CHICAGO--(BUSINESS WIRE)--Care Capital Properties, Inc. (NYSE: CCP) (“CCP”) today announced that reported normalized Funds From Operations (“FFO”) for the quarter ended September 30, 2015 was $70 million, or $0.84 per diluted common share, as compared to $61 million for the quarter ended September 30, 2014. Weighted average diluted shares outstanding for the third quarter of 2015 were 83.6 million.
CCP 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”). The financial results reported for the third quarter of 2015 reflect a combination of operating results that have been “carved-out” of Ventas’s consolidated financial statements for the period prior to the spin-off and standalone operating results for the period subsequent to the spin-off.
“CCP is off to a great start. Our quarterly results demonstrate the reliability of our portfolio, our ability to grow through acquisitions and our access to attractively priced capital,” CCP Chief Executive Officer Raymond J. Lewis said. “We were pleased to receive investment grade ratings from all three of the rating agencies, which confirm the strength of our balance sheet, and to pay our stockholders a full third quarter dividend. Our excellent team remains focused on continuing to produce strong results for all of our stakeholders.”
Net income attributable to CCP for the quarter ended September 30, 2015 was $36 million or $0.43 per diluted common share, as compared to $33 million for the quarter ended September 30, 2014. FFO, as defined by the National Association of Real Estate Investment Trusts (“NAREIT”), for the third quarter of 2015 was $67 million, or $0.80 per diluted common share, versus $61 million for the comparable 2014 period.
The increases in normalized FFO, NAREIT FFO and net income attributable to CCP over the prior year are primarily attributable to acquisitions completed in 2015 and contractual rent increases for existing properties, partially offset by increases in depreciation (for net income), general and administrative expenses and interest expense due to the new indebtedness incurred in connection with the spin-off, as well as the elimination of certain properties that were included in results for the period prior to the spin-off but were not transferred to CCP.
Normalized Funds Available for Distribution (“FAD”) totaled $63 million, or $0.75 per diluted common share, for the quarter ended September 30, 2015, an increase of 12 percent from the quarter ended September 30, 2014.
Highlights of the Quarter
- CCP began operating as an independent company and commenced “regular-way” trading on the New York Stock Exchange on August 18, 2015. A total of 83.1 million shares of CCP common stock were distributed to Ventas stockholders in the spin-off.
- In connection with the spin-off, CCP entered into an unsecured credit facility comprised of a $600 million revolver, a $600 million two-year term loan and an $800 million five-year term loan. Approximately $1.3 billion in proceeds from borrowings under the term loans was distributed to Ventas in connection with the spin-off. CCP intends to replace the floating rate bank term loans with long-term fixed rate debt over time.
- In connection with the spin-off, CCP entered into a transition services agreement with Ventas under which Ventas will provide CCP with certain accounting, tax and IT support until August 31, 2016 in exchange for a fixed fee of $2.5 million, payable quarterly. CCP will be obligated to pay this amount whether or not it requires any transition services from Ventas.
- On September 1, 2015, CCP completed the acquisition of eight properties for approximately $190 million and simultaneously entered into a long-term triple-net lease with an existing tenant to operate the acquired portfolio. CCP also made a $20 million fully amortizing loan to the tenant for a total transaction value of $210 million. The initial cash lease yield is 8.25 percent.
- Moody’s Investor Services (“Moody’s”) assigned an issuer rating of “Baa3” to CCP’s operating partnership, Care Capital Properties, L.P. (“Care Capital LP”), Fitch Ratings assigned a rating of “BBB-” to both CCP and Care Capital LP, and Standard & Poor’s Rating Services assigned a corporate rating of “BB+” to CCP, but indicated that it would expect senior unsecured bonds issued by Care Capital LP to be rated “BBB-.” All three ratings were assigned with a stable outlook.
- As of September 30, 2015, CCP had $138 million outstanding and $462 million of available borrowing capacity under its revolving credit facility. CCP’s net debt to Adjusted Pro Forma EBITDA was 4.8x as of the end of the third quarter.
- On September 30, 2015, CCP paid a cash dividend of $0.57 per share to stockholders of record as of September 14, 2015, representing a payout ratio of 68 percent based on normalized FFO for the third quarter.
CCP intends to hold its first regular quarterly earnings call in connection with the release of its results for the fourth quarter and year ending December 31, 2015. Earnings guidance for 2016 is expected to be issued at that time.
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. Its skilled management team is fully invested in delivering excellent returns by forging strong relationships with shareholders, operators and employees. More information about Care Capital Properties, Inc. can be found at: www.carecapitalproperties.com.
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 from CCP’s expectations. CCP does not undertake a duty to update these forward-looking statements, which speak only as of the date on which they are made.
