~

~~a) On February 22, 2016, we completed a senior unsecured notes offering for $500 million.~~

b) On April 30, 2016, we closed on the Capella Transaction (as further discussed in Note 3 to Item 1 of this Form 10-Q) resulting in net proceeds of $550 million along with an additional $50 million once we sold our investment in RegionalCare bonds in June 2016.

~~c) On May 23, 2016, we sold our investment in five properties leased and operated by Post Acute for $71 million.~~

~~d) On June 17, 2016, we sold our investment in one property leased and operated by Corinth Investor Holdings for $28 million.~~

~~e) On July 13, 2016, we completed a new~~ $500 million ~~senior unsecured notes offering. We used the net proceeds from this offering~~accordion feature to redeem our $450 million 6.875% Senior Unsecured Notes due 2021, which was completed on August 12, 2016. Net proceeds from the notes offering after redemption approximated $19 million, and we incurred a one-time charge of $22.5 million related to the redemption (see Note 4 to Item 1 of this Form 10-Q for further details).

~~f) On July 20, 2016, we sold three facilities leased to HealthSouth for $111.5 million, and~~

g) We sold 82.7 million shares (including 10.3 million sold to Cerberus affiliates on October 7, 2016) through our at-the-market equity offering program, a public equity offering and a private placement generating proceeds of approximately $1.2 billion.

~~Short-term Liquidity Requirements:~~~~As of November 3, 2017 (and after the redemption of the $350 million 6.375% Senior Unsecured~~

~~Notes due 2022 on October 7, 2017), we do not have any debt principal payments due until the revolving credit facility comes due in~~

~~2021, which we can extend for an additional 12 months — see debt maturity schedule below. At November 3, 2017, our availability under~~ our revolving credit facility ~~plus cash on-hand approximated $0.7 billion. We believe this~~during the first nine months of 2022 and extended the term on both the revolver and term loan portions of our Credit Facility - see Note 4 to the condensed consolidated financial statements for additional details.

Our short-term liquidity requirements typically consist of general and ~~our current monthly cash receipts from rent and loan interest is sufficient to fund our operations, debt and interest obligations, the expected funding~~

~~requirements on our development projects, and~~administrative expenses, dividends in order to comply with REIT requirements, interest payments on our debt, and planned funding commitments on development and capital improvement projects, for which we receive a return in the ~~next twelve months.~~form of additional rent once completed. Our monthly rent and interest receipts and distributions from our joint venture arrangements are typically enough to cover our short-term liquidity requirements.

However, with increasing interest rates, loss of a substantial portion of cash rent and interest from Prospect, a bond maturing in December 2023 of approximately $434 million, and a term loan maturing in May 2024 of approximately $300 million, we have looked to other initiatives to improve cash flows including:

With these initiatives, liquidity of approximately $0.9 billion (including cash on-hand and availability under our revolving credit facility) at November 3, 2023, and routine cash receipts of rent and interest, we believe we can fund our short-term liquidity requirements.

Our long-term liquidity requirements generally consist of the ~~revolving credit facility (which we can extend for an additional year to February~~

~~2022)~~same requirements described above under “Short-term Liquidity Requirements” along with the acquisition of real estate and ~~after~~ the ~~redemption~~funding of ~~the $350 million 6.375% Senior Unsecured Notes due 2022,~~debt maturities. At this time, we do not ~~have~~expect any material acquisitions of real estate in the foreseeable future; however, see below for our debt ~~principal payments~~that is coming due over the next five ~~years (see debt maturity schedule below). With~~years.

As described previously, our ~~liquidity at November 3, 2017 of approximately $0.7 billion~~monthly rent and interest receipts and distributions from our joint venture arrangements along with our current ~~monthly cash receipts from rent and loan interest, we believe we have the~~ liquidity ~~available~~of approximately $0.9 billion at November 3, 2023, are typically enough to uscover our short-term liquidity requirements. However, to ~~fund our operations, debt and interest obligations, dividends in order to comply with REIT requirements, and the expected funding requirements on our development projects currently.~~

~~However, in order to fund our investment strategies, while maintaining a prudent leverage ratio, and to fund~~address upcoming debt maturities ~~coming due in 2022 and later years, additional capital will be needed, and we believe the following sources of capital are generally available in the market and~~or to make any new strategic investments, we may ~~access~~need to look to other sources, which may include one or a combination of ~~them:~~the following:

However, there is no assurance that conditions will be favorable for such possible transactions or that our plans will be successful.

~~As of September 30, 2017, principal~~Principal payments due on our debt (which exclude the effects of any discounts, premiums, or debt issue costs recorded) as of November 3, 2023 are as follows (in thousands):

We presented our contractual ~~obligations~~commitments in our 2022 Annual Report on Form 10-K ~~for the fiscal year ended December 31, 2016. For the nine months ended September 30, 2017, changes to~~and provided an update in our debt related contractual obligations included the issuance of our new Credit Facility, the 3.325% Senior Unsecured Notes due 2025, and the 5.000% Senior Unsecured Notes due 2027, along with redemption of our 5.750% Senior Unsecured Notes due 2020 and prepayment of our $12.9 million term loan. Subsequent to September 30, 2017, we redeemed our 6.375% Senior Unsecured Notes due 2022. See Note 4 of Item 1 of thisQuarterly Report on Form 10-Q for ~~more detailed information.~~the period ended June 30, 2023. Except for the change noted below, there have been no significant changes through November 3, 2023. Excluded from this table is $10 million of unused loan to Prospect as part of the Prospect Transaction discussed in Note 3 to the condensed consolidated financial statements.

The following table updates our contractual ~~obligations~~commitments schedule ~~for the debt activity, described above, for the nine months ended September 30, 2017 along with the post September 30, 2017 early redemption~~as of ~~our 6.375% Senior Unsecured Notes due 2022~~November 3, 2023 (in thousands):

Contractual Obligations
   Less Than
1 Year    1-3 Years    3-5 Years    After
5 Years    Total
Revolving credit facility (1)
   $ 14,287    $ 28,574    $ 450,122    $ —      $ 492,983
Term loan
   5,556    11,127    207,444    —      224,127
3.325% Senior Unsecured Notes due 2025
   19,641    39,282    39,282    649,622    747,827
5.750% Senior Unsecured Notes due 2020
   —      —      —      —      —
6.375% Senior Unsecured Notes due 2022
   364,381    —      —      —      364,381
5.000% Senior Unsecured Notes due 2027
   39,667    140,000    140,000    1,785,000    2,104,667

The table below is a summary of our distributions declared during the two year period ended September 30, ~~2017:~~2023:

We intend to pay to our stockholders, within the time periods prescribed by the Internal Revenue Code (“Code”), all or substantially all of our annual taxable income, including taxable gains (if any) from the sale of real estate and recognized gains on the sale of securities. It is our policy to make sufficient cash distributions to stockholders in order for us to maintain our status as a REIT under the Internal Revenue Code of 1986, as amended, and to ~~avoid~~efficiently manage corporate income and excise taxes on undistributed income. ~~See~~ However, our Credit Facility limits the amount of dividends we can pay- see Note 4 to ~~our~~the condensed consolidated financial statements in for further information.

