UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20459
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report: November 2, 2016
(Date of earliest event reported)
LTC PROPERTIES, INC.
(Exact name of Registrant as specified in its charter)
Maryland |
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1-11314 |
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71-0720518 |
(State or other jurisdiction of |
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(Commission file number) |
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(I.R.S. Employer |
incorporation or organization) |
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Identification No) |
2829 Townsgate Road, Suite 350
Westlake Village, CA 91361
(Address of principal executive offices)
(805) 981-8655
(Registrants telephone number, including area code)
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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 November 2, 2016, LTC Properties, Inc. announced the operating results for the three months ended September 30, 2016. The text of the press release and the supplemental information package are furnished herewith as Exhibits 99.1 and 99.2, respectively, and are specifically incorporated by reference herein.
The information in this Form 8-K and the related information in the exhibits attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section and shall not be incorporated by reference into any filing of LTC under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in any such filing.
Item 9.01. Financial Statements and Exhibits
99.1 Press Release issued November 2, 2016.
99.2 LTC Properties, Inc. Supplemental Information Package for the period ending September 30, 2016.
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) 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.
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LTC PROPERTIES, INC. | |
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| |
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Dated: November 2, 2016 |
By: |
/s/ WENDY L. SIMPSON |
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Wendy L. Simpson |
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Chairman, CEO & President |
Exhibit 99.1
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FOR IMMEDIATE RELEASE
For more information contact: Wendy Simpson Pam Kessler (805) 981-8655 |
LTC REPORTS 2016 THIRD QUARTER RESULTS
AND ANNOUNCES NEW INVESTMENTS
WESTLAKE VILLAGE, CALIFORNIA, November 2, 2016 LTC Properties, Inc. (NYSE: LTC), a real estate investment trust that primarily invests in seniors housing and health care properties, today announced operating results for its third quarter ended September 30, 2016 and recent investment activity.
Net income available to common stockholders was $22.3 million, or $0.57 per diluted share, for the 2016 third quarter, compared with $18.7 million, or $0.52 per diluted share, for the same period in 2015. Funds from Operations (FFO) increased 13.9% to $29.7 million for the 2016 third quarter, up from $26.1 million for the comparable 2015 period. FFO per diluted common share was $0.76 and $0.72 for the quarters ended September 30, 2016 and 2015, respectively, which represents a 5.6% per share increase. Normalized FFO increased 11.6% to $29.7 million for the 2016 third quarter, up from $26.6 million for the same period in 2015. The increase in net income, FFO and normalized FFO was primarily due to higher revenues from recent acquisitions, mortgage loan originations and completed development projects, partially offset by higher interest expense resulting from the sale of senior unsecured notes and increased utilization of LTCs line of credit, as well as additional general and administrative expenditures related to increased investment activity.
LTC completed the following transactions during the third quarter of 2016:
· Purchased a parcel of land and improvements in Kentucky for $5.4 million and entered into a development commitment to construct a 143-bed skilled nursing center. The commitment totals $24.3 million, including the land and improvements purchase. The property was added to an existing master lease agreement. Rent on the property will commence upon completion of construction at an initial lease rate of 8.5%;
· Completed construction of a 66-unit memory care community in California, a 66-unit memory care community in Illinois and an 89-unit combination assisted living and memory care community in South Carolina;
· Originated a $1.4 million mezzanine loan, funding $1.2 million at closing, with a commitment to fund an additional $0.2 million. This mezzanine loan has a five-year term and a rate of 15%;
· Sold an assisted living community in Florida for $5.1, million resulting in a net gain on sale of $2.0 million;
· Sold a school in New Jersey for $3.9 million, resulting in a net loss of $0.2 million;
· Sold $40.0 million of 3.99% senior unsecured notes due July 20, 2031 to an insurance company; and
· Sold 152,623 shares of its common stock for $7.7 million in net proceeds under its equity distribution agreement.
Subsequent to September 30, 2016, LTC completed the following:
· Increased its monthly cash dividend for the fourth quarter of 2016 by 5.6% from $0.18 per share to $0.19 per share, as previously announced; and
· Purchased a parcel of land in Illinois for $1.6 million and entered into a development commitment to construct a 66-unit memory care community. The commitment totals $14.5 million, including the land purchase.
Conference Call Information
LTC will conduct a conference call on Thursday, November 3, 2016, at 8:00 a.m. Pacific Time (11:00 a.m. Eastern Time), to provide commentary on its performance and operating results for the quarter ended September 30, 2016. The conference call is accessible by telephone and the internet. Telephone access will be available by dialing 877-510-2862 (domestically) or 412-902-4134 (internationally). To participate in the webcast, go to LTCs website at www.LTCreit.com 15 minutes before the call to download the necessary software.
An audio replay of the conference call will be available from November 3 through November 17, 2016, and may be accessed by dialing 877-344-7529 (domestically) or 412-317-0088 (internationally) and entering conference number 10092617. Additionally, an audio archive will be available on LTCs website on the Presentations page of the Investor Information section, which is under the Investors tab. LTCs earnings release and supplemental information package for the current period will be available on its website on the Press Releases and Presentations pages, respectively, of the Investor Information section which is under the Investors tab.
About LTC
LTC is a self-administered real estate investment trust that primarily invests in seniors housing and health care properties primarily through sale-leaseback transactions, mortgage financing and structured finance solutions including mezzanine lending. At September 30, 2016, LTC had 223 investments located in 30 states comprising 111 assisted living communities, 97 skilled nursing centers, 7 range of care communities, 1 behavioral health care hospital, 3 parcels of land under development and 4 parcels of land held-for-use. Assisted living communities, independent living communities, memory care communities and combinations thereof are included in the assisted living property type. Range of care communities consist of properties providing skilled nursing and any combination of assisted living, independent living and/or memory care services. For more information on LTC Properties, Inc., visit the Companys website at www.LTCreit.com.
Forward Looking Statements
This press release includes statements that are not purely historical and are 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, including statements regarding the Companys expectations, beliefs, intentions or strategies regarding the future. All statements other than historical facts contained in this press release are forward looking statements. These forward looking statements involve a number of risks and uncertainties. Please see LTCs most recent Annual Report on Form 10-K, its subsequent Quarterly Reports on Form 10-Q, and its other publicly available filings with the Securities and Exchange Commission for a discussion of these and other risks and uncertainties. All forward looking statements included in this press release are based on information available to the Company on the date hereof, and LTC assumes no obligation to update such forward looking statements. Although the Companys management believes that the assumptions and expectations reflected in such forward looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. The actual results achieved by the Company may differ materially from any forward looking statements due to the risks and uncertainties of such statements.
