Ventas, Inc. · NYSE:VTR
Ventas — Merger or Acquisition (June 2021)
19 slides from Ventas's merger presentation, Jun 28, 2021
Slide 1: Ventas's Acquisition of New Senior Investment Group & Business Update
Ventas’s Acquisition of New Senior Investment Group & Business Update June 28, 2021 Investor Presentation
Slide 2: Safe Harbor Forward-Looking Statements
2 Safe Harbor Forward - Looking Statements This presentation contains forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding New Senior and Ventas including, but not limited to, statements related to the proposed acquisition of New Senior an
Slide 3: Second Quarter 2021 Guidance & Business Update
3 Second Quarter 2021 Guidance & Business Update 1 2Q21 Guidance (per Share) as Provided May 7, 2021 1 Low High Net Income (Loss) Attributable to Common Stockholders $0.00 - $0.07 Nareit FFO 2 $0.67 - $0.70 Normalized FFO 2 $0.67 - $0.71 The trajectory and future impact of the COVID - 19 pandemic re
Slide 4: Transaction Overview
4 Transaction Overview Positions Ventas to further capture powerful senior housing upside at market inflection point Transaction Overview All - stock acquisition by Ventas, Inc. (“Ventas”) of New Senior Investment Group Inc. (“New Senior”) New Senior shareholders to receive 0.1561 shares of newly is
Slide 5: Quote from J. Justin Hutchens on New Senior assets
5 “I am excited to include the New Senior assets in our portfolio. These independent living communities represent a strong fit with our existing portfolio, as we enhance our senior housing business to capture upside from the industry recovery. “New Senior’s independent living communities are located
Slide 6: Transaction Benefits and Strategic Rationale
6 Transaction Benefits and Strategic Rationale Enhances Ventas’s senior housing position at a cyclical inflection point in advance of the expected powerful senior housing industry recovery Adds a superior quality, high performing portfolio to Ventas that is well located in advantaged markets Expands
Slide 7: Enhances Senior Housing Position at a Cyclical Inflection Point
7 83.3% 81.1% 81.1% 80.3% 79.9% 79.3% 79.0% 78.7% 77.8% 76.8% 75.7% 75.5% 75.5% 76.0% 76.5% Mar-20 Apr-20 May-20 Jun-20 Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20 Jan-21 Feb-21 Mar-21 Apr-21 May-21 Enhances Ventas’s Senior Housing Position at a Cyclical Inflection Point in Advance of the Expected Pow
Slide 8: Compelling Supply and Demand Fundamentals in Senior Housing
8 5M 7M 9M 11M 13M 15M 17M 19M 21M Compelling Supply and Demand Fundamentals in Senior Housing Aging Population Fuels Demand 1 Favorable Supply Trends 2 U.S. 80+ Population +7.5% growth +17.4% growth 5 - Years Post Financial Crisis 5 - Years Post COVID 1. Population estimates from the Organization f
Slide 9: Adds a Superior Quality Independent Living Portfolio
9 Adds a Superior Quality Independent Living Portfolio Source: Based on New Senior’s June 2021 NAREIT Investor Presentation. 1. Percentages calculated based on 1Q21 NOI; 2. Excluding Watermark (a CCRC). IL Properties NNN Lease New Senior Portfolio Overview 103 Communities 12,400+ Units 2 CA , 12% NC
Slide 10: New Senior's IL Portfolio Is Well Located in Advantaged Markets
10 New Senior’s IL Portfolio Is Well Located in Advantaged Markets 1 2 Attractive Markets with Compelling Demographics 2 $303K Average Home Value $72K Average Household Income 3.8% Projected Total Population Growth 8.9% Projected Senior Population Growth Ideally Located within Markets: High Traffic
Slide 11: Well Invested, Purpose-built Properties with Attractive Physical Characteristics
11 Well Invested, Purpose - built Properties with Attractive Physical Characteristics Pioneer Valley Lodge North Logan, UT Orchid Terrace St Louis, MO Manor at Oakridge Harrisburg, PA Large, well - designed floorplans appealing to the independent living demographic Well - invested, with ~$1,700 of C
Slide 12: Excellent New Senior Historical Performance and Recent Trends
12 84% 91% 88% 88% 89% 80% 79% 97% 98% 113% 106% 112% Excellent New Senior Historical Performance and Recent Trends 2 New Senior Leading Indicator Trends 1 Leads as a % of 2019 Move - ins as a % of 2019 1. Reflects data for the 2Q21 same - store portfolio, which excludes 21 properties transitioned t
Slide 13: Increased Exposure to Attractive U.S. Independent Living Market
13 Increased Exposure to Attractive U.S. Independent Living Market 3 1Q21 Ventas (As Reported) 1Q21 New Senior (As Reported) 1Q21 Pro Forma Ventas + New Senior IL , 48% AL , 40% MC , 13% IL , 100% IL , 58% AL , 32% MC , 10% 1. Reflects portfolio concentration based on units; 2. Revenue per occupied
Slide 14: Large and Growing Middle Market Independent Living Segment
14 Large and Growing Middle Market Independent Living Segment Large & Growing Middle Income Opportunity 1 Affordable Senior Housing Price Point 2 ▪ Middle income senior population is expected to grow by 82% to 14 million by 2029, at which time the segment will represent 43% of all seniors 1 • Middle
Slide 15: Transaction Expands High Quality SHOP Portfolio
15 $17K ~120 45% IL / 55% AL $21K ~80 10% IL / 90% AL $11K ~270 90% IL / 10% AL $11K ~117 100% IL Atria Senior Living Sunrise Senior Living Le Groupe Maurice New Senior + Existing Ventas 26 Holiday Retirement Communities Transaction expands high quality SHOP portfolio Ékla Quebec City, Quebec Sunris
Slide 16: Builds on Existing Relationships with Leading Operators; Adds New Operators
16 Builds on Existing Relationships with Leading Operators; Adds New Operators 4 1Q21 Ventas (As Reported) 1 1Q21 New Senior, Operators as of July 1, 2021 2 1. Reflects portfolio concentration based on Annualized Adjusted NOI, which represents an annualized result of a period’s Rep ort ed Segment NO
Slide 17: Builds on Existing Relationships with Leading Operators; Adds New Operators (Operator Detail)
17 Operator Total Properties New Senior Properties New Senior NOI 2 Ventas Properties 240 65 58% 26 • Largest pure - play IL operator in the United States • Focus on affordable, middle - market segment • Terminable management agreement 206 21 23% 170 • 21 Holiday properties transitioned on April 1 •
Slide 18: Attractive Valuation & Financial Returns
18 Attractive Valuation & Financial Returns Attractive Valuation Earnings Accretion ▪ ~6% cap rate on expected New Senior 2022 NOI ▪ ~8% cap rate on New Senior NOI over time when incorporating the attractive medium - term supply demand fundamentals in independent living ▪ Acquiring 100% upside econo
Slide 19: Transaction Benefits and Strategic Rationale
19 Transaction Benefits and Strategic Rationale Enhances Ventas’s senior housing position at a cyclical inflection point in advance of the expected powerful senior housing industry recovery Adds a superior quality, high performing portfolio to Ventas that is well located in advantaged markets Expand