Carter Validus Mission Critical REIT II, Inc. Fourth Quarter and Year Ended 2019 Results

TAMPA, Fla.–(BUSINESS WIRE)–Carter Validus Mission Critical REIT II, Inc., or the Company, a public, non-traded real estate investment trust focused on net-leased data center and healthcare properties, announced operating results for the fourth quarter and year ended December 31, 2019.

Quarter Ended December 31, 2019 and Subsequent Highlights

  • Net income attributable to common stockholders totaled $1.8 million.
  • Net operating income, or NOI, totaled $58.5 million.
  • Funds from operations, or FFO, attributable to common stockholders equaled $33.7 million.
  • Modified funds from operations, or MFFO, attributable to common stockholders equaled $27.3 million.
  • Adjusted funds from operations, or AFFO, attributable to common stockholders equaled $28.3 million.
  • On October 4, 2019, the Company completed a merger transaction with Carter Validus Mission Critical REIT, Inc., or CVREIT, for total consideration transferred to stockholders of CVREIT of $952.8 million, consisting of $178.8 million in cash and $774.0 million in equity. Additionally, the Company paid off CVREIT’s outstanding debt in the amount of $248.6 million at the time of the merger.
  • The Company purchased 62 healthcare properties, consisting of 60 properties acquired in the merger and two development properties, for approximately $1.2 billion.
  • On November 26, 2019, the Company sold one of three buildings and a portion of land related to one healthcare property for a sale price of $3.1 million and generated net proceeds of $2.9 million.
  • On February 19, 2020, the Company acquired one healthcare property for an aggregate contract purchase price of $4.8 million, located in the Des Moines market and comprised of approximately 14,669 rentable square feet 100% leased to a single tenant.

Michael Seton, the Company’s Chief Executive Officer and President, stated, “We are pleased to report that our same store operations demonstrated sustained growth in the fourth quarter. We successfully completed the integration of the properties acquired in the merger with CVREIT and are beginning to realize the benefits of an increase in size and diversity of our portfolio demonstrated by an increase in our revenues, NOI and FFO compared to the fourth quarter of 2018, however, our net income was adversely impacted by the impairment of a vacant property, which we are marketing for sale or lease. Subsequent to the end of the quarter, the global COVID-19 pandemic created a dramatic shift in the economy, our lives and the business landscape. Consequently, we are closely monitoring the possible effects on our portfolio and proactively responding when and as appropriate. While it is impossible to anticipate the duration or severity of the pandemic and the possible impacts to our business, we will remain communicative as the situation evolves and keep our stockholders, tenants and business partners in our thoughts during this difficult time.”

An explanation of FFO, MFFO, AFFO, NOI and Tenant Reimbursements as well as reconciliations of such non-GAAP financial measures, which should not be considered alternatives to GAAP measures, to the most directly comparable U.S. GAAP measures, is included at the end of this release.

Financial Results

Quarter Ended December 31, 2019, Compared to Quarter Ended December 31, 2018

  • Net income attributable to common stockholders was $1.8 million for the quarter ended December 31, 2019, a decrease of 72%, compared to net income attributable to common stockholders of $6.5 million for the quarter ended December 31, 2018.
  • FFO attributable to common stockholders was $33.7 million for the quarter ended December 31, 2019, an increase of 54%, compared to $21.9 million for the quarter ended December 31, 2018.
  • MFFO attributable to common stockholders was $27.3 million for the quarter ended December 31, 2019, an increase of 55%, compared to $17.6 million for the quarter ended December 31, 2018.
  • AFFO attributable to common stockholders was $28.3 million for the quarter ended December 31, 2019, an increase of 55%, compared to $18.2 million for the quarter ended December 31, 2018.

The decrease in net income attributable to common stockholders during the periods presented above is primarily the result of the impairment loss recorded on one real estate healthcare property based on a letter of intent from a prospective buyer to purchase the property during the quarter ended December 31, 2019, coupled with an increase in the weighted average outstanding principal balance on the credit facility. The write-off and the increase in the interest expense were partially offset by an increase in rental revenues from the acquisition of 67 real estate properties during 2019.

The increases in FFO, MFFO and AFFO during the periods presented above are primarily the result of 67 property acquisitions consisting of 60 properties acquired in the merger and two development properties during the quarter ended December 31, 2019 (the impairment loss is removed when calculating these metrics).

