Sabra Reports First Quarter 2019 Results; Reaffirms 2019 Guidance

IRVINE, Calif.–(BUSINESS WIRE)–lt;a href=”https://twitter.com/hashtag/Healthcare?src=hash” target=”_blank”gt;#Healthcarelt;/agt;–Sabra Health Care REIT, Inc. (“Sabra,” the “Company” or “we”)
(Nasdaq:SBRA) today announced results of operations for the first
quarter of 2019.

RECENT HIGHLIGHTS

  • For the first quarter of 2019, net loss attributable to common
    stockholders, FFO, Normalized FFO, AFFO and Normalized AFFO per
    diluted common share were $(0.44), $0.43, $0.48, $0.46 and $0.47,
    respectively. Included in net loss per diluted common share were
    impairments of real estate of $0.58, primarily associated with the
    Senior Care Centers facilities, write-off of lease intangibles of
    $0.03 and loss on sale of real estate of $0.01.
  • Our Senior Housing – Managed portfolio produced net income of $1.3
    million and $2.8 million for the first quarter of 2019 and 2018, and
    on a same store basis, produced year-over-year revenue growth of 3.9%,
    Cash NOI growth of 2.4% and REVPOR growth of 4.6%.
  • On February 25, 2019, we entered into an equity distribution agreement
    with a consortium of banks acting as sales agents (the “Sales Agents”)
    to sell shares of our common stock having aggregate gross proceeds of
    up to $500.0 million from time to time through the Sales Agents (the
    “ATM Program”).
  • On April 1, 2019, we completed the sale of 28 facilities operated by
    Senior Care Centers and received gross sales proceeds of $282.5
    million as well as a $5.0 million settlement payment from Senior Care
    Centers (with the remaining $4.5 million of settlement payments
    payable on or before July 1, 2019). Of the 10 remaining facilities
    operated by Senior Care Centers, we expect to re-tenant seven
    facilities to a current operator in the Sabra portfolio and to sell
    three facilities.
  • On April 1, 2019, we terminated our triple-net master lease with
    Holiday Retirement (“Holiday”) with respect to all 21 senior housing
    communities subject to the master lease (the “Holiday Communities”)
    and concurrently entered into management agreements pursuant to which
    Holiday will manage the Holiday Communities as part of our Senior
    Housing – Managed portfolio. In exchange for terminating the Holiday
    master lease, we received $57.2 million of total cash consideration.
  • On May 8, 2019, we announced that our board of directors declared a
    quarterly cash dividend of $0.45 per share of common stock. The
    dividend will be paid on May 31, 2019 to common stockholders of record
    as of the close of business on May 20, 2019.
  • We reaffirm our previously issued 2019 guidance.

Commenting on the first quarter results, Rick Matros, CEO and Chairman,
said, “Sabra delivered a solid quarter with strong performance in our
Senior Housing – Managed portfolio. On the Skilled Nursing/Transitional
Care portfolio, five of our top seven operators showed improved rent
coverage, one was flat and one had lower coverage but not of a concern.
The remainder of our triple-net portfolio was effectively uneventful.
Our Skilled Nursing/Transitional Care operators are focused on preparing
for PDPM that will become effective October 1st, and the
feedback we continue to receive around prospects for the new system
remain consistently upbeat. That combined with CMS’ recently announced
market basket, which is the strongest in years, bodes well for the space
going forward. Additionally, we are in the nascent stages of our
de-levering activity and so saw modest improvement in our leverage at
quarter-end. We remain committed to continuing that process this year as
well as extending maturities as market opportunities arise.”

LIQUIDITY

As of March 31, 2019, we had approximately $402.6 million of liquidity,
consisting of unrestricted cash and cash equivalents of $22.6 million
(excluding joint venture cash and cash equivalents) and available
borrowings of $380.0 million under our revolving credit facility. As of
March 31, 2019, we also had $500.0 million available under the ATM
Program. Pro forma for the sale of the 28 Senior Care Centers facilities
and the conversion of the Holiday Communities to our Senior Housing –
Managed portfolio, available liquidity is increased by $338.7 million to
$741.3 million.

CONFERENCE CALL AND COMPANY INFORMATION

A conference call with a simultaneous webcast to discuss the 2019 first
quarter results will be held on Thursday, May 9, 2019 at 10:00 am
Pacific Time. The dial-in number for U.S. participants is (844)
862-3710. For participants outside the U.S., the dial-in number is (612)
979-9902. The conference ID number is 9696945. The webcast URL is https://edge.media-server.com/m6/p/sywq4zvv.
A digital replay of the call will be available on the Company’s website
at www.sabrahealth.com.
The Company’s supplemental information package for the first quarter
will also be available on the Company’s website in the “Investors”
section.

