Care Capital Properties Reports Third Quarter 2016 Results
Produces Net Income of $0.23 Per Diluted Share and Normalized FFO of $0.75 Per Diluted Share –
Raises 2016 Guidance
Care Capital Properties, Inc. (NYSE: CCP) (“CCP” or the “Company”), a company with a diversified portfolio of triple-net leased
healthcare properties, focused on the post-acute sector, today announced operating results for the quarter ended September 30,
2016. The Company began operating as an independent, publicly traded company on August 18, 2015, following the completion of its
spin-off from Ventas, Inc. (NYSE: VTR) (“Ventas”). A portion of the results reported for the prior year third quarter represent
operating results that have been “carved-out” of Ventas’s consolidated financial statements.
“We are pleased to raise our 2016 guidance again as our performance continues to exceed our original expectations,” stated CCP
Chief Executive Officer Raymond J. Lewis. “We are executing effectively on all of our strategic priorities, including the pursuit
of value-enhancing acquisitions, as well as selective dispositions and transitions to optimize our portfolio. With our permanent
capital structure in place and the conclusion of the transition services agreement with Ventas, our dedicated team is keenly
focused on driving results for our stakeholders.”
Third Quarter and Year-to-Date Highlights
- Net income attributable to CCP for the quarter ended September 30, 2016 was $19 million, or $0.23 per
diluted common share, compared to $36 million, or $0.43 per diluted common share, in the same prior year period.
- Normalized Funds from Operations (“FFO”) for the quarter ended September 30, 2016 was $63 million, or
$0.75 per diluted common share, compared to $70 million, or $0.84 per diluted common share, in the same prior year period. FFO,
as defined by the National Association of Real Estate Investment Trusts (“NAREIT”), was $55 million, or $0.65 per diluted common
share, compared to $67 million, or $0.80 per diluted common share, in the same prior year period. The year-over-year decrease is
attributable primarily to interest expense, as the Company had no debt prior to the spin-off, partially offset by investments
completed in 2015 and 2016 and contractual rent escalations.
- Normalized Funds Available for Distribution (“FAD”) for the quarter ended September 30, 2016 was $62
million. For the nine months ended September 30, 2016, normalized FAD totaled $191 million and cash flow from operations after
non-revenue-enhancing capital expenditures and dividends totaled approximately $42 million.
- During the quarter, CCP disposed of two skilled nursing facilities and one specialty hospital for
total proceeds of $17.4 million and recognized a net gain of approximately $2 million on the sales. The Company also classified
an additional 28 assets as held for sale in the third quarter. Impairment charges totaling approximately $12 million were
recognized during the third quarter on two of those assets.
- Redevelopment and development investments in the quarter totaled approximately $10 million at an
average initial cash yield of 8.2 percent.
Operating Results
Cash net operating income (“NOI”) for the 300 same-store properties increased 3.7 percent for the third quarter of 2016 compared
to the third quarter of 2015. Cash NOI for the 308 same-store properties grew 1.2 percent on a sequential quarter basis.
For the quarter ended June 30, 2016 (the latest period available), trailing 12-month EBITDARM coverage for the total portfolio
was 1.8x, EBITDAR coverage was 1.4x and Q-mix was 55 percent.
Balance Sheet and Capital Markets Activities
As previously announced, CCP’s wholly owned operating partnership, Care Capital Properties, LP (“Care Capital LP”), issued and
sold $500 million of 5.125% Senior Notes due in 2026 in a private offering. The Company also entered into a $135 million three-year
mortgage loan at a floating rate of LIBOR plus 1.80 percent. The mortgage loan is expected to be refinanced with a 35-year fixed
rate mortgage loan from the Department of Housing and Urban Development (“HUD”). Net proceeds from these financings were used to
repay the remaining balance of Care Capital LP’s $600 million term loan maturing in 2017 and a portion of its $800 million term
loan maturing in 2020.
At September 30, 2016, CCP had $550 million of available borrowing capacity under its revolving credit facility. Net debt to
Adjusted EBITDA was 4.5x as of September 30, 2016. The Company had less than 20 percent floating rate debt, a weighted average debt
maturity of 6.6 years and a weighted average interest rate of 3.7 percent at the end of the third quarter.
Dividend
On September 30, 2016, the Company paid a cash dividend of $0.57 per share to stockholders of record as of September 16, 2016,
representing a payout ratio of 76 percent of normalized FFO for the third quarter.
Subsequent Events
Subsequent to quarter end, CCP entered into a definitive agreement to acquire five skilled nursing facilities and three seniors
housing communities for $39 million in a sale leaseback transaction with an existing customer. The initial cash yield on the
transaction is 8.5 percent, and it is expected to close before year end.
In addition, the Company entered into definitive agreements to sell a total of 23 properties in two separate transactions for
aggregate proceeds of approximately $151 million, representing a cap rate of just under nine percent. The sale of three properties
is expected to close in November, and the closing of the second transaction is expected to occur in the first half of 2017.
Completion of these transactions is subject to the satisfaction of customary closing conditions. There can be no assurance that
the transactions will close or, if they do, when the closings will occur.