(financial tables follow)
LTC PROPERTIES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(amounts in thousands, except per share amounts)
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Three Months Ended |
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Nine Months Ended |
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September 30, |
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September 30, |
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2016 |
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2015 |
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2016 |
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2015 |
| ||||
Revenues: |
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| ||||
Rental income |
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$ |
33,753 |
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$ |
28,531 |
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$ |
98,705 |
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$ |
82,325 |
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Interest income from mortgage loans |
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6,958 |
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6,117 |
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20,347 |
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15,777 |
| ||||
Interest and other income |
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131 |
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295 |
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390 |
|
708 |
| ||||
Total revenues |
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40,842 |
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34,943 |
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119,442 |
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98,810 |
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Expenses: |
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Interest expense |
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6,836 |
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4,296 |
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19,586 |
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11,916 |
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Depreciation and amortization |
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9,155 |
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7,365 |
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26,623 |
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21,121 |
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Provision for doubtful accounts |
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43 |
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31 |
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245 |
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463 |
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Transaction costs |
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2 |
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570 |
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96 |
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632 |
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General and administrative expenses |
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4,464 |
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3,708 |
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12,864 |
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11,094 |
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Total expenses |
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20,500 |
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15,970 |
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59,414 |
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45,226 |
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Operating income |
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20,342 |
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18,973 |
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60,028 |
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53,584 |
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Income from unconsolidated joint ventures |
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289 |
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674 |
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839 |
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1,543 |
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Gain on sale of real estate, net |
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1,780 |
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3,582 |
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Net income |
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22,411 |
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19,647 |
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64,449 |
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55,127 |
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Income allocated to participating securities |
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(90 |
) |
(121 |
) |
(296 |
) |
(370 |
) | ||||
Income allocated to preferred stockholders |
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(818 |
) |
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(2,454 |
) | ||||
Net income available to common stockholders |
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$ |
22,321 |
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$ |
18,708 |
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$ |
64,153 |
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$ |
52,303 |
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Earnings per common share: |
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Basic |
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$ |
0.57 |
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$ |
0.53 |
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$ |
1.68 |
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$ |
1.48 |
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Diluted |
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$ |
0.57 |
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$ |
0.52 |
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$ |
1.68 |
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$ |
1.47 |
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Weighted average shares used to calculate earnings per common share: |
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Basic |
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39,057 |
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35,341 |
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38,161 |
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35,306 |
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Diluted |
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39,335 |
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37,352 |
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38,455 |
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37,319 |
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Dividends declared and paid per common share |
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$ |
0.54 |
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$ |
0.51 |
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$ |
1.62 |
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$ |
1.53 |
|
Supplemental Reporting Measures
FFO, adjusted FFO (AFFO), and Funds Available for Distribution (FAD) are supplemental measures of a real estate investment trusts (REIT) financial performance that are not defined by U.S. generally accepted accounting principles (GAAP). Investors, analysts and the Company use FFO, AFFO and FAD as supplemental measures of operating performance. The Company believes FFO, AFFO and FAD are helpful in evaluating the operating performance of a REIT. Real estate values historically rise and fall with market conditions, but cost accounting for real estate assets in accordance with GAAP assumes that the value of real estate assets diminishes predictably over time. We believe that by excluding the effect of historical cost depreciation, which may be of limited relevance in evaluating current performance, FFO, AFFO and FAD facilitate like comparisons of operating performance between periods. Additionally the Company believes that normalized FFO, normalized AFFO and normalized FAD provide useful information because they allow investors, analysts and our management to compare the Companys operating performance on a consistent basis without having to account for differences caused by unanticipated items.
FFO, as defined by the National Association of Real Estate Investment Trusts (NAREIT), means net income available to common stockholders (computed in accordance with GAAP) excluding gains or losses on the sale of real estate and impairment write-downs of depreciable real estate, plus real estate depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Normalized FFO represents FFO adjusted for certain items detailed in the reconciliations. The Companys computation of FFO may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or have a different interpretation of the current NAREIT definition from that of the Company; therefore, caution should be exercised when comparing our Companys FFO to that of other REITs.
We define AFFO as FFO excluding the effects of straight-line rent, amortization of lease inducement, effective interest income and deferred income from unconsolidated joint ventures. GAAP requires rental revenues related to non-contingent leases that contain specified rental increases over the life of the lease to be recognized evenly over the life of the lease. This method results in rental income in the early years of a lease that is higher than actual cash received, creating a straight-line rent receivable asset included in our consolidated balance sheet. At some point during the lease, depending on its terms, cash rent payments exceed the straight-line rent which results in the straight-line rent receivable asset decreasing to zero over the remainder of the lease term. Effective interest method, as required by GAAP, is a technique for calculating the actual interest rate for the term of a mortgage loan based on the initial origination value. Similar to the accounting methodology of straight-line rent, the actual interest rate is higher than the stated interest rate in the early years of the mortgage loan thus creating an effective interest receivable asset included in the interest receivable line item in our consolidated balance sheet and reduces down to zero when, at some point during the mortgage loan, the stated interest rate is higher than the actual interest rate. By excluding the non-cash portion of rental income, interest income from mortgage loans and income from unconsolidated joint ventures, investors, analysts and our management can compare AFFO between periods. Normalized AFFO represents AFFO adjusted for certain items detailed in the reconciliations.
We define FAD as AFFO excluding the effects of non-cash compensation charges, capitalized interest and non-cash interest charges. FAD is useful in analyzing the portion of cash flow that is available for distribution to stockholders. Investors, analysts and the Company utilize FAD as an indicator of common dividend potential. The FAD payout ratio, which represents annual distributions to common shareholders expressed as a percentage of FAD, facilitates the comparison of dividend coverage between REITs. Normalized FAD represents FAD adjusted for certain items detailed in the reconciliations.
While the Company uses FFO, Normalized FFO, AFFO, Normalized AFFO, FAD and Normalized FAD as supplemental performance measures of our cash flow generated by operations and cash available for distribution to stockholders, such measures are not representative of cash generated from operating activities in accordance with GAAP, and are not necessarily indicative of cash available to fund cash needs and should not be considered an alternative to net income available to common stockholders.
Reconciliation of FFO, AFFO and FAD
The following table reconciles GAAP net income available to common stockholders to each of NAREIT FFO attributable to common stockholders and normalized FFO attributable to common stockholders, as well as normalized AFFO and normalized FAD (unaudited, amounts in thousands, except per share amounts):
|
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Three Months Ended |
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Nine Months Ended |
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|
|
September 30, |
|
September 30, |
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|
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2016 |
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2015 |
|
2016 |
|
2015 |
| ||||
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|
|
|
|
|
|
|
|
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GAAP net income available to common stockholders |
|
$ |
22,321 |
|
$ |
18,708 |
|
$ |
64,153 |
|
$ |
52,303 |
|
Add: Depreciation and amortization |
|
9,155 |
|
7,365 |
|
26,623 |
|
21,121 |
| ||||
Less: Gain on sale of real estate, net |
|
(1,780 |
) |
|
|
(3,582 |
) |
|
| ||||
NAREIT FFO attributable to common stockholders |
|
29,696 |
|
26,073 |
|
87,194 |
|
73,424 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Add: Non-recurring one-time items |
|
|
|
537 |
(1) |
|
|
937 |
(2) | ||||
Normalized FFO attributable to common stockholders |
|
29,696 |
|
26,610 |
|
87,194 |
|
74,361 |
| ||||
|
|
|
|
|
|
|
|
|
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Less: Non-cash rental income |
|
(2,278 |
) |
(2,179 |
) |
(6,755 |
) |
(5,897 |
) | ||||
Less: Effective interest income from mortgage loans |
|
(1,352 |
) |
(1,195 |
) |
(3,907 |
) |
(2,680 |
) | ||||
Less: Deferred income from unconsolidated joint ventures |
|
|
|
(421 |
) |
|
|
(1,000 |
) | ||||
Normalized adjusted FFO (AFFO) |
|
26,066 |
|
22,815 |
|
76,532 |
|
64,784 |
| ||||
|
|
|
|
|
|
|
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|
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Add: Non-cash compensation charges |
|
1,130 |
|
1,012 |
|
3,149 |
|
3,093 |
| ||||
Add: Non-cash interest related to earn-out liabilities |
|
223 |
|
96 |
|
538 |
|
205 |
| ||||
Less: Capitalized interest |
|
(251 |
) |
(184 |
) |
(1,193 |
) |
(481 |
) | ||||
Normalized funds available for distribution (FAD) |
|
$ |
27,168 |
|
$ |
23,739 |
|
$ |
79,026 |
|
$ |
67,601 |
|
(1) Represents acquisition costs related to the 10-property senior housing portfolio acquired during the quarter.
(2) Represents a $400 provision for loan loss reserve related to additional loan proceeds funded under an existing mortgage loan and item (1) above.
NAREIT Basic FFO attributable to common stockholders per share |
|
$ |
0.76 |
|
$ |
0.74 |
|
$ |
2.28 |
|
$ |
2.08 |
|
NAREIT Diluted FFO attributable to common stockholders per share |
|
$ |
0.76 |
|
$ |
0.72 |
|
$ |
2.28 |
|
$ |
2.03 |
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|
|
|
|
|
|
|
|
|
| ||||
NAREIT Diluted FFO attributable to common stockholders |
|
$ |
29,786 |
|
$ |
27,012 |
|
$ |
87,490 |
|
$ |
76,248 |
|
Weighted average shares used to calculate NAREIT diluted FFO per share attributable to common stockholders |
|
39,335 |
|
37,581 |
|
38,455 |
|
37,558 |
| ||||
|
|
|
|
|
|
|
|
|
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Diluted normalized FFO attributable to common stockholders |
|
$ |
29,786 |
|
$ |
27,549 |
|
$ |
87,490 |
|
$ |
77,185 |
|
Weighted average shares used to calculate diluted normalized FFO per share attributable to common stockholders |
|
39,335 |
|
37,581 |
|
38,455 |
|
37,558 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Diluted normalized AFFO |
|
$ |
26,156 |
|
$ |
23,754 |
|
$ |
76,828 |
|
$ |
67,608 |
|
Weighted average shares used to calculate diluted normalized AFFO per share |
|
39,335 |
|
37,581 |
|
38,455 |
|
37,558 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Diluted normalized FAD |
|
$ |
27,258 |
|
$ |
24,678 |
|
$ |
79,322 |
|
$ |
70,425 |
|
Weighted average shares used to calculate diluted normalized FAD per share |
|
39,335 |
|
37,581 |
|
38,455 |
|
37,558 |
|
LTC PROPERTIES, INC.
