EPR Properties (NYSE:EPR) today announced operating results for the
third quarter and nine months ended September 30, 2014.
Three Months Ended September 30, 2014
-
Total revenue was $98.7 million for the third quarter of 2014,
representing a 12% increase from $87.8 million for the same quarter in
2013.
-
Net income available to common shareholders was $36.8 million, or
$0.68 per diluted common share, for the third quarter of 2014 compared
to $37.6 million, or $0.79 per diluted common share, for the same
quarter in 2013.
-
Funds From Operations (FFO) for the third quarter of 2014 was $54.0
million, or $1.00 per diluted common share, compared to $47.6 million,
or $1.00 per diluted common share, for the same quarter in 2013.
-
FFO as adjusted for the third quarter of 2014 was $58.5 million, or
$1.08 per diluted common share, compared to $48.2 million, or $1.01
per diluted common share, for the same quarter in 2013.
Nine Months Ended September 30, 2014
-
Total revenue was $280.4 million for the nine months ended September
30, 2014, representing an 11% increase from $253.7 million for the
same period in 2013.
-
Net income available to common shareholders was $109.1 million, or
$2.04 per diluted common share, for the nine months ended September
30, 2014 compared to $99.3 million, or $2.10 per diluted common share,
for the same period in 2013.
-
FFO for the nine months ended September 30, 2014 was $157.0 million,
or $2.94 per diluted common share, compared to $136.1 million, or
$2.88 per diluted common share, for the same period in 2013.
-
FFO as adjusted for the nine months ended September 30, 2014 was
$160.0 million, or $2.99 per diluted common share, compared to $138.6
million, or $2.93 per diluted common share, for the same period in
2013.
David Brain, President and CEO, commented, “During the quarter we
delivered record revenue and continued to accelerate the growth in each
of our three primary segments: Entertainment, Recreation and Education.
Additionally, we bolstered our healthy capital position with a
successful equity raise, leaving us with capacity to fund our pipeline
and increase our capital spending. As we look ahead, we have identified
prospects for growth across our segments and are well positioned to
drive shareholder value. ”
A reconciliation of FFO to FFO as adjusted follows (unaudited, dollars
in thousands, except per share amounts):
|
|
|
Three Months Ended September 30,
|
|
|
|
2014
|
|
2013
|
|
|
|
Amount
|
|
FFO/share
|
|
Amount
|
|
FFO/share
|
FFO
|
|
$
|
53,952
|
|
|
$
|
1.00
|
|
|
$
|
47,616
|
|
|
$
|
1.00
|
|
|
Costs associated with loan refinancing or payoff
|
|
—
|
|
|
—
|
|
|
223
|
|
|
—
|
|
|
Transaction costs
|
|
369
|
|
|
0.01
|
|
|
317
|
|
|
0.01
|
|
|
Provision for loan loss
|
|
3,777
|
|
|
0.07
|
|
|
—
|
|
|
—
|
|
|
Deferred income tax expense
|
|
363
|
|
|
—
|
|
|
—
|
|
|
—
|
|
FFO as adjusted
|
|
$
|
58,461
|
|
|
$
|
1.08
|
|
|
$
|
48,156
|
|
|
$
|
1.01
|
|
Dividends declared per common share
|
|
|
|
|
$
|
0.855
|
|
|
|
|
|
$
|
0.790
|
|
FFO as adjusted payout ratio
|
|
|
|
|
79
|
%
|
|
|
|
|
78
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30,
|
|
|
|
2014
|
|
2013
|
|
|
|
Amount
|
|
FFO/share
|
|
Amount
|
|
FFO/share
|
FFO
|
|
$
|
157,002
|
|
|
$
|
2.94
|
|
|
$
|
136,114
|
|
|
$
|
2.88
|
|
|
Costs associated with loan refinancing or payoff
|
|
—
|
|
|
—
|
|
|
6,166
|
|
|
0.13
|
|
|
Transaction costs (benefit)
|
|
(2,055
|
)
|
|
(0.04
|
)
|
|
859
|
|
|
0.02
|
|
|
Provision for loan loss
|
|
3,777
|
|
|
0.07
|
|
|
—
|
|
|
—
|
|
|
Gain on early extinguishment of debt
|
|
—
|
|
|
—
|
|
|
(4,539
|
)
|
|
(0.10
|
)
|
|
Gain on sale of land
|
|
(330
|
)
|
|
(0.01
|
)
|
|
—
|
|
|
—
|
|
|
Deferred income tax expense
|
|
1,612
|
|
|
0.03
|
|
|
—
|
|
|
—
|
|
FFO as adjusted
|
|
$
|
160,006
|
|
|
$
|
2.99
|
|
|
$
|
138,600