Year Ended December 31, 2019, Compared to Year Ended December 31, 2018

  • Net income attributable to common stockholders was $2.8 million for the year ended December 31, 2019, a decrease of 90%, compared to net income attributable to common stockholders of $28.9 million for the year ended December 31, 2018.
  • FFO attributable to common stockholders was $97.8 million for the year ended December 31, 2019, an increase of 12% compared to $87.1 million for the year ended December 31, 2018.
  • MFFO attributable to common stockholders was $79.9 million for the year ended December 31, 2019, an increase of 15%, compared to $69.6 million for the year ended December 31, 2018.
  • AFFO attributable to common stockholders was $82.8 million for the year ended December 31, 2019, an increase of 14% compared to $72.5 million for the year ended December 31, 2018.

The reduction in net income attributable to common stockholders during the periods presented above is primarily the result of the impairment losses on two healthcare properties recorded in the third quarter of 2019 in the amount of $13.0 million due to terminating the leases with two tenants and in the fourth quarter of 2019 in the amount of $8.0 million based on a letter of intent from a prospective buyer to purchase the property. The Company wrote off straight-line rent, in-place lease intangible assets and below-market lease intangible liabilities related to the leases in an aggregate amount of $3.5 million. The Company also wrote off deferred financing costs related to its bridge facility commitment, which was terminated on August 7, 2019. Additionally, interest on credit facility increased due to an increase in the weighted average outstanding principal balance on the credit facility. The write-offs and the increase in interest on credit facility were partially offset by an increase in rental revenues from the acquisition of 67 real estate properties during 2019.

The increase in FFO during the periods presented above was the result of the same factors, excluding the impairment loss on real estate and in-place lease write offs, which are added back when calculating this metric. Straight-line rent and below-market lease write-offs, which are a part of rental revenue, were adjusted when calculating MFFO. AFFO was further adjusted for amortization of deferred financing costs and stock-based compensation.

Operating Results

Quarter Ended December 31, 2019, Compared to Quarter Ended December 31, 2018

  • NOI was $58.5 million for the quarter ended December 31, 2019, an increase of 59%, compared to $36.7 million for the quarter ended December 31, 2018.
  • Rental revenue was $69.4 million for the quarter ended December 31, 2019, an increase of 49%, compared to $46.6 million for the quarter ended December 31, 2018.

Year Ended December 31, 2019, Compared to Year Ended December 31, 2018

  • NOI was $169.9 million for the year ended December 31, 2019, an increase of 21%, compared to $140.0 million for the year ended December 31, 2018.
  • Total revenue was $210.9 million for the year ended December 31, 2019, an increase of 19%, compared to $177.3 million for the year ended December 31, 2018.

The increases in operating results during the periods presented above are primarily the result of 67 property acquisitions during 2019.

Portfolio Overview

As of December 31, 2019, the Company owned 152 real estate properties, located in 69 markets, comprising approximately 8.7 million of rentable square feet with an aggregate purchase price of approximately $3.1 billion. The Company’s properties had a weighted average occupancy of 95.1% and weighted average remaining lease term of 10.1 years.

During the fourth quarter of 2019, the Company entered into a lease amendment with one of the tenants at the Atlanta Data Center property to expand the tenant’s current space by approximately 25,000 square feet to 128,000 square feet, representing approximately 13% of the total rentable area at the property. Additionally, the tenant extended its lease by 15 years from the scheduled expiration date on June 30, 2023 to June 30, 2038.

Balance Sheet and Liquidity

As of December 31, 2019, the Company had total principal debt outstanding of $1,365.3 million, consisting of $457.3 million of notes payable and $908.0 million of the credit facility with a net debt leverage ratio, which is the ratio of principal debt outstanding less cash to fair market value of real estate plus the total aggregate purchase price of properties acquired after the net asset value date of October 31, 2019, of 42.1%. The Company’s outstanding debt was comprised of 51.8% fixed rate debt (including debt fixed through the use of interest rate swaps) and 48.2% variable rate debt.

As of December 31, 2019, the Company had liquidity of approximately $290.8 million, consisting of $69.3 million in cash and cash equivalents and $221.5 million in borrowing base availability on the credit facility.

Subsequent to December 31, 2019, the Company drew $95 million on its credit facility, $20 million of which was related to a property acquisition and to fund share repurchases, and $75 million was drawn to provide additional liquidity due to the uncertainty in overall economic conditions created by the COVID-19 pandemic.

Distributions

During the fourth quarter of 2019, the Company paid aggregate distributions of $24.7 million ($16.2 million in cash and $8.5 million reinvested in shares of common stock pursuant to its distribution reinvestment plan, or DRIP) and declared weighted average distributions per share of common stock in the amount of $0.12. The Company paid aggregate distributions of $89.4 million during the year ended December 31, 2019 ($49.5 million in cash and $39.9 million reinvested in shares of common stock pursuant to its DRIP) and declared weighted average distributions per share of common stock in the amount of $0.58.