2016 Normalized FFO Guidance
The Company is raising its 2016 normalized FFO guidance range to $3.00 to $3.04 per diluted common share, from the prior range
of $2.92 to $2.98 per diluted common share. The 2016 NAREIT FFO range is now expected to be between $2.85 and $2.89 per diluted
common share. The increase in normalized FFO is due primarily to the Company’s revised timing in regards to dispositions and the
portfolio optimization activities that are occurring later or with less impact than previously anticipated, resulting in higher
rental income in 2016. Interest and other income is also higher than the prior guidance projected. This is offset by higher general
and administrative expenses than anticipated in the prior guidance.
Webcast and Conference Call
The Company’s Third Quarter Webcast and Conference Call will be held today, November 10, 2016, at 10:00 A.M. Eastern Time (9:00
A.M. Central Time). The webcast will be live and can be accessed at CCP’s website at www.carecapitalproperties.com.
The dial-in number for the conference call is (888) 349-0115 or (412) 317-5143 for international callers and (855) 669-9657 for
Canadian callers. Please ask to be joined to the Care Capital Properties, Inc. call.
Replay:
A replay of the call will be available at CCP’s website, or by calling (877) 344-7529 or (412) 317-0088 for international
callers and (855) 669-9658 for Canadian callers, passcode 10094206, beginning on November 10, 2016 at approximately 12:00 P.M.
Eastern Time, and will remain available until December 10, 2016.
About Care Capital Properties
Care Capital Properties, Inc. is a healthcare real estate investment trust with a diversified portfolio of triple-net leased
properties, focused on the post-acute sector. The Company’s skilled management team is fully invested in delivering excellent
returns by forging strong relationships with shareholders, operators, and employees.
Supplemental information about Care Capital Properties, Inc. can be found on the Company’s website under the “Investors” section
at: www.carecapitalproperties.com/investors/financial-information/documents.
Forward-Looking Statements
This press release includes 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. All statements regarding CCP’s or its tenants’ or
borrowers’ expected future financial condition, results of operations, cash flows, funds from operations, dividends and dividend
plans, financing opportunities and plans, capital markets transactions, business strategy, budgets, projected costs, operating
metrics, capital expenditures, competitive positions, acquisitions, investment opportunities, dispositions, growth opportunities,
expected lease income, continued qualification as a real estate investment trust (“REIT”), plans and objectives of management for
future operations and statements that include words such as “anticipate,” “if,” “believe,” “plan,” “estimate,” “expect,” “intend,”
“may,” “could,” “should,” “will” and other similar expressions are forward-looking statements. These forward-looking
statements are inherently uncertain, and actual results may differ materially from CCP’s expectations. Except as required by law,
CCP does not undertake a duty to update these forward-looking statements, which speak only as of the date on which they are
made.
Factors that could cause CCP’s actual future results and trends to differ materially from those anticipated are discussed in
its filings with the Securities and Exchange Commission and include, without limitation: (a) the ability and willingness of CCP’s
tenants, borrowers and other counterparties to satisfy their obligations under their respective contractual arrangements with CCP,
including, in some cases, their obligations to indemnify, defend and hold harmless CCP from and against various claims, litigation
and liabilities; (b) the ability of CCP’s tenants and borrowers to maintain the financial strength and liquidity necessary to
satisfy their respective obligations and liabilities to third parties, including without limitation obligations under their
existing credit facilities and other indebtedness; (c) CCP’s success in implementing its business strategy and its ability to
identify, underwrite, finance, consummate and integrate suitable acquisitions and investments; (d) macroeconomic conditions such as
a disruption of or lack of access to the capital markets, changes in the debt rating on U.S. government securities, default or
delay in payment by the United States of its obligations, and changes in the federal or state budgets resulting in the reduction or
nonpayment of Medicare or Medicaid reimbursement rates; (e) the nature and extent of competition in the markets in which CCP’s
properties are located; (f) the impact of pending and future healthcare reform and regulations, including cost containment
measures, quality initiatives and changes in reimbursement methodologies, policies, procedures and rates; (g) increases in CCP’s
borrowing costs as a result of changes in interest rates and other factors; (h) the ability of CCP’s tenants to operate CCP’s
properties in compliance with applicable laws, rules and regulations (and the cost of such compliance), to deliver high-quality
services, to hire and retain qualified personnel, to attract residents and patients and to participate in government and managed
care reimbursement programs; (i) changes in general economic conditions or economic conditions in the markets in which CCP may,
from time to time, compete for investments, capital and talent, and the effect of those changes on CCP’s earnings and financing
sources; (j) CCP’s ability to repay, refinance, restructure or extend its indebtedness as it becomes due; (k) CCP’s ability and
willingness to maintain its qualification as a real estate investment trust in light of economic, market, legal, tax and other
considerations; (l) final determination of CCP’s taxable net income for the current and future years; (m) the ability and
willingness of CCP’s tenants to renew their leases with CCP upon expiration of the leases, CCP’s ability to reposition its
properties on the same or better terms in the event of nonrenewal or in the event CCP exercises its right to replace an existing
tenant, and obligations, including indemnification obligations, CCP may incur in connection with the replacement of an existing
tenant; (n) year-over-year changes in the Consumer Price Index and the effect of those changes on the rent escalators contained in
CCP’s leases and on CCP’s earnings; (o) CCP’s ability and the ability of its tenants and borrowers to obtain and maintain adequate
property, liability and other insurance from reputable, financially stable providers; (p) the impact of increased operating costs
and uninsured professional liability claims on CCP’s or its tenants’ or borrowers’ liquidity, financial condition and results of
operations, and the ability of CCP and its tenants and borrowers to accurately estimate the magnitude of those costs and claims;
(q) consolidation in the healthcare industry resulting in a change of control of, or a competitor’s investment in, one or more of
CCP’s tenants or borrowers or significant changes in the senior management of CCP’s tenants or borrowers; (r) the impact of
litigation or any financial, accounting, legal or regulatory issues, including government investigations, enforcement proceedings
and punitive settlements, that may affect CCP or its tenants or borrowers; and (s) changes in accounting principles, or their
application or interpretation, and CCP’s ability to make estimates and the assumptions underlying the estimates, which could have
an effect on CCP’s earnings. Many of these factors are beyond the control of CCP and its management.
