First Quarter Net Income Attributable to Common Shareholders of
$0.14 Per Share
First Quarter Normalized FFO of $0.46 Per Share
NEWTON, Mass.--(BUSINESS WIRE)--
Senior Housing Properties Trust (Nasdaq: SNH) today announced its
financial results for the quarter ended March 31, 2017.
“In the first quarter of 2017, we continued to execute our strategy
of disciplined capital allocation, highlighted by our first joint
venture transaction,” said David Hegarty, President and Chief
Operating Officer. “This transaction allowed us to showcase
the value of a portion of our portfolio, reduce our concentration risk
by tenant and asset, decrease our leverage and demonstrate our ability
to access cost efficient capital. Also, during the quarter we
acquired one medical office building for $15 million and continued to
invest capital in our existing senior living properties in order to
remain competitive with new supply.”
Results for the Quarter Ended March 31, 2017:
Net income attributable to common shareholders was $32.2 million, or
$0.14 per diluted share, for the quarter ended March 31, 2017, compared
to $31.3 million, or $0.13 per diluted share, for the quarter ended
March 31, 2016. This increase in net income attributable to common
shareholders is primarily the result of acquisitions since January 1,
2016 and a loss on impairment of assets recognized for the quarter ended
March 31, 2016, partially offset by an increase in interest expense.
Normalized funds from operations, or Normalized FFO, were $108.4 million
and $110.3 million, respectively, or $0.46 per diluted share, for each
of the quarters ended March 31, 2017 and March 31, 2016.
Cash basis net operating income, or Cash Basis NOI, was $158.6 million
for the quarter ended March 31, 2017, compared to $154.4 million for the
quarter ended March 31, 2016, which represents an increase of 2.7%. The
increase in Cash Basis NOI of $4.2 million is primarily the result of
acquisitions since January 1, 2016.
Reconciliations of net income attributable to common shareholders
determined in accordance with U.S. generally accepted accounting
principles, or GAAP, to funds from operations, or FFO, and Normalized
FFO for the quarters ended March 31, 2017 and 2016 appear later in this
press release. Reconciliations of net income determined in accordance
with GAAP to net operating income, or NOI, and Cash Basis NOI for the
quarters ended March 31, 2017 and 2016 also appear later in this press
release. In addition, calculations and reconciliations of NOI, Cash
Basis NOI, same property NOI and same property Cash Basis NOI by SNH’s
operating segments for the quarters ended March 31, 2017 and 2016 appear
later in this press release.
Portfolio Operating Results:
For the quarter ended March 31, 2017, 41.3% of SNH’s NOI came from 120
properties leased to medical providers, medical related businesses,
clinics and biotech laboratory tenants, or MOBs, with 11.6 million
leasable square feet. As of March 31, 2017, 96.4% of SNH’s MOB square
feet were leased compared to 95.8% as of March 31, 2016. Same property
occupancy at SNH’s MOBs decreased to 96.2% as of March 31, 2017 from
96.3% as of March 31, 2016. SNH’s MOB same property Cash Basis NOI
increased by $0.5 million and same property NOI decreased by $0.5
million for the quarter ended March 31, 2017 compared to the quarter
ended March 31, 2016.
For the quarter ended March 31, 2017, 41.1% of SNH’s NOI came from 236
triple net leased senior living communities with 26,220 living units.
Occupancy at triple net leased senior living communities and same
property triple net leased senior living communities decreased to 85.0%
for the most recently available 12 month period, compared to 85.4% for
the comparable period last year(1). Same property Cash Basis
NOI and same property NOI from triple net leased senior living
communities increased by $1.0 million and $0.7 million, respectively,
for the quarter ended March 31, 2017 compared to the quarter ended
March 31, 2016.
For the quarter ended March 31, 2017, 14.8% of SNH's NOI came from 68
managed senior living communities with 8,798 living units. Occupancy at
managed senior living communities was 86.0% for the quarter ended
March 31, 2017, compared to 87.5% for the quarter ended March 31, 2016.
Same property occupancy at managed senior living communities owned and
managed by the same operator continuously since January 1, 2016 was
86.1% for the quarter ended March 31, 2017, compared to 87.2% for the
quarter ended March 31, 2016. Same property average monthly rates
increased by 1.8% to $4,349 for the quarter ended March 31, 2017
compared to the quarter ended March 31, 2016. Same property Cash Basis
NOI and same property NOI from managed senior living communities each
decreased by 3.1% for the quarter ended March 31, 2017 compared to the
quarter ended March 31, 2016.
For the quarter ended March 31, 2017, consolidated same property Cash
Basis NOI increased to $152.3 million compared to $151.5 million for the
quarter ended March 31, 2016, and consolidated same property NOI
decreased to $156.8 million compared to $157.3 million for the quarter
ended March 31, 2016.
