UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
______________
FORM 8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of Earliest Event Reported): July
24, 2015
VENTAS,
INC.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
|
1-10989
|
61-1055020
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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353 N. Clark Street, Suite 3300, Chicago, Illinois
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60654
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s Telephone Number, Including Area Code: (877)
483-6827
Not Applicable
Former
Name or Former Address, if Changed Since Last Report
Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the Registrant under any
of the following provisions:
⃞
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
⃞
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⃞
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
⃞
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition.
On July 24, 2015, Ventas, Inc. (the “Company”) issued a press release
announcing its results of operations for the quarter ended June 30,
2015. A copy of the press release is furnished herewith as Exhibit 99.1
and incorporated in this Item 2.02 by reference.
Item
9.01. Financial Statements and Exhibits.
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(a)
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Financial Statements of Businesses Acquired.
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Not applicable.
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(b)
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Pro Forma Financial Information.
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Not applicable.
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(c)
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Shell Company Transactions.
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Not applicable.
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(d)
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Exhibits:
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Exhibit
Number
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Description
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99.1
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Press release issued by the Company on July 24, 2015.
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SIGNATURES
Pursuant to
the requirements of the Securities Exchange Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
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VENTAS, INC.
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Date:
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July 24, 2015
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By:
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/s/ T. Richard Riney
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T. Richard Riney
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Executive Vice President, Chief
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Administrative Officer and
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General Counsel
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EXHIBIT INDEX
Exhibit
Number
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Description
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99.1
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Press release issued by the Company on July 24, 2015.
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Exhibit 99.1
Ventas
Reports 2015 Second Quarter Results
-
2015
Second Quarter Normalized FFO Grows Five Percent to $1.18 Per Diluted
Share
-
2015
Normalized FFO Guidance Increases to $4.70 to $4.76 Per Diluted Share
-
CCP
Spin-Off and Ardent Hospital Transactions on Track to Close in Third
Quarter 2015
CHICAGO--(BUSINESS WIRE)--July 24, 2015--Ventas, Inc. (NYSE: VTR)
(“Ventas” or the “Company”) today reported that normalized Funds From
Operations (“FFO”) for the quarter ended June 30, 2015 increased 19
percent to $394.3 million, from $331.6 million for the comparable 2014
period. Normalized FFO per diluted common share grew five percent to
$1.18 for the quarter ended June 30, 2015, as compared to $1.12 for the
comparable 2014 period. Weighted average diluted shares outstanding for
the second quarter of 2015 increased to 334.0 million, compared to 296.5
million in the second quarter of 2014.
Strong Results and Near-Term Completion of Spin-Off and Ardent
Transactions
“We are pleased to report strong second quarter results and increase our
expectations for the full year. We drove positive same-store NOI growth
in our seniors housing portfolio, generated attractive cash flow and
closed accretive acquisitions,” Ventas Chairman and Chief Executive
Officer Debra A. Cafaro said. “We are on track to complete our
innovative and value creating spin-off of Care Capital Properties and
the Ardent hospital acquisition during the third quarter, positioning
Ventas to finish 2015 as a superior, faster growing company with
outstanding dividend growth and portfolio and operator quality.”
Net income attributable to common stockholders for the quarter ended
June 30, 2015 was $149.8 million, or $0.45 per diluted common share. Net
income attributable to common stockholders for the quarter ended June
30, 2014 was $138.4 million, or $0.47 per diluted common share.
FFO, as defined by the National Association of Real Estate Investment
Trusts (“NAREIT”), for the second quarter of 2015 was $389.0 million, or
$1.16 per diluted common share. NAREIT FFO for the second quarter of
2014 was $315.8 million, or $1.07 per diluted common share, a per share
growth rate of eight percent.
Portfolio Performance
-
Total seniors housing operating portfolio (“SHOP”) net operating
income (“NOI”) was $155.4 million in the second quarter, an increase
of 24 percent over the comparable 2014 period. Same-store SHOP NOI
grew four percent, expressed in constant currency, for the 234
same-store properties over second quarter 2014 results.
-
Same-store cash NOI growth for the Company’s total portfolio (1,342
assets) was 2.4 percent, expressed in constant currency, for the
quarter ended June 30, 2015 compared to the same period in 2014.
Year-to-date, same-store cash NOI growth for the Company’s total
portfolio was 2.8 percent.
Recent Developments
-
As announced on July 7, 2015, the Company reached an agreement with
Equity Group Investments (EGI) to capitalize Ardent’s hospital
operating company at an implied valuation of $475 million, subject to
working capital and other adjustments. Ardent’s equity will be owned
by a consortium of EGI, Ardent’s existing management and Ventas (9.9
percent). At closing, Ventas expects to have approximately $1.4
billion invested in high quality owned hospital real estate, and
Ardent will enter long term triple net leases with Ventas at an
expected going in cash yield approximating 7.5 percent. Funding for
the Ardent investment is expected to include a five year unsecured
term loan, as well as proceeds of fixed income securities, asset sales
and equity.
-
In connection with Ventas’s previously announced plan to spin off (the
“Spin-Off”) most of its skilled nursing facility portfolio into an
independent, publicly traded REIT named Care Capital Properties, Inc.
(“CCP”), CCP filed Amendment No. 2 to its Form 10 registration
statement relating to the Spin-Off with the Securities and Exchange
Commission on July 15, 2015. The transaction is expected to be
completed in August 2015, subject to applicable approvals.
-
Ventas made investments totaling $222 million during the second
quarter of 2015 at an expected unlevered cash yield of 6.8 percent.
These include an investment in the U.K. with an existing customer and
development and redevelopment funding approximating $29 million.
Balance Sheet and Liquidity
-
During the second and third quarters of 2015, Ventas issued and sold a
total of 1.6 million shares of common stock for aggregate proceeds of
approximately $105 million (before sales commissions) under its “at
the market” equity offering program at an average price per share of
$64.30.
-
In July 2015, Ventas issued $500 million of 4.125 percent senior notes
due 2026.
-
Year-to-date, Ventas has sold assets, including real estate and fixed
income securities, and received final loan repayments, generating
approximately $591 million in aggregate proceeds. The GAAP yield on
the dispositions was seven percent.
-
Ventas generated $373.6 million in operating cash flow in the second
quarter of 2015, an increase of 20 percent over Q2 2014. On a per
share basis, operating cash flow increased seven percent.
-
The Company’s Net Debt to Adjusted Pro Forma EBITDA at June 30, 2015
was 5.6x. Current debt-to-enterprise value now stands at 35 percent.
-
The Company currently has a strong liquidity position, with
approximately $1.7 billion available under its revolving credit
facility, as well as $410 million of cash on hand.
Increasing 2015 Normalized FFO Per Share Guidance
Ventas currently expects its 2015 normalized FFO per diluted share to
increase to a range between $4.70 and $4.76. This updated guidance range
represents five to six percent growth in normalized FFO per share over
2014. Ventas currently expects its 2015 NAREIT FFO per diluted share to
increase to a range between $4.51 and $4.61.
The Company’s expectations include its pending acquisition of Ardent
upon the terms and timing discussed above. This guidance does not take
into account any impact from the Spin-Off. No further investment or
disposition activity is included in the Company’s guidance range.
Same-store cash NOI is forecast to grow 2.5 to 3.5 percent in 2015,
which is consistent with previous guidance. A reconciliation of the
Company’s guidance to the Company’s projected GAAP earnings is included
in this press release.
The Company’s guidance is based on a number of other assumptions that
are subject to change and many of which are outside the control of the
Company. If actual results vary from these assumptions, the Company’s
expectations may change. There can be no assurance that the Company will
achieve these results. The Company intends to update its publicly
announced guidance following completion of the Spin-Off, but it is not
obligated to do so.
SECOND QUARTER CONFERENCE CALL
Ventas will hold a conference call to discuss this earnings release
today at 10:00 a.m. Eastern Time (9:00 a.m. Central Time). The dial-in
number for the conference call is (877) 474-9505 (or (857) 244-7558 for
international callers). The participant passcode is “Ventas.” The
conference call is being webcast live by NASDAQ OMX and can be accessed
at the Company’s website at www.ventasreit.com. A replay of
the webcast will be available following the call online, or by calling
(888) 286-8010 (or (617) 801-6888 for international callers), passcode
84642312, beginning at approximately 2:00 p.m. Eastern Time and will
remain for 35 days.
Ventas, Inc., an S&P 500 company, is a leading real estate investment
trust. Its diverse portfolio of more than 1,600 assets in the United
States, Canada and the United Kingdom consists of seniors housing
communities, medical office buildings, skilled nursing facilities,
hospitals and other properties. Through its Lillibridge subsidiary,
Ventas provides management, leasing, marketing, facility development and
advisory services to highly rated hospitals and health systems
throughout the United States. More information about Ventas and
Lillibridge can be found at www.ventasreit.com and www.lillibridge.com.
Supplemental information regarding the Company can be found on the
Company’s website under the “Investor Relations” section or at www.ventasreit.com/investor-relations/financial-information/supplemental-information.
A comprehensive listing of the Company’s properties is available at www.ventasreit.com/our-portfolio/properties-by-location.
This press release includes forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. These
statements include, but are not limited to, statements regarding the
expected timing of the completion of the proposed transaction with
Ardent Medical Services, Inc. ("Ardent Medical Services") and the
Spin-Off, the benefits of the proposed transaction with Ardent Medical
Services and the Spin-Off, including future financial and operating
results, statements regarding plans, objectives, and expectations
relating to the proposed transaction with Ardent Medical Services and
the Spin-Off and other statements that are not historical facts. In
addition, all statements regarding the Company’s or its tenants’,
operators’, borrowers’ or managers’ expected future financial condition,
results of operations, cash flows, funds from operations, dividends and
dividend plans, financing opportunities and plans, capital markets
transactions, business strategy, budgets, projected costs, operating
metrics, capital expenditures, competitive positions, acquisitions,
investment opportunities, dispositions, merger or acquisition
integration, growth opportunities, expected lease income, continued
qualification as a real estate investment trust (“REIT”), plans and
objectives of management for future operations and statements that
include words such as “anticipate,” “if,” “believe,” “plan,” “estimate,”
“expect,” “intend,” “may,” “could,” “should,” “will” and other similar
expressions are forward-looking statements. These forward-looking
statements are inherently uncertain, and actual results may differ from
the Company’s expectations. The Company does not undertake
a duty to update these forward-looking statements, which speak only as
of the date on which they are made.