|
CONSOLIDATED BALANCE SHEETS |
(Unaudited) |
(In thousands, except per share amounts) |
|
|
|
|
|
|
|
September 30, |
|
December 31, |
|
|
2016 |
|
2015 |
|
|
|
|
|
Assets |
|
|
|
|
Real estate investments: |
|
|
|
|
Land and improvements |
|
$ |
261,987 |
|
|
$ |
287,193 |
|
Buildings and improvements |
|
|
2,757,240 |
|
|
|
2,984,257 |
|
Construction in progress |
|
|
42,186 |
|
|
|
33,646 |
|
Acquired lease intangibles |
|
|
94,125 |
|
|
|
101,869 |
|
|
|
|
3,155,538 |
|
|
|
3,406,965 |
|
Accumulated depreciation and amortization |
|
|
(670,117 |
) |
|
|
(704,210 |
) |
Net real estate property |
|
|
2,485,421 |
|
|
|
2,702,755 |
|
Net investment in direct financing lease |
|
|
22,416 |
|
|
|
22,075 |
|
Net real estate investments |
|
|
2,507,837 |
|
|
|
2,724,830 |
|
Secured and unsecured loans receivable, net |
|
|
65,679 |
|
|
|
29,727 |
|
Cash |
|
|
22,477 |
|
|
|
16,995 |
|
Goodwill |
|
|
128,673 |
|
|
|
145,374 |
|
Other assets |
|
|
74,495 |
|
|
|
38,043 |
|
Total assets |
|
$ |
2,799,161 |
|
|
$ |
2,954,969 |
|
|
|
|
|
|
Liabilities and equity |
|
|
|
|
Liabilities: |
|
|
|
|
Term loans, senior notes and other debt |
|
$ |
1,439,473 |
|
|
$ |
1,524,863 |
|
Tenant deposits |
|
|
47,232 |
|
|
|
57,974 |
|
Lease intangible liabilities, net |
|
|
115,191 |
|
|
|
130,348 |
|
Accounts payable and other liabilities |
|
|
39,772 |
|
|
|
24,048 |
|
Deferred income taxes |
|
|
1,932 |
|
|
|
1,889 |
|
Total liabilities |
|
|
1,643,600 |
|
|
|
1,739,122 |
|
|
|
|
|
|
Commitments and contingencies |
|
|
|
|
|
|
|
|
|
Equity: |
|
|
|
|
Preferred stock, $0.01 par value; 10,000 shares authorized, unissued at September 30,
2016 and December 31, 2015 |
|
|
— |
|
|
|
— |
|
Common stock, $0.01 par value; 300,000 shares authorized; 83,970 and 83,803 shares issued at
September 30, 2016 and December 31, 2015, respectively
|
|
|
840 |
|
|
|
838 |
|
Additional paid-in-capital |
|
|
1,271,168 |
|
|
|
1,264,650 |
|
Dividends in excess of net income |
|
|
(108,709 |
) |
|
|
(51,056 |
) |
Treasury stock, 11 and 0 shares at September 30, 2016 and December 31, 2015,
respectively |
|
|
(329 |
) |
|
|
— |
|
Accumulated other comprehensive income |
|
|
(8,742 |
) |
|
|
— |
|
Total CCP equity |
|
|
1,154,228 |
|
|
|
1,214,432 |
|
Noncontrolling interest |
|
|
1,333 |
|
|
|
1,415 |
|
Total equity |
|
|
1,155,561 |
|
|
|
1,215,847 |
|
Total liabilities and equity |
|
$ |
2,799,161 |
|
|
$ |
2,954,969 |
|
|
COMBINED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE
INCOME |
(Unaudited) |
(In thousands, except per share amounts) |
|
|
|
|
|
|
|
|
|
|
|
For the Three Months |
|
For the Nine Months |
|
|
Ended September 30, |
|
Ended September 30, |
|
|
2016 |
|
2015 |
|
2016 |
|
2015 |
|
|
|
|
|
|
|
|
|
Revenues: |
|
|
|
|
|
|
|
|
Rental income, net |
|
$ |
82,428 |
|
|
$ |
80,595 |
|
|
$ |
246,095 |
|
|
$ |
237,100 |
|
Income from investments in direct financing lease and loans |
|
|
1,893 |
|
|
|
955 |
|
|
|
4,530 |
|
|
|
2,680 |
|
Real estate services fee income |
|
|
1,897 |
|
|
|
763 |
|
|
|
5,080 |
|
|
|
763 |
|
Interest and other income |
|
|
1,073 |
|
|
|
4 |
|
|
|
1,791 |
|
|
|
67 |
|
Total revenues |
|
|
87,291 |
|
|
|
82,317 |
|
|
|
257,496 |
|
|
|
240,610 |
|
|
|
|
|
|
|
|
|
|
Expenses: |
|
|
|
|
|
|
|
|
Interest |
|
|
14,271 |
|
|
|
4,090 |
|
|
|
35,210 |
|
|
|
4,075 |
|
Depreciation and amortization |
|
|
25,494 |