CONSOLIDATED BALANCE SHEETS
(amounts in thousands, except per share)
|
|
September 30, 2016 |
|
December 31, 2015 |
| ||
ASSETS |
|
|
|
|
| ||
Investments: |
|
|
|
|
| ||
Land |
|
$ |
114,630 |
|
$ |
106,841 |
|
Buildings and improvements |
|
1,177,829 |
|
1,091,845 |
| ||
Accumulated depreciation and amortization |
|
(266,581 |
) |
(251,265 |
) | ||
Real property investments, net |
|
1,025,878 |
|
947,421 |
| ||
Mortgage loans receivable, net of loan loss reserve: 2016$2,360; 2015$2,190 |
|
234,347 |
|
217,529 |
| ||
Real estate investments, net |
|
1,260,225 |
|
1,164,950 |
| ||
Investments in unconsolidated joint ventures |
|
23,932 |
|
24,042 |
| ||
Investments, net |
|
1,284,157 |
|
1,188,992 |
| ||
|
|
|
|
|
| ||
Other assets: |
|
|
|
|
| ||
Cash and cash equivalents |
|
3,613 |
|
12,942 |
| ||
Debt issue costs related to bank borrowings |
|
2,112 |
|
2,865 |
| ||
Interest receivable |
|
8,434 |
|
4,536 |
| ||
Straight-line rent receivable, net of allowance for doubtful accounts: 2016$907; 2015$833 |
|
50,092 |
|
42,685 |
| ||
Prepaid expenses and other assets |
|
20,779 |
|
21,443 |
| ||
Notes receivable |
|
4,199 |
|
1,961 |
| ||
Total assets |
|
$ |
1,373,386 |
|
$ |
1,275,424 |
|
|
|
|
|
|
| ||
LIABILITIES |
|
|
|
|
| ||
Bank borrowings |
|
$ |
77,000 |
|
$ |
120,500 |
|
Senior unsecured notes, net of debt issue costs: 2016$1,038; 2015$1,095 |
|
512,262 |
|
451,372 |
| ||
Accrued interest |
|
3,616 |
|
3,974 |
| ||
Accrued incentives and earn-outs |
|
12,514 |
|
12,722 |
| ||
Accrued expenses and other liabilities |
|
27,363 |
|
27,654 |
| ||
Total liabilities |
|
632,755 |
|
616,222 |
| ||
|
|
|
|
|
| ||
EQUITY |
|
|
|
|
| ||
Stockholders equity: |
|
|
|
|
| ||
Common stock: $0.01 par value; 60,000 shares authorized; shares issued and outstanding: 201639,222; 201537,548 |
|
392 |
|
375 |
| ||
Capital in excess of par value |
|
837,889 |
|
758,676 |
| ||
Cumulative net income |
|
992,777 |
|
928,328 |
| ||
Accumulated other comprehensive income |
|
8 |
|
47 |
| ||
Cumulative distributions |
|
(1,090,435 |
) |
(1,028,224 |
) | ||
Total equity |
|
740,631 |
|
659,202 |
| ||
Total liabilities and equity |
|
$ |
1,373,386 |
|
$ |
1,275,424 |
|
Exhibit 99.2
Supplemental Operating and Financial Data September 30, 2016 (Unaudited) Porter Place, Tinley Park, IL
Table of Contents Execution of Growth Strategy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 Portfolio Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Real Estate Activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7-11 Portfolio Metrics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Portfolio Diversification . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13-15 Portfolio Diversification Top Ten Operator Profiles . . . . . . . . . . . . . 16 Portfolio Maturity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 Enterprise Value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 Debt Maturity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 Financial Data Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20-21 Income Statement Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 Consolidated Balance Sheets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 Funds from Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .24-25 Glossary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26-28 Forward-Looking Statements & Non-GAAP . . . . . . . . . . . . . . . . . . . . . 29 Page 2 Village at Athens Athens, GA Porter Place Tinley Park, IL
Leadership Page 3 Wendy Simpson Chairman Boyd Hendrickson Lead Independent Director James Pieczynski Nominating & Corporate Governance Committee Chairman Devra Shapiro Audit Committee Chairman Timothy Triche, MD Compensation Committee Chairman Board of Directors Wendy Simpson Chairman, Chief Executive Officer and President Pam Kessler Executive Vice President, CFO and Secretary Clint Malin Executive Vice President and Chief Investment Officer Brent Chappell Senior Vice President, Investment and Portfolio Management Cece Chikhale Senior Vice President, Controller and Treasurer Peter Lyew Vice President and Director of Taxes Doug Korey Senior Vice President of Business Development
Analyst Coverage Page 44 Any opinions, estimates, or forecasts regarding LTCs performance made by the analysts listed above do not represent the opinions, estimates, and forecasts of LTC or its management. BMO Capital Markets Corp John Kim Canaccord Genuity . Paul Morgan Cantor Fitzgerald . Joseph France Crowell, Weedon, & Co .. Doug Christopher J.J. B. Hilliard, W.L. Lyons, Inc John Roberts JMP Securities, LLC . Peter Martin KeyBanc Capital Markets, Inc . Jordan Sadler Mitsubishi MUFG Karin Ford Mizuho Securities USA Inc .. Rich Anderson RBC Capital Markets Corporation .... Mike Carroll Stifel, Nicolaus & Company, Inc . Chad Vanacore Wells Fargo Securities, LLC .. Todd Stender Rendering: Grace Point Place Oak Lawn, IL
Execution of Growth Strategy Page 55 $1.2 Billion in Total Investments Underwritten Millions Oxford Grand $9 $68 $44 $12 $112 $94 $109 $245 $185 $25 $414 $126 $0 $50 $100 $150 $200 $250 $300 $350 $400 $450 2010 2011 2012 2013 2014 2015 YTD 2016 Development/Expansions/Renovations Total Investment $39
Page 6 Gross Real Property $1.3B Loans Receivable $0.2B Village at Athens Watkinsville, GA Surrey Place Bradenton, FL Includes contractual rental income and interest income from mortgage loans and excludes rental income from properties sold and interest income from loans that paid off during the twelve months ended September 30, 2016. Includes three development projects consisting of a 66-unit memory care community, a 108-unit independent living community and a 143-bed skilled nursing center. Includes one behavioral health care hospital and four parcels of land. Portfolio Overview (dollar amounts in thousands) 84.5% 15.5% Type of Property Gross Investments Skilled Nursing 97 $ 757,490 49.5% $ 59,988 $ 25,349 55.3% Assisted Living 111 694,833 45.5% 61,091 1,178 40.3% Range of Care 7 43,907 2.9% 5,874 - 3.8% Under Development (2) - 21,511 1.4% - - - Other (3) 1 11,425 0.7% 805 93 0.6% Total 216 $ 1,529,166 100.0% $ 127,758 $ 26,620 100.0% Trailing Twelve Months Ended September 30, 2016 # of Properties % of Investments Rental Income (1) Interest Income (1) % of Revenues