ABOUT SABRA

As of March 31, 2019, Sabra’s investment portfolio included 437 real
estate properties held for investment (consisting of (i) 304 Skilled
Nursing/Transitional Care facilities, (ii) 88 Senior Housing communities
(“Senior Housing – Leased”), (iii) 23 Senior Housing communities
operated by third-party property managers pursuant to property
management agreements (“Senior Housing – Managed”) and (iv) 22 Specialty
Hospitals and Other facilities), 30 assets held for sale, one investment
in a direct financing lease, 20 investments in loans receivable
(consisting of (i) one mortgage loan, (ii) two construction loans and
(iii) 17 other loans), nine preferred equity investments and one
investment in an unconsolidated joint venture that owns 172 Senior
Housing – Managed communities. As of March 31, 2019, Sabra’s real estate
properties held for investment included 43,884 beds/units and its
unconsolidated joint venture included 7,652 beds/units, spread across
the United States and Canada.

FORWARD-LOOKING STATEMENTS SAFE HARBOR

This release contains “forward-looking” statements as defined in the
Private Securities Litigation Reform Act of 1995. These statements may
be identified, without limitation, by the use of “expects,” “believes,”
“intends,” “should” or comparable terms or the negative thereof.
Examples of forward-looking statements include all statements regarding
our de-levering activity, prospects for the new PDPM system, as well as
our expected future financial position, results of operations (including
our reaffirmed outlook for the full year 2019), business strategy, and
plans and objectives for future operations.

Our actual results may differ materially from those projected or
contemplated by our forward-looking statements as a result of various
factors, including among others, the following: our dependence on the
operating success of our tenants; the potential variability of our
reported rental and related revenues following the adoption of
Accounting Standards Update (“ASU”) 2016-02, Leases, as amended by
subsequent ASUs (“Topic 842”) on January 1, 2019; operational risks with
respect to our Senior Housing – Managed communities; the effect of our
tenants declaring bankruptcy or becoming insolvent; our ability to find
replacement tenants and the impact of unforeseen costs in acquiring new
properties; the impact of litigation and rising insurance costs on the
business of our tenants; the possibility that Sabra may not acquire the
remaining majority interest in the Enlivant joint venture; risks
associated with our investments in joint ventures; changes in healthcare
regulation and political or economic conditions; the impact of required
regulatory approvals of transfers of healthcare properties; competitive
conditions in our industry; our concentration in the healthcare property
sector, particularly in skilled nursing/transitional care facilities and
senior housing communities, which makes our profitability more
vulnerable to a downturn in a specific sector than if we were investing
in multiple industries; the significant amount of and our ability to
service our indebtedness; covenants in our debt agreements that may
restrict our ability to pay dividends, make investments, incur
additional indebtedness and refinance indebtedness on favorable terms;
increases in market interest rates; the potential phasing out of the
London Interbank Offered Rate (“LIBOR”) benchmark after 2021; our
ability to raise capital through equity and debt financings; changes in
foreign currency exchange rates; the relatively illiquid nature of real
estate investments; the loss of key management personnel; uninsured or
underinsured losses affecting our properties and the possibility of
environmental compliance costs and liabilities; the impact of a failure
or security breach of information technology in our operations; our
ability to maintain our status as a real estate investment trust
(“REIT”); changes in tax laws and regulations affecting REITs (including
the potential effects of the Tax Cuts and Jobs Act); compliance with
REIT requirements and certain tax and tax regulatory matters related to
our status as a REIT; and the ownership limits and takeover defenses in
our governing documents and under Maryland law, which may restrict
change of control or business combination opportunities.

Additional information concerning risks and uncertainties that could
affect our business can be found in our filings with the Securities and
Exchange Commission (the “SEC”), including Item 1A of our Annual Report
on Form 10-K for the year ended December 31, 2018 and Item 1A of our
Quarterly Report on Form 10-Q for the quarter ended March 31, 2019. We
do not intend, and we undertake no obligation, to update any
forward-looking information to reflect events or circumstances after the
date of this release or to reflect the occurrence of unanticipated
events, unless required by law to do so.