|
|
|
$
|
2.93
|
|
Dividends declared per common share
|
|
|
|
|
$
|
2.57
|
|
|
|
|
|
$
|
2.37
|
|
FFO as adjusted payout ratio
|
|
|
|
|
86
|
%
|
|
|
|
|
81
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Portfolio Update
The Company's investment portfolio consisted of the following at
September 30, 2014:
-
The Entertainment segment included investments in 125 megaplex theatre
properties, nine entertainment retail centers (which include eight
additional megaplex theatre properties and one live performance venue)
and six family entertainment centers. The Company’s portfolio of owned
entertainment properties consisted of 11.7 million square feet and was
99% leased, including megaplex theatres that were 100% leased.
-
The Education segment included investments in 60 public charter school
properties, two private school properties and three early education
centers. The Company’s portfolio of owned education properties
consisted of 3.3 million square feet and was 100% leased.
-
The Recreation segment included investments in 14 metropolitan ski
areas, four waterparks and eight golf entertainment complexes. The
Company’s portfolio of owned recreation properties was 100% leased.
-
The Other segment consisted primarily of the land held for development
related to the Adelaar casino and resort project in Sullivan County,
New York.
The combined owned portfolio consisted of 15.8 million square feet and
was 99% leased. As of September 30, 2014, the Company also had invested
approximately $189.1 million in property under development.
Investment Update
The Company's investment spending during the three months ended
September 30, 2014 totaled $151.9 million (bringing the year-to-date
investment spending to $471.6 million), and included investments in each
of its four operating segments:
-
Entertainment investment spending totaled $10.3 million, and was
related primarily to investments in build-to-suit construction of five
megaplex theatres and two family entertainment centers as well as
redevelopment of two existing megaplex theatres, each of which is
subject to a long-term triple net lease or a long-term mortgage
agreement.
-
Education investment spending totaled $75.0 million, and was related
to investments in build-to-suit construction of 17 public charter
schools, three private schools and 10 early childhood education
centers, each of which is subject to a long-term triple net lease or
long-term mortgage agreement.
-
Recreation investment spending totaled $65.4 million, and was related
to build-to-suit construction of 12 TopGolf golf entertainment
facilities and additional improvements at Camelback Mountain Resort,
each of which is subject to a long-term triple net lease or long-term
mortgage agreement.
-
Other investment spending totaled $1.2 million, and was related to the
Adelaar casino and resort project in Sullivan County, New York.
Balance Sheet Update
The Company's balance sheet remains strong with a debt to gross assets
ratio (defined as total debt to total assets plus accumulated
depreciation) of 39% at September 30, 2014.
On September 19, 2014, the Company increased the size of its unsecured
term loan facility from $275.0 million to $285.0 million. At
September 30, 2014 the Company had $34.0 million outstanding under its
$535.0 million unsecured revolving credit facility leaving $501.0
million of availability.
On September 23, 2014, the Company issued 3,680,000 common shares in a
registered public offering. Total net proceeds, after the underwriting
discount and offering expenses, were approximately $184.2 million.
Dividend Information
The Company declared regular monthly cash dividends during the third
quarter of 2014 totaling $0.855 per common share. This dividend
represents an annualized dividend of $3.42, an 8.2% increase over the
prior year.