Real Estate Activities Acquisitions & Loan Originations (dollar amounts in thousands) Page 7 Commitments may include capital improvement or development allowances for approved projects but excludes incentive payments and contingent payments. For a comprehensive list of our commitments, see our Quarterly Report on Form 10-Q. See page 8 for development activities. Represents purchase of land and initial improvements. Represents year-to-date mortgage GAAP interest income. Initially, we originated $11,000 which includes a $1,500 construction loan. In 2Q16, we increased the construction loan amount to $5,500. See page 9 for funding activities. Represents the origination of a 4-year mortgage loan for $12,250, funding $7,750 at closing with the remaining commitment of $4,500 available for approved capital improvement projects. Additionally, we committed $8,000 to be funded upon the properties achieving certain predetermined coverage thresholds. Represents a mezzanine loan secured by a second mortgage on two skilled nursing centers in Oregon. Acquisitions Loan Originations # of Properties # Beds/Units Location Operator Date of Construction Initial Cash Yield Purchase Price 2015 2/6 1 UDP (2) 56 units Corpus Christi, TX Thrive Senior Living 2015-2016 8.75% 7,195 $ 5,329 $ 2/19 1 SNF 106 beds Slinger, WI Fundamental 2014 10.30% 13,946 - 2/20 1 UDP (2) 89 units Murrells Inlet, SC Thrive Senior Living 2015-2016 8.75% 2,490 14,045 5/26 1 UDP (2) 66 units Tinley Park, IL Anthem Memory Care 2015-2016 9.25% 702 11,185 5/29 1 UDP (2) 108 units Wichita, KS Oxford Senior Living 2015-2016 7.43% 624 13,876 8/17 10 ALF 891 units WI and IL Senior Lifestyle 1991-2009 6.50% 142,000 500 9/23 1 UDP (2) 66 units Murrieta, CA Anthem Memory Care 2015-2016 9.00% 2,022 10,584 9/30 1 MC 60 units Jacksonville, FL Clarity Pointe 2015 8.00% 14,250 - 10/19 1 UDP (2) 66 units Glenview, IL Anthem Memory Care 2015-2017 9.00% 2,800 11,969 10/28 1 OTH 118 beds Las Vegas, NV Fundamental 1990/1994 8.50% 9,250 3,000 11/30 2 SNF 254 beds Fort Worth & Weatherford, TX Senior Care Centers 1998/1996 8.25% 23,000 500 21 1,402 units/478 beds 218,279 $ 70,988 $ 2016 2/1 1 SNF 126 beds Mansfield, TX Fundamental 2015 8.50% 16,000 $ - $ 4/21 1 MC 60 units Louisville, KY Clarity Pointe 2016 8.00% 14,250 - 4/29 2 MC 120 units Wichita & Overland Park, KS Anthem Memory Care 2011/2013 8.00% 25,000 750 6/14 1 ALF/MC 70 units Athens, GA Thrive Senior Living 2016 8.00% 14,300 - 9/30 1 UDP (2)(3) 143 beds Union, KY Carespring 2016-2018 8.50% 5,425 18,900 10/28 1 UDP (2) 66 units Oak Lawn, IL Anthem Memory Care 2016-2018 9.00% 1,591 12,878 7 316 units/269 beds 76,566 $ 32,528 $ Date Property Type Additional Commitment (1) # of Properties Property Type # Beds/ Units Location Operator Origination 2015 1/30 1 SNF 157 beds Grand Blanc, MI Prestige Healthcare 15,000 $ (2) 9,872 $ 864 $ 9.4% 6/29 15 SNF 2,058 beds Various cities in MI Prestige Healthcare 40,000 40,000 3,701 9.4% 10/30 2 SNF 273 beds Farmington & Howell, MI Prestige Healthcare 20,000 15,257 1,253 9.4% 18 75,000 $ 65,129 $ 5,818 $ 2016 4/29 2 SNF 216 beds East Lansing, MI Prestige Healthcare 12,250 $ (3) 7,750 $ 312 $ 9.4% 8/31 2 SNF 146 beds Albany & Florence, OR Regency Pacific 1,400 (4) 1,200 16 15.0% 4 13,650 $ 8,950 $ 328 $ 362 beds Date 2,488 beds Stated Interest Rate 2016 YTD Revenue (1) Funded to Date
Real Estate Activities De Novo Development (dollar amounts in thousands) Page 8 Includes purchase of land and initial improvement funding, if applicable, and development commitment. Remaining Commitment is calculated as follows: Investment Commitment less Total Project Basis plus Total Capitalized Interest/Other. Harvester Place Burr Ridge, IL Rendering: Boonespring of Boone County Union, KY Rendering: Boonespring of Boone County Union, KY # of Projects Property Type # Beds/ Units 4Q16 2015 Wichita, KS 1 ILF 7.43% 108 units 14,500 $ 3,464 $ 250 $ 11,446 $ 3,304 $ 4Q17 2015 Glenview, IL 1 MC 9.00% 66 units 14,769 176 186 4,577 10,378 2Q18 2016 Oak Lawn, IL 1 MC 9.00% 66 units 14,469 - - 1,591 12,878 4Q18 2016 Union, KY 1 SNF 8.50% 143 beds 24,325 5,488 - 5,488 18,837 Total 4 8.49% 240 units/143beds 68,063 $ 9,128 $ 436 $ 23,102 $ 45,397 $ Remaining Commitment (2) Total Project Basis Total Capitalized Interest/Other Estimated Rent/Interest Inception Date Commitment Year Location Approximate Initial Cash Yield Investment Commitment (1) 3Q16 Funding
Real Estate Activities Expansions & Renovations (dollar amounts in thousands) Page 9 Rent increases upon each funding. Rent increases at each six month anniversary on amounts funded during that period. Commitments are part of the total loan commitment secured by 15 properties in Michigan operated by Prestige Healthcare. Interest payment increases upon each funding. Interest payment increases upon each funding. Increased investment from $1,500 to $5,500 during 2Q16. Owned Loaned Medilodge of Richmond Expansion Rendering Richmond, MI Project Type # of Projects Property Type - (1) 2015 Expansion Mesa, AZ 1 SNF 5,000 $ - (1) 639 $ 4,672 $ 328 $ - (2) 2015 Renovation Las Vegas, NV 1 OTH 3,000 (2) - - 3,000 Total 2 8,000 $ 639 $ 4,672 $ 3,328 $ Estimated Rent/Interest Inception Date Commitment Year Location Approximate Initial Cash Yield 9.00% 8.50% Remaining Commitment Investment Commitment 3Q16 Funding Total Funded to Date Project Type # of Projects Property Type - (3) 2013 Renovation Various cities in MI 15 SNF 12,000 $ 275 $ 12,000 $ - $ - (3) 2015 Expansion Richmond, MI 1 SNF 10,000 1,213 2,666 7,334 - (3) 2015 Expansion Rochester Hills, MI 1 SNF 10,000 173 470 9,530 - (4) 2015 Renovation Farmington & Howell, MI 2 SNF 5,000 257 257 4,743 - (4) 2016 Expansion Grand Blanc, MI 1 SNF 5,500 (5) 66 372 5,128 - (4) 2016 Renovation East Lansing, MI 2 SNF 4,500 - - 4,500 Total 22 47,000 $ 1,984 $ 15,765 $ 31,235 $ Total Funded to Date Remaining Commitment 9.41% 9.41% Estimated Rent/Interest Inception Date Commitment Year Location Approximate Initial Cash Yield Investment Commitment 9.41% 9.41% 9.41% 9.41% 3Q16 Funding
Real Estate Activities Lease-Up (dollar amounts in thousands) Page 10 Lease-Up History Lease-Up Represents date of Certificate of Occupancy. Property was newly constructed and purchased following issuance of final certificate of occupancy and licensure. Licensure pending approval. Property Location Property Type Project Type # Beds/Units Date Opened Date Stabilized # of months to Stabilized Occupancy Hillside Heights Rehabilitation Suites Amarillo, TX SNF Redevelopment 120 beds Jul 2013 Aug 2013 1 Highline Place Littleton, CO MC Development 60 units Jul 2013 Sep 2013 2 The Oxford Grand Wichita, KS ALF/MC Development 77 units Oct 2013 Sep 2014 11 Willowbrook Place Littleton, CO MC Development 60 units Aug 2014 Dec 2015 16 Mustang Creek Estates Frisco, TX ALF/MC Development 80 units Oct 2014 Dec 2015 14 Chelsea Place Aurora, CO MC Development 48 units Dec 2014 Mar 2016 15 Pavilion at Glacier Valley Slinger, WI SNF Redevelopment 106 beds Feb 2014 Feb 2016 24 Coldspring Transitional Care Center Cold Spring, KY SNF Development 143 beds Nov 2014 Jun 2016 19 Date Opened (1) Commitment Year Project Type Location # of Projects Property Type Approximate Initial Cash Yield # Beds/Units Feb-15 86% 2013 Development Westminster, CO 1 MC 9.25% 60 units 10,703 $ Sep-15 47% 2015 Acquisition (2) Jacksonville, FL 1 MC 8.00% 60 units 14,250 Feb-16 23% 2014 Development Burr Ridge, IL 1 MC 9.30% 66 units 12,248 Apr-16 50% 2016 Acquisition (2) Louisville, KY 1 MC 8.00% 60 units 14,250 May-16 23% 2015 Development Corpus Christi, TX 1 MC 8.75% 56 units 12,524 May-16 44% 2016 Acquisition (2) Athens, GA 1 ALF/MC 8.00% 70 units 14,300 Jul-16 5% 2015 Development Tinley Park, IL 1 MC 9.25% 66 units 11,887 Aug-16 3% 2015 Development Murrieta, CA 1 MC 9.00% 66 units 12,606 Sep-16 N/A (3) 2015 Development Murrells Inlet, SC 1 ALF/MC 8.75% 89 units 16,535 9 119,303 $ 593 units Occupancy at 9/30/16 Total Commitment
