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EX-99.2 - EX-99.2 - HEALTHPEAK PROPERTIES, INC.a12-17229_1ex99d2.htm
8-K - 8-K - HEALTHPEAK PROPERTIES, INC.a12-17229_18k.htm

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

HCP ANNOUNCES RESULTS FOR QUARTER ENDED JUNE 30, 2012

 

HIGHLIGHTS

 

--                FFO per share was $0.69; FAD per share was $0.56; and earnings per share was $0.48

 

--                Year-over-year three- and six-month cash NOI SPP increased 3.1% and 3.9%, respectively

 

--                Executed $559 million of investment transactions through July 2012:

 

-                    £137 million ($215 million) UK debt investment with a yield to maturity of 12.5%

 

-                    $81 million for eight on-campus MOBs from Scottsdale Healthcare

 

-                    $179 million for 12 on-campus MOBs from The Boyer Company in a DownREIT transaction

 

-                    $84 million of other acquisitions and capital investments

 

--                Completed $891 million of capital raising transactions through July 2012:

 

-                    $376 million of common stock

 

-                    $300 million ten-year 3.15% senior unsecured notes

 

-                    £137 million ($215 million) four-year 1.81% unsecured term loan

 

--                Raised full-year 2012 guidance as follows: FFO as adjusted to a range of $2.73 to $2.79 per share; FAD to a range of $2.18 to $2.24 per share; and cash NOI SPP to a range of 3.5% to 4.5%

 

--                Earned 7 ENERGY STAR certifications in our senior housing, medical office and life science segments and achieved Platinum LEED status on one of our life science properties

 

LONG BEACH, CA, July 31, 2012 – HCP (the “Company” or “we”) (NYSE:HCP) announced results for the quarter ended June 30, 2012 as follows (in thousands, except per share amounts):

 

 

 

Three Months Ended
June 30, 2012

 

Three Months Ended
June 30, 2011

 

Per Share

 

 

 

Amount

 

Per Share

 

Amount

 

Per Share

 

Change

 

FFO

 

$

293,621

 

$

0.69

 

$

317,911

 

$

0.78

 

$

(0.09

)

Merger-related items(1)

 

 

 

(5,712

)

(0.01

)

0.01

 

FFO as adjusted

 

$

293,621

 

$

0.69

 

$

312,199

 

$

0.77

 

$

(0.08

)

FAD

 

$

234,851

 

$

0.56

 

$

251,875

 

$

0.62

 

$

(0.06

)

Net income applicable to common shares

 

$

201,467

 

$

0.48

 

$

222,993

 

$

0.55

 

$

(0.07

)

 


(1)

Merger-related items were attributable to the HCR ManorCare acquisition, which closed on April 7, 2011.

 

Operating results for the quarter ended June 30, 2012 include the positive impact of $0.02 per share resulting from a $7 million insurance recovery of past G&A expenses. In addition to the merger-related items disclosed above, operating results for the quarter ended June 30, 2011 include the positive impact of $0.10 per share for the following: (i) interest income of $0.09 per share or $35 million from the early payoff of our Genesis debt investments; and (ii) other income of $0.01 per share or $6 million received in connection with a litigation settlement that represents proceeds owed to the Company from a prior sale of assets.

 

FFO, FFO as adjusted and FAD are supplemental non-GAAP financial measures that the Company believes are useful in evaluating the operating performance of real estate investment trusts. See the “Funds From Operations” section of this release for additional information regarding FFO and FFO as adjusted and the “Funds Available for Distribution” section of this release for additional information regarding FAD.

 

Page 1 of 11



 

INVESTMENT TRANSACTIONS

 

On June 28, 2012, we made an investment in senior unsecured notes with an aggregate par value of £138.5 million at a discount for £136.8 million (approximately $215 million), as part of the financing for Terra Firma’s £825 million acquisition of Four Seasons Health Care (“Four Seasons”), the largest elderly and specialist care provider in the United Kingdom with 445 care homes and 61 specialist care centers. The notes mature in June 2020 and are non-callable until June 2016. The notes bear interest on their par value at a fixed rate of 12.25% per annum, with an original discount resulting in a yield to maturity of 12.5%. Terra Firma, a leading European private equity firm, provided £345 million in equity financing, resulting in a loan-to-capitalization of 62% for the Four Seasons notes. The £136.8 million for this investment is funded by a GBP denominated term loan that serves as a natural hedge and is discussed below.

 

During the quarter, we made additional investments of $70 million as follows: (i) acquisition of a life science facility for $8 million; (ii) acquisition of a parcel of land adjacent to one of our hospitals for $3 million; and (iii) funding of development and other capital projects of $59 million, primarily in our life science, medical office and senior housing segments.

 

On July 30, 2012, we acquired an 80,000 sq. ft. on-campus medical office building (“MOB”) for $14 million.

