First Quarter Highlights: INDIANAPOLIS, May 3
/PRNewswire-FirstCall/ -- Windrose Medical Properties Trust
(NYSE:WRS), a self-managed specialty medical properties REIT,
announced today financial results for the first quarter ended March
31, 2006. Financial and Operating Results Windrose reported first
quarter 2006 rental revenues of $21.2 million, compared to $9.5
million for the first quarter 2005, a 123.0% increase. First
quarter 2006 corporate general and administrative expenses were
$1.5 million, compared to $1.0 million for the same quarter in
2005, a 53.5% increase. First quarter 2006 net income was $1.2
million compared to $2.3 million for the first quarter 2005.
Excluding the gain on sale of Morningside Plaza, first quarter 2005
net income was $1.0 million. First quarter 2006 net income
available for common shareholders was $190,000, or $0.01 per
diluted share based on 17.9 million weighted average common shares
outstanding, compared to $2.3 million, or $0.19 per diluted share
based on 12.3 million weighted average common shares outstanding
and after preferred dividends, for the first quarter 2005.
Excluding the gain on sale of Morningside Plaza, first quarter 2005
net income was $1.0 million, or $0.09 per diluted share. First
quarter 2006 funds from operations (FFO), comprised of net income
plus depreciation and amortization from real estate, was $5.2
million, or $0.29 per diluted share on an increased share base,
compared to $3.1 million, or $0.26 per diluted share, for the first
quarter 2005. First quarter 2006 funds available for distribution
(FAD), which consists of FFO adjusted primarily for straight-line
rent, above/below market rents, and amortization of deferred
financing fees, was $4.7 million. Hospital Affiliates Development
Corp. (HADC), Windrose's taxable development subsidiary, generated
a first quarter 2006 pre-tax loss of $36,000, as compared to a
first quarter 2005 pre-tax profit $118,000. The first quarter 2006
after-tax loss was approximately $21,000. On January 30, 2006,
Paula J. Conroy joined Windrose as Senior Vice President and Chief
Financial Officer. On March 1, 2006, Robert L. Bowen joined the
Board of Trustees. In March 2006, Windrose Capital Trust I, a
Delaware statutory trust which is a wholly-owned subsidiary of
Windrose Medical Properties, L.P., the operating partnership of
Windrose, completed a $50 million private placement of
fixed/floating rate trust preferred securities. These securities
will be treated as unsecured long-term debt. Approximately $17.1
million of the net proceeds from the private placement was used to
repay outstanding indebtedness under a Bridge Loan Agreement with
KeyBank National Association, which was terminated upon repayment.
The remaining approximately $32.9 million will be used for general
corporate purposes, including funding future acquisitions. In March
27, 2006, the Company secured through subsidiaries two new secured
term loans totaling $36.0 million with Charter One Bank, N.A. to
provide permanent financing for the Foundation Surgical Hospital
and the Foundation Medical Tower, each located in Bellaire, Texas.
These facilities replace two secured construction loans made in
September 2004 and December 2004. Fred Klipsch, Windrose's Chairman
and Chief Executive Officer, remarked, "Our first quarter results
reflect our expanded portfolio platform that increased
approximately 130% in 2005 to $690 million. As a result of the
significant development and acquisition activity during the fourth
quarter of 2005, we focused on the integration of these assets and
the expansion of our infrastructure during the first quarter of
2006. With our broadened asset base, we believe that we are well
positioned for future portfolio expansion and expect revenues to
grow." Fred Farrar, Windrose's President and Chief Operating
Officer, stated, "During the first four months of the year, we were
focused on strengthening of our balance sheet. We have aggressively
reduced our interest costs and taken steps towards reducing our
leverage ratios. This progress has been achieved through optimizing
the use of capital structure from our recent offerings." Post-First
Quarter Events In April 2006, Windrose completed a public offering
of 2,300,000 common shares at $14.80 per share for net proceeds of
$32.3 million. The underwriters have a 30-day option to purchase up
to 345,000 common shares to cover any over-allotments. The proceeds
from the offering will be used to pay down Windrose's existing
indebtedness. Also in April, the Company's development subsidiary,
HADC, was engaged to manage the project implementation of a $75
million expansion and renovation of an acute care hospital. Under
the Program Management Agreement, HADC, as the owner's
representative, will manage the work of third party professionals
in the site due diligence, design, equipping and construction of a
200,000 square foot expansion and a 21,000 square foot renovation
of Sumner Regional Medical Center (SRMC) on a fee-for-service basis
for ownership by Sumner Regional Medical Center. On April 26, 2006,
Philip J. O'Donnell joined Windrose as Vice President - Asset
Management. Distributions As previously announced, Windrose's Board
of Trustees declared a first quarter 2006 dividend of $0.235 per
common share. The first quarter 2006 common share dividend
represents a 4.4% increase over the dividend for the quarter ended
December 31, 2005. The dividend is payable on May 25, 2006 to
shareholders of record on May 15, 2006. The Board of Trustees
declared a quarterly dividend of $0.4521 per 7.5% Series A
cumulative convertible preferred share. This dividend is payable on
May 22, 2006 to preferred shareholders of record on May 5, 2006.
