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News Release

Ventas Reports 2018 Third Quarter Results
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CHICAGO--(BUSINESS WIRE)--Oct. 26, 2018-- Ventas, Inc. (NYSE: VTR) today announced its results for the third quarter ended September 30, 2018.

“Ventas continued to deliver solid results in the third quarter. We grew property cash flows from our high-quality, balanced portfolio, further strengthened our financial position and drove positive investment momentum, including with existing best-in-class developer and operator relationships in our outpatient and medical office building footprint and university-based research platform,” said Debra A. Cafaro, Ventas Chairman and Chief Executive Officer. “Our talented team is sharply focused on executing on our key priorities, achieving our stated financial goals and positioning Ventas for a strong and profitable future.”

Third Quarter Performance

  • Income from continuing operations per share was $0.29 compared to $0.44 in the same period in 2017. The change from the third quarter 2017 was principally due to the factors set forth below for normalized FFO, in addition to charges from the successful early refinancing of debt.
  • Normalized Funds From Operations (“FFO”) per share was $0.99 compared to $1.04 in the same period in 2017. The change from the third quarter 2017 was principally due to the cumulative impact of using proceeds from asset divestitures and loan receivable collections to retire and reduce the Company’s debt balance. This impact was partially offset by growing property performance and the expected receipt of a $12 million, or $0.03 per share, fee in connection with Kindred Healthcare, Inc.’s “go private” transaction in July.
  • Reported FFO per share, as defined by the National Association of Real Estate Investment Trusts (“Nareit FFO”) was $0.88 compared to $1.02 in the same period in 2017. The change from the third quarter 2017 was principally due to the factors set forth above for income from continuing operations.
  • For the third quarter 2018, the Company’s same-store total property portfolio (1,063 assets) cash NOI grew 1.3 percent compared to the same period in 2017. Same-store cash NOI growth by segment follows:
    Same-Store Cash NOI
Q3 2018
Reported Growth
 
Triple-Net (“NNN”) 3.0%
Seniors Housing Operating Portfolio (“SHOP”) (2.7%)
Office 3.5%
Total Company 1.3%
 
  • The year-over-year changes in the Company’s quarterly same-store property results were driven by:
    • In the NNN portfolio, growth was due largely to in-place lease escalations.
    • For SHOP, performance was in-line with expectations and driven by the elevated number of new community openings in certain markets.
    • Office portfolio growth was principally due to excellent performance from Ventas’s university-based life science properties in addition to strong medical office building (“MOB”) in-place lease escalations and best-in-class tenant retention.

Third Quarter 2018 and Recent Highlights

  • Expanded Relationships with Best-in-Class Platforms
    • The Company made approximately $100 million in new investments during and immediately following the quarter, including: the purchase of a $21 million MOB that is 100 percent leased to Ardent Health Services (“Ardent”) and located on-campus of an existing Ventas-owned Ardent hospital; and the purchase of four on-campus MOBs for $79 million from leading MOB developer Pacific Medical Buildings (“PMB”), with a fifth MOB currently under contract for an additional expected investment exceeding $15 million.
    • The Company announced its pending acquisition of a premier independent living seniors housing community located in the appealing Battery Park City neighborhood of downtown New York City for $194 million from Brookdale Senior Living. The acquisition firmly establishes Ventas’s leadership in the high-end Manhattan market. The acquisition remains subject to customary closing conditions.
    • During the quarter, Ventas completed nearly $75 million in funding for development and redevelopment projects currently underway. In addition, Ventas made new commitments of approximately $50 million for development and redevelopment projects in its Office and Seniors Housing portfolios, including an MOB development with PMB in Phoenix, AZ on the campus of and affiliated with Dignity Health (Moody’s: A3) and Phoenix Children’s Hospital (Moody’s: A1).
  • Advanced Ventas’s Attractive University-Based Life Science Business: The Company’s 3675 Market Street development at its exciting University of Pennsylvania life science campus officially opened in September and is nearly 70 percent leased. Ventas expects the property to be approximately 90 percent leased by year-end 2018. The Company’s pipeline of high-quality projects with top-tier research universities is robust and growing.
  • Extended Exclusive Relationship with PMB: Ventas extended for a ten year term its exclusive MOB development relationship with PMB, which has nearly 50 years of experience in MOB development with top health systems in the U.S. including leading not-for-profits and academic medical centers.
  • Significant Financial Strength
    • The Company’s financial strength was robust at quarter end, including a sector-leading net debt to Adjusted Pro Forma EBITDA ratio of 5.4x and fixed charge coverage ratio of 4.6x.
    • In August, Ventas issued $750 million of 4.4 percent senior notes due 2029 to tender and refinance $700 million of 4.75 percent senior notes due 2021, thereby extending its debt maturity schedule and minimizing intermediate-term interest rate exposure. The Company has refinanced or repaid $3.2 billion in debt since December 31, 2017.

  • Demonstrated Leadership Excellence and Commitment to Environmental, Social and Governance (ESG) Principles
    • Ms. Cafaro was again recognized as a top global CEO and leader in the real estate and healthcare industries, including being named by: Harvard Business Review as one of the Top 100 Best Performing CEOs in the World, her fifth consecutive year on the list and one of only three women included in 2018, with Ventas’s financial performance ranking in the top 5 percent of 870 companies globally for Ms. Cafaro’s tenure; and Modern Healthcare as one of 2018’s 100 Most Influential People in Healthcare, the only representative from the real estate industry and Ms. Cafaro’s fourth consecutive year and fifth appearance on the prestigious list.
    • Ventas published its inaugural Corporate Sustainability Report (“CSR”) in October, which further demonstrates the Company’s long-held commitment to ESG. A digital copy of the CSR can be found on the Company’s website at www.ventasreit.com/corporate-responsibility.
    • The Company retained its sustainability leadership position as ranked by two prominent global ESG benchmarking organizations, including:
      • A first place ranking among the three listed healthcare real estate company participants in the 2018 GRESB real estate assessment. Ventas performed in the top 30 percent of the 874 global public and private real estate company participants in the assessment, and also retained its Green Star designation for the fifth straight year and its “A” ranking, the highest possible score, on the GRESB Public Disclosure Assessment.
      • Inclusion in the Dow Jones SustainabilityTM North America Index for the second consecutive year, improving its overall score and ranking in the top 20 percent of publicly traded real estate industry participants across a broad spectrum of ESG metrics.
  • Update on Recent Natural Disasters: The Company reported that all residents, staff and patients at its properties affected by Hurricanes Michael and Florence are safe. Two of the Company’s consolidated MOBs and one Ardent-owned hospital in or near Panama City, Florida experienced substantial damage. Ventas and Ardent have appropriate insurance coverage. However, it is too early to determine the financial impacts of the hurricanes and therefore they are not reflected in the Company’s current guidance.

