Click here for a PDF of the release.
Click here for Q4 2012 Supplemental Information.
Completed
4Q12 same store cash NOI increased 4.0%
2013 normalized FFO and FAD per share guidance up 5%-8%
“Calendar 2012 was a year of significant accomplishment. Our platform continues to distinguish itself through consistent and resilient internal and external growth, including 4% same store NOI growth and a sector leading net new investments of
2013 Highlights and Outlook
- Completed acquisition of Sunrise Senior Living in January
- Increased unsecured credit facility to
$2.75 billion , extended term and reduced borrowing rate - Introduced 2013 normalized FFO guidance of
$3.70 to $3.80 per diluted share, up 5%-8% - Introduced 2013 normalized FAD guidance of
$3.25 to $3.35 per diluted share, up 5%-8% - Announced 2013 dividend payment rate of
$3.06 per share, representing a 3.4% increase above 2012 payments
2012 Highlights
- Reported 4Q12 normalized FFO and FAD of
$0.85 and$0.74 per share - Reported 2012 normalized FFO and FAD of
$3.52 and$3.11 per share - Increased 4Q12 same-store cash NOI by 4.0%, including 8.6% growth in our seniors housing operating portfolio
- Generated 2012 total shareholder return of 18%
- Increased private pay mix to 79% in 2012 from 71% in 2011
- Expanded internationally with investments in
Canada and theUnited Kingdom - Completed gross new investments of
$2.0 billion in 4Q12, including$846 million with Sunrise and$530 million withBelmont Village - Completed gross new investments of
$4.9 billion in 2012, including$3.7 billion from existing relationships - Received
$635 million in proceeds on dispositions in 2012, generating$101 million in gains - Raised over
$6 billion of equity and debt capital in 2012, including over$1.2 billion in 4Q12
Dividends for
Fourth Quarter Investment Highlights During the quarter, the company completed
During the quarter, the company completed
During the quarter, the company completed
Sunrise Acquisition Update As previously announced, the company completed its acquisition of the Sunrise property portfolio, the sale of the Sunrise management company, and the acceleration of all planned joint venture buy-outs. The company’s investment in Sunrise properties is currently
The
Immediately prior to the acquisition of the Sunrise property portfolio, an entity led by affiliates of
Sunrise Investments Reconciliation | ||||||||
($ millions) | ||||||||
Total Completed |
Remaining |
Total | ||||||
Debt Assumed(1) | $ | 444.6 | $ | 49.4 | $ | 494.0 | ||
Cash Required | $ | 3,084.4 | $ | 695.8 | $ | 3,780.2 | ||
Acquisition Amount | $ | 3,529.0 | $ | 745.2 | $ | 4,274.2 | ||
(1) Debt assumed is net of payoffs that occurred as of the respective closings or shortly thereafter and includes our pro rata share of debt at unconsolidated entities.
All amounts included in this announcement relating to acquisitions or investments that have not yet closed are preliminary estimates, are subject to downward or upward adjustment, and are subject to change. Our anticipated acquisitions and investments are in various stages of closing and some or all of the transactions may not be completed on currently anticipated terms, or within currently anticipated timeframes, or at all. The completion of the anticipated acquisitions and investments is subject to the satisfaction of various conditions. For completed transactions, certain amounts are based on exchange rates in effect as of the relevant closing dates.
Outlook for 2013 The company is introducing its 2013 guidance and expects to report net income attributable to common stockholders in a range of
In preparing its guidance, the company made the following assumptions:
- Same Store Cash NOI: The company expects blended same store cash NOI growth of approximately 3% in 2013.
- Investments: 2013 earnings guidance does not include any 2013 acquisitions beyond the company’s acquisition of Sunrise Senior Living and planned Sunrise joint venture buy-outs in mid-2013.
