EX-99.2 3 a07-4186_1ex99d2.htm EX-99.2

Exhibit 99.2

 

SUPPLEMENTAL INFORMATION

DECEMBER 31, 2006

(UNAUDITED)

 




Table of Contents

 

Overview

 

About the Company

 

 

 

Company Information

 

 

 

Quarterly Highlights

 

 

 

 

 

Consolidated Information

 

Balance Sheets

 

 

 

Statements of Income

 

 

 

Statements of Cash Flows

 

 

 

Funds From Operations

 

 

 

Net Cash Provided by Operating Activities to EBITDA Reconciliation

 

 

 

Adjusted Fixed Charge Coverage

 

 

 

Indebtedness

 

 

 

Capitalization

 

 

 

Portfolio Overview

 

 

 

Same Property Performance

 

 

 

Lease Expirations

 

 

 

 

 

Other Information

 

Reporting Definitions

 

 

 

Supplemental Financial Measures Disclosures

 

 

 

 

2




 

Overview

 




About the Company (1)

Health Care Property Investors, Inc. together with its consolidated subsidiaries and joint ventures (collectively, “HCP” or the “Company”), invests primarily in real estate serving the healthcare industry in the United States.  Health Care Property Investors, Inc. is a Maryland real estate investment trust (“REIT”) organized in 1985.  The Company is headquartered in Long Beach, California, with operations in Nashville, Tennessee and Orlando, Florida, and its portfolio includes interests in 731 properties.  The Company acquires healthcare facilities and leases them to healthcare providers and provides mortgage financing secured by healthcare facilities. The Company’s portfolio includes: (i) senior housing, including independent living facilities (“ILFs”), assisted living facilities (“ALFs”), and continuing care retirement communities (“CCRCs”); (ii) medical office buildings (“MOBs”); (iii) hospitals; (iv) skilled nursing facilities (“SNFs”); and (v) other healthcare facilities, including laboratory and office buildings. For business segment financial data, see our consolidated financial statements included elsewhere in this report.

References herein to “HCP,” the “Company,” “we,” “us” and “our” include Health Care Property Investors, Inc. and our consolidated subsidiaries and joint ventures, unless the context otherwise requires.

The Company is organized to invest in healthcare-related facilities.  Our primary goal is to increase shareholder value through profitable growth.  Our investment strategy to achieve this goal is based on three principles — opportunistic investing, portfolio diversification and conservative financing.

Opportunistic Investing.  We make real estate investments that are expected to drive profitable growth and create long-term shareholder value. We attempt to position ourselves to create and take advantage of situations where we believe the opportunities meet our goals and investment criteria. We invest in properties directly and through joint ventures, and provide secured financing, depending on the nature of the investment opportunity.

Portfolio Diversification.  We believe in maintaining a portfolio of healthcare-related real estate diversified by sector, geography, operator and investment product. Diversification within the healthcare industry reduces the likelihood that a single event would materially harm our business. This allows us to take advantage of opportunities in different markets based on individual market dynamics. While pursuing our strategy of maintaining diversification in our portfolio, there are no specific limitations on the percentage of our total assets that may be invested in any one property, property type, geographic location or in the number of properties which we may invest, lease or lend to a single operator.  With investments in multiple sectors of healthcare real estate, HCP can focus on opportunities with the best risk/reward profile for the portfolio as a whole, rather than having to choose from transactions within a specific property type.

Conservative Financing.  We believe a conservative balance sheet provides us with the ability to execute our opportunistic investing approach and portfolio diversification principles. We maintain our conservative balance sheet by actively managing our debt to equity levels and maintaining available sources of liquidity, such as our revolving line of credit. Our debt is primarily fixed rate, which reduces the impact of rising interest rates on our operations. Generally, we attempt to match the long-term duration of our leases with long-term fixed-rate financing.

In underwriting our investments, we structure and adjust the price of the investment in accordance with our assessment of risk. We may structure transactions as master leases, require indemnifications, obtain enhancements in the form of letters of credit or security deposits, and take other measures to mitigate risk. We finance our investments based on our evaluation of available sources of funding. For short-term purposes, we may utilize our revolving line of credit or arrange for other short-term borrowings from banks or other sources. We arrange for longer-term financing through public offerings or from institutional investors. We may incur additional indebtedness or issue preferred or common stock. We may incur additional mortgage indebtedness on real estate we acquire. We may also obtain non-recourse or other mortgage financing on unleveraged properties in which we have invested or may refinance existing debt on properties acquired.

As of December 31, 2006, the Company’s portfolio of properties, excluding assets held for sale and classified as discontinued operations, included 731 properties and consisted of:

·                  35 hospitals

·                  69 skilled nursing facilities

·                  337 senior housing facilities

·                  260 medical office buildings

·                  30 other healthcare facilities

The information in this supplemental information package should be read in conjunction with the Company’s annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and other information filed with the Securities and Exchange Commission (“SEC”).  The Reporting Definitions and Supplemental Financial Disclosures are an integral part of the information presented herein.

On our internet website, www.hcpi.com, you can access, free of charge, our annual report on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after such material is electronically filed with, or furnished to, the Securities and Exchange Commission (“SEC”). In addition, the SEC maintains an internet website that contains reports, proxy and information statements, and other information regarding issuers, including HCP, that file electronically with the SEC at www.sec.gov.

For more information, contact Mark Wallace, Executive Vice President, Chief Financial Officer and Treasurer at (562) 733-5100.


(1)             As of December 31, 2006

4




Company Information (1)

Board of Directors

 

 

Mary A. Cirillo-Goldberg

 

Harold M. Messmer, Jr.

Former Chairman and Chief Executive

 

Chairman and Chief Executive Officer

Officer, OPCENTER

 

Robert Half International, Inc.

Compensation Committee

 

Compensation Committee

Nominating and Corporate

 

Nominating and Corporate

Governance Committee

 

Governance Committee

 

 

 

Robert R. Fanning, Jr.

 

Peter L. Rhein

Managing Director (Retired)

 

Partner

The Huron Consulting Group

 

Sarlot & Rhein

Audit Committee

 

Chairperson, Audit Committee

 

 

 

James F. Flaherty III

 

Kenneth B. Roath

Chairman and Chief Executive Officer

 

Chairman Emeritus

Health Care Property Investors, Inc.

 

Health Care Property Investors, Inc.

 

 

 

David B. Henry

 

Richard M. Rosenberg

Vice Chairman and Chief Investment

 

Chairman and Chief Executive Officer

Officer, Kimco Realty Corporation

 

(Retired), Bank of America

Audit Committee

 

Lead Director

Finance Committee

 

Chairperson, Nominating and

Nominating and Corporate

 

Corporate Governance Committee

Governance Committee

 

Finance Committee

 

 

 

Michael D. McKee

 

Joseph P. Sullivan

Vice Chairman and Chief Operating

 

Chairman of the Board of Advisors

Officer, The Irvine Company

 

RAND Health

Chairperson, Compensation Committee

 

Chairperson, Finance Committee

 

 

Audit Committee

 

Senior Management

 

 

George P. Doyle

 

Brian J. Maas

Senior Vice President

 

Senior Vice President

Chief Accounting Officer

 

Associate General Counsel

 

 

 

Charles A. Elcan

 

Stephen R. Maulbetsch

Executive Vice President

 

Executive Vice President

Medical Office Properties

 

Strategic Development

 

 

 

James F. Flaherty III

 

Stephen I. Robie

Chairman and

 

Senior Vice President

Chief Executive Officer

 

Financial Planning and Analysis

 

 

 

Paul F. Gallagher

 

Timothy M. Schoen

Executive Vice President

 

Senior Vice President

Chief Investment Officer

 

Investment Management

 

 

 

Edward J. Henning

 

Susan M. Tate

Executive Vice President

 

Senior Vice President

General Counsel and

 

Asset Management

Corporate Secretary

 

 

 

 

Mark A. Wallace

Thomas D. Kirby

 

Executive Vice President

Senior Vice President

 

Chief Financial Officer and Treasurer

Acquisitions and Dispositions

 

 

 

 

 

Thomas M. Klaritch

 

 

Senior Vice President

 

 

Medical Office Properties

 

 

 

Company Information

 

 

 

Corporate Headquarters

 

Senior Debt Ratings

 

3760 Kilroy Airport Way, Suite 300

 

Fitch

BBB

Long Beach, CA 90806-2473

 

Moody’s

Baa3

(562) 733-5100

 

Standard & Poor’s

BBB

 

 

 

 

Nashville Office

 

Stock Exchange Listing

 

3100 West End Avenue, Suite 800

 

NYSE

(US Dollar)

Nashville, TN 37203

 

 

 

(615) 324-6900

 

Trading Symbol

 

 

 

HCP

Common Stock

Orlando Office

 

HCP_pe

Series E Preferred

420 S. Orange Avenue, Suite 500

 

HCP_pf

Series F Preferred

Orlando, FL 32801

 

 

 

(407) 835-3200

 

 

 


(1)             As of January 29, 2007.

