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Omega Reports Third Quarter 2021 Results and Recent Developments

·18 min read

Completed $172 Million in Real Estate Investments

HUNT VALLEY, Md., November 04, 2021--(BUSINESS WIRE)--Omega Healthcare Investors, Inc. (NYSE: OHI) (the "Company" or "Omega") announced today its results for the quarter ended September 30, 2021. The Company reported net income for the quarter of $142.8 million or $0.58 per common share. The Company also reported Nareit Funds From Operations ("Nareit FFO") for the quarter of $180.7 million or $0.73 per common share, Adjusted Funds From Operations ("Adjusted FFO" or "AFFO") of $208.8 million or $0.85 per common share, and Funds Available for Distribution ("FAD") of $198.8 million.

Nareit FFO, AFFO and FAD are supplemental non-GAAP financial measures that the Company believes are useful in evaluating the performance of real estate investment trusts. For more information regarding these non-GAAP measures, see the "Funds From Operations" on the Company’s website at www.omegahealthcare.com.

CEO COMMENTS

Taylor Pickett, Omega’s Chief Executive Officer, stated, "Facility occupancy continued to improve in the quarter but still sits meaningfully below pre-pandemic levels, and as a result, many operators continue to rely on federal and state government support. While an additional allocation of federal support was announced in the third quarter, it remains to be seen whether this will be sufficient to fund operator obligations through this continuing pandemic."

Mr. Pickett continued, "Although we reported strong third quarter adjusted FFO and FAD, these results include approximately $16 million of revenue recognized by applying security deposits, letters of credit and collateral to Agemo and Gulf Coast’s contractual obligations. When this collateral is exhausted and if these tenants continue not to pay rent, we expect that this would reduce our near-term adjusted FFO and FAD financial results."

Mr. Pickett concluded, "As we have throughout this crisis, we would like to highlight the incredible efforts of our operators and their heroic employees, who continue to work tirelessly to bravely protect and care for their residents."

2021 RECENT DEVELOPMENTS AND THIRD QUARTER HIGHLIGHTS

In Q4 2021, the Company…

  • declared a $0.67 per share quarterly cash dividend on common stock.

In Q3 2021, the Company…

  • completed $66 million of mortgage loan investments.

  • invested $96 million in capital renovation and construction-in-progress projects.

  • completed $10 million of real estate acquisitions.

  • sold 15 facilities for $110 million in cash proceeds, generating a $56 million gain.

  • paid a $0.67 per share quarterly cash dividend on common stock.

In Q2 2021, the Company…

  • collected over 99% of contractual rent and mortgage payments.

  • entered into a new $1.45 billion unsecured credit facility.

  • entered into a new $50 million term loan.

  • implemented a new $1.0 billion ATM program.

  • completed $6 million of mortgage loan investments.

  • sold six facilities for $13 million in cash proceeds, generating a $4 million gain.

  • invested $31 million in capital renovation and construction-in-progress projects.

  • paid a $0.67 per share quarterly cash dividend on common stock.

In Q1 2021, the Company…

  • collected over 99% of contractual rent and mortgage payments.

  • issued $700 million aggregate principal amount of 3.250% Senior Notes due 2033.

  • repurchased $350 million aggregate principal amount of 4.375% Senior Notes due 2023.

  • completed $595 million of real estate acquisitions.

  • sold 24 facilities for $188 million in cash proceeds, generating a $100 million gain.

  • invested $17 million in capital renovation and construction-in-progress projects.

  • Inspīr Carnegie Hill (Upper East Side, Manhattan) opens doors to residents.

  • paid a $0.67 per share quarterly cash dividend on common stock.

  • was included in the 2021 Bloomberg Gender-Equality Index.

NET INCOME

The Company reported net income of $142.8 million, or $0.58 per common share, on revenues of $281.7 million for the quarter ended September 30, 2021. This compares to a net loss of ($93.8) million, or ($0.40) per common share, on revenues of $119.2 million, for the same period in 2020.