Updated 2018 Guidance

Ventas improved the range of its previously provided 2018 expectations for per share normalized FFO, Nareit FFO and income from continuing operations. The Company also confirmed its 2018 expectations for total portfolio and segment-level same-store cash NOI growth provided on July 27, 2018. The Company’s updated guidance ranges are as follows:

  FY 2018 Guidance Per Share
10/26/2018 Range
Low     High
 
Income from Continuing Operations $1.22 ̶ $1.24
Nareit FFO

$3.77

̶ $3.83
Normalized FFO $4.03 ̶ $4.07
 

Assumptions included within Ventas’s 2018 normalized FFO per share expectations are largely consistent with the Company’s previously disclosed guidance, including the dilutive effect of receiving approximately $1.3 billion in proceeds for the full year 2018 from asset dispositions and loan receivable collections and using these proceeds principally to retire indebtedness. The Company’s updated guidance does not include new unannounced acquisitions or impacts from recent natural disasters. The 2018 outlook assumes 359 million weighted average fully-diluted shares, consistent with the Company’s previously disclosed guidance.

A reconciliation of the Company’s 2018 guidance to the Company’s projected GAAP measures is included in this press release. The Company’s 2018 guidance is based on a number of other assumptions that are subject to change and many of which are outside the control of the Company. If actual results vary from these assumptions, the Company’s expectations may change. There can be no assurance that the Company will achieve these results.

Third Quarter 2018 Conference Call

Ventas will hold a conference call to discuss this earnings release today at 10:00 a.m. Eastern Time (9:00 a.m. Central Time). The dial-in number for the conference call is (844) 776-7841 (or +1 (661) 378-9542 for international callers). The participant passcode is “Ventas.” The conference call is being webcast live by NASDAQ OMX and can be accessed at the Company’s website at www.ventasreit.com. A replay of the webcast will be available following the call online, or by calling (855) 859-2056 (or +1 (404) 537-3406 for international callers), passcode 7493513, beginning at approximately 2:00 p.m. Eastern Time and will remain for 36 days.

Ventas, Inc., an S&P 500 company, is a leading real estate investment trust. Its diverse portfolio of approximately 1,200 assets in the United States, Canada and the United Kingdom consists of seniors housing communities, medical office buildings, life science and innovation centers, inpatient rehabilitation and long-term acute care facilities, health systems and skilled nursing facilities. Through its Lillibridge subsidiary, Ventas provides management, leasing, marketing, facility development and advisory services to highly rated hospitals and health systems throughout the United States. References to “Ventas” or the “Company” mean Ventas, Inc. and its consolidated subsidiaries unless otherwise expressly noted. More information about Ventas and Lillibridge can be found at www.ventasreit.com and www.lillibridge.com.

The Company routinely announces material information to investors and the marketplace using press releases, Securities and Exchange Commission (“SEC”) filings, public conference calls, webcasts and the Company’s website at www.ventasreit.com/investor-relations. The information that the Company posts to its website may be deemed to be 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, SEC filings and public conference calls and webcasts. Supplemental information regarding the Company can be found on the Company’s website under the “Investor Relations” section or at www.ventasreit.com/investor-relations/annual-reports---supplemental-information. A comprehensive listing of the Company’s properties is available at www.ventasreit.com/our-portfolio/properties-by-stateprovince.

This press release includes 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. All statements regarding the Company’s or its tenants’, operators’, borrowers’ or managers’ expected future financial condition, results of operations, cash flows, funds from operations, dividends and dividend plans, financing opportunities and plans, capital markets transactions, business strategy, budgets, projected costs, operating metrics, capital expenditures, competitive positions, acquisitions, investment opportunities, dispositions, merger or acquisition integration, growth opportunities, expected lease income, continued qualification as a real estate investment trust (“REIT”), plans and objectives of management for future operations and statements that include words such as “anticipate,” “if,” “believe,” “plan,” “estimate,” “expect,” “intend,” “may,” “could,” “should,” “will” and other similar expressions are forward-looking statements. These forward-looking statements are inherently uncertain, and actual results may differ from the Company’s expectations. The Company does not undertake a duty to update these forward-looking statements, which speak only as of the date on which they are made.

The Company’s actual future results and trends may differ materially from expectations depending on a variety of factors discussed in the Company’s filings with the SEC. These factors include without limitation: (a) the ability and willingness of the Company’s tenants, operators, borrowers, managers and other third parties to satisfy their obligations under their respective contractual arrangements with the Company, including, in some cases, their obligations to indemnify, defend and hold harmless the Company from and against various claims, litigation and liabilities; (b) the ability of the Company’s tenants, operators, borrowers and managers to maintain the financial strength and liquidity necessary to satisfy their respective obligations and liabilities to third parties, including without limitation obligations under their existing credit facilities and other indebtedness; (c) the Company’s success in implementing its business strategy and the Company’s ability to identify, underwrite, finance, consummate and integrate diversifying acquisitions and investments; (d) macroeconomic conditions such as a disruption of or lack of access to the capital markets, changes in the debt rating on U.S. government securities, default or delay in payment by the United States of its obligations, and changes in the federal or state budgets resulting in the reduction or nonpayment of Medicare or Medicaid reimbursement rates; (e) the nature and extent of future competition, including new construction in the markets in which the Company’s seniors housing communities and medical office buildings (“MOBs”) are located; (f) the extent and effect of future or pending healthcare reform and regulation, including cost containment measures and changes in reimbursement policies, procedures and rates; (g) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors; (h) the ability of the Company’s tenants, operators and managers, as applicable, to comply with laws, rules and regulations in the operation of the Company’s properties, to deliver high-quality services, to attract and retain qualified personnel and to attract residents and patients; (i) changes in general economic conditions or economic conditions in the markets in which the Company may, from time to time, compete, and the effect of those changes on the Company’s revenues, earnings and funding sources; (j) the Company’s ability to pay down, refinance, restructure or extend its indebtedness as it becomes due; (k) the Company’s ability and willingness to maintain its qualification as a REIT in light of economic, market, legal, tax and other considerations; (l) final determination of the Company’s taxable net income for the year ending December 31, 2018; (m) the ability and willingness of the Company’s tenants to renew their leases with the Company upon expiration of the leases, the Company’s ability to reposition its properties on the same or better terms in the event of nonrenewal or in the event the Company exercises its right to replace an existing tenant, and obligations, including indemnification obligations, the Company may incur in connection with the replacement of an existing tenant; (n) risks associated with the Company’s senior living operating portfolio, such as factors that can cause volatility in the Company’s operating income and earnings generated by those properties, including without limitation national and regional economic conditions, costs of food, materials, energy, labor and services, employee benefit costs, insurance costs and professional and general liability claims, and the timely delivery of accurate property-level financial results for those properties; (o) changes in exchange rates for any foreign currency in which the Company may, from time to time, conduct business; (p) year-over-year changes in the Consumer Price Index or the UK Retail Price Index and the effect of those changes on the rent escalators contained in the Company’s leases and the Company’s earnings; (q) the Company’s ability and the ability of its tenants, operators, borrowers and managers to obtain and maintain adequate property, liability and other insurance from reputable, financially stable providers; (r) the impact of increased operating costs and uninsured professional liability claims on the Company’s liquidity, financial condition and results of operations or that of the Company’s tenants, operators, borrowers and managers, and the ability of the Company and the Company’s tenants, operators, borrowers and managers to accurately estimate the magnitude of those claims; (s) risks associated with the Company’s MOB portfolio and operations, including the Company’s ability to successfully design, develop and manage MOBs and to retain key personnel; (t) the ability of the hospitals on or near whose campuses the Company’s MOBs are located and their affiliated health systems to remain competitive and financially viable and to attract physicians and physician groups; (u) risks associated with the Company’s investments in joint ventures and unconsolidated entities, including its lack of sole decision-making authority and its reliance on its joint venture partners’ financial condition; (v) the Company’s ability to obtain the financial results expected from its development and redevelopment projects; (w) the impact of market or issuer events on the liquidity or value of the Company’s investments in marketable securities; (x) consolidation activity in the seniors housing and healthcare industries resulting in a change of control of, or a competitor’s investment in, one or more of the Company’s tenants, operators, borrowers or managers or significant changes in the senior management of the Company’s tenants, operators, borrowers or managers; (y) the impact of litigation or any financial, accounting, legal or regulatory issues that may affect the Company or its tenants, operators, borrowers or managers; and (z) changes in accounting principles, or their application or interpretation, and the Company’s ability to make estimates and the assumptions underlying the estimates, which could have an effect on the Company’s earnings.