5




Quarterly Highlights (1)

Mergers with CNL Retirement Properties, Inc, and CNL Retirement Corp.

As previously announced, on October 5, 2006, we closed our merger with CRP for aggregate consideration of approximately $5.3 billion. In the merger, we paid an aggregate of $2.9 billion of cash, issued 22.8 million shares of our common stock, and either assumed or refinanced approximately $1.7 billion of CRP’s outstanding debt.  Simultaneous with the closing of the merger with CRP, we also merged with CNL Retirement Corp. and issued 4.4 million shares of common stock.

In connection with the CRP merger, we entered into credit agreements with a syndicate of banks providing for aggregate borrowings of $3.4 billion.  The credit facilities included a $0.7 billion bridge loan, a $1.7 billion two-year term loan, and a $1.0 billion three-year revolving credit facility.  As of December 31, 2006, we had fully repaid the bridge loan and borrowings under the term loan were reduced to $0.5 billion.  In addition, through capital market and joint venture transactions in January 2007, we fully repaid the balance outstanding under the term loan.

Investment Transactions

During 2006, including the CRP merger discussed above, we acquired interests in properties aggregating $5.9 billion with an average yield of 6.9%. Our 2006 investments were made in the following healthcare sectors: (i) 77% senior housing facilities; (ii) 19% medical office buildings (“MOBs”); (iii) 3% hospitals; and (iv) 1% other healthcare facilities.

During 2006, we sold 83 properties for $512 million and recognized gains of approximately $275 million. These sales included 69 skilled nursing facilities (“SNFs”) sold on December 1, 2006, for $392 million with gains of approximately $226 million.  On or before December 1, 2006, tenants for nine SNFs exercised rights of first refusal to acquire such facilities.  The sales of the nine SNFs for $52 million are expected to be completed by June 30, 2007.

On November 17, 2006, we purchased $300 million of senior secured toggle notes issued by HCA Inc. (“HCA”). These notes accrue interest at 9.625%, mature on November 15, 2016, and are secured by second-priority liens on HCA’s and its subsidiary guarantors’ assets.

On January 31, 2007, we acquired three long-term acute care hospitals and received proceeds of $36 million in exchange for 11 skilled nursing facilities valued at $77 million. The three acquired properties have an initial lease term of ten years, with two ten-year renewal options, and an initial contractual yield of 12% with escalators based on the lessee’s revenue growth.  The acquired properties are included in a new master lease that contains 14 properties leased to the same operator.

On February 9, 2007, we acquired the Medical City Dallas campus, which includes two hospital towers, six medical office buildings, and three parking garages, for approximately $347 million, including non-managing member LLC units (“DownREIT units”) valued at $174 million. The initial yield on this campus is approximately 7.3%.

Joint Venture Transactions

On October 27, 2006, we formed an MOB joint venture with an institutional capital partner. The joint venture includes 13 properties valued at $140 million and encumbered by $92 million of mortgage debt. Upon formation, we received approximately $36 million in proceeds, including a one-time acquisition fee of $0.7 million.  We retained an effective 26% interest in the venture, will act as the managing member, and will receive ongoing asset management fees.

On November 30, 2006, we acquired the interest held by an affiliate of General Electric Company in HCP Medical Office Portfolio, LLC (“HCP MOP”) for $141 million. We are now the sole owner of the venture and its 59 MOBs, which have approximately four million rentable square feet. At closing, $251 million of mortgage debt encumbered these MOBs.

On January 5, 2007, we formed a senior housing joint venture with an institutional capital partner.  The joint venture includes 25 properties valued at $1.1 billion and encumbered by a $686 million secured debt facility. Upon formation, we received approximately $280 million in proceeds, including a one-time acquisition fee of $5.4 million.  Including the $446 million recently received from the secured debt facility with Fannie Mae discussed below, we received $726 million in total proceeds. We retained a 35% interest in the venture, will act as the managing member, and will receive ongoing asset management fees.

Capital Market Transactions

On November 10, 2006, we issued 33.5 million shares of our common stock. We received net proceeds of approximately $960 million, which were used to repay our bridge loan facility and borrowings under our term loan and revolving credit facilities.

On December 4, 2006, we issued $400 million of 5.65% senior unsecured notes due in 2013. The notes were priced at 99.768% of the principal amount for an effective yield of 5.69%. We received net proceeds of $396 million, which were used to repay borrowings under our term loan facility.

On December 21, 2006, in anticipation of our senior housing joint venture that closed on January 5, 2007, we expanded an existing secured debt facility with Fannie Mae to $686 million, receiving $446 million in proceeds.  The Fannie Mae facility bears interest at a weighted average rate of 5.66%. The funds from the expanded debt facility were used to repay borrowings under our term loan facility.

On January 19, 2007, we issued 6.8 million shares of common stock. We received net proceeds of approximately $261 million, which were used to repay borrowings under our term loan facility.

On January 22, 2007, we issued $500 million of 6.00% senior unsecured notes due in 2017. The notes were priced at 99.323% of the principal amount for an effective yield of 6.09%. We received net proceeds of $493 million, which were used to repay our term loan facility and borrowings under our revolving credit facility.

Other Events

On January 29, 2007, the Company announced that its Board of Directors declared a quarterly common stock cash dividend of $0.445 per share. The common stock dividend will be paid on February 21, 2007, to stockholders of record as of the close of business on February 5, 2007. The annualized rate of distribution for 2007 is $1.78, compared with $1.70 for 2006, which represents a 4.7% increase.


(1)             Includes events subsequent to the current quarter-end through the date of the most recent quarterly earnings press release issuance.

6




Consolidated Information




Consolidated Balance Sheets

In thousands

 

 

 

 

 

 

December 31,

 

 

 

 

2006

 

2005

 

 

 

ASSETS

 

 

 

 

 

 

Real estate:

 

 

 

 

 

 

Buildings and improvements

 

$

6,651,705

 

$

3,078,852

 

 

Developments in process

 

44,221

 

22,092

 

 

Land

 

766,927

 

308,827

 

 

Less accumulated depreciation and amortization

 

595,662

 

473,735

 

 

Net real estate

 

6,867,191

 

2,936,036

 

 

 

 

 

 

 

 

 

Net investment in direct financing leases

 

678,013

 

 

 

Loans receivable, net

 

196,480

 

186,831

 

 

Investments in and advances to unconsolidated joint ventures

 

25,389

 

48,598

 

 

Accounts receivable, net

 

31,026

 

13,313

 

 

Cash and cash equivalents

 

60,687

 

21,342

 

 

Intangible assets, net

 

479,612

 

36,264

 

 

Real estate held for sale, net

 

57,496

 

282,959

 

 

Real estate held for contribution

 

1,102,016

 

25,397

 

 

Other assets, net

 

514,839

 

46,525

 

 

 

 

 

 

 

 

 

Total assets

 

$

10,012,749

 

$

3,597,265

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

Bank line of credit and term loan

 

$

1,129,093

 

$

258,600

 

 

Senior unsecured notes

 

2,748,522

 

1,462,250

 

 

Mortgage debt

 

1,531,086

 

236,096

 

 

Mortgage debt on assets held for contribution

 

685,568

 

 

 

Other debt

 

107,746

 

 

 

Intangible liabilities, net

 

151,328

 

5,382

 

 

Accounts payable and accrued liabilities

 

182,810

 

68,718

 

 

Deferred revenue

 

20,795

 

17,169

 

 

Total liabilities

 

6,556,948

 

2,048,215

 

 

 

 

 

 

 

 

 

Minority interests:

 

 

 

 

 

 

Joint venture partners

 

34,211

 

20,905

 

 

Non-managing member unitholders

 

127,554

 

128,379

 

 

Total minority interests

 

161,765

 

149,284

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

Preferred stock

 

285,173

 

285,173

 

 

Common stock

 

198,599

 

136,194

 

 

Additional paid-in capital

 

3,108,908

 

1,446,349

 

 

Cumulative net income

 

1,938,693

 

1,521,146

 

 

Cumulative dividends

 

(2,255,062

)

(1,988,248

)

 

Accumulated other comprehensive income (loss)

 

17,725

 

(848

)

 

Total stockholders’ equity

 

3,294,036

 

1,399,766

 

 

Total liabilities and stockholders’ equity

 

$

10,012,749

 

$

3,597,265

 

 

 

See Reporting Definitions and Supplemental Financial Measure Disclosures

8




Consolidated Statements of Income

In thousands, except per share data

 

