– | The COVID-19 pandemic continues to evolve rapidly. In order to provide some visibility of the impact of COVID-19 on Healthpeak, we have included some of our key operating metrics through April 2020 in this release and a framework to assess the potential financial impacts of the pandemic on pages 42 and 43 in the First Quarter 2020 Supplemental Report. |
– | Balance sheet and liquidity: |
• | In March 2020, settled remaining outstanding equity forward contracts for proceeds of approximately $1.06 billion, bringing total liquidity as of April 30 to $3.0 billion with full availability on Healthpeak’s $2.5 billion revolving credit facility and approximately $500 million of cash and cash equivalents. |
• | Reduced Net Debt to Adjusted EBITDAre to 4.8x as of March 31, 2020. |
• | Received rating affirmations from Fitch (BBB+, stable outlook) and Moody’s (Baa1, revised outlook to negative). |
– | Transactions: |
• | In January 2020, closed on the previously announced transactions with Brookdale Senior Living (“Brookdale”) related to the acquisition of Brookdale's 51% interest in 13 CCRCs for $641 million (which includes payment of a $100 million management termination fee) and the sale of the 18-property triple-net portfolio for $405 million. |
• | In April 2020, closed on the previously announced $320 million life science acquisition of The Post, a 426,000 square foot life science property located within the Route 128 submarket of Boston, Massachusetts. The stabilized cash and GAAP capitalization rates are 5.1% and 6.5%, respectively. |
• | In April 2020, the tenant exercised its purchase option to acquire the three Frost Street medical office buildings in San Diego, CA for proceeds of approximately $106 million, representing a cash capitalization rate of 6.0%. Healthpeak received a non-refundable deposit of approximately $5 million and will also receive an early lease termination fee of $1.1 million. The transaction is expected to close in the second quarter of 2020. |
• | In February 2020, the tenant closed its purchase option on the North Fulton hospital generating proceeds of approximately $82 million, representing a cash capitalization rate of 10%. |
– | Development additions and completions: |
• | Added an on-campus Class A medical office building to Healthpeak's development program with HCA Healthcare. The 116,500 square foot five-story building will be located on the Woman's Hospital of Texas campus in Houston, TX. The $35 million development will expand the Woman's Hospital of Texas campus and will complement Healthpeak's existing One Fannin medical office building located adjacent to the development site. The project is 36% pre-leased by HCA with another 27% well into negotiations with third party tenants. |
• | Delivered Phase IV of The Cove, representing 164,000 square feet that is 100% leased. The delivery of Phase IV completes the construction of this one million square foot Class A life science campus in South San Francisco. |
• | Delivered the first building at Phase I of The Shore at Sierra Point in South San Francisco, representing 130,000 square feet that is 100% leased. |
• | Delivered a 28,000 square foot life science amenity building in San Diego that is 100% leased and is part of the larger three-property, 252,000 square foot Sorrento Summit life science campus. |
– | Development leasing: |
• | In March 2020, as previously announced, signed a 32,000 square foot long-term lease at our 75 Hayden development project in Boston, Massachusetts, bringing year to date leasing at 75 Hayden to 154,000 square feet. The 214,000 square foot Class A development project is expected to be delivered in the fourth quarter and is now 72% pre-leased. |
• | In January 2020, as previously announced, executed a long-term lease with Janssen BioPharma, Inc., part of the Johnson & Johnson Family of Companies, for approximately 60% of Phase II of The Shore at Sierra Point. |
– | Reporting Updates: |