- Dispositions: The company anticipates approximately
$500 million of dispositions in 2013 at an average yield of 10%. - Repositioned Entrance Fee Portfolio: The company repositioned its entrance fee portfolio by transitioning three buildings to a new operator under a rental model, converting one former entrance fee building to a RIDEA structure, and restructuring rents on eight of the remaining 10 entrance fee communities. The aggregate impact to 2013 normalized FFO and FAD as a result of the entrance fee portfolio repositioning is approximately
($0.07) to($0.08) per share. Entrance fee communities now represent less than 1% of the company's total properties and less than 2% of the company's total NOI. - Development: The company anticipates funding additional development of
$178 million in 2013 relating to projects underway onDecember 31, 2012 . The company expects development conversions of approximately$249 million in 2013. These investments are currently expected to generate initial yields of approximately 8.3% upon conversion based on in-place contracts as ofDecember 31, 2012 . - Cap-ex, Tenant Improvements, Lease Commissions: The company estimates cap-ex, tenant improvements and lease commissions of approximately
$73 million in 2013, comprised of$54 million associated with our seniors housing operating portfolio and$19 million with our MOB portfolio. - G&A Expenses: The company estimates general and administrative expenses of approximately
$115 million in 2013. The G&A forecast includes approximately$8.5 million of anticipated expense related to accelerated expensing of stock-based compensation, which will occur in 1Q13. - Long Term Leverage Target: The company continues to manage the balance sheet to a debt-to-undepreciated book capitalization target of approximately 40% over the long term.
The company’s guidance does not include any additional 2013 investments beyond the announced Sunrise related investments, nor any transaction costs, capital transactions, impairments, unanticipated additions to the loan loss reserve or other additional one-time items, including any additional cash payments other than normal monthly rental payments. Please see the exhibits for a reconciliation of the outlook for net income available to common stockholders to normalized FFO and FAD. The company will provide additional detail regarding its 2013 outlook and assumptions on the fourth quarter 2012 conference call.
Conference Call Information The company has scheduled a conference call on
Supplemental Reporting Measures The company believes that net income attributable to common stockholders (NICS), as defined by U.S. generally accepted accounting principles (U.S. GAAP), is the most appropriate earnings measurement. However, the company considers funds from operations (FFO) and funds available for distribution (FAD) to be useful supplemental measures of its operating performance. Historical cost accounting for real estate assets in accordance with U.S. GAAP implicitly assumes that the value of real estate assets diminishes predictably over time as evidenced by the provision for depreciation. However, since real estate values have historically risen or fallen with market conditions, many industry investors and analysts have considered presentations of operating results for real estate companies that use historical cost accounting to be insufficient. In response, the
About