|
|
|
27,752 |
|
|
|
82,324 |
|
|
|
80,688 |
|
Impairment on real estate investments and associated goodwill |
|
|
12,397 |
|
|
|
3,750 |
|
|
|
17,925 |
|
|
|
16,648 |
|
General, administrative and professional fees |
|
|
9,477 |
|
|
|
9,216 |
|
|
|
26,317 |
|
|
|
21,499 |
|
Deal costs |
|
|
490 |
|
|
|
991 |
|
|
|
2,516 |
|
|
|
4,746 |
|
Loss on extinguishment of debt |
|
|
4,359 |
|
|
|
— |
|
|
|
5,461 |
|
|
|
— |
|
Other expenses, net |
|
|
3,700 |
|
|
|
158 |
|
|
|
3,919 |
|
|
|
1,278 |
|
Total expenses |
|
|
70,188 |
|
|
|
45,957 |
|
|
|
173,672 |
|
|
|
128,934 |
|
|
|
|
|
|
|
|
|
|
Income before income taxes, real estate dispositions and noncontrolling
interests |
|
|
17,103 |
|
|
|
36,360 |
|
|
|
83,824 |
|
|
|
111,676 |
|
Income tax expense |
|
|
(229 |
) |
|
|
(1,024 |
) |
|
|
(779 |
) |
|
|
(1,024 |
) |
Gain on real estate dispositions |
|
|
2,143 |
|
|
|
856 |
|
|
|
2,895 |
|
|
|
856 |
|
Net income |
|
|
19,017 |
|
|
|
36,192 |
|
|
|
85,940 |
|
|
|
111,508 |
|
Net income attributable to noncontrolling interests |
|
|
7 |
|
|
|
26 |
|
|
|
13 |
|
|
|
138 |
|
Net income attributable to CCP |
|
$ |
19,010 |
|
|
$ |
36,166 |
|
|
$ |
85,927 |
|
|
$ |
111,370 |
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
19,017 |
|
|
$ |
36,192 |
|
|
$ |
85,940 |
|
|
$ |
111,508 |
|
Other comprehensive gain (loss) - derivatives |
|
|
3,193 |
|
|
|
— |
|
|
|
(8,742 |
) |
|
|
— |
|
Total comprehensive income |
|
|
22,210 |
|
|
|
36,192 |
|
|
|
77,198 |
|
|
|
111,508 |
|
Comprehensive income attributable to noncontrolling interests |
|
|
7 |
|
|
|
26 |
|
|
|
13 |
|
|
|
138 |
|
Comprehensive income attributable to CCP |
|
$ |
22,203 |
|
|
$ |
36,166 |
|
|
$ |
77,185 |
|
|
$ |
111,370 |
|
|
|
|
|
|
|
|
|
|
Earnings per common share: |
|
|
|
|
|
|
|
|
Basic: |
|
|
|
|
|
|
|
|
Net income attributable to CCP |
|
$ |
0.23 |
|
|
$ |
0.43 |
|
|
$ |
1.03 |
|
|
$ |
1.33 |
|
Diluted: |
|
|
|
|
|
|
|
|
Net income attributable to CCP |
|
$ |
0.23 |
|
|
$ |
0.43 |
|
|
$ |
1.03 |
|
|
$ |
1.33 |
|
|
|
|
|
|
|
|
|
|
Dividends declared per common share |
|
$ |
0.57 |
|
|
$ |
0.57 |
|
|
$ |
1.71 |
|
|
$ |
0.57 |
|
|
|
|
|
|
|
|
|
|
Weighted average shares used in computing earnings per common share: |
|
|
|
|
|
|
|
|
Basic |
|
|
83,609 |
|
|
|
83,488 |
|
|
|
83,583 |
|
|
|
83,488 |
|
Diluted |
|
|
83,752 |
|
|
|
83,558 |
|
|
|
83,674 |
|
|
|
83,558 |
|
|
COMBINED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
(Unaudited) |
(In thousands) |
|
|
|
|
|
|
|
For the Three Months |
|
For the Nine Months |
|
|
Ended September 30, |
|
Ended September 30, |
|
|
2016 |
|
2015 |
|
2016 |
|
2015 |
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
Net income |
|
$ |
19,017 |
|
|
$ |
36,192 |
|
|
$ |
85,940 |
|
|
$ |
111,508 |
|
Adjustments to reconcile net income to net cash provided by operating
activities: |
|
|
|
|
|
|
|
|
Depreciation, amortization and impairment on real estate investments and associated
goodwill |
|
|
36,927 |
|
|
|
30,360 |
|
|
|
97,287 |
|
|
|
94,170 |
|
Decrease in value of damaged property, net of estimated insurance proceeds |
|
|
3,570 |
|
|
|
— |
|
|
|
3,570 |
|
|
|
— |
|
Amortization of above and below market lease intangibles, net |
|
|
(1,923 |
) |
|
|
(2,164 |
) |
|
|
(5,905 |
) |
|
|
(6,835 |
) |
Amortization of deferred financing fees |
|
|
1,021 |
|
|
|
646 |
|
|
|
3,548 |
|
|
|
646 |
|