• | Beginning this first quarter of 2020, we report segment information inclusive of our share of unconsolidated joint ventures and exclusive of our partners' noncontrolling interest share of consolidated joint ventures. Accordingly, certain metrics reported for the quarter ended March 31, 2020, including Cash NOI, are now presented at Healthpeak’s pro-rata share. Metrics reported for comparative periods have also been recast to conform with current period presentation. |
– | Maintained quarterly common stock cash dividend of $0.37 per share to be paid on May 19, 2020, to stockholders of record as of the close of business on May 8, 2020. |
– | Named to S&P Global’s Sustainability Yearbook for the fifth consecutive year. |
Three Months Ended March 31, 2020 | Three Months Ended March 31, 2019 | ||||||||||||||
(in thousands, except per share amounts) | Amount | Per Share | Amount | Per Share | |||||||||||
Net income (loss), diluted | $ | 279,979 | $ | 0.54 | $ | 61,029 | $ | 0.13 | |||||||
NAREIT FFO, diluted | 173,186 | 0.34 | 207,831 | 0.43 | |||||||||||
FFO as Adjusted, diluted | 228,562 | 0.45 | 213,805 | 0.44 | |||||||||||
AFFO, diluted | 209,214 | 193,265 | |||||||||||||
Year-Over-Year Total SS Portfolio Cash NOI Growth | ||
% of SS | Three Month | |
Medical office | 42.3% | 2.0% |
Life science | 31.9% | 3.1% |
Senior housing(1) | 20.2% | (0.1)% |
Other non-reportable segments ("Other") | 5.6% | 4.2% |
Total Portfolio(1) | 100.0% | 2.0% |
(1) | Same-Store year-over-year three-month Portfolio Cash NOI growth includes identifiable COVID-19 expenses of $0.6 million in the SHOP portfolio. Exclusive of these costs, SHOP, Total Senior Housing, and Total Same-Store Portfolio Cash NOI year-over-year growth would have been 0.0%, 1.4%, and 2.3%, respectively. The change in our SS policy for transitions, which was announced in the Financial Reporting Updates section of our 4Q19 Earnings Release and Supplemental Report, had no impact on 1Q reported growth rates. |
Indicator | As of, or for the month ended, April 30, 2020 | Commentary |
LIFE SCIENCE | ||
Occupancy | 94.7% | Up 40 bps since March 31 |
April Leasing | 61,000 SF of executed leases (includes 19,000 SF of new leasing) | Year-to-date ahead of original expectations |
Letters of Intent | 370,000 SF of executed LOIs in lease documentation (includes 290,000 SF of new leasing) | New leasing commitments largely driven by existing tenants looking to expand |
April Rent Payments | 97% received | Collections to date in-line with historical experience |
Rent Relief Requests | No material deferrals granted | ~25 inquiries (5% of ABR) - reviewing on a case-by-case basis |
MEDICAL OFFICE | ||
Occupancy | 91.3% | Up 10 bps since March 31 |
April Leasing | 324,000 SF of executed leases (includes 53,000 SF of new leasing) | Year-to-date ahead of original expectations |
Letters of Intent | 630,000 SF of executed LOIs in lease documentation (includes 140,000 SF of new leasing) | Slightly lower than average LOIs in documentation phase |
April Rent Payments | 95% received | Collections to date in-line with historical experience |
Rent Relief Requests | Approved 386 tenants for rent deferrals (~$4.4M of monthly rent) | Rent deferral program for non-health system / non-hospital tenants, subject to conditions |
SENIOR HOUSING: SHOP(1) | ||
Occupancy | 82.2% | Month-over-month occupancy declined 300 bps |
Move-ins | Declined 73% in April 2020 vs. April 2019 | Driven by shelter-in-place and reduced in-person tours |
Move-outs | Increased 22% in April 2020 vs. April 2019 | Driven by involuntary move-outs. Could return to normal run rates as infections slow |
Leads | Declined 50% in April 2020 vs. April 2019 | Operators are prioritizing digital marketing platforms |
Tours | Declined 50% in April 2020 vs. April 2019 | Tours in April 2020 were all virtual / digital |
SENIOR HOUSING: CCRC(1)(2)(3) | ||
Occupancy | 82.4% | Month-over-month occupancy declined 65 bps in AL/IL/MC and 1,620 bps in skilled nursing for a combined total of 320 bps |
Move-ins | Declined 89% in April 2020 vs. April 2019 | Driven by shelter-in-place and reduced in-person tours |
