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): May 30, 2012
Healthcare Trust of America, Inc.
(Exact name of registrant as specified in its charter)
Maryland | 000-53206 | 20-4738467 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
16435 N. Scottsdale Road, Suite 320 Scottsdale, Arizona |
85254 | |||
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: 480-998-3478
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 7.01 Regulation FD Disclosure.
Attached as Exhibit 99.1 to this Current Report on Form 8-K are materials from a presentation about Healthcare Trust of America, Inc. (HTA) to be made to certain potential investors on or after May 30, 2012. The information in this Current Report on Form 8-K, including Exhibit 99.1, is deemed furnished and not filed under Section 18 of the Securities Exchange Act of 1934, as amended (Exchange Act), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1 Presentation dated May 30, 2012
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 hereunto duly authorized.
Healthcare Trust of America, Inc. | ||||
By: | /s/ Scott D. Peters | |||
May 30, 2012 | Name: Scott D. Peters | |||
Title: Chief Executive Officer & President |
Exhibit 99.1
Healthcare Trust of America, Inc.
A Leading Owner of Medical Office Buildings
Company Presentation
May 2012
Forward looking statements
This document contains both historical and forward-looking statements. Forward-looking statements are based on current expectations, plans, estimates, assumptions and beliefs, including expectations, plans, estimates, assumptions and beliefs about our company, the real estate industry and the debt and equity capital markets. All statements other than statements of historical fact are, or may be deemed to be, 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.
Forward-looking statements include information concerning possible or assumed future results of operations of our company. The forward-looking statements included in this document are subject to numerous risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond our control. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, our actual results and performance could differ materially from those set forth in the forward-looking statements. Factors which could have a material adverse effect on our operations and future prospects include, but are not limited to: changes in economic conditions affecting the healthcare property sector, the commercial real estate market and the credit market; competition for acquisition of medical office buildings and other facilities that serve the healthcare industry; economic fluctuations in certain states in which our property investments are geographically concentrated; retention of our senior management team; financial stability and solvency of our tenants; supply and demand for operating properties in the market areas in which we operate; our ability to acquire real properties, and to successfully operate those properties once acquired; changes in property taxes; legislative and regulatory changes, including changes to laws governing the taxation of REITs and changes to laws governing the healthcare industry; fluctuations in reimbursements from third party payors such as Medicare and Medicaid; delays in liquidating defaulted mortgage loan investments; changes in interest rates; the availability of capital and financing; restrictive covenants in our credit facilities; changes in our credit ratings; our ability to remain qualified as a REIT; completion of the listing of our Class A common stock on the New York Stock Exchange; and the risk factors set forth in our 2011 Annual Report on Form 10-K.
Forward-looking statements speak only as of the date made. Except as otherwise required by the federal securities laws, we undertake no obligation to update any forward-looking statements to reflect the events or circumstances arising after the date as of which they are made. As a result of these risks and uncertainties, readers are cautioned not to place undue reliance on the forward looking statements included in this document or that may be made elsewhere from time to time by, or on behalf of, us.
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Table of Contents
1. Company Overview
2. Portfolio and Asset Management Overview
3. Healthcare Sector Fundamentals
4. Financial Review
5. Investment Execution & Summary
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Opportunity overview
Issuer Healthcare Trust of America (HTA)
NYSE / Ticker HTA
Listing Date NYSE Listing on or around June 6, 2012
Approximately 230 million total shares outstanding, of which approximately 58 million Class A shares are
Shares Outstanding
expected to be eligible to trade on the NYSE at listing
No Shares Offered HTA is not undertaking any offering of shares to the public at or about the time of the NYSE listing
Dividend / yield $0.575 per share / 5.7%1
Phased in liquidity for existing shareholders (including officers and directors) of 25% at listing and Lock-up every 6 months thereafter
1 Dividend yield based on a $10.10 assumed price per share
Company Overview
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Overview
Healthcare Trust of America, Inc.