The Company paid aggregate distributions and declared distributions per share of each class of common stock as follows:

Class A Shares:

  • paid distributions of $18.1 million for the quarter ended December 31, 2019 ($12.9 million in cash and $5.2 million reinvested in shares of common stock pursuant to the DRIP) and distributions of $58.8 million for the year ended December 31, 2019 ($34.7 million in cash and $24.1 million reinvested in shares of common stock pursuant to the DRIP); and
  • declared distributions per share of $0.13 for the quarter ended December 31, 2019, and $0.62 for the year ended December 31, 2019.

Class I Shares:

  • paid distributions of $1.7 million for the quarter ended December 31, 2019 ($1.0 million in cash and $0.7 million reinvested in shares of common stock pursuant to the DRIP) and distributions of $7.9 million for the year ended December 31, 2019 ($4.6 million in cash and $3.3 million reinvested in shares of common stock pursuant to the DRIP); and
  • declared distributions per share of $0.13 for the quarter ended December 31, 2019, and $0.62 for the year ended December 31, 2019.

Class T Shares:

  • paid distributions of $4.5 million for the quarter ended December 31, 2019 ($2.1 million in cash and $2.4 million reinvested in shares of common stock pursuant to the DRIP) and distributions of $20.8 million for the year ended December 31, 2019 ($9.4 million in cash and $11.4 million reinvested in shares of common stock pursuant to the DRIP); and
  • declared distributions per share of $0.10 for the quarter ended December 31, 2019, and $0.53 for the year ended December 31, 2019.

Class T2 Shares:

  • paid distributions of $0.4 million for the quarter ended December 31, 2019 ($0.2 million in cash and $0.2 million reinvested in shares of common stock pursuant to the DRIP) and distributions of $1.9 million for the year ended December 31, 2019 ($0.8 million in cash and $1.1 million reinvested in shares of common stock pursuant to the DRIP); and
  • declared distributions per share of $0.10 for the quarter ended December 31, 2019, and $0.53 for the year ended December 31, 2019.

Amended Share Repurchase Program

On October 2, 2019, the Company’s board of directors approved an amended share repurchase program for the combined company following the merger, or the SRP. The SRP was effective with the first quarter repurchase date of January 31, 2020. For purposes of determining whether any former CVREIT stockholder qualifies for participation under the SRP, former CVREIT stockholders received full credit for the time they held CVREIT common stock prior to the closing of the merger.

Supplemental Information

The Company routinely provides information for investors and the marketplace using press releases, SEC filings and the Company’s website at www.cvmissioncriticalreit2.com. The information that the Company posts to its website may be deemed material. Accordingly, the Company encourages investors and others interested in the Company to routinely monitor and review the information that the Company posts on its website, in addition to following the Company’s press releases and SEC filings. A glossary of definitions and other supplemental information may be found attached to the Current Report on Form 8-K filed on April 2, 2020. A comprehensive listing of the Company’s properties is available at www.cvmissioncriticalreit2.com.

About Carter Validus Mission Critical REIT II, Inc.

Carter Validus Mission Critical REIT II, Inc. is a public, non-traded corporation headquartered in Tampa, Florida, that currently qualifies and is taxed as a real estate investment trust that engages in the acquisition of quality income-producing commercial real estate with a focus on data centers and healthcare facilities. As of December 31, 2019, the Company owned 152 real estate properties, consisting of 29 data centers and 123 healthcare properties located in 69 markets across the United States.

Forward-Looking Statements

Certain statements contained herein, other than historical fact, may be considered “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, and are intended to be covered by the safe harbor provided by the same. These statements are based on management’s current expectations and beliefs regarding operational strategies, anticipated events and trends, the economy, and other future conditions and are subject to a number of trends and uncertainties. No forward-looking statement is intended to, nor shall it, serve as a guarantee of future performance. You can identify the forward-looking statements by the use of words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “outlook,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “will” and other similar terms and phrases, including references to assumptions and forecasts of future results. Forward-looking statements are subject to various risks and uncertainties, and factors that could cause actual results to differ materially from the Company’s expectations include, but are not limited availability of suitable investment opportunities; changes in interest rates, the availability and terms of financing; general economic conditions; market conditions; legislative and regulatory changes that could adversely impact the business of the Company; and other factors, including those described under the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended 2019, copy of which is available at www.sec.gov. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except as required by law.