Move-outs | Declined 22% in April 2020 vs. April 2019 | Driven by lower voluntary move-outs |
Leads | Declined 52% in April 2020 vs. April 2019 | Operators are prioritizing digital marketing platforms |
Tours | Declined 45% in April 2020 vs. April 2019 | Tours in April 2020 were all virtual / digital |
SENIOR HOUSING: NNN Tenant Updates | ||
April Rent Payments | 97% received | |
Capital Senior Living | Paid 75% of April rent on the master lease that matures in October 2020. In ongoing discussions regarding rent payments through maturity. The monthly rent is approximately $0.9M. As previously disclosed, Healthpeak expects to sell these properties as soon as market conditions permit. | |
Harbor Retirement Associates | Requested a rent deferral and Healthpeak is currently evaluating the request. The monthly rent is approximately $1.2M and was paid in full in April. | |
SENIOR HOUSING: Known COVID-19 Positive Cases | ||
Based on the daily reports Healthpeak receives from its operators across 222 properties, as of April 30, 2020, Healthpeak had 54 properties managed by 13 different operators with confirmed resident COVID-19 cases, and 31 of those affected properties had experienced resident deaths. | ||
HOSPITALS | ||
April Rent Payments | 96% received | Slightly lower than normal due to a tenant waiting on stimulus payment |
(1) | Properties that are held for sale, in redevelopment or in development are excluded from reporting statistics. |
(2) | Move-in and move-out data exclude skilled nursing beds in our CCRC portfolio given the Medicare residents usually have lengths of stay of 30 days or less. |
(3) | Skilled nursing units in our CCRC portfolio received $10M of Coronavirus Aid, Relief, and Economic Security ("CARES") Act funding in April. This represents pro rata funding provided to all Medicare providers, not a program applied for. |
March 31, 2020 | December 31, 2019 | ||||||
Assets | |||||||
Real estate: | |||||||
Buildings and improvements | $ | 12,720,111 | $ | 11,120,039 | |||
Development costs and construction in progress | 588,343 | 692,336 | |||||
Land | 2,114,024 | 1,992,602 | |||||
Accumulated depreciation and amortization | (2,840,632 | ) | (2,771,922 | ) | |||
Net real estate | 12,581,846 | 11,033,055 | |||||
Net investment in direct financing leases | 44,706 | 84,604 | |||||
Loans receivable, net of reserves of $9,314 and $0 | 220,652 | 190,579 | |||||
Investments in and advances to unconsolidated joint ventures | 479,900 | 825,515 | |||||
Accounts receivable, net of allowance of $8,594 and $4,565 | 85,037 | 59,417 | |||||
Cash and cash equivalents | 783,542 | 144,232 | |||||
Restricted cash | 106,557 | 40,425 | |||||
Intangible assets, net | 550,348 | 331,693 | |||||
Assets held for sale, net | 271,861 | 504,394 | |||||
Right-of-use asset, net | 171,843 | 172,486 | |||||
Other assets, net | 776,387 | 646,491 | |||||
Total assets | $ | 16,072,679 | $ | 14,032,891 | |||
Liabilities and Equity | |||||||
Bank line of credit and commercial paper | $ | — | $ | 93,000 | |||
Term loan | 249,002 | 248,942 | |||||
Senior unsecured notes | 5,650,053 | 5,647,993 | |||||
Mortgage debt | 490,049 | 276,907 | |||||
Intangible liabilities, net | 72,137 | 74,991 | |||||
Liabilities of assets held for sale, net | 31,724 | 36,369 | |||||
Lease liability | 156,808 | 156,611 | |||||
Accounts payable, accrued liabilities, and other liabilities | 856,031 | 540,924 | |||||
Deferred revenue | 753,432 | 289,680 | |||||
Total liabilities | 8,259,236 | 7,365,417 | |||||
Commitments and contingencies | |||||||
Common stock, $1.00 par value: 750,000,000 shares authorized; 538,135,188 and 505,221,643 shares issued and outstanding | 538,135 | 505,222 | |||||
Additional paid-in capital | 10,213,011 | 9,183,892 | |||||
Cumulative dividends in excess of earnings | (3,512,143 | ) | (3,601,199 | ) | |||
Accumulated other comprehensive income (loss) | (2,495 | ) | (2,857 | ) | |||
Total stockholders' equity | 7,236,508 | 6,085,058 | |||||
Joint venture partners | 373,495 | 378,061 | |||||
