- Company Delivers Excellent Earnings
Growth and Enhanced Financial Strength
- All Segments Contribute to
Same-Store Portfolio Growth in the Quarter
- Reaffirms Previously Announced 2017
Guidance
Ventas, Inc. (NYSE: VTR) today announced its results for the
second quarter ended June 30, 2017:
- Income from continuing operations per
diluted common share for the second quarter 2017 grew five percent
to $0.42 compared to the same period in 2016. The increase from the
second quarter 2016 was principally due to improved property
performance and accretive investments, partially offset by lower
non-cash income tax benefits in the current period.
- Normalized Funds From Operations
(“FFO”) per diluted common share for the second quarter 2017 grew
two percent to $1.06 compared to the same period in 2016. The
increase from the second quarter 2016 was principally due to
improved property performance and accretive investments.
- Reported FFO per diluted common share,
as defined by the National Association of Real Estate Investment
Trusts (“NAREIT FFO”), totaled $1.04. Second quarter 2017 NAREIT
FFO per diluted common share resulted from the same items as
described for income from continuing operations per diluted common
share, excluding the per share impact of depreciation and
amortization.
Strong Quarter and Continued Execution
of Strategic Priorities
“We continued our strong performance in the second quarter, as
we grew earnings, executed on our strategic priorities and
reaffirmed our outlook for the full year,” said Debra A. Cafaro,
Ventas Chairman and Chief Executive Officer. “Our properties
performed well and we generated increased cash flow. We are
actively expanding our university-based life science business,
sponsoring attractive development and redevelopment projects and
growing with our customers. Our best-in-class diversified
portfolio, leading platforms and cohesive team position us well to
deliver continued excellence.”
Portfolio Performance
- The Company’s second quarter 2017
same-store total portfolio (1,114 assets) cash NOI grew 1.5 percent
compared to the same period in 2016. Same-store cash NOI growth by
segment follows:
- The triple net leased portfolio
increased 2.0 percent, driven by in-place lease escalations. NOI
results in the same period of 2016 benefited from the receipt of an
approximately $3 million cash fee. Excluding the fee, triple net
same-store cash NOI grew 3.5 percent in the current quarter;
- The seniors housing operating portfolio
(“SHOP”) grew 0.4 percent, supported by continued growth in
high-barrier markets largely offset by the impact of new deliveries
in select markets; and
- The medical office building (“MOB”)
portfolio rose 2.2 percent, driven by gains in occupancy and rate
growth.
Second Quarter 2017 and Recent
Highlights
- Ventas funded investments of
approximately $110 million, including: $53 million of acquisitions
with existing partners in its seniors housing portfolio; and $57
million of funding for the Company’s share of development and
redevelopment projects during the quarter for projects currently
underway.
- To fund investments, Ventas issued and
sold a total of 1.1 million shares of common stock for net proceeds
of $74 million under its “at the market” equity offering program.
In addition, the Company sold properties and received final
repayments on loans receivable for proceeds of $45 million.
- Ventas committed to new development and
redevelopment projects with total costs of $188 million including
seniors housing projects in top Metropolitan Statistical Areas with
Atria Senior Living and Sunrise Senior Living. Certain of these
investments will be partially financed with third party debt and/or
included in an unconsolidated joint venture the Company has with a
state retirement fund.
- Ventas extended its debt maturities by
issuing Cdn$275 million of 2.55 percent senior notes due 2023 in a
private offering.
- The Company’s credit profile and
financial health were robust in the second quarter, including:
- 5 percent growth in net cash provided
by operating activities in the second quarter 2017 compared to the
second quarter 2016;
- Net Debt to Adjusted Pro Forma EBITDA
ratio of 5.8x at quarter end, a sequential improvement of 0.1x;
and
- 4.6x fixed charge coverage at quarter
end.
- Ventas paid its shareholders a
quarterly dividend of $0.775 per share, a six percent
year-over-year increase.
- Currently, the Company has excellent
liquidity with $2.6 billion of available borrowing capacity and $95
million of cash on hand.
Other Updates
- The Company continues to expect that it
will sell 36 skilled nursing facilities (“SNFs”) that are currently
operated by Kindred Healthcare, Inc. (NYSE: KND) (“Kindred”) to
facilitate Kindred’s previously announced exit from its SNF
business (the “SNF Sale”). Expected gross proceeds to Ventas are
$700 million, representing a seven percent yield on current cash
rent of $50 million and an eight percent GAAP yield. Pro forma for
the transaction, Ventas’s percentage of NOI received from SNFs will
be only one percent of its aggregate NOI. Ventas expects to use
proceeds from the sale to repay debt, further strengthening
Ventas’s excellent financial condition and liquidity.
- Debra A. Cafaro, the Company’s Chairman
and Chief Executive Officer, was named Chair Elect of the Real
Estate Roundtable, an organization comprised of the nation’s
leaders in the real estate industry that addresses key national
policy issues relating to real estate and the overall economy. Her
term commences on July 1, 2018. Ms. Cafaro was also named by Modern
Healthcare magazine as one of the “Top 25 Women in Healthcare,” the
third time she has received this recognition for her thought
leadership in the industry.
- Ventas was identified as a “Winning
Company” in the 2020 Women on Boards Gender Diversity Index, which
recognizes Fortune 1000 Companies that have 20 percent or greater
women serving on their boards of directors. The Ventas Board
composition is currently 30 percent female.
Reaffirmed 2017 Guidance
Ventas continues to project 2017 income from continuing
operations per diluted common share to range between $1.72 and
$1.78. Consistent with previously disclosed guidance, the Company
expects normalized FFO per diluted common share to range between
$4.12 and $4.18. NAREIT FFO per diluted common share is expected to
range between $4.10 and $4.19, also consistent with previously
disclosed guidance.
The SNF Sale is expected to occur in phases, beginning in the
third quarter 2017 and completed by year end 2017. The timing and
volume of closings will have a significant impact on second half
results because larger, earlier dispositions coupled with the
anticipated repayment of LIBOR-based debt will reduce the above
FFO-based metrics by approximately $0.01 per share per month. Upon
completion of the SNF Sale, Ventas is expected to record a gain
exceeding $600 million, which will increase the Company’s net
income per diluted common share.
The Company continues to expect full year 2017 same-store cash
NOI growth to range from 1.5 to 2.5 percent. Segment level
same-store cash NOI growth rates also remain consistent with
previous guidance.
No further undisclosed material acquisitions or dispositions,
loan repayments or capital activity are included in guidance. The
Company continues to expect to invest in future growth by funding
approximately $350 million in development and redevelopment
projects for the full year 2017, including attractive new ground-up
medical office and life science developments.