 

On July 30, 2012, we executed agreements to acquire eight on-campus MOBs for $81 million from Scottsdale Healthcare. The eight on-campus MOBs located in Scottsdale, Arizona comprise approximately 398,000 rentable sq. ft. and have a current occupancy of 89%.  We expect to close this acquisition early August 2012.

 

On July 30, 2012, we executed agreements to acquire a portfolio of 12 MOBs from The Boyer Company valued at $179 million, including non-managing member LLC units (“DownREIT units”) and debt valued at $41 million and $59 million, respectively; the MOBs are primarily located on the campuses of HCA, Iasis Healthcare and Community Health Systems and comprise 758,000 sq. ft. with a current occupancy of 88%. We expect to close this acquisition on or before August 31, 2012.

 

FINANCING ACTIVITY

 

In June 2012, we completed a $376 million offering of 8.97 million shares of common stock at $41.88 per share.

 

On July 23, 2012, we issued $300 million of 3.15% senior unsecured notes due in 2022. The notes were priced at 98.888% of the principal amount with an effective yield to maturity of 3.28%. Net proceeds from this offering were $293.7 million.

 

On July 30, 2012, we entered into a credit agreement with a syndicate of banks for a £137 million four-year unsecured term loan (the “Loan”) that accrues interest at a rate of GBP LIBOR plus 1.20%. Concurrent with the closing of the Loan, we entered into a four-year interest rate swap agreement that fixes the rate of the Loan at 1.81%, subject to adjustments based on our credit ratings.

 

SUSTAINABILITY

 

During the quarter, we earned seven ENERGY STAR awards in our senior housing (4), life science (2) and medical office (1) segments and achieved Platinum LEED status on one of our recently completed life science redevelopment properties in San Diego as a result of the Company’s energy conservation programs. As of June 30, 2012, our medical office, life science and senior housing segments have been awarded 75 ENERGY STAR labels. Further, in June 2012, we completed our first response to the Carbon Disclosure Project’s 2012 Investor questionnaire as well as our response to the 2012 Global Real Estate Sustainability Benchmark survey sponsored by NAREIT. More information about HCP’s sustainability efforts can be found on our website at www.hcpi.com.

 

DIVIDEND

 

On July 26, 2012, we announced that our Board of Directors declared a quarterly cash dividend of $0.50 per common share. The dividend will be paid on August 21, 2012 to stockholders of record as of the close of business on August 6, 2012.

 

Page 2 of 11



 

OUTLOOK

 

For the full year 2012, we expect FFO applicable to common shares to range between $2.70 and $2.76 per share; FFO as adjusted applicable to common shares to range between $2.73 and $2.79 per share; FAD applicable to common shares to range between $2.18 and $2.24 per share; and net income applicable to common shares to range between $1.83 and $1.89 per share. See the “Projected Future Operations” section of this release for additional information regarding these estimates.

 

COMPANY INFORMATION

 

HCP has scheduled a conference call and webcast for Tuesday, July 31, 2012 at 9:00 a.m. Pacific Time (12:00 p.m. Eastern Time) in order to present the Company’s performance and operating results for the quarter ended June 30, 2012. The conference call is accessible by dialing (877) 724-7556 (U.S.) or (706) 645-4695 (International). The participant passcode is 96926459. The webcast is accessible via the Company’s website at www.hcpi.com. This link can be found on the “Event Calendar” page, which is under the “Investor Relations” tab. Through August 14, 2012, an archive of the webcast will be available on our website and a telephonic replay can be accessed by calling (855) 859-2056 (U.S.) or (404) 537-3406 (International) and entering passcode 96926459. The Company’s supplemental information package for the current period will also be available on the Company’s website in the “Presentations” section of the “Investor Relations” tab.

 

ABOUT HCP

 

HCP, Inc. is a fully integrated real estate investment trust (REIT) that invests primarily in real estate serving the healthcare industry in the United States. The Company’s portfolio of assets is diversified among five distinct sectors: senior housing, post-acute/skilled nursing, life science, medical office and hospitals. A publicly traded company since 1985, HCP: (i) was the first healthcare REIT selected to the S&P 500 index; (ii) has increased its dividend per share for 27 consecutive years; and (iii) is the only REIT included in the S&P 500 Dividend Aristocrats index. For more information regarding HCP, visit the Company’s website at www.hcpi.com.