The Company’s actual future results and trends may differ materially
from expectations depending on a variety of factors discussed in the
Company’s filings with the Securities and Exchange Commission. These
factors include without limitation: (a) the ability and willingness of
the Company’s tenants, operators, borrowers, managers and other third
parties to satisfy their obligations under their respective contractual
arrangements with the Company, including, in some cases, their
obligations to indemnify, defend and hold harmless the Company from and
against various claims, litigation and liabilities; (b) the ability of
the Company’s tenants, operators, borrowers and managers to maintain the
financial strength and liquidity necessary to satisfy their respective
obligations and liabilities to third parties, including without
limitation obligations under their existing credit facilities and other
indebtedness; (c) the Company’s success in implementing its business
strategy and the Company’s ability to identify, underwrite, finance,
consummate and integrate diversifying acquisitions and investments,
including investments in different asset types and outside the United
States; (d) macroeconomic conditions such as a disruption of or lack of
access to the capital markets, changes in the debt rating on U.S.
government securities, default or delay in payment by the United States
of its obligations, and changes in the federal or state budgets
resulting in the reduction or nonpayment of Medicare or Medicaid
reimbursement rates; (e) the nature and extent of future competition,
including new construction in the markets in which the Company’s seniors
housing communities and medical office buildings (“MOBs”)
are located; (f) the extent of future or pending healthcare reform
and regulation, including cost containment measures and changes in
reimbursement policies, procedures and rates; (g) increases in the
Company’s borrowing costs as a result of changes in interest rates and
other factors; (h) the ability of the Company’s operators and managers,
as applicable, to comply with laws, rules and regulations in the
operation of the Company’s properties, to deliver high-quality services,
to attract and retain qualified personnel and to attract residents and
patients; (i) changes in general economic conditions or economic
conditions in the markets in which the Company may, from time to time,
compete, and the effect of those changes on the Company’s revenues,
earnings and funding sources; (j) the Company’s ability to pay down,
refinance, restructure or extend its indebtedness as it becomes due; (k)
the Company’s ability and willingness to maintain its qualification as a
REIT in light of economic, market, legal, tax and other considerations;
(l) final determination of the Company’s taxable net income for the year
ended December 31, 2014 and for the year ending December 31, 2015; (m)
the ability and willingness of the Company’s tenants to renew their
leases with the Company upon expiration of the leases, the Company’s
ability to reposition its properties on the same or better terms in the
event of nonrenewal or in the event the Company exercises its right to
replace an existing tenant or manager, and obligations, including
indemnification obligations, the Company may incur in connection with
the replacement of an existing tenant or manager; (n) risks associated
with the Company’s senior living operating portfolio, such as factors
that can cause volatility in the Company’s operating income and earnings
generated by those properties, including without limitation national and
regional economic conditions, costs of food, materials, energy, labor
and services, employee benefit costs, insurance costs and professional
and general liability claims, and the timely delivery of accurate
property-level financial results for those properties; (o) changes in
exchange rates for any foreign currency in which the Company may, from
time to time, conduct business; (p) year-over-year changes in the
Consumer Price Index or the UK Retail Price Index and the effect of
those changes on the rent escalators contained in the Company’s leases
and the Company’s earnings; (q) the Company’s ability and the ability of
its tenants, operators, borrowers and managers to obtain and maintain
adequate property, liability and other insurance from reputable,
financially stable providers; (r) the impact of increased operating
costs and uninsured professional liability claims on the Company’s
liquidity, financial condition and results of operations or that of the
Company’s tenants, operators, borrowers and managers, and the ability of
the Company and the Company’s tenants, operators, borrowers and managers
to accurately estimate the magnitude of those claims; (s) risks
associated with the Company’s MOB portfolio and operations, including
the Company’s ability to successfully design, develop and manage MOBs,
to accurately estimate its costs in fixed fee-for-service projects and
to retain key personnel; (t) the ability of the hospitals on or near
whose campuses the Company’s MOBs are located and their affiliated
health systems to remain competitive and financially viable and to
attract physicians and physician groups; (u) the Company’s ability to
build, maintain and expand its relationships with existing and
prospective hospital and health system clients; (v) risks associated
with the Company’s investments in joint ventures and unconsolidated
entities, including its lack of sole decision-making authority and its
reliance on its joint venture partners’ financial condition; (w) the
impact of market or issuer events on the liquidity or value of the
Company’s investments in marketable securities; (x) merger and
acquisition activity in the seniors housing and healthcare industries
resulting in a change of control of, or a competitor’s investment in,
one or more of the Company’s tenants, operators, borrowers or managers
or significant changes in the senior management of the Company’s
tenants, operators, borrowers or managers; (y) the impact of litigation
or any financial, accounting, legal or regulatory issues that may affect
the Company or its tenants, operators, borrowers or managers; (z)
changes in accounting principles, or their application or
interpretation, and the Company’s ability to make estimates and the
assumptions underlying the estimates, which could have an effect on the
Company’s earnings; (aa) the inability to complete the acquisition of
Ardent Medical Services and the separation and sale of Ardent Medical
Services’ hospital operations on terms acceptable to Ventas or at all;
(bb) the failure to satisfy any conditions to completion of the Ardent
Medical Services transaction on terms acceptable to Ventas or at all;
(cc) the occurrence of any event, change or other circumstances that
could give rise to the termination of the Ardent Medical Services
purchase agreement or any other agreement relating to the transaction;
(dd) the risk that the expected benefits of the Ardent Medical Services
transaction, including financial results, may not be fully realized or
may take longer to realize than expected; (ee) risks related to
disruption of management’s attention from ongoing business operations
due to the proposed Ardent Medical Services transaction; (ff) the effect
of the announcement of the proposed Ardent Medical Services transaction
on Ventas’s or Ardent Medical Services’ relationships with their
respective customers, tenants, lenders, operating results and businesses
generally; (gg) uncertainties as to the completion and timing of the
Spin-Off; and (hh) the impact of the Spin-Off on the businesses of
Ventas and CCP. Many of these factors are beyond the control of
the Company and its management.
|
CONSOLIDATED BALANCE SHEETS
|
As of June 30, 2015, March 31, 2015, December 31, 2014, September