The 2017 outlook assumes approximately 359 million weighted
average fully-diluted shares, with no further equity issuance
contemplated in 2017. A reconciliation of the Company’s guidance to
the Company’s projected GAAP measures is included in this press
release.
The Company’s guidance is based on a number of other assumptions
that are subject to change and many of which are outside the
control of the Company. If actual results vary from these
assumptions, the Company’s expectations may change. There can be no
assurance that the Company will achieve these results.
Second Quarter 2017 Conference
Call
Ventas will hold a conference call to discuss this earnings
release today at 10:00 a.m. Eastern Time (9:00 a.m. Central Time).
The dial-in number for the conference call is (844) 776-7841 (or +1
(661) 378-9542 for international callers). The participant passcode
is “Ventas.” The conference call is being webcast live by NASDAQ
OMX and can be accessed at the Company’s website at
www.ventasreit.com. A replay of the
webcast will be available following the call online, or by calling
(855) 859-2056 (or +1 (404) 537-3406 for international callers),
passcode 51398122, beginning at approximately 2:00 p.m. Eastern
Time and will remain for 36 days.
Ventas, Inc., an S&P 500 company, is a leading real estate
investment trust. Its diverse portfolio of approximately 1,300
assets in the United States, Canada and the United Kingdom consists
of seniors housing communities, medical office buildings, life
science and innovation centers, inpatient rehabilitation and
long-term acute care facilities, health systems and skilled nursing
facilities. Through its Lillibridge subsidiary, Ventas provides
management, leasing, marketing, facility development and advisory
services to highly rated hospitals and health systems throughout
the United States. References to “Ventas” or the “Company” mean
Ventas, Inc. and its consolidated subsidiaries unless otherwise
expressly noted. More information about Ventas and Lillibridge can
be found at www.ventasreit.com and
www.lillibridge.com.
Supplemental information regarding the Company can be found on
the Company’s website under the “Investor Relations” section or at
www.ventasreit.com/investor-relations/annual-reports---supplemental-information.
A comprehensive listing of the Company’s properties is available at
www.ventasreit.com/our-portfolio/properties-by-stateprovince.
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 the Company’s or its tenants’,
operators’, borrowers’ or managers’ 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, merger or acquisition integration, 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 the Company’s expectations. The Company
does not undertake a duty to update these forward-looking
statements, which speak only as of the date on which they are
made.
The Company’s actual future results and trends may differ
materially from expectations depending on a variety of factors
discussed in the Company’s filings with the Securities and Exchange
Commission. These factors include without limitation: (a) the
ability and willingness of the Company’s tenants, operators,
borrowers, managers and other third parties to satisfy their
obligations under their respective contractual arrangements with
the Company, including, in some cases, their obligations to
indemnify, defend and hold harmless the Company from and against
various claims, litigation and liabilities; (b) the ability of the
Company’s tenants, operators, borrowers and managers 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) the Company’s success in
implementing its business strategy and the Company’s 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 the
Company’s seniors housing communities and medical office buildings
(“MOBs”) are located; (f) the extent and effect of future or
pending healthcare reform and regulation, including cost
containment measures and changes in reimbursement policies,
procedures and rates; (g) increases in the Company’s borrowing
costs as a result of changes in interest rates and other factors;
(h) the ability of the Company’s tenants, operators and managers,
as applicable, to comply with laws, rules and regulations in the
operation of the Company’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 the Company may,
from time to time, compete, and the effect of those changes on the
Company’s revenues, earnings and funding sources; (j) the Company’s
ability to pay down, refinance, restructure or extend its
indebtedness as it becomes due; (k) the Company’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 the Company’s taxable net income for the year
ended December 31, 2016 and for the year ending December 31, 2017;
(m) the ability and willingness of the Company’s tenants to renew
their leases with the Company upon expiration of the leases, the
Company’s ability to reposition its properties on the same or
better terms in the event of nonrenewal or in the event the Company
exercises its right to replace an existing tenant, and obligations,
including indemnification obligations, the Company may incur in
connection with the replacement of an existing tenant; (n) risks
associated with the Company’s senior living operating portfolio,
such as factors that can cause volatility in the Company’s
operating income and earnings generated by those properties,
including without limitation national and regional economic
conditions, costs of food, materials, energy, labor and services,
employee benefit costs, insurance costs and professional and
general liability claims, and the timely delivery of accurate
property-level financial results for those properties; (o) changes
in exchange rates for any foreign currency in which the Company
may, from time to time, conduct business; (p) year-over-year
changes in the Consumer Price Index or the UK Retail Price Index
and the effect of those changes on the rent escalators contained in
the Company’s leases and the Company’s earnings; (q) the Company’s
ability and the ability of its tenants, operators, borrowers and
managers to obtain and maintain adequate property, liability and
other insurance from reputable, financially stable providers; (r)
the impact of increased operating costs and uninsured professional
liability claims on the Company’s liquidity, financial condition
and results of operations or that of the Company’s tenants,
operators, borrowers and managers, and the ability of the Company
and the Company’s tenants, operators, borrowers and managers to
accurately estimate the magnitude of those claims; (s) risks
associated with the Company’s MOB portfolio and operations,
including the Company’s ability to successfully design, develop and
manage MOBs and to retain key personnel; (t) the ability of the
hospitals on or near whose campuses the Company’s MOBs are located
and their affiliated health systems to remain competitive and
financially viable and to attract physicians and physician groups;
(u) risks associated with the Company’s investments in joint
ventures and unconsolidated entities, including its lack of sole
decision-making authority and its reliance on its joint venture
partners’ financial condition; (v) the Company’s ability to obtain
the financial results expected from its development and
redevelopment projects; (w) the impact of market or issuer events
on the liquidity or value of the Company’s investments in
marketable securities; (x) consolidation activity in the seniors
housing and healthcare industries resulting in a change of control
of, or a competitor’s investment in, one or more of the Company’s
tenants, operators, borrowers or managers or significant changes in
the senior management of the Company’s tenants, operators,
borrowers or managers; (y) the impact of litigation or any
financial, accounting, legal or regulatory issues that may affect
the Company or its tenants, operators, borrowers or managers; and
(z) changes in accounting principles, or their application or
interpretation, and the Company’s ability to make estimates and the
assumptions underlying the estimates, which could have an effect on
the Company’s earnings.