 

###

 

Page 3 of 11



 

FORWARD-LOOKING STATEMENTS

 

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: The statements contained in this release which are not historical facts are 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.  These statements include among other things, net income applicable to common shares on a diluted basis, FFO applicable to common shares on a diluted basis, FFO as adjusted applicable to common shares on a diluted basis and FAD applicable to common shares on a diluted basis for the full year of 2012.  These statements are made as of the date hereof, are not guarantees of future performance and are subject to known and unknown risks, uncertainties, assumptions and other factors—many of which are out of the Company and its management’s control and difficult to forecast—that could cause actual results to differ materially from those set forth in or implied by such forward-looking statements.  These risks and uncertainties include but are not limited to: national and local economic conditions; continued volatility in the capital markets, including changes in interest rates and the availability and cost of capital, which changes and volatility affect opportunities for profitable investments; the Company’s ability to access external sources of capital when desired and on reasonable terms; the Company’s ability to manage its indebtedness levels; changes in the terms of the Company’s indebtedness; the Company’s ability to maintain its credit ratings; the potential impact of existing and future litigation matters, including the possibility of larger than expected litigation costs and related developments; the Company’s ability to successfully integrate the operations of acquired companies; risks associated with the Company’s investments in joint ventures and unconsolidated entities, including its lack of sole decision-making authority and its reliance on its joint venture partners’ financial condition and continued cooperation; competition for lessees and mortgagors (including new leases and mortgages and the renewal or rollover of existing leases); the Company’s ability to reposition its properties on the same or better terms if existing leases are not renewed or the Company exercises its right to replace an existing operator or tenant upon default; continuing reimbursement uncertainty in the post-acute/skilled nursing segment; competition in the senior housing segment specifically and in the healthcare industry in general; the ability of the Company’s operators and tenants from its senior housing segment to maintain or increase their occupancy levels and revenues; the ability of the Company’s lessees and mortgagors to maintain the financial strength and liquidity necessary to satisfy their respective obligations to the Company and other third parties; the bankruptcy, insolvency or financial deterioration of the Company’s operators, lessees, borrowers or other obligors; changes in healthcare laws and regulations, including the impact of future or pending healthcare reform, and other changes in the healthcare industry which affect the operations of the Company’s lessees or obligors, including changes in the federal budget resulting in the reduction or nonpayment of Medicare or Medicaid reimbursement rates; the Company’s ability to recruit and retain key management personnel; costs of compliance with regulations and environmental laws affecting the Company’s properties; changes in tax laws and regulations; changes in the financial position or business strategies of HCR ManorCare; the Company’s ability and willingness to maintain its qualification as a REIT due to economic, market, legal, tax or other considerations; changes in rules governing financial reporting, including new accounting pronouncements; and other risks described from time to time in the Company’s Securities and Exchange Commission filings. The Company assumes no, and hereby disclaims any, obligation to update any of the foregoing or any other forward-looking statements as a result of new information or new or future developments, except as otherwise required by law.

 

CONTACT

 

Timothy M. Schoen

Executive Vice President and Chief Financial Officer

562-733-5309

 

Page 4 of 11



 

HCP, Inc.

 

Consolidated Balance Sheets

 

In thousands, except share and per share data

(Unaudited)

 

 

 

 

June 30,

 

December 31,

 

 

 

2012

 

2011

 

Assets

 

 

 

 

 

Real estate:

 

 

 

 

 

Buildings and improvements

 

 $

8,994,048

 

 $

8,933,278

 

Development costs and construction in progress

 

204,018

 

190,590

 

Land

 

1,734,469

 

1,729,677

 

Accumulated depreciation and amortization

 

(1,614,148

)

(1,472,272

)

Net real estate

 

9,318,387

 

9,381,273

 

 

 

 

 

 

 

Net investment in direct financing leases

 

6,804,929

 

6,727,777

 

Loans receivable, net

 

125,521

 

110,253

 

Investments in and advances to unconsolidated joint ventures

 

219,877

 

224,052

 

Accounts receivable, net of allowance of $1,696 and $1,341, respectively

 

25,974

 

26,681

 

Cash and cash equivalents

 

169,636

 

33,506

 

Restricted cash

 

42,782

 

41,553

 

Intangible assets, net

 

347,670

 

373,763

 

Real estate held for sale, net

 

 

4,159

 

Other assets, net

 

734,992

 

485,458

 

 

 

 

 

 

 

Total assets

 

 $

17,789,768

 

 $

17,408,475

 

 

 

 

 

 

 

Liabilities and equity

 

 

 

 

 

Bank line of credit

 

 $

215,015

 

 $

454,000

 

Senior unsecured notes

 

5,615,979

 

5,416,063

 

Mortgage debt

 

1,726,944

 

1,764,571

 

Other debt

 

84,060

 

87,985

 

Intangible liabilities, net

 

114,939

 

124,142

 

Accounts payable and accrued liabilities

 

273,344

 

275,478

 

Deferred revenues

 

68,548

 

65,614

 

Total liabilities

 

8,098,829

 

8,187,853

 

 

 

 

 

 

 

 

 

 

 

 

 