30, 2014 and June 30, 2014
|
(In thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
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June 30,
|
|
March 31,
|
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December 31,
|
|
September 30,
|
|
June 30,
|
|
|
2015
|
|
2015
|
|
2014
|
|
2014
|
|
2014
|
|
|
|
|
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|
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Assets
|
|
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|
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|
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|
Real estate investments:
|
|
|
|
|
|
|
|
|
|
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Land and improvements
|
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$
|
2,288,356
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|
|
$
|
2,252,402
|
|
|
$
|
1,956,128
|
|
|
$
|
1,937,888
|
|
|
$
|
1,848,922
|
|
Buildings and improvements
|
|
22,051,067
|
|
|
21,933,742
|
|
|
19,895,043
|
|
|
19,664,973
|
|
|
18,591,786
|
|
Construction in progress
|
|
145,873
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|
|
134,195
|
|
|
120,123
|
|
|
116,975
|
|
|
93,629
|
|
Acquired lease intangibles
|
|
1,308,052
|
|
|
1,300,654
|
|
|
1,039,651
|
|
|
1,039,949
|
|
|
1,009,474
|
|
|
|
25,793,348
|
|
|
25,620,993
|
|
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23,010,945
|
|
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22,759,785
|
|
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21,543,811
|
|
Accumulated depreciation and amortization
|
|
(4,428,252
|
)
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|
(4,202,334
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)
|
|
(4,025,386
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)
|
|
(3,833,974
|
)
|
|
(3,657,541
|
)
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Net real estate property
|
|
21,365,096
|
|
|
21,418,659
|
|
|
18,985,559
|
|
|
18,925,811
|
|
|
17,886,270
|
|
Secured loans receivable and investments, net
|
|
789,408
|
|
|
773,773
|
|
|
829,756
|
|
|
407,551
|
|
|
414,051
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|
Investments in unconsolidated entities
|
|
85,461
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|
|
95,147
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|
|
91,872
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|
|
88,175
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|
|
89,423
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|
Net real estate investments
|
|
22,239,965
|
|
|
22,287,579
|
|
|
19,907,187
|
|
|
19,421,537
|
|
|
18,389,744
|
|
Cash and cash equivalents
|
|
60,532
|
|
|
120,225
|
|
|
55,348
|
|
|
64,595
|
|
|
86,635
|
|
Escrow deposits and restricted cash
|
|
193,960
|
|
|
223,772
|
|
|
71,771
|
|
|
78,746
|
|
|
75,514
|
|
Deferred financing costs, net
|
|
68,284
|
|
|
71,386
|
|
|
60,328
|
|
|
64,898
|
|
|
63,399
|
|
Other assets
|
|
1,712,421
|
|
|
1,736,909
|
|
|
1,131,537
|
|
|
1,021,389
|
|
|
1,175,494
|
|
Total assets
|
|
$
|
24,275,162
|
|
|
$
|
24,439,871
|
|
|
$
|
21,226,171
|
|
|
$
|
20,651,165
|
|
|
$
|
19,790,786
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and equity
|
|
|
|
|
|
|
|
|
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
Senior notes payable and other debt
|
|
$
|
11,507,861
|
|
|
$
|
11,603,925
|
|
|
$
|
10,888,092
|
|
|
$
|
10,469,106
|
|
|
$
|
9,602,439
|
|
Accrued interest
|
|
77,631
|
|
|
77,359
|
|
|
62,097
|
|
|
69,112
|
|
|
56,722
|
|
Accounts payable and other liabilities
|
|
1,026,359
|
|
|
1,016,592
|
|
|
1,005,232
|
|
|
965,240
|
|
|
975,282
|
|
Deferred income taxes
|
|
370,161
|
|
|
371,785
|
|
|
344,337
|
|
|
361,454
|
|
|
256,392
|
|
Total liabilities
|
|
12,982,012
|
|
|
13,069,661
|
|
|
12,299,758
|
|
|
11,864,912
|
|
|
10,890,835
|
|
|
|
|
|
|
|
|
|
|
|
|
Redeemable OP unitholder and noncontrolling interests
|
|
199,404
|
|
|
257,246
|
|
|
172,016
|
|
|
163,080
|
|
|
169,292
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity:
|
|
|
|
|
|
|
|
|
|
|
Ventas stockholders' equity:
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, $1.00 par value; 10,000 shares authorized, unissued
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Common stock, $0.25 par value; 331,965; 330,913; 298,478; 294,359;
and 294,358 shares issued at June 30, 2015, March 31, 2015, December
31, 2014, September 30, 2014 and June 30, 2014, respectively
|
|
82,982
|
|
|
82,718
|
|
|
74,656
|
|
|
73,603
|
|
|
73,602
|
|
Capital in excess of par value
|
|
12,708,898
|
|
|
12,616,056
|
|
|
10,119,306
|
|
|
9,859,490
|
|
|
9,849,301
|
|
Accumulated other comprehensive income
|
|
10,180
|
|
|
4,357
|
|
|
13,121
|
|
|
16,156
|
|
|
26,255
|
|
Retained earnings (deficit)
|
|
(1,772,529
|
)
|
|
(1,660,856
|
)
|
|
(1,526,388
|
)
|
|
(1,398,378
|
)
|
|
(1,294,048
|
)
|
Treasury stock, 28; 32; 7; 32; and 0 shares at June 30, 2015, March
31, 2015, December 31, 2014, September 30, 2014 and June 30, 2014,
respectively
|
|
(2,048
|
)
|
|
(2,385
|
)
|
|
(511
|
)
|
|
(2,075
|
)
|
|
—
|
|
Total Ventas stockholders' equity
|
|
11,027,483
|
|
|
11,039,890
|
|
|
8,680,184
|
|
|
8,548,796
|
|
|
8,655,110
|
|
Noncontrolling interest
|
|
66,263
|
|
|
73,074
|
|
|
74,213
|
|
|
74,377
|
|
|
75,549
|
|
Total equity
|
|
11,093,746
|
|
|
11,112,964
|
|
|
8,754,397
|
|
|
8,623,173
|
|
|
8,730,659
|
|
Total liabilities and equity
|
|
$
|
24,275,162
|
|
|
$
|
24,439,871
|
|
|
$
|
21,226,171
|
|
|
$
|
20,651,165
|
|
|
$
|
19,790,786
|
|
|
CONSOLIDATED STATEMENTS OF INCOME
|
For the three and six months ended June 30, 2015 and 2014
|
(In thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
For the Six Months Ended
|
|
|
June 30,
|
|
June 30,
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
Revenues:
|
|
|
|
|
|
|
|
|
Rental income:
|
|
|
|
|
|
|
|
|
Triple-net leased
|
|
$
|
260,562
|
|
|
$
|
242,726
|
|
|
$
|
526,768
|
|
|
$
|
480,572
|
|
Medical office buildings
|
|
140,403
|
|
|
114,890
|
|
|
277,393
|
|
|
230,113
|
|
|
|
400,965
|
|
|
357,616
|
|
|
804,161
|
|
|
710,685
|
|
Resident fees and services
|
|
454,645
|
|
|
374,473
|
|
|
901,559
|
|
|
745,534
|
|
Medical office building and other services revenue
|
|
9,408
|
|
|
4,367
|
|
|
19,951
|
|
|
10,667
|
|
Income from loans and investments
|
|
26,068
|
|
|
14,625
|
|
|
48,967
|
|
|
25,392
|
|
Interest and other income
|
|
236
|
|
|
173
|
|
|
708
|
|
|
446
|
|
Total revenues
|
|
891,322
|
|
|
751,254
|
|
|
1,775,346
|
|
|
1,492,724
|
|
Expenses:
|
|
|
|
|
|
|
|
|
Interest
|
|
107,591
|
|
|
91,501
|
|
|
214,181
|
|
|
179,342
|
|
Depreciation and amortization
|
|
249,195
|
|
|
190,818
|
|
|
496,636
|
|
|
384,412
|
|
Property-level operating expenses:
|
|
|
|
|
|
|
|
|
Senior living
|
|
299,252
|
|
|
249,424
|
|
|
597,614
|
|
|
497,719
|
|
Medical office buildings
|
|
43,321
|
|
|
39,335
|
|
|
85,670
|
|
|
78,680
|
|
|
|
342,573
|
|
|
288,759
|
|
|
683,284
|
|
|
576,399
|
|
Medical office building services costs
|
|
5,764
|
|
|
1,626
|
|
|
12,682
|
|
|
4,997
|
|
General, administrative and professional fees
|
|
33,962
|
|
|
31,306
|
|
|
68,292
|
|
|
64,172
|
|
(Gain) loss on extinguishment of debt, net
|
|
(455
|
)
|
|
2,924
|
|
|
(434
|
)
|
|
2,665
|
|
Merger-related expenses and deal costs
|
|
14,585
|
|
|
9,599
|
|
|
49,757
|
|
|
20,359
|
|
Other
|
|
5,091
|
|
|
4,863
|
|
|
10,387
|
|
|
10,092
|
|
Total expenses
|
|
758,306
|
|
|
621,396
|
|
|
1,534,785
|
|
|
1,242,438
|
|
Income before income (loss) from unconsolidated entities, income
taxes, discontinued operations, real estate dispositions and
noncontrolling interest
|
|
133,016
|
|
|
129,858
|
|
|
240,561
|
|
|
250,286
|
|
Income (loss) from unconsolidated entities
|
|
9
|
|
|
348
|
|
|
(242
|
)
|
|
596
|
|
Income tax benefit (expense)
|
|
9,789
|
|
|
(3,274
|
)
|
|
17,039
|
|
|
(6,707
|
)
|
Income from continuing operations