Item ~~1 to this Form 10-Q for any restrictions placed on dividends by our existing credit facility.~~3. Quantitative and Qualitative Disclosures About Market Risk.

Market risk includes risks that arise from changes in interest rates, foreign currency exchange rates, commodity prices, equity prices, and other market changes that affect market sensitive instruments. We seek to mitigate the effects of fluctuations in interest

rates by matching the terms of new investments with new long-term fixed rate borrowings to the extent possible. We may or may not elect to use financial derivative instruments to hedge interest rate or foreign currency exposure. For interest rate hedging, these decisions are principally based on our policy to match ~~our variable rate~~ investments with comparable borrowings, but are also based on the general trend in interest rates at the applicable dates and our perception of the future volatility of interest rates. For foreign currency hedging, these decisions are principally based on how our investments are financed, the long-term nature of our investments, the need to repatriate earnings back to the U.S., and the general trend in foreign currency exchange rates.

In addition, the value of our facilities will be subject to fluctuations based on changes in local and regional economic conditions and changes in the ability of our tenants to generate profits, all of which may affect our ability to refinance our debt, if necessary. The changes in the value of our facilities would be impacted also by changes in “cap” rates, which is measured by the current base rent divided by the current market value of a facility.

Our primary exposure to market risks relates to fluctuations in interest rates and foreign currency. The following analyses present the sensitivity of the market value, earnings, and cash flows of our significant financial instruments to hypothetical changes in interest rates and exchange rates as if these changes had occurred. The hypothetical changes chosen for these analyses reflect our view of changes that are reasonably possible over a one-year period. These forward looking disclosures are selective in nature and only address the potential impact from these hypothetical changes. They do not include other potential effects which could impact our business as a result of changes in market conditions. In addition, they do not include measures we may take to minimize our exposure such as entering into future interest rate swaps to hedge against interest rate increases on our variable rate debt.

For fixed rate debt, interest rate changes affect the fair market value but do not impact net income to common stockholders or cash flows. Conversely, for floating rate debt, interest rate changes generally do not affect the fair market value but do impact net income to common stockholders and cash flows, assuming other factors are held constant. At September 30, ~~2017,~~2023, our outstanding debt totaled ~~$4.8~~$10.2 billion, which consisted of fixed-rate debt of ~~$4.2~~approximately $8.6 billion (after considering interest rate swaps in-place) and variable rate debt of ~~$0.6~~$1.6 billion. If market interest rates increase by 1%10%, the fair value of our debt at September 30, ~~2017~~2023 would decrease by ~~$8.0~~approximately $231.8 million. Changes in the fair value of our fixed rate debt will not have any impact on us unless we decided to repurchase the debt in the open market.

If market rates of interest on our variable rate debt increase by 1%10%, the increase in annual interest expense on our variable rate debt would decrease future earnings and cash flows by ~~$0.2~~$10.3 million per year. If market rates of interest on our variable rate debt decrease by 1%10%, the decrease in interest expense on our variable rate debt would increase future earnings and cash flows by ~~$0.2~~$10.3 million per year. This assumes that the average amount outstanding under our variable rate debt for a year is ~~$0.6~~$1.6 billion, the balance of such variable rate debt at September 30, ~~2017.~~2023.

With our investments in the United Kingdom, Germany, Spain, Italy, Portugal, Switzerland, Finland, Australia, and ~~throughout Europe,~~Colombia, we are subject to fluctuations in the ~~euro and~~ British pound, euro, Swiss franc, Australian dollar, and Colombian peso to U.S. dollar currency exchange rates. ~~Increases~~Although we generally deem investments in these countries to be of a long-term nature (other than Australia as previously discussed in Note 3 to the condensed consolidated financial statements), are typically able to match any non-U.S. dollar borrowings with investments in such currencies, and historically have not needed to repatriate a material amount of earnings back to the U.S., increases or decreases in the value of the ~~euro to U.S.~~respective non-U.S. dollar ~~and the British pound~~currencies to U.S. dollar exchange rates may impact our financial condition and/or our results of operations. Based solely on our 2023 operating results to-date ~~in 2017~~ and on an annualized basis, ifa 10% change to the ~~euro~~following exchange ~~rate were~~rates would have impacted our net income, FFO, and Normalized FFO by the amounts below (in thousands):

We have excluded the foreign currency sensitivity around Australian dollars in ~~2017~~the table above due to the Australia Transaction as described in Note 3 to the condensed consolidated financial statements.

Item 4. Controls and ~~on an annualized basis, if the British pound exchange rate were to change by 5%, our FFO would change by less than $0.2 million.~~Procedures.

We have adopted and maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

As required by Rule 13a-15(b), under the Securities Exchange Act of 1934, as amended, we have carried out an evaluation, under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the quarter covered by this report. Based on the foregoing, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective in ~~timely alerting them to material~~providing reasonable assurance that information required to be disclosed by us in the reports that we file ~~with~~under the ~~SEC.~~Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms.

There has been no change in our internal control over financial reporting during our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

From time-to-time, we may become involved in legal proceedings arising in the ordinary course of our business. Except as set forth below, we are not currently a party to any material legal proceedings, and we are not aware of any pending or threatened legal proceeding against us that we believe could have an adverse effect on our business, operating results, or financial condition.

On April 12, 2023, we and certain of our executives were named as defendants in a putative federal securities class action lawsuit filed by a purported stockholder in the United States District Court for the Southern District of New York, Case No. 1:23-cv-03070. The complaint sought class certification on behalf of purchasers of our common stock between March 1, 2022 and February 22, 2023 and alleged false and/or misleading statements and/or omissions resulted in artificially inflated prices for our common stock. The complaint sought unspecified damages including interest and an award of reasonable costs and expenses. On May 9, 2023, the plaintiff voluntarily dismissed this lawsuit.