HTA is a self managed $2.5 billion¹ healthcare REIT focused on medical office buildings (MOBs)
96% of portfolio is located on or adjacent to campus, or affiliated with leading health systems
Well-defined investment strategy and investment grade balance sheet
Greater than 50% credit-rated tenants
Experienced management team in place since 2009, executing on high quality acquisitions with significant healthcare systems
Favorable macroeconomic trends
Healthcare reform impacting individuals (additional 30 million insured) and pushing health systems towards MOB
Increased healthcare spending as a portion of U.S. GDP (19.3% by 2019)
Aging population (additional 30mm aged 65+ by 2013)increased demand for lower cost, outpatient services
Constrained new MOB development
A Leading Owner of Medical Office Buildings
Focused MOB REIT
Strong Governance and Conservative Balance Sheet
Significant Demographic and Legislative Trends
¹ As of March 31, 2012, based on acquisition price
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Company Snapshot as of March 31, 2012
Building Type Gross real estate assets1 ($bn) $2.5 (Based on GLA) Total real estate related buildings 264 Total Portfolio gross leasable area (GLA) 12.4mm
5% Investment grade tenants (based on annualized base rent) 39%
5% Credit-rated tenants (based on annualized base rent) 56% % of Portfolio on or adjacent to Campus / Affiliated 96% 90% Average remaining lease term for all buildings (years) 6.6 Average remaining lease term for single-tenant buildings (years) 8.4 Average remaining lease term for multi-tenant buildings (years) 5.7 MOB Hospital Senior Housing Weighted average age of properties (years, based on acq. price) 18.7 Presence in 26 States Credit ratings Baa3 / BBB- (Based on GLA) Total equity raised since inception ($bn)2 $2.2 GA 5% Cash at 3/31/12($mm) $35 NY 7% Other 1Q12 Annualized Pro Forma NOI($mm) $205.9 FL 8% 31% Total Debt/ Total Undepreciated Assets3 30.4% Total Debt/ 1Q12 Annualized Pro Forma EBITDA4 4.7x PA 9% Weighted average interest rate at 3/31/12 5.0% SC 9% 91% occupied at 3/31/20125
AZ 11%
IN 10% TX 10% 2012 lease rollovers equal to 6.5% of portfolio GLA
Tenant Renewal Ratio of 93% in 1Q126
1 Based on acquisition price
2 Excludes share issuance from DRIP
3 Undepreciated assets is defined as Total GAAP assets plus accumulated depreciation plus accumulated amortization related to tenant relationships and FAS 141/ ASC 805 lease adjustments
4 EBITDA for 1Q12 presented on an assumed annualized basis as if 1Q12 acquisitions closed on 1/1/12. EBITDA for HTA is calculated as Net Income + Interest + D&A + Stock Based Comp + Losses from Change in fair value of Derivatives + Acquisition Expenses. Refer to the Forward Looking Statements on Page 1 as the estimates and assumed annualized number may exceed actual results Leading owner of Medical Office Buildings
5 Includes leases signed but not commenced 6
6 Tenant Renewal Ratio is defined as the sum of the total GLA of tenants that renew an expiring lease over the total GLA of expiring leases
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Corporate Philosophy
HTAs strategy is to be patient, prudent, and disciplined while acquiring high quality Medical Office Buildings, on or adjacent to campuses of or affiliated with leading healthcare systems. HTA focuses on high growth markets, with the potential for near-term income generation and long-term value appreciation.
Relationship driven acquisitions of mid-sized, on-campus or aligned MOBs (generally $25mm to
Targeted Transactions $100mm), located in key markets
Target on-campus medical office buildings in locations that are in high demand by physicians and Location in Key Markets other healthcare providers
On-campus locations provide for high retention rates and rental rate growth
Target properties affiliated with the top healthcare systems, which attract the top doctors Healthcare System Seek healthcare systems with dominant market share and high credit quality
Target high growth markets with attractive demographics and favorable regulatory environments
Market
Target business friendly states and those with high barriers to entry
Target credit-rated tenants for longer-term, triple net leases
Credit Tenants
Attractive mix of single-tenant and multi-tenant buildings balances long-term stability with the potential for market driven growth
Conservative capital structure provides flexibility to pursue attractive opportunities Poised for Growth Most defensive asset class in the healthcare sector provides stable income