CONSOLIDATED BALANCE SHEETS (In thousands, except
per share amounts) June
30, March 31, December 31, September 30,
June 30, 2017 2017 2016 2016
2016 Assets Real estate investments: Land and
improvements $ 2,117,692 $ 2,123,266 $ 2,089,591 $ 2,089,329 $
2,041,880 Buildings and improvements 21,827,419 21,869,961
21,516,396 21,551,049 20,272,554 Construction in progress 281,093
213,281 210,599 192,848 127,647 Acquired lease intangibles
1,534,173 1,532,365 1,510,629 1,522,708
1,332,173 25,760,377 25,738,873 25,327,215 25,355,934
23,774,254 Accumulated depreciation and amortization (5,220,611 )
(5,123,144 ) (4,932,461 ) (4,754,532 ) (4,560,504 ) Net real estate
property 20,539,766 20,615,729 20,394,754 20,601,402 19,213,750
Secured loans receivable and investments, net 1,395,404 1,398,417
702,021 821,663 1,003,561 Investments in unconsolidated real estate
entities 119,794 108,976 95,921 97,814
96,952 Net real estate investments 22,054,964 22,123,122
21,192,696 21,520,879 20,314,263 Cash and cash equivalents 103,353
91,284 286,707 89,279 57,322 Escrow deposits and restricted cash
68,343 92,175 80,647 89,521 65,626 Goodwill 1,034,054 1,033,484
1,033,225 1,043,075 1,043,479 Assets held for sale 89,569 61,983
54,961 195,252 195,271 Other assets 505,475 517,283
518,364 488,258 417,511
Total assets $
23,855,758 $ 23,919,331 $ 23,166,600 $
23,426,264 $ 22,093,472
Liabilities and
equity Liabilities: Senior notes payable and other debt $
11,907,997 $ 11,943,733 $ 11,127,326 $ 11,252,327 $ 10,901,131
Accrued interest 87,248 78,219 83,762 70,790 80,157 Accounts
payable and other liabilities 929,573 946,674 907,928 930,103
735,287 Liabilities related to assets held for sale 9,812 1,389
1,462 77,608 88,967 Deferred income taxes 296,822 294,057
316,641 315,713 320,468 Total
liabilities 13,231,452 13,264,072 12,437,119 12,646,541 12,126,010
Redeemable OP unitholder and noncontrolling interests
182,154 171,384 200,728 209,278 217,686 Commitments and
contingencies Equity: Ventas stockholders' equity: Preferred
stock, $1.00 par value; 10,000 shares authorized, unissued — — — —
— Common stock, $0.25 par value; 356,134; 354,863; 354,125; 353,793
and 341,055 shares issued at June 30, 2017, March 31, 2017,
December 31, 2016, September 30, 2016 and June 30, 2016,
respectively 89,016 88,698 88,514 88,431 85,246 Capital in excess
of par value 13,019,023 12,944,501 12,917,002 12,870,566 11,961,951
Accumulated other comprehensive loss (45,035 ) (53,657 ) (57,534 )
(49,614 ) (44,195 ) Retained earnings (deficit) (2,688,946 )
(2,564,936 ) (2,487,695 ) (2,420,766 ) (2,313,287 ) Treasury stock,
0; 0; 1; 1 and 0 shares at June 30, 2017, March 31, 2017, December
31, 2016, September 30, 2016 and June 30, 2016, respectively —
— (47 ) (78 ) — Total Ventas stockholders'
equity 10,374,058 10,414,606 10,460,240 10,488,539 9,689,715
Noncontrolling interests 68,094 69,269 68,513
81,906 60,061 Total equity 10,442,152
10,483,875 10,528,753 10,570,445 9,749,776
Total liabilities and equity $ 23,855,758 $
23,919,331 $ 23,166,600 $ 23,426,264 $
22,093,472
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
For the Three Months Ended
For the Six Months Ended June 30, June 30,
2017 2016 2017 2016 Revenues
Rental income: Triple-net leased $ 213,258 $ 210,119 $ 422,585 $
424,606 Office 186,240 144,087 372,135 288,223
399,498 354,206 794,720 712,829 Resident fees and services
460,243 464,437 924,431 928,413 Office building and other services
revenue 3,179 5,504 6,585 12,689 Income from loans and investments
32,368 24,146 52,514 46,532 Interest and other income 202
111 683 230 Total revenues 895,490 848,404
1,778,933 1,700,693
Expenses Interest 113,572 103,665
222,376 206,938 Depreciation and amortization 224,108 221,961
441,891 458,348 Property-level operating expenses: Senior living
308,625 307,989 620,698 620,530 Office 57,205 43,966
114,119 87,647 365,830 351,955 734,817 708,177 Office
building services costs 552 1,852 1,290 5,303 General,
administrative and professional fees 33,282 32,094 67,243 63,820
Loss on extinguishment of debt, net 36 2,468 345 2,782
Merger-related expenses and deal costs 6,043 7,224 8,099 8,856
Other 1,848 2,303 3,036 6,471 Total
expenses 745,271 723,522 1,479,097 1,460,695
Income before unconsolidated entities, income taxes,
discontinued operations, real estate dispositions and
noncontrolling interests 150,219 124,882 299,836 239,998 (Loss)
income from unconsolidated entities (106 ) 1,418 3,044 1,220 Income
tax benefit 2,159 11,549 5,304 19,970
Income from continuing operations 152,272 137,849 308,184 261,188
Discontinued operations (23 ) (148 ) (76 ) (637 ) Gain on real
estate dispositions 719 5,739 44,008 31,923
Net income 152,968 143,440 352,116 292,474 Net income
attributable to noncontrolling interests 1,137 278
2,158 332 Net income attributable to common
stockholders $ 151,831 $ 143,162 $ 349,958 $
292,142
Earnings per common share Basic: Income from
continuing operations $ 0.43 $ 0.41 $ 0.87 $ 0.77 Net income
attributable to common stockholders 0.43 0.42 0.99 0.87 Diluted:
Income from continuing operations $ 0.42 $ 0.40 $ 0.86 $ 0.77 Net
income attributable to common stockholders 0.42 0.42 0.98 0.86
Weighted average shares used in computing earnings per
common share Basic 355,024 338,901 354,719 337,230 Diluted
358,311 342,571 357,919 340,851 Dividends declared per
common share $ 0.775 $ 0.73 $ 1.55 $ 1.46
QUARTERLY
CONSOLIDATED STATEMENTS OF INCOME (In thousands, except per
share amounts) For the
Quarters Ended June 30, March 31, December
31, September 30, June 30, 2017
2017 2016 2016 2016 Revenues
Rental income: Triple-net leased $ 213,258 $ 209,327 $ 210,804 $
210,424 $ 210,119 Office 186,240 185,895 183,846
158,273 144,087 399,498 395,222 394,650
368,697 354,206 Resident fees and services 460,243 464,188 456,919
461,974 464,437 Office building and other services revenue 3,179
3,406 4,064 4,317 5,504 Income from loans and investments 32,368
20,146 19,996 31,566 24,146 Interest and other income 202
481 84 562 111 Total revenues 895,490
