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8-K - FORM 8-K - Griffin-American Healthcare REIT II, Inc.c17246e8vk.htm
Exhibit 99.1
(GRUBB & ELLIS HEALTHCARE REIT II LOGO)
     
Contact:
  Damon Elder
Phone:
  714.975.2659 
Email:
  damon.elder@grubb-ellis.com
Grubb & Ellis Healthcare REIT II
Reports First Quarter 2011 Results
SANTA ANA, Calif. (May 12, 2011) — Grubb & Ellis Healthcare REIT II, Inc. today announced operating results for the company’s first quarter ended March 31, 2011.
“Grubb & Ellis Healthcare REIT II continued to perform strongly during the first quarter of the year, following an exceptional 2010 when we began property operations and established a pattern for robust quarterly growth,” said Danny Prosky, president and chief operating officer. “During the first quarter we expanded our portfolio with three accretive acquisitions and realized impressive quarter-over-quarter growth as a result.”
First Quarter 2011 Highlights and Recent Accomplishments
    Completed first quarter acquisitions totaling $37.4 million, based on purchase price.
    Declared and paid quarterly distributions equal to an annualized rate of 6.5 percent to stockholders of record, based upon a $10.00 per share offering price. The company’s board of directors intends to continue to declare distributions on a quarterly basis.
    First quarter modified funds from operations, or MFFO, as defined by the Investment Program Association, or IPA, was approximately $2.4 million, 33 percent more than the $1.8 million recorded in the fourth quarter of 2010. Funds from operations, or FFO, equaled $1.3 million in the first quarter of 2011, compared with $236,000 in the fourth quarter of 2010. (Quarter-over-quarter growth is primarily due to the acquisition of additional properties. Please see financial reconciliation tables and notes at the end of this release for more information regarding modified funds from operations and funds from operations.)
    Net operating income, or NOI, totaled approximately $4.8 million in the first quarter of 2011, an increase of more than 30 percent compared to the $3.7 million achieved in the fourth quarter of 2010. The REIT reported a net loss of $885,000, a significant improvement over the loss of $1.6 million recorded in the fourth quarter of 2010. (Quarter-over-quarter growth is primarily due to the acquisition of additional properties. Please see financial reconciliation tables and notes at the end of this release for more information regarding NOI and net income/loss.)
    The company’s property portfolio achieved an aggregate average occupancy of 97.4 percent as of March 31, 2011 and had leverage of just 24.7 percent. The portfolio’s average remaining lease term was 10 years at the close of the first quarter based on leases in effect as of March 31, 2011.
    Subsequent to the close of the first quarter, the company modified its secured revolving line of credit with Bank of America, N.A.; expanding available credit to $45 million from $25 million and lowering the interest rate to LIBOR plus 3.50 percent from LIBOR plus 3.75 percent. An all-in interest rate floor of 5 percent was also eliminated. Currently, approximately $31.1 million is available for borrowing under the line of credit.

 

 


 

    In April, Chairman and Chief Executive Officer Jeff Hanson and President and Chief Operating Officer Danny Prosky, executed executive stock purchase plans. Under the terms of the plans, Hanson agreed to invest 100 percent of the after-tax cash compensation he receives as an executive of Grubb & Ellis Company, the REIT’s sponsor, directly into common stock shares of the REIT; Prosky will invest 50 percent of his after-tax cash compensation.
First Quarter 2011 and Recent Acquisition Highlights
    In January, the company acquired Columbia Long-Term Acute Care Hospital in Columbia, Mo., for approximately $12.4 million.
    In March, the company completed the $11.95 million acquisition of St. Anthony’s North Medical Office Building in Westminster, Colo.
    Also in March, the company acquired Loma Linda Pediatric Specialty Hospital near Los Angeles for $13.0 million.
    Total assets grew to nearly $242 million at the close of the first quarter 2011 from $204 million at the close of the fourth quarter 2010.
    Subsequent to the close of the first quarter, the company acquired medical office buildings in Florida, Texas, New Mexico, Arkansas and Louisiana and a skilled nursing facility in Arizona for approximately $61.6 million in the aggregate.
According to Hanson, “Our focus has always been to establish and manage the best non-traded REIT in the industry that provides a responsible and sustainable investor distribution and that delivers superior long-term financial performance. As our results demonstrate, we believe Grubb & Ellis Healthcare REIT II is meeting these goals and is well-positioned to sustain its impressive growth.”
Since Grubb & Ellis Healthcare REIT II’s initial public offering became effective in August 2009, the REIT’s sponsor, Grubb & Ellis Company, and the REIT have:
    Eliminated any potential internalization fees to the sponsor;
    Immediately adopted the IPA’s standard for calculating MFFO, which is a non-GAAP performance measure broadly used in the non-traded REIT industry;
    Implemented additional reporting in order to significantly enhance operational and financial transparency that includes quarterly supplemental operating and financial data and comprehensive earnings releases in conjunction with the filing of its quarterly and annual reports.
As of May 12, 2011, Grubb & Ellis Healthcare REIT II has made 20 geographically diverse acquisitions comprised of 41 buildings valued at approximately $292 million, based on purchase price in the aggregate.
FINANCIAL TABLES AND NOTES FOLLOW