On April 13, 2023, we and certain of our executives were named as defendants in a second putative federal securities class action lawsuit, also alleging false and/or misleading statements and/or omissions resulted in artificially inflated prices for our common stock, filed by a purported stockholder in the United States District Court for the Northern District of Alabama, Case No. 2:23-cv-00486. The complaint seeks class certification on behalf of purchasers of our common stock between July 15, 2019 and February 22, 2023 and unspecified damages including interest and an award of reasonable costs and expenses. This class action complaint was amended on September 22, 2023 and alleges that we made material misstatements or omissions relating to the financial health of certain of our tenants.

On September 29, 2023, we and certain of our executives were named as defendants in a putative federal securities class action lawsuit filed by a purported stockholder in the United States District Court for the Southern District of New York, Case No. 1:23-cv-08597. The complaint seeks class certification on behalf of purchasers of our common stock between May 23, 2023 and August 17, 2023 and alleges false and/or misleading statements and/or omissions.

On October 19, 2023, members of our Board of Directors were named as defendants in a shareholder derivative action filed by a purported stockholder in the United States District Court for the Northern District of Alabama, Case No. 2:23-cv-01415. The Company was named as a nominal defendant. The complaint makes allegations similar to those made in the securities action pending in the Northern District of Alabama described above relating to purported material misstatements or omissions relating to the financial health of certain of our tenants.

We believe these claims are without merit and intend to defend the remaining open cases vigorously. We have not recorded a liability because, at this time, we are unable to determine whether an unfavorable outcome is probable or to estimate reasonably possible losses.

On March 30, 2023, we commenced an action in the United States District Court for the Northern District of Alabama, Case No. 2:23-cv-00408, against short-seller Viceroy Research LLC ("Viceroy") and its members. We are seeking injunctive relief and damages for defamation, civil conspiracy, tortious interference, private nuisance, and unjust enrichment based on defamatory statements expressed against us. On June 29, 2023, we won a preliminary ruling in this lawsuit after Viceroy's motion to dismiss the case was denied by a judge in the United States District Court for the Northern District of Alabama.

~~Except to the extent set forth below or as otherwise disclosed in this Quarterly Report on Form 10-Q, there~~There have been no material changes to the Risk Factors as presented in our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2022.

~~Our revenues are dependent upon our relationship with~~Item 2. Unregistered Sales of Equity Securities and ~~success~~Use of ~~our largest tenants, Steward, Prime, MEDIAN, Ernest, RCCH and Adeptus Health.~~Proceeds.

During the three months ended September 30, 2023, none of the ~~collateral, which may not cover any~~Company's directors or ~~all of our losses. If we are ultimately required to find one or more tenant-operators to lease one or more properties currently leased by such tenant, we may face delays and increased costs~~officers (as defined in locating a suitable replacement tenant. The protections that we have in place to protect against such failure or delay, which can include letters of credit, cross default provisions, parent guarantees, repair reserves and the right to exercise remedies including the terminationRule 16a-1(f) of the ~~lease~~Securities and ~~replacement~~Exchange Act) adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of the operator, may prove to be insufficient, in whole or in part, or may entail further delays. In instances where we have an equity investment in our tenant’s operations, in addition to the effect on these tenants’ ability to meet their financial obligation to us, our ownership and investment interests may also be negatively impacted.Regulation S-K).

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the ~~registrant has~~registrants have duly caused this report to be signed on ~~its~~their behalf by the undersigned thereunto duly authorized.


~~MARYLAND~~ ~~DELAWARE~~		~~20-0191742~~ ~~20-0242069~~
maryland delaware		20-0191742 20-0242069
(State or other jurisdiction of incorporation or organization)		(I. R. S. Employer Identification No.)



1000 URBAN CENTER DRIVE, SUITE 501 BIRMINGHAM, AL		35242
(Address of principal executive offices)		(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.001 per share, of Medical Properties Trust, Inc.	MPW	The New York Stock Exchange


Large accelerated filer	☒	(Medical Properties Trust, Inc. only)	Accelerated filer	☐

Non-accelerated filer	☒	(MPT Operating Partnership, L.P. only)	Smaller reporting company	☐

		~~(Do not check if a smaller reporting company)~~	Emerging growth company	☐


	September 30, 2017			December 31, 2016			September 30, 2023			December 31, 2022
(In thousands, except per share amounts)	(Unaudited)			(Note 2)			(Unaudited)			(Note 2)
Assets
Real estate assets
Land, buildings and improvements, intangible lease assets, and other	$	5,795,286		$	4,317,866		$	13,042,260		$	13,862,415
Investment in financing leases								1,233,336			1,691,323
Real estate held for sale								290,321			—
Mortgage loans		1,777,555			1,060,400			302,476			364,101
Net investment in direct financing leases		695,829			648,102

Gross investment in real estate assets		8,268,670			6,026,368			14,868,393			15,917,839
Accumulated depreciation and amortization		(418,880	)		(325,125	)		(1,315,223	)		(1,193,312	)

Net investment in real estate assets		7,849,790			5,701,243			13,553,170			14,724,527
Cash and cash equivalents		188,224			83,240			340,058			235,668
Interest and rent receivables		105,817			57,698
Interest and rent receivables, net								195,559			167,035
Straight-line rent receivables		166,142			116,861			788,761			787,166
Investments in unconsolidated real estate joint ventures								1,461,725			1,497,903
Investments in unconsolidated operating entities								1,843,847			1,444,872
Other loans		151,709			155,721			263,471			227,839
Other assets		465,358			303,773			558,291			572,990

Total Assets	$	8,927,040		$	6,418,536		$	19,004,882		$	19,658,000

Liabilities and Equity
Liabilities
Debt, net	$	4,832,264		$	2,909,341		$	10,157,079		$	10,268,412
Accounts payable and accrued expenses		180,631			207,711			375,888			621,324
Deferred revenue		18,906			19,933			32,280			27,727
Lease deposits and other obligations to tenants		54,035			28,323