 

 

 

 

 

 

 

Three Months Ended December 31,

 

Year Ended December 31,

 

 

 

 

2006

 

2005

 

2006

 

2005

 

 

 

 

 

 

 

Revenues and other income:

 

 

 

 

 

 

 

 

 

 

Rental and related revenues

 

$

209,062

 

$

107,565

 

$

557,021

 

$

396,804

 

 

Equity income (loss) from unconsolidated joint ventures

 

751

 

(891

)

8,331

 

(1,123

)

 

Income from direct financing leases

 

15,008

 

 

15,008

 

 

 

Investment management fee income

 

1,220

 

791

 

3,895

 

3,184

 

 

Interest and other income

 

8,857

 

6,374

 

34,832

 

22,922

 

 

 

 

234,898

 

113,839

 

619,087

 

421,787

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

 

Interest

 

110,603

 

30,329

 

213,304

 

107,201

 

 

Depreciation and amortization

 

56,838

 

25,724

 

144,215

 

94,862

 

 

Operating

 

32,505

 

16,965

 

89,186

 

59,316

 

 

General and administrative

 

22,200

 

8,474

 

47,370

 

31,869

 

 

Impairments

 

3,577

 

 

3,577

 

 

 

 

 

225,723

 

81,492

 

497,652

 

293,248

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before minority interests

 

9,175

 

32,347

 

121,435

 

128,539

 

 

Minority interests

 

(3,347

)

(3,357

)

(14,805

)

(12,950

)

 

Income from continuing operations

 

5,828

 

28,990

 

106,630

 

115,589

 

 

 

 

 

 

 

 

 

 

 

 

 

Discontinued operations:

 

 

 

 

 

 

 

 

 

 

Operating income

 

8,057

 

11,542

 

41,638

 

47,312

 

 

Gain on sales of real estate, net of impairments

 

227,389

 

979

 

269,279

 

10,156

 

 

 

 

235,446

 

12,521

 

310,917

 

57,468

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

241,274

 

41,511

 

417,547

 

173,057

 

 

Preferred stock dividends

 

(5,282

)

(5,282

)

(21,130

)

(21,130

)

 

Net income applicable to common shares

 

$

235,992

 

$

36,229

 

$

396,417

 

$

151,927

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per common share (EPS):

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

 

$

0.17

 

$

0.58

 

$

0.70

 

 

Discontinued operations

 

1.28

 

0.10

 

2.09

 

0.43

 

 

Net income applicable to common shares

 

$

1.28

 

$

0.27

 

$

2.67

 

$

1.13

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per common share:

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

 

$

0.17

 

$

0.57

 

$

0.70

 

 

Discontinued operations

 

1.27

 

0.10

 

2.09

 

0.42

 

 

Net income applicable to common shares

 

$

1.27

 

$

0.27

 

$

2.66

 

$

1.12

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares used to calculate EPS:

 

 

 

 

 

 

 

 

 

 

Basic

 

183,736

 

135,536

 

148,236

 

134,673

 

 

Diluted

 

185,278

 

136,366

 

149,226

 

135,560

 

 

 

See Reporting Definitions and Supplemental Financial Measure Disclosures

9




Consolidated Statements of Cash Flows

In thousands

 

 

 

 

 

Year Ended December 31

 

 

 

2006

 

2005

 

Cash flows from operating activities:

 

 

 

 

 

Net income

 

$

417,547

 

$

173,057

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization of real estate and in-place lease intangibles:

 

 

 

 

 

Continuing operations

 

144,215

 

94,862

 

Discontinued operations

 

9,854

 

13,104

 

Amortization of above and below market lease intangibles, net

 

(797

)

(1,912

)

Stock-based compensation

 

8,232

 

6,495

 

Debt issuance costs amortization

 

14,533

 

3,181

 

Impairments

 

9,581

 

 

Recovery of loan losses

 

 

(56

)

Straight-line rents and interest accretion

 

(20,723

)

(7,257

)

Equity (income) loss from unconsolidated joint ventures

 

(8,331

)

1,123

 

Distributions of earnings from unconsolidated joint ventures

 

8,331

 

 

Minority interests

 

14,805

 

12,950

 

Gain on sales of equity securities, net

 

(1,861

)

(4,517

)

Gain on sales of real estate, net

 

(275,283

)

(10,156

)

Changes in:

 

 

 

 

 

Accounts receivable

 

1,295

 

1,521

 

Other assets

 

(15,243

)

(8,524

)

Accounts payable, accrued liabilities and deferred revenue

 

28,061

 

8,219

 

Net cash provided by operating activities

 

334,216

 

282,090

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Acquisition and development of real estate

 

(480,137

)

(447,152

)

Lease commissions and tenant and capital improvements

 

(18,932

)

(7,138

)

Net proceeds from sales of real estate

 

512,317

 

64,564

 

Cash used in CNL Retirement Properties merger, net of cash acquired

 

(3,325,046

)

 

Cash used in purchase of HCP MOP, net of cash acquired

 

(138,166

)

 

Distributions from unconsolidated joint ventures, net

 

32,115

 

6,973

 

Purchase of equity securities

 

(13,670

)

(6,768

)

Proceeds from the sale of equity securities

 

7,550

 

6,482

 

Principal repayments on loans receivable

 

63,535

 

19,138

 

Investment in loans receivable and debt securities

 

(329,724

)

(53,293

)

Decrease in restricted cash

 

388

 

2,408

 

Net cash used in investing activities

 

(3,689,770

)

(414,786

)

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Net borrowings (repayments) under bank lines of credit

 

365,900

 

(41,500

)

Borrowings under term and bridge loans

 

2,396,385

 

 

Repayments of term and bridge loans

 

(1,901,136

)

 

Repayments of mortgage debt

 

(66,689

)

(17,889

)

Issuance of mortgage debt, net of issuance costs

 

614,473

 

 

Repayments of senior unsecured notes

 

(255,000

)

(31,000

)

Issuance of senior unsecured notes, net of issuance costs

 

1,539,449

 

445,471

 

Net proceeds from the issuance of common stock and exercise of options

 

989,039

 

45,238

 

Dividends paid on common and preferred stock

 

(266,814

)

(248,389

)

Settlement of cash flow hedges

 

(4,354

)

 

Distributions to minority interests

 

(16,354

)

(14,855

)

Net cash provided by financing activities

 

3,394,899

 

137,076

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

39,345

 

4,380

 

Cash and cash equivalents, beginning of year

 

21,342

 

16,962

 

Cash and cash equivalents, end of year

 

$

60,687

 

$

21,342

 

 

See Reporting Definitions and Supplemental Financial Measure Disclosures

10




Consolidated Funds From Operations

In thousands, except per share data

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended December 31,

 

Year Ended December 31,

 

 

 

2006

 

2005

 

2006

 

2005

 

 

 

 

 

 

 

 

 

 

 

Net income applicable to common shares

 

$

235,992

 

$

36,229

 

$

396,417

 

$

151,927

 

Real estate depreciation and amortization:

 

 

 

 

 

 

 

 

 

Continuing operations

 

56,838

 

25,724

 

144,215

 

94,862

 

Discontinued operations

 

1,406

 

3,135

 

9,854

 

13,104

 

Gain on sales of real estate

 

(228,682

)

(979

)

(275,283

)

(10,156

)

Equity (income) loss from unconsolidated joint ventures

 

(751

)

891

 

(8,331

)

1,123

 

FFO from unconsolidated joint ventures

 

1,631

 

1,071

 

7,321

 

8,140

 

Minority interests

 

3,347

 

3,357

 

14,805

 

12,950

 

Minority interests in FFO

 

(4,152

)

(3,677

)

(16,245

)

(14,224

)

FFO applicable to common shares

 

$

65,629

 

$

65,751

 

$

272,753

 

$

257,726

 

 

 

 

 

 

 

 

 

 

 

Distributions on convertible units

 

$

 

$

2,426

 

$

7,832

 

$

9,066

 

 

 

 

 

 

 

 

 

 

 

Diluted FFO applicable to common shares

 

$

65,629

 

$

68,177

 

$

280,585

 

$

266,792

 

 

 

 

 

 

 

 

 

 

 

Basic FFO per common share

 

$

0.36

 

$

0.49

 

$

1.84

 

$

1.91

 

 

 

 

 

 

 

 

 

 

 

Diluted FFO per common share

 

$

0.35

 

$

0.48

 

$

1.82

 

$

1.89

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares used to calculate diluted FFO per common share

 

185,278

 

142,405

 

153,831

 

141,018

 

 

 

 

 

 

 

 

 

 

 

Dividends declared per common share

 

$

0.425

 

$

0.420

 

$

1.700

 

$

1.680

 