Internal growth opportunities stemming from lease up of vacant space, increased rents over time, and the continued shift to in-house management
Corporate Philosophy
Best-In-Class Portfolio
On-Campus MOB focus Stable and growing cash flow >50% credit-rated tenants
Diversified portfolio by tenant, state, city Significant relationships with leading health systems
Experienced Senior Management Team
Acquired, disposed and asset managed over $10B of real estate Public company experience Managed over 240mm SF of real estate Built HTA infrastructure from ground-up (beginning in 2009)
Value Proposition
Strong, Patient, Prudent
Strong, Flexible Balance Sheet
Low leverage Low cost debt Financial capacity Immediate liquidity Investment grade credit ratings (BBB-/Baa3)
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HTA vs. HR: The Right Sector, Different Execution
mm SF Total MOB GLA 1
13.0
12.2
12.0
11.2
11.0 10%
10.0
9.0 100% 90%
8.0
HTA HR
Stabilized Development
Total Leverage 2
10.0x
9.0x 8.1x 80%
8.0x 70%
EBITDA 7.0x 60% Assets
Est. 6.0x 4.7x 46.4% 50%
2012 4.0x 5.0x 40%
30.4%
/ 3.0x
30% Undepreciated
Debt 2.0x /
1.0x 20% Debt
0.0x 10%
HTA HR
as of March 31, 2012 HTA HR
Investments $2.5B $2.9B
# of buildings 264 202
Sq Ft (mm) 12.4mm 13.7mm
Statistics Occupancy % 91% 87%
% of MOB in Portfolio (% of GLA) 90% 89%
Portfolio % on campus / aligned (% of GLA) 96% 85%3
Lease maturities through 2014 (% of GLA) 24% 43%
Tenant renewal ratio 93% 70%
Development (% of MOB GLA) NONE 10%
Unrestricted cash on hand ($mm) $35mm $7mm
and Ratios Credit line availability ($mm) $675mm $462mm
Total debt/undepeciated assets 30.4% 46.4%
Liquidity Financial Total debt / 2012 est. EBITDA 4.7x 8.1x
EBITDA/ Interest Expense (LTM 3/31/12)4 3.8x 2.0x
Independent board Yes Yes
Staggered board No Yes
Shareholders rights plan No No
Corporate Governance Anti-takeover provisions No Yes
Ownership limits No No
1 As of 3/31/12. Source: SEC Filings
2 2 Source SNL Financial consensus 2012 EBITDA estimates; HTA is Adjusted EBITDA for 1Q12 presented on an assumed annualized basis as if 1Q12 acquisitions closed on 1/1/12. EBITDA for HTA is calculated as Net Income + Interest + D&A + Stock Based Comp + Losses from Change in Fair Value of Derivatives + Acquisition Expenses. Refer to the Forward Looking Statements. as the estimates and assumed annualized number may exceed actual results
3 HR refers to the On/adjacent designation plus the 40% of the off-campus buildings [that] are anchored by a hospital system
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Interest Expense includes capitalized interest and preferred dividends |
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A History of Prudent Growth
Company Growth
Current
2007 2009
$0.4Bn $1.5Bn $2.5Bn
Historical
Limited competitioncash buyer during market dislocation in 2008, 2009 and 2010 Disciplined approach resulted in acquisition slow down as markets heated up Maintained low leverage and financial flexibility
Acquisition Volume by Year 1
($ in millions)
$1,000 $806
$800
$558
$600 $494
$408
$400 $214
$200 $68
$0
2007 2008 2009 2010 2011 2012 YTD
Note: Based on acquisition price
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Includes mortgage notes receivable |
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Next Phase of Growth
Access to public equity markets in the future; lowering our cost of capital Utilize Investment Grade ratings for future access to the public debt and bond markets Expand financial flexibility to prudently execute on acquisition pipeline Potential future equity issuances when trading at premium to NAV to make accretive acquisitions Enhance enterprise value through increased in-house management A NYSE listing is expected to provide a robust platform for future growth and value creation
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Key Strategic Investments
Greenville Hospital Portfolio
$163mm / September 2009 856k SF / 16 buildings 91% NNN to Greenville Hospital System (Moodys: A1)
Banner Sun City
$107mm / December 2009 641k SF / 23 buildings Anchored by Banner Health (Fitch: AA-)
Albany Medical Portfolio
$197mm / November 2010 960k SF / 9 buildings Multiple Tenants
Pittsburgh Metro
$133.5mm / 2010-2012 978k SF / 3 buildings Majority anchored by Highmark (S&P: A) and its affiliates
Steward Portfolio
$100mm / March 2012 372k SF / 13 buildings 100% NNN to Steward Healthcare
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Key Strategic Investments (contd)
Indiana University Hospital
