Caretrust Reit, Inc. · NYSE:CTRE
Caretrust Reit — Merger or Acquisition (March 2025)
19 slides from Caretrust Reit's merger presentation, Mar 11, 2025
Slide 1: Investor Presentation: CareTrust Recommended Cash Acquisition of Care REIT
Investor Presentation CareTrust Recommended Cash Acquisition of Care REIT M arch 2025
Slide 2: Disclaimers
Disclaimers This investor presentation contains certain statements which are, or may be deemed to be, forward-looking statements (including for the purposes of the US Private Securities Litigation Reform Act of 1995), beliefs or opinions. These forward-looking statements can be identified by the fac
Slide 3: I. Transaction Overview
I. Transaction Overview
Slide 4: Transaction Overview
Transaction Overview * ● The Boards of CareTrust and Care REIT have reached agreement on the terms of a recommended Transaction cash acquisition of Care REIT plc (LSE:CRT), a UK-listed REIT with 137 care homes(1) across England, Overview Scotland and Northern Ireland ● The transaction is subject to
Slide 5: Care REIT Represents a Strong and Diversified Entry Point Into the UK Market
Care REIT Represents a Strong and Diversified Entry Point Into the UK Market * Geographic Presence by Number of Homes <5 ~$66m 15 2.2x 5-9 Contracted Operators EBITDARM Rent Coverage(1) 10-14 15-19 20+ Scotland 32 137 ~7,500 ~56 89% Homes Operating Avg. # of Beds Average Northern Beds per Home Occup
Slide 6: II. Rationale and Key Benefits of the Transaction
II. Rationale and Key Benefits of the Transaction
Slide 7: Rationale and Key Benefits of the Transaction
Rationale and Key Benefits of the Transaction 1 Attractive underlying UK care home market supported by structural tailwinds Platform with a strong track record of growth, with potential for future development 2 through both deployment into the portfolio as well as further acquisitions High quality p
Slide 8: Care REIT Is Well-Positioned to Benefit From Key UK Elderly Care Home Market Trends (1/2)
Care REIT Is Well-Positioned to Benefit From Key UK Elderly Care 1 Home Market Trends (1/2) * Total UK Population (m) 1.8 2.1 ● Rising demand for care homes 1.4 11.3 12.9 driven by an aging population 9.4 Demand and an increasing prevalence of dementia and other care needs 52.9 54.7 54.2 2012 2023 2
Slide 9: Care REIT Is Well-Positioned to Benefit From Key UK Elderly Care Home Market Trends (2/2)
Care REIT Is Well-Positioned to Benefit From Key UK Elderly Care 1 Home Market Trends (2/2) * UK Care Home Market Fragmentation (%) 100% 80% ● The UK care home market remains 60% largely fragmented 40% Market with a high number of small 20% Segment and mid-sized operators where the 0% top 10 operato
Slide 10: The UK Elderly Care Home Market Presents Ample Opportunities for Future Growth
The UK Elderly Care Home Market Presents Ample Opportunities for 1 Future Growth UK Elderly Care Home Market (£bn) 24.3 22.2 18.1 18.7 19.0 16.9 17.4 17.6 15.2 15.7 16.1 16.3 13.7 13.9 14.7 12.4 12.8 13.2 19.2 17.3 13.5 14.0 14.6 13.8 14.8 10.5 11.2 11.6 12.3 12.6 13.1 8.3 8.8 9.1 9.5 9.8 1.5 1.5 1.
Slide 11: Care REIT Has Consistently Grown its Portfolio and Rental Income Since Inception
Care REIT Has Consistently Grown its Portfolio and Rental Income 2 Since Inception Latest Latest CAGR CAGR FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY17 FY18 FY19 FY20 FY21 FY22 FY23 7,721 7,618 124 135 140 137 6,720 6,842 108 5,924 # of 72 86 # of 57 13.9% 4,274 17.8% Homes(1) Beds(1) 3,533 2,527 69 53 6
Slide 12: New Property Investments Have Been the Key Driver for Growth
New Property Investments Have Been the Key Driver for Growth, 2 Coupled With Accretive Capital Improvement Projects FY17 FY18 FY19 FY20 FY21 FY22 FY23 196.9 0.7 124.3 113.0 104.5 6.1 Property 99.5 2.1 Investment(1) 196.2 74.8 9.3 15.3 ($m) 6.0 110.9 35.9 118.2 90.2 89.3 68.8 1.2 34.7 New property in
Slide 13: All Care REIT's Leases Are Triple Net With Annual Inflation-Based Escalators
All Care REIT’s Leases Are Triple Net With Annual Inflation-Based 3 Escalators and Long Remaining Terms Attractive Inflation-Based Escalators(1) CPI-Based Escalator Floor 0% / No cap 1% Floor 1% / cap 5% 1% 15% RPI-Based 99% 83% Escalator Floor 2% / cap 4% Weighted Average Remaining Lease Term (year
Slide 14: High Quality Portfolio With Outstanding Rent Coverage and Strong Occupancy
High Quality Portfolio With Outstanding Rent Coverage and 4 Strong Occupancy EBITDARM Coverage(1) Funding Breakdown by Payer Source(2) 2.2x 2.2x 2.0x 1.9x 1.8x 1.8x Private 31% 69% Public Q2-22 Q4-22 Q2-23 Q4-23 Q2-24 Q4-24 Occupancy Average Weekly Fee Growth (yoy) 15.0% 86.6% 88.3% 88.2% 88.9% 89.2
Slide 15: Enhanced Asset and Operator Diversification With Expanded Footprint (1/2)
Enhanced Asset and Operator Diversification With Expanded Footprint 5 in the Attractive UK Market (1/2) Current Portfolio Pro Forma Portfolio Others Others The Ensign Group 17% The Ensign Group 29% 22% Champion Care 28% 3% Rental Income Eduro Healthcare by Operator(1) 3% The Pennant Group 3% 4% 11%
Slide 16: Enhanced Asset and Operator Diversification With Expanded Footprint (2/2)
Enhanced Asset and Operator Diversification With Expanded Footprint 5 in the Attractive UK Market (2/2) Current Portfolio Pro Forma Portfolio Multi-Service Campus Multi-Service Campus 11% 7% Seniors Housing 8% By # of Facilities(1) Seniors Housing 12% 49% 36% 77% Skilled Nursing UK Care Homes Skille
Slide 17: Accretive Acquisition Increases Shareholders' Return
6 Accretive Acquisition Increases Shareholders’ Return Normalized FFO / Share ($) – FY25(1) Normalized FAD / Share ($) – FY25(1) Net Debt / EBITDA – FY24(1) 1.87 1.86 ~6% accretion ~3% accretion at midpoint at midpoint 1.76 1.72 1.73 2.4x 1.72 1.71 1.68 ~1.2x increase at midpoint 1.0x 0.5x (2) (4) (
Slide 18: Glossary
Glossary EBITDA Normalized FFO Net income attributable to CareTrust REIT, Inc. before interest expense, income FFO attributable to CareTrust REIT, Inc, adjusted for certain income and tax, depreciation and amortization and amortization of stock-based expense items the Company does not believe are in
Slide 19: CARETRUST
~ w CARETRUST REIT