The Board of Trustees will evaluate the dividend quarterly for the
balance of 2006. Conference Call and Webcast Windrose will host a
conference call to discuss first quarter results on Wednesday, May
3, 2006 at 11:00 a.m. Eastern Daylight Time / 10:00 a.m. Central
Daylight Time. The conference call will be accessible by telephone
and through the Internet. Telephone access is available by dialing
(877) 407-9039 for domestic callers, and (201) 689-8470 for
international callers. Those interested in listening to the
conference call should dial into the call approximately 10 minutes
before the start time. A live webcast of the conference call will
be available online at http://www.windrosempt.com/. After the live
webcast, the call will remain available on Windrose Medical
Properties Trust's website, http://www.windrosempt.com/, through
June 2, 2006. In addition, a telephonic replay of the call will be
available from through May 17, 2006. The replay dial-in numbers are
(877) 660-6853 for domestic callers and (201) 612-7415 for
international. Please use account number 3055 and conference ID
number 198599. About Windrose Windrose is a self-managed real
estate investment trust (REIT) based in Indianapolis, Indiana with
offices in Nashville, Tennessee. Windrose was formed to acquire,
selectively develop and manage specialty medical properties, such
as medical office buildings, ambulatory surgery centers, outpatient
treatment diagnostic facilities, physician group practice clinics,
specialty hospitals and treatment centers. Non-GAAP Financial
Measures This press release contains non-GAAP financial information
that is generally provided by most publicly-traded REITs and that
we believe may be of interest to the investment community.
Reconciliation of all non-GAAP financial measures to GAAP financial
measures are included in the schedule accompanying this press
release and on Windrose's web site at http://www.windrosempt.com/
under the heading "Financial Reports" on the "Investor Center"
section of Windrose's web site. Windrose believes that FFO is
helpful in understanding Windrose's operating performance in that
FFO excludes depreciation and amortization expense on real estate
assets. Windrose believes that GAAP historical cost depreciation of
real estate assets is generally not correlated with changes in the
value of those assets, whose value does not diminish predictably
over time, as historical cost depreciation implies. FFO should not
be considered as an alternative to cash flows from operating,
investing and financing activities as a measure of liquidity. The
White Paper on FFO approved by the Board of Governors of the
National Association of Real Estate Investment Trusts ("NAREIT") in
April 2002 defines FFO as net income (loss) (computed in accordance
with GAAP), excluding gains (or losses) from sales of properties,
plus real estate related depreciation and amortization and after
comparable adjustments for Windrose's portion of these items
related to unconsolidated entities and joint ventures. A
reconciliation of Windrose's first quarter 2006 FFO to net income,
the most directly comparable GAAP measure, is included in a
schedule accompanying this press release. Windrose's management
considers funds available for distribution ("FAD") to be a useful
liquidity measure because FAD provides investors with an additional
basis to evaluate the ability of Windrose to incur and service debt
and to fund capital expenditures and distributions to shareholders
and unit holders. Windrose derives FAD by adjusting FFO for certain
non-cash items such as the straight line rent adjustment,
above/below market lease rents, amortization of loan fees, and
depreciation of property, plant and equipment. A reconciliation of
Windrose's first quarter 2006 FAD to net income, the most directly
comparable GAAP measure, is included in a schedule accompanying
this press release. Safe Harbor Some of the statements in this news
release, including those related to this earnings report,
constitute forward-looking statements. Such statements include, in
particular, statements about our beliefs, expectations, plans and
strategies that are not based on historical facts. You should not
rely on our forward-looking statements because the matters they
describe are subject to known and unknown risks, uncertainties,
assumptions and changes in circumstances, many of which are beyond
our control, which may cause our actual results to differ