 

 

 

 

 

 

 

 

 

 

FFO payout ratio per common share

 

121.4

%

87.5

%

93.4

%

88.9

%

 

 

 

 

 

 

 

 

 

 

Consolidated selected supplemental cash flow information:

 

 

 

 

 

 

 

 

 

Impairments

 

$

4,870

 

$

 

$

9,581

 

$

 

Capitalized interest

 

307

 

155

 

895

 

637

 

Stock-based compensation

 

2,172

 

1,716

 

8,232

 

6,495

 

Debt issuance costs amortization

 

11,787

 

837

 

14,533

 

3,181

 

Amortization of above and below market lease intangibles, net

 

(586

)

204

 

797

 

1,912

 

Straight-line rents and interest accretion

 

13,287

 

2,606

 

20,723

 

7,257

 

Change in SAB 104 deferred revenue

 

(877

)

(221

)

(517

)

546

 

Lease commissions and tenant and capital improvements

 

6,929

 

2,664

 

18,932

 

7,138

 

 

See Reporting Definitions and Supplemental Financial Measure Disclosures

11




Net Cash Provided by Operating Activities to EBITDA Reconciliation

In thousands

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended 
December 31,

 

Year Ended 
December 31,

 

 

 

2006

 

2005

 

2006

 

2005

 

Net cash provided by operating activities

 

$

79,723

 

$

61,049

 

$

334,216

 

$

282,090

 

Changes in:

 

 

 

 

 

 

 

 

 

Accounts receivable

 

(658

)

(194

)

(1,295

)

(1,521

)

Other assets

 

8,345

 

7,119

 

15,243

 

8,524

 

Accounts payable, accrued liabilities and deferred revenue

 

(7,408

)

3,649

 

(28,061

)

(8,219

)

Gain on sales of real estate, net

 

228,682

 

979

 

275,283

 

10,156

 

Gain on sales of equity securities, net

 

309

 

1,759

 

1,861

 

4,517

 

Minority interests

 

(3,347

)

(3,357

)

(14,805

)

(12,950

)

Distributions of earnings from unconsolidated joint ventures

 

(751

)

 

(8,331

)

 

Equity income (loss) from unconsolidated joint ventures

 

751

 

(891

)

8,331

 

(1,123

)

Straight-line rents and interest accretion

 

13,287

 

2,606

 

20,723

 

7,257

 

Recovery of loan losses

 

 

 

 

56

 

Impairments

 

(4,870

)

 

(9,581

)

 

Debt issuance costs amortization

 

(11,787

)

(837

)

(14,533

)

(3,181

)

Stock-based compensation

 

(2,172

)

(1,716

)

(8,232

)

(6,495

)

Amortization of above and below market lease intangibles, net

 

(586

)

204

 

797

 

1,912

 

Depreciation and amortization of real estate and in-place lease intangibles:

 

 

 

 

 

 

 

 

 

Continuing operations

 

(56,838

)

(25,724

)

(144,215

)

(94,862

)

Discontinued operations

 

(1,406

)

(3,135

)

(9,854

)

(13,104

)

Net income

 

241,274

 

41,511

 

417,547

 

173,057

 

 

 

 

 

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

 

 

 

 

Continuing operations

 

110,603

 

30,329

 

213,304

 

107,201

 

Discontinued operations

 

27

 

 

27

 

 

Income taxes

 

46

 

(494

)

155

 

(708

)

Depreciation and amortization of real estate and in-place lease intangibles:

 

 

 

 

 

 

 

 

 

Continuing operations

 

56,838

 

25,724

 

144,215

 

94,862

 

Discontinued operations

 

1,406

 

3,135

 

9,854

 

13,104

 

Equity (income) loss from unconsolidated joint ventures

 

(751

)

891

 

(8,331

)

1,123

 

HCP’s share of EBITDA from HCP MOP(1)

 

2,330

 

2,875

 

18,293

 

13,657

 

EBITDA

 

$

411,773

 

$

103,971

 

$

795,064

 

$

402,296

 


(1)             Prior to November 30, 2006, HCP MOP was an unconsolidated joint venture formed between the Company and an affiliate of General Electric Company (“GE”), for which the Company was the managing member and had a 33% interest therein. HCP’s share of EBITDA from HCP MOP excludes amounts subsequent to HCP’s acquisition of GE’s interest.

See Reporting Definitions and Supplemental Financial Measure Disclosures

12




Adjusted Fixed Charge Coverage

In thousands

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended 
December 31,

 

Year Ended 
December 31,

 

 

 

2006

 

2005

 

2006

 

2005

 

Net income

 

$

241,274

 

$

41,511

 

$

417,547

 

$

173,057

 

Interest expense:

 

 

 

 

 

 

 

 

 

Continuing operations

 

110,603

 

30,329

 

213,304

 

107,201

 

Discontinued operations

 

27

 

 

27

 

 

Income taxes

 

46

 

(494

)

155

 

(708

)

Depreciation and amortization of real estate and in-place lease intangibles:

 

 

 

 

 

 

 

 

 

Continuing operations

 

56,838

 

25,724

 

144,215

 

94,862

 

Discontinued operations

 

1,406

 

3,135

 

9,854

 

13,104

 

Equity (income) loss from unconsolidated joint ventures

 

(751

)

891

 

(8,331

)

1,123

 

HCP’s share of EBITDA from HCP MOP(1)

 

2,330

 

2,875

 

18,293

 

13,657

 

EBITDA

 

$

411,773

 

$

103,971

 

$

795,064

 

$

402,296

 

 

 

 

 

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

110,603

 

$

30,329

 

$

213,304

 

$

107,201

 

Discontinued operations

 

27

 

 

27

 

 

HCP’s share of interest expense from HCP MOP(1)

 

887

 

1,735

 

5,181

 

6,748

 

Capitalized interest

 

307

 

155

 

895

 

637

 

Preferred stock dividends

 

5,282

 

5,282

 

21,130

 

21,130

 

Adjusted fixed charges

 

$

117,106

 

$

37,501

 

$

240,537

 

$

135,716

 

 

 

 

 

 

 

 

 

 

 

Adjusted fixed charge coverage

 

3.5

x

2.8

x

3.3

x

3.0

x


(1)             Prior to November 30, 2006, HCP MOP was an unconsolidated joint venture formed between the Company and an affiliate of General Electric Company (“GE”), for which the Company was the managing member and had a 33% interest therein.  HCP’s share of EBITDA from HCP MOP excludes amounts subsequent to HCP’s acquisition of GE’s interest.

See Reporting Definitions and Supplemental Financial Measure Disclosures

13




Consolidated Indebtedness

In thousands

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt Maturities and Scheduled Principal Repayments

 

 

 

 

 

 

 

December 31, 2006

 

 

 

Total 

 

Bank Lines 
of Credit and  
Term Loan 

 

Senior 
Unsecured
Notes 

 

Mortgage
Debt(2) 

 

Other
Debt(3)

 

 

 

 

 

 

 

 

 

 

 

 

 

2007

 

$

196,718

 

$

 

$

20,000

 

$

68,972

 

$

107,746

 

2008

 

902,821

 

504,593

 

300,000

 

98,228

 

 

2009

 

900,907

 

624,500

 

 

276,407

 

 

2010

 

508,595

 

 

206,421

 

302,174

 

 

2011

 

457,520

 

 

300,000

 

157,520

 

 

2012

 

402,496

 

 

250,000

 

152,496

 

 

2013

 

723,599

 

 

550,000

 

173,599

 

 

2014

 

268,682

 

 

87,000

 

181,682

 

 

2015

 

500,382

 

 

400,000

 

100,382

 

 

2016

 

1,023,615

 

 

400,000

 

623,615

 

 

Thereafter

 

324,933

 

 

250,000

 

74,933

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Subtotal

 

6,210,268

 

1,129,093

 

2,763,421

 

2,210,008

 

107,746

 

 

 

 

 

 

 

 

 

 

 

 

 

(Discounts) and premiums, net

 

(8,253

)

 

(14,899

)

6,646

 

 

Consolidated debt(1)

 

$

6,202,015

 

$

1,129,093

 

$

2,748,522

 

$

2,216,654

 

$

107,746

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average interest rate

 

5.97

%

6.12

%

5.88

%

6.00

%

N/A

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average maturity in years

 

5.92

 

2.30

%

6.63

%

6.89

 

N/A

 

 

 

 

December 31,
2006

 

December 31,
2005

 

Fixed rate debt:

 

 

 

 

 

Senior unsecured notes

 

$

2,424,163

 

$

1,437,250

 

Mortgage debt(2)

 

2,001,716

 

224,431

 

Other debt(3)

 

107,746

 

 

 

 

4,533,625

 

1,661,681

 

 

 

 

 

 

 

Variable rate debt:

 

 

 

 

 

Bank lines of credit and term loan

 

1,129,093

 

258,600

 

Senior unsecured notes

 

324,359

 

25,000

 

Mortgage debt

 

214,938

 

11,665

 

 

 

1,668,390

 

295,265

 

 

 

 

 

 

 

Consolidated debt

 

$

6,202,015

 

$

1,956,946

 

 

 

 

 

 

 

Percent of consolidated debt

 

 

 

 

 

Fixed rate

 

73.1

%

84.9

%

Variable rate

 

26.9

%

15.1

%

 

 

100.0

%

100.0

%

 

 

 

 

 

 

Unsecured

 

64.3

%

87.9

%

Secured

 

35.7

%

12.1

%

 

 

100.0

%

100.0

%


(1)             Consolidated debt reflects carrying value.