Obligations to tenants and other lease liabilities								154,218			146,130
Total Liabilities		5,085,836			3,165,308			10,719,465			11,063,593
Equity
Preferred stock, $0.001 par value. Authorized 10,000 shares; no shares outstanding		—			—
Common stock, $0.001 par value. Authorized 500,000 shares; issued and outstanding — 364,084 shares at September 30, 2017 and 320,514 shares at December 31, 2016		364			321
Additional paid in capital		4,330,495			3,775,336
Distributions in excess of net income		(468,473	)		(434,114	)
Preferred stock, $0.001 par value. Authorized 10,000 shares; no shares outstanding								—			—
Common stock, $0.001 par value. Authorized 750,000 shares; issued and outstanding — 598,444 shares at September 30, 2023 and 597,476 shares at December 31, 2022								598			597
Additional paid-in capital								8,558,768			8,535,140
Retained (deficit) earnings								(215,058	)		116,285
Accumulated other comprehensive loss		(35,165	)		(92,903	)		(59,778	)		(59,184	)
Treasury shares, at cost		(777	)		(262	)

Total Medical Properties Trust, Inc. Stockholders’ Equity		3,826,444			3,248,378
Total Medical Properties Trust, Inc. stockholders’ equity								8,284,530			8,592,838
Non-controlling interests		14,760			4,850			887			1,569

Total Equity		3,841,204			3,253,228			8,285,417			8,594,407

Total Liabilities and Equity	$	8,927,040		$	6,418,536		$	19,004,882		$	19,658,000


		Page
PART I — FINANCIAL INFORMATION			4	3
Item 1 Financial Statements			4	3
Medical Properties Trust, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets at September 30, ~~2017~~2023 and December 31, ~~2016~~2022			4	3
Condensed Consolidated Statements of Net Income for the Three ~~Months~~ and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022			5	4
Condensed Consolidated Statements of Comprehensive Income for the Three ~~Months~~ and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022			6	5
Condensed Consolidated Statements of Equity for the Three and Nine Months Ended September 30, 2023 and 2022	6
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022			7	8
MPT Operating Partnership, L.P. and Subsidiaries
Condensed Consolidated Balance Sheets at September 30, ~~2017~~2023 and December 31, ~~2016~~2022			8	9
Condensed Consolidated Statements of Net Income for the Three ~~Months~~ and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022			9	10
Condensed Consolidated Statements of Comprehensive Income for the Three ~~Months~~ and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022			10	11
Condensed Consolidated Statements of Capital for the Three and Nine Months Ended September 30, 2023 and 2022	12
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022			11	14
Medical Properties Trust, Inc. and MPT Operating Partnership, L.P. and Subsidiaries
Notes to Condensed Consolidated Financial Statements			12	15
Item 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations			30	33
Item 3 Quantitative and Qualitative Disclosures about Market Risk			41	43
Item 4 Controls and Procedures			42	45
PART II — OTHER INFORMATION			43	46
Item 1 Legal Proceedings			43	46
Item 1A1A Risk Factors			43	46
Item 2 Unregistered Sales of Equity Securities and Use of Proceeds			44	46
Item 3 Defaults Upon Senior Securities			44	47
Item 4 Mine Safety Disclosures			44	47
Item 5 Other Information			44	47
Item 6 Exhibits			45
~~INDEX TO EXHIBITS~~48			46
SIGNATURE	49
		47


	For the Nine Months Ended September 30,
(In thousands)	2017			2016
Operating activities
Net income	$	218,862		$	182,692
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		93,805			69,720
Amortization of deferred financing costs and debt discount		4,748			5,799
Direct financing lease interest accretion		(7,276	)		(6,757	)
Straight-line rent revenue		(47,678	)		(27,009	)
Share-based compensation		7,148			5,832
Gain from sale of real estate and other asset dispositions, net		(7,431	)		(61,294	)
Impairment charges		—			7,295
Straight-line rent and other write-off		1,117			3,063
Unutilized financing fees/debt refinancing costs		18,794			22,539
Other adjustments		(7,152	)		(8,398	)
Changes in:
Interest and rent receivables		(14,613	)		(12,790	)
Accounts payable and accrued expenses		(40,378	)		(12,403	)

Net cash provided by operating activities		219,946			168,289
Investing activities
Cash paid for acquisitions and other related investments		(2,152,069	)		(213,100	)
Net proceeds from sale of real estate		64,362			198,767
Principal received on loans receivable		6,760			804,809
Investment in loans receivable		(18,574	)		(102,909	)
Construction in progress and other		(52,953	)		(139,336	)
Investment in unsecured senior notes		—			(50,000	)
Proceeds from sale of unsecured senior notes		—			50,000
Other investments, net		(73,982	)		(52,701	)

Net cash (used for) provided by investing activities		(2,226,456	)		495,530
Financing activities
Proceeds from term debt		2,355,280			1,000,000
Payments of term debt		(688,221	)		(515,221	)
Revolving credit facilities, net		155,089			(1,100,000	)
Distributions paid		(239,211	)		(160,060	)
Lease deposits and other obligations to tenants		(7,467	)		13,784
Proceeds from sale of common shares, net of offering costs		548,055			1,024,088
Debt issuance costs paid and other financing activities		(27,167	)		(31,317	)

Net cash provided by financing activities		2,096,358			231,274

Increase in cash and cash equivalents for period		89,848			895,093
Effect of exchange rate changes		15,136			4,283
Cash and cash equivalents at beginning of period		83,240			195,541

Cash and cash equivalents at end of period	$	188,224		$	1,094,917

Interest paid	$	131,708		$	120,374
Supplemental schedule of non-cash investing activities:
(Decrease) increase in development project construction costs incurred, not paid	$	(9,036	)	$	17,458
Supplemental schedule of non-cash financing activities:
Distributions declared, not paid	$	87,519		$	58,333