For the nine months ended September 30, 2021, the Company reported net income of $394.1 million, or $1.62 per common share, on revenues of $812.9 million. This compares to net income of $100.5 million, or $0.43 per common share, on revenues of $628.6 million, for the same period in 2020.

The year-over-year increase in net income for the nine-month period ended September 30 was primarily due to (i) a $146.7 million increase in gain on the sale of assets, (ii) a $122.1 million decrease in the write-off of non-cash revenue (primarily straight-line revenue), (iii) $62.2 million in revenue from incremental new investments completed, and (iv) a $9.9 million increase in income from unconsolidated joint ventures. The increase in net income was partially offset by (i) a $29.8 million increase in loss on early extinguishment of debt, (ii) a $9.9 million increase in interest expense, and (iii) a $9.4 million increase in depreciation and amortization expense from new investments.

Net income for the three and nine months ended September 30, 2021 includes revenue recognized related to the application of security deposits and letter of credit proceeds, as well as revenue recognized based upon our ability to offset uncollected contractual rental obligations due from an operator against the interest and principal of certain Omega debt obligations.

THIRD QUARTER 2021 RESULTS

Revenues – Revenues for the quarter ended September 30, 2021 totaled $281.7 million, which included $12.1 million of straight-line and other non-cash revenue, $9.3 million of revenue related to the application of security deposits and letters of credit proceeds, $6.5 million of revenue recognized based on our ability to offset uncollected rent due from an operator against the interest and principal of certain debt obligations of Omega, $5.9 million of non-recurring revenue, and $3.6 million of real estate tax and ground rents, which were partially offset by a $2.2 million write-off of straight-line and other non-cash revenue.

Expenses – Expenses for the quarter ended September 30, 2021 totaled $194.2 million, primarily consisting of $86.1 million of depreciation and amortization expense, $55.8 million of interest expense, a $25.5 million provision for estimated current expected credit losses ("CECL"), $9.3 million of general and administrative ("G&A") expense, $5.7 million of stock-based compensation expense, $4.9 million of impairment on real estate properties, $3.6 million of real estate tax and ground lease expense, and $3.2 million of amortized deferred financing costs.

Other Income and Expense – Other income and expense for the quarter ended September 30, 2021 totaled $54.8 million, which included $56.2 million of gain on assets sold, which was offset by $0.8 million of other expense and $0.6 million in charges related to the early extinguishment of debt obligations.

Funds From Operations – Nareit FFO for the quarter ended September 30, 2021 was $180.7 million, or $0.73 per common share, on 246.6 million weighted-average common shares outstanding, compared to $15.1 million, or $0.06 per common share, on 234.6 million weighted-average common shares outstanding, for the same period in 2020.

The $180.7 million of Nareit FFO includes a $2.2 million write-off of non-cash straight-line revenue, a $25.5 million provision for CECL, $9.3 million of revenue related to the application of security deposits and letters of credit proceeds, $6.5 million of revenue recognized based on our ability to offset uncollected rent due from an operator against the interest and principal of certain Omega debt obligations, $5.7 million of non-cash stock-based compensation expense, and a $0.6 million loss on early extinguishment of debt, which were partially offset by $5.9 million of non-recurring revenue.

The $15.1 million of Nareit FFO for the quarter ended September 30, 2020 included a $143.3 million write-off of non-cash revenue, a $32.1 million provision for credit losses, $5.1 million of non-cash stock-based compensation expense, a $1.6 million provision for uncollectible receivables related to an unconsolidated joint venture, a $1.2 million loss on early extinguishment of debt related to an unconsolidated joint venture, a $0.9 million loss on extinguishment of debt and $0.9 million in severance expense offset by $8.1 million of non-recurring revenue and a $0.3 million recovery on direct financing leases.

Adjusted FFO was $208.8 million, or $0.85 per common share, for the quarter ended September 30, 2021, compared to $191.8 million, or $0.82 per common share, for the same quarter in 2020. For further information, see the "Funds From Operations" schedule below and on the Company’s website.