$90mm / June 2008 690k SF / 24 buildings
Anchored by Indiana University Health (A1)
Aurora Wisconsin Portfolio
$74mm / February 2009 315k SF / 6 buildings
100% NNN to Aurora Health Care (A3)
Raleigh Portfolio
$44mm / December 2010 242k SF / 10 buildings Multi-tenant, on-campus
Deaconess Clinic Portfolio
$45mm / March 2010 261k SF / 5 buildings
100% NNN to Deaconess Health System (A+)
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Experienced Management Team
Scott Peters
Chairman, CEO, and President
Co-Founded HTA in 2006
CEO of Grubb & Ellis (NYSE), 07-08
CEO of NNN Realty Advisors, 06-08
EVP, CFO, Triple Net Properties, Inc., 04-06
Co-Founder, CFO of Golf Trust America, Inc. (AMEX), 97-07
EVP, Pacific Holding Company/LSR, 92-96
EVP, CFO, Castle & Cooke Properties, Inc. (Dole Food Co.), 88-92
Mark Engstrom, EVP -Acquisitions
CEO, InSite Medical Properties, 0609
Mgr.of Real Estate Services, Hammes Company, 0105
Vice President, PM Realty Group, 9801
Founder/PrincipalPacific Health Properties, 9598
Hospital Administrator, Good Samaritan Health System, 8795
Kellie Pruitt, EVP -Chief Financial Officer
VP of Financial Reporting and Compliance, Fender Musical Instruments Corporation, 07-08
Senior Manager, Real Estate and Public Companies, Deloitte and Touche, LLP, 95-07
Certified Public Accountant, Texas and Arizona
Amanda Houghton, EVP -Asset Management
Manager of Joint Ventures, Glenborough LLC, 0609
Senior Analyst, ING Clarion, 05 06
Senior Analyst, Weyerhauser Realty Investors, 0405
RSM EquiCo and Bernstein, Conklin, & Balcombe, 01-03
Member of the CFA Institute and CREW
Appointed to the NAIOP Medical & Life Sciences Forum
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Strong corporate governance
Strong Corporate Governance
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Member board of directors, with option to increase to 15 |
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Independent directors |
Five board committees
Audit Committee (Chair: Maurice DeWald)
Composed solely of independent directors
Selects and reviews the independent public accountants who audit our annual financial statements Reviews the adequacy of our internal accounting controls
Compensation Committee (Chair: Gary Wescombe)
Composed solely of independent directors
Advises the board on compensation policies, establishes performance objectives for executive officers, and provides recommendation to Board on company compensation policies
Nominating and Corporate Governance Committee (Chair: Warren Fix)
Composed solely of independent directors
Identifies individuals qualified to serve on the Board of Directors
Develops and recommends corporate governance policies and principles and periodically re-evaluates such policies Makes recommendations regarding the composition of the board of directors and its committees
Investment Committee (Chair: W Brad Blair, ll)
Reviews and advises the board of directors on investment criteria and acquisitions Has the ability to reject but not approve proposed acquisitions
Risk Management Committee (Chair: Larry Mathis)
Composed solely of independent directors
Primary function is to review, assess and discuss with our management team, general counsel and auditors material risks or exposures associated with business Provides guidance on managements in-place risk management system
Highlights
Annual election of all board members no staggered board
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of 6 independent directors |
All directors have continuously served on the Board for at least 5 years Board members have investment in HTA
Proactive governance
Opted out of Maryland anti-takeover provisions (1)
No stockholder rights plan (poison pill)
1 Includes Maryland Law Business and Combination Provision (Section 3-602) and Control Share Acquisition (Sections 3-701 through 3-710)
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Portfolio and Asset Management Overview
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Extensive and Scalable Operating Platform
Robust Operating Platform
Asset Finance /
Acquisitions
Management Accounting
Asset Acq/ Disp Property
Management Execution Accounting
Property Acquisition SEC
Management Underwriting Reporting
Leasing
Management Treasury
Construction
Management Tax
Proactive Asset Management
Integrated accounting, budgeting and property management systems Quarterly Argus updates Rolling 24 month cash flow projections Web-based leasing pipeline Web-based tenant work order system
Asset Management