         
CONSOLIDATED BALANCE SHEETS
(In thousands, except per share amounts)

 

September 30,

June 30,

March 31, December 31, September 30,
2018 2018 2018 2017 2017
 
Assets
Real estate investments:
Land and improvements $ 2,115,870 $ 2,124,231 $ 2,135,662 $ 2,151,386 $ 2,124,979
Buildings and improvements 22,188,578 22,065,202 22,078,454 22,216,942 21,975,507
Construction in progress 395,072 408,313 380,064 344,151 306,179
Acquired lease intangibles 1,506,269   1,510,698   1,532,223   1,548,074   1,546,555  
26,205,789 26,108,444 26,126,403 26,260,553 25,953,220

Accumulated depreciation and amortization

(6,185,155 ) (5,972,774 ) (5,789,422 ) (5,638,099 ) (5,455,389 )

Net real estate property

20,020,634 20,135,670 20,336,981 20,622,454 20,497,831

Secured loans receivable and investments, net

527,851 526,553 1,212,519 1,346,359 1,352,434

Investments in unconsolidated real estate entities

48,478   101,490   102,544   123,639   117,185  

Net real estate investments

20,596,963 20,763,713 21,652,044 22,092,452 21,967,450

Cash and cash equivalents

86,107 93,684 92,543 81,355 85,063
Escrow deposits and restricted cash 62,440 64,419 71,039 106,898 76,522

Goodwill

1,045,877 1,034,274 1,035,248 1,034,644 1,034,500

Assets held for sale

24,180 15,567 62,534 65,413 35,200
Other assets 782,386   727,477   580,102   573,779   541,060  

Total assets

$ 22,597,953   $ 22,699,134   $ 23,493,510   $ 23,954,541   $ 23,739,795  
 
Liabilities and equity
Liabilities:
Senior notes payable and other debt $ 10,478,455 $ 10,402,897 $ 11,039,812 $ 11,276,062 $ 11,424,145
Accrued interest 76,883 93,112 77,764 93,958 95,684
Accounts payable and other liabilities 1,134,898 1,133,902 1,134,570 1,183,489 944,438
Liabilities related to assets held for sale 14,790 896 60,023 60,265 9,199
Deferred income taxes 236,616   240,941   244,742   250,092   296,272  
Total liabilities 11,941,642 11,871,748 12,556,911 12,863,866 12,769,738
 
Redeemable OP Unitholder and noncontrolling interests 143,242 149,817 132,555 158,490 171,813
 
Commitments and contingencies
 
Equity:
Ventas stockholders’ equity:
Preferred stock, $1.00 par value; 10,000 shares authorized, unissued
Common stock, $0.25 par value; 356,468; 356,412; 356,317; 356,187; and 356,163 shares issued at September 30, 2018, June 30, 2018, March 31, 2018, December 31, 2017, and September 30, 2017, respectively 89,100 89,085 89,062 89,029 89,023
Capital in excess of par value 13,081,324 13,068,399 13,080,220 13,053,057 13,034,527
Accumulated other comprehensive loss (7,947 ) (10,861 ) (14,474 ) (35,120 ) (40,780 )
Retained earnings (deficit) (2,709,293 ) (2,529,102 ) (2,413,440 ) (2,240,698 ) (2,351,430 )
Treasury stock, 6; 11; 11; 1; and 0 shares at September 30, 2018, June 30, 2018, March 31, 2018, December 31, 2017, and September 30, 2017, respectively (345 ) (573 ) (553 ) (42 )  
Total Ventas stockholders’ equity 10,452,839 10,616,948 10,740,815 10,866,226 10,731,340
Noncontrolling interests 60,230   60,621   63,229   65,959   66,904  
Total equity 10,513,069   10,677,569   10,804,044   10,932,185   10,798,244  
Total liabilities and equity $ 22,597,953   $ 22,699,134   $ 23,493,510   $ 23,954,541   $ 23,739,795  

   
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
   
For the Three Months Ended For the Nine Months Ended
September 30, September 30,
2018 2017 2018 2017
Revenues
Rental income:
Triple-net leased $ 190,117 $ 212,370 $ 548,628 $ 634,955
Office 193,911   189,506   580,471   561,641  
384,028 401,876 1,129,099 1,196,596
Resident fees and services 518,560 461,700 1,552,302 1,386,131
Office building and other services revenue 3,288 3,196 10,905 9,781
Income from loans and investments 18,108 32,985 105,706 85,499
Interest and other income 12,554   171   24,535   854  
Total revenues 936,538 899,928 2,822,547 2,678,861
Expenses
Interest 107,581 113,869 331,973 336,245
Depreciation and amortization 218,579 213,407 675,363 655,298
Property-level operating expenses:
Senior living 366,721 315,598 1,080,053 936,296
Office 61,668   60,609   182,662   174,728  
428,389 376,207 1,262,715 1,111,024
Office building services costs 431 418 1,080 1,708
General, administrative and professional fees 39,677 33,317 113,507 100,560
Loss on extinguishment of debt, net 39,527 511 50,411 856
Merger-related expenses and deal costs 4,458 804 26,288 8,903
Other 1,244   13,030   7,891   16,066  
Total expenses 839,886   751,563   2,469,228   2,230,660  
Income before unconsolidated entities, income taxes, discontinued operations, real estate dispositions and noncontrolling interests 96,652 148,365 353,319 448,201
(Loss) income from unconsolidated entities (716 ) 750 (47,826 ) 3,794
Income tax benefit 7,327   7,815   11,303   13,119  
Income from continuing operations 103,263 156,930 316,796 465,114
Discontinued operations (19 ) (10 ) (95 )
Gain on real estate dispositions 18   458,280   35,893   502,288  
Net income 103,281 615,191 352,679 967,307
Net income attributable to noncontrolling interests 1,309   1,233   5,485   3,391  
Net income attributable to common stockholders $ 101,972   $ 613,958   $ 347,194   $ 963,916  
Earnings per common share
Basic:
Income from continuing operations $ 0.29 $ 0.44 $ 0.89 $ 1.31
Net income attributable to common stockholders 0.29 1.72 0.97 2.71
Diluted:
Income from continuing operations $ 0.29 $ 0.44 $ 0.88 $ 1.30
Net income attributable to common stockholders 0.28 1.71 0.97 2.69
 