The Company also declared third quarter cash dividends of $0.359375 per
share on its 5.75% Series C cumulative convertible preferred shares,
$0.5625 per share on its 9.00% Series E cumulative convertible preferred
shares and $0.4140625 per share on its 6.625% Series F cumulative
redeemable preferred shares.
Guidance Update
The Company is increasing its 2014 guidance for investment spending to a
range of $600.0 million to $750.0 million from its prior range of $550.0
million to $600.0 million. The upper end of this range contemplates a
recreation resort investment opportunity of approximately $135.0 million
which is anticipated to close in the fourth quarter near year-end but
this cannot be assured. The Company is also updating its 2014 guidance
for FFO as adjusted per diluted share to a range of $4.03 to $4.07 from
its prior range of $4.00 to $4.10. This updated guidance implies a range
of $1.03 to $1.07 for FFO as adjusted per diluted share for the fourth
quarter of 2014.
The Company is also introducing its 2015 guidance for FFO as adjusted
per diluted share of a range of $4.30 to $4.40. In addition, the Company
is introducing its 2015 investment spending guidance of a range of
$500.0 million to $550.0 million. The Company's 2015 guidance assumes
that the recreation resort investment opportunity referred to above
closes prior to December 31, 2014.
Both the guidance for the remainder of 2014 and for 2015 reflect the
Adelaar project at its status quo, pending the outcome of the award of
certain casino gaming licenses by the state of New York, expected to be
announced in the fourth quarter of 2014.
Quarterly Supplemental
The Company's supplemental information package for the third quarter and
nine months ended September 30, 2014 is available on the Company's
website at http://eprkc.com/earnings-releases-supplemental.
|
|
|
|
|
EPR Properties Consolidated Statements of Income (Unaudited,
dollars in thousands except per share data)
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
|
2014
|
|
|
2013
|
|
|
2014
|
|
|
2013
|
|
Rental revenue
|
|
$
|
74,410
|
|
|
$
|
62,209
|
|
|
$
|
210,759
|
|
|
$
|
182,758
|
|
Tenant reimbursements
|
|
4,486
|
|
|
4,552
|
|
|
13,355
|
|
|
13,748
|
|
Other income
|
|
345
|
|
|
1,441
|
|
|
706
|
|
|
1,538
|
|
Mortgage and other financing income
|
|
19,497
|
|
|
19,639
|
|
|
55,561
|
|
|
55,670
|
|
Total revenue
|
|
98,738
|
|
|
87,841
|
|
|
280,381
|
|
|
253,714
|
|
Property operating expense
|
|
5,948
|
|
|
6,579
|
|
|
17,936
|
|
|
19,604
|
|
Other expense
|
|
248
|
|
|
204
|
|
|
566
|
|
|
508
|
|
General and administrative expense
|
|
6,719
|
|
|
6,764
|
|
|
21,260
|
|
|
19,468
|
|
Costs associated with loan refinancing or payoff
|
|
—
|
|
|
223
|
|
|
—
|
|
|
6,166
|
|
Gain on early extinguishment of debt
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,539
|
)
|
Interest expense, net
|
|
20,801
|
|
|
20,435
|
|
|
61,254
|
|
|
60,424
|
|
Transaction costs
|
|
369
|
|
|
317
|
|
|
1,321
|
|
|
859
|
|
Provision for loan loss
|
|
3,777
|
|
|
—
|
|
|
3,777
|
|
|
—
|
|
Depreciation and amortization
|
|
17,421
|
|
|
13,141
|
|
|
48,750
|
|
|
39,140
|
|
Income before equity in income from joint ventures and other items
|
|
43,455
|
|
|
40,178
|
|
|
125,517
|
|
|
112,084
|
|
Equity in income from joint ventures
|
|
300
|
|
|
351
|
|
|
878
|
|
|
1,168
|
|
Gain on sale of land
|
|
—
|
|
|
—
|
|
|
330
|
|
|
—
|
|