Accretion of direct financing lease |
|
|
(387 |
) |
|
|
(345 |
) |
|
|
(1,120 |
) |
|
|
(996 |
) |
Amortization of leasing costs and other intangibles |
|
|
946 |
|
|
|
1,142 |
|
|
|
2,912 |
|
|
|
3,166 |
|
Amortization of stock-based compensation |
|
|
1,402 |
|
|
|
1,760 |
|
|
|
4,323 |
|
|
|
1,760 |
|
Straight-lining of rental income, net |
|
|
(21 |
) |
|
|
(46 |
) |
|
|
(62 |
) |
|
|
(125 |
) |
Gain on real estate dispositions |
|
|
(2,143 |
) |
|
|
(856 |
) |
|
|
(2,895 |
) |
|
|
(856 |
) |
Loss on extinguishment of debt |
|
|
4,359 |
|
|
|
— |
|
|
|
5,461 |
|
|
|
— |
|
Income tax (benefit) expense |
|
|
(86 |
) |
|
|
(42 |
) |
|
|
45 |
|
|
|
(42 |
) |
Other |
|
|
(24 |
) |
|
|
(35 |
) |
|
|
(76 |
) |
|
|
(102 |
) |
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
Increase in other assets |
|
|
(1,022 |
) |
|
|
(1,378 |
) |
|
|
(3,282 |
) |
|
|
(3,789 |
) |
(Decrease) increase in tenant deposits |
|
|
(3,726 |
) |
|
|
4,066 |
|
|
|
(7,171 |
) |
|
|
6,601 |
|
Decrease in accounts payable and other liabilities |
|
|
10,184 |
|
|
|
3,185 |
|
|
|
6,340 |
|
|
|
935 |
|
Net cash provided by operating activities |
|
|
68,094 |
|
|
|
72,485 |
|
|
|
188,915 |
|
|
|
206,041 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
Net investment in real estate property |
|
|
— |
|
|
|
(186,250 |
) |
|
|
— |
|
|
|
(454,832 |
) |
Investment in loans receivable |
|
|
(25,325 |
) |
|
|
(20,091 |
) |
|
|
(63,321 |
) |
|
|
(20,091 |
) |
Proceeds from real estate dispositions |
|
|
17,410 |
|
|
|
1,500 |
|
|
|
94,400 |
|
|
|
1,510 |
|
Proceeds from loans receivable |
|
|
22,297 |
|
|
|
354 |
|
|
|
57,523 |
|
|
|
1,040 |
|
Development project expenditures |
|
|
(9,918 |
) |
|
|
(6,142 |
) |
|
|
(29,391 |
) |
|
|
(12,629 |
) |
Capital expenditures |
|
|
(912 |
) |
|
|
(5,218 |
) |
|
|
(3,612 |
) |
|
|
(13,504 |
) |
Net cash provided by (used in) investing activities |
|
|
3,552 |
|
|
|
(215,847 |
) |
|
|
55,599 |
|
|
|
(498,506 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
Net change in borrowings under revolving credit facility |
|
|
(12,500 |
) |
|
|
138,000 |
|
|
|
(93,000 |
) |
|
|
138,000 |
|
Proceeds from debt |
|
|
635,000 |
|
|
|
1,400,000 |
|
|
|
935,000 |
|
|
|
1,400,000 |
|
Repayment of debt |
|
|
(628,000 |
) |
|
|
— |
|
|
|
(926,000 |
) |
|
|
— |
|
Payment of deferred financing costs |
|
|
(8,391 |
) |
|
|
(20,209 |
) |
|
|
(10,400 |
) |
|
|
(20,209 |
) |
Distributions to noncontrolling interest |
|
|
(31 |
) |
|
|
(51 |
) |
|
|
(94 |
) |
|
|
(266 |
) |
Cash distribution to common stockholders |
|
|
(47,856 |
) |
|
|
(47,754 |
) |
|
|
(143,580 |
) |
|
|
(47,754 |
) |
Distribution to parent |
|
|
— |
|
|
|
(1,273,000 |
) |
|
|
— |
|
|
|
(1,273,000 |
) |
Purchase of treasury stock |
|
|
(305 |
) |
|
|
— |
|
|
|
(958 |
) |
|
|
— |
|
Net (distribution to) contribution from parent prior to separation |
|
|
— |
|
|
|
(44,677 |
) |
|
|
— |
|
|
|
103,714 |
|
Net cash (used in) provided by financing activities |
|
|
(62,083 |
) |
|
|
152,309 |
|
|
|
(239,032 |
) |
|
|
300,485 |
|
Net increase in cash |
|
|
9,563 |
|
|
|
8,947 |
|
|
|
5,482 |
|
|
|
8,020 |
|
Cash at beginning of period |
|
|
12,914 |
|
|
|
1,497 |
|
|
|
16,995 |
|
|
|
2,424 |
|
Cash at end of period |
|
$ |
22,477 |
|
|
$ |
10,444 |
|
|
$ |
22,477 |
|
|
$ |
10,444 |
|
|
|
NON-GAAP FINANCIAL MEASURES RECONCILIATION |