Weighted average shares used in computing earnings per common share
Basic 356,318 355,929 356,224 355,110
Diluted 359,355 359,333 359,068 358,365
 
Dividends declared per common share $ 0.79 $ 0.775 $ 2.37 $ 2.325

 
QUARTERLY CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
         
For the Quarters Ended
September 30, June 30, March 31, December 31, September 30,
2018 2018 2018 2017 2017
Revenues
Rental income:
Triple-net leased $ 190,117 $ 167,870 $ 190,641 $ 205,176 $ 212,370
Office 193,911   192,392   194,168   191,826   189,506  
384,028 360,262 384,809 397,002 401,876
Resident fees and services 518,560 518,989 514,753 457,101 461,700
Office building and other services revenue 3,288 4,289 3,328 3,896 3,196
Income from loans and investments 18,108 56,417 31,181 32,109 32,985
Interest and other income 12,554   2,347   9,634   5,180   171  
Total revenues 936,538 942,304 943,705 895,288 899,928
 
Expenses
Interest 107,581 113,029 111,363 111,951 113,869
Depreciation and amortization 218,579 223,634 233,150 232,650 213,407
Property-level operating expenses:
Senior living 366,721 361,112 352,220 313,769 315,598
Office 61,668   60,301   60,693   58,279   60,609  
428,389 421,413 412,913 372,048 376,207
Office building services costs 431 534 115 1,683 418
General, administrative and professional fees 39,677 36,656 37,174 34,930 33,317
Loss (gain) on extinguishment of debt, net 39,527 (93 ) 10,977 (102 ) 511
Merger-related expenses and deal costs 4,458 4,494 17,336 1,632 804
Other 1,244   3,527   3,120   3,986   13,030  
Total expenses 839,886   803,194   826,148   758,778   751,563  
 
Income before unconsolidated entities, income taxes, discontinued operations, real estate dispositions and noncontrolling interests 96,652 139,110 117,557 136,510 148,365
(Loss) income from unconsolidated entities (716 ) (6,371 ) (40,739 ) (4,355 ) 750
Income tax benefit 7,327   734   3,242   46,680   7,815  
Income from continuing operations 103,263 133,473 80,060 178,835 156,930
Discontinued operations (10 ) (15 ) (19 )
Gain on real estate dispositions 18   35,827   48   214,985   458,280  
Net income 103,281 169,300 80,098 393,805 615,191
Net income attributable to noncontrolling interests 1,309   2,781   1,395   1,251   1,233  
Net income attributable to common stockholders $ 101,972   $ 166,519   $ 78,703   $ 392,554   $ 613,958  
 
Earnings per common share
Basic:
Income from continuing operations $ 0.29 $ 0.37 $ 0.22 $ 0.50 $ 0.44
Net income attributable to common stockholders 0.29 0.47 0.22 1.10 1.72
Diluted:
Income from continuing operations $ 0.29 $ 0.37 $ 0.22 $ 0.50 $ 0.44
Net income attributable to common stockholders 0.28 0.46 0.22 1.09 1.71
 
Weighted average shares used in computing earnings per common share
Basic 356,318 356,228 356,112 355,966 355,929
Diluted 359,355 359,000 358,853 359,184 359,333

 
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
  For the Nine Months Ended
September 30,
2018   2017
Cash flows from operating activities:
Net income $ 352,679 $ 967,307
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 675,363 655,298
Amortization of deferred revenue and lease intangibles, net (26,001 ) (16,283 )
Other non-cash amortization 13,527 11,186
Stock-based compensation 20,761 19,923
Straight-lining of rental income, net 19,983 (17,384 )
Loss on extinguishment of debt, net 50,411 856
Gain on real estate dispositions (35,893 ) (502,288 )
Gain on real estate loan investments (13,202 ) (124 )
Income tax benefit (13,464 ) (15,619 )
Loss (income) from unconsolidated entities 47,826 (767 )
Gain on re-measurement of equity interest upon acquisition, net (3,027 )
Distributions from unconsolidated entities 2,734 3,909
Other 390 7,439
Changes in operating assets and liabilities:
Increase in other assets (34,879 ) (21,612 )
(Decrease) increase in accrued interest (17,508 ) 12,688
Decrease in accounts payable and other liabilities (25,105 ) (19,277 )
Net cash provided by operating activities 1,017,622 1,082,225
Cash flows from investing activities:
Net investment in real estate property (35,800 ) (346,491 )
Investment in loans receivable (212,089 ) (734,033 )
Proceeds from real estate disposals 331,243 614,753
Proceeds from loans receivable 866,313 84,361
Development project expenditures (230,348 ) (210,423 )
Capital expenditures (73,025 ) (83,387 )
Distributions from unconsolidated entities 57,430 5,816
Investment in unconsolidated entities (45,106 ) (42,399 )
Insurance proceeds for property damage claims 6,327   1,393  
Net cash provided by (used in) investing activities 664,945 (710,410 )
Cash flows from financing activities:
Net change in borrowings under revolving credit facilities 41,292 384,738
Proceeds from debt 2,412,420 1,058,437
Repayment of debt (3,294,104 ) (1,225,525 )
Purchase of noncontrolling interests (2,429 ) (15,809 )
Payment of deferred financing costs (16,583 ) (26,426 )
Issuance of common stock, net 73,596
Cash distribution to common stockholders (845,248 ) (827,285 )
Cash distribution to redeemable OP Unitholders (5,594 ) (5,677 )
Cash issued for redemption of OP and Class C Units (1,370 )
Contributions from noncontrolling interests 500 4,402
Distributions to noncontrolling interests (9,968 ) (9,248 )
Other (736 ) 10,543  
Net cash used in financing activities (1,721,820 ) (578,254 )
Net decrease in cash, cash equivalents and restricted cash (39,253 ) (206,439 )
Effect of foreign currency translation (453 ) 670
Cash, cash equivalents and restricted cash at beginning of period 188,253   367,354  
Cash, cash equivalents and restricted cash at end of period $ 148,547   $ 161,585  
 
Supplemental schedule of non-cash activities:
Assets acquired and liabilities assumed from acquisitions and other:
Real estate investments $ 29,106 $ 206,771
Utilization of funds held for an Internal Revenue Code Section 1031 exchange (84,995 )
Other assets 4,112 (5,546 )
Debt 64,629
Other liabilities 16,134 64,090
Deferred income tax liability (16,116 )
Noncontrolling interests 3,627
Equity issued for redemption of OP and Class C Units 266 22,694