CCP’s actual future results and trends may differ materially from expectations depending on a variety of factors discussed in its filings with the Securities and Exchange Commission. These factors include without limitation: (a) the ability and willingness of CCP’s tenants, borrowers and other third parties 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 diversifying 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 future competition, including new construction in the markets in which CCP’s properties are located; (f) the extent of future or pending healthcare reform and regulation, including cost containment measures and changes in reimbursement 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 comply with laws, rules and regulations in the operation of CCP’s properties, to deliver high-quality services, to attract and retain qualified personnel and to attract residents and patients; (i) changes in general economic conditions or economic conditions in the markets in which CCP may, from time to time, compete, and the effect of those changes on CCP’s revenues, earnings and capital sources; (j) CCP’s ability to pay down, refinance, restructure or extend its indebtedness as it becomes due; (k) CCP’s ability and willingness to maintain its qualification as a REIT in light of economic, market, legal, tax and other considerations; (l) final determination of CCP’s taxable net income for the year ending December 31, 2015; (m) the ability and willingness of CCP’s tenants to renew their leases upon expiration, 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 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 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.
|COMBINED CONSOLIDATED BALANCE SHEETS|
|(In thousands, except per share amounts)|
|September 30,||June 30,||March 31,||December 31,|
|Real estate investments:|
|Land and improvements||$||288,199||$||282,034||$||287,336||$||249,504|
|Buildings and improvements||3,010,206||2,848,646||2,926,094||2,446,688|
|Construction in progress||19,457||16,713||15,711||10,433|
|Acquired lease intangibles||102,130||96,929||106,574||87,194|
|Accumulated depreciation and amortization||(685,727||)||(659,534||)||(633,175||)||(602,578||)|
|Net real estate property||2,734,265||2,584,788||2,702,540||2,191,241|
|Net investment in direct financing lease||21,960||21,844||21,730||21,626|
|Secured loans receivable, net||5,253||5,252||5,250||5,249|
|Net real estate investments||2,761,478||2,611,884||2,729,520||2,218,116|
|Liabilities and equity|
|Term loans and other debt||$||1,518,437||$||—||$||—||$||—|
|Lease intangible liabilities, net||135,354||140,942||147,328||145,640|
|Accounts payable and other liabilities||13,493||6,812||4,729||5,669|
|Deferred income taxes||2,341||—||—||—|
|Commitments and contingencies|
Preferred stock, $0.01 par value; 10,000 shares authorized, unissued at September 30, 2015
|Common stock, $0.01 par value; 300,000 shares authorized, 83,801 shares issued at September 30, 2015||838||—||—||—|
|Additional paid-in capital||1,263,848||—||—||—|
|Dividends in excess of net income||(35,084||)||—||—||—|
|Net parent investment||—||2,561,082||2,706,205||2,118,216|
|Total CCP equity||1,229,602||2,561,082||2,706,205||2,118,216|
|Total liabilities and equity||$||2,971,271||$||2,773,493||$||2,916,024||$||2,331,750|
|COMBINED CONSOLIDATED STATEMENTS OF INCOME|
|(In thousands, except per share amounts)|
|For the Three Months Ended||For the Nine Months Ended|
|September 30,||September 30,|
|Rental income, net||$||80,595||$||72,421||$||237,100||$||221,849|
|Income from investments in direct financing leases and loans||955||856||2,680||2,542|
|Real estate services fee income||763||
|Interest and other income||4||1||67||2|
|Depreciation and amortization||31,502||27,880||97,336||77,492|
|General, administrative and professional fees||9,216||5,712||21,499||18,314|
|Merger-related expenses and deal costs||991||561||4,746||964|
|Income before income taxes, real estate dispositions and noncontrolling interests||36,360||33,310||111,676||120,372|
|Income tax expense||(1,024||)||—||(1,024||)||—|
|Gain (loss) on real estate dispositions||856||(61||)||856||(61||)|
|Net income attributable to noncontrolling interests||26||47||138||137|
|Net income attributable to CCP||$||36,166||$||33,202||$||111,370||$||120,174|
|Earnings per common share:|
|Net income attributable to CCP||$||0.43||$||0.40||$||1.33||$||1.44|
|Net income attributable to CCP||$||0.43||$||0.40||$||1.33||$||1.44|
|Weighted average shares used in computing earnings per common share:|
|Dividends declared per common share||$||0.57||$||—||$||0.57||$||—|
|COMBINED CONSOLIDATED STATEMENTS OF CASH FLOWS|
|For the Three Months Ended||For the Nine Months Ended|
|September 30,||September 30,|
|Cash flows from operating activities:|
|Adjustments to reconcile net income to net cash provided by operating activities:|
|Depreciation and amortization||30,360||26,079||94,170||73,653|
|Amortization of above and below market lease intangibles, net||(2,164||)||(2,407||)||(6,835||)||(8,770||)|
|Amortization of deferred financing fees||646||
|Accretion of direct financing lease||(345||)||(308||)||(996||)||(890||)|
|Amortization of leasing costs and other intangibles||1,142||1,800||3,166||3,838|
|Straight-lining of rental income, net||(46||)||(130||)||(125||)||(242||)|
|Gain on real estate disposition||(856||)||
|Income tax benefit||(42||)||
|Changes in operating assets and liabilities, net of effects of the September acquisition|