883,443 875,713 867,116 848,404
Expenses Interest
113,572 108,804 107,739 105,063 103,665 Depreciation and
amortization 224,108 217,783 232,189 208,387 221,961 Property-level
operating expenses: Senior living 308,625 312,073 310,303 312,145
307,989 Office 57,205 56,914 55,165 48,972
43,966 365,830 368,987 365,468 361,117 351,955 Office
building services costs 552 738 1,034 974 1,852 General,
administrative and professional fees 33,282 33,961 31,488 31,567
32,094 Loss (gain) on extinguishment of debt, net 36 309 (386 ) 383
2,468 Merger-related expenses and deal costs 6,043 2,056 (438 )
16,217 7,224 Other 1,848 1,188 1,087 2,430
2,303 Total expenses 745,271 733,826
738,181 726,138 723,522 Income before
unconsolidated entities, income taxes, discontinued operations,
real estate dispositions and noncontrolling interests 150,219
149,617 137,532 140,978 124,882 (Loss) income from unconsolidated
entities (106 ) 3,150 2,207 931 1,418 Income tax benefit 2,159
3,145 2,836 8,537 11,549 Income
from continuing operations 152,272 155,912 142,575 150,446 137,849
Discontinued operations (23 ) (53 ) (167 ) (118 ) (148 ) Gain
(loss) on real estate dispositions 719 43,289 66,424
(144 ) 5,739 Net income 152,968 199,148 208,832
150,184 143,440 Net income attributable to noncontrolling interests
1,137 1,021 1,195 732 278 Net
income attributable to common stockholders $ 151,831 $
198,127 $ 207,637 $ 149,452 $ 143,162
Earnings per common share Basic: Income from
continuing operations $ 0.43 $ 0.44 $ 0.40 $ 0.43 $ 0.41 Net income
attributable to common stockholders 0.43 0.56 0.59 0.43 0.42
Diluted: Income from continuing operations $ 0.42 $ 0.44 $ 0.40 $
0.42 $ 0.40 Net income attributable to common stockholders 0.42
0.55 0.58 0.42 0.42
Weighted average shares used in
computing earnings per common share Basic 355,024 354,410
353,911 350,274 338,901 Diluted 358,311 357,572 357,435 354,186
342,571
CONSOLIDATED STATEMENTS OF CASH FLOWS (In
thousands) For the Six Months Ended June
30, 2017 2016 Cash flows from
operating activities: Net income $ 352,116 $ 292,474 Adjustments to
reconcile net income to net cash provided by operating activities:
Depreciation and amortization 441,891 458,348 Amortization of
deferred revenue and lease intangibles, net (10,849 ) (10,090 )
Other non-cash amortization 6,584 4,687 Stock-based compensation
13,396 10,037 Straight-lining of rental income, net (11,155 )
(15,426 ) Loss on extinguishment of debt, net 345 2,782 Gain on
real estate dispositions (44,008 ) (31,923 ) Gain on real estate
loan investments (4 ) (33 ) Income tax benefit (7,104 ) (21,443 )
Income from unconsolidated entities (17 ) (1,220 ) Gain on
re-measurement of equity interest upon acquisition, net (3,027 ) —
Distributions from unconsolidated entities 3,134 3,873 Other 1,348
724 Changes in operating assets and liabilities: Decrease in other
assets 29,934 10,609 Increase (decrease) in accrued interest 4,550
(769 ) Decrease in accounts payable and other liabilities (39,878 )
(41,894 ) Net cash provided by operating activities 737,256 660,736
Cash flows from investing activities: Net investment in real estate
property (239,498 ) (34,453 ) Investment in loans receivable and
other (718,233 ) (152,450 ) Proceeds from real estate disposals
19,570 63,561 Proceeds from loans receivable 25,067 7,644
Development project expenditures (143,269 ) (69,679 ) Capital
expenditures (55,952 ) (46,925 ) Investment in unconsolidated
entities (39,048 ) (4,265 ) Net cash used in investing activities
(1,151,363 ) (236,567 ) Cash flows from financing activities: Net
change in borrowings under credit facility 364,456 24,304 Proceeds
from debt 1,028,509 416,217 Repayment of debt (656,536 ) (740,337 )
Purchase of noncontrolling interests (15,809 ) (1,604 ) Payment of
deferred financing costs (19,687 ) (3,844 ) Issuance of common
stock, net 73,596 377,739 Cash distribution to common stockholders
(550,965 ) (493,471 ) Cash distribution to redeemable OP
unitholders (3,720 ) (4,437 ) Contributions from noncontrolling
interests 2,227 5,680 Distributions to noncontrolling interests
(4,156 ) (3,582 ) Other 9,702 3,622 Net cash provided
by (used in) financing activities 227,617 (419,713 ) Net
(decrease) increase in cash and cash equivalents (186,490 ) 4,456
Effect of foreign currency translation on cash and cash equivalents
3,136 (157 ) Cash and cash equivalents at beginning of period
286,707 53,023 Cash and cash equivalents at end of
period $ 103,353 $ 57,322 Supplemental
schedule of non-cash activities: Assets and liabilities assumed
from acquisitions: Real estate investments $ 205,266 $ 8,665
Utilization of funds held for an Internal Revenue Code Section 1031
exchange (84,995 ) (6,954 ) Other assets acquired (4,096 ) 861 Debt
assumed 64,629 — Other liabilities 65,754 2,638 Deferred income tax
liability (16,180 ) (66 ) Noncontrolling interests 1,972 — Equity
issued for redemption of OP and Class C units 22,359 20,770
QUARTERLY CONSOLIDATED STATEMENTS OF CASH FLOWS (In
thousands) For the Quarters Ended June 30,
March 31, December 31,
September 30, June 30, 2017 2017
2016 2016 2016 Cash flows from operating
activities: Net income $ 152,968 $ 199,148 $ 208,832 $ 150,184 $
143,440 Adjustments to reconcile net income to net cash provided by
operating activities: Depreciation and amortization 224,108 217,783
232,189 208,387 221,961 Amortization of deferred revenue and lease
intangibles, net (5,834 ) (5,015 ) (5,029 ) (5,217 ) (5,053 ) Other
non-cash amortization 4,124 2,460 3,183 2,487 2,241 Stock-based
compensation 6,695 6,701 5,073 5,848 5,008 Straight-lining of
rental income, net (5,778 ) (5,377 ) (6,602 ) (5,960 ) (5,581 )
Loss (gain) on extinguishment of debt, net 36 309 (386 ) 383 2,468
(Gain) loss on real estate dispositions (719 ) (43,289 ) (66,424 )
144 (5,739 ) Gain on real estate loan investments (4 ) — — (2,238 )
(33 ) Income tax benefit (2,959 ) (4,145 ) (3,395 ) (9,389 )
(12,287 ) Loss (income) from unconsolidated entities 106 (123 )
(2,207 ) (931 ) (1,418 ) Gain on re-measurement of equity interest
