30.10.2007 02:43:00
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HCP Reports Results for the Quarter Ended September 30, 2007
HCP (the "Company”
or "we”) (NYSE:HCP)
announced results for the quarter ended September 30, 2007. Funds From
Operations ("FFO”)
applicable to common shares was $109.0 million, or $0.52 per diluted
share of common stock, for the quarter ended September 30, 2007,
compared to FFO applicable to common shares of $69.4 million, or $0.50
per diluted share of common stock, in the year ago period. FFO
applicable to common shares for the nine months ended September 30, 2007
was $331.9 million, or $1.60 per diluted share of common stock, compared
to FFO applicable to common shares of $207.1 million, or $1.50 per
diluted share of common stock, in the year ago period.
FFO applicable to common shares for the three and nine months ended
September 30, 2007 includes the impact of merger-related charges of
$0.05 and $0.08 per diluted share of common stock, respectively.
Merger-related charges in 2007 include the amortization and write-off of
fees associated with our CNL Retirement Properties, Inc. ("CRP”)
and Slough Estates USA Inc. ("SEUSA”)
merger financing, severance and retention related compensation, as well
as other CRP and SEUSA integration costs. FFO applicable to common
shares for the nine months ended September 30, 2006, includes the impact
of impairment charges of $0.03 per diluted share of common stock. FFO
applicable to common shares for the three months ended September 30,
2007 includes income of $0.04 per diluted share of common stock,
resulting from our change in estimate related to the collectibility of
straight-line rental income from Summerville Senior Living, Inc., which
was acquired by Emeritus Corporation. FFO is a supplemental non-GAAP
financial measure that the Company believes is helpful in evaluating the
operating performance of real estate investment trusts.
Net income applicable to common shares for the quarter ended September
30, 2007 was $316.9 million, or $1.53 per diluted share of common stock,
compared to net income applicable to common shares of $71.5 million, or
$0.52 per diluted share of common stock, in the year ago period. Net
income applicable to common shares for the nine months ended September
30, 2007 was $522.9 million, or $2.53 per diluted share of common stock,
compared to net income applicable to common shares of $160.4 million, or
$1.17 per diluted share of common stock, in the year ago period. Net
income applicable to common shares for the three and nine months ended
September 30, 2007 includes gains on sales of real estate and real
estate interest of $286.2 million and $402.4 million, respectively.
ACQUISITION OF SLOUGH ESTATES USA INC.
On August 1, 2007, we closed our acquisition of SEUSA for aggregate cash
consideration of approximately $3.0 billion. SEUSA’s
life science portfolio is concentrated in the San Francisco Bay Area and
San Diego County and comprises 83 existing properties representing
approximately 5.2 million square feet and an established development
pipeline of 3.8 million square feet upon completion.
In connection with our acquisition of SEUSA, we obtained, from a
syndicate of banks, a financing commitment for a $3.0 billion bridge
loan under which $2.75 billion was borrowed at closing. In October 2007,
we made aggregate payments of approximately $1.4 billion, reducing the
outstanding principal balance of the bridge loan to $1.35 billion.
OTHER INVESTMENT TRANSACTIONS
During the three months ended September 30, 2007, excluding the
acquisition of SEUSA, we made investments of $118 million with an
average yield of 7.8%. Our investments, including the acquisition of
SEUSA, for the nine months ended September 30, 2007 aggregated $3.7
billion with an average yield of 6.6%, and were made in the following
sectors: (i) 83% life science, (ii) 9% medical office buildings ("MOB”),
(iii) 7% hospitals and (iv) 1% senior housing and other healthcare
facilities.
During the three months ended September 30, 2007, we sold 42 properties
for $504 million, which included the sale of 41 properties to Emeritus
Corporation for $501.5 million. Our sales of properties and marketable
securities for the nine months ended September 30, 2007 aggregated $949
million and were made from the following sectors: (i) 58% senior
housing, (ii) 33% skilled nursing facilities, (iii) 5% hospitals, (iv)
3% MOB and (v) 1% other healthcare facilities.