TENANT AND BORROWER INFORMATION

This release includes information regarding certain of our tenants that
lease properties from us and our borrowers, most of which are not
subject to SEC reporting requirements. The information related to our
tenants and borrowers that is provided in this release has been provided
by, or derived from information provided by, such tenants and borrowers.
We have not independently verified this information. We have no reason
to believe that such information is inaccurate in any material respect.
We are providing this data for informational purposes only.

NOTE REGARDING NON-GAAP FINANCIAL MEASURES

This release includes the following financial measures defined as
non-GAAP financial measures by the SEC: net operating income (“NOI”),
Cash NOI, funds from operations attributable to common stockholders
(“FFO”), Normalized FFO, Adjusted FFO (“AFFO”), Normalized AFFO, FFO per
diluted common share, Normalized FFO per diluted common share, AFFO per
diluted common share and Normalized AFFO per diluted common share. These
measures may be different than non-GAAP financial measures used by other
companies, and the presentation of these measures is not intended to be
considered in isolation or as a substitute for financial information
prepared and presented in accordance with U.S. generally accepted
accounting principles. An explanation of these non-GAAP financial
measures is included under “Reporting Definitions” in this release, and
reconciliations of these non-GAAP financial measures to the GAAP
financial measures we consider most comparable are included on the
Investors section of our website at http://www.sabrahealth.com/investors/financials/reports-presentations/non-gaap.

             

SABRA HEALTH CARE REIT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF (LOSS) INCOME

(dollars in thousands, except per share data)

 
Three Months Ended March 31,
2019           2018
Revenues:
Rental and related revenues $ 116,387 $ 144,255
Interest and other income 3,325 4,338
Resident fees and services 17,061   17,493  
 
Total revenues 136,773   166,086  
 
Expenses:
Depreciation and amortization 44,949 48,005
Interest 36,318 35,818
Triple-net portfolio operating expenses 5,289
Senior housing – managed portfolio operating expenses 12,040 12,124
General and administrative 8,178 7,867
Merger and acquisition costs 6 330
Provision for doubtful accounts, straight-line rental income and
loan losses
1,207 1,213
Impairment of real estate 103,134   532  
 
Total expenses 211,121   105,889  
 
Other (expense) income:
Other income 171 2,820
Net loss on sales of real estate (1,520 ) (472 )
 
Total other (expense) income (1,349 ) 2,348  
 
(Loss) income before (loss) income from unconsolidated joint venture
and income tax expense
(75,697 ) 62,545
 
(Loss) income from unconsolidated joint venture (1,383 ) 446
Income tax expense (612 ) (510 )
 
Net (loss) income (77,692 ) 62,481
 
Net income attributable to noncontrolling interests (12 ) (10 )
 
Net (loss) income attributable to Sabra Health Care REIT, Inc. (77,704 ) 62,471
 
Preferred stock dividends   (2,561 )
 
Net (loss) income attributable to common stockholders $ (77,704 ) $ 59,910  
 
Net (loss) income attributable to common stockholders, per:
 
Basic common share $ (0.44 ) $ 0.34  
 
Diluted common share $ (0.44 ) $ 0.34  
 
Weighted-average number of common shares outstanding, basic 178,385,984   178,294,605  
 
Weighted-average number of common shares outstanding, diluted 178,385,984   178,516,388  
 
 
                     

SABRA HEALTH CARE REIT, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(dollars in thousands, except per share data)

 
March 31, 2019 December 31, 2018
(unaudited)
Assets
Real estate investments, net of accumulated depreciation of $425,962
and $402,338 as of March 31, 2019 and December 31, 2018, respectively
$ 5,437,354 $ 5,853,545
Loans receivable and other investments, net 109,214 113,722
Investment in unconsolidated joint venture 335,701 340,120
Cash and cash equivalents 22,873 50,230
Restricted cash 9,766 9,428
Assets held for sale, net 270,780
Lease intangible assets, net 119,667 131,097
Accounts receivable, prepaid expenses and other assets, net 149,790   167,161  
Total assets $ 6,455,145   $ 6,665,303  
 
Liabilities
Secured debt, net $ 115,188 $ 115,679
Revolving credit facility 620,000 624,000
Term loans, net 1,187,384 1,184,930
Senior unsecured notes, net 1,307,658 1,307,394
Accounts payable and accrued liabilities 94,809 94,827
Lease intangible liabilities, net 79,328   83,726  
Total liabilities 3,404,367   3,410,556  
 