	Preferred				Common
(In thousands, except per share amounts)	Shares		Par Value		Shares			Par Value		Additional Paid-in Capital			Retained Earnings (Deficit)			Accumulated Other Comprehensive (Loss) Income			Non- Controlling Interests			Total Equity
Balance at December 31, 2022		—	$	—		597,476		$	597	$	8,535,140		$	116,285		$	(59,184	)	$	1,569		$	8,594,407
Net income		—		—		—			—		—			32,794			—			236			33,030
Unrealized loss on interest rate swaps, net of tax		—		—		—			—		—			—			(15,325	)		—			(15,325	)
Reclassification of interest rate swap gain to earnings, net of tax		—		—		—			—		—			—			(28,553	)		—			(28,553	)
Foreign currency translation gain		—		—		—			—		—			—			28,143			—			28,143
Stock vesting and amortization of stock-based compensation		—		—		1,325			1		11,828			—			—			—			11,829
Stock vesting - satisfaction of tax withholdings		—		—		(499	)		—		(5,554	)		—			—			—			(5,554	)
Distributions to non-controlling interests		—		—		—			—		—			—			—			(231	)		(231	)
Dividends declared ($0.29 per common share)		—		—		—			—		—			(174,492	)		—			—			(174,492	)
Balance at March 31, 2023		—	$	—		598,302		$	598	$	8,541,414		$	(25,413	)	$	(74,919	)	$	1,574		$	8,443,254
Net loss		—		—		—			—		—			(42,037	)		—			(396	)		(42,433	)
Unrealized gain on interest rate swaps, net of tax		—		—		—			—		—			—			17,920			—			17,920
Foreign currency translation gain		—		—		—			—		—			—			60,445			—			60,445
Reclassification of foreign currency translation loss to earnings		—		—		—			—		—			—			3,234			—			3,234
Stock vesting and amortization of stock-based compensation		—		—		59			—		6,437			—			—			—			6,437
Stock vesting - satisfaction of tax withholdings		—		—		(17	)		—		(16	)		—			—			—			(16	)
Distributions to non-controlling interests		—		—		—			—		—			—			—			(276	)		(276	)
Dividends declared ($0.29 per common share)		—		—		—			—		—			(173,851	)		—			—			(173,851	)
Balance at June 30, 2023		—	$	—		598,344		$	598	$	8,547,835		$	(241,301	)	$	6,680		$	902		$	8,314,714
Net income		—		—		—			—		—			116,710			—			185			116,895
Unrealized loss on interest rate swaps, net of tax		—		—		—			—		—			—			(12,440	)		—			(12,440	)
Foreign currency translation loss		—		—		—			—		—			—			(54,018	)		—			(54,018	)
Stock vesting and amortization of stock-based compensation		—		—		156			—		11,453			—			—			—			11,453
Stock vesting - satisfaction of tax withholdings		—		—		(56	)		—		(520	)		—			—			—			(520	)
Distributions to non-controlling interests		—		—		—			—		—			—			—			(200	)		(200	)
Dividends declared ($0.15 per common share)		—		—		—			—		—			(90,467	)		—			—			(90,467	)
Balance at September 30, 2023		—	$	—		598,444		$	598	$	8,558,768		$	(215,058	)	$	(59,778	)	$	887		$	8,285,417


	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
(In thousands, except per unit amounts)	2017			2016			2017			2016
Revenues
Rent billed	$	110,930		$	82,387		$	311,140		$	234,408
Straight-line rent		17,505			9,741			46,561			26,509
Income from direct financing leases		19,115			14,678			55,307			47,181
Interest and fee income		29,030			19,749			86,776			79,756

Total revenues		176,580			126,555			499,784			387,854
Expenses
Real estate depreciation and amortization		31,915			23,876			88,994			67,850
Impairment charges		—			(80	)		—			7,295
Property-related		1,519			(93	)		4,000			1,592
Acquisition expenses		7,434			2,677			20,996			6,379
General and administrative		15,011			12,305			43,287			35,821

Total operating expenses		55,879			38,685			157,277			118,937

Operating income		120,701			87,870			342,507			268,917
Other income (expense)
Interest expense		(42,759	)		(40,262	)		(120,498	)		(121,132	)
Gain on sale of real estate and other asset dispositions, net		18			44,616			7,431			61,294
Earnings (loss) from equity and other interests		3,384			1,245			7,898			(2,556	)
Unutilized financing fees/debt refinancing costs		(4,414	)		(22,535	)		(18,794	)		(22,539	)
Other income (expense)		481			99			1,101			(118	)
Income tax expense		(530	)		(490	)		(783	)		(1,173	)

Net other expense		(43,820	)		(17,327	)		(123,645	)		(86,224	)

Income from continuing operations		76,881			70,543			218,862			182,693
Loss from discontinued operations		—			—			—			(1	)

Net income		76,881			70,543			218,862			182,692
Net income attributable to non-controlling interests		(417	)		(185	)		(1,013	)		(683	)

Net income attributable to MPT Operating Partnership partners	$	76,464		$	70,358		$	217,849		$	182,009

Earnings per unit — basic
Income from continuing operations attributable to MPT Operating Partnership partners	$	0.21		$	0.29		$	0.63		$	0.75
Loss from discontinued operations attributable to MPT Operating Partnership partners		—			—			—			—

Net income attributable to MPT Operating Partnership partners	$	0.21		$	0.29		$	0.63		$	0.75

Weighted average units outstanding — basic		364,315			246,230			345,076			240,607

Earnings per unit — diluted
Income from continuing operations attributable to MPT Operating Partnership partners	$	0.21		$	0.28		$	0.63		$	0.75
Loss from discontinued operations attributable to MPT Operating Partnership partners		—			—			—			—

Net income attributable to MPT Operating Partnership partners	$	0.21		$	0.28		$	0.63		$	0.75

Weighted average units outstanding — diluted		365,046			247,468			345,596			241,432

Dividends declared per unit	$	0.24		$	0.23		$	0.72		$	0.68


	General						Limited Partners						Accumulated
	Partner						Common						Other			Non-
(In thousands, except per unit amounts)	Units			Unit Value			Units			Unit Value			Comprehensive (Loss) Income			Controlling Interests			Total Capital
Balance at December 31, 2022		5,976		$	86,599			591,500		$	8,565,813		$	(59,184	)	$	1,569		$	8,594,797
Net income		—			328			—			32,466			—			236			33,030
Unrealized loss on interest rate swaps, net of tax		—			—			—			—			(15,325	)		—			(15,325	)
Reclassification of interest rate swap gain to earnings, net of tax		—			—			—			—			(28,553	)		—			(28,553	)
Foreign currency translation gain		—			—			—			—			28,143			—			28,143
Unit vesting and amortization of unit-based compensation		13			118			1,312			11,711			—			—			11,829
Unit vesting - satisfaction of tax withholdings		(5	)		(56	)		(494	)		(5,498	)		—			—			(5,554	)
Distributions to non-controlling interests		—			—			—			—			—			(231	)		(231	)
Distributions declared ($0.29 per unit)		—			(1,745	)		—			(172,747	)		—			—			(174,492	)
Balance at March 31, 2023		5,984		$	85,244			592,318		$	8,431,745		$	(74,919	)	$	1,574		$	8,443,644
Net loss		—			(420	)		—			(41,617	)		—			(396	)		(42,433	)
Unrealized gain on interest rate swaps, net of tax		—			—			—			—			17,920			—			17,920
Foreign currency translation gain		—			—			—			—			60,445			—			60,445
Reclassification of foreign currency translation loss to earnings		—			—			—			—			3,234			—			3,234
Unit vesting and amortization of unit-based compensation		1			64			58			6,373			—			—			6,437
Unit vesting - satisfaction of tax withholdings		—			—			(17	)		(16	)		—			—			(16	)
Distributions to non-controlling interests		—			—			—			—			—			(276	)		(276	)
Distributions declared ($0.29 per unit)		—			(1,739	)		—			(172,112	)		—			—			(173,851	)
Balance at June 30, 2023		5,985		$	83,149			592,359		$	8,224,373		$	6,680		$	902		$	8,315,104
Net income		—			1,167			—			115,543			—			185			116,895
Unrealized loss on interest rate swaps, net of tax		—			—			—			—			(12,440	)		—			(12,440	)
Foreign currency translation loss		—			—			—			—			(54,018	)		—			(54,018	)
Unit vesting and amortization of unit-based compensation		2			115			154			11,338			—			—			11,453
Unit vesting - satisfaction of tax withholdings		(1	)		(5	)		(55	)		(515	)		—			—			(520	)
Distributions to non-controlling interests		—			—			—			—			—			(200	)		(200	)
Distributions declared ($0.15 per unit)		—			(905	)		—			(89,562	)		—			—			(90,467	)
Balance at September 30, 2023		5,986		$	83,521			592,458		$	8,261,177		$	(59,778	)	$	887		$	8,285,807