 
QUARTERLY CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
  For the Quarters Ended
September 30,   June 30,   March 31,   December 31,   September 30,
2018 2018 2018 2017 2017
Cash flows from operating activities:
Net income $ 103,281 $ 169,300 $ 80,098 $ 393,805 $ 615,191
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 218,579 223,634 233,150 232,650 213,407
Amortization of deferred revenue and lease intangibles, net (2,164 ) (19,972 ) (3,865 ) (4,254 ) (5,434 )
Other non-cash amortization 4,877 4,873 3,777 4,872 4,602
Stock-based compensation 6,488 7,149 7,124 6,620 6,527
Straight-lining of rental income, net (8,102 ) 31,707 (3,622 ) (5,750 ) (6,229 )
Loss (gain) on extinguishment of debt, net 39,527 (93 ) 10,977 (102 ) 511
Gain on real estate dispositions (18 ) (35,827 ) (48 ) (214,985 ) (458,280 )
(Gain) loss on real estate loan investments (13,211 ) 9 (120 )
Income tax benefit (8,147 ) (1,642 ) (3,675 ) (47,980 ) (8,515 )
Loss (income) from unconsolidated entities 716 6,371 40,739 4,355 (750 )
Distributions from unconsolidated entities 100 1,245 1,389 767 775
Other (734 ) 1,214 (90 ) 1,801 6,091
Changes in operating assets and liabilities:
(Increase) decrease in other assets (47,655 ) 7,513 5,263 (7,670 ) (37,691 )
(Decrease) increase in accrued interest (16,004 ) 15,020 (16,524 ) (1,620 ) 8,138
Increase (decrease) in accounts payable and other liabilities 16,542   5,036   (46,683 ) (15,982 ) 20,601  
Net cash provided by operating activities 307,286 402,317 308,019 346,527 358,824
Cash flows from investing activities:
Net investment in real estate property (23,543 ) (807 ) (11,450 ) (318,193 ) (21,999 )
Investment in loans receivable (535 ) (207,173 ) (4,381 ) (14,086 ) (15,800 )
Proceeds from real estate disposals 19,000 136,873 175,370 245,121 510,183
Proceeds from loans receivable 216 723,003 143,094 16,736 59,294
Development project expenditures (74,666 ) (81,793 ) (73,889 ) (88,662 ) (67,154 )
Capital expenditures (30,996 ) (21,412 ) (20,617 ) (49,171 ) (27,435 )
Distributions from unconsolidated entities 50,638 6,792 353 5,816
Investment in unconsolidated entities (5,073 ) (932 ) (39,101 ) (18,821 ) (3,351 )
Insurance proceeds for property damage claims 3,998   802   1,527   26    
Net cash (used in) provided by investing activities (60,961 ) 555,353 170,553 (226,697 ) 439,554
Cash flows from financing activities:
Net change in borrowings under revolving credit facilities 239,018 (471,569 ) 273,843 45 20,282
Proceeds from debt 1,662,104 11,797 738,519 53,212 29,928
Repayment of debt (1,862,217 ) (214,769 ) (1,217,118 ) (143,559 ) (568,989 )
Purchase of noncontrolling interests (2,429 )
Payment of deferred financing costs (10,235 ) (30 ) (6,318 ) (871 ) (6,739 )
Cash distribution to common stockholders (281,853 ) (281,760 ) (281,635 ) (276,320 )
Cash distribution to redeemable OP Unitholders (1,850 ) (1,886 ) (1,858 ) (1,957 )
Cash issued for redemption of OP and Class C Units (395 ) (320 ) (655 )
Contributions from noncontrolling interests 500 2,175
Distributions to noncontrolling interests (2,160 ) (4,469 ) (3,339 ) (1,939 ) (5,092 )
Other 1,259   2,692   (4,687 ) 39   841  
Net cash used in financing activities (255,829 ) (962,743 ) (503,248 ) (93,073 ) (805,871 )
Net (decrease) increase in cash, cash equivalents and restricted cash (9,504 ) (5,073 ) (24,676 ) 26,757 (7,493 )
Effect of foreign currency translation (52 ) (406 ) 5 (89 ) (2,618 )
Cash, cash equivalents and restricted cash at beginning of period 158,103   163,582   188,253   161,585   171,696  
Cash, cash equivalents and restricted cash at end of period $ 148,547   $ 158,103   $ 163,582   $ 188,253   $ 161,585  

 
QUARTERLY CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
(In thousands)
  For the Quarters Ended
September 30,   June 30,   March 31,   December 31,   September 30,
2018 2018 2018 2017 2017
Supplemental schedule of non-cash activities:
Assets acquired and liabilities assumed from acquisitions and other:
Real estate investments $ 190 $ 6 $ 28,910 $ 219,135 $ 1,505
Utilization of funds held for an Internal Revenue Code Section 1031 exchange (201,753 )
Other assets 4,112 1,830 (1,450 )
Debt 10,602
Other liabilities 190 6 15,938 6,788 (1,664 )
Deferred income tax liability 1,247 64
Noncontrolling interests 575 1,655
Equity issued for redemption of OP and Class C Units 266 1,308 335

               
NON-GAAP FINANCIAL MEASURES RECONCILIATION

Funds From Operations (FFO) and Funds Available for Distribution (FAD)1

(Dollars in thousands, except per share amounts)
 
YOY
2017   2018   Growth
    Q3   Q4   FY   Q1   Q2   Q3   YTD   '17-'18
Income from continuing operations $ 156,930 $ 178,835 $ 643,949 $ 80,060 $ 133,473 $ 103,263 $ 316,796 (34 %)
Income from continuing operations per share   $ 0.44     $ 0.50     $ 1.80     $ 0.22     $ 0.37     $ 0.29     $ 0.88     (34 %)
Discontinued operations (19 ) (15 ) (110 ) (10 ) (10 )
Gain on real estate dispositions 458,280     214,985     717,273     48     35,827     18     35,893  
Net income 615,191 393,805 1,361,112 80,098 169,300 103,281 352,679
Net income attributable to noncontrolling interests   1,233     1,251     4,642     1,395     2,781     1,309     5,485      
Net income attributable to common stockholders $ 613,958 $ 392,554 $ 1,356,470 $ 78,703 $ 166,519 $ 101,972 $ 347,194 (83 %)
Net income attributable to common stockholders per share   $ 1.71     $ 1.09     $ 3.78     $ 0.22     $ 0.46     $ 0.28     $ 0.97     (84 %)
Adjustments:
Depreciation and amortization on real estate assets 211,784 230,996 881,088 231,495 222,092 217,116 670,703
Depreciation on real estate assets related to noncontrolling interests (1,911 ) (1,842 ) (7,565 ) (1,811 ) (1,776 ) (1,718 ) (5,305 )
Depreciation on real estate assets related to unconsolidated entities 855 731 4,231 1,030 302 723 2,055
Impairment on equity method investment 35,708 35,708
Gain on re-measurement of equity interest upon acquisition, net (3,027 )
Gain on real estate dispositions (458,280 ) (214,985 ) (717,273 ) (48 ) (35,827 ) (18 ) (35,893 )
Gain on real estate dispositions related to noncontrolling interests 18 18 1,508 1,508
Gain on real estate dispositions related to unconsolidated entities (986 )   (12 )   (1,057 )           (875 )   (875 )  
Subtotal: FFO add-backs (248,520 ) 14,888 156,415 266,374 186,299 215,228 667,901
Subtotal: FFO add-backs per share   $ (0.69 )   $ 0.04     $ 0.44     $ 0.74     $ 0.52     $ 0.60     $ 1.86      
FFO (NAREIT) attributable to common stockholders $ 365,438 $ 407,442 $ 1,512,885 $ 345,077 $ 352,818 $ 317,200 $ 1,015,095 (13 %)
FFO (NAREIT) attributable to common stockholders per share   $ 1.02     $ 1.13     $ 4.22     $ 0.96     $ 0.98     $ 0.88     $ 2.83     (14 %)
 