Funds From Operations (FFO), Normalized FFO and Normalized Funds
Available for Distribution (FAD)1 |
(Dollars in thousands, except per share amounts) |
|
|
|
|
|
|
|
For the Three Months |
|
For the Nine Months |
|
|
Ended September 30, |
|
Ended September 30, |
|
|
2016 |
|
2015 |
|
2016 |
|
2015 |
|
|
|
|
|
|
|
|
|
Net income attributable to CCP |
|
$ |
19,010 |
|
|
$ |
36,166 |
|
|
$ |
85,927 |
|
|
$ |
111,370 |
|
Net income attributable to CCP per share |
|
$ |
0.23 |
|
|
$ |
0.43 |
|
|
$ |
1.03 |
|
|
$ |
1.33 |
|
|
|
|
|
|
|
|
|
|
Adjustments: |
|
|
|
|
|
|
|
|
Real estate depreciation and amortization |
|
|
25,302 |
|
|
|
27,617 |
|
|
|
81,758 |
|
|
|
80,367 |
|
Real estate depreciation related to noncontrolling interests |
|
|
(32 |
) |
|
|
(68 |
) |
|
|
(106 |
) |
|
|
(202 |
) |
Impairment on real estate investments and associated goodwill |
|
|
12,397 |
|
|
|
3,750 |
|
|
|
17,925 |
|
|
|
16,648 |
|
Gain on real estate dispositions |
|
|
(2,143 |
) |
|
|
(856 |
) |
|
|
(2,895 |
) |
|
|
(856 |
) |
Subtotal: FFO add-backs |
|
|
35,525 |
|
|
|
30,443 |
|
|
|
96,682 |
|
|
|
95,957 |
|
Subtotal: FFO add-backs per share |
|
$ |
0.42 |
|
|
$ |
0.36 |
|
|
$ |
1.16 |
|
|
$ |
1.15 |
|
FFO (NAREIT) attributable to CCP |
|
$ |
54,534 |
|
|
$ |
66,609 |
|
|
$ |
182,609 |
|
|
$ |
207,327 |
|
FFO (NAREIT) attributable to CCP per share |
|
$ |
0.65 |
|
|
$ |
0.80 |
|
|
$ |
2.18 |
|
|
$ |
2.48 |
|
|
|
|
|
|
|
|
|
|
Adjustments: |
|
|
|
|
|
|
|
|
Income tax expense |
|
|
229 |
|
|
|
1,024 |
|
|
|
779 |
|
|
|
1,024 |
|
Stock-based compensation expense associated with spin-related conversion of
awards |
|
|
— |
|
|
|
542 |
|
|
|
— |
|
|
|
542 |
|
Transition services fee expense |
|
|
401 |
|
|
|
293 |
|
|
|
1,605 |
|
|
|
293 |
|
Deal costs |
|
|
490 |
|
|
|
991 |
|
|
|
2,516 |
|
|
|
4,746 |
|
Initial debt rating agency costs |
|
|
— |
|
|
|
477 |
|
|
|
— |
|
|
|
477 |
|
Amortization of other intangibles |
|
|
173 |
|
|
|
89 |
|
|
|
516 |
|
|
|
89 |
|
Loss on extinguishment of debt |
|
|
4,359 |
|
|
|
— |
|
|
|
5,461 |
|
|
|
— |
|
Non-cash items included in interest and other income and other expenses, net |
|
|
2,498 |
|
|
|
— |
|
|
|
1,821 |
|
|
|
— |
|
Lease modification fee |
|
|
(17 |
) |
|
|
— |
|
|
|
227 |
|
|
|
— |
|
Subtotal: normalized FFO add-backs |
|
|
8,133 |
|
|
|
3,416 |
|
|
|
12,925 |
|
|
|
7,171 |
|
Subtotal: normalized FFO add-backs per share |
|
$ |
0.10 |
|
|
$ |
0.04 |
|
|
$ |
0.15 |
|
|
$ |
0.09 |
|
Normalized FFO attributable to CCP |
|
$ |
62,667 |
|
|
$ |
70,025 |
|
|
$ |
195,534 |
|
|
$ |
214,498 |
|
Normalized FFO attributable to CCP per share |
|
$ |
0.75 |
|
|
$ |
0.84 |
|
|
$ |
2.34 |
|
|
$ |
2.57 |
|
|
|
|
|
|
|
|
|
|
Non-cash items included in normalized FFO: |
|
|
|
|
|
|
|
|
Amortization of above and below market and lease intangibles, net |
|
|
(1,923 |
) |
|
|
(2,164 |
) |
|
|
(5,905 |
) |
|
|
(6,835 |
) |
Amortization of deferred financing fees |
|
|
1,021 |
|
|
|
645 |
|
|
|
3,548 |
|
|
|
645 |
|
Accretion of direct financing lease |
|
|
(387 |
) |
|
|
(345 |
) |
|
|
(1,120 |
) |
|
|
(996 |
) |
Other amortization |
|
|
(25 |
) |
|
|
(29 |
) |
|
|
(76 |
) |
|
|
(96 |
) |
Straight-lining of rental income, net |
|
|
(21 |
) |
|
|
4 |
|
|
|
(64 |
) |
|
|
(75 |
) |
Other adjustments: |
|
|
|
|
|
|
|
|
Capital expenditures |
|
|
(912 |
) |
|
|
(11,360 |
) |
|
|
(3,611 |
) |
|
|
(26,133 |
) |