Preferred stock, $1.00 par value: aggregate liquidation preference of $295.5 million as of December 31, 2011

 

 

285,173

 

Common stock, $1.00 par value: 750,000,000 shares authorized; 429,401,611 and 408,629,444 shares issued and outstanding, respectively

 

429,402

 

408,629

 

Additional paid-in capital

 

10,159,580

 

9,383,536

 

Cumulative dividends in excess of earnings

 

(1,062,049

)

(1,024,274

)

Accumulated other comprehensive loss

 

(19,703

)

(19,582

)

Total stockholders’ equity

 

9,507,230

 

9,033,482

 

 

 

 

 

 

 

Joint venture partners

 

15,855

 

16,971

 

Non-managing member unitholders

 

167,854

 

170,169

 

Total noncontrolling interests

 

183,709

 

187,140

 

 

 

 

 

 

 

Total equity

 

9,690,939

 

9,220,622

 

 

 

 

 

 

 

Total liabilities and equity

 

 $

17,789,768

 

 $

17,408,475

 

 

Page 5 of 11



 

HCP, Inc.

 

Consolidated Statements of Income

 

In thousands, except per share data

(Unaudited)

 

 

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

Rental and related revenues

 

 $

248,627

 

 $

260,157

 

 $

492,962

 

 $

513,238

 

Tenant recoveries

 

23,581

 

22,441

 

46,231

 

45,885

 

Resident fees and services

 

35,569

 

835

 

71,748

 

3,340

 

Income from direct financing leases

 

154,976

 

143,662

 

309,511

 

157,057

 

Interest income

 

1,216

 

60,526

 

2,035

 

98,622

 

Investment management fee income

 

470

 

504

 

963

 

1,111

 

Total revenues

 

464,439

 

488,125

 

923,450

 

819,253

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

Interest expense

 

103,225

 

105,129

 

207,793

 

213,705

 

Depreciation and amortization

 

87,924

 

89,814

 

176,165

 

180,996

 

Operating

 

70,087

 

46,615

 

137,436

 

93,460

 

General and administrative

 

14,812

 

34,872

 

34,914

 

56,824

 

Total costs and expenses

 

276,048

 

276,430

 

556,308

 

544,985

 

 

 

 

 

 

 

 

 

 

 

Other income, net

 

1,028

 

7,518

 

1,464

 

17,827

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes and equity income from unconsolidated joint ventures

 

189,419

 

219,213

 

368,606

 

292,095

 

Income taxes

 

(176

)

(248

)

533

 

(285

)

Equity income from unconsolidated joint ventures

 

15,732

 

14,950

 

29,407

 

15,748

 

Income from continuing operations

 

204,975

 

233,915

 

398,546

 

307,558

 

 

 

 

 

 

 

 

 

 

 

Discontinued operations:

 

 

 

 

 

 

 

 

 

Income before gain on sales of real estate, net of income taxes

 

 

337

 

137

 

678

 

Gain on sales of real estate, net of income taxes

 

 

 

2,856

 

 

Total discontinued operations

 

 

337

 

2,993

 

678

 

 

 

 

 

 

 

 

 

 

 

Net income

 

204,975

 

234,252

 

401,539

 

308,236

 

Noncontrolling interests’ share in earnings

 

(2,951

)

(5,493

)

(6,135

)

(9,384

)

Net income attributable to HCP, Inc.

 

202,024

 

228,759

 

395,404

 

298,852

 

Preferred stock dividends

 

 

(5,283

)

(17,006

)

(10,566

)

Participating securities’ share in earnings

 

(557

)

(483

)

(1,674

)

(1,347

)

 

 

 

 

 

 

 

 

 

 

Net income applicable to common shares

 

 $

201,467

 

 $

222,993

 

 $

376,724

 

 $

286,939

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per common share:

 

 

 

 

 

 

 

 

 

Continuing operations

 

 $

0.48

 

 $

0.55

 

 $

0.90

 

 $

0.74

 

Discontinued operations

 

 

 

0.01

 

 

Net income applicable to common shares

 

 $

0.48

 

 $

0.55

 

 $

0.91

 

 $

0.74

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per common share:

 

 

 

 

 

 

 

 

 

Continuing operations

 

 $

0.48

 

 $

0.55

 

 $

0.90

 

 $

0.73

 

Discontinued operations

 

 

 

 

 

Net income applicable to common shares

 

 $

0.48

 

 $

0.55

 

 $

0.90

 

 $

0.73

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares used to calculate earnings per common share:

 

 

 

 

 

 

 

 

 

Basic

 

420,468

 

406,193

 

415,243

 

389,249

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

421,671

 

411,710

 

416,666

 

391,100

 

 

Page 6 of 11


 

 


 

HCP, Inc.