Joint Venture Transaction:
In March 2017, SNH entered into a joint venture with a sovereign
institutional investor for one of SNH's MOBs (two buildings) located in
Boston, Massachusetts. The investor contributed approximately $260.9
million for a 45% equity interest in the joint venture, and SNH retained
the remaining 55% equity interest in the joint venture. The investment
amount was based on a property valuation of $1.2 billion, less $620.0
million of existing mortgage debts on the property at the time of the
investment.
The property included in the joint venture was acquired by SNH in May
2014 for $1.1 billion and consists of two 15 story, class A LEED® Gold
Certified life-science buildings with structured parking located in
Boston’s Seaport District. The two buildings are 95% leased to Vertex
Pharmaceuticals, Inc. through 2028 and include 1.1 million rentable
square feet of lab, corporate office and street level retail space. SNH
used the net proceeds from this transaction to repay a portion of the
amounts outstanding under its revolving credit facility.
Financing Activities:
In April and May 2017, SNH prepaid, at an aggregate premium to par of
approximately $5.4 million, plus accrued interest, approximately $288.4
million of secured debt with a weighted average annual interest rate of
6.69%. SNH funded these prepayments with cash on hand and borrowings
under its revolving credit facility. In May 2017, SNH gave notice of its
intention to prepay, at par plus accrued interest, approximately $8.8
million of secured debt with an annual interest rate of 5.95%; SNH
expects to make this prepayment in June 2017.
Investment Activities:
In January 2017, SNH acquired one MOB for approximately $15.1 million,
excluding closing costs. This MOB contains approximately 117,000 square
feet. It is located in Kansas, is primarily leased to the University of
Kansas Health System and it has a remaining lease term of approximately
10.6 years as of the date of acquisition.
During the quarter ended March 31, 2017, SNH invested approximately
$11.6 million on improvements at its owned senior living communities
that will generate additional rent under the terms of its existing
senior living communities’ leases. SNH regularly makes additional
investments at its owned MOBs and its owned and managed senior living
communities that it expects may increase its operating revenue from
those properties.
Conference Call:
On Friday, May 5, 2017, at 1:00 p.m. Eastern Time, President and Chief
Operating Officer, David Hegarty, and Chief Financial Officer and
Treasurer, Rick Siedel, will host a conference call to discuss SNH's
first quarter 2017 financial results. The conference call telephone
number is (877) 329-4297. Participants calling from outside the United
States and Canada should dial (412) 317-5435. No pass code is necessary
to access the call from either number. Participants should dial in about
15 minutes prior to the scheduled start of the call. A replay of the
conference call will be available through 11:59 p.m. Eastern Time on
Friday, May 12, 2017. To hear the replay, dial (412) 317-0088. The
replay pass code is 10104367.
A live audio webcast of the conference call will also be available in a
listen only mode on the company’s website, which is located at www.snhreit.com.
Participants wanting to access the webcast should visit the company’s
website about five minutes before the call. The archived webcast will be
available for replay on the company’s website following the call for
about one week. The transcription, recording and retransmission in
any way of SNH’s first quarter conference call are strictly prohibited
without the prior written consent of SNH.
Supplemental Data:
A copy of SNH’s First Quarter 2017 Supplemental Operating and Financial
Data is available for download at SNH’s website, www.snhreit.com.
SNH’s website is not incorporated as part of this press release.
SNH is a real estate investment trust, or REIT, which owns senior living
communities, medical office buildings and wellness centers throughout
the United States. SNH is managed by the operating subsidiary of The RMR
Group Inc. (Nasdaq: RMR), an alternative asset management company that
is headquartered in Newton, MA.
Please see the pages attached hereto for a more detailed statement of
SNH’s operating results and financial condition, and for an explanation
of SNH’s calculation of FFO and Normalized FFO, and NOI and Cash Basis
NOI and reconciliations of net income attributable to common
shareholders and net income, respectively, determined in accordance with
GAAP to these amounts.
|
(1) Occupancy ratios for triple net leased senior living
communities are based upon operating results provided by SNH’s
tenants, and this information is usually provided to SNH three
months after the end of a fiscal quarter. As a result, occupancy
ratios presented for triple net leased senior living communities are
for the 12 months ended December 31, 2016 and 2015. SNH has not
independently verified tenant operating data.