|Increase in other assets||(1,378||)||(1,149||)||(3,789||)||(2,570||)|
|Increase in tenant deposits||4,066||5,135||6,601||2,712|
|Decrease in accounts payable and other liabilities||3,185||(4,604||)||935||(5,087||)|
|Net cash provided by operating activities||72,485||57,836||206,041||183,073|
|Cash flows from investing activities:|
|Net investment in real estate property||(186,250||)||(2,388||)||(454,832||)||(12,598||)|
|Investment in loans receivable||(20,091||)||(236||)||(20,091||)||(800||)|
|Proceeds from real estate disposals||1,500||975||1,510||975|
|Proceeds from loans receivable||354||313||1,040||917|
|Development project expenditures||(6,142||)||(2,134||)||(12,629||)||(6,657||)|
|Net cash used in investing activities||(215,847||)||(5,210||)||(498,506||)||(21,579||)|
|Cash flows from financing activities:|
|Net change in borrowings under credit facility||1,538,000||
|Payment of deferred financing costs||(20,209||)||
|Distributions to noncontrolling interests||(51||)||(80||)||(266||)||(288||)|
|Net contribution from (distribution to) parent prior to separation||(44,677||)||(52,014||)||103,714||(160,677||)|
|Distribution to parent||(1,273,000||)||
|Cash distribution to common stockholders||(47,754||)||
|Net cash provided by (used in) financing activities||152,309||(52,094||)||300,485||(160,965||)|
|Net increase in cash||8,947||532||8,020||529|
|Cash at beginning of period||1,497||2,164||2,424||2,167|
|Cash at end of period||$||10,444||$||2,696||$||10,444||$||2,696|
|NON-GAAP FINANCIAL MEASURES RECONCILIATION|
Funds From Operations (FFO), Normalized FFO and Normalized Funds Available for Distribution (FAD)1
|(Dollars in thousands, except per share amounts)|
|For the Three Months Ended|
|Net income attributable to CCP||$||36,166||$||33,202|
|Net income attributable to CCP per share||$||0.43||$||0.40|
|Real estate depreciation and amortization||31,367||27,775|
|Real estate depreciation related to noncontrolling interests||(68||)||(107||)|
|(Gain) loss on real estate dispositions||(856||)||61|
|Subtotal: FFO add-backs||30,443||27,729|
|Subtotal: FFO add-backs per share||$||0.36||$||0.33|
|FFO (NAREIT) attributable to CCP||$||66,609||$||60,931|
|FFO (NAREIT) attributable to CCP per share||$||0.80||$||0.73|
|Income tax expense||1,024||—|
|Stock-based compensation expense associated with spin-related conversion of awards||542||—|
|Transition services fee expense||293||—|
|Merger-related expenses and deal costs||991||561|
|Initial debt rating agency costs||477||—|
|Amortization of other intangibles||89||—|
|Subtotal: normalized FFO add-backs||3,416||561|
|Subtotal: normalized FFO add-backs per share||$||0.04||$||0.01|
|Normalized FFO attributable to CCP||$||70,025||$||61,492|
|Normalized FFO attributable to CCP per share||$||0.84||$||0.74|
|Non-cash items included in normalized FFO:|
|Amortization of above and below market and lease intangibles, net||(2,164||)||(2,679||)|
|Accretion of direct financing lease||(345||)||(297||)|
|Straight-lining of rental income, net||(46||)||(56||)|
|Merger-related expenses and deal costs||(991||)||(561||)|
|Normalized FAD attributable to CCP||$||62,875||$||55,818|
|Normalized FAD attributable to CCP per share||$||0.75||$||0.67|
|Weighted average diluted shares||83,558||83,488|
|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 have historically 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 uses the NAREIT definition of FFO. 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 unconsolidated partnerships and 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 the spin-related conversion of awards, transition services fee expense, merger-related expenses and deal costs, initial debt rating agency costs, and amortization of other intangibles (which may be recurring in nature). Normalized FAD represents normalized FFO excluding amortization of above and below market lease intangibles, accretion of direct financing lease, other amortization, straight-line rental adjustments, non-revenue enhancing capital expenditures and stock-based compensation, but including merger-related expenses and deal costs.
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 CCP’s consolidated historical operating results, 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 Pro Forma EBITDA
The following information considers the pro forma effect on net income of CCP’s investments that were completed during the three months ended September 30, 2015, as if the transactions had been consummated as of the beginning of the period. The following table illustrates net debt to pro forma earnings before interest, taxes, depreciation and amortization, excluding stock-based compensation, merger-related expenses and deal costs, gain on real estate disposition, transition services fee expense and initial debt rating agency costs (“Adjusted Pro Forma EBITDA”) (dollars in thousands):
|Pro forma adjustments for acquisitions and investments||2,783|
|Pro forma net income||38,975|
|Income tax expense||1,024|
|Depreciation and amortization||31,502|
|Merger-related expenses and deal costs||991||
Gain on real estate disposition
|Transition services fee expense||293|
|Initial debt rating agency costs||477|
|Adjusted Pro Forma EBITDA||$||
|Adjusted Pro Forma EBITDA annualized||
|As of September 30, 2015:|
|Unamortized debt issuance costs||19,563|
|Net debt (adjusted for unamortized debt issuance costs)||$||1,527,556|
|Net debt to Adjusted Pro Forma EBITDA||4.8||x|