 

Consolidated Statements of Cash Flows

 

In thousands

(Unaudited)

 

 

 

Six Months Ended 
June 30,

 

 

 

2012

 

2011

 

Cash flows from operating activities:

 

 

 

 

 

Net income

 

$

401,539

 

$

308,236

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization of real estate, in-place lease and other intangibles:

 

 

 

 

 

Continuing operations

 

176,165

 

180,996

 

Discontinued operations

 

35

 

476

 

Amortization of above and below market lease intangibles, net

 

(1,322

)

(2,093

)

Amortization of deferred compensation

 

11,407

 

10,205

 

Amortization of deferred financing costs, net

 

8,459

 

18,402

 

Straight-line rents

 

(21,787

)

(32,912

)

Loan and direct financing lease interest accretion

 

(48,159

)

(41,858

)

Deferred rental revenues

 

1,169

 

(1,077

)

Equity income from unconsolidated joint ventures

 

(29,407

)

(15,748

)

Distributions of earnings from unconsolidated joint ventures

 

1,878

 

1,569

 

Gain on sales of real estate

 

(2,856

)

 

Gain upon consolidation of joint venture

 

 

(7,769

)

Gain upon settlement of loans receivable

 

 

(22,812

)

Derivative gains, net

 

(52

)

(3,308

)

Changes in:

 

 

 

 

 

Accounts receivable, net

 

708

 

8,822

 

Other assets

 

(8,188

)

(4,010

)

Accounts payable and accrued liabilities

 

(6,038

)

35,696

 

Net cash provided by operating activities

 

483,551

 

432,815

 

Cash flows from investing activities:

 

 

 

 

 

Cash used in the HCR ManorCare Acquisition, net of cash acquired

 

 

(3,801,624

)

Cash used in the HCP Ventures II purchase, net of cash acquired

 

 

(135,550

)

Other acquisitions and development of real estate

 

(62,860

)

(148,032

)

Leasing costs and tenant and capital improvements

 

(27,112

)

(20,940

)

Proceeds from sales of real estate, net

 

7,238

 

 

Purchase of an interest in unconsolidated joint ventures

 

 

(95,000

)

Distributions in excess of earnings from unconsolidated joint ventures

 

1,529

 

1,558

 

Principal repayments on loans receivable

 

4,508

 

303,720

 

Investments in loans receivable

 

(20,757

)

(360,932

)

Increase in restricted cash

 

(1,229

)

(7,851

)

Purchase of marketable debt securities

 

(214,859

)

 

Net cash used in investing activities

 

(313,542

)

(4,264,651

)

Cash flows from financing activities:

 

 

 

 

 

Net repayments under bank line of credit

 

(238,985

)

 

Repayments of mortgage and other debt

 

(42,538

)

(141,684

)

Issuance of senior unsecured notes

 

450,000

 

2,400,000

 

Repayment of senior unsecured notes

 

(250,000

)

 

Deferred financing costs

 

(10,236

)

(42,852

)

Preferred stock redemption

 

(295,500

)

 

Net proceeds from the issuance of common stock and exercise of options

 

783,137

 

1,281,575

 

Dividends paid on common and preferred stock

 

(422,852

)

(384,915

)

Issuance (purchase) of noncontrolling interests

 

873

 

(33,618

)

Distributions to noncontrolling interests

 

(7,778

)

(7,166

)

Net cash provided by (used in) financing activities

 

(33,879

)

3,071,340

 

Net increase (decrease) in cash and cash equivalents

 

136,130

 

(760,496

)

Cash and cash equivalents, beginning of period

 

33,506

 

1,036,701

 

Cash and cash equivalents, end of period

 

$

169,636

 

$

276,205

 

 

Page 7 of 11



 

HCP, Inc.

 

Funds From Operations(1)

 

In thousands, except per share data

(Unaudited)

 

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

Net income applicable to common shares

 

$

201,467

 

$

222,993

 

$

376,724

 

$

286,939

 

Depreciation and amortization of real estate, in-place lease and other intangibles:

 

 

 

 

 

 

 

 

 

Continuing operations

 

87,924

 

89,814

 

176,165

 

180,996

 

Discontinued operations

 

 

238

 

35

 

476

 

Direct financing lease (“DFL”) depreciation

 

3,142

 

2,633

 

6,192

 

3,005

 

Gain on sales of real estate

 

 

 

(2,856

)

 

Gain upon consolidation of joint venture

 

 

270

 

 

(7,769

)

Equity income from unconsolidated joint ventures

 

(15,732

)

(14,950

)

(29,407

)

(15,748

)

FFO from unconsolidated joint ventures

 

18,275

 

17,519

 

34,452

 

20,834

 

Noncontrolling interests’ and participating securities’ share in earnings

 

3,508

 

5,976

 

7,809

 

