Healthpeak Properties, Inc. · NYSE:DOC
Healthpeak Properties — HCP — Merger or Acquisition (April 2014)
9 slides from Healthpeak Properties's merger presentation, Apr 23, 2014
Slide 1: 2014 New $1.2 Billion CCRC JV with Brookdale and Amendment of Emeritus Leases
2014 New $1.2 Billion CCRC JV with Brookdale and Amendment of Emeritus Leases Cypress Village – Jacksonville, FL Freedom Pointe at The Villages – The Villages, FL Robin Run – Indianapolis, IN
Slide 2: Transaction Summary
Transaction Summary B Cancellation of Existing 49 Emeritus Purchase Options Existing Post-Transaction 49 properties representing an estimated $1.1 billion of potential cash proceeds if exercised ($79M current annual rent) All cancelled RIDEA Pool 49 properties in various NNN master leases(2) 49 prop
Slide 3: HCP Expands Relationship & Creates Long-term Alignment for Growth with Brookdale
Establish an industry-leading platform to own, operate and acquire Entry Fee CCRCs Immediately accretive to FAD/share and expands HCP–BKD relationship HCP eliminates reinvestment risk related to 52 purchase options(2), representing an estimated $1.3 billion of potential cash proceeds Amended NNN lea
Slide 4: A New $1.2 Billion CCRC Joint Venture with Brookdale
A New $1.2 Billion CCRC Joint Venture with Brookdale Brookdale (51%) and HCP (49%) create a new partnership to own & operate 14 Entry Fee CCRC campuses Timing of CCRC partnership creates a powerful, scalable platform for future growth with favorable residential housing dynamics and potential for occ
Slide 5: All Existing 49 Emeritus Purchase Options will be Cancelled
Emeritus’ existing purchase options on 49 properties (5,300 units) will be cancelled as part of the transaction HCP eliminates future reinvestment risk over time related to total estimated cash proceeds of $1.1 billion if these options were exercised Benefit to HCP from cancelling the purchase optio
Slide 6: New RIDEA Partnership: Properties with Higher Growth Potential
C1 New RIDEA Partnership: 49 Properties with Higher Growth Potential HCP (80%) and BKD (20%) form a RIDEA joint venture to own and operate 49 senior housing properties formerly NNN-leased to Emeritus Represents HCP’s second senior housing RIDEA portfolio, both in partnerships with Brookdale Non-stab
Slide 7: Amended NNN Master-leased Portfolio
C2 Amended NNN Master-leased Portfolio (153 of 202 properties) NNN master-leased portfolio consisting of stabilized communities Strong EBITDAR/M coverage of 1.15x / 1.33x (trailing 12 months at 9/30/13) Consideration to Brookdale in exchange for cancelling purchase options: Reduced rent escalations
Slide 8: HCP evaluated the transaction based on cash economics and FAD impact
HCP principally evaluated the merits of the entire transaction based on cash economics and FAD impact Numerous accounting considerations and related treatment for EPS and FFO are underway, depending in part on the outcome of independent 3rd party valuations: Consideration for cancelling existing Eme
Slide 9: Disclaimer
Disclaimer The statements in this presentation, as well as statements made by management, which are not historical facts, are “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,