upon acquisition, net — (3,027 ) — — — Distributions from
unconsolidated entities 754 2,380 2,024 1,701 1,884 Other 696 652
(772 ) (1,799 ) (375 ) Changes in operating assets and liabilities:
Decrease (increase) in other assets 33,648 (3,714 ) 3,807 (8,856 )
15,444 Increase (decrease) in accrued interest 9,291 (4,741 )
12,657 (9,284 ) 13,542 (Decrease) increase in accounts payable and
other liabilities (15,607 ) (24,271 ) (16,755 ) 19,950 8,085
Net cash provided by operating activities 401,525 335,731
366,195 345,410 383,587 Cash flows from investing activities: Net
investment in real estate property (40,655 ) (198,843 ) (7,520 )
(1,387,139 ) (20,833 ) Investment in loans receivable and other
(16,875 ) (701,358 ) (3,686 ) (2,499 ) (6,236 ) Proceeds from real
estate disposals 19,570 — 237,000 — 9,350 Proceeds from loans
receivable 21,704 3,363 126,019 186,419 6,019 Development project
expenditures (56,817 ) (86,452 ) (49,249 ) (24,719 ) (34,912 )
Capital expenditures (32,117 ) (23,835 ) (42,160 ) (28,371 )
(23,204 ) Investment in unconsolidated entities (12,108 ) (26,940 )
(261 ) (1,910 ) — Net cash (used in) provided by investing
activities (117,298 ) (1,034,065 ) 260,143 (1,258,219 ) (69,816 )
Cash flows from financing activities: Net change in borrowings
under credit facility 341,634 22,822 (82,365 ) 22,424 (113,136 )
Proceeds from debt 231,295 797,214 16,601 460,400 416,072 Repayment
of debt (636,040 ) (20,496 ) (105,608 ) (176,168 ) (589,028 )
Purchase of noncontrolling interests — (15,809 ) (1,242 ) — (1,604
) Payment of deferred financing costs (13,303 ) (6,384 ) (408 )
(2,303 ) (3,768 ) Issuance of common stock, net 73,596 — 20,978
887,963 228,108 Cash distribution to common stockholders (275,597 )
(275,368 ) (274,566 ) (256,931 ) (247,975 ) Cash distribution to
redeemable OP unitholders (1,827 ) (1,893 ) (2,154 ) (2,049 )
(2,114 ) Contributions from noncontrolling interests 125 2,102
1,400 246 5,680 Distributions to noncontrolling interests (1,746 )
(2,410 ) (1,758 ) (1,539 ) (1,839 ) Other 6,405 3,297
621 13,009 1,729 Net cash (used in) provided
by financing activities (275,458 ) 503,075 (428,501 )
945,052 (307,875 ) Net increase (decrease) in cash and cash
equivalents 8,769 (195,259 ) 197,837 32,243 5,896 Effect of foreign
currency translation on cash and cash equivalents 3,300 (164 ) (409
) (286 ) (275 ) Cash and cash equivalents at beginning of period
91,284 286,707 89,279 57,322 51,701
Cash and cash equivalents at end of period $ 103,353
$ 91,284 $ 286,707 $ 89,279 $ 57,322
QUARTERLY CONSOLIDATED STATEMENTS OF CASH FLOWS
(continued) (In thousands) For the Quarters
Ended June 30, March 31,
December 31, September 30, June
30, 2017 2017 2016 2016 2016
Supplemental schedule of non-cash activities: Assets and
liabilities assumed from acquisitions: Real estate investments $
16,347 $ 188,919 $ 9,426 $ 51,001 $ 6,107 Utilization of funds held
for an Internal Revenue Code Section 1031 exchange — (84,995 ) — —
(6,954 ) Other assets acquired (3,723 ) (373 ) 10,158 79,018 927
Debt assumed 12,167 52,462 — 47,641 — Other liabilities (2,922 )
68,676 12,190 57,808 80 Deferred income tax liability 3,384 (19,564
) 7,102 2,345 — Noncontrolling interests (5 ) 1,977 292 22,225 —
Equity issued for redemption of OP and Class C units 288 22,071
1,348 2,200 1,422
NON-GAAP FINANCIAL MEASURES
RECONCILIATION
Funds From Operations (FFO) and Funds
Available for Distribution (FAD)1
(Dollars in thousands, except per share amounts)
YOY 2016 2017
Growth Q2 Q3
Q4 FY Q1
Q2 YTD '16-'17 Income from
continuing operations $ 137,849 $
150,446 $ 142,575 $ 554,209
$ 155,912 $ 152,272 $
308,184 10 % Income from continuing
operations per share $ 0.40
$ 0.42 $ 0.40
$ 1.59 $
0.44 $ 0.42
$ 0.86 5 %
Discontinued
operations (148 ) (118 )
(167 ) (922 ) (53 )
(23 ) (76 ) Gain (loss) on real
estate dispositions 5,739 (144
) 66,424 98,203
43,289 719
44,008 Net income 143,440
150,184 208,832 651,490 199,148
152,968 352,116 Net income attributable to
noncontrolling interests 278
732 1,195 2,259
1,021 1,137
2,158 Net income attributable
to common stockholders $ 143,162 $
149,452 $ 207,637 $ 649,231
$ 198,127 $ 151,831 $
349,958 6 % Net income attributable to
common stockholders per share $
0.42 $ 0.42
$ 0.58 $ 1.86
$ 0.55 $
0.42 $ 0.98
0 % Adjustments: Depreciation and
amortization on real estate assets 220,346
206,560 230,353 891,985 215,961
222,347 438,308 Depreciation on real estate assets
related to noncontrolling interests (1,814 )
(1,865 ) (2,031 ) (7,785
) (1,995 ) (1,817 )
(3,812 ) Depreciation on real estate assets
related to unconsolidated entities 1,220 1,113
1,432 5,754 1,187 1,458 2,645
Gain on re-measurement of equity interest upon acquisition,
net — — — — (3,027 )
— (3,027 ) (Gain) loss on real estate
dispositions (5,739 ) 144 (66,424
) (98,203 ) (43,289 )
(719 ) (44,008 ) Loss (gain) on real
estate dispositions related to unconsolidated entities
41 — 56 (439 ) 23
(82 ) (59 ) Discontinued
operations: Loss on real estate dispositions 1
— —
1 —
—
— Subtotal: FFO add-backs
214,055 205,952 163,386 791,313
168,860 221,187 390,047 Subtotal: FFO
add-backs per share $ 0.62
$ 0.58 $ 0.46
$ 2.27 $
0.47 $ 0.62
$ 1.09 FFO (NAREIT)
attributable to common stockholders $ 357,217
$ 355,404 $ 371,023 $
1,440,544 $ 366,987 $ 373,018
$ 740,005 4 % FFO (NAREIT)
attributable to common stockholders per share
$ 1.04 $ 1.00
$ 1.04 $ 4.13
$ 1.03 $
1.04 $ 2.07
0 % Adjustments: Change in fair
value of financial instruments (7 ) 14
134 62 23 (153 ) (130
) Non-cash income tax benefit (12,286 )
(9,389 ) (3,395 ) (34,227
) (4,145 ) (2,959 )
(7,104 ) Loss (gain) on extinguishment of debt,
net 2,468 383 (386 ) 2,779
403 47 450 (Gain) loss on non-real estate
dispositions related to unconsolidated entities (585
) 28 — (557 ) 4
(16 ) (12 ) Merger-related expenses,
deal costs and re-audit costs 8,550 16,965
(479 ) 28,290 3,129 7,036
10,165 Amortization of other intangibles 438
438 438 1,752 438 365 803
Unusual items related to unconsolidated entities —
— — — 212 280 492