Consolidated Balance Sheet (amounts in thousands, except share data)

 

December 31, 2019

 

December 31, 2018

ASSETS

Real estate:

 

 

 

Land

$

343,444

 

 

$

246,790

 

Buildings and improvements, less accumulated depreciation of $128,304 and $84,594, respectively

2,422,102

 

 

1,426,942

 

Total real estate, net

2,768,462

 

 

1,673,732

 

Cash and cash equivalents

69,342

 

 

68,360

 

Acquired intangible assets, less accumulated amortization of $64,164 and $42,081, respectively

285,459

 

 

154,204

 

Right-of-use assets – operating leases

29,537

 

 

 

Other assets, net

86,734

 

 

67,533

 

Total assets

$

3,239,534

 

 

$

1,963,829

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

Liabilities:

 

 

 

Notes payable, net of deferred financing costs of $2,500 and $3,441, respectively

$

454,845

 

 

$

464,345

 

Credit facility, net of deferred financing costs of $7,385 and $2,489, respectively

900,615

 

 

352,511

 

Accounts payable due to affiliates

9,759

 

 

12,427

 

Accounts payable and other liabilities

45,354

 

 

29,555

 

Acquired intangible liabilities, less accumulated amortization of $12,332 and $7,592, respectively

59,538

 

 

57,606

 

Operating lease liabilities

31,004

 

 

 

Total liabilities

1,501,115

 

 

916,444

 

Stockholders’ equity:

 

 

 

Preferred stock, $0.01 par value per share, 100,000,000 shares authorized; none issued and outstanding

 

 

 

Common stock, $0.01 par value per share, 510,000,000 and 500,000,000 shares authorized, respectively; 231,416,123 and 143,412,353 shares issued, respectively; 221,912,714 and 136,466,242 shares outstanding, respectively

2,219

 

 

1,364

 

Additional paid-in capital

1,981,848

 

 

1,192,340

 

Accumulated distributions in excess of earnings

(240,946

)

 

(152,421

)

Accumulated other comprehensive (loss) income

(4,704

)

 

6,100

 

Total stockholders’ equity

1,738,417

 

 

1,047,383

 

Noncontrolling interests

2

 

 

2

 

Total equity

1,738,419

 

 

1,047,385

 

Total liabilities and stockholders’ equity

$

3,239,534

 

 

$

1,963,829

 

Consolidated Quarterly (Unaudited) and Annual Statements of Comprehensive Income (Loss) (amounts in thousands, except share data and per share amounts)

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

2019

 

2018

 

2019

 

2018

Revenue:

 

 

 

 

 

 

 

Rental revenue

$

69,434

 

 

$

46,571

 

 

$

210,901

 

 

$

177,333

 

Expenses:

 

 

 

 

 

 

 

Rental expenses

10,974

 

 

9,888

 

 

40,984

 

 

37,327

 

General and administrative expenses

3,244

 

 

1,870

 

 

8,421

 

 

5,396

 

Asset management fees

5,948

 

 

3,459

 

 

16,475

 

 

13,114

 

Depreciation and amortization

23,994

 

 

15,410

 

 

74,104

 

 

58,258

 

Impairment loss on real estate

8,000

 

 

 

 

21,000

 

 

 

Total expenses

52,160

 

 

30,627

 

 

160,984

 

 

114,095

 

Gain on real estate disposition

79

 

 

 

 

79

 

 

 

Income from operations

17,353

 

 

15,944

 

 

49,996

 

 

63,238

 

Interest and other expense, net

15,566

 

 

9,478

 

 

47,214

 

 

34,365

 

Net income attributable to common stockholders

$

1,787

 

 

$

6,466

 

 

$

2,782

 

 

$

28,873

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

Unrealized income (loss) on interest rate swaps, net

$

2,379

 

 

$

(4,975

)

 

$

(10,907

)

 

$

2,390

 

Other comprehensive income (loss)

2,379

 

 

(4,975

)

 

(10,907

)

 

2,390

 

Comprehensive income (loss) attributable to common stockholders

$

4,166

 

 

$

1,491

 

 

$

(8,125

)

 

$

31,263

 

Weighted average number of common shares outstanding:

 

 

 

 

 

 

 

Basic

218,928,165

 

 

135,271,638

 

 

157,247,345

 

 

131,040,645

 

Diluted

218,955,915

 

 

135,297,138

 

 

157,271,668

 

 

131,064,388

 

Net income per common share attributable to common stockholders:

 

 

 

 

 

 

 

Basic

$

0.01

 

 

$

0.05

 

 

$

0.02

 

 