Real Estate Activities Joint Ventures (dollar amounts in thousands) Page 11 Currently, 5% is paid in cash and 10% is deferred. Represents a mezzanine loan which is recorded as a joint venture for accounting purposes. Interest is deferred for a period ending on the earlier of February 1, 2017 or the effective date of the certificate of occupancy. Rendering: Canterfield of Ocala Ocala, FL # of Projects Property Type 2015 Various cities in AZ 4 ALF/MC/ILF 15.00% (1) 585 units 25,650 $ 20,623 $ 5,027 $ 2015 Ocala, FL 1 UDP 15.00% (2) 99 units 2,900 2,900 - 684 units 28,550 $ 23,523 $ 5,027 $ Investment to Date Remaining Investment Commitment Commitment Year Location Return Investment Commitment # Beds/ Units
Portfolio Metrics Page 12 Same Property Portfolio Statistics (1) Stabilized Property Portfolio TTM Ended June 30, 2016 The Oxford Grand Wichita, KS 31.2% 16.7% 52.1% Medicaid Medicare Private Pay Total Portfolio Payor Source 47.3% 25.7% 27.0% Medicaid Medicare Private Pay SNF Portfolio Payor Source Owned Properties 2Q16 1Q16 2Q16 1Q16 2Q16 1Q16 Assisted Living 85.3% 86.0% 1.54 1.57 1.32 1.35 Skilled Nursing 78.8% 79.1% 2.04 2.10 1.48 1.52 Range of Care 85.0% 85.3% 1.70 1.67 1.25 1.22 (1) Information is for the trailing twelve months through June 30, 2016 and March 31, 2016 and is from property level operator financial statements which are unaudited and have not been independently verified by us. Occupancy Normalized EBITDAR Coverage Normalized EBITDARM Coverage
Page 13 Skilled Nursing (97) Assisted Living (111) Other * (1) Range of Care (7) Under Development (3) Land (4) CA WA ME NV WY MI IL AR LA WV ND NY OR AZ NM TX UT ID MT SD NE KS OK MS MN WI FL AL GA SC TN MO IA IN OH PA NJ NC VA CO KY 5 29 1 1 2 3 5 1 2 3 2 2 2 3 1 6 22 3 5 4 7 11 4 7 2 6 1 4 2 13 7 4 1 1 1 1 1 1 2 1 1 20 3 1 1 1 3 9 1 1 1 1 1 216 Properties 3 Development Projects 4 Land Parcels 30 States 32 Operators Portfolio Diversification Geography (as of September 30, 2016) * Behavioral health care hospital
Page 14 Approximately 66% of our properties are in the Top 100 MSAs Gross Portfolio by MSA (3) Portfolio Diversification Geography (as of September 30, 2016, dollar amounts in thousands) Due to master leases with properties in multiple states, revenue by state is not available. Includes one behavioral health care hospital and four parcels of land. The MSA rank by population as of July 1, 2015, as estimated by the United States Census Bureau. 48.1% 18.1% 20.2% 8.9% 4.7% 0.0% 10.0% 20.0% 30.0% 40.0% 50.0% 60.0% MSAs 1-31 MSAs 32-100 MSAs < 100 Cities in Micro-SA Cities not in MSA or Micro-SA Population 20.2M 2.1M MSAs 1 - 31 Population 2.1M 0.5M MSAs 32 - 100 Population 0.5M 55K MSAs > 100 Population 218K 14K Cities in a Micro-SA Population less than 100K Cities not in MSA State (1) # of Props SNF % ALF % ROC % UDP % OTH (2) % % Texas 52 221,581 $ 29.3% 55,911 $ 8.0% 2,994 $ 6.8% - $ - - $ - 280,486 $ 18.3% Michigan 20 213,071 28.1% - - - - - - 943 8.3% 214,014 14.0% Wisconsin 10 13,946 1.8% 112,044 16.2% - - - - - - 125,990 8.3% Colorado 16 6,038 0.8% 106,879 15.4% 2,007 4.6% - - - - 114,924 7.5% Ohio 13 54,000 7.1% 45,133 6.5% - - - - - - 99,133 6.5% Florida 12 35,362 4.7% 39,247 5.6% - - - - - - 74,609 4.9% Kansas 10 14,112 1.9% 42,521 6.1% - - 11,446 53.2% - - 68,079 4.5% New Jersey 4 - - 61,918 8.9% - - - - - - 61,918 4.0% California 5 22,130 2.9% 39,764 5.7% - - - - - - 61,894 4.0% Illinois 3 - - 54,832 7.9% - - 4,577 21.3% - - 59,409 3.9% All Others 71 177,250 23.4% 136,584 19.7% 38,906 88.6% 5,488 25.5% 10,482 91.7% 368,710 24.1% Total 216 757,490 $ 100.0% 694,833 $ 100.0% 43,907 $ 100.0% 21,511 $ 100.0% 11,425 $ 100.0% 1,529,166 $ 100.0% Gross Investment
Annual Income by Operator Page 15 Includes annualized GAAP rent for leased properties and interest income from mortgage loans excluding rental income from properties sold and interest income from loans that paid off during the twelve months ended September 30, 2016. Portfolio Diversification Operators (as of September 30, 2016, dollar amounts in thousands) Prestige Healthcare 15.7% Senior Lifestyle 12.0% Brookdale 9.7% Senior Care 9.7% Preferred Care 7.2% Anthem 6.5% Fundamental 5.1% Carespring 4.7% Genesis 4.7% Traditions Sr Mgmt 4.4% All Others 20.3% Operators Annual Income (1) % Gross Investment % Prestige Healthcare 22 25,539 $ 15.7% 226,203 $ 14.8% Senior Lifestyle Corporation 27 19,509 12.0% 201,227 13.2% Brookdale Senior Living 37 15,801 9.7% 126,991 8.3% Senior Care Centers 11 15,756 9.7% 138,109 9.0% Preferred Care 30 11,702 7.2% 90,532 5.9% Anthem Memory Care 9 10,719 6.5% 106,637 7.0% Fundamental 7 8,306 5.1% 74,652 4.9% Carespring Health Care Management 3 7,635 4.7% 83,034 5.4% Genesis Healthcare 8 7,614 4.7% 54,864 3.6% Traditions Senior Management 5 7,149 4.4% 64,610 4.2% All Others 57 33,201 20.3% 362,307 23.7% 216 162,931 $ 100.0% 1,529,166 $ 100.0% # of Properties
Privately Held Privately Held Privately Held NYSE: GEN Privately Held SNF/MC Hospitals & Other Rehab Exclusively MC SNF/ALF/ILF Transitional Care SNF/ALF Senior Living SNF/ALF/ILF 79 Properties 10 Properties 11 Properties More than 500 Properties 24 Properties 9 States 4 States 2 States 34 States 5 States Portfolio Diversification - Top Ten Operator Profiles (as of September 30, 2016) Page 16 Privately Held Privately Held NYSE: BKD Privately Held Privately Held SNF/ALF/ILF Other Rehab ALF/ILF/MC/SNF Short Term Stays ALF/ILF/MC Continuing Care SNF/ALF/ILF/MC Transitional Care & Rehab SNF/ALF/ILF Specialty Care 68 Properties 179 Properties Approx 1,114 Properties 108 Properties 111 Properties 7 States 28 States 47 States 2 States 12 States
Page 17 (As a % of Total Annual Income)(1) Portfolio Maturity (as of September 30, 2016, dollar amounts in thousands) Includes annualized GAAP rent for leased properties and interest income from mortgage loans excluding rental income from properties sold and interest income from loans that paid off during the twelve months ended September 30, 2016. 0.0% 0.2% 5.8% 1.0% 8.5% 11.4% 0.5% 1.5% 54.8% 0.3% 0.4% 0.5% 0.2% 0.2% 0.0% 0.0% 0.0% 14.7% 0.0% 20.0% 40.0% 60.0% 80.0% 100.0% 2016 2017 2018 2019 2020 2021 2022 2023 Thereafter Leases Loans % of Total % of Total Annual Income (1) % of Total 2016 - $ - 443 $ 1.7% 443 $ 0.3% 2017 359 0.3% 621 2.3% 980 0.6% 2018 9,417 6.9% 873 3.3% 10,290 6.3% 2019 1,571 1.1% 379 1.4% 1,950 1.2% 2020 13,826 10.1% 312 1.2% 14,138 8.7% 2021 18,562 13.6% - - 18,562 11.4% 2022 771 0.6% - - 771 0.5% 2023 2,539 1.9% - - 2,539 1.5% 89,266 65.5% 23,992 90.1% 113,258 69.5% Total 136,311 $ 100.0% 26,620 $ 100.0% 162,931 $ 100.0% Year Rental Income (1) Interest Income (1) Thereafter