 

 


 

GRUBB & ELLIS HEALTHCARE REIT II, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
As of March 31, 2011 and December 31, 2010
(Unaudited)
                 
    March 31, 2011     December 31, 2010  
 
               
ASSETS
Real estate investments:
               
Operating properties, net
  $ 194,098,000     $ 163,335,000  
Cash and cash equivalents
    6,706,000       6,018,000  
Accounts and other receivables, net
    479,000       241,000  
Restricted cash
    3,158,000       2,816,000  
Real estate and escrow deposits
    1,100,000       649,000  
Identified intangible assets, net
    33,299,000       28,568,000  
Other assets, net
    2,982,000       2,369,000  
 
           
Total assets
  $ 241,822,000     $ 203,996,000  
 
           
 
               
LIABILITIES AND EQUITY
 
               
Liabilities:
               
Mortgage loans payable, net
  $ 49,175,000     $ 58,331,000  
Line of credit
    7,400,000       11,800,000  
Accounts payable and accrued liabilities
    3,586,000       3,356,000  
Accounts payable due to affiliates
    1,173,000       840,000  
Derivative financial instruments
    379,000       453,000  
Identified intangible liabilities, net
    481,000       502,000  
Security deposits, prepaid rent and other liabilities
    3,437,000       3,352,000  
 
           
Total liabilities
    65,631,000       78,634,000  
 
               
Commitments and contingencies
               
 
               
Equity:
               
Stockholders’ equity:
               
Preferred stock, $0.01 par value; 200,000,000 shares authorized; none issued and outstanding
           
Common stock, $0.01 par value; 1,000,000,000 shares authorized; 21,579,624 and 15,452,668 shares issued and outstanding as of March 31, 2011 and December 31, 2010, respectively
    216,000       154,000  
Additional paid-in capital
    192,221,000       137,657,000  
Accumulated deficit
    (16,367,000 )     (12,571,000 )
 
           
Total stockholders’ equity
    176,070,000       125,240,000  
Noncontrolling interests
    121,000       122,000  
 
           
Total equity
    176,191,000       125,362,000  
 
           
Total liabilities and equity
  $ 241,822,000     $ 203,996,000  
 
           

 

 


 

GRUBB & ELLIS HEALTHCARE REIT II, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months Ended March 31, 2011 and 2010
(Unaudited)
                 
    Three Months Ended  
    March 31,  
    2011     2010  
 
               
Revenue:
               
Rental income
  $ 6,007,000     $ 61,000  
 
               
Expenses:
               
Rental expenses
    1,203,000       17,000  
General and administrative
    921,000       185,000  
Acquisition related expenses
    1,549,000       637,000  
Depreciation and amortization
    2,202,000       29,000  
 
           
Total expenses
    5,875,000       868,000  
 
           
Income (loss) from operations
    132,000       (807,000 )
Other income (expense):
               
Interest expense (including amortization of deferred financing costs and debt discount):
               