|
|
142,814
|
|
|
126,932
|
|
|
257,358
|
|
|
244,175
|
|
Discontinued operations
|
|
67
|
|
|
(255
|
)
|
|
(356
|
)
|
|
2,776
|
|
Gain on real estate dispositions
|
|
7,469
|
|
|
11,889
|
|
|
14,155
|
|
|
12,889
|
|
Net income
|
|
150,350
|
|
|
138,566
|
|
|
271,157
|
|
|
259,840
|
|
Net income attributable to noncontrolling interest
|
|
529
|
|
|
168
|
|
|
894
|
|
|
395
|
|
Net income attributable to common stockholders
|
|
$
|
149,821
|
|
|
$
|
138,398
|
|
|
$
|
270,263
|
|
|
$
|
259,445
|
|
Earnings per common share:
|
|
|
|
|
|
|
|
|
Basic:
|
|
|
|
|
|
|
|
|
Income from continuing operations attributable to common
stockholders, including real estate dispositions
|
|
$
|
0.45
|
|
|
$
|
0.47
|
|
|
$
|
0.82
|
|
|
$
|
0.87
|
|
Discontinued operations
|
|
0.00
|
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
0.01
|
|
Net income attributable to common stockholders
|
|
$
|
0.45
|
|
|
$
|
0.47
|
|
|
$
|
0.82
|
|
|
$
|
0.88
|
|
Diluted:
|
|
|
|
|
|
|
|
|
Income from continuing operations attributable to common
stockholders, including real estate dispositions
|
|
$
|
0.45
|
|
|
$
|
0.47
|
|
|
$
|
0.82
|
|
|
$
|
0.87
|
|
Discontinued operations
|
|
0.00
|
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
0.01
|
|
Net income attributable to common stockholders
|
|
$
|
0.45
|
|
|
$
|
0.47
|
|
|
$
|
0.82
|
|
|
$
|
0.88
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares used in computing earnings per common
share:
|
|
|
|
|
|
|
|
|
Basic
|
|
330,715
|
|
|
293,988
|
|
|
327,890
|
|
|
293,932
|
|
Diluted
|
|
334,026
|
|
|
296,504
|
|
|
331,424
|
|
|
296,369
|
|
|
|
|
|
|
|
|
|
|
Dividends declared per common share
|
|
$
|
0.79
|
|
|
$
|
0.725
|
|
|
$
|
1.58
|
|
|
$
|
1.45
|
|
|
QUARTERLY CONSOLIDATED STATEMENTS OF INCOME
|
(In thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2015 Quarters
|
|
2014 Quarters
|
|
|
Second
|
|
First
|
|
Fourth
|
|
Third
|
|
Second
|
|
|
|
|
|
|
|
|
|
|
|
Revenues:
|
|
|
|
|
|
|
|
|
|
|
Rental income:
|
|
|
|
|
|
|
|
|
|
|
Triple-net leased
|
|
$
|
260,562
|
|
|
$
|
266,206
|
|
|
$
|
245,599
|
|
|
$
|
244,206
|
|
|
$
|
242,726
|
|
Medical office buildings
|
|
140,403
|
|
|
136,990
|
|
|
116,907
|
|
|
116,598
|
|
|
114,890
|
|
|
|
400,965
|
|
|
403,196
|
|
|
362,506
|
|
|
360,804
|
|
|
357,616
|
|
Resident fees and services
|
|
454,645
|
|
|
446,914
|
|
|
411,170
|
|
|
396,247
|
|
|
374,473
|
|
Medical office building and other services revenue
|
|
9,408
|
|
|
10,543
|
|
|
11,124
|
|
|
7,573
|
|
|
4,367
|
|
Income from loans and investments
|
|
26,068
|
|
|
22,899
|
|
|
15,734
|
|
|
14,043
|
|
|
14,625
|
|
Interest and other income
|
|
236
|
|
|
472
|
|
|
3,453
|
|
|
368
|
|
|
173
|
|
Total revenues
|
|
891,322
|
|
|
884,024
|
|
|
803,987
|
|
|
779,035
|
|
|
751,254
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses:
|
|
|
|
|
|
|
|
|
|
|
Interest
|
|
107,591
|
|
|
106,590
|
|
|
99,031
|
|
|
98,469
|
|
|
91,501
|
|
Depreciation and amortization
|
|
249,195
|
|
|
247,441
|
|
|
241,275
|
|
|
201,224
|
|
|
190,818
|
|
Property-level operating expenses:
|
|
|
|
|
|
|
|
|
|
|
Senior living
|
|
299,252
|
|
|
298,362
|
|
|
273,563
|
|
|
265,274
|
|
|
249,424
|
|
Medical office buildings
|
|
43,321
|
|
|
42,349
|
|
|
38,715
|
|
|
41,147
|
|
|
39,335
|
|
|
|
342,573
|
|
|
340,711
|
|
|
312,278
|
|
|
306,421
|
|
|
288,759
|
|
Medical office building services costs
|
|
5,764
|
|
|
6,918
|
|
|
7,527
|
|
|
4,568
|
|
|
1,626
|
|
General, administrative and professional fees
|
|
33,962
|
|
|
34,330
|
|
|
28,108
|
|
|
29,466
|
|
|
31,306
|
|
(Gain) loss on extinguishment of debt, net
|
|
(455
|
)
|
|
21
|
|
|
485
|
|
|
2,414
|
|
|
2,924
|
|
Merger-related expenses and deal costs
|
|
14,585
|
|
|
35,172
|
|
|
7,943
|
|
|
16,749
|
|
|
9,599
|
|
Other
|
|
5,091
|
|
|
5,296
|
|
|
13,604
|
|
|
15,229
|
|
|
4,863
|
|
Total expenses
|
|
758,306
|
|
|
776,479
|
|
|
710,251
|
|
|
674,540
|
|
|
621,396
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income (loss) from unconsolidated entities, income
taxes, discontinued operations, real estate dispositions and
noncontrolling interest
|
|
133,016
|
|
|
107,545
|
|
|
93,736
|
|
|
104,495
|
|
|
129,858
|
|
Income (loss) from unconsolidated entities
|
|
9
|
|
|
(251
|
)
|
|
(688
|
)
|
|
(47
|
)
|
|
348
|
|
Income tax benefit (expense)
|
|
9,789
|
|
|
7,250
|
|
|
13,552
|
|
|
1,887
|
|
|
(3,274
|
)
|
Income from continuing operations
|
|
142,814
|
|
|
114,544
|
|
|
106,600
|
|
|
106,335
|
|
|
126,932
|
|
Discontinued operations
|
|
67
|
|
|
(423
|
)
|
|
(411
|
)
|
|
(259
|
)
|
|
(255
|
)
|
Gain on real estate dispositions
|
|
7,469
|
|
|
6,686
|
|
|
1,456
|
|
|
3,625
|
|
|
11,889
|
|
Net income
|
|
150,350
|
|
|
120,807
|
|
|
107,645
|
|
|
109,701
|
|
|
138,566
|
|
Net income attributable to noncontrolling interest
|
|
529
|
|
|
365
|
|
|
455
|
|
|
569
|
|
|
168
|
|
Net income attributable to common stockholders
|
|
$
|
149,821
|
|
|
$
|
120,442
|
|
|
$
|
107,190
|
|
|
$
|
109,132
|
|
|
$
|
138,398
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per common share:
|
|
|
|
|
|
|
|
|
|
|
Basic:
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations attributable to common
stockholders, including real estate dispositions
|
|
$
|
0.45
|
|
|
$
|
0.37
|
|
|
$
|
0.36
|
|
|
$
|
0.37
|
|
|
$
|
0.47
|
|
Discontinued operations
|
|
0.00
|
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
Net income attributable to common stockholders
|
|
$
|
0.45
|
|
|
$
|
0.37
|
|
|
$
|
0.36
|
|
|
$
|
0.37
|
|
|
$
|
0.47
|
|
Diluted:
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations attributable to common
stockholders, including real estate dispositions
|
|
$
|
0.45
|
|
|
$
|
0.37
|
|
|
$
|
0.36
|
|
|
$
|
0.37
|
|
|
$
|
0.47
|
|
Discontinued operations
|
|
0.00
|
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
|
(0.00
|
)
|
Net income attributable to common stockholders
|
|
$
|
0.45
|
|
|
$
|
0.37
|
|
|
$
|
0.36
|
|
|
$
|
0.37
|
|
|
$
|
0.47
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares used in computing earnings per common
share:
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
330,715
|
|
|
325,454
|
|
|
294,810
|
|
|
294,030
|
|
|
293,988
|
|
Diluted
|
|
334,026
|
|
|
329,203
|
|
|
297,480
|
|
|
296,495
|
|
|
296,504
|
|
|
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
For the six months ended June 30, 2015 and 2014
|
(In thousands)
|
|
|
2015
|
|
2014
|
Cash flows from operating activities:
|
|
|
|
|
Net income
|
|
$
|
271,157
|
|
|
$
|
259,840
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
Depreciation and amortization (including amounts in discontinued
operations)
|
|
496,660
|
|
|
385,940
|
|
Amortization of deferred revenue and lease intangibles, net
|
|
(13,630
|
)
|
|
(9,879
|
)
|
Other non-cash amortization
|
|
909
|
|
|
(2,928
|
)
|
Stock-based compensation
|
|
11,192
|
|
|
11,411
|
|
Straight-lining of rental income, net
|
|
(16,761
|
)
|
|
(17,231
|
)
|
(Gain) loss on extinguishment of debt, net
|
|
(434
|
)
|
|
2,665
|
|
Gain on real estate dispositions (including amounts in discontinued
operations)
|
|
(14,432
|
)
|
|
(14,142
|
)
|
Gain on sale of marketable securities
|
|
(5,800
|
)
|
|
—
|
|
Income tax (benefit) expense
|
|
(18,240
|
)
|
|
6,407
|
|
Loss (income) from unconsolidated entities
|
|
242
|
|
|
(596
|
)
|
Other
|
|
17,967
|
|
|
6,494
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
(Increase) decrease in other assets
|
|
(9,711
|
)
|
|
11,208
|
|
Increase in accrued interest
|
|
16,108
|
|
|
2,374
|
|
Decrease in accounts payable and other liabilities
|
|
(17,503
|
)
|
|
(45,861
|
)
|
Net cash provided by operating activities
|
|
717,724
|
|
|
595,702
|
|
Cash flows from investing activities:
|
|
|
|
|
Net investment in real estate property
|
|
(1,253,910
|
)
|
|
(271,526
|
)
|
Investment in loans receivable and other
|
|
(55,659
|
)
|
|
(44,488
|
)
|
Proceeds from real estate disposals