Enterprise Value (amounts in thousands, except per share amounts and number of shares) Page 18 Capitalization Total Debt Common Stock Total commitment under our unsecured revolving line of credit is $600,000 which matures in October 2018, with a one-year extension option. Represents outstanding balance of $513,300, net of debt issue costs of $1,038. Rate includes amortization of debt issue cost. Closing price of our common stock as reported by the NYSE on September 30, 2016. See page 21 for reconciliation of annualized normalized EBITDA. Chisholm Place Wichita, KS 77.6% 22.4% Capitalization Bank borrowings - weighted average rate 2.2% (1) 77,000 $ Senior unsecured notes -weighted average rate 4.5% (2) 512,262 Total debt - weighted average rate 4.2% 589,262 22.4% 9/30/16 No. of shares Common stock 39,221,681 51.99 $ (3) 2,039,135 77.6% 2,628,397 $ 100% Less: Cash and cash equivalents (3,613) 2,624,784 $ Debt to Enterprise Value 22.4% Debt to Annualized Normalized EBITDA (4) 3.9x Enterprise Value At September 30, 2016 Debt Equity Closing Price Total Market Value
Debt Maturity (as of September 30, 2016, dollar amounts in thousands) Page 19 Debt Structure Unsecured Line Senior Unsecured Notes Total commitment under our unsecured revolving line of credit is $600,000 which matures in October 2018, with a one-year extension option. Reflects scheduled principal payments. Excludes debt issue costs which are included in the senior unsecured notes balance shown on page 18. $0 $0 $77,000 $0 $0 $0 $0 $0 $10,000 $31,167 $38,167 $33,666 $40,160 $40,160 $41,160 $278,820 $- $100,000 $200,000 $300,000 $400,000 $500,000 $600,000 2016 2017 2018 2019 2020 2021 2022 Thereafter Unsecured Line Senior Unsecured Notes 87.0% 13.0% $ - $ 10,000 $ 10,000 1.7% - 31,167 31,167 5.3% 77,000 38,167 115,167 19.5% - 33,666 33,666 5.7% - 40,160 40,160 6.8% - 40,160 40,160 6.8% - 41,160 41,160 7.0% - 278,820 278,820 47.2% $ 77,000 $ 513,300 $ 590,300 (3) 100.0% 2022 Thereafter Total 2016 2017 2018 2019 2020 2021 Year Unsecured Line of Credit (1) Senior Unsecured Notes (2) Total % of Total
Financial Data Summary (dollar amounts in thousands) Page 20 Represents outstanding balance of gross bank borrowings and senior unsecured notes, net of debt issue costs. Balance Sheet, Leverage Ratios and Coverage Ratios 3Q16 4Q15 4Q14 4Q13 Balance Sheet Gross real estate assets $1,529,166 $1,418,405 $1,117,167 $1,104,732 Net real estate assets 1,260,225 1,164,950 892,179 884,361 Gross asset value 1,642,327 1,528,879 1,189,758 1,150,676 Total debt (1) 589,262 571,872 280,584 277,730 Total liabilities 649,382 616,222 304,649 297,867 Preferred stock - - 38,500 38,500 Total equity 730,743 659,202 660,121 632,438 Leverage Ratios Debt to gross asset value 35.9% 37.4% 23.6% 24.1% Debt & preferred stock to gross asset value 35.9% 37.4% 26.8% 27.5% Debt to total enterprise value 22.4% 26.2% 15.4% 18.0% Debt & preferred stock to total enterprise value 22.4% 26.2% 17.5% 20.5% Coverage Ratios Debt to annualized normalized EBITDA 3.9x 4.3x 2.3x 2.9x Annualized normalized EBITDA / interest incurred 5.4x 5.7x 7.6x 7.9x Annualized normalized EBITDA / fixed charges 5.4x 5.7x 6.3x 6.2x
Financial Data Summary (dollar amounts in thousands) Page 21 Reconciliation of Annualized Normalized EBITDA and Fixed Charges Non-Cash Revenue Components For leases and loans in place at September 30, 2016, assuming no renewals, modification or replacement, and no new investments are added to our portfolio. Gain on sale of real estate was not annualized. In 1Q16, we sold a 48-unit assisted living community and recorded an impairment charge of $2,250 to write the property down to the sale price. Gain on sale of real estate and impairment on real estate for sale were not annualized. Represents a $1,244 provision for loan loss reserve on a $124,387 mortgage loan origination, and an $869 non-cash write-off of straight-line rent offset by revenue from the Sunwest bankruptcy settlement distribution of $133. Non-recurring one-time items were not annualized. 2,747 $ 3,045 $ 2,094 $ 2,161 $ 1,689 $ (469) (477) (477) (477) (477) 1,352 1,384 1,377 1,380 1,371 3,630 $ 3,952 $ 2,994 $ 3,064 $ 2,583 $ 3Q17 (1) Straight-line rent Amort of lease inducement Net Effective Interest 3Q16 4Q16 (1) 1Q17 (1) 2Q17 (1) 3Q16 4Q15 4Q14 4Q13 Net income 89,644 $ 76,808 $ 84,000 $ 58,600 $ Less: Gain on sale of real estate, net (1,780) (1) (586) (2) (3,819) (1) - Add: Impairment on real estate for sale - 2,250 (2) - - Add: Interest expense 27,344 22,324 14,732 11,408 Add: Depreciation and amortization 36,620 33,240 26,376 24,948 Adjusted EBITDA 151,828 134,036 121,289 94,956 Add back/(deduct): Non-recurring one-time items - - - 1,980 (3) Normalized EBITDA 151,828 $ 134,036 $ 121,289 $ 96,936 $ Interest expense: 27,344 $ 22,324 $ 14,732 $ 11,408 $ Add: Capitalized interest 1,004 1,384 1,160 856 Interest incurred 28,348 23,708 15,892 12,264 Interest incurred 28,348 23,708 15,892 12,264 Preferred stock dividend - - 3,276 3,276 Fixed Charges 28,348 $ 23,708 $ 19,168 $ 15,540 $ Annualized
Income Statement Data (amounts in thousands, except per share amounts) Page 22 Village at Oso Bay Corpus Christi, TX 2016 2015 2016 2015 Revenues Rental income 33,753 $ 28,531 $ 98,705 $ 82,325 $ Interest income from mortgage loans 6,958 6,117 20,347 15,777 Interest and other income 131 295 390 708 Total revenues 40,842 34,943 119,442 98,810 Expenses Interest expense 6,836 4,296 19,586 11,916 Depreciation and amortization 9,155 7,365 26,623 21,121 Provision for doubtful accounts 43 31 245 463 Transaction costs 2 570 96 632 General and administrative expenses 4,464 3,708 12,864 11,094 Total expenses 20,500 15,970 59,414 45,226 Operating Income 20,342 18,973 60,028 53,584 Income from unconsolidated joint ventures 289 674 839 1,543 Gain on sale of real estate, net 1,780 - 3,582 - Net Income 22,411 19,647 64,449 55,127 Income allocated to participating securities (90) (121) (296) (370) Income allocated to preferred stockholders - (818) - (2,454) Net income available to common stockholders 22,321 $ 18,708 $ 64,153 $ 52,303 $ Earnings per common share: Basic $0.57 $0.53 $1.68 $1.48 Diluted $0.57 $0.52 $1.67 $1.47 Weighted average shares used to calculate earnings per common share: Basic 39,057 35,341 38,161 35,306 Diluted 39,335 37,352 38,455 37,319 Dividends declared and paid per common share $0.54 $0.51 $1.62 $1.53 (unaudited) (unaudited) Three Months Ended Nine Months Ended September 30, September 30,
Consolidated Balance Sheets (amounts in thousands, except per share amounts) Page 23 (unaudited) (audited) (unaudited) (audited) ASSETS Investments: LIABILITIES Land 114,630 $ 106,841 $ Buildings and improvements 1,177,829 1,091,845 Bank borrowings 77,000 $ 120,500 $ Accumulated depreciation and amortization (266,581) (251,265) Senior unsecured notes, net of debt issue Real property investments, net 1,025,878 947,421 costs: 2016 - $1,038; 2015 - $1,095 512,262 451,372 Mortgage loans receivable, net of loan loss Accrued interest 3,616 3,974 reserves: 2016 - $2,360; 2015 - $2,190 234,347 217,529 Accrued incentives and earn-outs 12,514 12,722 Real estate investments, net 1,260,225 1,164,950 Accrued expenses and other liabilities 27,363 27,654 Investments in unconsolidated joint ventures 23,932 24,042 Total liabilities 632,755 616,222 Investments, net 1,284,157 1,188,992 EQUITY Other assets: Cash and cash equivalents 3,613 12,942 Stockholders' equity: Debt issue costs related to bank borrowings 2,112 2,865 Common stock (1) 392 375 Interest receivable 8,434 4,536 Capital in excess of par value 837,889 758,676 Straight-line rent receivable, net of allowance for Cumulative net income 992,777 928,328 doubtful accounts: 2016 - $907; 2015 - $833 50,092 42,685 Accumulated other comprehensive income 8 47 Prepaid expenses and other assets 20,779 21,443 Cumulative distributions (1,090,435) (1,028,224) Notes receivable 4,199 1,961 Total equity 740,631 659,202 Total assets 1,373,386 $ 1,275,424 $ Total liabilities and equity 1,373,386 $ 1,275,424 $ (1) Common stock $0.01 par value; 60,000 shares authorized; shares issued and outstanding: 2016 - 39,222; 2015 - 37,548 September 30, 2016 September 30, 2016 December 31, 2015 December 31, 2015