Gain on sale of investment in a direct financing lease
|
|
—
|
|
|
—
|
|
|
220
|
|
|
—
|
|
Income before income taxes
|
|
43,755
|
|
|
40,529
|
|
|
126,945
|
|
|
113,252
|
|
Income tax expense
|
|
1,047
|
|
|
—
|
|
|
3,332
|
|
|
—
|
|
Income from continuing operations
|
|
$
|
42,708
|
|
|
$
|
40,529
|
|
|
$
|
123,613
|
|
|
$
|
113,252
|
|
Discontinued operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from discontinued operations
|
|
(3
|
)
|
|
(195
|
)
|
|
8
|
|
|
198
|
|
Transaction (costs) benefit
|
|
—
|
|
|
—
|
|
|
3,376
|
|
|
—
|
|
Gain on sale of real estate
|
|
—
|
|
|
3,168
|
|
|
—
|
|
|
3,733
|
|
Net income attributable to EPR Properties
|
|
42,705
|
|
|
43,502
|
|
|
126,997
|
|
|
117,183
|
|
Preferred dividend requirements
|
|
(5,952
|
)
|
|
(5,951
|
)
|
|
(17,856
|
)
|
|
(17,855
|
)
|
Net income available to common shareholders of EPR Properties
|
|
$
|
36,753
|
|
|
$
|
37,551
|
|
|
$
|
109,141
|
|
|
$
|
99,328
|
|
Per share data attributable to EPR Properties common shareholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share data:
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations
|
|
$
|
0.68
|
|
|
$
|
0.73
|
|
|
$
|
1.99
|
|
|
$
|
2.03
|
|
Income from discontinued operations
|
|
—
|
|
|
0.06
|
|
|
0.06
|
|
|
0.08
|
|
Net income available to common shareholders
|
|
$
|
0.68
|
|
|
$
|
0.79
|
|
|
$
|
2.05
|
|
|
$
|
2.11
|
|
Diluted earnings per share data:
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations
|
|
$
|
0.68
|
|
|
$
|
0.73
|
|
|
$
|
1.98
|
|
|
$
|
2.02
|
|
Income from discontinued operations
|
|
—
|
|
|
0.06
|
|
|
0.06
|
|
|
0.08
|
|
Net income available to common shareholders
|
|
$
|
0.68
|
|
|
$
|
0.79
|
|
|
$
|
2.04
|
|
|
$
|
2.10
|
|
Shares used for computation (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
53,792
|
|
|
47,349
|
|
|
53,268
|
|
|
47,097
|
|
Diluted
|
|
54,001
|
|
|
47,524
|
|
|
53,462
|
|
|
47,290
|
|
|
|
|
|
|
EPR Properties Reconciliation of Net Income
Available to Common Shareholders to Funds From
Operations (FFO) (A) (Unaudited, dollars in thousands
except per share data)
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
|
2014
|
|
|
2013
|
|
|
2014
|
|
|
2013
|
|
FFO:
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to common shareholders of EPR Properties
|
|
$
|
36,753
|
|
|
$
|
37,551
|
|
|
$
|
109,141
|
|
|
$
|
99,328
|
|
Gain on sale of real estate
|
|
—
|
|
|
(3,168
|
)
|
|
—
|
|
|
(3,733
|
)
|
Gain on sale of investment in a direct financing lease
|
|
—
|
|
|
—
|
|
|
(220
|
)
|
|
—
|
|
Real estate depreciation and amortization
|
|
17,145
|
|
|
13,069
|
|
|
47,919
|
|
|
40,036
|
|
Allocated share of joint venture depreciation
|
|
54
|
|
|
164
|
|
|
162
|
|
|
483
|
|
FFO available to common shareholders of EPR Properties
|
|
$
|
53,952
|
|
|
$
|
47,616
|
|
|
$
|
157,002
|
|
|
$
|
136,114
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FFO per common share attributable to EPR Properties:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
1.00
|
|
|
$
|
1.01
|
|
|
$
|
2.95
|
|
|
$
|
2.89
|
|
Diluted
|
|
1.00
|
|
|
1.00
|
|
|
2.94
|
|
|
2.88
|
|
Shares used for computation (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
53,792
|
|
|
47,349
|
|
|
53,268
|
|
|
47,097
|
|
Diluted
|
|
54,001
|
|
|
47,524
|
|
|
53,462
|
|
|
47,290
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other financial information:
|
|
|
|
|
|
|
|
|
|
|
|
|
Straight-lined rental revenue
|
|
$
|
2,932