VIE Type	Maximum Loss Exposure(1)		Asset Type Classification	Carrying Amount(2)		Carrying Amount(1)		Asset Type Classification	Maximum Loss Exposure(2)
Loans, net	$	331,857	Mortgage and other loans	$	235,287	$	805,640	Investments in Unconsolidated Operating Entities	$	805,640
Loans, net							142,438	Mortgage and other loans		184,825
Equity investments	$	13,242	Other assets	$	—		108,935	Investments in Unconsolidated Operating Entities		108,935


	Nine Months Ended September 30,
	2017			2016
Assets Acquired
Land and land improvements	$	196,094		$	13,602
Building		987,442			125,744
Intangible lease assets — subject to amortization (weighted average useful life 28.7 years for 2017 and 19.4 years for 2016)		128,961			10,754
Net investments in direct financing leases		40,450			63,000
Mortgage loans		700,000			—
Equity investments		100,000			—
Liabilities assumed		(878	)		—

Total assets acquired	$	2,152,069		$	213,100
Loans repaid (1)		—			(93,262	)

Total net assets acquired	$	2,152,069		$	119,838


	For the Three Months				For the Nine Months
	Ended September 30,				Ended September 30,
	2017		2016		2017		2016
Total revenues	$	209,368	$	207,898	$	623,635	$	622,798
Net income	$	102,112	$	107,863	$	311,306	$	307,645
Net income per share/unit — diluted	$	0.28	$	0.30	$	0.85	$	0.84


Property	Commitment		Costs Incurred as of September 30, 2017		Estimated Completion Date
Ernest (Flagstaff, Arizona)	$	28,067	$	16,619		1Q 2018
Circle (Birmingham, England)		43,221		11,389		1Q 2019

	$	71,288	$	28,008


	As of September 30, 2017			As of December 31, 2016
Minimum lease payments receivable	$	2,312,621		$	2,207,625
Estimated residual values		448,098			407,647
Less: Unearned income		(2,064,890	)		(1,967,170	)

Net investment in direct financing leases	$	695,829		$	648,102


	As of September 30, 2017		As of December 31, 2016
Mortgage loans	$	1,777,555	$	1,060,400
Acquisition loans		119,256		121,464
Working capital and other loans		32,453		34,257

	$	1,929,264	$	1,216,121


	As of September 30, 2017					As of December 31, 2016
Operators	Total Gross Assets		Percentage of Total Gross Assets			Total Gross Assets		Percentage of Total Gross Assets
Steward (1)	$	3,445,379		36.8	%	$	1,609,583		22.5	%
MEDIAN		1,209,767		12.9	%		993,677		13.9	%
Prime		1,118,070		12.0	%		1,144,055		16.0	%
Ernest		631,501		6.7	%		627,906		8.8	%
RCCH		506,265		5.4	%		566,600		7.9	%
Other operators		1,992,448		21.3	%		1,900,397		26.7	%
Other assets		452,505		4.9	%		300,903		4.2	%

Total	$	9,355,935		100.0	%	$	7,143,121		100.0	%


	As of September 30, 2017			As of December 31, 2016
Revolving credit facility^(A)	$	445,359		$	290,000
Term loans		200,000			263,101
6.375% Senior Unsecured Notes due 2022:
Principal amount		350,000			350,000
Unamortized premium		1,549			1,814

		351,549			351,814
5.750% Senior Unsecured Notes due 2020^(B)		—			210,340
4.000% Senior Unsecured Notes due 2022^(B)		590,700			525,850
5.500% Senior Unsecured Notes due 2024		300,000			300,000
6.375% Senior Unsecured Notes due 2024		500,000			500,000
3.325% Senior Unsecured Notes due 2025^(B)		590,700			—
5.250% Senior Unsecured Notes due 2026		500,000			500,000
5.000% Senior Unsecured Notes due 2027		1,400,000			—

	$	4,878,308		$	2,941,105
Debt issue costs, net		(46,044	)		(31,764	)

	$	4,832,264		$	2,909,341


2017	$	350,000	(A)
2018		—
2019		—
2020		—
2021		445,359
Thereafter		4,081,400

Total	$	4,876,759


	September 30, 2017						December 31, 2016
	Book			Fair			Book			Fair			As of September 30, 2023							As of December 31, 2022
Asset (Liability)	Value			Value			Value			Value			Book Value				Fair Value			Book Value				Fair Value
Interest and rent receivables	$	105,817		$	105,803		$	57,698		$	57,707
Loans (1)		1,698,866			1,722,912			986,987			1,017,428
Interest and rent receivables, net													$	195,559			$	156,131		$	167,035			$	163,101
Loans(1)														1,255,589		(2)		1,162,388			1,405,615		(2)		1,360,113
Debt, net		(4,832,264	)		(5,032,821	)		(2,909,341	)		(2,966,759	)		(10,157,079	)			(8,201,606	)		(10,268,412	)			(8,697,042	)


	Fair				Asset Type
Asset Type	Value		Cost		Classification
Mortgage loans	$	115,000	$	115,000		Mortgage loans
Acquisition and other loans		115,398		115,398		Other loans
Equity investments		3,300		3,300		Other assets