Adjustments:
Change in fair value of financial instruments 8 81 (41 ) (91 ) 45 42 (4 )
Non-cash income tax benefit (8,515 ) (6,768 ) (22,387 ) (3,675 ) (1,642 ) (8,166 ) (13,483 )
Impact of tax reform (36,539 ) (36,539 )
Loss (gain) on extinguishment of debt, net 486 (97 ) 839 10,987 4,707 39,489 55,183
(Gain) loss on non-real estate dispositions related to unconsolidated entities (22 ) (5 ) (39 ) 4 (16 ) (12 )
Merger-related expenses, deal costs and re-audit costs 2,741 1,917 14,823 19,245 7,540 4,985 31,770
Amortization of other intangibles 328 327 1,458 328 190 121 639
Other items related to unconsolidated entities 1,207 1,489 3,188 2,847 878 632 4,357
Non-cash charges related to lease terminations 21,299 21,299
Non-cash impact of changes to equity plan 1,372 1,371 5,453 1,581 1,292 448 3,321
Natural disaster expenses (recoveries), net 9,810     1,791     11,601     (383 )   79     93     (211 )
Subtotal: normalized FFO add-backs 7,415 (36,433 ) (21,644 ) 30,843 34,388 37,628 102,859
Subtotal: normalized FFO add-backs per share   $ 0.02     $ (0.10 )   $ (0.06 )   $ 0.09     $ 0.10     $ 0.10     $ 0.29      
Normalized FFO attributable to common stockholders $ 372,853 $ 371,009 $ 1,491,241 $ 375,920 $ 387,206 $ 354,828 $ 1,117,954 (5 %)
Normalized FFO attributable to common stockholders per share   $ 1.04     $ 1.03     $ 4.16     $ 1.05     $ 1.08     $ 0.99     $ 3.11     (5 %)
 
Non-cash items included in normalized FFO:
Amortization of deferred revenue and lease intangibles, net (5,434 ) (4,254 ) (20,537 ) (3,865 ) (2,992 ) (2,164 ) (9,021 )
Other non-cash amortization, including fair market value of debt 4,602 4,872 16,058 3,777 4,873 4,877 13,527
Stock-based compensation 5,155 5,249 21,090 5,543 5,857 6,040 17,440
Straight-lining of rental income, net (6,229 )   (5,750 )   (23,134 )   (3,622 )   (6,572 )   (8,102 )   (18,296 )
Subtotal: non-cash items included in normalized FFO (1,906 ) 117 (6,523 ) 1,833 1,166 651 3,650
Capital expenditures   (30,899 )   (49,812 )   (138,778 )   (22,233 )   (23,584 )   (33,576 )   (79,393 )    
Normalized FAD attributable to common stockholders   $ 340,048     $ 321,314     $ 1,345,940     $ 355,520     $ 364,788     $ 321,903     $ 1,042,211     (5 %)
Merger-related expenses, deal costs and re-audit costs (2,741 ) (1,917 ) (14,823 ) (19,245 ) (7,540 ) (4,985 ) (31,770 )
Other items related to unconsolidated entities   (1,207 )   (1,489 )   (3,188 )   (2,847 )   (878 )   (632 )   (4,357 )    
FAD attributable to common stockholders   $ 336,100     $ 317,908     $ 1,327,929     $ 333,428     $ 356,370     $ 316,286     $ 1,006,084     (6 %)
Weighted average diluted shares 359,333     359,184     358,566     358,853     359,000     359,355     359,068  
 
1 Per share quarterly amounts may not add to annual per share amounts due to material changes in the Company’s weighted average diluted share count, if any. Per share totals may not add due to rounding.

Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. However, since real estate values historically have risen or fallen with market conditions, many industry investors deem presentations of operating results for real estate companies that use historical cost accounting to be insufficient by themselves. For that reason, the Company considers FFO, normalized FFO, FAD and normalized FAD to be appropriate supplemental measures of operating performance of an equity REIT. In particular, the Company believes that normalized FFO is useful because it allows investors, analysts and Company management to compare the Company’s operating performance to the operating performance of other real estate companies and between periods on a consistent basis without having to account for differences caused by non-recurring items and other non-operational events such as transactions and litigation. In some cases, the Company provides information about identified non-cash components of FFO and normalized FFO because it allows investors, analysts and Company management to assess the impact of those items on the Company’s financial results.

The Company uses the National Association of Real Estate Investment Trusts (“NAREIT”) definition of FFO. NAREIT defines FFO as net income attributable to common stockholders (computed in accordance with GAAP), excluding gains or losses from sales of real estate property, including gains or losses on re-measurement of equity method investments, and impairment write-downs of depreciable real estate, plus real estate depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis. The Company defines normalized FFO as FFO excluding the following income and expense items (which may be recurring in nature): (a) merger-related costs and expenses, including amortization of intangibles, transition and integration expenses, and deal costs and expenses, including expenses and recoveries relating to acquisition lawsuits; (b) the impact of any expenses related to asset impairment and valuation allowances, the write-off of unamortized deferred financing fees, or additional costs, expenses, discounts, make-whole payments, penalties or premiums incurred as a result of early retirement or payment of the Company’s debt; (c) the non-cash effect of income tax benefits or expenses, the non-cash impact of changes to the Company’s executive equity compensation plan, derivative transactions that have non-cash mark-to-market impacts on the Company’s income statement and non-cash charges related to lease terminations; (d) the financial impact of contingent consideration, severance-related costs and charitable donations made to the Ventas Charitable Foundation; (e) gains and losses for non-operational foreign currency hedge agreements and changes in the fair value of financial instruments; (f) gains and losses on non-real estate dispositions and other unusual items related to unconsolidated entities; (g) expenses related to the re-audit and re-review in 2014 of the Company’s historical financial statements and related matters; and (h) net expenses or recoveries related to natural disasters. Normalized FAD represents normalized FFO excluding non-cash components, which include straight-line rental adjustments, and deducting capital expenditures, including certain tenant allowances and leasing commissions. FAD represents normalized FAD after subtracting merger-related expenses, deal costs and re-audit costs and other unusual items related to unconsolidated entities.