|
|
WARNING CONCERNING FORWARD LOOKING STATEMENTS
THIS PRESS RELEASE CONTAINS STATEMENTS THAT CONSTITUTE FORWARD LOOKING
STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995 AND OTHER SECURITIES LAWS. ALSO, WHENEVER SNH USES
WORDS SUCH AS “BELIEVE”, “EXPECT”, “ANTICIPATE”, “INTEND”, “PLAN”,
“ESTIMATE”, "WILL", “MAY” AND NEGATIVES OR DERIVATIVES OF THESE OR
SIMILAR EXPRESSIONS, SNH IS MAKING FORWARD LOOKING STATEMENTS. THESE
FORWARD LOOKING STATEMENTS ARE BASED UPON SNH’S PRESENT INTENT, BELIEFS
OR EXPECTATIONS, BUT FORWARD LOOKING STATEMENTS ARE NOT GUARANTEED TO
OCCUR AND MAY NOT OCCUR. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE
CONTAINED IN OR IMPLIED BY SNH’S FORWARD LOOKING STATEMENTS AS A RESULT
OF VARIOUS FACTORS. FOR EXAMPLE:
-
MR. HEGARTY'S STATEMENT IN THIS PRESS RELEASE THAT SNH CONTINUED TO
INVEST CAPITAL IN ITS EXISTING PROPERTIES DURING THE FIRST QUARTER OF
2017 TO REMAIN COMPETITIVE WITH NEW SUPPLY MAY IMPLY THAT SNH WILL
CONTINUE TO INVEST CAPITAL IN ITS PROPERTIES. HOWEVER, SNH MAY REDUCE
OR DISCONTINUE SUCH INVESTMENTS, AND SNH'S PROPERTIES MAY NOT BE ABLE
TO SUCCESSFULLY COMPETE WITH NEWER PROPERTIES DESPITE ITS CAPITAL
INVESTMENTS.
-
MR. HEGARTY'S STATEMENT IN THIS PRESS RELEASE THAT SNH'S RECENT JOINT
VENTURE TRANSACTION DECREASED SNH LEVERAGE MAY IMPLY THAT SNH’S
LEVERAGE WILL BE SUSTAINED AT A REDUCED LEVEL. SNH'S DEBT LEVERAGE MAY
INCREASE IN THE FUTURE.
-
THE STATEMENT IN THIS PRESS RELEASE THAT SNH EXPECTS THE ADDITIONAL
INVESTMENTS IT REGULARLY MAKES AT ITS MOBS AND MANAGED SENIOR LIVING
COMMUNITIES MAY INCREASE OPERATING REVENUE FROM THOSE PROPERTIES.
HOWEVER, THERE CAN BE NO ASSURANCE THAT OPERATING REVENUE FROM THOSE
PROPERTIES WILL INCREASE OR REMAIN AT CURRENT LEVELS OR THAT FUTURE
INVESTMENTS IN SNH’S PROPERTIES WILL INCREASE OPERATING REVENUE FROM
THOSE PROPERTIES. IN FACT, SNH’S REVENUES MAY DECLINE.
THE INFORMATION CONTAINED IN SNH’S FILINGS WITH THE SECURITIES AND
EXCHANGE COMMISSION, OR SEC, INCLUDING UNDER “RISK FACTORS” IN SNH’S
PERIODIC REPORTS, OR INCORPORATED THEREIN, IDENTIFIES OTHER IMPORTANT
FACTORS THAT COULD CAUSE SNH’S ACTUAL RESULTS TO DIFFER MATERIALLY FROM
THOSE STATED IN OR IMPLIED BY SNH’S FORWARD LOOKING STATEMENTS. SNH’S
FILINGS WITH THE SEC ARE AVAILABLE ON THE SEC’S WEBSITE AT WWW.SEC.GOV.
YOU SHOULD NOT PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS.
EXCEPT AS REQUIRED BY LAW, SNH DOES NOT INTEND TO UPDATE OR CHANGE ANY
FORWARD LOOKING STATEMENTS AS A RESULT OF NEW INFORMATION, FUTURE EVENTS
OR OTHERWISE.