Asset Management Team
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regional offices with full service management capabilities 5 asset managers 21 years average real estate experience |
South/West Scottsdale, AZ
3.9mm SF (31% of GLA) 90% occupancy
50% under in-house management
East Coast Charleston, SC
6.1mm SF (49% of GLA) 95% occupancy
42% under in-house management
Midwest Indianapolis, IN
2.4mm SF (20% of GLA) 82% occupancy
64% under in-house management
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National Portfolio, Regionally Focused
Midwest
Indianapolis, IN GLA: 2.4SF
% GLA: 20%
East South/ Southwest
Charleston, SC Scottsdale, AZ
GLA: 6.1 SF GLA: 3.9mm SF
% GLA: 49%
% GLA: 31%
Portfolio as of 3/31/12
Gross real estate assets ($bn) $2.5
Total buildings 264
Total portfolio GLA 12.4mm
Occupancy 91%
1Q12 Tenant Renewal Ratio 93%
Investment grade tenants (% GLA) 39%
Credit-rated tenants (% GLA) 56%
% On-Campus / Aligned1 96%
Wtd Avg. remaining lease term (yrs) 6.6
Wtd Avg. age of properties 18.7
1 On-campus refers to refer to a property that is located on or adjacent to (within 1/4 mile) a healthcare system. Affiliated refers to a property that is not on the campus of a healthcare system and located greater than 1/4 mile from such a campus, but leased 50% or more to a healthcare system
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Diversified Portfolio
Geographic Diversification
(by GLA)
NY 7% GA 5%
Other
FL 8% 31%
PA 9%
SC 9% AZ 11%
IN 10% TX 10%
264 buildings in 26 states
Top 5 states constitute just under 50% of GLA and ABR No one state comprises more than 11% of GLA or 13% of ABR
Tenant Mix
(by Annual Base Rent)
56%
Credit
Tenants Not
Rated
44%
56% credit-rated tenants (mainly larger heath systems) 39% investment grade 44% non-rated tenants (mainly independent physicians)
Lease Type
(by GLA)
60%
NNN
Gross
40% 60% NNN leases more conservative lease structure with stable cash flows. Tenant bears expense risk 40% Gross Leases provides upside with expense savings
66%
Multi- Tenant
Single Tenant 34%
Strong mix of single and multi-tenant buildings
Multi-tenanted buildings have weighted average lease term of 5.7 years Single-tenanted buildings have weighted average lease term of 8.4 years
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Stable Cash Flows
Top Tenants1,2,3
Top Tenants Credit Total % Total
Rating GLA GLA
Greenville Hospital System A1 761,000 6.8%
Highmark A 573,000 5.1%
Steward Health Care System 372,000 3.3%
Institute for Senior Living of Florida 355,000 3.2%
Aurora Health Care A 315,000 2.8%
Indiana University Health A1 307,000 2.7%
Community Health Systems B1 299,000 2.7%
West Penn Allegheny Health System Caa1 275,000 2.4%
Kindred Healthcare B1 268,000 2.4%
Select Medical Corp B 261,000 2.3%
Deaconess Health System A+ 261,000 2.3%
Banner Health AA- 225,000 2.0%
Hospital Corp of America B1 228,000 2.0%
Total Tenants > 2% GLA 4,500,000 40.0%
Granular tenant base comprised of over 1,600 leases Q1 2012 Tenant Renewal Ratio of 93% Average contractual rent bumps of 2-3% Proactive lease management Staggered lease expirations
Average portfolio occupancy increased from 89% to 91% from 2009 to 2011
Rollover Risk (% of GLA)4
25%
20%
15%
10% 9.3% 8.5% 9.3%
6.3% 7.4% 7.6%
5%
0%
2012 2013 2014 2015 2016 2017
Average Portfolio Occupancy
93%
90.7% 91.1%
91%
89.5%
88.7% 88.9%
89%
87%
85%
2007 2008 2009 2010 2011
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Only those with > 2% of occupied GLA as of 3/31/12 |
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Agency providing credit rating varies by tenant |
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Note that the credit rating might be for an affiliate or parent entity of HTAs tenant |
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As of 3/31/12 |
5 Renewal ratio defined as the ratio of total square feet expiring and available for lease to total renewed square feet, excluding the square feet for tenant leases terminated for default, closing business, downsizing or lease assignments/buy-outs prior to the expiration of their lease
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Property Management
Currently 48% of Portfolio GLA Managed In-house
100%
90% 3rd party
managed RSF
80% %
70%
60%
50% In-house
managed RSF
40% % (Multi-
30% tenant bldgs)
20%
10% In-house
managed RSF
0% % (Single-
2010 2011 2012 2012
(Current) (Year End) tenant bldgs)
In-house Property Management Benefits
Direct Benefits
Fee savings (1.5%-2% revenue)
Eliminate construction management oversight
