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EX-99.1 - EXHIBIT 99.1 AUDITED STATEMENT OF REVENUES AND CERTAIN OPERATING EXPENSES - Global Medical REIT Inc.f8ka080514_ex99z1.htm
8-K/A - FORM 8-K/A AMENDED CURRENT REPORT JUNE 6, 2014 - Global Medical REIT Inc.f8ka080514_8kz.htm

Exhibit 99.2


GLOBAL MEDICAL REIT, INC.

UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


Global Medical REIT, Inc. made the following acquisition since September 1, 2012:


Property Name

 

Date of Acquisition

 

Net Purchase Price

The Facility in Omaha, Nebraska

 

June 5, 2014

 

$

21.7 million


The unaudited pro forma condensed consolidated balance sheet assumes that the 2014 acquisition occurred on February 28, 2014 and the unaudited pro forma condensed consolidated statements of operations assume that all acquisitions described above occurred on September 1, 2012.


In management’s opinion, all adjustments necessary to reflect the effects of these acquisitions have been made. The unaudited pro forma condensed consolidated statements of operations are not necessarily indicative of what actual results of operations would have been had the Company made these acquisitions on the first day of the period presented, nor does it purport to represent the results of operations for future periods.





GLOBAL MEDICAL REIT, INC.

Unaudited Pro Forma Condensed Consolidated Balance Sheet as of February 28, 2014


 

 

February 28, 2014

 

Adjustments for the Facility Acquisition

 

Pro Forma

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

3,415

 

$

685,917

A, B,

C, D

$

689,332

Prepaid expenses

 

 

3,632

 

 

-

 

 

3,632

Building

 

 

 

 

 

21,710,000

A

 

21,710,000

Deferred financing costs, net

 

 

 

 

 

273,191

A

 

273,191

Total assets

 

$

7,047

 

$

22,669,108

 

$

22,676,155

 

 

 

 

 

 

 

 

 

 

Liabilities and Equity

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

 

20,989

 

 

$   218,690

B

 

239,679

Due to affiliates

 

 

23,315

 

 

434,200

C

 

457,515

Notes payable to affiliates

 

 

 

 

 

7,500,000

D

 

7,500,000

Notes payable

 

 

 

 

 

15,060,000

A

 

15,060,000

Total liabilities

 

 

44,304

 

 

23,212,890

 

 

23,257,194

 

 

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

 

 

 

Stockholders' Equity

 

 

 

 

 

 

 

 

 

Common stock: Authorized: 200,000,000 shares, par value $.001, 8,000,000 shares issued and outstanding

 

 

8,000

 

 

 

 

 

8,000

Additional paid in capital

 

 

72,000

 

 

-

 

 

72,000

Deficit accumulated during the development stage

 

 

(117,257)

 

 

(543,782)

A

 

(661,039)

Stockholders' Equity

 

 

(37,257)

 

 

(543,782)

 

 

(581,039)

 

 

 

 

 

 

 

 

 

 

Total Liabilities and Stockholders’ Equity:

 

$

7,047

 

$

22,669,108

 

$

22,676,155


Adjustments


A

To record the acquisition of hospital facility located at 1870 S 75th Street, Omaha, Nebraska (the "Facility"). Investment property was recorded at fair value. Pro forma adjustments related to these amounts are preliminary and subject to change.


B

To record the pro forma effect of the Company’s acquisition expenses related to the acquisition of the Facility.


C

To record the pro forma effect of the Company’s acquisition fee of 2% related to the acquisition of the Facility.


D

To record the pro forma effect of shareholder loan used to fund the acquisition of the Facility.




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GLOBAL MEDICAL REIT, INC.