10,731

 

Noncontrolling interests’ and participating securities’ share in FFO

 

(4,963

)

(6,582

)

(10,691

)

(11,806

)

FFO applicable to common shares

 

$

293,621

 

$

317,911

 

$

558,423

 

$

467,658

 

Distributions on dilutive convertible units

 

3,127

 

2,964

 

6,249

 

6,018

 

Diluted FFO applicable to common shares

 

$

296,748

 

$

320,875

 

$

564,672

 

$

473,676

 

Diluted FFO per common share

 

$

0.69

 

$

0.78

 

$

1.34

 

$

1.19

 

Weighted average shares used to calculate diluted FFO per share

 

427,496

 

413,996

 

422,507

 

397,060

 

Impact of adjustments to FFO:

 

 

 

 

 

 

 

 

 

Preferred stock redemption charge

 

 

 

10,432

(2)

 

Merger-related items

 

 

(5,712

)

 

26,596

(3)

 

 

$

 

$

(5,712

)

$

10,432

 

$

26,596

 

FFO as adjusted applicable to common shares

 

$

293,621

 

$

312,199

 

$

568,855

 

$

494,254

 

Distributions on dilutive convertible units and other

 

3,127

 

2,975

 

6,218

 

5,915

 

Diluted FFO as adjusted applicable to common shares

 

$

296,748

 

$

315,174

 

$

575,073

 

$

500,169

 

Per common share impact of adjustments on diluted FFO

 

$

 

$

(0.01

)

$

0.02

(2)

$

0.16

(3)

Diluted FFO as adjusted per common share

 

$

0.69

 

$

0.77

 

$

1.36

 

$

1.35

 

Weighted average shares used to calculate diluted FFO as adjusted per share

 

427,496

 

408,985

 

422,507

 

371,004

 

 


(1)

We believe Funds From Operations (“FFO”) is an important supplemental measure of operating performance for a REIT. Because the historical cost accounting convention used for real estate assets utilizes straight-line depreciation (except on land), such accounting presentation implies that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen and fallen with market conditions, presentations of operating results for a REIT that use historical cost accounting for depreciation could be less informative. The term FFO was designed by the REIT industry to address this issue. FFO is defined as net income applicable to common shares (computed in accordance with U.S. generally accepted accounting principles or “GAAP”), excluding gains or losses from acquisition and dispositions of depreciable real estate or related interests, impairments of, or related to, depreciable real estate, plus real estate and DFL depreciation and amortization, with adjustments for joint ventures. Adjustments for joint ventures are calculated to reflect FFO on the same basis. FFO does not represent cash generated from operating activities determined in accordance with GAAP, is not necessarily indicative of cash available to fund cash needs and should not be considered an alternative to net income. Our computation of FFO may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current National Association of Real Estate Investment Trusts’ (“NAREIT”) definition or that have a different interpretation of the current NAREIT definition from us. In addition, we present FFO before the impact of litigation settlement charges, preferred stock redemption charges, impairments (recoveries) of non-depreciable assets and merger-related items (“FFO as adjusted”). Management believes FFO as adjusted is a useful alternative measurement. This measure is a modification of the NAREIT definition of FFO and should not be used as an alternative to net income (determined in accordance with GAAP).

 

 

(2)

In connection with the redemption of our preferred stock, we incurred a one-time, non-cash redemption charge of $10.4 million or $0.02 per share related to the original issuance costs of the preferred stock.

 

 

(3)

$26.6 million or $0.16 per share of merger-related items attributable to the HCR ManorCare acquisition, which closed on April 7, 2011.

 

Page 8 of 11



 

HCP, Inc.

 

Funds Available for Distribution(1)

 

In thousands, except per share data

(Unaudited)

 

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

FFO as adjusted applicable to common shares

 

$

 293,621

 

$

 312,199

 

$

 568,855

 

$

 494,254

 

Amortization of above and below market lease intangibles, net

 

(625

)

(1,187

)

(1,322

)

(2,093

)

Amortization of deferred compensation

 

6,034

 

5,103

 

11,407

 

10,205

 

Amortization of deferred financing costs, net

 

3,930

 

3,391

 

8,459

 

6,349

 

Straight-line rents

 

(11,860

)

(15,612

)

(21,787

)

(32,912

)

DFL accretion(2)

 

(22,017

)

(22,262

)

(47,639

)

(24,937

)

DFL depreciation

 

(3,141

)

(2,633

)

(6,191

)

(3,005

)

Deferred revenues – tenant improvement related

 

(346

)

(767

)

(833

)

(1,643

)

Deferred revenues – additional rents (SAB 104)

 

(324

)

(1,416

)

2,002

 

566

 

Leasing costs and tenant and capital improvements

 

(18,181

)

(11,447

)

(27,112

)