|
|
|
$
|
1,350
|
|
|
$
|
5,150
|
|
|
$
|
3,271
|
|
Dividends per common share
|
|
$
|
0.86
|
|
|
$
|
0.79
|
|
|
$
|
2.57
|
|
|
$
|
2.37
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(A)
|
|
The National Association of Real Estate Investment Trusts (“NAREIT”)
developed FFO as a relative non-GAAP financial measure of
performance of an equity REIT in order to recognize that
income-producing real estate historically has not depreciated on the
basis determined under GAAP and management provides FFO herein
because it believes this information is useful to investors in this
regard. FFO is a widely used measure of the operating performance of
real estate companies and is provided here as a supplemental measure
to GAAP net income available to common shareholders and earnings per
share. Pursuant to the definition of FFO by the Board of Governors
of NAREIT, we calculate FFO as net income available to common
shareholders, computed in accordance with GAAP, excluding gains and
losses from sales or acquisitions of depreciable operating
properties and impairment losses of depreciable real estate, plus
real estate related depreciation and amortization, and after
adjustments for unconsolidated partnerships, joint ventures and
other affiliates. Adjustments for unconsolidated partnerships, joint
ventures and other affiliates are calculated to reflect FFO on the
same basis. We have calculated FFO for all periods presented in
accordance with this definition. FFO is a non-GAAP financial
measure. FFO does not represent cash flows from operations as
defined by GAAP and is not indicative that cash flows are adequate
to fund all cash needs and is not to be considered an alternative to
net income or any other GAAP measure as a measurement of the results
of our operations or our cash flows or liquidity as defined by GAAP.
It should also be noted that not all REITs calculate FFO the same
way so comparisons with other REITs may not be meaningful. In
addition to FFO, we present FFO as adjusted. Management believes it
is useful to provide it here as a supplemental measure to GAAP net
income available to common shareholders and earnings per share. FFO
as adjusted is FFO plus provision for loan losses, costs (gain)
associated with loan refinancing or payoff, net, preferred share
redemption costs and transaction costs (benefit), less gain on early
extinguishment of debt, gain (loss) on sale of land and deferred tax
benefit (expense). FFO as adjusted is a non-GAAP financial measure.
FFO as adjusted does not represent cash flows from operations as
defined by GAAP and is not indicative that cash flows are adequate
to fund all cash needs and is not to be considered an alternative to
net income or any other GAAP measure as a measurement of the results
of the Company's operations, cash flows or liquidity as defined by
GAAP.
|
|
|
|
The additional 1.9 million common shares that would result from the
conversion of the Company's 5.75% Series C cumulative convertible
preferred shares and the additional 1.6 million common shares that would
result from the conversion of the Company's 9.00% Series E cumulative
convertible preferred shares and the corresponding add-back of the
preferred dividends declared on those shares are not included in the
calculation of diluted earnings per share and FFO per share for the
three and nine months ended September 30, 2014 and 2013 because the
effect is not-dilutive.