|
|
|
|
|
SENIOR HOUSING PROPERTIES TRUST
|
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
|
(amounts in thousands, except per share data)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
March 31,
|
|
|
|
|
2017
|
|
|
2016
|
Revenues:
|
|
|
|
|
|
|
|
Rental income
|
|
|
|
$
|
166,443
|
|
|
|
$
|
161,421
|
|
Residents fees and services
|
|
|
|
98,118
|
|
|
|
96,954
|
|
Total revenues
|
|
|
|
264,561
|
|
|
|
258,375
|
|
|
|
|
|
|
|
|
|
Expenses:
|
|
|
|
|
|
|
|
Property operating expenses
|
|
|
|
101,057
|
|
|
|
97,949
|
|
Depreciation and amortization
|
|
|
|
73,175
|
|
|
|
71,223
|
|
General and administrative
|
|
|
|
15,083
|
|
|
|
10,863
|
|
Acquisition and certain other transaction related costs
|
|
|
|
292
|
|
|
|
439
|
|
Impairment of assets
|
|
|
|
—
|
|
|
|
7,390
|
|
Total expenses
|
|
|
|
189,607
|
|
|
|
187,864
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
|
74,954
|
|
|
|
70,511
|
|
|
|
|
|
|
|
|
|
Dividend income
|
|
|
|
659
|
|
|
|
—
|
|
Interest and other income
|
|
|
|
120
|
|
|
|
64
|
|
Interest expense
|
|
|
|
(43,488
|
)
|
|
|
(39,280
|
)
|
Loss on early extinguishment of debt
|
|
|
|
—
|
|
|
|
(6
|
)
|
Income from continuing operations before income tax expense
|
|
|
|
|
|
|
|
|
|
and equity in earnings of an investee
|
|
|
|
32,245
|
|
|
|
31,289
|
|
Income tax expense
|
|
|
|
(92
|
)
|
|
|
(94
|
)
|
Equity in earnings of an investee
|
|
|
|
128
|
|
|
|
77
|
|
Net income
|
|
|
|
32,281
|
|
|
|
31,272
|
|
Net income attributable to noncontrolling interest
|
|
|
|
(126
|
)
|
|
|
—
|
|
Net income attributable to common shareholders
|
|
|
|
$
|
32,155
|
|
|
|
$
|
31,272
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding (basic)
|
|
|
|
237,391
|
|
|
|
237,315
|
|
Weighted average common shares outstanding (diluted)
|
|
|
|
237,416
|
|
|
|
237,329
|
|
|
|
|
|
|
|
|
|
Per common share data (basic and diluted):
|
|
|
|
|
|
|
|
Net income attributable to common shareholders
|
|
|
|
$
|
0.14
|
|
|
|
$
|
0.13
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SENIOR HOUSING PROPERTIES TRUST
|
CONSOLIDATED STATEMENTS OF FFO AND NORMALIZED FFO
|
(amounts in thousands, except per share data)
|
(unaudited)
|
|
|
|
|
|
Calculation of FFO and Normalized FFO (1):
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
|
2017
|
|
|
2016
|
Net income attributable to common shareholders
|
|
|
|
$
|
32,155
|
|
|
|
$
|
31,272
|
Depreciation and amortization expense
|
|
|
|
73,175
|
|
|
|
71,223
|
Noncontrolling interest's share of net FFO adjustments
|
|
|
|
(456
|
)
|
|
|
—
|
Impairment of assets
|
|
|
|
—
|
|
|
|
7,390
|
FFO
|
|
|
|
104,874
|
|
|
|
109,885
|
|
|
|
|
|
|
|
|
Estimated business management incentive fees (2)
|
|
|
|
3,266
|
|
|
|
—
|
Acquisition and certain other transaction related costs
|
|
|
|
292
|
|
|
|
439
|
Loss on early extinguishment of debt
|
|
|
|
—
|
|
|
|
6
|
Normalized FFO
|
|
|
|
$
|
108,432
|
|
|
|
$
|
110,330
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding (basic)
|
|
|
|
237,391
|
|
|
|
237,315
|
Weighted average common shares outstanding (diluted)
|
|
|
|
237,416
|
|
|
|
237,329
|
|
|
|
|
|
|
|
|
Per common share data (basic and diluted):
|
|
|
|
|
|
|
|
Net income attributable to common shareholders
|
|
|
|
$
|
0.14
|
|
|
|
$
|
0.13
|
FFO
|
|
|
|
$
|
0.44
|
|
|
|
$
|
0.46
|
Normalized FFO
|
|
|
|
$
|
0.46
|
|
|
|
$
|
0.46
|
Distributions declared
|
|
|
|
$
|
0.39
|
|
|
|
$
|
0.39
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
|
SNH calculates FFO and Normalized FFO as shown above. FFO is
calculated on the basis defined by the National Association of Real
Estate Investment Trusts, or NAREIT, which is net income
attributable to common shareholders, calculated in accordance with
GAAP, excluding any gain or loss on sale of properties and
impairment of real estate assets, plus real estate depreciation and
amortization and the difference between net income attributable to
common shareholders and FFO attributable to noncontrolling interest,