(2)             Includes $45.6 million of mortgage debt that has been hedged through interest rate swap contracts.

(3)             In connection with the CRP merger on October 5, 2006, the Company assumed non-interest bearing life care bonds at two of its CCRCs and non-interest bearing occupancy fee deposits at another of its senior housing facilities, all of which are payable to certain residents of the facilities.

See Reporting Definitions and Supplemental Financial Measure Disclosures

 

14




Consolidated Capitalization

In thousands, except per share data

 

 

 

 

 

 

 

Market Equity

 

 

 

December 31, 2006

 

December 31, 2005

 

 

 

Dividend

 

Shares/

 

 

 

 

 

Shares/

 

 

 

 

 

Security

 

Rate

 

Units

 

Price

 

Value

 

Units

 

Price

 

Value

 

Common stock and convertible units:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock

 

N/A

 

198,599

 

$

36.82

 

$

7,312,415

 

136,194

 

$

25.56

 

$

3,481,119

 

Convertible partnership units (2 for 1)(1)

 

N/A

 

2,533

 

73.64

 

186,530

 

2,670

 

51.12

 

136,490

 

Convertible partnership units (1 for 1)(2)

 

N/A

 

887

 

36.82

 

32,659

 

699

 

25.56

 

17,866

 

 

 

 

 

 

 

 

 

7,531,604

 

 

 

 

 

3,635,475

 

Preferred stock:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Series E

 

7.25

%

4,000

 

25.56

 

102,240

 

4,000

 

25.16

 

100,640

 

Series F

 

7.10

%

7,820

 

25.62

 

200,348

 

7,820

 

25.10

 

196,282

 

 

 

 

 

 

 

 

 

302,588

 

 

 

 

 

296,922

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total market equity

 

 

 

 

 

 

 

$

7,834,192

 

 

 

 

 

$

3,932,397

 

 

Capitalization Ratios

 

 

December 31,
2006 

 

December 31,
2005 

 

Consolidated debt(3):

 

 

 

 

 

Bank line of credit and term loan

 

$

1,129,093

 

$

258,600

 

Senior unsecured notes

 

2,748,522

 

1,462,250

 

 

 

 

 

 

 

Mortgage debt

 

2,216,654

 

236,096

 

Other debt

 

107,746

 

 

 

 

$

6,202,015

 

$

1,956,946

 

Total undepreciated investments:

 

 

 

 

 

Buildings and improvements

 

$

6,651,705

 

$

3,078,852

 

Developments in process

 

44,221

 

22,092

 

Land

 

766,927

 

308,827

 

Net investment in direct financing leases

 

678,013

 

 

Loans receivable, net

 

196,480

 

186,831

 

 

 

 

 

 

 

Investments in and advances to unconsolidated joint ventures

 

25,389

 

48,598

 

Intangible real estate assets, gross

 

508,347

 

44,215

 

 

 

 

 

 

 

Real estate held for sale, gross

 

95,279

 

423,313

 

Real estate held for contribution, gross

 

1,102,016

 

25,397

 

Marketable securities

 

337,659

 

6,333

 

Intangible real estate liabilities, gross

 

(158,519

)

(7,566

)

 

 

$

10,247,517

 

$

4,136,892

 

Consolidated debt / Undepreciated investments

 

60.5

%

47.3

%

 

 

 

 

 

 

Total market capitalization:

 

 

 

 

 

Consolidated debt

 

$

6,202,015

 

$

1,956,946

 

Total market equity

 

7,834,192

 

3,932,397

 

 

 

$

14,036,207

 

$

5,889,343

 

 

 

 

 

 

 

Consolidated debt / Total market capitalization

 

44.2

%

33.2

%

 

 

 

 

 

 

Total book capitalization:

 

 

 

 

 

Consolidated debt

 

$

6,202,015

 

$

1,956,946

 

Total stockholders’ equity

 

3,294,036

 

1,399,766

 

 

 

$

9,496,051

 

$

3,356,712

 

 

 

 

 

 

 

Consolidated debt / Total book capitalization

 

65.3

%

58.3

%


(1)             Each convertible partnership unit is exchangeable for an amount of cash approximating the then-current market value of two shares of the Company’s common stock at time of conversion or, at the Company’s option, two shares of the Company’s common stock.

(2)             Each convertible partnership unit is exchangeable for an amount of cash approximating the then-current market value of one share of the Company’s common stock at time of conversion or, at the Company’s option, one share of the Company’s common stock.

(3)             Consolidated debt reflects book value.

See Reporting Definitions and Supplemental Financial Measure Disclosures

15




Consolidated Portfolio Overview

As of and for the year ended December 31, 2006, dollars and square feet in thousands

Owned Property, Secured Loan and Direct Financing Lease Portfolios

Overview by property type

 

 

Property

 

 

 

 

 

Square

 

Facility Occupancy %

 

Number

 

Sector

 

Count

 

Beds/Units

 

Feet

 

12/31/06

 

09/30/06

 

of States

 

Hospital

 

35

 

3,526

 

Beds

 

3,961

 

53

 

55

 

16

 

Skilled nursing

 

69

 

8,000

 

Beds

 

2,644

 

86

 

80

 

17

 

Senior housing

 

308

 

31,656

 

Units

 

26,409

 

90

 

89

 

40

 

MOB

 

246

 

N/A

 

14,952

 

90

 

94

 

28

 

Other

 

30

 

N/A

 

1,626

 

99

 

99

 

9

 

Total

 

688

 

 

 

 

 

49,592

 

 

 

 

 

 

 

 

Operator concentration

 

 

Property

 

Investment

 

 

 

Interest and

 

Total

 

Operator

 

Count

 

Amount

 

%

 

NOI

 

DFL Income

 

Amount

 

%

 

Sunrise Senior Living

 

106

 

$

2,245,673

 

23

 

$

22,125

 

$

10,383

 

$

32,508

 

7

 

Brookdale Senior Living(1)

 

23

 

668,637

 

7

 

48,417

 

 

48,417

 

10

 

Tenet Healthcare Corporation

 

8

 

423,497

 

4

 

53,753

 

 

53,753

 

11

 

Summerville Healthcare Group

 

31

 

274,842

 

3

 

21,956

 

984

 

22,940

 

5

 

Aegis Senior Living

 

12

 

258,008

 

3

 

22,179

 

 

22,179

 

4

 

Emeritus Corporation

 

36

 

245,676

 

3

 

27,877

 

336

 

28,213

 

6

 

Encore Senior Living

 

18

 

177,080

 

2

 

2,489

 

75

 

2,564

 

1

 

Capital Senior Living

 

14

 

168,325

 

2

 

4,934

 

 

4,934

 

1

 

Harbor Retirement Associates

 

10

 

158,886

 

2

 

1,713

 

496

 

2,209

 

 

Erickson Retirement Communities

 

6

 

116,274

 

1

 

 

5,046

 

5,046

 

1

 

Other Public Companies

 

53

 

448,609

 

5

 

49,559

 

8,204

 

57,763

 

12

 

Other Operators

 

371

 

3,394,475

 

34

 

183,974

 

690

 

184,664

 

37

 

 

 

688

 

$

8,579,982

 

89

 

$

438,976

 

$

26,214

 

$

465,190

 

95

 

Investments held for contribution(2):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Horizon Bay

 

25

 

1,100,600

 

11

 

20,043

 

 

20,043

 

4

 

Other Operators

 

 

 

 

8,816

 

 

8,816

 

1

 

 

 

713

 

$

9,680,582

 

100

 

$

467,835

 

$

26,214

 

$

494,049

 

100

 

Reconciliation of Net Income to NOI

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

$

417,547

 

 

 

 

 

 

 

Equity income from unconsolidated joint ventures

 

 

 

 

 

 

 

(8,331

)

 

 

 

 

 

 

Income from direct financing leases

 

 

 

 

 

 

 

(15,008

)

 

 

 

 

 

 

Investment management fee and other income

 

 

 

 

 

 

 

(38,727

)

 

 

 

 

 

 

Interest expense

 

 

 

 

 

 

 

213,304

 

 

 

 

 

 

 

Depreciation and amortization

 

 

 

 

 

 

 

144,215

 

 

 

 

 

 

 

General and administrative

 

 

 

 

 

 

 

47,370

 

 

 

 

 

 

 

Impairments

 

 

 

 

 

 

 

3,577

 

 

 

 

 

 

 

Minority interests

 

 

 

 

 

 

 

14,805

 

 

 

 

 

 

 

Total discontinued operations

 

 

 

 

 

 

 

(310,917

)

 

 

 

 

 

 

Net operating income (“NOI”)

 

 

 

 

 

 

 

$

467,835

 

 

 

 

 

 

 


(1)             Brookdale Senior Living Inc. acquired American Retirement Corporation (“ARC”) on July 25, 2006.

