Healthcare Realty Trust Incorporated · NYSE:HR
Healthcare Realty Trust — Healthcare Trust of America — Merger or Acquisition (February 2022)
21 slides from Healthcare Realty Trust's merger presentation, Feb 28, 2022
Slide 1: Strategic Business Combination: Healthcare Realty and Healthcare Trust of America
Exhibit 99.2 Strategic Business Combination Strategic Business Combination Healthcar Healthcare R e Realty and Healthcar ealty and Healthcare T e Trus rust of America t of America February 28, 2022
Slide 2: Colorado Springs, Colorado Miami, Florida San Francisco, California Milwaukee, Wisconsin Chicago, Illinois
Colorado Springs, Colorado Miami, Florida San Francisco, California Milwaukee, Wisconsin Chicago, Illinois
Slide 3: Transaction Overview
Transaction Overview Healthcare Realty and Healthcare Trust of America enter into an $18 billion strategic combination, creating the preeminent medical office building REIT • Total implied value of $35.08 per HTA share, including a special cash dividend of $4.82 per share and a 1:1 exchange ratio ba
Slide 4: Strategic Rationale
Strategic Rationale Creates preeminent MOB owner with enhanced scale, growth and financial benefits to drive shareholder value SCALE: SCALE: • 727 properties, 44 million SF • 42 million SF of MOBs, 2x size of next largest MOB portfolio • ~60% of SF in 14 markets with 1M+ SF owned • ~80% of SF in 26
Slide 5: Premier MOB REIT
Premier MOB REIT The preeminent MOB platform with national scale in dense, high growth markets and aligned with leading health systems (1) (1) (2) (2) TOTAL SF Largest MOB Platform Largest MOB Platform Scale with Top Scale with Top 42 42 (2) (2) SQU SQUARE FEET IN MILLIONS ARE FEET IN MILLIONS Healt
Slide 6: Sum of the Parts = Scale
Sum of the Parts = Scale Largest, high quality MOB portfolio positioned for future growth opportunities HR HR HTA HTA NEW HR NEW HR + + = = (1) Equity Value $4.6 $8.2 $11.6 (1) Enterprise Value $6.4 $11.2 $17.6 SECTOR LEADING SECTOR LEADING Square Feet (MOB) 17.1 24.6 41.7 PURE PLAY MOB REIT PURE PL
Slide 7: Leading National Portfolio
Leading National Portfolio Portfolio focused in high density markets, with 75% of portfolio NOI located in coastal and sunbelt markets HTA HR >1,000,000 SF Pro Forma Coastal Density (1) Markets Share of NOI Coastal 26% Sunbelt 49% (2) Other Top 100 MSAs 21% Coastal Density TOTAL 96% Sunbelt Density
Slide 8: Leading Market Scale
Leading Market Scale Largest publicly traded MOB owner in 12 of 14 markets with 1M+ SF owned and, on average, over 50% bigger than next largest competitor HR HR HTA HTA New HR New HR # of Markets 2 2 9 New HR New HR 3.9 3.9 1.5M 1.5M % of Total SF 21% 15% 41% # of Markets 4 7 14 1.0M+ 1.0M+ % of Tot
Slide 9: Portfolio Clustering Case Study - Atlanta
Wellstar Kennestone Hospital | 642 Beds Portfolio Clustering Case Study - Atlanta Property clusters enhance operational efficiency and leasing volume and expand acquisition and development opportunities HR HR HTA HTA New HR New HR # of Buildings 5 2 7 SF (000s) 358 134 492 (1) Market Share 30% 11% 4
Slide 10: Expanded Relationships
Expanded Relationships Wider breadth of relationships with leading health systems drives future growth opportunities Top 100 Health Systems Top 100 Health Systems New New HR HR HTA HTA HR HR 34 46 + + 57 Largest # of Top 100 Health System relationships Largest health system < 7% of NOI Select Top 10
Slide 11: Targeted Growth
Targeted Growth In the past three years, HR has acquired an annual average of 1.5M SF across 18 markets. The HTA portfolio in these 18 markets is the equivalent of 7 years of work. 1,954 1,954 1,783 1,783 Square Feet in Thousands HR 2019-2021 Acq. HR 2019-2021 Acq. 718 718 HTA Portfolio HTA Portfoli
Slide 12: Embedded Development Pipeline
Embedded Development Pipeline Value creation and future growth from combined $2B+ development pipeline at spreads of 100-200 basis points above acquisition yields Development Pipeline By Market Development Pipeline By Market $ in millions $ in millions HR HR HTA HTA New HR New HR HR HR HTA HTA Seatt
Slide 13: Atlanta, Georgia Future development Nashville, Tennessee Under construction Orlando, Florida Future development Houst…
Atlanta, Georgia Future development Nashville, Tennessee Under construction Orlando, Florida Future development Houston, Texas Raleigh, North Carolina Under construction Under construction
Slide 14: Expanded Investment Activity
Expanded Investment Activity Annual investment volume expected to double over time from nearly twice as many health system relationships, hospital campuses, markets, and clusters. Net Investment Activity Net Investment Activity $ in Millions $2,000 $2,000 ~$1.5B ~$1.5B 1,500 1,500 ACQUISITIONS IN NE
Slide 15: Scaled Platform
Scaled Platform Scaled platform results in elimination of $33-36 million of annual G&A costs and multiple revenue enhancing opportunities Expect to achieve 100% of G&A savings within 12 months (1) (1) G&A/EV for Healthcare REITs G&A/EV for Healthcare REITs Potential Incremental Future Potential Incr
Slide 16: Flexible Balance Sheet
(1) Flexible Balance Sheet Strong financial profile, conservative leverage, and well-laddered debt maturities drive opportunity for improved cost of capital (1) (1) Pro forma Capitalization Pro forma Capitalization Debt Maturity Schedule Debt Maturity Schedule $1,200 $1,200M M Mortgage Notes Payable
Slide 17: Key Takeaways
Key Takeaways Healthcare Realty and Healthcare Trust of America enter into an $18 billion strategic combination Creates preeminent, high quality MOB REIT Achieves critical market scale with enhanced clusters Broadens relationships and portfolio diversification Expands investment opportunities, inclu
Slide 18: Houston, Texas Denver, Colorado Chicago, Illinois Seattle, Washington Charlotte, North Carolina
Houston, Texas Denver, Colorado Chicago, Illinois Seattle, Washington Charlotte, North Carolina
Slide 19: Appendix: Top Markets and Health Systems
Appendix New HR New HR New HR New HR % OF MOB ASSOCIATED % OF MOB TOP 20 MARKETS SQUARE FEET PORTFOLIO TOP 20 HEALTH SYSTEMS SQUARE FEET PORTFOLIO Dallas, TX 3,945 9.5% HCA (TN) 3,241 7.8% Houston, TX 2,433 5.8% Baylor Scott & White Health (TX) 3,152 7.6% Atlanta, GA 2,027 4.9% Tenet Healthcare Corp
Slide 20: Forward-Looking Statements
This communication contains certain “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Exchange Act. Healthcare Realty Trust Incorporated (“HR”) and Healthcare Trust of America, Inc. (“HTA”) intend s
Slide 21: Additional Information and Where to Find It
CONNECTION WITH THE PROPOSEDTRANSACTION, WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT HR, HTA AND THE PROPOSED TRANSACTION. Investors and security holders may obtain copies of these documents free of charge through the website maintained by the SEC at www.sec.gov
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