FINANCING ACTIVITIES

ATM Programs and Dividend Reinvestment and Common Stock Purchase Plan – During the quarter ended September 30, 2021, the Company sold 1.3 million shares of its common stock under its 2021 ATM Program and its Dividend Reinvestment and Common Stock Purchase Plan. Aggregate gross proceeds from these sales generated $48.5 million in the third quarter and $279.6 million year-to-date:

At-the-Market Programs for 2021

(in thousands, except price per share)

Q1

Q2

Q3

Total

Number of shares

1,617

2,497

37

4,151

Average price per share

$

37.95

$

37.00

$

36.53

$

37.37

Gross proceeds

$

61,355

$

92,402

$

1,354

$

155,111

Dividend Reinvestment and Common Stock Purchase Plan for 2021

(in thousands, except price per share)

Q1

Q2

Q3

Total

Number of shares

416

1,640

1,279

3,335

Average price per share

$

37.23

$

37.69

$

36.88

$

37.32

Gross proceeds

$

15,491

$

61,795

$

47,178

$

124,464

2021 RECENT AND THIRD QUARTER PORTFOLIO ACTIVITY

Q4 2021 Portfolio Activity:

Guardian – In October 2021, Guardian Healthcare ("Guardian") failed to make contractual rent and interest payments under its lease and mortgage loan agreements. Guardian represents 3.7% of Omega’s third quarter 2021 contractual rent and interest. Omega is in active discussions to transition a significant portion of this portfolio to an unrelated third party but has not reached any agreement. Omega holds letters of credit from Guardian equal to $7.4 million.

Q3 2021 Portfolio Activity:

Agemo – Agemo Holdings, LLC ("Agemo") failed to pay contractual rent and interest to Omega from August 2021 through October. During August and September 2021, the Company recorded $8.4 million of revenue by drawing on Agemo’s letters of credit and through application of Agemo’s security deposit. Additionally, the Company recorded an aggregate provision for credit loss of $16.7 million on a $25.0 million working capital loan and a $32.0 million term loan with Agemo to reduce the value of these loans to the fair value of the collateral.

Gulf Coast – In June of 2021, Gulf Coast Health Care, LLC (together with certain affiliates "Gulf Coast") stopped paying contractual rent under its master lease agreement for 24 facilities and the Company placed it on a cash basis of revenue recognition. In the third quarter, the Company recorded $7.4 million of revenue related to Gulf Coast through application of its security deposit and based on Omega’s ability to offset its uncollected contractual rent against the interest and principal of certain debt obligations of Omega. On October 14, 2021, Gulf Coast commenced voluntary cases under chapter 11 of the United States Bankruptcy Code. The Company has entered into a restructuring support agreement with Gulf Coast and has agreed to provide up to $25 million in senior secured debtor-in-possession financing, subject to certain conditions, to provide liquidity and assist with the transition of operations in the Company’s 24 facilities.

$172 Million of Real Estate Investments – In the third quarter of 2021, the Company completed approximately $66.0 million of mortgage loan investments, $9.6 million of real estate acquisitions, $15.8 million in capital renovations and $80.1 million of new construction projects, consisting of the following:

$66 Million Mortgage Loan – On July 1, 2021, the Company financed six skilled nursing facilities in Ohio and amended an existing $6.4 million mortgage to include the six facilities in a consolidated $72.4 million mortgage for eight Ohio facilities bearing interest at an initial rate of 10.5% per annum.

$10 Million Real Estate Acquisition – On July 14, 2021, the Company acquired two care home facilities (similar to assisted living facilities ("ALFs") in the United States) located in the United Kingdom from an unrelated third party for approximately $9.6 million. The two facilities with 80 beds were added to an existing operator’s master lease with an initial annual cash yield of 8.0% with 2.5% annual escalators.

$80 Million of Construction-in-progress In the third quarter of 2021, the Company invested $80.1 million under its construction-in-progress programs. This includes the purchase of a real estate property located in Washington, D.C. for approximately $68.0 million that Omega, in conjunction with Maplewood Senior Living, plans to redevelop into a 174-bed ALF and lease back to Maplewood Senior Living.