Non-cash impact of changes to equity plan —
— — —
999 1,711
2,710 Subtotal: normalized FFO
add-backs (1,422 ) 8,439 (3,688
) (1,901 ) 1,063 6,311
7,374 Subtotal: normalized FFO add-backs per share
$ (0.00 ) $
0.02 $ (0.01 )
$ (0.01 ) $ 0.00
$ 0.02 $
0.02 Normalized FFO attributable to
common stockholders $ 355,795 $
363,843 $ 367,335 $ 1,438,643
$ 368,050 $ 379,329 $
747,379 7 % Normalized FFO attributable to
common stockholders per share $
1.04 $ 1.03
$ 1.03 $ 4.13
$ 1.03 $
1.06 $ 2.09
2 % Non-cash items included in normalized
FFO: Amortization of deferred revenue and lease intangibles,
net (5,053 ) (5,217 ) (5,029
) (20,336 ) (5,015 )
(5,834 ) (10,849 ) Other non-cash
amortization, including fair market value of debt 2,241
2,487 3,183 10,357 2,460 4,124
6,584 Stock-based compensation 5,008
5,848 5,073 20,958 5,702 4,984
10,686 Straight-lining of rental income, net
(5,581 ) (5,960 )
(6,602 ) (27,988 )
(5,377 ) (5,778 )
(11,155 ) Subtotal: non-cash items included in
normalized FFO (3,385 ) (2,842 )
(3,375 ) (17,009 ) (2,230
) (2,504 ) (4,734 ) Capital
expenditures (25,103 )
(29,991 ) (44,540 )
(124,621 ) (24,919 )
(33,148 ) (58,067 )
Normalized FAD attributable to common
stockholders $ 327,307
$ 331,010 $
319,420 $ 1,297,013
$ 340,901 $
343,677 $ 684,578
5 % Merger-related expenses, deal costs and
re-audit costs (8,550 ) (16,965 )
479 (28,290 ) (3,129 )
(7,036 ) (10,165 ) Unusual items
related to unconsolidated entities —
— —
— (212 )
(280 ) (492 )
FAD attributable to common stockholders
$ 318,757 $ 314,045
$ 319,899 $
1,268,723 $ 337,560
$ 336,361 $
673,921 6 % Weighted average
diluted shares 342,571 354,186
357,435 348,390
357,572 358,311
357,919 1 Per share amounts
may not add due to rounding. Per share quarterly amounts may not
add to annual per share amounts due to material changes in the
Company’s weighted average diluted share count, if any.
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, the Company considers FFO, normalized
FFO, FAD and normalized FAD to be appropriate supplemental measures
of operating performance of an equity REIT. In particular, the
Company believes that normalized FFO is useful because it allows
investors, analysts and Company management to compare the Company’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 non-recurring items and
other non-operational events such as transactions and litigation.
In some cases, the Company provides information about identified
non-cash components of FFO and normalized FFO because it allows
investors, analysts and Company management to assess the impact of
those items on the Company’s financial results.
The Company uses the National Association of Real Estate
Investment Trusts (“NAREIT”) definition of FFO. NAREIT defines FFO
as net income attributable to common stockholders (computed in
accordance with GAAP) excluding gains or losses from sales of real
estate property, including gains or losses on re-measurement of
equity method investments, 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 unconsolidated partnerships and
joint ventures will be calculated to reflect FFO on the same basis.
The Company defines normalized FFO as FFO excluding the following
income and expense items (which may be recurring in nature): (a)
merger-related costs and expenses, including amortization of
intangibles, transition and integration expenses, and deal costs
and expenses, including expenses and recoveries relating to
acquisition lawsuits; (b) the impact of any expenses related to
asset impairment and valuation allowances, the write-off of
unamortized deferred financing fees, or additional costs, expenses,
discounts, make-whole payments, penalties or premiums incurred as a
result of early retirement or payment of the Company’s debt; (c)
the non-cash effect of income tax benefits or expenses, the
non-cash impact of changes to the Company’s executive equity
compensation plan and derivative transactions that have non-cash
mark-to-market impacts on the Company’s income statement; (d) the
financial impact of contingent consideration, severance-related
costs and charitable donations made to the Ventas Charitable
Foundation; (e) gains and losses for non-operational foreign
currency hedge agreements and changes in the fair value of
financial instruments; (f) gains and losses on non-real estate
dispositions and other unusual items related to unconsolidated
entities; and (g) expenses related to the re-audit and re-review in
2014 of the Company’s historical financial statements and related
matters. Normalized FAD represents normalized FFO excluding
non-cash components, which include straight-line rental
adjustments, and deducting capital expenditures, including tenant
allowances and leasing commissions. FAD represents normalized FAD
after subtracting merger-related expenses, deal costs and re-audit
costs and unusual items related to unconsolidated entities.
FFO, normalized FFO, FAD and normalized FAD presented herein may
not be comparable to those presented by other real estate companies
due to the fact that not all real estate companies use the same
definitions. FFO, normalized FFO, FAD and normalized FAD should not
be considered as alternatives to net income or income from
continuing operations (both determined in accordance with GAAP) as
indicators of the Company’s financial performance or as
alternatives to cash flow from operating activities (determined in
accordance with GAAP) as measures of the Company’s liquidity, nor
are they necessarily indicative of sufficient cash flow to fund all
of the Company’s needs. The Company believes that income from
continuing operations is the most comparable GAAP measure because
it provides insight into the Company’s continuing operations. The
Company believes that in order to facilitate a clear understanding
of the consolidated historical operating results of the Company,
FFO, normalized FFO, FAD and normalized FAD should be examined in
conjunction with net income and income from continuing operations
as presented elsewhere herein.