Stock-based compensation |
|
|
1,757 |
|
|
|
1,994 |
|
|
|
5,004 |
|
|
|
1,994 |
|
Deal costs |
|
|
(490 |
) |
|
|
(991 |
) |
|
|
(2,221 |
) |
|
|
(4,746 |
) |
Normalized FAD attributable to CCP |
|
$ |
61,688 |
|
|
$ |
57,779 |
|
|
$ |
191,089 |
|
|
$ |
178,256 |
|
Weighted average diluted shares |
|
|
83,752 |
|
|
|
83,558 |
|
|
|
83,674 |
|
|
|
83,558 |
|
|
|
|
|
|
|
|
|
|
1 Totals and per share amounts may not add due to
rounding. |
|
Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably
over time. However, since real estate values historically have risen or fallen with market conditions, many industry investors deem
presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves.
For that reason, CCP considers FFO, normalized FFO and normalized FAD to be appropriate measures of operating performance of an
equity REIT. In particular, CCP believes that normalized FFO is useful because it allows investors, analysts and CCP management to
compare CCP’s operating performance to the operating performance of other real estate companies and between periods on a consistent
basis without having to account for differences caused by unanticipated items and other events such as transactions. CCP believes
that normalized FAD is useful because it allows investors, analysts and CCP management to measure the quality of the Company’s
earnings.
NAREIT defines FFO as net income (computed in accordance with GAAP), excluding gains (or losses) from sales of real estate
property and impairment write-downs of depreciable real estate, plus real estate depreciation and amortization, and after
adjustments for joint ventures. Adjustments for joint ventures will be calculated to reflect FFO on the same basis. CCP defines
normalized FFO as FFO excluding income taxes, stock-based compensation expense associated with spin-related conversion of awards,
transition services fee expense, deal costs, initial debt rating agency costs, amortization of other intangibles (which may be
recurring in nature), loss on extinguishment of debt, non-cash items included in interest and other income and other expenses, net,
and lease modification fee. Normalized FAD represents normalized FFO excluding amortization of above and below market lease
intangibles, amortization of deferred financing fees, accretion of direct financing lease, other amortization, straight-line rental
adjustments, non-revenue enhancing capital expenditures and stock-based compensation, but including deal costs on a cash basis.
FFO, normalized FFO and normalized FAD presented herein may not be comparable to similar measures presented by other real estate
companies due to the fact that not all real estate companies use the same definitions. FFO, normalized FFO and normalized FAD
should not be considered as alternatives to net income (determined in accordance with GAAP) as indicators of CCP’s financial
performance or as alternatives to cash flow from operating activities (determined in accordance with GAAP) as measures of CCP’s
liquidity, nor are they necessarily indicative of sufficient cash flow to fund all of CCP’s needs. CCP believes that in order to
facilitate a clear understanding of the consolidated historical operating results of CCP, FFO, normalized FFO and normalized FAD
should be examined in conjunction with net income attributable to CCP as presented elsewhere herein.