Forward-Looking Statements and Risk Factors This document may contain “forward-looking” statements as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements concern and are based upon, among other things, the possible expansion of the company’s portfolio; the sale of facilities; the performance of its operators/tenants and facilities; its ability to enter into agreements with viable new tenants for vacant space or for facilities that the company takes back from financially troubled tenants, if any; its occupancy rates; its ability to acquire, develop and/or manage facilities; its ability to make distributions to stockholders; its policies and plans regarding investments, financings and other matters; its ability to successfully manage the risks associated with international expansion and operations; its tax status as a real estate investment trust; its critical accounting policies; its ability to appropriately balance the use of debt and equity; its ability to access capital markets or other sources of funds; and its ability to meet its earnings guidance. When the company uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties. The company’s expected results may not be achieved, and actual results may differ materially from expectations. This may be a result of various factors, including, but not limited to: the status of the economy; the status of capital markets, including availability and cost of capital; issues facing the health care industry, including compliance with, and changes to, regulations and payment policies, responding to government investigations and punitive settlements and operators’/tenants’ difficulty in cost-effectively obtaining and maintaining adequate liability and other insurance; changes in financing terms; competition within the health care, seniors housing and life science industries; negative developments in the operating results or financial condition of operators/tenants, including, but not limited to, their ability to pay rent and repay loans; the company’s ability to transition or sell facilities with profitable results; the failure to make new investments as and when anticipated; acts of God affecting the company’s facilities; the company’s ability to re-lease space at similar rates as vacancies occur; the company’s ability to timely reinvest sale proceeds at similar rates to assets sold; operator/tenant or joint venture partner bankruptcies or insolvencies; the cooperation of joint venture partners; government regulations affecting
HEALTH CARE REIT, INC. | |||||||||
Financial Exhibits | |||||||||
Consolidated Balance Sheets (unaudited) | |||||||||
(in thousands) | |||||||||
December 31, | |||||||||
2012 | 2011 | ||||||||
Assets | |||||||||
Real estate investments: | |||||||||
Land and land improvements | $ | 1,365,391 | $ | 1,116,756 | |||||
Buildings and improvements | 15,635,127 | 13,073,747 | |||||||
Acquired lease intangibles | 673,684 | 428,199 | |||||||
Real property held for sale, net of accumulated depreciation | 245,213 | 36,115 | |||||||
Construction in progress | 162,984 | 189,502 | |||||||
18,082,399 | 14,844,319 | ||||||||
Less accumulated depreciation and intangible amortization | (1,555,055) | (1,194,476) | |||||||
Net real property owned | 16,527,344 | 13,649,843 | |||||||
Real estate loans receivable(1) | 895,665 | 292,507 | |||||||
Net real estate investments | 17,423,009 | 13,942,350 | |||||||
Other assets: | |||||||||
Investments in unconsolidated entities | 438,936 | 241,722 | |||||||
Goodwill | 68,321 | 68,321 | |||||||
Deferred loan expenses | 66,327 | 58,584 | |||||||
Cash and cash equivalents | 1,033,764 | 163,482 | |||||||
Restricted cash | 107,657 | 69,620 | |||||||
Receivables and other assets(2) | 411,095 | 380,527 | |||||||
2,126,100 | 982,256 | ||||||||
Total assets | $ | 19,549,109 | $ | 14,924,606 | |||||
Liabilities and equity | |||||||||
Liabilities: | |||||||||
Borrowings under unsecured lines of credit arrangements | $ | - | $ | 610,000 | |||||
Senior unsecured notes | 6,114,151 | 4,434,107 | |||||||
Secured debt | 2,336,196 | 2,112,649 | |||||||