as well as certain other adjustments currently not applicable to
SNH. SNH’s calculation of Normalized FFO differs from NAREIT’s
definition of FFO because SNH includes business management incentive
fees, if any, only in the fourth quarter versus the quarter when
they are recognized as expense in accordance with GAAP due to their
quarterly volatility not necessarily being indicative of SNH’s core
operating performance and the uncertainty as to whether any such
business management incentive fees will be payable when all
contingencies for determining such fees are determined at the end of
the calendar year, and SNH excludes acquisition and certain other
transaction related costs such as legal and professional fees
associated with SNH's acquisition and disposition activities, gains
and losses on early extinguishment of debt, if any, and Normalized
FFO from noncontrolling interest, net of FFO, if any. SNH considers
FFO and Normalized FFO to be appropriate supplemental measures of
operating performance for a REIT, along with net income attributable
to common shareholders and operating income. SNH believes that FFO
and Normalized FFO provide useful information to investors, because
by excluding the effects of certain historical amounts, such as
depreciation and amortization expense, FFO and Normalized FFO may
facilitate a comparison of SNH's operating performance between
periods and with other REITs. FFO and Normalized FFO are among the
factors considered by SNH’s Board of Trustees when determining the
amount of distributions to its shareholders. Other factors include,
but are not limited to, requirements to maintain SNH’s qualification
for taxation as a REIT, limitations in SNH’s revolving credit
facility and term loan agreements and SNH’s public debt covenants,
the availability to SNH of debt and equity capital, SNH’s
expectation of its future capital requirements and operating
performance and SNH’s expected needs and availability of cash to pay
its obligations. FFO and Normalized FFO do not represent cash
generated by operating activities in accordance with GAAP and should
not be considered as alternatives to net income, net income
attributable to common shareholders or operating income as an
indicator of SNH’s operating performance or as a measure of SNH’s
liquidity. These measures should be considered in conjunction with
net income, net income attributable to common shareholders and
operating income as presented in SNH’s Condensed Consolidated
Statements of Income. Other REITs and real estate companies may
calculate FFO and Normalized FFO differently than SNH does.
|
|
|
|
|
(2)
|
|
|
Incentive fees under SNH’s business management agreement are payable
after the end of each calendar year, are calculated based on common
share total return, as defined, and are included in general and
administrative expense in SNH’s Condensed Consolidated Statements of
Income. In calculating net income attributable to common
shareholders in accordance with GAAP, SNH recognizes estimated
business management incentive fee expense, if any, in the first,
second and third quarters. Although SNH recognizes this expense, if
any, in the first, second and third quarters for purposes of
calculating net income attributable to common shareholders, SNH does
not include these amounts in the calculation of Normalized FFO until
the fourth quarter, when the amount of the business management
incentive fee expense for the calendar year, if any, is determined.
|
|
|
|
|
|
|
|
|
|
SENIOR HOUSING PROPERTIES TRUST
|
CALCULATION AND RECONCILIATION OF NET OPERATING INCOME (NOI)
AND CASH BASIS NOI
|
(amounts in thousands)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
|
2017
|
|
|
2016
|
Calculation of NOI and Cash Basis NOI(1):
|
|
|
|
|
|
|
|
Revenues:
|
|
|
|
|
|
|
|
Rental income
|
|
|
|
$
|
166,443
|
|
|
|
$
|
161,421
|
|
Residents fees and services
|
|
|
|
98,118
|
|
|
|
96,954
|
|
Total revenues
|
|
|
|
264,561
|
|
|
|
258,375
|
|
Property operating expenses
|