$16 Million of Capital RenovationsIn the third quarter of 2021, the Company invested $15.8 million under its capital renovation programs.

Asset Sales and Impairments:

$110 Million in Asset Sales – In the third quarter of 2021, the Company sold 15 facilities for $109.7 million in cash, recognizing a gain of approximately $56.2 million. Seven of these assets were previously classified as held for sale.

Impairments and Assets Held for Sale – During the third quarter of 2021, the Company recorded a net impairment charge of $4.9 million to reduce the net book value of six facilities to their estimated fair values or expected selling prices.

As of September 30, 2021, the Company had 11 facilities classified as assets held for sale, totaling approximately $21.5 million.

BALANCE SHEET AND LIQUIDITY

As of September 30, 2021, the Company had $5.3 billion of outstanding indebtedness with a weighted-average annual interest rate of 4.19%. The Company’s indebtedness consisted of an aggregate principal amount of $4.9 billion of senior unsecured notes, a $50.0 million unsecured term loan, and $364.0 million of secured debt. As of September 30, 2021, total cash and cash equivalents were $102.7 million and the Company had its full $1.45 billion of undrawn capacity on its revolving credit facility.

DIVIDENDS

On October 25, 2021, the Board of Directors declared a quarterly cash dividend of $0.67 per share, to be paid November 15, 2021, to common stockholders of record as of the close of business on November 5, 2021.

CONFERENCE CALL

The Company will be conducting a conference call on Friday, November 5, 2021 at 10 a.m. Eastern time to review the Company’s 2021 third quarter results and current developments. Analysts and investors within the United States interested in participating are invited to call (877) 511-2891. The Canadian toll-free dial-in number is (855) 669-9657. All other international participants may use the dial-in number (412) 902-4140. Ask the operator to be connected to the "Omega Healthcare’s Third Quarter 2021 Earnings Call."

To listen to the conference call via webcast, log on to www.omegahealthcare.com and click the "Omega Healthcare Investors, Inc. 3Q Earnings Call" hyper link under "Upcoming Events" in the Investor Relations section on Omega’s website homepage. Webcast replays of the call will be available on Omega’s website for approximately two weeks following the call. Additionally, a copy of the earnings release will be available in the "Featured Documents" and "Press Releases" sections of Omega’s website.

* * * * * *

Omega is a real estate investment trust that invests in the long-term healthcare industry, primarily in skilled nursing and assisted living facilities. Its portfolio of assets is operated by a diverse group of healthcare companies, predominantly in a triple-net lease structure. The assets span all regions within the United States, as well as in the United Kingdom.

Forward-Looking Statements and Cautionary Language

Novel coronavirus ("COVID-19") data has been provided by our operators. We caution that we have not independently validated facility virus incidence information, it may be reported on an inconsistent basis by our operators, and we can provide no assurance regarding its accuracy or that there have not been any changes since the time the information was obtained from our operators; we also undertake no duty to update this information.

This press release includes forward-looking statements within the meaning of the federal securities laws. All statements regarding Omega’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, facility transitions, 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 Omega's expectations.