(20,940

)

Joint venture and other FAD adjustments(2)

 

(12,240

)

(13,494

)

(26,665

)

(14,347

)

FAD applicable to common shares

 

$

 234,851

 

$

 251,875

 

$

 459,174

 

$

 411,497

 

 

 

 

 

 

 

 

 

 

 

Distributions on dilutive convertible units

 

1,791

 

2,964

 

3,577

 

2,616

 

 

 

 

 

 

 

 

 

 

 

Diluted FAD applicable to common shares

 

$

 236,642

 

$

 254,839

 

$

 462,751

 

$

 414,113

 

 

 

 

 

 

 

 

 

 

 

Diluted FAD per common share

 

$

 0.56

 

$

 0.62

 

$

 1.10

 

$

 1.12

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares used to calculate diluted FAD per common share

 

425,238

 

408,985

 

420,236

 

368,704

 

 


(1)     Funds Available for Distribution (“FAD”) is defined as FFO as adjusted after excluding the impact of the following: (i) amortization of acquired above/below market lease intangibles, net; (ii) amortization of deferred compensation expense; (iii) amortization of deferred financing costs, net; (iv) straight-line rents; (v) accretion and depreciation related to DFLs; and (vi) deferred revenues. Further, FAD is computed after deducting recurring capital expenditures, including leasing costs and second generation tenant and capital improvements and includes similar adjustments to compute the Company’s share of FAD from its unconsolidated joint ventures. Other REITs or real estate companies may use different methodologies for calculating FAD, and accordingly, our FAD may not be comparable to those reported by other REITs. Although our FAD computation may not be comparable to that of other REITs, management believes FAD provides a meaningful supplemental measure of our ability to fund its ongoing dividend payments. In addition, management believes that in order to further understand and analyze our liquidity, FAD should be compared with cash flows as determined in accordance with GAAP and presented in its consolidated financial statements. FAD does not represent cash generated from operating activities determined in accordance with GAAP, and FAD should not be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of our liquidity.

 

(2)     For the three and six months ended June 30, 2012, DFL accretion reflects an elimination of $14.8 million and $29.5 million, respectively. For both the three and six months ended June 30, 2011, DFL accretion reflects an elimination of $13.3 million. Our ownership interest in HCR ManorCare OpCo is accounted for using the equity method, which requires an ongoing elimination of DFL income that is proportional to our ownership in HCR ManorCare OpCo. Further, our share of earnings from HCR ManorCare OpCo (equity income) increases for the corresponding elimination of related lease expense recognized at the HCR ManorCare OpCo level, which we present as a non-cash joint venture FAD adjustment.

 

Page 9 of 11



 

HCP, Inc.

 

Net Operating Income and Same Property Performance(1)(2)

 

Dollars in thousands

(Unaudited)

 

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

2012

 

2011

 

2012

 

2011

 

Net income

 

$

204,975

 

$

234,252

 

$

401,539

 

$

308,236

 

Interest income

 

(1,216

)

(60,526

)

(2,035

)

(98,622

)

Investment management fee income

 

(470

)

(504

)

(963

)

(1,111

)

Interest expense

 

103,225

 

105,129

 

207,793

 

213,705

 

Depreciation and amortization

 

87,924

 

89,814

 

176,165

 

180,996

 

General and administrative

 

14,812

 

34,872

 

34,914

 

56,824

 

Other income, net

 

(1,028

)

(7,518

)

(1,464

)

(17,827

)

Income taxes

 

176

 

248

 

(533

)

285

 

Equity income from unconsolidated joint ventures

 

(15,732

)

(14,950

)

(29,407

)

(15,748

)

Total discontinued operations, net of income taxes

 

 

(337

)

(2,993

)

(678

)

NOI(1)

 

$

392,666

 

$

380,480

 

$

783,016

 

$

626,060

 

Straight-line rents

 

(11,860

)

(15,612

)

(21,787

)

(32,912

)

DFL accretion

 

(22,017

)

(22,262

)

(47,639

)

(24,937

)

Amortization of above and below market lease intangibles, net

 

(625

)

(1,187

)

(1,322

)

(2,093

)

Lease termination fees

 

(251

)

(1,589

)

(399

)

(3,178

)

NOI adjustments related to discontinued operations

 

 

 

148

 

 

Adjusted NOI(1)

 

$

357,913

 

$

339,830

 

$

712,017

 

$

562,940

 

Non-SPP adjusted NOI

 

(133,111

)

(121,783

)

(268,665

)

(136,273

)

Same property portfolio adjusted NOI(2)

 

$

224,802

 

$

218,047

 

$

443,352

 

$

426,667

 

 

 

 

 

 

 

 

 

 

 

Adjusted NOI % change – SPP(2)

 

3.1%

 

 

 

3.9%

 

 

 

 


(1)     We believe Net Operating Income from Continuing Operations (“NOI”) provides investors relevant and useful information because it reflects only income and operating expense items that are incurred at the property level and presents them on an unleveraged basis. We use NOI and adjusted NOI to make decisions about resource allocations, to assess and compare property level performance, and evaluate SPP. We believe that net income is the most directly comparable GAAP measure to NOI. NOI should not be viewed as an alternative measure of operating performance to net income (determined in accordance with GAAP) since it excludes certain components from net income. Further, NOI may not be comparable to that of other REITs, as they may use different methodologies for calculating NOI.