|
|
|
(101,057
|
)
|
|
|
(97,949
|
)
|
Property net operating income (NOI):
|
|
|
|
163,504
|
|
|
|
160,426
|
|
Non-cash straight line rent adjustments
|
|
|
|
(3,429
|
)
|
|
|
(4,561
|
)
|
Lease value amortization
|
|
|
|
(1,291
|
)
|
|
|
(1,254
|
)
|
Lease termination fee amortization
|
|
|
|
—
|
|
|
|
(42
|
)
|
Non-cash amortization included in property operating expenses(2)
|
|
|
|
(199
|
)
|
|
|
(199
|
)
|
Cash Basis NOI
|
|
|
|
$
|
158,585
|
|
|
|
$
|
154,370
|
|
|
|
|
|
|
|
|
|
Reconciliation of Net Income to Cash
Basis NOI:
|
|
|
|
|
|
|
|
Net income
|
|
|
|
$
|
32,281
|
|
|
|
$
|
31,272
|
|
|
|
|
|
|
|
|
|
Equity in earnings of an investee
|
|
|
|
(128
|
)
|
|
|
(77
|
)
|
Income tax expense
|
|
|
|
92
|
|
|
|
94
|
|
Loss on early extinguishment of debt
|
|
|
|
—
|
|
|
|
6
|
|
Interest expense
|
|
|
|
43,488
|
|
|
|
39,280
|
|
Interest and other income
|
|
|
|
(120
|
)
|
|
|
(64
|
)
|
Dividend income
|
|
|
|
(659
|
)
|
|
|
—
|
|
Operating income
|
|
|
|
74,954
|
|
|
|
70,511
|
|
|
|
|
|
|
|
|
|
Impairment of assets
|
|
|
|
—
|
|
|
|
7,390
|
|
Acquisition and certain other transaction related costs
|
|
|
|
292
|
|
|
|
439
|
|
General and administrative expense
|
|
|
|
15,083
|
|
|
|
10,863
|
|
Depreciation and amortization expense
|
|
|
|
73,175
|
|
|
|
71,223
|
|
Property NOI
|
|
|
|
163,504
|
|
|
|
160,426
|
|
|
|
|
|
|
|
|
|
Non-cash amortization included in property operating expenses(2)
|
|
|
|
(199
|
)
|
|
|
(199
|
)
|
Lease termination fee amortization
|
|
|
|
—
|
|
|
|
(42
|
)
|
Lease value amortization
|
|
|
|
(1,291
|
)
|
|
|
(1,254
|
)
|
Non-cash straight line rent adjustments
|
|
|
|
(3,429
|
)
|
|
|
(4,561
|
)
|
Cash Basis NOI
|
|
|
|
$
|
158,585
|
|
|
|
$
|
154,370
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
|
The calculations of NOI and Cash Basis NOI exclude certain
components of net income in order to provide results that are more
closely related to SNH’s property level results of operations. SNH
calculates NOI and Cash Basis NOI as shown above. SNH defines NOI as
income from its real estate less its property operating expenses.
NOI excludes amortization of capitalized tenant improvement costs
and leasing commissions because SNH records those amounts as
depreciation and amortization. SNH defines Cash Basis NOI as NOI
excluding non-cash straight line rent adjustments, lease value
amortization, lease termination fee amortization, if any, and
non-cash amortization included in property operating expenses. SNH
considers NOI and Cash Basis NOI to be appropriate supplemental
measures to net income because they may help both investors and
management to understand the operations of SNH’s properties. SNH
uses NOI and Cash Basis NOI internally to evaluate individual and
company wide property level performance, and it believes that NOI
and Cash Basis NOI provide useful information to investors regarding
its results of operations because these measures reflect only those
income and expense items that are generated and incurred at the
property level and may facilitate comparisons of its operating
performance between periods and with other REITs. NOI and Cash Basis
NOI do not represent cash generated by operating activities in
accordance with GAAP and should not be considered as an alternative
to net income or operating income as an indicator of SNH’s operating
performance or as a measure of SNH’s liquidity. These measures
should be considered in conjunction with net income and operating
income as presented in SNH’s Condensed Consolidated Statements of
Income. Other REITs and real estate companies may calculate NOI and
Cash Basis NOI differently than SNH does.
|
|
|
|
|
(2)
|
|
|
SNH recorded a liability for the amount by which the estimated fair
value for accounting purposes exceeded the price SNH paid for its
investment in RMR common stock in June 2015. A portion of this
liability is being amortized on a straight line basis through
December 31, 2035 as a reduction to property management fees, which