(2)             On January 5, 2007, we formed a joint venture for 25 senior housing assets and retained a 35% interest in the venture.  The carrying value of the 25 senior housing facilities is classified as real estate held for contribution on our consolidated balance sheet at December 31, 2006.  On October 13, 2006, we formed a joint venture for 13 MOBs and retained an effective 26% interest in the venture.  Under SFAS No. 144, these assets meet the criteria to qualify as held for sale, however, their operating results are not classified as discontinued operations due to our continuing interest in the ventures.  The operating results of these properties prior to the formation of the ventures are included in the Company’s continuing operations.  The number of properties, capacity, square footage, and investment for the 13 MOBs are not included as such properties are included in an unconsolidated joint venture as of December 31, 2006.

See Reporting Definitions and Supplemental Financial Measure Disclosures

16




As of and for the year ended December 31, 2006, dollars and square feet in thousands

Owned Property Portfolio — Overview by type

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash

 

 

 

Less

 

 

 

 

 

Property

 

 

 

 

 

 

 

Square

 

Facility Occupancy %

 

Flow

 

Rental

 

Operating

 

 

 

Sector

 

Count

 

Investment

 

Beds/Units

 

Feet

 

12/31/06

 

09/30/06

 

Coverage

 

Revenues

 

Expenses

 

NOI

 

Hospital

 

33

 

$

871,394

 

3,356

 

Beds

 

3,650

 

53

 

55

 

2.1

x

$

94,481

 

$

 

$

94,481

 

Skilled nursing

 

65

 

313,180

 

7,404

 

Beds

 

2,447

 

86

 

80

 

1.7

x

42,253

 

94

 

42,159

 

Senior housing

 

271

 

3,968,837

 

28,333

 

Units

 

24,251

 

89

 

89

 

1.1

x

181,500

 

12,491

 

169,009

 

MOB

 

246

 

2,366,692

 

N/A

 

14,952

 

90

 

94

 

N/A

 

176,840

 

66,528

 

110,312

 

Other

 

30

 

262,898

 

N/A

 

1,626

 

99

 

99

 

N/A

 

29,024

 

6,009

 

23,015

 

Total

 

645

 

7,783,001

 

 

 

 

 

46,926

 

 

 

 

 

 

 

524,098

 

85,122

 

438,976

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investments held for contribution(1):

 

 

Senior housing

 

25

 

1,100,600

 

5,633

 

Units

 

5,566

 

93

 

N/A

 

1.0

x

20,043

 

 

20,043

 

MOB

 

 

 

N/A

 

 

N/A

 

N/A

 

N/A

 

12,880

 

4,064

 

8,816

 

 

 

670

 

$

8,883,601

 

 

 

 

 

52,492

 

 

 

 

 

 

 

$

557,021

 

$

89,186

 

$

467,835

 

 

Direct Financing Lease Portfolio — Overview by type

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash

 

 

 

 

 

Property

 

 

 

 

 

 

 

Square

 

Facility Occupancy %

 

Flow

 

DFL

 

Sector

 

Count

 

Investment

 

Beds/Units

 

Feet

 

12/31/06

 

09/30/06

 

Coverage

 

Income

 

Senior housing

 

32

 

$

675,500

 

3,143

 

Units

 

1,969

 

90

 

N/A

 

1.1

x

$

15,008

 

 

Secured Loan Portfolio — Overview by type

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Debt

 

 

 

 

 

Property

 

 

 

 

 

 

 

Square

 

Facility Occupancy %

 

Service

 

Interest

 

Sector

 

Count

 

Investment

 

Beds/Units

 

Feet

 

12/31/06

 

09/30/06

 

Coverage

 

Income

 

Hospital

 

2

 

$

75,083

 

170

 

Beds

 

311

 

50

 

55

 

2.1

x

$

6,603

 

Skilled nursing

 

4

 

19,987

 

596

 

Beds

 

197

 

85

 

85

 

1.6

x

2,290

 

Senior housing

 

5

 

26,411

 

180

 

Units

 

189

 

83

 

92

 

2.1

x

2,313

 

Total

 

11

 

$

121,481

 

 

 

 

 

697

 

 

 

 

 

 

 

$

11,206

 

 

17




Owned Property Portfolio — Overview by state

 

 

Total

 

Hospital

 

Skilled Nursing

 

Senior Housing

 

MOB

 

Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Square

 

 

 

Square

 

State

 

No.

 

No.

 

Beds

 

No.

 

Beds

 

No.

 

Units

 

No.

 

Feet

 

No.

 

Feet

 

TX

 

111

 

7

 

326

 

4

 

570

 

38

 

4,067

 

61

 

4,248

 

1

 

 

FL

 

74

 

2

 

312

 

 

 

44

 

4,979

 

28

 

1,435

 

 

 

CA

 

70

 

4

 

745

 

8

 

819

 

35

 

3,778

 

16

 

899

 

7

 

581

 

UT

 

35

 

1

 

139

 

1

 

120

 

2

 

233

 

22

 

950

 

9

 

549

 

IN

 

34

 

 

 

15

 

1,554

 

5

 

392

 

14

 

763

 

 

 

Other

 

321

 

19

 

1,834

 

37

 

4,341

 

147

 

14,884

 

105

 

6,657

 

13

 

496

 

Total

 

645

 

33

 

3,356

 

65

 

7,404

 

271

 

28,333

 

246

 

14,952

 

30

 

1,626

 


(1)             On January 5, 2007, we formed a joint venture for 25 senior housing assets and retained a 35% interest in the venture.  The carrying value of the 25 senior housing facilities is classified as real estate held for contribution on our consolidated balance sheet at December 31, 2006.  On October 13, 2006, we formed a joint venture for 13 MOBs and retained an effective 26% interest in the venture.  Under SFAS No. 144, these assets meet the criteria to qualify as held for sale, however, their operating results are not classified as discontinued operations due to our continuing interest in the ventures.  The operating results of these properties prior to the formation of the ventures are included in the Company’s continuing operations.  The number of properties, capacity, square footage, and investment for the 13 MOBs are not included as such properties are included in an unconsolidated joint venture as of December 31, 2006.

See Reporting Definitions and Supplemental Financial Measure Disclosures

18




Same Property Performance

Dollars and square feet in thousands

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

Hospital

 

Skilled
Nursing

 

Senior
Housing

 

MOB

 

Other

 

Owned Property Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property count

 

645

 

33

 

65

 

271

 

246

 

30

 

Investment

 

$

7,783,001

 

$

871,394

 

$

313,180

 

$

3,968,837

 

$

2,366,692

 

$

262,898

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Same Property Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property count

 

291

 

26

 

64

 

94

 

88

 

19

 

Investment

 

$

2,898,162

 

$

713,806

 

$

308,114

 

$

875,739

 

$

806,833

 

$

193,670

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Percent of Owned Property Portfolio (by investment)

 

37

%

82

%

98

%

22

%

34

%

74

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Square feet

 

23,008

 

3,272

 

2,401

 

10,793

 

5,258

 

1,284

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Facility occupancy at December 31, 2006

 

 

 

53

%

86

%

89

%

94

%

100

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Facility occupancy at December 31, 2005

 

 

 

55

%

86

%

89

%

95

%

100

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI for the year ended December 31, 2006

 

$

325,769

 

$

91,506

 

$

41,655

 

$

91,546

 

$

80,733

 

$

20,329

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI for the year ended December 31, 2005

 

$

319,043

 

$

91,130

 

$

40,281

 

$

87,976

 

$

79,518

 

$

20,138

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Same property change in NOI

 

2.1

%

0.4

%

3.4

%

4.1

%

1.5

%

0.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI for the year ended December 31, 2006

 

$

325,769

 

$

91,506

 

$

41,655

 

$

91,546

 

$

80,733

 

$

20,329

 