|
|
273,191
|
|
|
52,350
|
|
Proceeds from loans receivable
|
|
93,275
|
|
|
5,980
|
|
Purchase of marketable securities
|
|
—
|
|
|
(46,689
|
)
|
Proceeds from sale or maturity of marketable securities
|
|
57,225
|
|
|
—
|
|
Funds held in escrow for future development expenditures
|
|
4,003
|
|
|
2,602
|
|
Development project expenditures
|
|
(62,630
|
)
|
|
(44,423
|
)
|
Capital expenditures
|
|
(43,429
|
)
|
|
(35,526
|
)
|
Other
|
|
(8,813
|
)
|
|
(3,713
|
)
|
Net cash used in investing activities
|
|
(996,747
|
)
|
|
(385,433
|
)
|
Cash flows from financing activities:
|
|
|
|
|
Net change in borrowings under credit facility
|
|
(321,334
|
)
|
|
(199,951
|
)
|
Proceeds from debt
|
|
1,107,971
|
|
|
696,661
|
|
Repayment of debt
|
|
(278,442
|
)
|
|
(272,726
|
)
|
Purchase of noncontrolling interest
|
|
(3,816
|
)
|
|
—
|
|
Payment of deferred financing costs
|
|
(14,608
|
)
|
|
(6,846
|
)
|
Issuance of common stock, net
|
|
352,167
|
|
|
—
|
|
Cash distribution to common stockholders
|
|
(516,404
|
)
|
|
(426,952
|
)
|
Cash distribution to redeemable OP unitholders
|
|
(4,697
|
)
|
|
(2,762
|
)
|
Purchases of redeemable OP units
|
|
(33,188
|
)
|
|
—
|
|
Distributions to noncontrolling interest
|
|
(9,467
|
)
|
|
(4,908
|
)
|
Other
|
|
5,928
|
|
|
(574
|
)
|
Net cash provided by (used in) financing activities
|
|
284,110
|
|
|
(218,058
|
)
|
Net increase (decrease) in cash and cash equivalents
|
|
5,087
|
|
|
(7,789
|
)
|
Effect of foreign currency translation on cash and cash equivalents
|
|
97
|
|
|
(392
|
)
|
Cash and cash equivalents at beginning of period
|
|
55,348
|
|
|
94,816
|
|
Cash and cash equivalents at end of period
|
|
$
|
60,532
|
|
|
$
|
86,635
|
|
|
|
|
|
|
Supplemental schedule of non-cash activities:
|
|
|
|
|
Assets and liabilities assumed from acquisitions:
|
|
|
|
|
Real estate investments
|
|
$
|
2,554,590
|
|
|
$
|
54,282
|
|
Other assets acquired
|
|
16,505
|
|
|
1,634
|
|
Debt assumed
|
|
177,857
|
|
|
51,115
|
|
Other liabilities
|
|
49,788
|
|
|
3,675
|
|
Deferred income tax liability
|
|
51,620
|
|
|
1,126
|
|
Noncontrolling interests
|
|
87,245
|
|
|
—
|
|
Equity issued
|
|
2,204,585
|
|
|
—
|
|
|
QUARTERLY CONSOLIDATED STATEMENTS OF CASH FLOWS
|
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2015 Quarters
|
|
2014 Quarters
|
|
|
Second
|
|
First
|
|
Fourth
|
|
Third
|
|
Second
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
150,350
|
|
|
$
|
120,807
|
|
|
$
|
107,645
|
|
|
$
|
109,701
|
|
|
$
|
138,566
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization (including amounts in discontinued
operations)
|
|
249,207
|
|
|
247,453
|
|
|
241,291
|
|
|
201,236
|
|
|
192,064
|
|
Amortization of deferred revenue and lease intangibles, net
|
|
(7,027
|
)
|
|
(6,603
|
)
|
|
(4,096
|
)
|
|
(4,896
|
)
|
|
(4,496
|
)
|
Other non-cash amortization
|
|
1,428
|
|
|
(519
|
)
|
|
304
|
|
|
2,312
|
|
|
(963
|
)
|
Stock-based compensation
|
|
4,885
|
|
|
6,307
|
|
|
4,202
|
|
|
5,381
|
|
|
5,367
|
|
Straight-lining of rental income, net
|
|
(8,082
|
)
|
|
(8,679
|
)
|
|
(9,043
|
)
|
|
(12,413
|
)
|
|
(9,317
|
)
|
(Gain) loss on extinguishment of debt, net
|
|
(455
|
)
|
|
21
|
|
|
485
|
|
|
2,414
|
|
|
2,924
|
|
Gain on real estate dispositions (including amounts in discontinued
operations)
|
|
(7,746
|
)
|
|
(6,686
|
)
|
|
(1,457
|
)
|
|
(3,584
|
)
|
|
(11,705
|
)
|
Gain on real estate loan investments
|
|
—
|
|
|
—
|
|
|
(1,206
|
)
|
|
(249
|
)
|
|
—
|
|
Gain on sale of marketable securities
|
|
(5,800
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Income tax (benefit) expense
|
|
(10,390
|
)
|
|
(7,850
|
)
|
|
(13,851
|
)
|
|
(1,987
|
)
|
|
2,974
|
|
(Income) loss from unconsolidated entities
|
|
(9
|
)
|
|
251
|
|
|
688
|
|
|
47
|
|
|
(348
|
)
|
Other
|
|
15,107
|
|
|
2,860
|
|
|
2,140
|
|
|
7,105
|
|
|
3,418
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
(Increase) decrease in other assets
|
|
(14,326
|
)
|
|
4,615
|
|
|
8,623
|
|
|
(14,514
|
)
|
|
4,967
|
|
Increase (decrease) in accrued interest
|
|
316
|
|
|
15,792
|
|
|
(6,877
|
)
|
|
12,461
|
|
|
(4,379
|
)
|
Increase (decrease) in accounts payable and other liabilities
|
|
6,097
|
|
|
(23,600
|
)
|
|
6,025
|
|
|
21,256
|
|
|
(7,791
|
)
|
Net cash provided by operating activities
|
|
373,555
|
|
|
344,169
|
|
|
334,873
|
|
|
324,270
|
|
|
311,281
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
Net investment in real estate property
|
|
(181,371
|
)
|
|
(1,072,539
|
)
|
|
(284,250
|
)
|
|
(912,510
|
)
|
|
(89,660
|
)
|
Investment in loans receivable and other
|
|
(16,086
|
)
|
|
(39,573
|
)
|
|
(432,556
|
)
|
|
(21,948
|
)
|
|
(43,296
|
)
|
Proceeds from real estate disposals
|
|
106,850
|
|
|
166,341
|
|
|
5,500
|
|
|
60,396
|
|
|
26,200
|
|
Proceeds from loans receivable
|
|
1,219
|
|
|
92,056
|
|
|
17,984
|
|
|
49,593
|
|
|
4,817
|
|
Purchase of marketable securities
|
|
—
|
|
|
—
|
|
|
(50,000
|
)
|
|
—
|
|
|
(21,689
|
)
|
Proceeds from sale or maturity of marketable securities
|
|
57,225
|
|
|
—
|
|
|
—
|
|
|
21,689
|
|
|
—
|
|
Funds held in escrow for future development expenditures
|
|
—
|
|
|
4,003
|
|
|
1,988
|
|
|
—
|
|
|
—
|
|
Development project expenditures
|
|
(29,163
|
)
|
|
(33,467
|
)
|
|
(35,613
|
)
|
|
(26,952
|
)
|
|
(20,475
|
)
|
Capital expenditures
|
|
(22,258
|
)
|
|
(21,171
|
)
|
|
(31,219
|
)
|
|
(20,709
|
)
|
|
(19,392
|
)
|
Other
|
|
(4,633
|
)
|
|
(4,180
|
)
|
|
(10,704
|
)
|
|
(296
|
)
|
|
(3,588
|
)
|
Net cash used in investing activities
|
|
(88,217
|
)
|
|
(908,530
|
)
|
|
(818,870
|
)
|
|
(850,737
|
)
|
|
(167,083
|
)
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
Net change in borrowings under credit facility
|
|
131,563
|
|
|
(452,897
|
)
|
|
693,887
|
|
|
46,267
|
|
|
(381,705
|
)
|
Proceeds from debt
|
|
15,138
|
|
|
1,092,833
|
|
|
—
|
|
|
1,311,046
|
|
|
696,661
|
|
Repayment of debt
|
|
(253,795
|
)
|
|
(24,647
|
)
|
|
(246,278
|
)
|
|
(632,391
|
)
|
|
(204,953
|
)
|
Purchase of noncontrolling interest
|
|
(1,156
|
)
|
|
(2,660
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Payment of deferred financing costs
|
|
(173
|
)
|
|
(14,435
|
)
|
|
726
|
|
|
(8,100
|
)
|
|
(6,679
|
)
|
Issuance of common stock, net
|
|
66,840
|
|
|
285,327
|
|
|
242,107
|
|
|
—
|
|
|
—
|
|
Cash distribution to common stockholders
|
|
(261,494
|
)
|
|
(254,910
|
)
|
|
(235,200
|
)
|
|
(213,462
|
)
|
|
(213,479
|
)
|
Cash distribution to redeemable OP unitholders
|
|
(2,332
|
)
|
|
(2,365
|
)
|
|
(1,548
|
)
|
|
(1,452
|
)
|
|
(1,360
|
)
|
Purchases of redeemable OP units
|
|
(32,619
|
)
|
|
(569
|
)
|
|
(503
|
)
|
|
—
|
|
|
—
|
|
Contributions from noncontrolling interest
|
|
—
|
|
|
—
|
|
|
491
|
|
|
—
|
|
|
—
|
|
Distributions to noncontrolling interest
|
|
(7,645
|
)
|
|
(1,822
|
)
|
|
(2,799
|
)
|
|
(1,852
|
)
|
|
(2,671
|
)
|
Other
|
|
238
|
|
|
5,690
|
|
|
25,153
|
|
|
23
|
|
|
(2,215
|
)
|
Net cash (used in) provided by financing activities
|
|
(345,435
|
)
|
|
629,545
|
|
|
476,036
|
|
|
500,079
|
|
|
(116,401
|
)
|
Net (decrease) increase in cash and cash equivalents
|
|
(60,097
|
)
|
|
65,184
|
|
|
(7,961
|
)
|
|
(26,388
|
)
|
|
27,797
|
|
Effect of foreign currency translation on cash and cash equivalents
|
|
404
|
|
|
(307
|
)
|
|
(1,286
|
)
|
|
4,348
|
|
|
(953
|
)
|
Cash and cash equivalents at beginning of period
|
|
120,225
|
|
|
55,348
|
|
|
64,595
|
|
|
86,635
|
|
|
59,791
|
|
Cash and cash equivalents at end of period
|
|
$
|
60,532
|
|
|
$
|
120,225
|
|
|
$
|
55,348
|
|
|
$
|
64,595
|
|
|
$
|
86,635
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental schedule of non-cash activities:
|
|
|
|
|
|
|
|
|
|
|
Assets and liabilities assumed from acquisitions:
|
|
|
|
|
|
|
|
|
|
|
Real estate investments
|
|
$
|
11,761
|
|
|
$
|
2,542,829
|
|
|
$
|
16,746
|
|
|
$
|
299,713
|
|
|
$
|
51,330
|
|
Other assets acquired
|
|
(206
|
)
|
|
16,711
|
|
|