are included in property operating expenses.
|
|
|
|
|
|
|
|
|
|
|
|
|
SENIOR HOUSING PROPERTIES TRUST
|
Calculation and Reconciliation of NOI, Cash Basis NOI, Same
Property NOI and Same Property Cash Basis NOI by Segment (1)
|
(dollars in thousands)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended March 31, 2017
|
|
|
For the Three Months Ended March 31, 2016
|
Calculation of NOI and Cash Basis NOI:
|
|
|
|
Triple Net Leased Senior Living Communities
|
|
|
Managed Senior Living Communities
|
|
|
MOBs
|
|
|
Non- Segment (2)
|
|
|
Total
|
|
|
Triple Net Leased Senior Living Communities
|
|
|
Managed Senior Living Communities
|
|
|
MOBs
|
|
|
Non- Segment (2)
|
|
|
Total
|
Rental income / residents fees and services
|
|
|
|
$
|
67,252
|
|
|
|
$
|
98,118
|
|
|
|
$
|
94,646
|
|
|
|
$
|
4,545
|
|
|
|
$
|
264,561
|
|
|
|
$
|
65,308
|
|
|
|
$
|
96,954
|
|
|
|
$
|
91,582
|
|
|
|
$
|
4,531
|
|
|
|
$
|
258,375
|
|
Property operating expenses
|
|
|
|
—
|
|
|
|
(73,880
|
)
|
|
|
(27,177
|
)
|
|
|
—
|
|
|
|
(101,057
|
)
|
|
|
(363
|
)
|
|
|
(72,178
|
)
|
|
|
(25,408
|
)
|
|
|
—
|
|
|
|
(97,949
|
)
|
Property net operating income (NOI)
|
|
|
|
$
|
67,252
|
|
|
|
$
|
24,238
|
|
|
|
$
|
67,469
|
|
|
|
$
|
4,545
|
|
|
|
$
|
163,504
|
|
|
|
$
|
64,945
|
|
|
|
$
|
24,776
|
|
|
|
$
|
66,174
|
|
|
|
$
|
4,531
|
|
|
|
$
|
160,426
|
|
NOI change
|
|
|
|
3.6
|
%
|
|
|
(2.2
|
)%
|
|
|
2.0
|
%
|
|
|
0.3
|
%
|
|
|
1.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property NOI
|
|
|
|
$
|
67,252
|
|
|
|
$
|
24,238
|
|
|
|
$
|
67,469
|
|
|
|
$
|
4,545
|
|
|
|
$
|
163,504
|
|
|
|
$
|
64,945
|
|
|
|
$
|
24,776
|
|
|
|
$
|
66,174
|
|
|
|
$
|
4,531
|
|
|
|
$
|
160,426
|
|
Less:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash straight line rent adjustments
|
|
|
|
776
|
|
|
|
—
|
|
|
|
2,515
|
|
|
|
138
|
|
|
|
3,429
|
|
|
|
1,172
|
|
|
|
—
|
|
|
|
3,252
|
|
|
|
137
|
|
|
|
4,561
|
|
Lease value amortization
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,236
|
|
|
|
55
|
|
|
|
1,291
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,199
|
|
|
|
55
|
|
|
|
1,254
|
|
Lease termination fee amortization
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
42
|
|
|
|
—
|
|
|
|
42
|
|
Non-cash amortization included in property operating expenses (3)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
199
|
|
|
|
—
|
|
|
|
199
|
|
|
|
—
|
|
|
|
—
|
|
|
|
199
|
|
|
|
—
|
|
|
|
199
|
|
Cash Basis NOI
|
|
|
|
$
|
66,476
|
|
|
|
$
|
24,238
|
|
|
|
$
|
63,519
|
|
|
|
$
|
4,352
|
|
|
|
$
|
158,585
|
|
|
|
$
|
63,773
|
|
|
|
$
|
24,776
|
|
|
|
$
|
61,482
|
|
|
|
$
|
4,339
|
|
|
|
$
|
154,370
|
|
Cash Basis NOI change
|
|
|
|
4.2
|
%
|
|
|
(2.2
|
)%
|
|
|
3.3
|
%
|
|
|
0.3
|
%
|
|
|
2.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of NOI to Same Property NOI:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property NOI
|
|
|
|
$
|
67,252
|
|
|
|
$
|
24,238
|
|
|
|
$
|
67,469
|
|
|
|
$
|
4,545
|
|
|
|
$
|
163,504
|
|
|
|
$
|
64,945
|
|
|
|
$
|
24,776
|
|
|
|
$
|
66,174
|
|
|
|
$
|
4,531
|
|
|
|
$
|
160,426
|
|
Less:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOI not included in same property
|
|
|
|
2,457
|
|
|
|
1,262
|
|
|
|
2,964
|
|
|
|
—
|
|
|
|
6,683
|
|
|
|
846
|
|
|
|
1,060
|
|
|
|
1,179
|
|
|
|
—
|
|
|
|
3,085
|
|
Same property NOI (4)
|
|
|
|
$
|
64,795
|
|
|
|
$
|
22,976
|
|
|
|
$
|
64,505
|
|
|
|
$
|
4,545
|
|
|
|
$
|
156,821
|
|
|
|
$
|
64,099
|
|
|
|
$
|
23,716
|
|
|
|
$
|
64,995
|
|
|
|
$
|
4,531
|
|
|
|
$
|
157,341
|
|
Same property NOI change
|
|
|
|
1.1
|
%
|
|
|
(3.1
|
)%
|
|
|
(0.8
|
)%
|
|
|
0.3
|
%
|
|
|
(0.3
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Same Property NOI to Same Property Cash Basis
NOI:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Same property NOI (4)
|
|
|
|
$
|
64,795
|
|
|
|
$
|
22,976
|
|
|
|
$
|
64,505
|
|
|
|
$
|
4,545
|
|
|
|
$
|
156,821
|
|
|
|
$
|
64,099
|
|
|
|
$
|
23,716
|
|
|
|
$
|
64,995
|
|
|
|
$
|
4,531
|
|
|
|
$
|
157,341
|
|