NON-GAAP FINANCIAL MEASURES RECONCILIATION
EPS, FFO and FAD Guidance Attributable
to Common Stockholders 1,2
(Dollars in millions, except per share amounts)
Tentative / Preliminary and Subject to Change
FY2017 - Guidance 2017 - Per Share Low
High Low High
Income from Continuing Operations
$618 $637 $1.72
$1.78 Gain on Real Estate
Dispositions 683 713 1.90 1.99 Other Adjustments 3 (4 ) (5 ) (0.01
) (0.01 )
Net Income Attributable to
Common Stockholders $1,297
$1,345 $3.61 $3.75
Depreciation and Amortization Adjustments 860 874
2.40 2.44 Gain on Real Estate Dispositions (683 ) (713 ) (1.90 )
(1.99 ) Other Adjustments 3 (4 ) (4 ) (0.01 ) (0.01 )
FFO (NAREIT) Attributable to Common
Stockholders $1,470 $1,502
$4.10 $4.19
Merger-Related Expenses, Deal Costs and Re-Audit Costs 13 10 0.03
0.03 Other Adjustments 3 (4 ) (12 ) (0.01 ) (0.03 )
Normalized FFO Attributable to Common
Stockholders $1,479 $1,500 $4.12
$4.18 % Year-Over-Year Growth
0 % 1 % Non-Cash Items Included
in Normalized FFO (5 ) (8 ) Capital Expenditures (128 ) (137 )
Normalized FAD Attributable to Common Stockholders
$1,346 $1,355
Merger-Related Expense, Deal Costs and Re-Audit Costs (13 ) (10 )
Other Adjustments 3 (4 ) (3 )
FAD Attributable to Common Stockholders
$1,329 $1,342
Weighted Average Diluted Shares (in millions) 359 359
1
The Company’s guidance constitutes forward-looking
statements within the meaning of the federal securities laws and is
based on a number of assumptions that are subject to change and
many of which are outside the control of the Company. Actual
results may differ materially from the Company’s expectations
depending on factors discussed in the Company’s filings with the
Securities and Exchange Commission.
2
Totals and per share amounts may not add due to rounding. Per share
quarterly amounts may not add to annual per share amounts due to
changes in the Company's weighted average diluted share count, if
any.
3
See table titled “Funds From Operations (FFO) and Funds Available
for Distribution (FAD)” for detailed breakout of “Other
Adjustments” for each respective category.
NON-GAAP FINANCIAL MEASURES
RECONCILIATION
Net Debt to Adjusted Pro Forma
EBITDA
(Dollars in thousands)
The following table illustrates net debt to pro forma
earnings, which includes amounts in discontinued operations, before
interest, taxes, depreciation and amortization (including non-cash
stock-based compensation expense), excluding gains or losses on
extinguishment of debt, consolidated joint venture partners’ share
of EBITDA, merger-related expenses and deal costs, expenses related
to the re-audit and re-review in 2014 of the Company’s historical
financial statements, net gains or losses on real estate activity,
gains or losses on re-measurement of equity interest upon
acquisition, changes in the fair value of financial instruments and
unrealized foreign currency gains or losses, and including the
Company’s share of EBITDA from unconsolidated entities and
adjustments for other immaterial or identified items (“Adjusted
EBITDA”). The following information considers the pro forma
effect on Adjusted EBITDA of the Company’s activity during the
three months ended June 30, 2017, as if the transactions had been
consummated as of the beginning of the period (“Adjusted Pro Forma
EBITDA”). The Company believes that net debt, Adjusted Pro
Forma EBITDA and net debt to Adjusted Pro Forma EBITDA are useful
to investors, analysts and Company management because they allow
the comparison of the Company’s credit strength between periods and
to other real estate companies without the effect of items that by
their nature are not comparable from period to period and tend to
obscure the Company’s actual credit quality. Income from continuing
operations $ 152,272 Discontinued operations (23 )
Gain on real estate dispositions 719 Net income 152,968 Net
income attributable to noncontrolling interests 1,137 Net
income attributable to common stockholders 151,831 Adjustments:
Interest 113,572 Loss on extinguishment of debt, net 36 Taxes
(including tax amounts in general, administrative and professional
fees) (1,272 ) Depreciation and amortization 224,108 Non-cash
stock-based compensation expense 6,695 Merger-related expenses,
deal costs and re-audit costs 6,543 Net income (loss) attributable
to noncontrolling interests, net of consolidated joint venture
partners’ share of EBITDA (3,144 ) (Income) loss from
unconsolidated entities, net of Ventas share of EBITDA from
unconsolidated entities 7,685 Gain on real estate dispositions (719
) Unrealized foreign currency gains (297 ) Change in fair value of
financial instruments (159 ) Adjusted EBITDA 504,879 Pro forma
adjustments for current period activity 2,186 Adjusted Pro
Forma EBITDA $ 507,065 Adjusted Pro Forma EBITDA
annualized $ 2,028,260 As of June 30, 2017: Total
debt $ 11,907,997 Cash (103,353 ) Restricted cash pertaining to
debt (28,451 ) Consolidated joint venture partners’ share of debt
(75,211 ) Ventas share of debt from unconsolidated entities 89,578
Net debt $ 11,790,560 Net debt to Adjusted Pro
Forma EBITDA 5.8 x
NON-GAAP FINANCIAL MEASURES
RECONCILIATION
Net Operating Income (NOI) and
Same-Store Cash NOI by Segment
(Dollars in thousands)
The Company considers NOI and same-store
cash NOI as important supplemental measures because they allow
investors, analysts and the Company’s management to assess its
unlevered property-level operating results and to compare its
operating results with those of other real estate companies and
between periods on a consistent basis. The Company defines NOI as
total revenues, less interest and other income, property-level
operating expenses and office building services costs. In the case
of NOI, cash receipts may differ due to straight-line recognition
of certain rental income and the application of other GAAP
policies. The Company believes that income from continuing
operations is the most comparable GAAP measure for both NOI and
same-store cash NOI because it provides insight into the Company’s
continuing operations. The Company defines same-store as properties
owned, consolidated, operational and reported under a consistent
business model for the full period in both comparison periods, and
excluding assets intended for disposition and for SHOP, those
properties that transitioned operators after the start of the prior
comparison period. To normalize for exchange rate movements, all
same-store cash NOI measures assume constant exchange rates across
comparable periods, using the following methodology: the current
period’s results are shown in actual reported USD, while prior
comparison period’s results are adjusted and converted to USD based
on the average exchange rate for the current period.