Interest expense
    (1,095,000 )     (1,000 )
Gain in fair value of derivative financial instruments
    74,000        
Interest income
    4,000       5,000  
 
           
Net loss
    (885,000 )     (803,000 )
 
           
Less: net (income) loss attributable to noncontrolling interests
           
 
           
Net loss attributable to controlling interest
  $ (885,000 )   $ (803,000 )
 
           
Net loss per common share attributable to controlling interest — basic and diluted
  $ (0.05 )   $ (0.30 )
 
           
Weighted average number of common shares outstanding — basic and diluted
    18,144,696       2,690,794  
 
           
 
               
Distributions declared per common share
  $ 0.16     $ 0.16  
 
           

 

 


 

GRUBB & ELLIS HEALTHCARE REIT II, INC.
NET OPERATING INCOME RECONCILIATION
For the Three Months Ended March 31, 2011, December 31, 2010 and March 31, 2010
(Unaudited)
Net operating income is a financial measure that does not conform to accounting principles generally accepted in the United States of America, or GAAP, or a non-GAAP measure. It is defined as net income (loss), computed in accordance with GAAP, generated from properties before general and administrative expenses, acquisition related expenses, depreciation and amortization, interest expense and interest income. The company believes that net operating income is useful for investors as it provides an accurate measure of the operating performance of its operating assets because net operating income excludes certain items that are not associated with the management of the properties. Additionally, the company believes that net operating income is a widely accepted measure of comparative operating performance in the real estate community. However, the company’s use of the term net operating income may not be comparable to that of other real estate companies as they may have different methodologies for computing this amount.
The following is a reconciliation of net loss, which is the most directly comparable GAAP financial measure, to net operating income for the three months ended March 31, 2011, December 31, 2010 and March 31, 2010:
                         
    Three Months Ended  
    March 31, 2011     December 31, 2010     March 31, 2010  
 
                       
Net loss
  $ (885,000 )   $ (1,631,000 )   $ (803,000 )
Add:
                       
 
   
General and administrative
    921,000       622,000       185,000  
Acquisition related expenses
    1,549,000       1,920,000       637,000  
Depreciation and amortization
    2,202,000       1,869,000       29,000  
Interest expense
    1,021,000       933,000       1,000  
Less:
                       
 
   
Interest income
    (4,000 )     (1,000 )     (5,000 )
 
                 
Net operating income
  $ 4,804,000     $ 3,712,000     $ 44,000  
 
                 

 

 


 

GRUBB & ELLIS HEALTHCARE REIT II, INC.
FFO AND MFFO RECONCILIATION
For the Three Months Ended March 31, 2011, December 31, 2010 and
March 31, 2010
(Unaudited)
Due to certain unique operating characteristics of real estate companies, the National Association of Real Estate Investment Trusts, or NAREIT, an industry trade group, has promulgated a measure known as funds from operations, or FFO, which the company believes to be an appropriate supplemental measure to reflect the operating performance of a real estate investment trust, or REIT. The use of FFO is recommended by the REIT industry as a supplemental performance measure. FFO is not equivalent to our net income or loss as determined under GAAP.
The company defines FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT, as revised in February 2004, or the White Paper. The White Paper defines FFO as net income or loss computed in accordance with GAAP, excluding gains or losses from sales of property but including asset impairment writedowns, plus depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures are calculated to reflect FFO. The company’s FFO calculation complies with NAREIT’s policy described above.
The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, the company believes, may be less informative. As a result, the company believes that the use of FFO, which excludes the impact of real estate related depreciation and amortization, provides a more complete understanding of the company’s performance to investors and to management, and when compared year over year, reflects the impact on the company’s operations from trends in occupancy rates, rental rates, operating costs, general and administrative expenses, and interest costs, which is not immediately apparent from net income or loss.
However, changes in the accounting and reporting rules under GAAP (for acquisition fees and expenses from a capitalization/depreciation model to an expensed-as-incurred model) that have been put into effect since the establishment of NAREIT’s definition of FFO have prompted an increase in the non-cash and non-operating items included in FFO. In addition, the company views fair value adjustments of derivatives, and impairment charges and gains and losses from dispositions of assets as items which are typically adjusted for when assessing operating performance. Lastly, publicly registered, non-listed REITs typically have a significant amount of acquisition activity and are substantially more dynamic during their initial years of investment and operation and therefore require additional adjustments to FFO in evaluating performance. Due to these and other unique features of publicly registered, non-listed REITs, the Investment Program Association, an industry trade group, has standardized a measure known as MFFO, which the company believes to be another appropriate supplemental measure to reflect the operating performance of a REIT. The use of MFFO is recommended by the IPA as a supplemental performance measure for publicly registered, non-listed REITs.