11,597
|
|
|
2,049
|
|
|
1,634
|
|
Debt assumed
|
|
—
|
|
|
177,857
|
|
|
12,926
|
|
|
177,035
|
|
|
51,115
|
|
Other liabilities
|
|
4,052
|
|
|
45,736
|
|
|
4,598
|
|
|
15,766
|
|
|
723
|
|
Deferred income tax liability
|
|
7,503
|
|
|
44,117
|
|
|
641
|
|
|
108,961
|
|
|
1,126
|
|
Noncontrolling interests
|
|
—
|
|
|
87,245
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Equity issued
|
|
—
|
|
|
2,204,585
|
|
|
10,178
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NON-GAAP FINANCIAL MEASURES RECONCILIATION
|
Funds From Operations (FFO) and Funds Available for Distribution
(FAD)(1)
|
(Dollars in thousands, except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tentative Estimates
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preliminary and
|
|
Midpoint
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
YOY
|
|
Subject to Change
|
|
YOY
|
|
|
2014
|
|
2015
|
|
|
|
Growth
|
|
FY2015 - Guidance
|
|
Growth
|
|
|
Q2
|
|
Q3
|
|
Q4
|
|
FY
|
|
Q1
|
|
Q2
|
|
YTD
|
|
'14-'15
|
|
Low
|
|
High
|
|
'14-'15E
|
Net income attributable to common stockholders
|
|
$
|
138,398
|
|
|
$
|
109,132
|
|
|
$
|
107,190
|
|
|
$
|
475,767
|
|
|
$
|
120,442
|
|
|
$
|
149,821
|
|
|
$
|
270,263
|
|
|
|
|
$
|
570,305
|
|
|
$
|
584,808
|
|
|
|
Net income attributable to common stockholders per share
|
|
$
|
0.47
|
|
|
$
|
0.37
|
|
|
$
|
0.36
|
|
|
$
|
1.60
|
|
|
$
|
0.37
|
|
|
$
|
0.45
|
|
|
$
|
0.82
|
|
|
|
|
$
|
1.70
|
|
|
$
|
1.75
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization on real estate assets
|
|
189,219
|
|
|
199,617
|
|
|
239,465
|
|
|
820,344
|
|
|
245,651
|
|
|
247,392
|
|
|
493,043
|
|
|
|
|
964,000
|
|
|
988,000
|
|
|
|
Depreciation on real estate assets related to noncontrolling
interest
|
|
(2,661
|
)
|
|
(2,503
|
)
|
|
(2,506
|
)
|
|
(10,314
|
)
|
|
(2,052
|
)
|
|
(1,964
|
)
|
|
(4,016
|
)
|
|
|
|
(7,800
|
)
|
|
(8,200
|
)
|
|
|
Depreciation on real estate assets related to unconsolidated
entities
|
|
1,495
|
|
|
1,471
|
|
|
1,332
|
|
|
5,792
|
|
|
1,462
|
|
|
1,464
|
|
|
2,926
|
|
|
|
|
5,700
|
|
|
6,100
|
|
|
|
Gain on real estate dispositions
|
|
(11,889
|
)
|
|
(3,625
|
)
|
|
(1,456
|
)
|
|
(17,970
|
)
|
|
(6,686
|
)
|
|
(7,469
|
)
|
|
(14,155
|
)
|
|
|
|
(22,500
|
)
|
|
(27,500
|
)
|
|
|
Discontinued operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Gain) loss on real estate dispositions
|
|
(45
|
)
|
|
41
|
|
|
(52
|
)
|
|
(1,494
|
)
|
|
—
|
|
|
(277
|
)
|
|
(277
|
)
|
|
|
|
(277
|
)
|
|
(277
|
)
|
|
|
Depreciation and amortization on real estate assets
|
|
1,247
|
|
|
12
|
|
|
15
|
|
|
1,555
|
|
|
12
|
|
|
12
|
|
|
24
|
|
|
|
|
48
|
|
|
48
|
|
|
|
Subtotal: FFO add-backs
|
|
177,366
|
|
|
195,013
|
|
|
236,798
|
|
|
797,913
|
|
|
238,387
|
|
|
239,158
|
|
|
477,545
|
|
|
|
|
939,171
|
|
|
958,171
|
|
|
|
Subtotal: FFO add-backs per share
|
|
$
|
0.60
|
|
|
$
|
0.66
|
|
|
$
|
0.80
|
|
|
$
|
2.69
|
|
|
$
|
0.72
|
|
|
$
|
0.72
|
|
|
$
|
1.44
|
|
|
|
|
$
|
2.80
|
|
|
$
|
2.86
|
|
|
|
FFO (NAREIT) attributable to common stockholders
|
|
$
|
315,764
|
|
|
$
|
304,145
|
|
|
$
|
343,988
|
|
|
$
|
1,273,680
|
|
|
$
|
358,829
|
|
|
$
|
388,979
|
|
|
$
|
747,808
|
|
|
23
|
%
|
|
$
|
1,509,476
|
|
|
$
|
1,542,979
|
|
|
20
|
%
|
FFO (NAREIT) attributable to common stockholders per share
|
|
$
|
1.07
|
|
|
$
|
1.03
|
|
|
$
|
1.16
|
|
|
$
|
4.29
|
|
|
$
|
1.09
|
|
|
$
|
1.16
|
|
|
$
|
2.26
|
|
|
8
|
%
|
|
$
|
4.51
|
|
|
$
|
4.61
|
|
|
6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in fair value of financial instruments
|
|
109
|
|
|
4,595
|
|
|
485
|
|
|
5,121
|
|
|
(46
|
)
|
|
70
|
|
|
24
|
|
|
|
|
500
|
|
|
(1,100
|
)
|
|
|
Non-cash income tax expense (benefit)
|
|
2,974
|
|
|
(1,987
|
)
|
|
(13,851
|
)
|
|
(9,431
|
)
|
|
(7,850
|
)
|
|
(10,389
|
)
|
|
(18,239
|
)
|
|
|
|
(27,000
|
)
|
|
(33,000
|
)
|
|
|
Loss (gain) on extinguishment of debt, net
|
|
2,924
|
|
|
2,414
|
|
|
485
|
|
|
5,013
|
|
|
21
|
|
|
(39
|
)
|
|
(18
|
)
|
|
|
|
1,000
|
|
|
2,000
|
|
|
|
Merger-related expenses, deal costs and re-audit costs
|
|
9,602
|
|
|
23,401
|
|
|
10,625
|
|
|
54,389
|
|
|
36,002
|
|
|
15,135
|
|
|
51,137
|
|
|
|
|
88,500
|
|
|
81,500
|
|
|
|
Amortization of other intangibles
|
|
255
|
|
|
255
|
|
|
480
|
|
|
1,246
|
|
|
591
|
|
|
591
|
|
|
1,182
|
|
|
|
|
2,300
|
|
|
2,500
|
|
|
|
Subtotal: normalized FFO add-backs
|
|
15,864
|
|
|
28,678
|
|
|
(1,776
|
)
|
|
56,338
|
|
|
28,718
|
|
|
5,368
|
|
|
34,086
|
|
|
|
|
65,300
|
|
|
51,900
|
|
|
|
Subtotal: normalized FFO add-backs per share
|
|
$
|
0.05
|
|
|
$
|
0.10
|
|
|
$
|
(0.01
|
)
|
|
$
|
0.19
|
|
|
$
|
0.09
|
|
|
$
|
0.02
|
|
|
$
|
0.10
|
|
|
|
|
$
|
0.19
|
|
|
$
|
0.15
|
|
|
|
Normalized FFO attributable to common stockholders
|
|
$
|
331,628
|
|
|
$
|
332,823
|
|
|
$
|
342,212
|
|
|
$
|
1,330,018
|
|
|
$
|
387,547
|
|
|
$
|
394,347
|
|
|
$
|
781,894
|
|
|
19
|
%
|
|
$
|
1,574,776
|
|
|
$
|
1,594,879
|
|
|
19
|
%
|
Normalized FFO attributable to common stockholders per share
|
|
$
|
1.12
|
|
|
$
|
1.12
|
|
|
$
|
1.15
|
|
|
$
|
4.48
|
|
|
$
|
1.18
|
|
|
$
|
1.18
|
|
|
$
|
2.36
|
|
|
5
|
%
|
|
$
|
4.70
|
|
|
$
|
4.76
|
|
|
6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash items included in normalized FFO:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of deferred revenue and lease intangibles, net
|
|
(4,496
|
)
|
|
(4,896
|
)
|
|
(4,096
|
)
|
|
(18,871
|
)
|
|
(6,603
|
)
|
|
(7,027
|
)
|
|
(13,630
|
)
|
|
|
|
(27,100
|
)
|
|
(28,100
|
)
|
|
|
Other non-cash amortization, including fair market value of debt
|
|
(963
|
)
|
|
2,312
|
|
|
304
|
|
|
(312
|
)
|
|
(519
|
)
|
|
1,428
|
|
|
909
|
|
|
|
|
4,700
|
|
|
5,700
|
|
|
|
Stock-based compensation
|
|
5,367
|
|
|
5,381
|
|
|
4,202
|
|
|
20,994
|
|
|
6,307
|
|
|
4,885
|
|
|
11,192
|
|
|
|
|
20,700
|
|
|
22,700
|
|
|
|
Straight-lining of rental income, net
|
|
(9,317
|
)
|
|
(12,413
|
)
|
|
(9,043
|
)
|
|
(38,687
|
)
|
|
(8,679
|
)
|
|
(8,082
|
)
|
|
(16,761
|
)
|
|
|
|
(32,100
|
)
|
|
(33,100
|
)
|
|
|
Subtotal: non-cash items included in normalized FFO
|
|
(9,409
|
)
|
|
(9,616
|
)
|
|
(8,633
|
)
|
|
(36,876
|
)
|
|
(9,494
|
)
|
|
(8,796
|
)
|
|
(18,290
|
)
|
|
|
|
(33,800
|
)
|
|
(32,800
|
)
|
|
|
Capital expenditures
|
|
(21,445
|
)
|
|
(21,822
|
)
|
|
(32,527
|
)
|
|
(92,928
|
)
|
|
(22,148
|
)
|
|
(23,520
|
)
|
|
(45,668
|
)
|
|
|
|
(112,500
|
)
|
|
(120,000
|
)
|
|
|
Normalized FAD attributable to common stockholders
|
|
$
|
300,774
|
|
|
$
|
301,385
|
|
|
$
|
301,052
|
|
|
$
|
1,200,214
|
|
|
$
|
355,905
|
|
|
$
|
362,031
|
|
|
$
|
717,936
|
|
|
20
|
%
|
|
$
|
1,428,476
|
|
|
$
|
1,442,079
|
|
|
20
|
%
|
Normalized FAD attributable to common stockholders per share
|
|
$
|
1.01
|
|
|
$
|
1.02
|
|
|
$
|
1.01
|
|
|
$
|
4.05
|
|
|
$
|
1.08
|
|
|
$
|
1.08
|
|
|
$
|
2.17
|
|
|
7
|
%
|
|
$
|
4.26
|
|
|
$
|
4.30
|
|
|
6
|
%
|
Merger-related expenses, deal costs and re-audit costs
|
|
(9,602
|
)
|
|
(23,401
|
)
|
|
(10,625
|
)
|
|
(54,389
|
)
|
|
(36,002
|
)
|
|
(15,135
|
)
|
|
(51,137
|
)
|
|
|
|
(88,500
|
)
|
|
(81,500
|
)
|
|
|
FAD attributable to common stockholders
|
|
$
|
291,172
|
|
|
$
|
277,984
|
|
|
$
|
290,427
|
|
|
$
|
1,145,825
|
|
|
$
|
319,903
|
|
|
$
|
346,896
|
|
|
$
|
666,799
|
|
|
19
|
%
|
|
$
|
1,339,976
|
|
|
$
|
1,360,579
|
|
|
18
|
%
|
FAD attributable to common stockholders per share
|
|
$
|
0.98
|
|
|
$
|
0.94
|
|
|
$
|
0.98
|
|
|
$
|
3.86
|
|
|
$
|
0.97
|
|
|
$
|
1.04
|
|
|
$
|
2.01
|
|
|
6
|
%
|
|
$
|
4.00
|
|
|
$
|
4.06
|
|
|
4
|
%
|
Weighted average diluted shares
|
|
296,504
|
|
|
296,495
|
|
|
297,480
|
|
|
296,677
|
|
|
329,203
|
|
|
334,026
|
|
|
331,424
|
|
|
|
|
335,059
|
|
|
335,059
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 Totals and per share amounts may not add due
to rounding. Per share quarterly amounts may not add to annual per
share amounts due to material changes in the Company’s weighted
average diluted share count, if any.