$

0.22

 

Diluted

$

0.01

 

 

$

0.05

 

 

$

0.02

 

 

$

0.22

 

Distributions declared per common share

$

0.12

 

 

$

0.18

 

 

$

0.58

 

 

$

0.63

 

Use of Non-GAAP Information

Net operating income, a non-GAAP financial measure, is defined as rental revenues, less rental expenses, which excludes depreciation and amortization, impairment loss on real estate, general and administrative expenses, asset management fees, gain on real estate disposition and interest and other expense, net. The Company believes that net operating income serves as a useful supplement to net income because it allows investors and management to measure unlevered property-level operating results and to compare operating results to the operating results of other real estate companies between periods on a consistent basis. Net operating income should not be considered as an alternative to net income determined in accordance with GAAP as an indicator of financial performance, and accordingly, the Company believes that in order to facilitate a clear understanding of the consolidated historical operating results, net operating income should be examined in conjunction with net income as presented in the condensed consolidated financial statements and data included on the Company’s Annual Report on Form 10-K filed with the SEC on March 27, 2020.

The following are reconciliations of net income attributable to common stockholders, which is the most directly comparable GAAP financial measure, to net operating income for the three months and years ended December 31, 2019 and 2018 (amounts in thousands):

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

2019

 

2018

 

2019

 

2018

Revenue:

 

 

 

 

 

 

 

Rental revenue

$

69,434

 

 

$

46,571

 

 

$

210,901

 

 

$

177,333

 

Expenses:

 

 

 

 

 

 

 

Rental expenses

10,974

 

 

9,888

 

 

40,984

 

 

37,327

 

Net operating income

58,460

 

 

36,683

 

 

169,917

 

 

140,006

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

General and administrative expenses

3,244

 

 

1,870

 

 

8,421

 

 

5,396

 

Asset management fees

5,948

 

 

3,459

 

 

16,475

 

 

13,114

 

Depreciation and amortization

23,994

 

 

15,410

 

 

74,104

 

 

58,258

 

Impairment loss on real estate

8,000

 

 

 

 

21,000

 

 

 

Gain on real estate disposition

79

 

 

 

 

79

 

 

 

Income from operations

17,353

 

 

15,944

 

 

49,996

 

 

63,238

 

Interest and other expense, net

15,566

 

 

9,478

 

 

47,214

 

 

34,365

 

Net income attributable to common stockholders

$

1,787

 

 

$

6,466

 

 

$

2,782

 

 

$

28,873

 

The Company generates its net operating income from property operations. In order to evaluate the overall portfolio, management analyzes the net operating income of same store properties. The Company defines “same store properties” as operating properties that were owned and operated for the entirety of both calendar periods being compared and excludes properties under development. Legacy CVREIT property activities represent amounts recorded since the merger transaction. By evaluating the property net operating income of the same store properties, management is able to monitor the operations of the Company’s existing properties for comparable periods to measure the performance of the current portfolio and determine the effects of new acquisitions on net income.

The following table presents same store and non-same store components of net operating income for the three months and years ended December 31, 2019 and 2018 (amounts in thousands):

 

Three Months Ended December 31,

 

Year Ended December 31,

 

2019

 

2018

 

2019

 

2018

Revenue:

 

 

 

 

 

 

 

Same store rental revenue

$

40,183

 

 

$

39,654

 

 

$

140,665

 

 

$

141,322

 

Legacy CVREIT properties rental revenue

20,330

 

 

 

 

20,330

 

 

 

Non-same store rental revenue

2,894

 

 

981

 

 

25,048

 

 

11,605

 

Same store tenant reimbursements

4,929

 

 

6,133

 

 

20,326

 

 

22,475

 

Legacy CVREIT properties tenant reimbursements

761

 

 

 

 

761

 

 

 

Non-same store tenant reimbursements

334

 

 

102

 

 

3,584

 

 

1,882

 

Other operating income

3

 

 

(299

)

 

187

 

 

49

 

Total rental revenue

69,434

 

 

46,571

 

 

210,901

 

 

177,333

 

Expenses:

 

 

 

 

 

 

 

Same store rental expenses

8,505

 

 

9,525

 

 

32,818

 

 

33,385

 

Legacy CVREIT properties rental expenses

2,017

 

 

 

 

2,017

 

 

 

Non-same store rental expenses

452

 

 

363

 

 

6,149

 

 

3,942

 

Net operating income

$

58,460

 

 

$

36,683

 

 

$

169,917

 

 

$

140,006

 

Contacts

Investor Relations:
Miranda Davidson

IR@cvreit.com

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