charges (5% on capital) Eliminate leasing commissions on renewals
Indirect Benefits
Efficiencies in operations
More direct relationship with tenants
Increased retention Favorable renewal terms Acquisition opportunities
Plan to be > 60% in-house managed by the end of 20121
1 Based on plans for the portfolio in place as of 3/31/12
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Intensive Asset Management Indiana Case Study
Situation
Major health system undergoing strategic changes Significant near-term rollover in portfolio Third party property management and leasing
Asset Management Improvements
HTA focused internal resources on Midwest market Established asset and property management systems key actions included:
2010 established regional office 2010/11 hired 10 person team
2011/12 transitioned 1.2mm SF in-house
Value Enhancement
2.5% Y-o-Y same store occupancy growth 91% retention in 2011 vs 80% in 2010 4.0% same store cash NOI growth over 2010
Significant improvement in property fundamentals1
Total estimated annualized savings of over $450k in 2012 Total of 2.0M SF, or 84% of regional GLA, projected to be under in-house management by end of 2012
1 Excludes one property designated for redevelopment
2 Retention rate defined as the ratio of total square feet expiring and available for lease to total renewed square feet, excluding the square feet for tenant leases terminated for default, closing business, downsizing or lease assignments/buy-outs prior to the expiration of their lease
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Healthcare Sector Fundamentals
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Favorable Climate for Growth in Healthcare Services
Demand for Healthcare is Increasing
Population Age 65+
65+ Population % of
Millions Population
100 22%
80 20%
18%
60
16%
40
14%
20 12%
0 10%
1980 1990 2000 2010 2020f 2030f 2040f 2050f
65+ Population As a % of Total U.S. Population
Annual Expenditures
80%
Trillions 1964
$5 1969
$4 1974
$3 1979
$2 1984
$1 1989
$0 1994
1999
2004
2009
2014f
2019f
Healthcare Reform
Adding 31mm insured
Increasing integration between hospitals and physicians Hospital capital used for acquiring physician groups and technology, not real estate
Pushing care to cost effective MOBs
Aging U.S. Population
30.7mm more residents aged 65+ projected by 2030
65+ spends 3x as much on healthcare
Growing Health Expenditures
Growing 5.8% per annum through 2020
20% of GDP by 2019
Source: Rosen Consulting Group
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MOB Opportunity
Medical Office is a $250Bn Sector Benefiting from a Shift to Outpatient Care
Fragmented Ownership
REIT Owners 5%
Other Owners 95%
Annual Visits to Physicians Office
Total Visits, Visits per
Millions Person
1,200 3.5
1,000 3.3
800
3.1
600
2.9
400
200 2.7
0 2.5
1992 1994 1996 1998 2000 2002 2004 2006 2008
Visits to Hospital Outpatient Departments Visits To Physicians Offices
Outpatient Trend
Inpatient Outpatient
128 2,200
126
2,000
124
122 1,800
120
1,600
118
116 1,400
114
1,200
112
110 1,000
1989 1991 1993 1995 1997 1999 2001 2003 2005 2007 2009
Inpatient Admissions/1000 Persons Outpatient Visits/1000 Persons
¹ Source: Green Street Advisors, adjusted to include HTA
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MOB Location, Location, Location
On-Campus or Aligned
(96% of GLA)
Medical Office
Off-Campus and Not Aligned
(4% of GLA)
Medical Office
On-Campus is the Best Location
Hospitals create strong tenant demand and retention Maximizes utilization of significant hospital infrastructure and ancillary services Cost-effective location for growth in Outpatient Services Open space limited around hospital campuses
Off-Campus Value is Property Specific
Significant competition from new supply, development or repositioned assets
Lower retention and rental rate power
Attracts independent physicians (a declining population) serving multiple hospitals
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Medical Office Sector Fundamentals
Supply of New MOBs is Constrained
MOB Completions (Sq Ft)
20
18
16
14
12
10
8
6
4
2
0
2002 2004 2006 2008 2010 2012f
MOB Vacancy Rates / Rent Growth
15.0% 7.0%
12.5% 12% 12% 5.0%
11% 11% 11% 4.0%
10% 10%
10.0% 9% 9% 9% 3.0%
9% 9% 9%
8% 8%
7.5% 1.0%
5.0% -1.0%
(1.8%)
2.5% -3.0%
0.0% -5.0%
2002 2004 2006 2008 2010 2012f 2014f 2016f
Vacancy Rate
Year-Over-Year Rent Growth
New Construction Has Slowed
New MOB supply down from 17mm SF in 2008 to 3.2mm SF in 2011
Hospitals revisiting capital plans
Outlook is Strong