Triple-Net
Leased Senior Living
Office Properties Operations Operations
All Other Total For the Three Months Ended June
30, 2017 Income from continuing operations $ 152,272
Adjustments: Interest and other income (202 ) Interest 113,572
Depreciation and amortization 224,108 General, administrative and
professional fees 33,282 Loss on extinguishment of debt, net 36
Merger-related expenses and deal costs 6,043 Other 1,848 Loss from
unconsolidated entities 106 Income tax benefit (2,159 ) Reported
Segment NOI $ 214,383 $ 151,618 $ 130,331 $ 32,574 528,906
Adjustments: Normalizing adjustment for technology costs — 1,449 —
— 1,449 NOI not included in same-store (19,664 ) (9,769 ) (30,056 )
— (59,489 ) Straight-lining of rental income (1,143 ) — (4,635 ) —
(5,778 ) Non-cash rental income (4,842 ) — (160 ) — (5,002 )
Non-segment NOI — — — (32,574 ) (32,574 ) NOI impact from change in
FX — — — — — (25,649 ) (8,320 )
(34,851 ) (32,574 ) (101,394 ) Same-Store cash NOI (Constant
Currency) $ 188,734 $ 143,298 $ 95,480 $ —
$ 427,512 Percentage increase 2.0 % 0.4 % 2.2 % 1.5 %
Triple-Net
Leased Senior Living
Office Properties Operations Operations
All Other Total For the Three Months Ended June
30, 2016 Income from continuing operations $ 137,849
Adjustments: Interest and other income (111 ) Interest 103,665
Depreciation and amortization 221,961 General, administrative and
professional fees 32,094 Loss on extinguishment of debt, net 2,468
Merger-related expenses and deal costs 7,224 Other 2,303 Income
from unconsolidated entities (1,418 ) Income tax benefit (11,549 )
Reported Segment NOI $ 211,350 $ 156,448 $ 101,638 $ 25,050 494,486
Adjustments: Modification fee 2,720 — — — 2,720 NOI not included in
same-store (20,324 ) (13,026 ) (6,216 ) — (39,566 ) Straight-lining
of rental income (2,833 ) — (2,836 ) — (5,669 ) Non-cash rental
income (5,200 ) — 817 — (4,383 ) Non-segment NOI — — — (25,050 )
(25,050 ) NOI impact from change in FX (605 ) (670 ) — —
(1,275 ) (26,242 ) (13,696 ) (8,235 ) (25,050 ) (73,223 )
Same-Store cash NOI (Constant Currency) $ 185,108 $ 142,752
$ 93,403 $ — $ 421,263
NON-GAAP FINANCIAL MEASURES RECONCILIATION
NOI and Same-Store Cash NOI by Segment
Guidance 1,2,3
(Dollars in millions, except per share amounts)
FY2017 - Guidance Tentative / Preliminary
and Subject to Change NNN SHOP
Office Non-Segment
Total High End Income from Continuing
Operations $ 637 Depreciation and Amortization4
883 Interest Expense, G&A, Other Income & Expenses5 574
Reported Segment NOI $ 863 $
595 $ 524 $ 116 2,094
Normalizing Adjustment for Technology Costs6 — 3 — — 3 Non-Cash and
Non-Same-Store Adjustments (104 ) (31 ) (141 ) (116 ) (390 )
Same-Store Cash NOI 759 567 383
— 1,707 Percentage Increase 3.5
% 2.0 % 2.0 % NM
2.5 % Modification Fees — — —
— —
Adjusted Same-Store Cash NOI
$ 759 $ 567 $
383 $ — $ 1,707
Adjusted Percentage Increase 3.9 %
2.0 % 2.0 % NM 2.7
% Low End Income from Continuing
Operations $ 618 Depreciation and Amortization4
869 Interest Expense, G&A, Other Income & Expenses5 574
Reported Segment NOI $ 840 $
583 $ 520 $ 116 2,061
Normalizing Adjustment for Technology Costs6 — 3 — — 3 Non-Cash and
Non-Same-Store Adjustments (89 ) (30 ) (140 ) (116 ) (374 )
Same-Store Cash NOI 751 556 380
— 1,690 Percentage Increase 2.5
% 0.0 % 1.0 % NM
1.5 % Modification Fees — — —
— —
Adjusted Same-Store Cash NOI
$ 751 $ 556 $
380 $ — $ 1,690
Adjusted Percentage Increase 2.9 %
0.0 % 1.0 % NM 1.7
% Prior Year Income from Continuing
Operations $ 554 Depreciation and Amortization4
899 Interest Expense, G&A, Other Income & Expenses5 548
Reported Segment NOI $ 851 $
604 $ 444 $ 102 2,001
Modification Fees 3 — — — 3 Non-Cash and Non-Same-Store Adjustments
(120 ) (49 ) (68 ) (102 ) (339 ) NOI Impact from Change in FX (1 )
1 — — —
Same-Store Cash NOI
733 556 376 — 1,665 Modification
Fees (3 ) — — — (3 )
Adjusted
Same-Store Cash NOI $ 730 $
556 $ 376 $ —
$ 1,662 2017 GBP (£) to USD ($)
1.31 USD ($) to CAD (C$) 1.27 1 The Company’s guidance
constitutes forward-looking statements within the meaning of the
federal securities laws and is based on a number of assumptions
that are subject to change and many of which are outside the
control of the Company. Actual results may differ materially from
the Company’s expectations depending on factors discussed in the
Company’s filings with the Securities and Exchange Commission. 2
Totals may not add due to rounding. See
table titled “Net Operating Income (NOI) and Same-Store Cash NOI by
Segment” for the three months ended June 30, 2017 for a detailed
breakout of adjustments for each respective category.
3 Totals may not add across due to minor corporate-level
adjustments. 4 Includes real estate depreciation and amortization,
corporate depreciation and amortization and amortization of other
intangibles. 5 Includes interest expense, general and
administrative expenses (including stock based compensation), loss
on extinguishment of debt, merger-related expenses and deal costs,
income from unconsolidated entities, income tax benefit, and other
income and expenses. 6 Represents costs expensed by one operator
related to implementation of new software.
Click here to subscribe to Mobile Alerts for Ventas, Inc.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20170728005268/en/
Ventas, Inc.Ryan K. Shannon(877) 4-VENTAS
Ventas (NYSE:VTR)
Historical Stock Chart
From Mar 2024 to Apr 2024
Ventas (NYSE:VTR)
Historical Stock Chart
From Apr 2023 to Apr 2024
