March 28, 2017
VIA EDGAR
Ms. Jennifer Monick
Assistant Chief Accountant
Office of Real Estate and Commodities
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: |
| Senior Housing Properties Trust (the “Company”) |
|
| Form 10-K for the fiscal year ended December 31, 2016 |
|
| Filed February 27, 2017 |
|
| File No. 1-15319 |
Dear Ms. Monick:
The Company is writing in response to your letter dated March 24, 2017. For your convenience, your original comment appears below in bold text and is followed by the Company’s response.
Form 10-K for the fiscal year ended December 31, 2016
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Property Net Operating Income (NOI), page 84
1. Please revise future filings to begin your reconciliation of Property NOI with Net income, ensuring such non-GAAP measure does not receive undue prominence. Refer to Question 102.10 of the updated Non-GAAP Financial Measures Compliance and Disclosure Interpretations issued on May 17, 2016. This comment also applies to your NOI reconciliation in future earnings releases.
Response: In future filings and earnings releases, the Company will begin its reconciliation of property NOI with net income.