Vacancy has improved, forecast to decline from 11% in 2012 to 8% by 2015
4.2% annual rental rate growth projected by 2014
On-campus MOB occupancy expected to remain strong
Source: Rosen Consulting Group
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Acquisition Strategy
HTA Positioned to Capitalize
Healthcare
Systems
Hospitals Developers
Mortgage Lenders
Brokers
Real Estate
Brokers
HTA has developed and maintains extensive industry relationships that continue to provide opportunities to
access both direct and off-market transactions
MOB developers continue to bring existing and future acquisitions to HTA because, unlike other healthcare
REITs, we do not compete for new MOB development opportunities
o HTA acquired over $650 million in MOBs directly from MOB developers since 2009
o HTA acquired over $400 million in MOBs directly from Health Systems since 2009
o Hospital and Developer acquisitions represent approximately 69% of transactions1 2009- present
Strong relationships with hospital systems drive incremental demand for our MOB space, support increased
tenant retention rates and provide further investment opportunities
1 Transactions measured by acquisition price
Financial Review
29
Financial Highlights
Strong Business Model
MOB fundamentals provide for stable, steady growth Healthcare sector fastest growing part of the economy On-campus and affiliated buildings in key locations
Proven Track Record of Growth
Historical NOI / FFO growth
Acquisition target size achieves substantial growth Strong financial performance model
Stable, Predictable Cash Flows
Credit Tenants
Lease structuregood mix of stability and growth
Consistently high occupancy Limited lease rollover Best in class assets
Investment Grade Balance Sheet
Leverage low relative to peers Limited near-term debt maturities Significant growth capacity
Lowering the cost of borrowing through recent unsecured debt issuances
30
Proven Growth Track Record
Total NOI ($mm)
$206
$200 $186
$150 $137
$100 $85
$52
$50
$0
2008 2009 2010 2011 1Q12 2
Normalized Funds From Operations1 ($mm)
$140
$128
$120 $115
$100
$84
$80
$60
$43
$40
$22
$20
$0
2008 2009 2010 2011 1Q12 2
NOI growth driven by prudent, disciplined acquisitions and same store growth Normalized FFO growing faster than NOI as scale improves
Note: NOI and Normalized FFO are non-GAAP measures. Please refer to HTAs Form 10K for the period ended 12/31/11 for complete reconciliation of these calculations.
1 Normalized FFO is defined as net income excluding depreciation and amortization, gain and loss from the sale of real estate, acquisition expense, gain and loss from derivative instruments, lease termination fees, and other one-time items
2 1Q12 is presented on an assumed annualized basis as if 1Q12 acquisitions closed on 1/1/12. Refer to the Forward Looking Statements, as the assumed annualized number may exceed actual results
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Strong, Flexible Balance Sheet
Pro Forma Capital Structure1 Total Debt/ 2012 Estimated EBITDA2
Secured 9.0x
8.1x Debt 17.8% 7.0x Unsecured 5.0x 5.6x 4.5x 4.7x Debt 9.4% 5.0x 3.0x
Equity 1.0x
72.7% VTR HTA HCP HCN HR
Balance Sheet Capacity Debt Maturities1,3 ($mm)
Over $30 million of unrestricted cash as of 3/31/12 $500
$400
$575 million credit facility, undrawn as of 3/31/12 $300
$300
$100 million of availability under $300 million $200
$100
delayed draw term loan as of 3/31/12 $152 $105
$18 $73 $100 $12 $0 $50 $55
Total Liquidity at 3/31/12 > $700 million 2012 2013 2014 2015 2016 2017 2018 2019+
% of Total 5.8% 17.6% 2.1% 8.4% 46.8% 11.6% 1.4% 6.4% Secured debt Unsecured Term loan
1 As of 3/31/12, adjusted to $68mm refinancing of secured debt in 2Q12, the remaining $100mm draw on the unsecured term loan, and equity at $10.10 per share
2 Source SNL Financial consensus 2012 EBITDA estimates; HTA is Adjusted EBITDA for 1Q12 presented on an assumed annualized basis as if 1Q12 acquisitions closed on 1/1/12. EBITDA for HTA is calculated as Net Income + Interest + D&A + Stock Based Comp + Losses from Change in Fair Value of Derivatives + Acquisition Expenses. Refer to the Forward Looking Statements, as the assumed annualized number may exceed actual results
2 Excludes extension options on a $125.5mm term loan maturing 2013 and the $300mm term loan maturing 2016
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REIT Portfolio Comparison
($ in millions)