Capital lease obligations | 81,552 | 83,996 | |||||||
Accrued expenses and other liabilities | 462,099 | 371,557 | |||||||
Total liabilities | 8,993,998 | 7,612,309 | |||||||
Redeemable noncontrolling interests | 34,592 | 33,650 | |||||||
Equity: | |||||||||
Preferred stock | 1,022,917 | 1,010,417 | |||||||
Common stock | 260,396 | 192,299 | |||||||
Capital in excess of par value | 10,543,690 | 7,019,714 | |||||||
Treasury stock | (17,875) | (13,535) | |||||||
Cumulative net income | 2,184,819 | 1,893,806 | |||||||
Cumulative dividends | (3,694,579) | (2,972,129) | |||||||
Accumulated other comprehensive income | (11,028) | (11,928) | |||||||
Other equity | 6,461 | 6,120 | |||||||
Total Health Care REIT, Inc. stockholders’ equity | 10,294,801 | 7,124,764 | |||||||
Noncontrolling interests | 225,718 | 153,883 | |||||||
Total equity | 10,520,519 | 7,278,647 | |||||||
Total liabilities and equity | $ | 19,549,109 | $ | 14,924,606 | |||||
(1) Includes non-accrual loan balances of
(2) Includes net straight-line receivable balances of
Consolidated Statements of Income (unaudited) | |||||||||||||||
(in thousands, except per share data) | |||||||||||||||
Three Months Ended | Twelve Months Ended | ||||||||||||||
December 31, | December 31, | ||||||||||||||
2012 | 2011 | 2012 | 2011 | ||||||||||||
Revenues: | |||||||||||||||
Rental income | $ | 285,763 | $ | 238,086 | $ | 1,080,269 | $ | 821,610 | |||||||
Resident fees and service | 199,199 | 136,525 | 697,494 | 456,085 | |||||||||||
Interest income | 14,935 | 8,637 | 39,065 | 41,070 | |||||||||||
Other income | 766 | 1,317 | 5,271 | 11,295 | |||||||||||
Gross revenues | 500,663 | 384,565 | 1,822,099 | 1,330,060 | |||||||||||
Expenses: | |||||||||||||||
Interest expense | 94,155 | 84,322 | 367,083 | 297,373 | |||||||||||
Property operating expenses | 161,452 | 112,275 | 570,117 | 377,739 | |||||||||||
Depreciation and amortization | 137,725 | 115,290 | 515,888 | 393,882 | |||||||||||
General and administrative expenses | 20,039 | 20,190 | 97,341 | 77,201 | |||||||||||
Transaction costs | 19,074 | 13,682 | 61,609 | 70,224 | |||||||||||
Loss (gain) on derivatives, net | (113) | - | (1,825) | - | |||||||||||
Loss (gain) on extinguishment of debt, net | (1,566) | (979) | (775) | (979) | |||||||||||
Provision for loan losses | - | 1,463 | 27,008 | 2,010 | |||||||||||
Total expenses | 430,766 | 346,243 | 1,636,446 | 1,217,450 | |||||||||||
Income (loss) from continuing operations before income taxes | |||||||||||||||
and income from unconsolidated entities | 69,897 | 38,322 | 185,653 | 112,610 | |||||||||||
Income tax (expense) benefit | (3,858) | (825) | (7,612) | (1,388) | |||||||||||
Income (loss) from unconsolidated entities | 232 | 1,616 | 2,482 | 5,772 | |||||||||||
Income (loss) from continuing operations | 66,271 | 39,113 | 180,523 | 116,994 | |||||||||||
Discontinued operations: | |||||||||||||||
Gain (loss) on sales of properties, net | 54,502 | 4,594 | 100,549 | 61,160 | |||||||||||
Impairment of assets | (22,335) | (11,992) | (29,287) | (12,194) | |||||||||||
Income (loss) from discontinued operations, net | 8,566 | 10,628 | 43,055 | 46,756 | |||||||||||
40,733 | 3,230 | 114,317 | 95,722 | ||||||||||||
Net income (loss) | 107,004 | 42,343 | 294,840 | 212,716 | |||||||||||
Less: | Preferred dividends | 16,602 | 17,234 | 69,129 | 60,502 | ||||||||||
Preferred stock redemption charge | - | - | 6,242 | - | |||||||||||
Net income (loss) attributable to noncontrolling interests | (174) | (2,173) | (2,415) | (4,894) | |||||||||||
Net income (loss) attributable to common stockholders | $ | 90,576 | $ | 27,282 | $ | 221,884 | $ | 157,108 | |||||||
Average number of common shares outstanding: | |||||||||||||||
Basic | 259,290 | 185,913 | 224,343 | 173,741 | |||||||||||