significantly from those expressed in any forward- looking
statement. The factors that could cause actual results to differ
materially from current expectations include adverse changes in
healthcare laws, changes in economic and general business
conditions, competition for specialty medical properties, our
ability to finance our operations, regulatory conditions and other
factors described from time to time in filings we make with the
Securities and Exchange Commission including our Annual Report on
Form 10-K for the year ended December 31, 2005. The forward-looking
statements contained herein represent our judgment as of the date
hereof, and we caution readers not to place undue reliance on such
statements. We do not undertake to publicly update or revise any
forward-looking statement whether as a result of new information,
future events or otherwise. Contact: Investors/Media: Windrose
Medical Properties Trust The Ruth Group Fred Farrar Stephanie
Carrington/Jason Rando President and COO (646) 536-7017/7025 (317)
860-8213 Windrose Medical Properties Trust Condensed Consolidated
Financial Information For the Three months Ended March 31, 2006 and
March 31, 2005 (Dollars in Thousands, except per share amounts)
Three months Three months ended ended 3/31/2006 3/31/2005 RENTAL
OPERATIONS Revenues Rent $21,207 $9,510 Operating expenses Rental
expenses 5,871 2,798 Depreciation and amortization 5,112 2,117
Total operating expenses 10,983 4,915 Operating income from rental
operations 10,224 4,595 SERVICE OPERATIONS (HADC) Revenues
Development and project management fees 457 637 Expenses Cost of
sales and project costs 370 391 General and administrative expenses
123 128 Gain (Loss) from service operations (36) 118 GENERAL AND
ADMINISTRATIVE EXPENSES Corporate operations 1,518 989 Operating
income 8,670 3,724 OTHER INCOME (EXPENSE) Interest income (expense)
(7,311) (2,648) Gain (loss) on interest rate swap - 69 Other income
(expense) (77) (37) Total other income (expense) (7,388) (2,616)
Income tax benefit (expense) 14 (50) Net income before minority
interest and discontinued operations 1,296 1,058 Minority interest
in income of common unit holders and other subsidiaries (135) (38)
Discontinued Operations Net Income from discontinued operations,
net of minority interest - 26 Net gain on sale of discontinued
operations, net of minority interest - 1,215 Net income from
discontinued operations - 1,241 Net income 1,161 2,261 Dividends on
preferred shares 971 - Net Income available for common shareholders
190 2,261 Weighted average shares of common stock outstanding -
Basic 17,539 11,885 - Diluted 17,943 12,288 Net income per common
share - Basic and diluted $0.01 $0.19 Windrose Medical Properties
Trust Condensed Consolidated Financial Information For the Three
months Ended March 31, 2006 and March 31, 2005 (Dollars in
Thousands, except per share amounts) Three months Three months
ended ended 3/31/2006 3/31/2005 Funds from operations(1) (FFO): Net
income available for common shareholders $190 $2,261 Add back
(deduct): Gain on sale of building - (1,250) Amortization and
depreciation expense 5,112 2,117 Minority interest share of
depreciation and amortization (136) (65) Funds from operations
(FFO) $5,167 $3,063 Weighted average shares of common stock
outstanding - Basic 17,539 11,885 - Diluted 17,943 12,288 FFO per
common share - Basic and diluted $0.29 $0.26 Windrose Medical
Properties Trust Condensed Consolidated Financial Information For
the Three months Ended March 31, 2006 (Dollars in Thousands) Three
months ended 3/31/2006 Funds available for distribution(2) (FAD)
Funds from operations (FFO) $5,167 Add back (deduct): Straight-line
rent adjustment (1,174) Rental income associated with above/below
market leases 334 Amortization of deferred financing fees 302
Depreciation of property, plant and equipment 47 Minority interest
share of FAD adjustments 29 Funds available for distribution (FAD)
$4,704 Cash Spent on Tenant Improvements, Capital Expenditures and
Leasing Commissions Capital improvement expenditures $117 Tenant
improvements and leasing commissions 280 Total $397 Reconciliation
of Net Income to Cash Flows Provided by Operating Activities Three
months ended 3/31/2006 Net income $1,161 Adjustments to reconcile
net income to net cash provided by operating activities:
Depreciation and amortization 5,112 Rental income associated with
above/below market leases 334 Deferred income taxes (14) Deferred
compensation expense 118 Amortization of deferred financing fees