Straight-line rents

 

(5,120

)

(1,313

)

(216

)

(1,698

)

(2,050

)

157

 

Amortization of above and below market lease intangibles

 

(528

)

 

116

 

 

(644

)

 

NOI, as adjusted, for the year ended December 31, 2006

 

$

320,121

 

$

90,193

 

$

41,555

 

$

89,848

 

$

78,039

 

$

20,486

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOI for the year ended December 31, 2005

 

$

319,043

 

$

91,130

 

$

40,281

 

$

87,976

 

$

79,518

 

$

20,138

 

Straight-line rents

 

(5,197

)

(1,290

)

(357

)

(1,918

)

(1,461

)

(171

)

Amortization of above and below market lease intangibles

 

(1,732

)

 

54

 

 

(1,786

)

 

NOI, as adjusted, for the year ended December 31, 2005

 

$

312,114

 

$

89,840

 

$

39,978

 

$

86,058

 

$

76,271

 

$

19,967

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Same property change in NOI, as adjusted

 

2.6

%

0.4

%

3.9

%

4.4

%

2.3

%

2.6

%

 

See Reporting Definitions and Supplemental Financial Measure Disclosures

 

19




Lease Expirations (1)

Dollars in thousands

 

 

 

 

 

 

 

 

 

Expiration Year(2)

 

Sector

 

Totals

 

2007

 

2008

 

2009

 

2010

 

2011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Owned Property Portfolio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hospital:

 

 

 

 

 

 

 

 

 

 

 

 

 

Leases

 

14

 

2

 

1

 

7

 

1

 

3

 

Annualized expiring rents

 

$

53,237

 

$

1,686

 

$

1,997

 

$

41,019

 

$

2,973

 

$

5,562

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Skilled nursing:

 

 

 

 

 

 

 

 

 

 

 

 

 

Leases

 

16

 

 

5

 

4

 

4

 

3

 

Annualized expiring rents

 

$

11,925

 

$

 

$

3,232

 

$

2,220

 

$

3,635

 

$

2,838

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior housing:

 

 

 

 

 

 

 

 

 

 

 

 

 

Leases

 

23

 

 

1

 

 

3

 

19

 

Annualized expiring rents

 

$

9,132

 

$

 

$

70

 

$

 

$

473

 

$

8,589

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MOB:

 

 

 

 

 

 

 

 

 

 

 

 

 

Leases

 

2,578

 

653

 

623

 

465

 

483

 

354

 

Annualized expiring rents

 

$

173,201

 

$

35,811

 

$

40,158

 

$

33,601

 

$

37,850

 

$

25,781

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other:

 

 

 

 

 

 

 

 

 

 

 

 

 

Leases

 

14

 

1

 

1

 

5

 

4

 

3

 

Annualized expiring rents

 

$

13,219

 

$

3,901

 

$

3,453

 

$

2,431

 

$

2,850

 

$

584

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total:

 

 

 

 

 

 

 

 

 

 

 

 

 

Leases

 

2,645

 

656

 

631

 

481

 

495

 

382

 

Annualized expiring rents

 

$

260,714

 

$

41,398

 

$

48,910

 

$

79,271

 

$

47,781

 

$

43,354

 


(1)             The table reflects the number of leases and annualized expiring rents in the year of expiration absent the impact of renewals, if any.

(2)             Lease expirations through 2011.

 

See Reporting Definitions and Supplemental Financial Measure Disclosures

 

20




Other Information




Reporting Definitions

ALF.  Assisted living facility.

Annualized Debt Service.  The most recent monthly interest and principal amortization due to HCP as of period end annualized for twelve months.  The Company uses Annualized Debt Service for purposes of determining Debt Service Coverage.

Annualized Expiring Rent.  The annualized future minimum rents due to HCP in the year of lease expiration.

Annualized Rent.  The most recent monthly base rent due to HCP as of period end annualized for twelve months plus additional rents received by HCP over the most recent twelve month period as of period end.  The Company uses Annualized Rent for purposes of determining property level Cash Flow Coverage.

Assets Held for Sale.  Assets of discontinued operations in accordance with SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets.

Beds/Units/Square Feet.  Hospitals and skilled nursing facilities are measured by licensed bed count.  ALFs and CCRCs are stated in units (e.g., studio, one or two bedroom units).  MOBs and other healthcare facilities are measured in square feet.

Book Value.  The carrying amount as reported in the Company’s financial statements.

Cash Flow Coverage.  Facility level EBITDAR of the property’s operator (not the Company) for the most recent twelve months of available data divided by the Annualized Rent.  Cash Flow Coverage is a supplemental measure of the property’s ability to generate cash flow to meet related rent and other obligations to the Company.  However, its usefulness is limited by, among other things, the same factors that limit the usefulness of EBITDAR.  The coverages shown exclude newly completed facilities under start-up, vacant facilities and facilities for which data is not available or meaningful.  Results exclude data related to hospitals leased to HealthSouth until HealthSouth provides assurance about its financial information.   Results also exclude data related to ALFs leased to Emeritus since the operator has elected not to allocate the cost of a recent liability judgment to each of the facilities.

CCRC.  Continuing care retirement community.

Debt Service.  The periodic payment of interest expense and principal amortization on secured loans.

Debt Service Coverage. Facility level EBITDAR of the property’s operator (not the Company) for the most recent twelve months of available data divided by the Annualized Debt Service. Debt Service Coverage is a supplemental measure of the property’s ability to generate sufficient cash flow to meet related obligations to the Company under loan agreements.  However, its usefulness is limited by the same factors that limit the usefulness of EBITDAR.  The coverages shown exclude newly completed facilities under start-up, vacant facilities and facilities for which data is not available or meaningful. Results exclude data related to one ALF that secures a loan to Emeritus since the operator has elected not to allocate the cost of a recent liability judgment.

DFL.  Direct financing lease.

Marketable securities.  The Company classifies its existing marketable equity and debt securities as available-for-sale in accordance with provisions of SFAS No. 115. These securities are carried at fair market value, with unrealized gains and losses reported in stockholders’ equity as a component of accumulated other comprehensive income.

Facility EBITDAR.  Earnings before interest, taxes, depreciation, amortization and rent for a particular facility accruing to the operator of the property (not the Company). The Company uses Facility EBITDAR in determining Debt Service Coverage and Cash Flow Coverage.  EBITDAR as an analytical tool has limitations similar to EBITDA.  However, the Company receives periodic financial information from operators regarding the performance of the Company’s facilities under the operator’s management.  The Company utilizes Facility EBITDAR as a supplemental measure of the ability of those properties to generate sufficient liquidity to meet related obligations to the Company.  Facility EBITDAR includes the greater of (i) contractual management fees or (ii) an imputed management fee of 2% for acute care hospitals and 5% for skilled nursing facilities, ILFs, ALFs and CCRCs which the Company believes represents typical management fees in their respective industries.  All facility financial performance data was derived solely from information provided by lessees and borrowers without verification by the Company.

Facility Occupancy.  For MOBs and other healthcare properties, facility occupancy represents the percentage of rentable square feet occupied. For hospitals, skilled nursing facilities, ALFs and CCRCs, facility occupancy represents the facilities’ operating occupancy for each quarter based on the most recent quarter of available data.  The percentages are calculated based on licensed beds, available beds and units for hospitals, skilled nursing facilities, ILFs, ALFs and CCRCs, respectively.  The percentages shown exclude newly completed facilities under start-up, vacant facilities and facilities for which data is not available or meaningful.  All facility financial performance data were derived solely from information provided by lessees and borrowers without verification by the Company.

Future Minimum Rents.  Future minimum lease payments to be received by HCP, excluding operating expense reimbursements, from lessees under non-cancelable operating leases as of period end.

GAAP.  U.S. generally accepted accounting principles.

HCP MOP.  Prior to November 30, 2006, HCP Medical Office Portfolio, LLC, was an unconsolidated joint venture formed between the Company and an affiliate of General Electric Company (“GE”), for which the Company was the managing member and had a 33% interest therein.

ILF.  Independent living facility.

Investment.  The carrying amount of real estate assets, including intangibles, after adding back accumulated depreciation and amortization and the carrying amount of mortgage loans receivable.  Excludes assets held for sale and classified as discontinued operations.

22




Market Equity.  The total number of outstanding shares of the Company’s common stock multiplied by the closing price per share of its common stock on the New York Stock Exchange as of period end plus the total number of convertible partnership units multiplied by the closing price per share of its common stock on the New York Stock Exchange as of period end (adjusted for stock splits) plus the total number of outstanding shares of the Company’s preferred stock multiplied by the closing price of its preferred stock on the New York Stock Exchange as of period end.

MOB.  Medical office building.