Non-managing member unitholders | 203,440 | 204,355 | |||||
Total noncontrolling interests | 576,935 | 582,416 | |||||
Total equity | 7,813,443 | 6,667,474 | |||||
Total liabilities and equity | $ | 16,072,679 | $ | 14,032,891 | |||
Three Months Ended March 31, | |||||||
2020 | 2019 | ||||||
Revenues: | |||||||
Rental and related revenues | $ | 314,688 | $ | 294,222 | |||
Resident fees and services | 263,505 | 126,695 | |||||
Income from direct financing leases | 3,269 | 13,524 | |||||
Interest income | 3,688 | 1,713 | |||||
Total revenues | 585,150 | 436,154 | |||||
Costs and expenses: | |||||||
Interest expense | 58,376 | 49,327 | |||||
Depreciation and amortization | 189,276 | 131,951 | |||||
Operating | 376,013 | 168,927 | |||||
General and administrative | 22,349 | 21,355 | |||||
Transaction costs | 14,848 | 4,518 | |||||
Impairments and loan loss reserves (recoveries), net | 39,123 | 8,858 | |||||
Total costs and expenses | 699,985 | 384,936 | |||||
Other income (expense): | |||||||
Gain (loss) on sales of real estate, net | 164,869 | 8,044 | |||||
Loss on debt extinguishments | 833 | — | |||||
Other income (expense), net | 210,608 | 3,133 | |||||
Total other income (expense), net | 376,310 | 11,177 | |||||
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures | 261,475 | 62,395 | |||||
Income tax benefit (expense) | 33,044 | 3,458 | |||||
Equity income (loss) from unconsolidated joint ventures | (11,979 | ) | (863 | ) | |||
Net income (loss) | 282,540 | 64,990 | |||||
Noncontrolling interests' share in earnings | (3,460 | ) | (3,520 | ) | |||
Net income (loss) attributable to Healthpeak Properties, Inc. | 279,080 | 61,470 | |||||
Participating securities' share in earnings | (1,616 | ) | (441 | ) | |||
Net income (loss) applicable to common shares | $ | 277,464 | $ | 61,029 | |||
Earnings per common share: | |||||||
Basic | $ | 0.55 | $ | 0.13 | |||
Diluted | $ | 0.54 | $ | 0.13 | |||
Weighted average shares outstanding: | |||||||
Basic | 506,476 | 477,766 | |||||
Diluted | 515,045 | 479,131 | |||||
Three Months Ended March 31, | ||||||||
2020 | 2019 | |||||||
Net income (loss) applicable to common shares | $ | 277,464 | $ | 61,029 | ||||
Real estate related depreciation and amortization | 189,276 | 131,951 | ||||||
Healthpeak's share of real estate related depreciation and amortization from unconsolidated joint ventures | 29,610 | 15,077 | ||||||
Noncontrolling interests' share of real estate related depreciation and amortization | (4,852 | ) | (4,920 | ) | ||||
Other real estate-related depreciation and amortization | 1,237 | 2,085 | ||||||
Loss (gain) on sales of real estate, net | (164,869 | ) | (8,044 | ) | ||||
Healthpeak's share of loss (gain) on sales of real estate, net, from unconsolidated joint ventures | (7,729 | ) | — | |||||
Loss (gain) upon change of control, net(1) | (167,434 | ) | — | |||||
Taxes associated with real estate dispositions | (11,876 | ) | — | |||||
Impairments (recoveries) of depreciable real estate, net | 30,722 | 8,858 | ||||||
NAREIT FFO applicable to common shares | 171,549 | 206,036 | ||||||
Distributions on dilutive convertible units and other | 1,637 | 1,795 | ||||||
Diluted NAREIT FFO applicable to common shares | $ | 173,186 | $ | 207,831 | ||||
Diluted NAREIT FFO per common share | $ | 0.34 | $ | 0.43 | ||||
Weighted average shares outstanding - diluted NAREIT FFO | 513,123 | 483,671 | ||||||
Impact of adjustments to NAREIT FFO: | ||||||||
Transaction-related items(2) | $ | 92,379 | $ | 5,889 | ||||
Other impairments (recoveries) and other losses (gains), net(3) | (33,306 | ) | — | |||||
Loss on debt extinguishments | (833 | ) | — | |||||
Litigation costs (recoveries) | 106 | 128 | ||||||
Foreign currency remeasurement losses (gains) | 10 | (28 | ) | |||||
Tax rate legislation impact(4) | (2,892 | ) | — | |||||
Total adjustments | 55,464 | 5,989 | ||||||
FFO as Adjusted applicable to common shares | 227,013 | 212,025 | ||||||
Distributions on dilutive convertible units and other | 1,549 | 1,780 | ||||||
Diluted FFO as Adjusted applicable to common shares | $ | 228,562 | $ | 213,805 | ||||