	$	233,698	$	233,698


Basis Point Change in Marketability Discount	Estimated Increase (Decrease) In Fair Value
+100 basis points	$	(51	)
- 100 basis points		51


Basis Point Change in Marketability Discount	Estimated Increase (Decrease) In Fair Value
+100 basis points	$	(7,423	)
- 100 basis points		7,423


	As of September 30, 2017		% of Total			As of December 31, 2016		% of Total
Real estate owned (gross)	$	6,463,107		72.4	%	$	4,912,320		76.6	%
Mortgage loans		1,777,555		19.9	%		1,060,400		16.5	%
Other loans		151,709		1.7	%		155,721		2.4	%
Construction in progress		28,008		0.3	%		53,648		0.8	%
Other assets		506,661		5.7	%		236,447		3.7	%

Total assets (1)	$	8,927,040		100.0	%	$	6,418,536		100.0	%


	As of September 30, 2023			% of Total			As of December 31, 2022			% of Total
Real estate assets - at cost	$	14,868,393			78.2	%	$	15,917,839			81.0	%
Accumulated real estate depreciation and amortization		(1,315,223	)		-6.9	%		(1,193,312	)		-6.1	%
Cash and cash equivalents		340,058			1.8	%		235,668			1.2	%
Investments in unconsolidated real estate joint ventures		1,461,725			7.7	%		1,497,903			7.6	%
Investments in unconsolidated operating entities		1,843,847			9.7	%		1,444,872			7.4	%
Other		1,806,082			9.5	%		1,755,030			8.9	%
Total assets	$	19,004,882			100.0	%	$	19,658,000			100.0	%


	For the Three Months Ended September 30, 2017		% of Total			For the Three Months Ended September 30, 2016		% of Total
General Acute Care Hospitals (1)	$	119,572		67.7	%	$	78,622		62.1	%
Rehabilitation Hospitals		46,485		26.3	%		37,075		29.3	%
Long-term Acute Care Hospitals		10,523		6.0	%		10,858		8.6	%

Total revenue	$	176,580		100.0	%	$	126,555		100.0	%


	For the Nine Months Ended September 30, 2017		% of Total			For the Nine Months Ended September 30, 2016		% of Total
General Acute Care Hospitals (1)	$	341,640		68.4	%	$	238,600		61.5	%
Rehabilitation Hospitals		125,829		25.2	%		113,463		29.3	%
Long-term Acute Care Hospitals		32,315		6.4	%		35,791		9.2	%

Total revenue	$	499,784		100.0	%	$	387,854		100.0	%


	For the Three Months Ended						For the Nine Months Ended						For the Three Months Ended						For the Nine Months Ended
	September 30, 2017			September 30, 2016			September 30, 2017			September 30, 2016			September 30, 2023			September 30, 2022			September 30, 2023			September 30, 2022
FFO information:
Net income attributable to MPT common stockholders	$	76,464		$	70,358		$	217,849		$	182,009		$	116,710		$	221,793		$	107,467		$	1,043,071
Participating securities’ share in earnings		(82	)		(154	)		(307	)		(430	)		(311	)		(288	)		(1,295	)		(1,035	)

Net income, less participating securities’ share in earnings	$	76,382		$	70,204		$	217,542		$	181,579		$	116,399		$	221,505		$	106,172		$	1,042,036
Depreciation and amortization		32,618			24,374			90,744			69,181			96,280			99,296			580,484			300,731
Gain on sale of real estate		(18	)		(44,515	)		(7,431	)		(67,168	)

Loss (gain) on sale of real estate														20			(68,795	)		(209	)		(536,788	)
Real estate impairment charges														3,750			—			55,854			—
Funds from operations	$	108,982		$	50,063		$	300,855		$	183,592		$	216,449		$	252,006		$	742,301		$	805,979
Write-off of straight line rent and other		—			—			1,117			3,063
Transaction costs from non-real estate dispositions .		—			(101	)		—			5,874
Acquisition expenses, net of tax benefit		7,166			2,689			19,350			11,723
Impairment charges		—			(80	)		—			7,295
Unutilized financing fees / debt refinancing costs		4,414			22,535			18,794			22,539

Write-off of unbilled rent and other														52,742			35,587			150,576			35,259
Other impairment (recovery) charges														—			(19,450	)		37,434			(14,575	)
Litigation and other														2,759			—			12,987			—
Share-based compensation adjustments														1,243			—			(3,120	)		(966	)
Non-cash fair value adjustments														(46,815	)		(3,597	)		(42,562	)		(12,563	)
Tax rate changes and other														—			7,726			(164,535	)		6,901
Debt refinancing and unutilized financing (benefit) costs														(862	)		17			(46	)		9,452
Normalized funds from operations	$	120,562		$	75,106		$	340,116		$	234,086		$	225,516		$	272,289		$	733,035		$	829,487

Per diluted share data:
Net income, less participating securities’ share in earnings	$	0.21		$	0.28		$	0.63		$	0.75		$	0.19		$	0.37		$	0.18		$	1.74
Depreciation and amortization		0.09			0.10			0.26			0.29			0.16			0.16			0.97			0.50
Gain on sale of real estate		—			(0.18	)		(0.02	)		(0.28	)

Loss (gain) on sale of real estate														—			(0.11	)		—			(0.90	)
Real estate impairment charges														0.01			—			0.09			—
Funds from operations	$	0.30		$	0.20		$	0.87		$	0.76		$	0.36		$	0.42		$	1.24		$	1.34
Write-off of straight line rent and other		—			—			—			0.01
Transaction costs from non-real estate dispositions .		—			—			—			0.03
Acquisition expenses, net of tax benefit		0.02			0.01			0.06			0.05
Impairment charges		—			—			—			0.03
Unutilized financing fees / debt refinancing costs		0.01			0.09			0.05			0.09

Write-off of unbilled rent and other														0.09			0.06			0.25			0.06
Other impairment (recovery) charges														—			(0.03	)		0.06			(0.03	)
Litigation and other														0.01			—			0.02			—
Share-based compensation adjustments														—			—			(0.01	)		—
Non-cash fair value adjustments														(0.08	)		(0.01	)		(0.07	)		(0.02	)
Tax rate changes and other														—			0.01			(0.27	)		0.01
Debt refinancing and unutilized financing (benefit) costs														—			—			—			0.02
Normalized funds from operations	$	0.33		$	0.30		$	0.98		$	0.97		$	0.38		$	0.45		$	1.22		$	1.38