Omega’s actual results may differ materially from those reflected in such forward-looking statements as a result of a variety of factors, including, among other things: (i) uncertainties relating to the business operations of the operators of Omega’s properties, including those relating to reimbursement by third-party payors, regulatory matters and occupancy levels; (ii) the impact of COVID-19 on our business and the business of our operators, including without limitation, the extent and duration of the COVID-19 pandemic, increased costs, staffing shortages and decreased occupancy levels experienced by operators of SNFs and assisted living facilities ("ALFs") in connection therewith, the ability of operators to comply with infection control and vaccine protocols, the long-term impact of vaccinations on facility infection rates, and the extent to which continued government support may be available to operators to offset such costs and the conditions related thereto; (iii) the ability of any of Omega’s operators in bankruptcy to reject unexpired lease obligations, modify the terms of Omega’s mortgages and impede the ability of Omega to collect unpaid rent or interest during the pendency of a bankruptcy proceeding and retain security deposits for the debtor’s obligations, and other costs and uncertainties associated with operator bankruptcies; (iv) Omega’s ability to re-lease, otherwise transition or sell underperforming assets or assets held for sale on a timely basis and on terms that allow Omega to realize the carrying value of these assets; (v) the availability and cost of capital to us; (vi) changes in Omega’s credit ratings and the ratings of its debt securities; (vii) competition in the financing of healthcare facilities; (viii) competition in the long-term healthcare industry and shifts in the perception of various types of long-term care facilities, including SNFs and ALFs; (ix) additional regulatory and other changes in the healthcare sector; (x) changes in the financial position of our operators; (xi) the effect of economic and market conditions generally, and particularly in the healthcare industry; (xii) changes in interest rates; (xiii) the timing, amount and yield of any additional investments; (xiv) changes in tax laws and regulations affecting REITs; (xv) the potential impact of changes in the SNF and ALF market or local real estate conditions on the Company’s ability to dispose of assets held for sale for the anticipated proceeds or on a timely basis, or to redeploy the proceeds therefrom on favorable terms; (xvi) Omega’s ability to maintain its status as a REIT; (xvii) the effect of other factors affecting our business or the businesses of our operators that are beyond our or their control, including natural disasters, other health crises or pandemics and governmental action, particularly in the healthcare industry, and (xviii) other factors identified in Omega’s filings with the SEC. Statements regarding future events and developments and Omega’s future performance, as well as management’s expectations, beliefs, plans, estimates or projections relating to the future, are forward looking statements.

We caution you that the foregoing list of important factors may not contain all the material factors that are important to you. Accordingly, readers should not place undue reliance on those statements. All forward-looking statements are based upon information available to us on the date of this release. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

OMEGA HEALTHCARE INVESTORS, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except per share amounts)

September 30,

December 31,

2021

2020

(Unaudited)

ASSETS

Real estate properties

Real estate investments

$

9,268,967

$

8,702,154

Less accumulated depreciation

(2,174,546

)

(1,996,914

)

Real estate investments – net

7,094,421

6,705,240

Investments in direct financing leases – net

10,762

10,764

Mortgage notes receivable – net

873,737

885,313

7,978,920

7,601,317

Other investments – net

434,028

467,442

Investments in unconsolidated joint ventures

193,741

200,638

Assets held for sale

21,528

81,452

Total investments

8,628,217

8,350,849

Cash and cash equivalents

102,664

163,535

Restricted cash

3,341

4,023

Contractual receivables – net

16,658

10,408

Other receivables and lease inducements

236,964

234,666

Goodwill

651,354

651,737

Other assets

140,751

82,231

Total assets

$

9,779,949

$

9,497,449

LIABILITIES AND EQUITY

Revolving credit facility

$

$

101,158

Secured borrowings

363,963

369,524

Senior notes and other unsecured borrowings – net

4,909,090

4,698,570

Accrued expenses and other liabilities

260,630

280,824

Deferred income taxes

8,798

10,766

Total liabilities

5,542,481

5,460,842

Equity:

Preferred stock $1.00 par value authorized – 20,000 shares, issued and outstanding – none

Common stock $.10 par value authorized – 350,000 shares, issued and outstanding – 238,939 shares as of September 30, 2021 and 231,199 as of December 31, 2020

23,893

23,119

Additional paid-in capital

6,425,720

6,152,887

Cumulative net earnings

2,978,183

2,594,735

Cumulative dividends paid

(5,393,284

)

(4,916,097

)

Accumulated other comprehensive income (loss)

1,476

(12,768

)

Total stockholders’ equity

4,035,988

3,841,876

Noncontrolling interest

201,480

194,731

Total equity

4,237,468

4,036,607

Total liabilities and equity

$

9,779,949

$

9,497,449

OMEGA HEALTHCARE INVESTORS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

Unaudited

(in thousands, except per share amounts)