 

NOI is defined as rental and related revenues, including tenant recoveries, resident fees and services, and income from DFLs, less property level operating expenses. NOI excludes interest income, investment management fee income, interest expense, depreciation and amortization, general and administrative expenses, litigation settlement, impairments, impairment recoveries, other income, net, income taxes, equity income from and impairments of unconsolidated joint ventures, and discontinued operations. Adjusted NOI is calculated as NOI eliminating the effects of straight-line rents, DFL accretion, amortization of above and below market lease intangibles, and lease termination fees. Adjusted NOI is sometimes referred to as “cash NOI.”

 

(2)     Same property portfolio (“SPP”) statistics allow management to evaluate the performance of the Company’s real estate portfolio under a consistent population, which eliminates the changes in the composition of the Company’s portfolio of properties. The Company identifies its SPP as stabilized properties that remained in operations and were consistently reported as leased properties or operating properties (RIDEA) for the duration of the year-over-year comparison periods presented. Accordingly, it takes a stabilized property a minimum of 12 months in operations under a consistent reporting structure to be included in the Company’s SPP. SPP NOI excludes certain non-property specific operating expenses that are allocated to each operating segment on a consolidated basis.

 

Page 10 of 11



 

HCP, Inc.

 

Projected Future Operations(1)

(Unaudited)

 

 

 

 

2012

 

 

 

Low

 

High

 

 

 

 

 

 

 

Diluted earnings per common share

 

$

1.83

 

 

$

1.89

 

 

Real estate depreciation and amortization

 

0.84

 

 

0.84

 

 

DFL depreciation

 

0.03

 

 

0.03

 

 

Gain on sales of real estate

 

(0.01

)

 

(0.01

)

 

Joint venture FFO adjustments

 

0.01

 

 

0.01

 

 

Diluted FFO per common share

 

$

2.70

 

 

$

2.76

 

 

Preferred stock redemption charge

 

0.03

 

 

0.03

 

 

Diluted FFO as adjusted per common share

 

$

2.73

 

 

$

2.79

 

 

Amortization of net below market lease intangibles and deferred revenues

 

(0.01

)

 

(0.01

)

 

Amortization of deferred compensation

 

0.05

 

 

0.05

 

 

Amortization of deferred financing costs, net

 

0.04

 

 

0.04

 

 

Straight-line rents

 

(0.10

)

 

(0.10

)

 

DFL accretion(2)

 

(0.23

)

 

(0.23

)

 

DFL depreciation

 

(0.03

)

 

(0.03

)

 

Leasing costs and tenant and capital improvements

 

(0.14

)

 

(0.14

)

 

Joint venture and other FAD adjustments(2)

 

(0.13

)

 

(0.13

)

 

Diluted FAD per common share

 

$

2.18

 

 

$

2.24

 

 

 


 

 

 

(1)

Except as otherwise noted above, the foregoing projections reflect management’s view of current and future market conditions, including assumptions with respect to rental rates, occupancy levels, development items and the earnings impact of the events referenced in this release. Except as otherwise noted, these estimates do not reflect the potential impact of future dispositions, other impairments or recoveries, the future bankruptcy or insolvency of our operators, lessees, borrowers or other obligors, the effect of any future restructuring of our contractual relationships with such entities, gains or losses on marketable securities, ineffectiveness related to our cash flow hedges, or existing and future litigation matters including the possibility of larger than expected litigation costs and related developments. There can be no assurance that our actual results will not differ materially from the estimates set forth above. The aforementioned ranges represent management’s best estimate of results based upon the underlying assumptions as of the date of this press release. Except as otherwise required by law, management assumes no, and hereby disclaims any, obligation to update any of the foregoing projections as a result of new information or new or future developments.

 

 

 

(2)

Our ownership interest in HCR ManorCare OpCo is accounted for using the equity method, which requires an ongoing elimination of DFL income that is proportional to our ownership in HCR ManorCare OpCo. Further, our share of earnings from HCR ManorCare OpCo (equity income) increases for the corresponding elimination of related lease expense recognized at the HCR ManorCare OpCo level, which we present as a non-cash joint venture FAD adjustment.

 

Page 11 of 11