FFO, normalized FFO, FAD and normalized FAD presented herein may not be comparable to those presented by other real estate companies due to the fact that not all real estate companies use the same definitions. FFO, normalized FFO, FAD and normalized FAD should not be considered as alternatives to net income or income from continuing operations (both determined in accordance with GAAP) as indicators of the Company’s financial performance or as alternatives to cash flow from operating activities (determined in accordance with GAAP) as measures of the Company’s liquidity, nor are they necessarily indicative of sufficient cash flow to fund all of the Company’s needs. The Company believes that income from continuing operations is the most comparable GAAP measure because it provides insight into the Company’s continuing operations. The Company believes that in order to facilitate a clear understanding of the consolidated historical operating results of the Company, FFO, normalized FFO, FAD and normalized FAD should be examined in conjunction with net income and income from continuing operations as presented elsewhere herein.

 
NON-GAAP FINANCIAL MEASURES RECONCILIATION

EPS, FFO and FAD Guidance Attributable to Common Stockholders 1,2

(Dollars in millions, except per share amounts)
 
Tentative / Preliminary and Subject to Change
FY2018 - Guidance   FY2018 - Per Share
Low   High Low   High
                 
Income from Continuing Operations   $438   $446   $1.22   $1.24
   
Gain on Real Estate Dispositions 39 41 0.11 0.11
Other Adjustments 3 (7 ) (7 ) (0.02 ) (0.02 )
                 
Net Income Attributable to Common Stockholders   $470   $480   $1.31   $1.34
 
Depreciation and Amortization Adjustments 886 901 2.47 2.51
Gain on Real Estate Dispositions (39 ) (41 ) (0.11 ) (0.11 )
Other Adjustments 3 36 36 0.10 0.10
                 
FFO (NAREIT) Attributable to Common Stockholders   $1,353   $1,376   $3.77   $3.83
 
Merger-Related Expenses, Deal Costs and Re-Audit Costs 43 39 0.12 0.11
Loss on Extinguishment of Debt, Net 55 57 0.15 0.16
Other Adjustments 3,4 (3 ) (10 ) (0.01 ) (0.03 )
                 
Normalized FFO Attributable to Common Stockholders $1,448 $1,462 $4.03 $4.07
% Year-Over-Year Growth           (3 %)   (2 %)
 
Non-Cash Items Included in Normalized FFO 7 5
Capital Expenditures (143 ) (148 )
           
Normalized FAD Attributable to Common Stockholders   $1,312   $1,319  
 
Merger-Related Expenses, Deal Costs and Re-Audit Costs (43 ) (39 )
Other Adjustments 3 (6 ) (5 )
           
FAD Attributable to Common Stockholders   $1,263   $1,275  
 
Weighted Average Diluted Shares (in millions) 359 359

1 The Company’s guidance constitutes forward-looking statements within the meaning of the federal securities laws and is based on a number of assumptions that are subject to change and many of which are outside the control of the Company. Actual results may differ materially from the Company’s expectations depending on factors discussed in the Company’s filings with the Securities and Exchange Commission.

2 Per share quarterly amounts may not add to annual per share amounts due to changes in the Company's weighted average diluted share count, if any.

3 See table titled “Funds From Operations (FFO) and Funds Available for Distribution (FAD)” for detailed breakout of adjustments for each respective category.

4 Includes adjustments related to one-time write-offs of straight-line rent, market lease intangibles and deferred revenue, all related to the Company's agreements with Brookdale Senior Living in April 2018.

 

NON-GAAP FINANCIAL MEASURES RECONCILIATION

Net Debt to Adjusted Pro Forma EBITDA

(Dollars in thousands)

 
The following table illustrates net debt to pro forma earnings, which includes amounts in discontinued operations, before interest, taxes, depreciation and amortization (including non-cash stock-based compensation expense), excluding gains or losses on extinguishment of debt, consolidated joint venture partners’ share of EBITDA, merger-related expenses and deal costs, expenses related to the re-audit and re-review in 2014 of the Company’s historical financial statements, net gains or losses on real estate activity, gains or losses on re-measurement of equity interest upon acquisition, changes in the fair value of financial instruments, unrealized foreign currency gains or losses, net expenses or recoveries related to natural disasters and non-cash charges related to lease terminations, and including the Company’s share of EBITDA from unconsolidated entities and adjustments for other immaterial or identified items (“Adjusted EBITDA”).
 
The following information considers the pro forma effect on Adjusted EBITDA of the Company’s activity during the three months ended September 30, 2018, as if the transactions had been consummated as of the beginning of the period (“Adjusted Pro Forma EBITDA”).
 
The Company believes that net debt, Adjusted Pro Forma EBITDA and net debt to Adjusted Pro Forma EBITDA are useful to investors, analysts and Company management because they allow the comparison of the Company’s credit strength between periods and to other real estate companies without the effect of items that by their nature are not comparable from period to period and tend to obscure the Company’s actual credit quality.
 

 
Income from continuing operations $ 103,263
Gain on real estate dispositions 18  
Net income 103,281
Net income attributable to noncontrolling interests 1,309  
Net income attributable to common stockholders 101,972
Adjustments:
Interest 107,581
Loss on extinguishment of debt, net 39,527
Taxes (including tax amounts in general, administrative and professional fees) (6,379 )
Depreciation and amortization 218,579
Non-cash stock-based compensation expense 6,488
Merger-related expenses, deal costs and re-audit costs 4,317
Net income attributable to noncontrolling interests, net of consolidated joint venture partners’ share of EBITDA (2,861 )
Loss from unconsolidated entities, net of Ventas share of EBITDA from unconsolidated entities 8,465
Gain on real estate dispositions (18 )
Unrealized foreign currency gains (225 )
Change in fair value of financial instruments 38
Natural disaster expenses (recoveries), net 93  
Adjusted EBITDA 477,577
Pro forma adjustments for current period activity (4,832 )
Adjusted Pro Forma EBITDA $ 472,745  
 
Adjusted Pro Forma EBITDA annualized $ 1,890,980  
 
As of September 30, 2018:
Total debt $ 10,478,455
Debt on held for sale assets 13,736
Cash (86,107 )
Restricted cash pertaining to debt (29,065 )
Consolidated joint venture partners’ share of debt (110,784 )
Ventas share of debt from unconsolidated entities 39,171  
Net debt $ 10,305,406  
 
Net debt to Adjusted Pro Forma EBITDA 5.4 x
 

NON-GAAP FINANCIAL MEASURES RECONCILIATION

Net Operating Income (NOI) and Same-Store Cash NOI by Segment

(Dollars in thousands)

 
The Company considers NOI and same-store cash NOI as important supplemental measures because they allow investors, analysts and the Company’s management to assess its unlevered property-level operating results and to compare its operating results with those of other real estate companies and between periods on a consistent basis. The Company defines NOI as total revenues, less interest and other income, property-level operating expenses and office building services costs. In the case of NOI, cash receipts may differ due to straight-line recognition of certain rental income and the application of other GAAP policies. The Company believes that income from continuing operations is the most comparable GAAP measure for both NOI and same-store cash NOI because it provides insight into the Company’s continuing operations. The Company defines same-store as properties owned, consolidated, operational and reported under a consistent business model for the full period in both comparison periods, and excluding assets intended for disposition and for SHOP, those properties that transitioned operators after the start of the prior comparison period, and for office operations, redevelopment assets. To normalize for exchange rate movements, all same-store cash NOI measures assume constant exchange rates across comparable periods, using the following methodology: the current period’s results are shown in actual reported USD, while prior comparison period’s results are adjusted and converted to USD based on the average exchange rate for the current period.
 