For the three and nine months ended September 30, 2007, we recognized
gains from sales of real estate and real estate interest of $286.2
million and $402.4 million, respectively. For the nine months ended
September 30, 2007, we recognized gains from sales of marketable
securities of $5 million.
JOINT VENTURE TRANSACTION
On September 28, 2007, HCP Ventures IV, LLC, a joint venture formed on
April 30, 2007, acquired an MOB valued at $35 million and concurrently
placed $23 million of secured debt. The acquisition was funded pro-rata
by the partners to this joint venture.
CAPITAL MARKET TRANSACTIONS
On October 5, 2007, we issued 9 million shares of common stock and
received net proceeds of approximately $303 million, which were used to
repay outstanding borrowings under our bridge loan.
On October 15, 2007, we issued $600 million of 6.70% senior unsecured
notes due in 2018. The notes were priced at 99.793% of the principal
amount for an effective yield of 6.73%. We received net proceeds of
approximately $595 million, which were used to repay outstanding
borrowings under our bridge loan.
OTHER EVENTS
On September 7, 2007, we changed our name from Health Care Property
Investors, Inc. to HCP, Inc. Our common stock continues to trade on the
New York Stock Exchange under the symbol HCP.
On October 25, 2007, our Board of Directors declared a quarterly common
stock cash dividend of $0.445 per share. The common stock dividend will
be paid on November 19, 2007 to stockholders of record as of the close
of business on November 5, 2007.
On October 25, 2007, our Board of Directors unanimously elected Ms.
Christine Garvey as a new director.
FUTURE OPERATIONS
For the full year 2007, we presently expect net income applicable to
common shares to range between $2.71 and $2.76 per diluted common share,
FFO applicable to common shares to range between $2.10 and $2.15 per
diluted common share, and FFO applicable to common shares, before giving
effect to merger-related charges, to range between $2.20 and $2.25 per
diluted common share.
COMPANY INFORMATION
HCP has scheduled a conference call and webcast for Tuesday, October 30,
2007 at 9:00 a.m. Pacific Time (12:00 p.m. Eastern Time) in order to
present the Company’s performance and
operating results for the quarter ended September 30, 2007. The
conference call is accessible by dialing (866) 314-5050 (U.S.) or (617)
213-8051 (International). The participant pass code is 10328837. The
webcast is accessible via the Company’s
website at www.hcpi.com. The link can
be found on the "Event Calendar”
page which is under the "Investor Relations”
tab. A webcast replay of the conference call will be available after
11:00 a.m. Pacific Time (2:00 p.m. Eastern Time) on October 30, 2007
through November 13, 2007 on the Company’s
website. The Company’s supplemental
information package for the current period will also be available on the
Company’s website in the "Presentations”
section of the "Investor Relations”
tab.
ABOUT HCP
HCP, Inc. is a self-administered REIT that, together with its
consolidated entities, invests directly, or through joint ventures, in
healthcare-related facilities located primarily throughout the United
States. As of September 30, 2007, the Company’s
portfolio of properties, excluding assets held for sale but including
investments through joint ventures and mortgage loans, included 753
properties and consisted of 271 senior housing facilities, 265 medical
office buildings, 99 life science facilities, 41 hospitals, 65 skilled
nursing facilities and 12 other healthcare facilities. For more
information, visit the Company’s website at www.hcpi.com.
FORWARD-LOOKING STATEMENTS "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 include the Company’s
estimate of net income per diluted common share, FFO per diluted common
share, and FFO per diluted common share before giving effect to
merger-related charges for the full year of 2007. These
statements 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 the
ability of the Company to achieve its expected benefits from
acquisitions; the ability of the Company to integrate companies and to
preserve the goodwill of these acquired companies; 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 senior housing 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 condition 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
the Company’s Securities and Exchange
Commission filings. HCP, INC.