|
Historical cost accounting for real estate assets implicitly assumes
that the value of real estate assets diminishes predictably over time.
However, since real estate values have historically risen or fallen with
market conditions, many industry investors deem presentations of
operating results for real estate companies that use historical cost
accounting to be insufficient by themselves. For that reason, the
Company considers FFO, normalized FFO and FAD to be appropriate measures
of operating performance of an equity REIT. In particular, the Company
believes that normalized FFO is useful because it allows investors,
analysts and Company management to compare the Company’s operating
performance to the operating performance of other real estate companies
and between periods on a consistent basis without having to account for
differences caused by unanticipated items and other events such as
transactions and litigation. In some cases, the Company provides
information about identified non-cash components of FFO and normalized
FFO because it allows investors, analysts and Company management to
assess the impact of those items on the Company’s financial results.
The Company uses the NAREIT definition of FFO. NAREIT defines FFO as net
income attributable to common stockholders (computed in accordance with
GAAP) excluding gains (or losses) from sales of real estate property,
including gain on re-measurement of equity method investments, and
impairment write-downs of depreciable real estate, plus real estate
depreciation and amortization, and after adjustments for unconsolidated
partnerships and joint ventures. Adjustments for unconsolidated
partnerships and joint ventures will be calculated to reflect FFO on the
same basis. The Company defines normalized FFO as FFO excluding the
following income and expense items (which may be recurring in nature):
(a) merger-related costs and expenses, including amortization of
intangibles, transition and integration expenses, and deal costs and
expenses, including expenses and recoveries relating to acquisition
lawsuits; (b) the impact of any expenses related to asset impairment and
valuation allowances, the write-off of unamortized deferred financing
fees, or additional costs, expenses, discounts, make-whole payments,
penalties or premiums incurred as a result of early retirement or
payment of the Company’s debt; (c) the non-cash effect of income tax
benefits or expenses and derivative transactions that have non-cash
mark-to-market impacts on the Company’s income statement; (d) except as
specifically stated in the case of guidance, the impact of future
acquisitions or divestitures (including pursuant to tenant options to
purchase) and capital transactions; (e) the financial impact of
contingent consideration, charitable donations made to the Ventas
Charitable Foundation, gains and losses for non-operational foreign
currency hedge agreements and changes in the fair value of financial
instruments; and (f) expenses related to the re-audit and re-review in
2014 of the Company’s historical financial statements and related
matters. FAD represents normalized FFO excluding non-cash components,
straight-line rental adjustments and capital expenditures, including
tenant allowances and leasing commissions.
FFO, normalized FFO and FAD presented herein may not be comparable to
similar measures presented by other real estate companies due to the
fact that not all real estate companies use the same definitions. FFO,
normalized FFO and FAD should not be considered as alternatives to net
income (determined in accordance with GAAP) as indicators of the
Company’s financial performance or as alternatives to cash flow from
operating activities (determined in accordance with GAAP) as measures of
the Company’s liquidity, nor are they necessarily indicative of
sufficient cash flow to fund all of the Company’s needs. The Company
believes that in order to facilitate a clear understanding of the
consolidated historical operating results of the Company, FFO,
normalized FFO and FAD should be examined in conjunction with net income
as presented elsewhere herein.
NON-GAAP FINANCIAL MEASURES RECONCILIATION
|
Net Debt to Adjusted Pro Forma EBITDA
|
|
The following information considers the pro forma effect on net income,
interest, depreciation and amortization, and noncontrolling interest of
the Company’s investments and other capital transactions that were
completed during the three months ended June 30, 2015, as if the
transactions had been consummated as of the beginning of the period. The
following table illustrates net debt to pro forma earnings before
interest, taxes, depreciation and amortization (including non-cash
stock-based compensation expense), excluding gains or losses on
extinguishment of debt, income or loss from noncontrolling interest and
unconsolidated entities, merger-related expenses and deal costs,
expenses related to the re-audit and re-review in 2014 of the Company’s
historical financial statements, net gains on real estate activity and
changes in the fair value of financial instruments (including amounts in
discontinued operations) (“Adjusted Pro Forma EBITDA”) (dollars in
thousands):
|
|
|
|
Net income attributable to common stockholders
|
|
$
|
149,821
|
|
|
|
|
|
|
Pro forma adjustments for current period investments, capital
transactions and dispositions
|
|
(2,458
|
)
|
|
|
|
|
|
Pro forma net income for the three months ended June 30, 2015
|
|
147,363
|
|
|
|
|
|
|
Add back:
|
|
|
|
|
|
|
|
Pro forma interest
|
|
106,384
|
|
|
|
|
|
|
Pro forma depreciation and amortization
|
|
250,092
|
|
|
|
|
|
|
Stock-based compensation
|
|
4,885
|
|
|
|
|
|
|
Gain on real estate dispositions
|
|
(7,746
|
)
|
|
|
|
|
|
Gain on extinguishment of debt, net
|
|
(455
|
)
|
|
|
|
|
|
Gain from unconsolidated entities
|
|
(9
|
)
|
|
|
|
|
|
Pro forma noncontrolling interest
|
|
226
|
|
|
|
|
|
|
Income tax benefit
|
|
(9,789
|
)
|
|
|
|
|
|
Change in fair value of financial instruments
|
|
70
|
|
|
|
|
|
|
Other taxes
|
|
1,220
|
|
|
|
|
|
|
Merger-related expenses, deal costs and re-audit costs
|
|
15,010
|
|
|
|
|
|
|
Adjusted Pro Forma EBITDA
|
|
507,251
|
|
|
|
|
|
|
Adjusted Pro Forma EBITDA annualized
|
|
$
|
2,029,004
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of June 30, 2015:
|
|
|
|
|
|
|
|
Debt
|
|
$
|
11,507,861
|
|
|
|
|
|
|
Cash, adjusted for cash escrows pertaining to debt
|
|
(204,761
|
)
|
|
|
|
|
|
Net debt
|
|
$
|
11,303,100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net debt to Adjusted Pro Forma EBITDA
|
|
5.6
|
|
x
|
|
|
|
|
|
|
|
|
|
|
NON-GAAP FINANCIAL MEASURES RECONCILIATION 1, 2
|
NOI by Segment
|
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2015 Quarters
|
|
2014 Quarters
|
|
|
Second
|
|
First
|
|
Fourth
|
|
Third
|
|
Second
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Triple-Net
|
|
|
|
|
|
|
|
|
|
|
Triple-Net Rental Income
|
|
$
|
260,562
|
|
|
$
|
266,206
|
|
|
$
|
245,599
|
|
|
$
|
244,206
|
|