Three Months Ended

Nine Months Ended

September 30,

September 30,

2021

2020

2021

2020

Revenues

Rental income

$

243,583

$

81,207

$

696,408

$

516,735

Real estate tax and ground lease income

3,581

2,019

9,472

9,523

Income from direct financing leases

257

258

772

775

Mortgage interest income

23,047

24,013

70,693

65,378

Other investment income

10,780

11,286

34,245

32,870

Miscellaneous income

424

394

1,270

3,315

Total revenues

281,672

119,177

812,860

628,596

Expenses

Depreciation and amortization

86,097

81,072

256,745

247,301

General and administrative

9,299

9,328

28,721

29,238

Real estate tax and ground lease expense

3,639

2,489

10,092

10,534

Stock-based compensation expense

5,706

5,122

16,913

14,380

Acquisition, merger and transition related costs

36

1,814

62

Impairment on real estate properties

4,942

28,105

42,453

43,732

Recovery on direct financing leases

(324

)

(717

)

(1,076

)

Provision for credit losses

25,511

32,076

28,023

33,577

Interest expense

55,827

51,800

167,254

157,332

Interest – amortization of deferred financing costs

3,152

2,462

9,125

7,384

Total expenses

194,173

212,166

560,423

542,464

Other income (expense)

Other expense – net

(749

)

(82

)

(666

)

(675

)

Loss on debt extinguishment

(642

)

(896

)

(30,707

)

(896

)

Realized (loss) gain on foreign exchange

(18

)

19

670

(50

)

Gain (loss) on assets sold – net

56,169

(749

)

160,634

13,932

Total other income (expense)

54,760

(1,708

)

129,931

12,311

Income (loss) before income tax expense and income from unconsolidated joint ventures

142,259

(94,697

)

382,368

98,443

Income tax expense

(976

)

(763

)

(2,873

)

(2,626

)

Income from unconsolidated joint ventures

1,552

1,692

14,569

4,654

Net income (loss)

142,835

(93,768

)

394,064

100,471

Net (income) loss attributable to noncontrolling interest

(3,888

)

2,477

(10,616

)

(2,540

)

Net income (loss) available to common stockholders

$

138,947

$

(91,291

)

$

383,448

$

97,931

Earnings per common share available to common stockholders:

Basic:

Net income (loss) available to common stockholders

$

0.58

$

(0.40

)

$

1.62

$

0.43

Diluted:

Net income (loss)

$

0.58

$

(0.40

)

$

1.62

$

0.43

Dividends declared per common share

$

0.67

$

0.67

$

2.01

$

2.01

OMEGA HEALTHCARE INVESTORS, INC.

FUNDS FROM OPERATIONS

Unaudited

(in thousands, except per share amounts)

Three Months Ended

Nine Months Ended

September 30,

September 30,

2021

2020

2021

2020

Net income (loss) (1) (2)

$

142,835

$

(93,768

)

$

394,064

$

100,471

(Deduct gain) add back loss from real estate dispositions

(56,169

)

749

(160,634

)

(13,932

)

Add back loss (deduct gain) from real estate dispositions of unconsolidated joint ventures

2

(4,483

)

(14,745

)

(6,438

)

Sub-total

86,668

(97,502

)

218,685

80,101

Elimination of non-cash items included in net income:

Depreciation and amortization

86,097

81,072

256,745

247,301

Depreciation - unconsolidated joint ventures

2,951

3,379

9,379

10,561

Add back provision for impairments on real estate properties

4,942

28,105

42,453

43,732

Add back provision for impairments on real estate properties of unconsolidated joint ventures

4,430

Add back unrealized loss on warrants

87

43

927

Nareit funds from operations ("Nareit FFO")

$

180,658

$

15,141

$

531,735

$

382,622

Weighted-average common shares outstanding, basic

239,282

227,507

236,027

227,393

Restricted stock and PRSUs

634

904

903

1,065

Omega OP Units

6,701

6,168

...

6,547

6,078

Weighted-average common shares outstanding, diluted

246,617

234,579

243,477

234,536