“Other” Property Type.  Physician group practice clinics, healthcare laboratory and laboratory research facilities, and health and wellness centers.

Same Property Performance (“SPP”).  An important component of the Company’s evaluation of the operating performance of its properties.  The Company defines its same property portfolio each quarter as those properties that have been in operation throughout the current year and the prior year and that were also in operation at January 1st of the prior year.  Newly acquired assets, developments in process and assets classified in discontinued operations are excluded from the same property portfolio.  Same property statistics allow management to evaluate the NOI of its real estate portfolio as a consistent population from period to period and eliminates the effects of changes in the composition of the properties on performance measures.

Secured Debt.  Mortgage debt secured by real estate.

Square Feet Owned.  The square footage for properties either owned directly by the Company or which the Company has a controlling interest (e.g., consolidated joint ventures) and excludes square footage for development properties prior to completion.

Total Book Capitalization.  The carrying amount of consolidated debt plus the carrying amount of stockholders’ equity.

Total Market Capitalization.  Consolidated debt at Book Value plus total Market Equity.

Undepreciated investments.  The carrying amount of the Company’s real estate assets, including intangibles, after adding back accumulated depreciation and amortization plus net loans receivable plus investments in and advances to unconsolidated joint ventures.

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Supplemental Financial Measures Disclosures

 

Adjusted Fixed Charges.  Total interest expense plus capitalized interest plus preferred stock dividends.  The Company uses Adjusted Fixed Charges to measure its interest payments on outstanding debt and dividends to its preferred shareholders for purposes of presenting Adjusted Fixed Charge Coverage. However, the usefulness of Adjusted Fixed Charges is limited as, among other things, it does not include all contractual obligations.  The Company’s computation of Adjusted Fixed Charges should not be considered an alternative to fixed charges as defined by Item 503(d) of Regulation S-K and may not be comparable to fixed charges reported by other companies.

Adjusted Fixed Charge Coverage.  EBITDA divided by Adjusted Fixed Charges.  The Company uses Adjusted Fixed Charge Coverage, a non-GAAP financial measure, as a measure of liquidity. The Company believes Adjusted Fixed Charge Coverage provides investors, particularly fixed income investors, relevant and useful information because it measures the Company’s ability to meet its interest payments on outstanding debt and pay dividends to its preferred shareholders. The Company’s various debt agreements contain covenants that require the Company to maintain ratios similar to Adjusted Fixed Charge Coverage and credit rating agencies utilize similar ratios in evaluating and determining the credit rating on certain debt instruments of the Company.  However, since this ratio is derived from EBITDA and Adjusted Fixed Charges, its usefulness is limited by the same factors that limit the usefulness of EBITDA and Adjusted Fixed Charges.  Further, the Company’s computation of Adjusted Fixed Charge Coverage may not be comparable to similar fixed charge coverage ratios reported by other companies.

EBITDA.  The real estate industry uses earnings before interest, taxes, depreciation and amortization (“EBITDA”), a non-GAAP financial measure, as a measure of both operating performance and liquidity.  The Company’s presentation of EBITDA herein is solely as a non-GAAP liquidity measure in connection with the presentation of Adjusted Fixed Charge Coverage.  As a liquidity measure, the Company believes that EBITDA helps investors analyze the Company’s ability to meet its interest payments on outstanding debt and to make preferred dividend payments. The Company’s various debt agreements contain covenants that require the Company to maintain ratios similar to Adjusted Fixed Charge Coverage and credit rating agencies utilize similar ratios in evaluating and determining the credit rating on certain debt instruments of the Company. The Company believes investors should consider EBITDA in conjunction with cash flow from operating activities, and other required measures under GAAP, to improve their understanding of the Company’s liquidity.  EBITDA has limitations as an analytical tool and should be used in conjunction with the Company’s required GAAP presentations.  EBITDA does not reflect the Company’s historical cash expenditures or future cash requirements for capital expenditures or contractual commitments.  Also, EBITDA does not reflect the cash required to make interest and principal payments on the Company’s outstanding debt.  The Company believes cash flow from operating activities is the most directly comparable GAAP measure to EBITDA.  EBITDA does not represent net income or cash flow from operations as defined by GAAP and should not be considered an alternative to those indicators. Further, the Company’s computation of EBITDA may not be comparable to similar measures reported by other companies.

Funds From Operations (“FFO”).  The Company believes that net income as defined by GAAP is the most appropriate earnings measure.  The Company also believes that Funds From Operations, or FFO, as defined by the National Association of Real Estate Investment Trusts (“NAREIT”), FFO applicable to common shares, Diluted FFO applicable to common shares, and Basic and Diluted FFO per common share are important non-GAAP supplemental measures of operating performance for a real estate investment trust.  Because the historical cost accounting convention used for real estate assets requires straight-line depreciation (except on land), such accounting presentation implies that the value of real estate assets diminishes predictably over time.  However, since real estate values have historically risen or fallen with market and other conditions, presentations of operating results for a real estate investment trust that use historical cost accounting for depreciation could be less informative.  Thus, NAREIT created FFO as a supplemental measure of operating performance for real estate investment trusts that excludes historical cost depreciation and amortization, among other items, from net income, as defined by GAAP. FFO is defined as net income, computed in accordance with GAAP, excluding gains or losses from real estate dispositions, plus real estate depreciation and amortization, with adjustments to derive the Company’s pro rata share of FFO from consolidated and unconsolidated joint ventures.  Adjustments for joint ventures are calculated to reflect FFO on the same basis.  The Company believes that the use of FFO, combined with the required GAAP presentations, improves the understanding of operating results of real estate investment trusts among investors and makes comparisons of operating results among such companies more meaningful.  The Company considers FFO to be a useful measure for reviewing comparative operating and financial performance because, by excluding gains or losses related to sales of previously depreciated operating real estate assets and real estate depreciation and amortization, FFO can help investors compare the operating performance of a real estate investment trust between periods or as compared to other companies. While FFO is a relevant and widely used measure of operating performance of real estate investment trusts, it does not represent cash flow from operations or net income as defined by GAAP and should not be considered an alternative to those measures in evaluating the Company’s liquidity or operating performance. FFO also does not consider the costs associated with capital expenditures related to the Company’s real estate assets nor is FFO necessarily indicative of cash available to fund the Company’s future cash requirements. Further, the Company’s computation of FFO may not be comparable to FFO reported by other real estate investment trusts that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently from the Company.

FFO Payout Ratio per Common Share.  Dividends declared per common share divided by Diluted FFO per common share for a given period.  The Company believes the FFO Payout Ratio provides investors relevant and useful information because it measures the portion of FFO being declared as dividends to common shareholders.

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Net Operating Income from Continuing Operations (“NOI”).  A non-GAAP supplemental financial measure used to evaluate the operating performance of real estate properties and same property performance, or “SPP.”  The Company defines NOI as rental revenues, including tenant reimbursements, less property level operating expenses, which exclude depreciation and amortization, general and administrative expenses, impairments, interest expense and discontinued operations.  The Company believes NOI provides investors relevant and useful information because it measures the operating performance of the Company’s real estate at the property level on an unleveraged basis.  NOI, as adjusted, is calculated as NOI eliminating the effects of straight-line rents, amortization of above and below market lease intangibles, and lease termination fees.  The Company uses NOI and NOI, as adjusted, to make decisions about resource allocations, to assess and compare property level performance, and evaluate SPP.  The company believes that net income is the most directly comparable GAAP measure to NOI.  NOI should not be viewed as an alternative measure of operating performance to net income as defined by GAAP since it does not reflect the aforementioned excluded items.  Further, NOI may not be comparable to that of other real estate investment trusts, as they may use different methodologies for calculating NOI.

 

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: The statements contained in this release which are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements, which include a statement about expected stabilized yields on certain acquired properties, are subject to risks and uncertainties that could cause actual results to differ materially from those set forth in or implied by forward-looking statements. These risks and uncertainties include competition for the acquisition and financing of healthcare facilities; competition for lessees and mortgagors (including new leases and mortgages and the renewal or rollover of existing leases); continuing operational difficulties in the skilled nursing and assisted living sectors; the Company’s ability to acquire, sell or lease facilities and the timing of acquisitions, sales and leasings; changes in healthcare laws and regulations and other changes in the healthcare industry which affect the operations of the Company’s lessees or mortgagors; changes in management; costs of compliance with building regulations; changes in tax laws and regulations; changes in the financial position of the Company’s lessees and mortgagors; changes in rules governing financial reporting, including new accounting pronouncements; and changes in economic conditions, including changes in interest rates and the availability and cost of capital, which affect opportunities for profitable investments.  Some of these risks, and other risks, are described from time to time in Health Care Property Investors, Inc.’s Securities and Exchange Commission filings.

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