|
NON-GAAP FINANCIAL MEASURES RECONCILIATION |
Net Debt to Adjusted EBITDA |
|
The following information considers the effect on net income of CCP ’s investments and dispositions
that were completed during the three months ended September 30, 2016, as if the transactions had been consummated as of the
beginning of the period. The following table illustrates net debt to adjusted earnings before interest, taxes, depreciation
and amortization, impairment on real estate investments and associated goodwill, excluding stock-based and other compensation
adjustments, deal costs, loss on extinguishment of debt, gains (or losses) from sales of real estate property, non-cash items
included in interest and other income, transition services fee expense and lease modification fee (“Adjusted EBITDA”)
(dollars in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
19,017 |
|
|
|
|
|
|
|
|
|
|
Adjustments for investments and dispositions during the period |
|
|
(190 |
) |
|
|
|
|
|
|
|
|
|
Adjusted net income |
|
$ |
18,827 |
|
|
|
|
|
|
|
|
|
|
Add back: |
|
|
|
|
|
Interest |
|
|
14,271 |
|
|
|
|
Income tax expense |
|
|
229 |
|
|
|
|
Depreciation and amortization |
|
|
25,494 |
|
|
|
|
Impairment on real estate investments and associated goodwill |
|
|
12,397 |
|
|
|
|
Stock-based and other compensation adjustments |
|
|
2,196 |
|
|
|
|
Deal costs |
|
|
490 |
|
|
|
|
Loss on extinguishment of debt |
|
|
4,359 |
|
|
|
|
Gain on real estate dispositions |
|
|
(2,143 |
) |
|
|
|
Non-cash items included in interest and other income and other expenses, net |
|
|
2,498 |
|
|
|
|
Transition services fee expense |
|
|
401 |
|
|
|
|
Lease modification fee |
|
|
(17 |
) |
|
|
|
Adjusted EBITDA |
|
$ |
79,002 |
|
|
|
|
Adjusted EBITDA annualized |
|
$ |
316,008 |
|
|
|
|
|
|
|
|
|
|
As of September 30, 2016: |
|
|
|
|
|
Debt |
|
$ |
1,439,473 |
|
|
|
|
Unamortized debt issuance costs |
|
|
19,527 |
|
|
|
|
Cash |
|
|
(22,477 |
) |
|
|
|
Net debt (adjusted for unamortized debt issuance costs) |
|
$ |
1,436,523 |
|
|
|
|
|
|
|
|
|
|
Net debt to Adjusted EBITDA |
|
4.5x |
|
|
|
|
|
|
|
NON-GAAP FINANCIAL MEASURES RECONCILIATION |
|
|
|
Guidance1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
FY 2016 Guidance - |
|
|
|
|
|
Per Share |
|
|
|
|
|
Low |
|
High |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income Attributable to CCP |
|
$ |
1.39 |
|
|
$ |
1.43 |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation & Amortization |
|
|
1.49 |
|
|
|
1.49 |
|
|
|
|
(Gain) / Loss on Dispositions |
|
|
(0.03 |
) |
|
|
(0.03 |
) |
|
|
|
|
|
|
|
|
|
|
|
NAREIT FFO |
|
$ |
2.85 |
|
|
$ |
2.89 |
|
|
|
|
|
|
|
|
|
|
|
|
Deal Costs |
|
|
0.03 |
|
|
|
0.03 |
|
|
|
|
(Gain) / Loss on Debt Repayment |
|
|
0.07 |
|
|
|
0.07 |
|
|
|
|
Other |
|
|
0.06 |
|
|
|
0.06 |
|
|
|
|
|
|
|
|
|
|
|
|
Normalized FFO |
|
$ |
3.00 |
|
|
$ |
3.04 |
|
|
|
|
|
|
|
|
|
|
|
|
1 Totals may not add due to rounding. |
|
NON-GAAP FINANCIAL MEASURES RECONCILIATION |
Same-Store Cash NOI |
(Dollars in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3Q16 vs 3Q15 |
|
3Q16 vs 2Q16 |
|
YTD 2016 vs YTD 2015 |
|
|
3Q16
|
|
3Q15
|
|
3Q16
|
|
2Q16
|
|
YTD 2016
|
|
YTD 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rental income |
|
$ |
82,428 |
|
|
$ |
80,595 |
|
|
$ |
82,428 |
|
|
$ |
82,316 |
|
|
$ |
246,095 |
|
|
$ |
237,100 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: NOI excluded from same-store |
|
|
(8,663
|
) |
|
|
(9,131
|
) |
|
|
(4,705
|
) |
|
|
(5,714 |
) |
|
|
(56,881
|
) |
|
|
(51,859 |
) |
Less: Non-cash rental income |
|
|
(1,801
|
) |
|
|
(2,063
|
) |
|
|
(1,801
|
) |
|
|
(1,824 |
) |
|
|
(5,538
|
) |
|
|
(6,356
|
) |
Plus: 3 campuses not included in prior year financials |
|
|
N/A |
|
|
|
N/A |
|
|
|
N/A |
|
|
|
N/A |
|
|
|
5,248 |
|
|
|
4,954
|
|
Plus: Lease modification fee |
|
|
N/A |
|
|
|
N/A |
|
|
|
N/A |
|
|
|
250 |
|
|
|
250 |
|
|
|
N/A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Adjustments |
|
$ |
(10,463 |
) |
|
$ |
(11,194 |
) |
|
$ |
(6,506 |
) |
|
$ |
(7,288 |
) |
|
$ |
(56,921 |
) |
|
$ |
(53,261
|
) |
Same-Store Cash NOI |
|
$ |
71,965 |
|
|
$ |
69,401 |
|
|
$ |
75,922 |
|
|
$ |
75,028 |
|
|
$ |
189,173 |
|
|
$ |
183,839
|
|
Percentage Increase/Decrease |
|
|
3.7 |
% |
|
|
|
|
1.2 |
% |
|
|
|
|
2.9 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Care Capital Properties, Inc.
Lori B. Wittman
Executive Vice President and Chief Financial Officer
lwittman@carecapitalproperties.com
312.881.4702
View source version on businesswire.com: http://www.businesswire.com/news/home/20161110005724/en/