Summary of Information
In thousands, except per share data (Unaudited)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2007
2006
2007
2006
Revenues and other income
$
284,249
$
119,815
$
764,848
$
348,836
Net income applicable to common shares
$
316,866
$
71,536
$
522,872
$
160,425
Basic earnings per common share
$
1.54
$
0.52
$
2.55
$
1.18
Diluted earnings per common share
$
1.53
$
0.52
$
2.53
$
1.17
Weighted average shares used to calculate diluted earnings per
common share
207,070
137,578
206,672
137,209
Funds from operations applicable to common shares (1)
$
109,007
$
69,420
$
331,850
$
207,124
Diluted funds from operations applicable to common shares
(1)
$
111,613
$
71,953
$
341,937
$
214,956
Basic funds from operations per common share (1)
$
0.53
$
0.51
$
1.62
$
1.52
Diluted funds from operations per common share (1)
$
0.52
$
0.50
$
1.60
$
1.50
Weighted average shares used to calculate diluted funds from
operations per common share (1)
212,920
143,538
213,947
143,349
Impact of merger-related and impairment charges:
Merger-related charges
$
9,078
$
-
$
18,057
$
-
Impairments
-
-
-
4,711
$
9,078
$
-
$
18,057
$
4,711
Per common share impact of merger-related and impairment charges on
diluted funds from operations
$
0.05
$
-
$
0.08
$
0.03
(1) The Company believes that Funds From
Operations ("FFO”)
applicable to common shares, Diluted Funds From Operations applicable to
common shares and Basic and Diluted Funds From Operations per common
share are important 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. Since
real estate values instead have historically risen and fallen with
market conditions, presentations of operating results for a real estate
investment trust that use historical cost accounting for depreciation
could be less informative. The term FFO was designed by the real estate
investment trust industry to address this issue.
FFO is defined as net income applicable to common shares (computed in
accordance with U.S. generally accepted accounting principles),
excluding gains or losses from real estate dispositions, plus real
estate depreciation and amortization, with adjustments for joint
ventures. Adjustments for joint ventures are calculated to reflect FFO
on the same basis. FFO does not represent cash generated from operating
activities in accordance with U.S. generally accepted accounting
principles, is not necessarily indicative of cash available to fund cash
needs and should not be considered an alternative to net income. 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 National
Association of Real Estate Investment Trusts ("NAREIT”)
definition or that have a different interpretation of the current NAREIT
definition from the Company. A reconciliation of net income applicable
to common shares to FFO applicable to common shares is provided herein.
HCP, INC.
Consolidated Statements of Income
In thousands, except per share data (Unaudited)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2007
2006
2007
2006
Revenues and other income:
Rental and related revenues
$
242,267
$
112,234
$
648,994
$
320,174
Income from direct financing leases
18,832
-
49,037
-
Investment management fee income
1,602
678
12,062
2,675
Interest and other income
21,548
6,903
54,755
25,987
284,249
119,815
764,848
348,836
Costs and expenses:
Interest
103,829
36,727
255,918
101,986
Depreciation and amortization
74,253
27,779
195,415
80,033
Operating
52,582
19,902
133,664
56,252
General and administrative
16,558
8,261
55,443
25,137
247,222
92,669
640,440
263,408
Operating income:
37,027
27,146
124,408
85,428
Equity income from unconsolidated joint ventures
1,242
1,044
3,758
7,580
Gain on sale of real estate interest
-
-
10,141
-
Minority interests’ share of earnings
(6,018
)
(3,511
)
(17,992
)
(11,458
)
Income from continuing operations:
32,251
24,679
120,315
81,550
Discontinued operations:
Operating income
3,744
16,411
26,136
52,833
Impairments
-
-
-
(4,711
)
Gains on sales of real estate
286,153
35,728
392,269
46,601
289,897
52,139
418,405
94,723
Net income:
322,148
76,818
538,720
176,273
Preferred stock dividends
(5,282
)
(5,282
)
(15,848
)
(15,848
)
Net income applicable to common shares:
$
316,866
$
71,536
$
522,872
$
160,425
Basic earnings per common share:
Continuing operations
$
0.13
$
0.14
$
0.51
$
0.48
Discontinued operations
1.41
0.38
2.04
0.70
Net income applicable to common shares
$
1.54
$
0.52
$
2.55
$
1.18
Diluted earnings per common share:
Continuing operations
$
0.13
$
0.14
$
0.51
$
0.48
Discontinued operations
1.40
0.38
2.02
0.69
Net income applicable to common shares
$
1.53
$
0.52
$
2.53
$
1.17
Weighted average shares used to calculate earnings per common
share:
Basic
206,186
136,682
205,322
136,402
Diluted
207,070
137,578
206,672
137,209
HCP, INC.