302 Amortization of fair value of debt adjustment (139) Minority
interest in earnings 136 Increase (decrease) in cash due to changes
in: Construction receivables and payables, net (152) Straight line
rent receivable (1,174) Revenue earned in excess of billings (82)
Billings in excess of revenues earned 99 Receivables from tenants
273 Other accrued revenues and expenses (312) Cash flows provided
by operating activities $5,708 Reconciliation of Cash Flows
Provided by Operating Activities to Funds Available for
Distribution (FAD) Three months ended 3/31/2006 Cash flows provided
by operating activities $5,708 Add (Deduct): Non-income Operating
Cash Flows: Billings in excess of revenues earned 82 Revenue earned
in excess of billings (99) Deferred income taxes 14 Receivables
from tenants (273) Amortization of fair value of debt 139
Depreciation of PP&E and amortization of other assets Other
accrued revenues and expenses 312 Construction payables, net 152
Deferred compensation expense (118) Minority interest in earnings
(136) Minority interest share of depreciation and amortization and
FAD Adjustments (107) Preferred dividends (971) Funds available for
distribution (FAD) $4,704 Windrose Medical Properties Trust
Condensed Consolidated Balance Sheets (Dollars in Thousands)
3/31/2006 3/31/2005 Cash and cash equivalents $15,024 $8,475 Net
real estate assets 662,625 313,843 Other assets 28,244 14,166 Total
assets $705,893 $336,484 Secured debt $386,884 $173,346 Liability
to subsidiary trust issuing preferred securities 51,000 - Payables
and other liabilities 19,402 12,181 Minority interest 5,830 5,679
Shareholders' equity 242,777 145,278 Total liabilities and
shareholders' equity $705,893 $336,484 (1) Windrose believes that
FFO is helpful in understanding Windrose's operating performance in
that FFO excludes depreciation and amortization expense on real
estate assets. Windrose believes that GAAP historical cost
depreciation of real estate assets is generally not correlated with
changes in the value of those assets, whose value does not diminish
predictably over time, as historical cost depreciation implies. FFO
should not be considered as an alternative to cash flows from
operating, investing and financing activities as a measure of
liquidity. The White Paper on FFO approved by the Board of
Governors of the National Association of Real Estate Investment
Trusts ("NAREIT") in April 2002 defines FFO as net income (loss)
(computed in accordance with GAAP), excluding gains from sales of
properties, plus real estate related depreciation and amortization
and after comparable adjustments for the Company's portion of these
items related to unconsolidated entities and joint ventures. (2)
Windrose's management considers funds available for distribution
("FAD") to be a useful liquidity measure because FAD provides
investors with an additional basis to evaluate the ability of
Windrose to incur and service debt and to fund capital expenditures
and distributions to shareholders and unit holders. Windrose
derives FAD by adjusting FFO for certain non-cash items such as the
straight line rent adjustment, above/below market lease rents,
amortization of loan fees, and depreciation of non-real estate
property, plant and equipment. Windrose's calculations of FFO and
FAD may not be comparable to FFO and FAD reported by other real
estate investment trusts ("REITs") due to the fact that not all
REITs use the same definitions. FFO and FAD should not be
considered as alternatives to net income as indicators of
Windrose's operating performance or alternatives to cash flows as
measures of liquidity. FFO and FAD do not measure whether cash flow
is sufficient to fund all of Windrose's cash needs, including
principal amortization, capital expenditures, and distributions to
shareholders and unit holders. Additionally, FFO and FAD do not
represent cash flows from operating, investing or financing
activities as defined by GAAP. Reclassifications: Certain prior
quarter balances have been reclassified to conform to the current
presentation. DATASOURCE: Windrose Medical Properties Trust
CONTACT: Fred Farrar, President and COO of Windrose Medical
Properties Trust, +1-317-860-8213; or Investors/Media: Stephanie
Carrington, +1-646-536-7017, , or Jason Rando, +1-646-536-7025, ,
both of The Ruth Group, for Windrose Medical Properties Trust Web
site: http://www.windrosempt.com/
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