 

 


 

MFFO is a metric used by management to evaluate sustainable performance and distribution policy. In evaluating the performance of our portfolio over time, management employs business models and analyses that differentiate the costs to acquire investments from the investments’ revenues and expenses. Management believes that excluding acquisition costs from MFFO provides investors with supplemental performance information that is consistent with the performance models and analysis used by management, and provides investors a view of the performance of our portfolio over time, including after the time we cease to acquire properties on a frequent and regular basis. MFFO may provide investors with a useful indication of our future performance, particularly after our acquisition stage, and of the sustainability of our current distribution policy. However, because MFFO excludes acquisition expenses, MFFO is not equivalent to the company’s net income or loss as determined under GAAP and should not be construed as a historic performance measure.
The company defines MFFO, a non-GAAP measure, consistent with the IPA’s Guideline 2010-01, Supplemental Performance Measure for Publicly Registered, Non-Listed REITs: Modified Funds from Operations, or the Practice Guideline, issued by the IPA in November 2010. The Practice Guideline defines MFFO as FFO further adjusted for the following items included in the determination of GAAP net income: acquisition fees and expenses; amounts relating to deferred rent receivables and amortization of above and below market leases and liabilities; accretion of discounts and amortization of premiums on debt investments; nonrecurring impairments of real estate-related investments; mark-to-market adjustments included in net income; nonrecurring gains or losses included in net income from the extinguishment or sale of debt, hedges, foreign exchange, derivatives or securities holdings where trading of such holdings is not a fundamental attribute of the business plan, unrealized gains or losses resulting from consolidation from, or deconsolidation to, equity accounting, and after adjustments for consolidated and unconsolidated partnerships and joint ventures, with such adjustments calculated to reflect MFFO on the same basis. The company’s MFFO calculation complies with the IPA’s Practice Guideline described above. In calculating MFFO, the company excludes acquisition related expenses, amortization of above and below market leases, fair value adjustments of derivative financial instruments, gains or losses from the extinguishment of debt, deferred rent receivables and the adjustments of such items related to noncontrolling interests. The other adjustments included in the IPA’s Practice Guideline are not applicable to the company for the three months ended March 31, 2011, December 31, 2010 and March 31, 2010.
Presentation of this information is intended to assist in comparing the operating performance of different REITs, although it should be noted that not all REITs calculate FFO and MFFO the same way, so comparisons with other REITs may not be meaningful. Furthermore, FFO and MFFO are not necessarily indicative of cash flow available to fund cash needs and should not be considered as an alternative to net income (loss) as an indication of the company’s performance, as an indication of its liquidity, or indicative of funds available to fund its cash needs including its ability to make distributions to its stockholders. FFO and MFFO should be reviewed in conjunction with other measurements as an indication of our performance.

 

 


 

The following is a reconciliation of net loss, which is the most directly comparable GAAP financial measure, to FFO and MFFO for the three months ended March 31, 2011, December 31, 2010 and March 31, 2010:
                         
    Three Months Ended  
    March 31, 2011     December 31, 2010     March 31, 2010  
 
                       
Net loss
  $ (885,000 )   $ (1,631,000 )   $ (803,000 )
Add:
                       
Depreciation and amortization — consolidated properties
    2,202,000       1,869,000       29,000  
Less:
                       
Net (income) loss attributable to noncontrolling interests
                 
Depreciation and amortization related to noncontrolling interests
    (2,000 )     (2,000 )      
 
                 
FFO
  $ 1,315,000     $ 236,000     $ (774,000 )
 