Funds From Operations Information
In thousands, except per share data (Unaudited)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2007
2006
2007
2006
Net income applicable to common shares:
$
316,866
$
71,536
$
522,872
$
160,425
Depreciation and amortization of real estate, in-place lease and
other intangibles:
Continuing operations
74,253
27,779
195,415
80,033
Discontinued operations
51
5,009
6,465
15,792
Gains on sales of real estate and real estate interest
(286,153
)
(35,728
)
(402,410
)
(46,601
)
Equity income from unconsolidated joint ventures
(1,242
)
(1,044
)
(3,758
)
(7,580
)
FFO from unconsolidated joint ventures
6,187
2,177
15,819
5,690
Minority interests’ share of earnings
6,018
3,511
17,992
11,458
Minority interests’ share of FFO
(6,973
)
(3,820
)
(20,545
)
(12,093
)
Funds from operations applicable to common shares (1)
$
109,007
$
69,420
$
331,850
$
207,124
Distributions on convertible units
$
2,606
$
2,533
$
10,087
$
7,832
Diluted funds from operations applicable to common shares
(1):
$
111,613
$
71,953
$
341,937
$
214,956
Basic funds from operations per common share (1)
$
0.53
$
0.51
$
1.62
$
1.52
Diluted funds from operations per common share (1)
$
0.52
$
0.50
$
1.60
$
1.50
Weighted average shares used to calculate diluted funds from
operations per common share (1)
212,920
143,538
213,947
143,349
Impact of merger-related and impairment charges:
Merger-related charges
$
9,078
$
-
$
18,057
$
-
Impairments
-
-
-
4,711
$
9,078
$
-
$
18,057
$
4,711
Per common share impact of merger-related and impairment charges on
diluted funds from operations
$
0.05
$
-
$
0.08
$
0.03
(1) The Company believes that Funds From
Operations ("FFO”)
applicable to common shares, Diluted Funds From Operations applicable to
common shares and Basic and Diluted Funds From Operations per common
share are important 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. Since
real estate values instead have historically risen and fallen with
market conditions, presentations of operating results for a real estate
investment trust that use historical cost accounting for depreciation
could be less informative. The term FFO was designed by the real estate
investment trust industry to address this issue.
FFO is defined as net income applicable to common shares (computed in
accordance with U.S. generally accepted accounting principles),
excluding gains or losses from real estate dispositions, plus real
estate depreciation and amortization, with adjustments for joint
ventures. Adjustments for joint ventures are calculated to reflect FFO
on the same basis. FFO does not represent cash generated from operating
activities in accordance with U.S. generally accepted accounting
principles, is not necessarily indicative of cash available to fund cash
needs and should not be considered an alternative to net income. 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 have a different interpretation of the current NAREIT definition
from the Company.
HCP, INC.