2023	$	433,539
2024		435,915
2025		1,403,150
2026		2,816,026
2027		1,600,000
Thereafter		3,376,100
Total	$	10,064,730


Contractual Obligations	Less Than 1 Year		1-3 Years		3-5 Years		After 5 Years		Total
Revolving credit facility (1)	$	14,287	$	28,574	$	450,122	$	—	$	492,983
Term loan		5,556		11,127		207,444		—		224,127
3.325% Senior Unsecured Notes due 2025		19,641		39,282		39,282		649,622		747,827
5.750% Senior Unsecured Notes due 2020		—		—		—		—		—
6.375% Senior Unsecured Notes due 2022		364,381		—		—		—		364,381
5.000% Senior Unsecured Notes due 2027		39,667		140,000		140,000		1,785,000		2,104,667


Contractual Commitments	2023(1)		2024		2025		2026		2027		Thereafter		Total
Revolving credit facility	$	12,754	$	80,552	$	80,552	$	1,200,527	$	—	$	—	$	1,374,385


Declaration Date	Record Date	Date of Distribution	Distribution per Share
August 17, 2017	September 14, 2017	October 12, 2017	$	0.24
May 25, 2017	June 15, 2017	July 14, 2017	$	0.24
February 16, 2017	March 16, 2017	April 13, 2017	$	0.24
November 10, 2016	December 8, 2016	January 12, 2017	$	0.23
August 18, 2016	September 15, 2016	October 13, 2016	$	0.23
May 19, 2016	June 16, 2016	July 14, 2016	$	0.23
February 19, 2016	March 17, 2016	April 14, 2016	$	0.22
November 12, 2015	December 10, 2015	January 14, 2016	$	0.22


	Net Income Impact(1)		FFO Impact(1)		NFFO Impact
British pound (£)	$	10,482	$	19,935	$	19,832
Euro (€)		1,975		6,471		6,475
Swiss franc (CHF)		5,427		7,804		3,870
Colombian peso (COP)		1,453		1,523		1,523


Period	Total number of shares purchased(1) (in thousands)		Average price per share		Total number of shares purchased as part of publicly announced programs(2)		Approximate dollar value of shares that may yet be purchased under the plans or programs (in thousands)
July 1-July 31, 2023		56	$	9.29		—	$	482,085


Exhibit Number		Description

4.1* 31.1*		Twelfth Supplemental Indenture, dated as of September 21, 2017, by and among MPT Operating Partnership, L.P. and MPT Finance Corporation, as issuers, Medical Properties Trust, Inc., as parent and guarantor, and Wilmington Trust, National Association, as trustee.

10.1*		Joinder and Amendment to Master Lease Agreement, dated as of September 29, 2017, by and among certain Affiliates of MPT Operating Partnership, L.P. and certain Affiliates of Steward Health Care System LLC.

10.2*		Joinder and Amendment to Real Estate Loan Agreement, dated as of September 29, 2017, by and among certain Affiliates of MPT Operating Partnership, L.P. and certain Affiliates of Steward Health Care System LLC.

31.1*		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934. (Medical Properties Trust, Inc.)

31.2*		Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934. (Medical Properties Trust, Inc.)

31.3*		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934. (MPT Operating Partnership, L.P.)

31.4*		Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934. (MPT Operating Partnership, L.P.)

32.1**		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Medical Properties Trust, Inc.)

32.2**		Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (MPT Operating Partnership, L.P.)

Exhibit ~~101.INS~~101.INS*		XBRL Instance Document- the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

Exhibit ~~101.SCH~~101.SCH*		Inline XBRL Taxonomy Extension Schema Document

Exhibit ~~101.CAL~~101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase Document

Exhibit ~~101.DEF~~101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document

Exhibit ~~101.LAB~~101.LAB*		Inline XBRL Taxonomy Extension Label Linkbase Document

Exhibit ~~101.PRE~~101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document


~~Exhibit~~ ~~Number~~	~~Description~~
Exhibit 104*
4.1*		~~Twelfth Supplemental Indenture, dated~~ Cover Page Interactive Data File (formatted as of September 21, 2017, by and among MPT Operating Partnership, L.P. and MPT Finance Corporation, as issuers, Medical Properties Trust, Inc., as parent and guarantor, and Wilmington Trust, National Association, as trustee.

10.1*	Joinder and Amendment to Master Lease Agreement, dated as of September 29, 2017, by and among certain Affiliates of MPT Operating Partnership, L.P. and certain Affiliates of Steward Health Care System LLC.

10.2*	Joinder and Amendment to Real Estate Loan Agreement, dated as of September 29, 2017, by and among certain Affiliates of MPT Operating Partnership, L.P. and certain Affiliates of Steward Health Care System LLC.

31.1*	~~Certification of Chief Executive Officer pursuant to Rule13a-14(a)~~ ~~under the Securities Exchange Act of 1934. (Medical Properties Trust, Inc.)~~

31.2*	~~Certification of Chief Financial Officer pursuant to Rule13a-14(a)~~ ~~under the Securities Exchange Act of 1934. (Medical Properties Trust, Inc.)~~

31.3*	~~Certification of Chief Executive Officer pursuant to Rule13a-14(a)~~ ~~under the Securities Exchange Act of 1934. (MPT Operating Partnership, L.P.)~~

31.4*	~~Certification of Chief Financial Officer pursuant to Rule13a-14(a)~~ ~~under the Securities Exchange Act of 1934. (MPT Operating Partnership, L.P.)~~

32.1**	~~Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule13a-14(b)~~ ~~under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Medical Properties Trust, Inc.)~~

32.2**	~~Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule13a-14(b)~~ ~~under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (MPT Operating Partnership, L.P.)~~

~~Exhibit 101.INS~~	Inline XBRL ~~Instance Document~~

~~Exhibit 101.SCH~~	~~XBRL Taxonomy Extension Schema Document~~

~~Exhibit 101.CAL~~	~~XBRL Taxonomy Extension Calculation Linkbase Document~~

~~Exhibit 101.DEF~~	~~XBRL Taxonomy Extension Definition Linkbase Document~~

~~Exhibit 101.LAB~~	~~XBRL Taxonomy Extension Label Linkbase Document~~

~~Exhibit 101.PRE~~	~~XBRL Taxonomy Extension Presentation Linkbase Document~~with applicable taxonomy extension information contained in Exhibits 101.*)