Equity
Common stock, $.01 par value; 250,000,000 shares authorized,
178,419,599 and 178,306,528 shares issued and outstanding as of
March 31, 2019 and December 31, 2018, respectively
1,784 1,783
Additional paid-in capital 3,508,987 3,507,925
Cumulative distributions in excess of net income (462,555 ) (271,595 )
Accumulated other comprehensive (loss) income (1,747 ) 12,301  
Total Sabra Health Care REIT, Inc. stockholders’ equity 3,046,469 3,250,414
Noncontrolling interests 4,309   4,333  
Total equity 3,050,778   3,254,747  
Total liabilities and equity $ 6,455,145   $ 6,665,303  
 
 
           

SABRA HEALTH CARE REIT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

 
Three Months Ended March 31,
2019           2018
Cash flows from operating activities:
Net (loss) income $ (77,692 ) $ 62,481
Adjustments to reconcile net (loss) income to net cash provided by
operating activities:
Depreciation and amortization 44,949 48,005
Amortization of above and below market lease intangibles, net 4,304 (684 )
Non-cash interest income adjustments (562 ) (570 )
Non-cash interest expense 2,561 2,481
Stock-based compensation expense 2,775 1,135
Straight-line rental income adjustments (5,468 ) (11,563 )
Provision for doubtful accounts, straight-line rental income and
loan losses
1,207 1,213
Net loss on sales of real estate 1,520 472
Impairment of real estate 103,134 532
Loss (income) from unconsolidated joint venture 1,383 (446 )
Distributions of earnings from unconsolidated joint venture 3,037
Changes in operating assets and liabilities:
Accounts receivable, prepaid expenses and other assets, net (9,924 ) (1,658 )
Accounts payable and accrued liabilities (17,265 ) 249  
Net cash provided by operating activities 53,959   101,647  
Cash flows from investing activities:
Acquisition of real estate (172,001 )
Origination and fundings of loans receivable (2,776 ) (13,232 )
Origination and fundings of preferred equity investments (928 )
Additions to real estate (5,072 ) (11,539 )
Repayments of loans receivable 5,251 28,805
Repayments of preferred equity investments 2,087 234
Investment in unconsolidated joint venture (354,461 )
Net proceeds from the sales of real estate 6,857   6,743  
Net cash provided by (used in) investing activities 6,347   (516,379 )
Cash flows from financing activities:
Net repayments of revolving credit facility (4,000 ) (30,000 )
Principal payments on secured debt (849 ) (1,061 )
Payments of deferred financing costs (6 ) (6 )
Distributions to noncontrolling interests (36 ) (37 )
Issuance of common stock, net (2,323 ) (499 )
Dividends paid on common and preferred stock (80,260 ) (82,789 )
Net cash used in financing activities (87,474 ) (114,392 )
Net decrease in cash, cash equivalents and restricted cash (27,168 ) (529,124 )
Effect of foreign currency translation on cash, cash equivalents and
restricted cash
149 (155 )
Cash, cash equivalents and restricted cash, beginning of period 59,658   587,449  
Cash, cash equivalents and restricted cash, end of period $ 32,639   $ 58,170  
Supplemental disclosure of cash flow information:
Interest paid $ 42,195   $ 42,623  
 
 
           

SABRA HEALTH CARE REIT, INC.

FUNDS FROM OPERATIONS (FFO), NORMALIZED FFO,

ADJUSTED FUNDS FROM OPERATIONS (AFFO) AND NORMALIZED AFFO

(dollars in thousands, except per share data)