Consolidated Balance Sheets
In thousands, except share and per share data
September 30,
December 31,
2007
2006
Assets
(unaudited)
Real estate:
Buildings and improvements
$
8,017,019
$
5,767,079
Developments in process
266,903
42,346
Land
1,601,529
653,435
Less accumulated depreciation and amortization
672,401
523,732
Net real estate
9,213,050
5,939,128
Net investment in direct financing leases
637,742
678,013
Loans receivable, net
159,879
196,480
Investments in and advances to unconsolidated joint ventures
248,676
25,389
Accounts receivable, net of allowance of $22,273 and $24,205,
respectively
34,403
31,026
Cash and cash equivalents
568,853
58,405
Restricted cash
65,080
40,786
Intangible assets, net
648,915
380,568
Real estate held for sale, net
5,578
502,278
Real estate held for contribution, net
—
1,684,341
Other assets, net
513,957
476,335
Total assets
$
12,096,133
$
10,012,749
Liabilities and Stockholders’ Equity
Bank line of credit
$
—
$
624,500
Bridge and term loans
2,750,000
504,593
Senior unsecured notes
3,224,215
2,748,522
Mortgage debt
1,280,515
1,288,681
Mortgage debt on assets held for sale
3,779
38,617
Mortgage debt on assets held for contribution
—
889,356
Other debt
109,208
107,746
Intangible liabilities, net
286,270
134,050
Accounts payable and accrued liabilities
214,809
200,088
Deferred revenue
44,454
20,795
Total liabilities
7,913,250
6,556,948
Minority interests:
Joint venture partners
33,177
34,211
Non-managing member unitholders
305,850
127,554
Total minority interests
339,027
161,765
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $1.00 par value: 50,000,000 shares authorized;
11,820,000 shares issued and outstanding, liquidation preference of
$25.00 per share
285,173
285,173
Common stock, $1.00 par value: 750,000,000 shares authorized;
207,277,390 and 198,599,054 shares issued and outstanding,
respectively
207,277
198,599
Additional paid-in capital
3,413,124
3,108,908
Cumulative dividends in excess of earnings
(69,436
)
(316,369
)
Accumulated other comprehensive income
7,718
17,725
Total stockholders’ equity
3,843,856
3,294,036
Total liabilities and stockholders’ equity
$
12,096,133
$
10,012,749
HCP, INC.
Projected Funds From Operations (1) (Unaudited)
PROJECTED FUTURE OPERATIONS (Full Year 2007):
2007
Low
High
Diluted earnings per common share
$
2.71
$
2.76
Gains on sales of real estate and real estate interest
(1.94
)
(1.94
)
Real estate depreciation and amortization
1.27
1.27
Joint venture adjustments
0.06
0.06
Diluted funds from operations per common share (2) 2.10 2.15
Merger-related charges (3)
0.10
0.10
Diluted funds from operations per common share before
merger-related charges
$
2.20
$
2.25
(1) Except as otherwise noted above, the
foregoing projections reflect management's view of current and future
market conditions, including assumptions with respect to rental rates,
occupancy levels and the earnings impact of the events referenced in
this release. These estimates also include the impact on operating
results from potential future property acquisitions and dispositions,
but do not reflect the potential impact of future impairments, if any.
By definition, FFO does not include real estate-related depreciation and
amortization or gains and losses associated with real estate disposition
activities, but does include impairment charges. There can be no
assurance that the Company's actual results will not differ materially
from the estimates set forth above. The aforementioned ranges represent
management’s best estimate of results based
upon the underlying assumptions as of the date of this press release.
(2) The Company believes that Diluted Funds
From Operations per common share is an important supplemental measure 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. Since real estate values instead have
historically risen and fallen with market conditions, presentations of
operating results for a real estate investment trust that use historical
cost accounting for depreciation could be less informative. The term FFO
was designed by the real estate investment trust industry to address
this issue.
FFO is defined as net income (computed in accordance with U.S. generally
accepted accounting principles), excluding gains or losses from real
estate dispositions, plus real estate depreciation and amortization,
with adjustments for joint ventures. Adjustments for joint ventures are
calculated to reflect FFO on the same basis. FFO does not represent cash
generated from operating activities in accordance with U.S. generally
accepted accounting principles, is not necessarily indicative of cash
available to fund cash needs and should not be considered an alternative
to net income. 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 have a different interpretation of the
current NAREIT definition from the Company.
(3) Merger-related charges primarily include
amortization of fees associated with the Company’s
former revolving line of credit and bridge loans, severance and
retention-related compensation, and integration costs.
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