Diluted | 261,210 | 186,529 | 225,953 | 174,401 | |||||||||||
Net income (loss) attributable to common stockholders per share: | |||||||||||||||
Basic | $ | 0.35 | $ | 0.15 | $ | 0.99 | $ | 0.90 | |||||||
Diluted | $ | 0.35 | $ | 0.15 | $ | 0.98 | $ | 0.90 | |||||||
Common dividends per share | $ | 0.74 | $ | 0.715 | $ | 2.96 | $ | 2.835 | |||||||
Normalizing Items |
Exhibit 1 | |||||||||||||||||
(in thousands, except per share data) | ||||||||||||||||||
Three Months Ended | Twelve Months Ended | |||||||||||||||||
December 31, | December 31, | |||||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||||
Transaction costs | $ | 19,074 (1) | $ | 13,682 | $ | 61,609 | $ | 70,224 | ||||||||||
Special stock compensation grants | - | - | 4,316 | - | ||||||||||||||
Loss (gain) on derivatives, net | (113)(2) | - | (1,825) | - | ||||||||||||||
Loss (gain) on extinguishment of debt, net | (1,566)(3) | (979) | (775) | (979) | ||||||||||||||
Provision for loan losses | - | 1,463 | 27,008 | 2,010 | ||||||||||||||
Held for sale hospital operating expenses | - | 348 | 215 | 1,653 | ||||||||||||||
Non-recurring other income | - | - | - | (3,774) | ||||||||||||||
Preferred stock redemption charge | - | - | 6,242 | - | ||||||||||||||
Total | $ | 17,395 | $ | 14,514 | $ | 96,790 | $ | 69,134 | ||||||||||
Average diluted common shares outstanding | 261,210 | 186,529 | 225,953 | 174,401 | ||||||||||||||
Net amount per diluted share | $ | 0.07 | $ | 0.08 | $ | 0.43 | $ | 0.40 | ||||||||||
|
|
|
Notes: |
(1) Primarily costs incurred with seniors housing acquisitions. | |||||
(2) Related to currency hedges executed to lock the exchange rates on international transactions. | |||||||
(3) Related to secured debt extinguishments during the quarter. | |||||||
Funds Available for Distribution Reconciliation |
Exhibit 2 | |||||||||||||||||
(in thousands, except per share data) | ||||||||||||||||||
Three Months Ended | Twelve Months Ended | |||||||||||||||||
December 31, | December 31, | |||||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||||
Net income (loss) attributable to common stockholders | $ | 90,576 | $ | 27,282 | $ | 221,884 | $ | 157,108 | ||||||||||
Depreciation and amortization(1) | 140,342 | 122,144 | 533,585 | 423,605 | ||||||||||||||
Losses/impairments (gains) on properties, net | (32,167) | 7,398 | (71,262) | (48,966) | ||||||||||||||
Noncontrolling interests(2) | (4,182) | (4,566) | (17,871) | (16,325) | ||||||||||||||
Unconsolidated entities(3) | 9,441 | 1,749 | 25,437 | 5,149 | ||||||||||||||
Gross straight-line rental income | (15,160) | (13,159) | (52,322) | (41,067) | ||||||||||||||
Prepaid/straight-line rent receipts | 14,866 | 1,177 | 19,959 | 9,489 | ||||||||||||||
Amortization related to above (below) market leases, net | 107 | (919) | 873 | (2,507) | ||||||||||||||
Non-cash interest expense | 2,612 | 3,777 | 11,395 | 13,905 | ||||||||||||||
Cap-ex, tenant improvements, lease commissions | (16,597) | (9,200) | (45,175) | (36,073) | ||||||||||||||
Funds available for distribution | 189,838 | 135,683 | 626,503 | 464,318 | ||||||||||||||
Normalizing items, net(4) | 17,395 | 14,514 | 96,790 | 69,134 | ||||||||||||||
Prepaid/straight-line rent receipts | (14,866) | (1,177) | (19,959) | (9,489) | ||||||||||||||
Funds available for distribution - normalized | $ | 192,367 | $ | 149,020 | $ | 703,334 | $ | 523,963 | ||||||||||
Average diluted common shares outstanding | 261,210 | 186,529 | 225,953 | 174,401 | ||||||||||||||
Per diluted share data: | ||||||||||||||||||
Net income (loss) attributable to common stockholders | $ | 0.35 | $ | 0.15 | $ | 0.98 | $ | 0.90 | ||||||||||
Funds available for distribution | $ | 0.73 | $ | 0.73 | $ | 2.77 | $ | 2.66 | ||||||||||