Unaudited Pro Forma Condensed Consolidated Statement of Operations

for the Six Months Ended February 28, 2014


 

 

Six months ending

February 28, 2014

 

Adjustments for the Acquisition

 

Pro Forma

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

-

 

$

782,984

B

$

782,984

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

Property operating expenses

 

 

-

 

 

290

B

 

290

Land lease expense

 

 

-

 

 

29,939

B

 

29,939

Depreciation

 

 

-

 

 

278,333

B

 

278,333

Asset management fees

 

 

-

 

 

3,915

B

 

3,915

General and administrative expenses

 

 

21,352

 

 

2,253

B

 

23,605

Total expenses

 

 

21,352

 

 

314,730

 

 

336,082

 

 

 

 

 

 

 

 

 

 

Other expenses:

 

 

 

 

 

 

 

 

 

Interest expense

 

 

-

 

 

409,862

A, C

 

409,862

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to common stockholders

 

$

(21,352)

 

$

58,392

 

$

37,040

Basic and diluted income (loss) per common share:

 

$

(0.00)

 

$

 

 

$

0.00

Weighted average number common shares outstanding

 

 

8,000,000

 

 

 

 

 

8,000,000


Adjustments


A

To record the pro forma effect of interest expense on borrowings of $15.06 million term loan with Capital One, National Association related to the acquisition of the Facility assuming that the borrowing was outstanding as of September 1, 2012. The interest rate was 4.91% as of the date of acquisition.


B

To record the pro forma effect of the Company’s acquisition of the Facility based on its historical results of operations assuming that the acquisition had occurred on September 1, 2012.


C

To record the pro forma effect of the Company’s amortization calculated based on the deferred financing costs incurred



3



GLOBAL MEDICAL REIT, INC.

Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Year Ended August 31, 2013


 

 

Year Ended August 31, 2013

 

Adjustments for the Acquisition

 

Pro Forma

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

 

 

$

1,527,962

B

$

1,527,962

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

Property operating expenses

 

 

 

 

 

853

B

 

853

Land lease expense

 

 

 

 

 

54,887

B

 

54,887

Depreciation and amortization

 

 

 

 

 

556,667

B

 

556,667

Asset management fees

 

 

 

 

 

7,602

B

 

7,602

General and administrative expenses

 

 

45,338

 

 

8,611

B

 

53,949

Total expenses

 

 

45,338

 

 

628,620

 

 

673,958

 

 

 

 

 

 

 

 

 

 

Other expenses:

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

 

830,996

A, C

 

830,996

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to common stockholders

 

$

 (45,338)

 

$

68,346

 

$

23,008

Basic and diluted income (loss) per common share:

 

$

 (0.01)

 

$

-

 

$

0.00

Weighted average number common shares outstanding

 

 

7,828,767

 

 

-

 

 

7,828,767


Adjustments


A

To record the pro forma effect of interest expense on borrowings of $15.06 million term loan with Capital One, National Association related to the acquisition of the Facility assuming that the borrowing was outstanding as of September 1, 2012. The interest rate was 4.91% as of the date of acquisition.


B

To record the pro forma effect of the Company’s acquisition of the Facility based on its historical results of operations assuming that the acquisition had occurred on September 1, 2012.


C

To record the pro forma effect of the Company’s amortization calculated based on the deferred financing costs incurred




4



GLOBAL MEDICAL REIT, INC.

Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements


(1) Investment Properties Acquired After September 1, 2012


On June 5, 2014, Global Medial REIT, Inc. (the “Company”, “we”, “us”, “our”) acquired a 56-bed long term acute care hospital located at 1870 S 75th Street, Omaha, Nebraska (the “Facility”) for a purchase price of $21.7 million (the “Purchase Price”). The Facility is operated by Select Specialty Hospital - Omaha, Inc. pursuant to a sublease which expires in 2022, with sublessee options to renew up to 60 years (the “operating lease”). Also, the real property where the Facility and other improvements are located is subject to a land lease with Catholic Health Initiatives, a Colorado nonprofit corporation (the “land lease”). The land lease expires in 2022 with sublessee options to renew up to 60 years. As part of our acquisition of the Facility, the Company acquired the operating lease and the land lease and will become bound by the terms and conditions of these leases.


The acquisition was funded using proceeds from a mortgage loan obtained on June 5, 2014, with Capital One, National Association $15,060,000 with a maturity on June 5, 2017 and from additional financings of $7,500,000 from a majority shareholder. The mortgage loan shall bear interest at a rate per annum equal to Four and Ninety-one hundredths of one percent (4.91%). The majority shareholder financing is unsecured, due on demand, and bears no interest.


The unaudited pro forma condensed consolidated balance sheet assumes that the acquisition occurred on February 28, 2014 and the unaudited pro forma condensed consolidated statements of operations assume that all acquisitions described above occurred on September 1, 2012.



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