|
$
|
242,726
|
|
|
|
|
|
|
|
|
|
|
|
Medical Office Buildings
|
|
|
|
|
|
|
|
|
|
|
Medical Office - Stabilized
|
|
129,145
|
|
|
123,211
|
|
|
104,171
|
|
|
103,780
|
|
|
101,795
|
Medical Office - Lease up
|
|
8,129
|
|
|
8,429
|
|
|
6,675
|
|
|
6,767
|
|
|
6,839
|
Medical Office - Other
|
|
3,129
|
|
|
5,350
|
|
|
6,061
|
|
|
6,051
|
|
|
6,256
|
Total Medical Office Buildings - Rental Income
|
|
140,403
|
|
|
136,990
|
|
|
116,907
|
|
|
116,598
|
|
|
114,890
|
Total Rental Income
|
|
400,965
|
|
|
403,196
|
|
|
362,506
|
|
|
360,804
|
|
|
357,616
|
|
|
|
|
|
|
|
|
|
|
|
Medical Office Building Services Revenue
|
|
7,749
|
|
|
8,858
|
|
|
9,218
|
|
|
5,937
|
|
|
2,722
|
Total Medical Office Buildings - Revenue
|
|
148,152
|
|
|
145,848
|
|
|
126,125
|
|
|
122,535
|
|
|
117,612
|
|
|
|
|
|
|
|
|
|
|
|
Triple-Net Services Revenue
|
|
1,139
|
|
|
1,136
|
|
|
1,136
|
|
|
1,136
|
|
|
1,145
|
Non-Segment Services Revenue
|
|
520
|
|
|
549
|
|
|
770
|
|
|
500
|
|
|
500
|
Total Medical Office Building and Other Services Revenue
|
|
9,408
|
|
|
10,543
|
|
|
11,124
|
|
|
7,573
|
|
|
4,367
|
|
|
|
|
|
|
|
|
|
|
|
Seniors Housing Operating
|
|
|
|
|
|
|
|
|
|
|
Seniors Housing - Stabilized
|
|
438,110
|
|
|
431,890
|
|
|
398,855
|
|
|
385,511
|
|
|
363,618
|
Seniors Housing - Lease up
|
|
16,535
|
|
|
15,024
|
|
|
12,083
|
|
|
10,109
|
|
|
10,227
|
Seniors Housing - Other
|
|
—
|
|
|
—
|
|
|
232
|
|
|
627
|
|
|
628
|
Total Resident Fees and Services
|
|
454,645
|
|
|
446,914
|
|
|
411,170
|
|
|
396,247
|
|
|
374,473
|
|
|
|
|
|
|
|
|
|
|
|
Non-Segment Income from Loans and Investments
|
|
26,068
|
|
|
22,899
|
|
|
15,734
|
|
|
14,043
|
|
|
14,625
|
Total Revenues, excluding Interest and Other Income
|
|
891,086
|
|
|
883,552
|
|
|
800,534
|
|
|
778,667
|
|
|
751,081
|
|
|
|
|
|
|
|
|
|
|
|
Property-Level Operating Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Medical Office Buildings
|
|
|
|
|
|
|
|
|
|
|
Medical Office - Stabilized
|
|
38,491
|
|
|
36,807
|
|
|
33,331
|
|
|
34,807
|
|
|
33,641
|
Medical Office - Lease up
|
|
3,087
|
|
|
3,242
|
|
|
2,509
|
|
|
2,738
|
|
|
2,733
|
Medical Office - Other
|
|
1,743
|
|
|
2,300
|
|
|
2,875
|
|
|
3,602
|
|
|
2,961
|
Total Medical Office Buildings
|
|
43,321
|
|
|
42,349
|
|
|
38,715
|
|
|
41,147
|
|
|
39,335
|
|
|
|
|
|
|
|
|
|
|
|
Seniors Housing Operating
|
|
|
|
|
|
|
|
|
|
|
Seniors Housing - Stabilized
|
|
286,321
|
|
|
286,277
|
|
|
262,915
|
|
|
256,702
|
|
|
241,380
|
Seniors Housing - Lease up
|
|
12,931
|
|
|
12,085
|
|
|
10,421
|
|
|
7,972
|
|
|
7,473
|
Seniors Housing - Other
|
|
—
|
|
|
—
|
|
|
227
|
|
|
600
|
|
|
571
|
Total Seniors Housing
|
|
299,252
|
|
|
298,362
|
|
|
273,563
|
|
|
265,274
|
|
|
249,424
|
Total Property-Level Operating Expenses
|
|
342,573
|
|
|
340,711
|
|
|
312,278
|
|
|
306,421
|
|
|
288,759
|
|
|
|
|
|
|
|
|
|
|
|
Medical Office Building Services Costs
|
|
5,764
|
|
|
6,918
|
|
|
7,527
|
|
|
4,568
|
|
|
1,626
|
|
|
|
|
|
|
|
|
|
|
|
Net Operating Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Triple-Net
|
|
|
|
|
|
|
|
|
|
|
Triple-Net Properties
|
|
260,562
|
|
|
266,206
|
|
|
245,599
|
|
|
244,206
|
|
|
242,726
|
Triple-Net Services Revenue
|
|
1,139
|
|
|
1,136
|
|
|
1,136
|
|
|
1,136
|
|
|
1,145
|
Total Triple-Net
|
|
261,701
|
|
|
267,342
|
|
|
246,735
|
|
|
245,342
|
|
|
243,871
|
|
|
|
|
|
|
|
|
|
|
|
Medical Office Buildings
|
|
|
|
|
|
|
|
|
|
|
Medical Office - Stabilized
|
|
90,654
|
|
|
86,404
|
|
|
70,840
|
|
|
68,973
|
|
|
68,154
|
Medical Office - Lease up
|
|
5,042
|
|
|
5,187
|
|
|
4,166
|
|
|
4,029
|
|
|
4,106
|
Medical Office - Other
|
|
1,386
|
|
|
3,050
|
|
|
3,186
|
|
|
2,449
|
|
|
3,295
|
Medical Office Building Services
|
|
1,985
|
|
|
1,940
|
|
|
1,691
|
|
|
1,369
|
|
|
1,096
|
Total Medical Office Buildings
|
|
99,067
|
|
|
96,581
|
|
|
79,883
|
|
|
76,820
|
|
|
76,651
|
|
|
|
|
|
|
|
|
|
|
|
Seniors Housing Operating
|
|
|
|
|
|
|
|
|
|
|
Seniors Housing - Stabilized
|
|
151,789
|
|
|
145,613
|
|
|
135,940
|
|
|
128,809
|
|
|
122,238
|
Seniors Housing - Lease up
|
|
3,604
|
|
|
2,939
|
|
|
1,662
|
|
|
2,137
|
|
|
2,754
|
Seniors Housing - Other
|
|
—
|
|
|
—
|
|
|
5
|
|
|
27
|
|
|
57
|
Total Seniors Housing
|
|
155,393
|
|
|
148,552
|
|
|
137,607
|
|
|
130,973
|
|
|
125,049
|
Non-Segment
|
|
26,588
|
|
|
23,448
|
|
|
16,504
|
|
|
14,543
|
|
|
15,125
|
Net Operating Income
|
|
$
|
542,749
|
|
|
$
|
535,923
|
|
|
$
|
480,729
|
|
|
$
|
467,678
|
|
|
$
|
460,696
|
|
|
|
|
|
|
|
|
|
|
|
1 Amounts above are adjusted to exclude discontinued
operations for all periods presented.
|
2 Amounts above are not restated for changes between
categories from quarter to quarter.
|
|
NON-GAAP FINANCIAL MEASURES RECONCILIATION
|
(Dollars in thousands)
|
|
Total Portfolio Same-Store Constant Currency Cash NOI
|
|
|
|
For the Three Months Ended
|
|
|
June 30,
|
|
|
2015
|
|
2014
|
|
|
|
|
|
Net Operating Income
|
|
$
|
542,749
|
|
|
$
|
460,696
|
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
NOI Not Included in Same-Store
|
|
(75,173
|
)
|
|
(14,974
|
)
|
Straight-Lining of Rental Income
|
|
(8,081
|
)
|
|
(9,319
|
)
|
Non-Cash Rental Income
|
|
(6,199
|
)
|
|
(3,629
|
)
|
Non-Segment NOI
|
|
(26,588
|
)
|
|
(15,125
|
)
|
Constant Currency Adjustment
|
|
—
|
|
|
(945
|
)
|
|
|
(116,041
|
)
|
|
(43,992
|
)
|
|
|
|
|
|
Constant Currency NOI as Reported
|
|
$
|
426,708
|
|
|
$
|
416,704
|
|
|
|
|
|
|
Percentage Increase
|
|
|
|
2.4
|
%
|
|
NON-GAAP FINANCIAL MEASURES RECONCILIATION
|
(Dollars in thousands)
|
|
Total Portfolio Same-Store Constant Currency Cash NOI
|
|
|
|
For the Six Months Ended
|
|
|
June 30,
|
|
|
2015
|
|
2014
|
|
|
|
|
|
Net Operating Income
|
|
$
|
1,078,672
|
|
|
$
|
910,882
|
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
Lease Modification Fee
|
|
5,200
|
|
|
—
|
|
NOI Not Included in Same-Store
|
|
(159,137
|
)
|
|
(34,810
|
)
|
Straight-Lining of Rental Income
|
|
(16,760
|
)
|
|
(17,217
|
)
|
Non-Cash Rental Income
|
|
(12,008
|
)
|
|
(8,353
|
)
|
Non-Segment NOI
|
|
(50,038
|
)
|
|
(26,392
|
)
|
Constant Currency Adjustment
|
|
—
|
|
|
(1,256
|
)
|
|
|
(232,743
|
)
|
|
(88,028
|
)
|
|
|
|
|
|
Constant Currency NOI as Reported
|
|
$
|
845,929
|
|
|
$
|
822,854
|
|
|
|
|
|
|
Percentage Increase
|
|
|
|
2.8
|
%
|
|
NON-GAAP FINANCIAL MEASURES RECONCILIATION
|
(Dollars in thousands)
|
|
Senior Housing Operating Portfolio Same-Store Constant Currency
NOI
|
|
|
|
For the Three Months Ended
|
|
|
June 30,
|
|
|
2015
|
|
2014
|
|
|
|
|
|
Net Operating Income
|
|
$
|
155,393
|
|
|
$
|
125,049
|
|
|
|
|
|
|
Less:
|
|
|
|
|
NOI Not Included in Same-Store
|
|
(28,013
|
)
|
|
(1,862
|
)
|
Constant Currency Adjustment
|
|
—
|
|
|
(667
|
)
|
|
|
(28,013
|
)
|
|
(2,529
|
)
|
|
|
|
|
|
Constant Currency NOI as Reported
|
|
$
|
127,380
|
|
|
$
|
122,520
|
|
|
|
|
|
|
Percentage Increase
|
|
|
|
4.0
|
%
|
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CONTACT:
Ventas, Inc.
Lori B. Wittman
(877) 4-VENTAS
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