Funds available for distribution - normalized | $ | 0.74 | $ | 0.80 | $ | 3.11 | $ | 3.00 | ||||||||||
Normalized FAD Payout Ratio: | ||||||||||||||||||
Dividends per common share | $ | 0.74 | $ | 0.715 | $ | 2.96 | $ | 2.835 | ||||||||||
FAD per diluted share - normalized | $ | 0.74 | $ | 0.80 | $ | 3.11 | $ | 3.00 | ||||||||||
Normalized FAD payout ratio | 100% | 89% | 95% | 95% | ||||||||||||||
|
Notes: |
(1) Depreciation and amortization includes depreciation and amortization from discontinued operations. | |||||
(2) Represents noncontrolling interests' share of net FAD adjustments. | |||||||
(3) Represents HCN's share of net FAD adjustments from unconsolidated entities. | |||||||
(4) See Exhibit 1. | |||||||
Funds From Operations Reconciliation |
Exhibit 3 | |||||||||||||||
(in thousands, except per share data) | ||||||||||||||||
Three Months Ended | Twelve Months Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Net income (loss) attributable to common stockholders | $ | 90,576 | $ | 27,282 | $ | 221,884 | $ | 157,108 | ||||||||
Depreciation and amortization(1) | 140,342 | 122,144 | 533,585 | 423,605 | ||||||||||||
Losses/impairments (gains) on properties, net | (32,167) | 7,398 | (71,262) | (48,966) | ||||||||||||
Noncontrolling interests(2) | (5,439) | (5,318) | (21,058) | (18,557) | ||||||||||||
Unconsolidated entities(3) | 11,735 | 2,892 | 34,408 | 11,712 | ||||||||||||
Funds from operations | 205,047 | 154,398 | 697,557 | 524,902 | ||||||||||||
Normalizing items, net(4) | 17,395 | 14,514 | 96,790 | 69,134 | ||||||||||||
Funds from operations - normalized | $ | 222,442 | $ | 168,912 | $ | 794,347 | $ | 594,036 | ||||||||
Average diluted common shares outstanding | 261,210 | 186,529 | 225,953 | 174,401 | ||||||||||||
Per diluted share data: | ||||||||||||||||
Net income (loss) attributable to common stockholders | $ | 0.35 | $ | 0.15 | $ | 0.98 | $ | 0.90 | ||||||||
Funds from operations | $ | 0.78 | $ | 0.83 | $ | 3.09 | $ | 3.01 | ||||||||
Funds from operations - normalized | $ | 0.85 | $ | 0.91 | $ | 3.52 | $ | 3.41 | ||||||||
Normalized FFO Payout Ratio: | ||||||||||||||||
Dividends per common share | $ | 0.74 | $ | 0.715 | $ | 2.96 | $ | 2.835 | ||||||||
FFO per diluted share - normalized | $ | 0.85 | $ | 0.91 | $ | 3.52 | $ | 3.41 | ||||||||
Normalized FFO payout ratio | 87% | 79% | 84% | 83% | ||||||||||||
|
Notes: |
(1) Depreciation and amortization includes depreciation and amortization from discontinued operations. | ||||||
(2) Represents noncontrolling interests' share of net FFO adjustments. | ||||||||
(3) Represents HCN's share of net FFO adjustments from unconsolidated entities. | ||||||||
(4) See Exhibit 1. | ||||||||
Outlook Reconciliations: Year Ended December 31, 2012 |
Exhibit 4 | |||||||||
(in thousands, except per share data) | ||||||||||
Current Outlook | ||||||||||
Low | High | |||||||||
FFO Reconciliation: |
||||||||||
Net income attributable to common stockholders | $ | 1.30 | $ | 1.40 | ||||||
Depreciation and amortization(1) | 2.40 | 2.40 | ||||||||
Funds from operations - normalized | $ | 3.70 | $ | 3.80 | ||||||
FAD Reconciliation: |
||||||||||
Net income attributable to common stockholders | $ | 1.30 | $ | 1.40 | ||||||
Depreciation and amortization(1) | 2.40 | 2.40 | ||||||||
Net straight-line rent and above/below amortization(1) | (0.20) | (0.20) | ||||||||
Non-cash interest expense(1) | 0.04 | 0.04 | ||||||||
Cap-ex, tenant improvements, lease commissions(1) | (0.29) | (0.29) | ||||||||
Funds available for distribution - normalized | $ | 3.25 | $ | 3.35 | ||||||
|
Notes: |
(1) Amounts presented net of noncontrolling interests' share and HCN's share of unconsolidated entities. |
Source:
Health Care REIT, Inc.
Scott Estes, 419-247-2800
Jay Morgan, 419-247-2800