HTA* HR OHI HCN HCP VTR Property fundamentals MOB focus MOB focus SNF Focus Diversified Diversified Diversified 39,089 Units / 42,012 36,154 Units / 44,156 58,719 Units / 47,917 Portfolio size (million sq. ft.) 12.4 13.7 47,867 Beds (8) (8) (8) Beds / 13.3mm SF. Beds / 19.9mm SF Beds / 17.6mm SF Top 5 markets TX, AZ, IN, SC, FL TX, TN, VA, FL, NC FL, OH, PA, MA, TX CA, NJ, TX, MA, FL CA, TX, FL, PA, IL CA, TX, NY, MA, IL Average occupancy(1) 91% 87% 84% 93% 91% 91% Total investment in properties $2,549 $2,892 $2,795 $15,452(9) $ 17,864 $18,737(10), (11)
% MOB(2) 90% 89% 0% 21% 16% 15%(11)
Market Valuations
Share Price(3) $10.10 $22.13 $21.18 $55.90 $41.44 $58.98 Consensus NAV(4) -- $20.92 $15.13 $42.14 $29.32 $42.29 Premium to NAV -- 6% 40% 33% 41% 40% Enterprise Valuation(3) $3,155 $3,137 $3,768 $19,848 $25,130 $23,686 Implied Cap Rate -- 7.0% 8.4% 6.6% 6.0% 5.9%
Credit Overview
Credit rating (S&P/Moodys) BBB- / Baa3 BBB- / Baa3 BB+/Ba2 BBB- / Baa2 BBB / Baa2 BBB / Baa3 Total Debt / 2012E EBITDA(5), (6) 4.7x 8.1x 4.8x 5.6x 5.0x 4.5x Total debt / enterprise value 26.5% 45.8% 40.8% 35.2% 31.1% 27.7% LTM fixed charge coverage (as of 3/31/12)(7) 3.8x 2.0x 3.4x 2.6x 3.5x 4.9x
Source: Company filings (as of 3/31/12), subsequent press releases and SNL Financial
(1) Occupancy for MOB portfolio, except HTA which is for entire portfolio. HRs occupancy is for stabilized properties only ; (2) By GLA , unless only investment is available; (3) Based on prices as of 5/29/12 except for HTAs which is assumed to be $10.10 per share; (4) SNL Financial Consensus NAV estimates as of 5/29/12; (5) HTA is based on 1Q12 EBITDA, annualized and adjusted as if all recent acquisitions closed 1/1/2012; others SNL Financial Consensus; (6) Total Debt includes pro rata share of JV debt; (7) Fixed charges includes interest expense, capitalized interest and preferred dividends; (8) Portfolio consists of number of beds, units and where square ft are noted, figure includes hospitals/skilled nursing facilities, senior housing facilities, life science and medical office buildings; (9) Pro forma for the Chartwell acquisition for $509.5mm; (10) Pro forma for the acquisition of Cogdell Spencer for $760.0mm; (11) Pro forma for the pending acquisition of $360.0mm
Note: None of the numbers in the first column noted with an asterisk are intended to be projections of HTAs Price, Enterprise Value, or Total Debt/ Enterprise Value. Rather, these numbers are based on mathematical derivations based on an assumed share price of $10.10 per share. Thus, HTA provides no assurance that these assumptions are correct, that the numbers produced therefrom through operation of the mathematical derivations will reflect actual future results or that HTAs actual results might not be materially different (and adverse) from the numbers herein. Additionally, please note the qualifications in our Forward Looking Statements on page 1 and the risks described under Part 1, I tem 1.A, Risk Factors, included in HTAs annual report on Form 10-K and in HTAs other filings with the SEC.
Key Investment Highlights
High Quality Medical Office Building Portfolio
Attractive Industry Fundamentals
Extensive Relationships Generating Attractive External Growth Opportunities
Experienced Senior Management Team with Proven Track Record
Conservative Balance Sheet with Growth-Oriented Capital Structure
Greenville Life Center
(Greenville, SC)
Desert Ridge
(Phoenix, AZ)
34
Investment Execution & Summary
35
Listing on the NYSE
HTA has applied to list its shares1 on the NYSE Anticipated timing is on or about June 6, 2012
HTA will lower the dividend per share to $0.575 to provide a yield competitive with HTAs publicly traded peers
1 |
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1st tranche of Class A shares |
36
Phased-in Liquidity of Class B Shares Mitigates Selling Pressure
Phased-in Liquidity
Outstanding shares split evenly between Class A, B-1, B-2 and B-3 shares
Class A shares listed on NYSE with immediate liquidity
Class B shares convert to Class A shares over time
Class B1 shares convert to Class A shares after 6 months
Class B2 shares convert to Class A shares after 12 months
Class B3 shares convert to Class A shares after 18 months
Equal ownership/voting rights between all shares
Board discretion to allow Class B2 and B3 shares to convert to Class A after six months (the Class B1 shares convert automatically within 6 months)
Directors and Officers Lock-up
Directors and Officers shares will phase-in under similar structure
Board has adopted a resolution requiring Directors to increase shareholdings through open market purchases
37
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