Diluted FFO as Adjusted per common share | $ | 0.45 | $ | 0.44 | ||||
Weighted average shares outstanding - diluted FFO as Adjusted | 513,123 | 483,671 | ||||||
(1) | For the three months ended March 31, 2020, relates to the gain on consolidation of 13 continuing care retirement communities in which we acquired Brookdale's interest and began consolidating during the first quarter of 2020. The gain upon change of control is included in other income (expense), net in the consolidated statements of operations. |
(2) | For the three months ended March 31, 2020, includes the termination fee and transition fee expenses related to terminating the management agreements with Brookdale for 13 CCRCs and transitioning those communities to LCS, partially offset by the tax benefit recognized related to those expenses. The expense related to terminating the CCRC management agreements with Brookdale is included in operating expenses in the consolidated statement of operations for the three months ended March 31, 2020. |
(3) | For the three months ended March 31, 2020, includes the gain on sale of a hospital that was in a direct financing lease ("DFL"), partially offset by $8 million of additional reserves for loan losses under the new current expected credit losses accounting standard in accordance with ASC 326, Financial Instruments – Credit Losses. The $42 million gain on sale of the hospital that was in a DFL is included in other income (expense), net in the consolidated statement of operations for the three months ended March 31, 2020. |
(4) | For the three months ended March 31, 2020, represents the tax benefit of the CARES Act extending the net operating loss carryback period to five years. |
Three Months Ended March 31, | |||||||
2020 | 2019 | ||||||
FFO as Adjusted applicable to common shares | $ | 227,013 | $ | 212,025 | |||
Amortization of deferred compensation | 3,987 | 3,590 | |||||
Amortization of deferred financing costs | 2,582 | 2,699 | |||||
Straight-line rents | (6,229 | ) | (6,246 | ) | |||
AFFO capital expenditures | (21,791 | ) | (19,220 | ) | |||
Lease restructure payments | 291 | 288 | |||||
CCRC entrance fees(1) | — | 3,496 | |||||
Deferred income taxes(2) | 4,787 | (3,732 | ) | ||||
Other AFFO adjustments(3) | (3,064 | ) | (1,429 | ) | |||
AFFO applicable to common shares | 207,576 | 191,471 | |||||
Distributions on dilutive convertible units and other | 1,638 | 1,794 | |||||
Diluted AFFO applicable to common shares | $ | 209,214 | $ | 193,265 | |||
Weighted average shares outstanding - diluted AFFO | 513,123 | 483,671 | |||||
(1) | In connection with the acquisition of the remaining 51% interest in the CCRC JV in January 2020, we consolidated the 13 communities in the CCRC JV and recorded the assets and liabilities at their acquisition date relative fair values, including the CCRC contract liabilities associated with previously collected non-refundable entrance fees. In conjunction with increasing those CCRC contract liabilities to their fair value, we concluded that we will no longer adjust for the timing difference between non-refundable entrance fees collected and amortized as we believe the amortization of these fees is a meaningful representation of how we satisfy the performance obligations of the fees. As such, upon consolidation of the CCRC assets, we no longer exclude the difference between CCRC entrance fees collected and amortized from the calculation of AFFO. For comparative periods presented, the adjustment continues to represent our 49% share of non-refundable entrance fees collected by the CCRC JV, net of reserves and net of CCRC JV entrance fee amortization. |
(2) | For the three months ended March 31, 2020, includes an $8 million current tax refund receivable due to the changes in tax legislation enacted under the CARES Act. |
(3) | Primarily includes our share of AFFO capital expenditures from unconsolidated joint ventures, partially offset by noncontrolling interests' share of AFFO capital expenditures from consolidated joint ventures. |