                 
 
                       
Add:
                       
Acquisition related expenses
  $ 1,549,000     $ 1,920,000     $ 637,000  
Amortization of above and below market leases
    45,000       30,000        
Loss on extinguishment of debt
    42,000              
Deferred rent receivables related to noncontrolling interests
    1,000       1,000        
Less:
                       
Gain in fair value of derivative financial instruments
    (74,000 )     (51,000 )      
Deferred rent receivables
    (449,000 )     (335,000 )     (11,000 )
 
                 
MFFO
  $ 2,429,000     $ 1,801,000     $ (148,000 )
 
                 
Weighted average common shares outstanding — basic and diluted
    18,144,696       12,765,174       2,690,794  
 
                       
Net loss per common share — basic and diluted
  $ (0.05 )   $ (0.13 )   $ (0.30 )
 
                 
 
                       
FFO per common share — basic and diluted
  $ 0.07     $ 0.02     $ (0.29 )
 
                 
 
                       
MFFO per common share — basic and diluted
  $ 0.13     $ 0.14     $ (0.06 )
 
                 

 

 


 

About Grubb & Ellis Healthcare REIT II
Grubb & Ellis Healthcare REIT II, Inc. intends to qualify as a real estate investment trust that seeks to preserve, protect and return investors’ capital contributions, pay regular cash distributions, and realize growth in the value of its investments upon the ultimate sale of such investments. Grubb & Ellis Healthcare REIT II is seeking to raise up to approximately $3 billion in equity and to acquire a diversified portfolio of real estate assets, focusing primarily on medical office buildings and other healthcare-related facilities.
Grubb & Ellis Healthcare REIT II is sponsored by Grubb & Ellis Company (NYSE: GBE). Grubb & Ellis is one of the largest and most respected commercial real estate services and investment companies in the world. Grubb & Ellis Company’s 5,000 professionals in more than 109 company-owned and affiliate offices draw from a unique platform of real estate services, practice groups and investment products to deliver comprehensive, integrated solutions to real estate owners, tenants and investors. The firm’s transaction, management, consulting and investment services are supported by highly regarded proprietary market research and extensive local expertise. Through its investment subsidiaries, the company is a leading sponsor of real estate investment programs that provide individuals and institutions the opportunity to invest in a broad range of real estate investment vehicles, including publicly registered non-traded REITs, mutual funds, separate accounts and other real estate investment funds. For more information, visit www.grubb-ellis.com.
*     *     *
This release contains certain forward-looking statements (under Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) with respect to the success of our company, our ability to provide our investors distribution sustainability and superior long-term financial performance, whether we will be able to maintain our current distribution rate, whether we can continue to improve our net operating income, net income (loss), funds from operations and modified funds from operations, whether we can maintain the financial results experienced in the quarter ended March 31, 2011, and whether we can continue to raise sufficient equity in our initial public offering and deploy it efficiently by acquiring assets. Because such statements include risks, uncertainties and contingencies, actual results may differ materially from those expressed or implied by such forward-looking statements. These risks, uncertainties and contingencies include, but are not limited to, the following: our strength and financial condition and uncertainties relating to the financial strength of our current and future real estate investments; uncertainties relating to our ability to continue to maintain the current coverage of our investor distributions; uncertainties relating to the local economies where our real estate investments are located; uncertainties relating to changes in general economic and real estate conditions; uncertainties regarding changes in the healthcare industry; uncertainties relating to the implementation of recent healthcare legislation; the uncertainties relating to the implementation of our real estate investment strategy; and other risk factors as outlined in the company’s prospectus, as amended from time to time, and as detailed from time to time in our periodic reports, as filed with the U.S. Securities and Exchange Commission. Forward-looking statements in this document speak only as of the date on which such statements were made, and we undertake no obligation to update any such statements that may become untrue because of subsequent events.
THIS IS NEITHER AN OFFER TO SELL NOR AN OFFER TO BUY ANY SECURITIES DESCRIBED HEREIN. OFFERINGS ARE MADE ONLY BY MEANS OF A PROSPECTUS OR OFFERING MEMORANDUM.
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