|
|
|
EPR Properties Condensed Consolidated Balance Sheets (Dollars
in thousands)
|
|
|
|
|
|
September 30, 2014
|
|
December 31, 2013
|
Assets
|
|
(unaudited)
|
|
|
Rental properties, net of accumulated depreciation of $453,284 and $409,643
at September 30, 2014 and December 31, 2013, respectively
|
|
$
|
2,370,198
|
|
|
$
|
2,104,151
|
Land held for development
|
|
204,641
|
|
|
201,342
|
Property under development
|
|
189,051
|
|
|
89,473
|
Mortgage notes and related accrued interest receivable
|
|
546,265
|
|
|
486,337
|
Investment in a direct financing lease, net
|
|
198,551
|
|
|
242,212
|
Investment in joint ventures
|
|
5,343
|
|
|
5,275
|
Cash and cash equivalents
|
|
8,386
|
|
|
7,958
|
Restricted cash
|
|
26,811
|
|
|
9,714
|
Deferred financing costs, net
|
|
20,994
|
|
|
23,344
|
Accounts receivable, net
|
|
44,469
|
|
|
42,538
|
Other assets
|
|
64,522
|
|
|
59,932
|
Total assets
|
|
$
|
3,679,231
|
|
|
$
|
3,272,276
|
Liabilities and Equity
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
|
$
|
71,511
|
|
|
$
|
72,327
|
Dividends payable
|
|
22,240
|
|
|
19,553
|
Unearned rents and interest
|
|
36,551
|
|
|
17,046
|
Debt
|
|
1,621,211
|
|
|
1,475,336
|
Total liabilities
|
|
1,751,513
|
|
|
1,584,262
|
EPR Properties shareholders’ equity
|
|
1,927,341
|
|
|
1,687,637
|
Noncontrolling interests
|
|
377
|
|
|
377
|
Total equity
|
|
1,927,718
|
|
|
1,688,014
|
Total liabilities and equity
|
|
$
|
3,679,231
|
|
|
$
|
3,272,276
|
|
|
|
|
|
|
|
|
About EPR Properties
EPR Properties is a specialty real estate investment trust (REIT) that
invests in properties in select market segments which require unique
industry knowledge, while offering the potential for stable and
attractive returns. Our total investments exceed $3.9 billion and our
primary investment segments are Entertainment, Recreation and Education.
We adhere to rigorous underwriting and investing criteria centered on
key industry and property level cash flow standards. We believe our
focused niche approach provides a competitive advantage, and the
potential for higher growth and better yields. Further information is
available at www.eprkc.com.
CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS
With the exception of historical information, certain statements
contained or incorporated by reference herein may contain
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended (the “Securities Act”), and
Section 21E of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), such as those pertaining to our acquisition or
disposition of properties, our capital resources, future expenditures
for development projects, and our results of operations and financial
condition. Forward-looking statements involve numerous risks and
uncertainties and you should not rely on them as predictions of actual
events. There is no assurance the events or circumstances
reflected in the forward-looking statements will occur. You can
identify forward-looking statements by use of words such as “will be,”
“intend,” “continue,” “believe,” “may,” “expect,” “hope,” “anticipate,”
“goal,” “forecast,” “pipeline,” “anticipates,” “estimates,” “offers,”
“plans,” “would” or other similar expressions or other comparable terms
or discussions of strategy, plans or intentions contained or
incorporated by reference herein. While references to commitments
for investment spending are based on present commitments and agreements
of the Company, we cannot provide assurance that these transactions will
be completed on satisfactory terms. In addition, references to
our budgeted amounts and guidance are forward-looking statements. Forward-looking
statements necessarily are dependent on assumptions, data or methods
that may be incorrect or imprecise. These forward-looking
statements represent our intentions, plans, expectations and beliefs and
are subject to numerous assumptions, risks and uncertainties. Many of
the factors that will determine these items are beyond our ability to
control or predict. For further discussion of these factors see “Item
1A. Risk Factors” in our most recent Annual Report on Form 10-K and, to
the extent applicable, our Quarterly Reports on Form 10-Q.
For these statements, we claim the protection of the safe harbor for
forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995. You are cautioned not to place undue
reliance on our forward-looking statements, which speak only as of the
date hereof or the date of any document incorporated by reference
herein. All subsequent written and oral forward-looking statements
attributable to us or any person acting on our behalf are expressly
qualified in their entirety by the cautionary statements contained or
referred to in this section. We do not undertake any obligation to
release publicly any revisions to our forward-looking statements to
reflect events or circumstances after the date hereof.
Copyright Business Wire 2014