Funds from Operations (unaudited, amounts in thousands, except per share amounts) Page 24 Reconciliation of FFO, AFFO, and FAD Represents acquisition costs related to the 10-property senior housing portfolio acquired during the quarter. Represents a $400 provision for loan loss reserve related to additional loan proceeds funded under an existing mortgage loan and item (1) above. 2016 2015 2016 2015 GAAP net income available to common stockholders 22,321 $ 18,708 $ 64,153 $ 52,303 $ Add: Depreciation and amortization 9,155 7,365 26,623 21,121 Less: Gain on sale of real estate, net (1,780) - (3,582) - NAREIT FFO attributable to common stockholders 29,696 26,073 87,194 73,424 Add: Non-recurring one-time items - 537 (1) - 937 (2) Normalized FFO attributable to common stockholders 29,696 26,610 87,194 74,361 Less: Non-cash rental income (2,278) (2,179) (6,755) (5,897) Less: Effective interest income from mortgage loans (1,352) (1,195) (3,907) (2,680) Less: Deferred income from unconsolidated joint ventures - (421) - (1,000) Normalized adjusted FFO (AFFO) 26,066 22,815 76,532 64,784 Add: Non-cash compensation charges 1,130 1,012 3,149 3,093 Add: Non-cash interest related to earn-out liabilities 223 96 538 205 Less: Capitalized interest (251) (184) (1,193) (481) Normalized funds available for distribution (FAD) 27,168 $ 23,739 $ 79,026 $ 67,601 $ $0.76 $0.72 $2.28 $2.03 Nine Months Ended September 30, September 30, Three Months Ended NAREIT Diluted FFO attributable to common stockholders per share
Funds from Operations (unaudited, amounts in thousands, except per share amounts) Page 25 Reconciliation of FFO Per Share Normalized FFO/AFFO/FAD attributable to common stockholders 29,696 $ 26,610 $ 26,066 $ 22,815 $ 27,168 $ 23,739 $ Effect of dilutive securities: Participating securities 90 121 90 121 90 121 Series C cumulative preferred - 818 - 818 - 818 Diluted normalized FFO/AFFO/FAD assuming conversion 29,786 $ 27,549 $ 26,156 $ 23,754 $ 27,258 $ 24,678 $ 39,057 35,341 39,057 35,341 39,057 35,341 Effect of dilutive securities: Stock options 13 11 13 11 13 11 Performance based stock units (MSU) 108 - 108 - 108 - Participating securities 157 229 157 229 157 229 Series C cumulative preferred - 2,000 - 2,000 - 2,000 Shares for diluted normalized FFO/AFFO/FAD per share 39,335 37,581 39,335 37,581 39,335 37,581 Normalized FFO/AFFO/FAD attributable to common stockholders 87,194 $ 74,361 $ 76,532 $ 64,784 $ 79,026 $ 67,601 $ Effect of dilutive securities: Participating securities 296 370 296 370 296 370 Series C cumulative preferred - 2,454 - 2,454 - 2,454 Diluted normalized FFO/AFFO/FAD assuming conversion 87,490 $ 77,185 $ 76,828 $ 67,608 $ 79,322 $ 70,425 $ 38,161 35,306 38,161 35,306 38,161 35,306 Effect of dilutive securities: Stock options 13 13 13 13 13 13 Performance based stock units (MSU) 108 - 108 - 108 - Participating securities 173 239 173 239 173 239 Series C cumulative preferred - 2,000 - 2,000 - 2,000 Shares for diluted normalized FFO/AFFO/FAD per share 38,455 37,558 38,455 37,558 38,455 37,558 2016 2015 FFO AFFO FAD 2016 2016 2016 2016 Shares for basic FFO/AFFO/FAD per share For the three months ended September 30, For the nine months ended September 30, 2015 2015 Shares for basic FFO/AFFO/FAD per share FFO AFFO FAD 2015 2015 2015 2016
Glossary Page 26 Adjusted Funds From Operations (AFFO): FFO excluding the effects of straight - line rent , amortization of lease inducement , effective interest income and deferred income from unconsolidated joint ventures. Assisted Living Properties (ALF) : The ALF portfolio consists of assisted living, independent living, and/or memory care properties. (See Independent Living and Memory Care) Assisted living properties are s enior s housing properties serving elderly persons who require assistance with activities of daily living, but do not require the constant supervision skilled nursing properties provide. Services are usually available 24 hours a day and include personal supervision and a ssistance with eating , bathing, grooming and administering medication. The facilities provide a combination of housing, supportive services, personalized assistance and health care designed to respond to individual needs . Contractual Lease Rent: Rental revenue as defined by the lease agreement between us and the operator for the lease year . EBITDA: Earnings before interest, taxes, depreciation and amortization . Funds Available for Distribution (FAD): A FFO excluding the effects of n on - cash compensation charges , capitalized interest and non - cash interest charges. Funds From Operations (FFO): A s defined by the National Association of Real Estate Investment Trusts (NAREIT), net income available to common stockholder s (computed in accordan ce with U.S. GAAP) excluding gains or losses on the sale of real estate and impairment write - downs of depreciable real estate plus real estate depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. GAAP Lease Yield: GAAP rent divided by the sum of the p urchase p rice and transaction costs. GAAP Rent: Total rent we will receive as a fixed amount over the initial term of the lease and recognize d evenly over that term . GAAP rent recorded in the early years of a lease is higher than the cash rent received and during the later years of the lease , the cash rent received is higher than GAAP rent recognized . GAAP rent is commonly referred to as straight - line rental income. Gross Asset Value: The carrying amount of total assets after adding back accumulated depreciation and loan loss reserves , as reported in the companys consolidated financial statements . Gross Investment: Original price paid for an asset plus capital improvements funded by LTC , without any deprec i ation deductions. Gross Investment is commonly referred to as undepreciated book value. Independent Living Properties (ILF) : Senior s housing properties offer ing a sense of community and numerous levels of service, such as laundry, housekeeping, dining options/meal plans, exercise and wellness programs, transportation , social , cultural and recreational activities , on - site security and emergency response programs. Many offer on - site conveniences like beauty/barber shops, fit ness facilities, game rooms, libraries and activity centers. ILFs are also known as retirement communities or senior s apartments . Interest Income: Represents interest income from mortgage loans.