 
Three Months Ended March 31,
2019           2018
Net (loss) income attributable to common stockholders $ (77,704 ) $ 59,910
Add:
Depreciation and amortization of real estate assets 44,949 48,005
Depreciation and amortization of real estate assets related to
noncontrolling interests
(40 ) (40 )
Depreciation and amortization of real estate assets related to
unconsolidated joint venture
5,316 4,552
Net loss on sales of real estate 1,520 472
Impairment of real estate 103,134   532  
FFO attributable to common stockholders $ 77,175   $ 113,431  
CCP merger and transition costs 106 966
Provision for (recovery of) doubtful accounts and loan losses, net 1,207 (864 )
Other normalizing items (1) 6,934   (1,908 )
Normalized FFO attributable to common stockholders $ 85,422   $ 111,625  
FFO attributable to common stockholders $ 77,175 $ 113,431
Merger and acquisition costs (2) 6 330
Stock-based compensation expense 2,775 1,135
Straight-line rental income adjustments (5,468 ) (11,563 )
Amortization of above and below market lease intangibles, net 4,304 (684 )
Non-cash interest income adjustments (562 ) (570 )
Non-cash interest expense 2,561 2,481
Provision for doubtful straight-line rental income, loan losses and
other reserves
1,207 2,181
Other non-cash adjustments related to unconsolidated joint venture 1,115 233
Other non-cash adjustments 52   15  
AFFO attributable to common stockholders $ 83,165   $ 106,989  
CCP transition costs 102 632
Recovery of doubtful cash income (968 )
Other normalizing items (1) 1,030   (1,908 )
Normalized AFFO attributable to common stockholders $ 84,297   $ 104,745  
Amounts per diluted common share attributable to common stockholders:
Net (loss) income $ (0.44 ) $ 0.34  
FFO $ 0.43   $ 0.64  
Normalized FFO $ 0.48   $ 0.63  
AFFO $ 0.46   $ 0.60  
Normalized AFFO $ 0.47   $ 0.58  
Weighted average number of common shares outstanding, diluted:
Net (loss) income 178,385,984   178,516,388  
FFO and Normalized FFO 178,936,854   178,516,388  
AFFO and Normalized AFFO 179,709,444   179,266,983  
 
(1)    

Other normalizing items for FFO and AFFO include un-reimbursed
triple-net operating expenses. In addition, other normalizing
items for FFO for the three months ended March 31, 2019 includes
$5.9 million of write-offs related to above/below market rent
intangibles. The three months ended March 31, 2018 also includes a
contingency fee of $2.0 million earned during the period related
to a legacy CCP investment.

(2) Merger and acquisition costs primarily relate to the CCP merger.
 
 

REPORTING DEFINITIONS

Cash Net Operating Income (“Cash NOI”)*

The Company believes that net income attributable to common stockholders
as defined by GAAP is the most appropriate earnings measure. The Company
considers Cash NOI an important supplemental measure because it allows
investors, analysts and its management to evaluate the operating
performance of its investments. The Company defines Cash NOI as total
revenues less operating expenses and non-cash revenues and expenses.
Cash NOI excludes all other financial statement amounts included in net
income.

Funds From Operations Attributable to Common Stockholders (“FFO”) and
Adjusted Funds from Operations Attributable to Common Stockholders
(“AFFO”)*

The Company believes that net income attributable to common stockholders
as defined by GAAP is the most appropriate earnings measure. The Company
also believes that funds from operations attributable to common
stockholders, or FFO, as defined in accordance with the definition used
by the National Association of Real Estate Investment Trusts (“NAREIT”),
and adjusted funds from operations attributable to common stockholders,
or AFFO (and related per share amounts) are important non-GAAP
supplemental measures of the Company’s operating performance. Because
the historical cost accounting convention used for real estate assets
requires straight-line depreciation (except on land), such accounting
presentation implies that the value of real estate assets diminishes
predictably over time. However, since real estate values have
historically risen or fallen with market and other conditions,
presentations of operating results for a real estate investment trust
that uses historical cost accounting for depreciation could be less
informative. Thus, NAREIT created FFO as a supplemental measure of
operating performance for real estate investment trusts that excludes
historical cost depreciation and amortization, among other items, from
net income attributable to common stockholders, as defined by GAAP. FFO
is defined as net income attributable to common stockholders, computed
in accordance with GAAP, excluding gains or losses from real estate
dispositions, plus real estate depreciation and amortization, net of
amounts related to noncontrolling interests, plus the Company’s share of
depreciation and amortization related to our unconsolidated joint
venture, and real estate impairment charges. AFFO is defined as FFO
excluding merger and acquisition costs, stock-based compensation
expense, straight-line rental income adjustments, amortization of above
and below market lease intangibles, non-cash interest income
adjustments, non-cash interest expense, change in fair value of
contingent consideration, non-cash portion of loss on extinguishment of
debt, provision for doubtful straight-line rental income, loan losses
and other reserves and deferred income taxes, as well as other non-cash
revenue and expense items (including ineffectiveness gain/loss on
derivative instruments, and non-cash revenue and expense amounts related
to noncontrolling interests) and our share of non-cash adjustments
related to our unconsolidated joint venture.

Contacts

Investor & Media Inquiries:
(888) 393-8248
investorinquiries@sabrahealth.com

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