Less:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash straight line rent adjustments
|
|
|
|
777
|
|
|
|
—
|
|
|
|
2,178
|
|
|
|
138
|
|
|
|
3,093
|
|
|
|
1,106
|
|
|
|
—
|
|
|
|
3,282
|
|
|
|
137
|
|
|
|
4,525
|
|
Lease value amortization
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,199
|
|
|
|
55
|
|
|
|
1,254
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,082
|
|
|
|
55
|
|
|
|
1,137
|
|
Non-cash amortization included in property operating expenses (3)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
199
|
|
|
|
—
|
|
|
|
199
|
|
|
|
—
|
|
|
|
—
|
|
|
|
197
|
|
|
|
—
|
|
|
|
197
|
|
Same property cash basis NOI (4)
|
|
|
|
$
|
64,018
|
|
|
|
$
|
22,976
|
|
|
|
$
|
60,929
|
|
|
|
$
|
4,352
|
|
|
|
$
|
152,275
|
|
|
|
$
|
62,993
|
|
|
|
$
|
23,716
|
|
|
|
$
|
60,434
|
|
|
|
$
|
4,339
|
|
|
|
$
|
151,482
|
|
Same property cash basis NOI change
|
|
|
|
1.6
|
%
|
|
|
(3.1
|
)%
|
|
|
0.8
|
%
|
|
|
0.3
|
%
|
|
|
0.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
|
See above for the calculation of NOI and a reconciliation of net
income determined in accordance with GAAP to that amount. For a
definition of NOI and Cash Basis NOI, a description of why
management believes they are appropriate supplemental measures and a
description of how management uses these measures, please see
footnote 1 to the table included on page 7.
|
(2)
|
|
|
Includes the operating results of certain properties that offer
wellness, fitness and spa services to members.
|
(3)
|
|
|
SNH recorded a liability for the amount by which the estimated fair
value for accounting purposes exceeded the price SNH paid for its
investment in RMR common stock in June 2015. A portion of this
liability is being amortized on a straight line basis through
December 31, 2035 as a reduction to property management fees, which
are included in property operating expenses.
|
(4)
|
|
|
Consists of properties owned continuously and properties owned and
managed continuously by the same operator since January 1, 2016 and
includes our property subject to a joint venture arrangement and
excludes properties classified as held for sale, if any.
|
|
|
|
|
|
|
|
|
|
|
|
|
SENIOR HOUSING PROPERTIES TRUST
|
CONDENSED CONSOLIDATED BALANCE SHEETS
|
(amounts in thousands)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2017
|
|
|
December 31, 2016
|
ASSETS
|
|
|
|
|
|
|
|
Real estate properties
|
|
|
|
$
|
7,767,756
|
|
|
|
$
|
7,730,523
|
|
Accumulated depreciation
|
|
|
|
(1,376,898
|
)
|
|
|
(1,328,011
|
)
|
|
|
|
|
6,390,858
|
|
|
|
6,402,512
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
32,272
|
|
|
|
31,749
|
|
Restricted cash
|
|
|
|
3,126
|
|
|
|
3,829
|
|
Acquired real estate leases and other intangible assets, net
|
|
|
|
496,620
|
|
|
|
514,446
|
|
Other assets, net
|
|
|
|
297,328
|
|
|
|
275,218
|
|
Total assets
|
|
|
|
$
|
7,220,204
|
|
|
|
$
|
7,227,754
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
Unsecured revolving credit facility
|
|
|
|
$
|
97,000
|
|
|
|
$
|
327,000
|
|
Unsecured term loans, net
|
|
|
|
547,246
|
|
|
|
547,058
|
|
Senior unsecured notes, net
|
|
|
|
1,723,484
|
|
|
|
1,722,758
|
|
Secured debt and capital leases, net
|
|
|
|
1,114,796
|
|
|
|
1,117,649
|
|
Accrued interest
|
|
|
|
33,522
|
|
|
|
18,471
|
|
Assumed real estate lease obligations, net
|
|
|
|
103,521
|
|
|
|
106,038
|
|
Other liabilities
|
|
|
|
181,611
|
|
|
|
189,375
|
|
Total liabilities
|
|
|
|
3,801,180
|
|
|
|
4,028,349
|
|
|
|
|
|
|
|
|
|
Total equity
|
|
|
|
3,419,024
|
|
|
|
3,199,405
|
|
Total liabilities and equity
|
|
|
|
$
|
7,220,204
|
|
|
|
$
|
7,227,754
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A Maryland Real Estate Investment Trust with transferable shares of
beneficial interest listed on the Nasdaq.
No shareholder, Trustee
or officer is personally liable for any act or obligation of the Trust.

View source version on businesswire.com: http://www.businesswire.com/news/home/20170505005178/en/
Source: Senior Housing Properties Trust