Glossary (cont.) Page 27 Licensed Beds/Units: The number of beds and/or units tha t an operator is authorized to operate at senior s housing and long - term care propert ies . Licensed b eds and/or u nits may differ from the number of beds and/or units in service at any given time. Memory Care Properties (MC) : Senior s housing properties offering specialized options for seniors with Alzheimers disease and other forms of dementia. These facilities offer dedicated care and specialized programming for various conditions relating to memory loss in a secured environment that is typically smal ler in scale and more residential in nature than traditional assisted living facilities. These facilities have staff availab le 24 hours a day to respond to the unique needs of their residents. Metropolitan Statistical Areas ( MSA ) : Based on the U.S. Census Bureau, MSA is a geographic entity defined by the Office of Management and Budget (OMB) for use by Federal statistical agencies in collecting, tabulating, and publishing Federal statistics. A metro area contains a core urban area of 50,000 or m ore population. Micropolitan Statistical Areas ( Micro - SA ) : Based on the U.S. Census Bureau, Micro - SA is a geographic entity defined by the Office of Management and Budget (OMB) for use by Federal statistical agencies in collecting, tabulating, and publishing Federa l statistics. A micro area contains an urban core of at least 10,000 (but less than 50,000) population. Net Real Estate Assets: G ross real estate investment less accumulated depreciation. Net Real Estate Asset is commonly referred to as Net Book Value (NBV) . Non - cash Rental I ncome: Straight - line rental income and amortization of lease inducement. Non - cash C ompens ation C harges: Vesting expense relating to stock option s and restricted stock. Normalized AFFO: A FFO adjusted for non - recurring, infrequent or unusual items. Normalized EBITDAR Coverage: The trailing twelve months earnings from the operator financial statements adjusted for non - recurring, infrequent, or unusual items and before interest, taxes, depreciation, amortization, and rent divided by the operators contractual lease rent. Man ag ement fees are imputed at 5% of revenues. Normalized EBITDARM Coverage: The trailing twelve months earnings from the operator financial statements adjusted for non - recurring, infrequent, or unusual items and before interest, taxes, depreciation, amortiz ation, rent, and management fees divided by the operators contractual lease rent. Normalized FAD: FAD adjusted for non - recurring, infrequent or unusual items . Normalized FFO: FFO adjusted for non - recurring, infrequent or unusual items. Occupancy: Th e weighted average percentage of all beds and/or units that are occupied at a given time. The calculation uses the trailing twelve months and is based on licensed beds and/or units which may differ from the number of beds and/or units in service at any gi ven time. Operator Financial Statements: Property level operator financial statements which are unaudited and have not been independently verified by us.
Glossary (cont.) Page 28 Glossary Payor Source: LTC revenue by operator underlying payor source for the period presented. LTC is not a Medicaid or a Medicare recipient. Statistics represent LTC's rental revenues times operators' underlying payor source revenue percentage. Underlying payor source revenue percentag e is calculated from property level operator financial statements which are unaudited and have not been independently verified by us. Private Pay: Private pay includes private insurance, HMO, VA, and other payors . Purchase Price: Represents the fair value price of an asset that is exchanged in an orderly transaction between market participants at the measurement date. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to all ow for marketing activities that are usual and customary for transactions in volving such assets; it is not a forced transaction (for example, a forced liquidation or distress sale). Range of Care ( ROC ): Range of care properties consist of properties providing skilled nursing and any combination of assisted living, independent living and/or memory care services. Rental Income: Represents GAAP rent net of amortized lease inducement cost . Same Property Portfolio (SPP) : S ame property statistics allow for the comparative evaluation of performance across a consistent population of LTCs leased property portfolio . Our SPP is comprised of s tabilized properties owned and operated throughout the duration of the quarter - over - quarter comparison periods presented (excluding assets sold and assets held - for - sale) . Accordingly, a leased property must be owned and stabilized for a mi nimum of 1 5 months if it is an acquired property, or 27 months if it is a development project, to be included in our SSP. Skilled Nursing Properties (SNF) : Senior s housing properties providing restorative, rehabilitative and nursing care for people not requiring the more extensive and sophisticated treatment available at acute care hospitals. Many SNF s provide ancillary services that include occupational, speech, physical, respiratory and IV t herapies, as well as sub - acute care services which are paid either by the patient, the patients family, private health insurance, or through the fede ral Medicare or state Medicaid programs. Stabilized: Properties are generally considered sta bilized upon the earlier of achieving certain occupancy thresholds ( e.g. 80% for SNF s and 90% for ALF s ) and, as applicable, 12 months from the date of acquisition or, in the event of a de novo development, redevelopment , major renovations or addition, 24 months from the date the property is first placed in or returned to service. Under Development Properties (UDP): Development project s to construct senior s housing propert ies .
LTC Properties, Inc. Company Founded in 1992, LTC Properties, Inc. ("LTC") is a self-administered real estate investment trust that primarily invests in seniors housing and health care properties through facility lease transactions, mortgage loans, and other investments. Our primary objectives are to create, sustain and enhance stockholder equity value and provide current income for distribution to stockholders through real estate investments in seniors housing and health care properties managed by experienced operators. Our primary seniors housing and health care property types include skilled nursing centers (or SNF), assisted living communities (or ALF), independent living communities (or ILF), memory care communities (or MC), and combinations thereof. To meet these objectives, we attempt to invest in properties that provide opportunity for additional value and current returns to our stockholders and diversify our investment portfolio by geographic location, operator, property type and form of investment. For more information on LTC, visit the Companys website at www.LTCreit.com. Forward-Looking Statements This supplemental information contains 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, adopted pursuant to the Private Securities Litigation Reform Act of 1995. Statements that are not purely historical may be forward-looking. You can identify some of the forward-looking statements by their use of forward-looking words, such as believes, expects, may, will, should, seeks, approximately, intends, plans, estimates or anticipates, or the negative of those words or similar words. Forward- looking statements involve inherent risks and uncertainties regarding events, conditions and financial trends that may affect our future plans of operation, business strategy, results of operations and financial position. A number of important factors could cause actual results to differ materially from those included within or contemplated by such forward-looking statements, including, but not limited to, the status of the economy, the status of capital markets (including prevailing interest rates), and our access to capital; the income and returns available from investments in health care related real estate, the ability of our borrowers and lessees to meet their obligations to us, our reliance on a few major operators; competition faced by our borrowers and lessees within the health care industry, regulation of the health care industry by federal, state and local governments, changes in Medicare and Medicaid reimbursement amounts (including due to federal and state budget constraints), compliance with and changes to regulations and payment policies within the health care industry, debt that we may incur and changes in financing terms, our ability to continue to qualify as a real estate investment trust, the relative illiquidity of our real estate investments, potential limitations on our remedies when mortgage loans default, and risks and liabilities in connection with properties owned through limited liability companies and partnerships. For a discussion of these and other factors that could cause actual results to differ from those contemplated in the forward-looking statements, please see the discussion under Risk Factors and other information contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2015 and in our publicly available filings with the Securities and Exchange Commission. We do not undertake any responsibility to update or revise any of these factors or to announce publicly any revisions to forward-looking statements, whether as a result of new information, future events or otherwise. Non-GAAP Information This supplemental information contains certain non-GAAP information including adjusted EBITDA, normalized EBITDA, FFO, normalized FFO, normalized AFFO, normalized FAD, normalized interest coverage ratio, and normalized fixed charges coverage ratio. A reconciliation of this non-GAAP information is provided on pages 21, 24, and 25 of this supplemental information, and additional information is available under the Non-GAAP Financial Measures subsection under the Selected Financial Data section of our website at www.LTCreit.com. Page 29
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