  Triple-Net        
Leased Senior Living Office
Properties Operations Operations All Other Total
For the Three Months Ended September 30, 2018
Income from continuing operations $ 103,263
Adjustments:
Interest and other income (12,554 )
Interest 107,581
Depreciation and amortization 218,579
General, administrative and professional fees 39,677
Loss on extinguishment of debt, net 39,527
Merger-related expenses and deal costs 4,458
Other 1,244
Loss from unconsolidated entities 716
Income tax benefit (7,327 )
Reported Segment NOI $ 190,319 $ 151,839 $ 133,987 $ 19,019 495,164
Adjustments:
Normalizing adjustment for technology costs 1 1
NOI not included in same-store (3,603 ) (14,513 ) (14,556 ) (32,672 )
Straight-lining of rental income (4,116 ) (3,986 ) (8,102 )
Non-cash rental income (1,328 ) (715 ) (2,043 )
Non-segment NOI       (19,019 ) (19,019 )
(9,047 ) (14,512 ) (19,257 ) (19,019 ) (61,835 )
Same-Store cash NOI (Constant Currency) $ 181,272   $ 137,327   $ 114,730   $   $ 433,329  
 
Percentage increase 3.0 % (2.7 %) 3.5 % 1.3 %

         
Triple-Net
Leased Senior Living Office
Properties Operations Operations All Other Total
For the Three Months Ended September 30, 2017
Income from continuing operations $ 156,930
Adjustments:
Interest and other income (171 )
Interest 113,869
Depreciation and amortization 213,407
General, administrative and professional fees 33,317
Loss on extinguishment of debt, net 511
Merger-related expenses and deal costs 804
Other 13,030
Income from unconsolidated entities (750 )
Income tax benefit (7,815 )
Reported Segment NOI $ 213,495 $ 146,102 $ 130,047 $ 33,488 523,132
Adjustments:
Normalizing adjustment for technology costs 1,616 1,616
NOI not included in same-store (32,039 ) (5,784 ) (13,835 ) (51,658 )
Straight-lining of rental income (1,195 ) (5,034 ) (6,229 )
Non-cash rental income (4,277 ) (312 ) (4,589 )
Non-segment NOI (33,488 ) (33,488 )
NOI impact from change in FX (26 ) (796 )     (822 )
(37,537 ) (4,964 ) (19,181 ) (33,488 ) (95,170 )
Same-Store cash NOI (Constant Currency) $ 175,958   $ 141,138   $ 110,866   $   $ 427,962  

 
NON-GAAP FINANCIAL MEASURES RECONCILIATION

NOI and Same-Store Cash NOI by Segment Guidance 1,2

(Dollars in millions, except per share amounts)
 
FY2018 - Guidance
Tentative / Preliminary and Subject to Change
      Non-  
NNN SHOP Office Segment Total
High End
Income from Continuing Operations $ 446
Depreciation and Amortization3 911
Interest Expense, G&A, Other Income and Expenses4 673  
Reported Segment NOI5 $ 737 $ 627 $ 543 $ 125 2,030
Normalizing Adjustment for Technology Costs6 1 1
Non-Cash and Non-Same-Store Adjustments (34 ) (62 ) (89 ) (125 ) (310 )
Same-Store Cash NOI5 703 566 454 1,721
Percentage Increase 3.0 % (1.0 %) 2.75 % NM 1.5 %
 
Modification Fees (3 )   (0 )   (3 )
Adjusted Same-Store Cash NOI5 $ 700   $ 566   $ 454   $   $ 1,718  
Adjusted Percentage Increase 2.6 % (1.0 %) 2.7 % NM 1.3 %
 
Low End
Income from Continuing Operations $ 438
Depreciation and Amortization3 896
Interest Expense, G&A, Other Income and Expenses4 682  
Reported Segment NOI5 $ 733 $ 616 $ 538 $ 123 2,016
Normalizing Adjustment for Technology Costs6 1 1
Non-Cash and Non-Same-Store Adjustments (34 ) (62 ) (88 ) (123 ) (308 )
Same-Store Cash NOI5 699 555 450 1,709
Percentage Increase 2.5 % (3.0 %) 1.75 % NM 0.75 %
 
Modification Fees (3 )   (0 )   (3 )
Adjusted Same-Store Cash NOI5 $ 696   $ 555   $ 449   $   $ 1,706  
Adjusted Percentage Increase 2.1 % (3.0 %) 1.7 % NM 0.6 %
 
Prior Year
Income from Continuing Operations $ 644
Depreciation and Amortization3 888
Interest Expense, G&A, Other Income and Expenses4 550  
Reported Segment NOI $ 845 $ 593 $ 525 $ 119 2,082
Normalizing Adjustment for Technology Costs6 3 3
Non-Cash and Non-Same-Store Adjustments (164 ) (24 ) (83 ) (119 ) (390 )
NOI Impact from Change in FX 1   0       1  
Same-Store Cash NOI 682 572 442 1,696
Modification Fees          
 
Adjusted Same-Store Cash NOI $ 682   $ 572   $ 442   $   $ 1,696  
 
2018
GBP (£) to USD ($) 1.30
USD ($) to CAD (C$) 1.30

1 The Company’s guidance constitutes forward-looking statements within the meaning of the federal securities laws and is based on a number of assumptions that are subject to change and many of which are outside the control of the Company. Actual results may differ materially from the Company’s expectations depending on factors discussed in the Company’s filings with the Securities and Exchange Commission.

2 See tables titled “Net Operating Income (NOI) and Same-Store Cash NOI by Segment” for the three months ended September 30, 2018 for a detailed breakout of adjustments for each respective category.

3 Includes real estate depreciation and amortization, corporate depreciation and amortization, and amortization of other intangibles.

4 Includes interest expense, general and administrative expenses (including stock-based compensation), loss on extinguishment of debt, merger-related expenses and deal costs, income from unconsolidated entities, income tax benefit, and other income and expenses.

5 Totals may not add across due to minor corporate-level adjustments and rounding.

6 Represents costs expensed by one operator related to implementation of new software.

Source: Ventas, Inc.

Ventas, Inc.
Ryan K. Shannon
(877) 4-VENTAS