Invesque Sold $224
Million of Non-Strategic Assets in 2022 Continuing to
Execute on its Strategy to Simplify the Portfolio and Focus on
Private Pay Seniors Housing
TORONTO, March 15,
2023 /CNW/ - Invesque Inc. (TSX: IVQ.U) (TSX: IVQ)
(the "Company") today announced its results for the three and
twelve months ended December 31,
2022.
Fourth Quarter and Subsequent
Highlights
- During the fourth quarter and subsequent to year-end, the
Company made continued progress on its strategy to exit the medical
office portfolio.
-
- On November 28, 2022, the Company
sold the Brantford Medical Center in Brantford, ON, for approximately CAN$7.8
million. Having completed the sale, the Company no longer owns any
medical office properties in Canada.
- On January 20, 2023, the Company
entered into a purchase and sale agreement to sell MetroWest
Medical Center in Orlando, FL, for
US$6.4 million. The transaction
remains subject to the purchaser's right to terminate the purchase
agreement as a result of (i) due diligence findings, (ii) title and
survey objections, and (iii) other closing conditions. The Company
expects to consummate the transaction before the end of the second
quarter.
- The Company has two remaining medical office buildings in
the United States. Sales of both
are expected to occur over the next few months.
- On February 27, 2023, the Company
entered into a purchase and sale agreement to sell eight skilled
nursing facilities the Company currently leases to SymCare for
US$125 million. The transaction
remains subject to the purchaser's right to terminate the purchase
agreement as a result of (i) due diligence findings, (ii) title and
survey objections, and (iii) other closing conditions. The Company
expects to consummate the transaction before the end of the second
quarter.
- Named one of the Best Places to Work in Indiana by the Indiana Chamber of Commerce and Best Company
Group for the fourth consecutive year.
- Reported funds from operations ("FFO")(1) of
US$0.12 and US$0.42 per common share for the three and twelve
months ending December 31, 2022. The
Company reported adjusted funds from operations
("AFFO")(1) of US$0.10 and
US$0.39 per common share for the
three and twelve months ending December 31,
2022.
"Over the last two years we have exited approximately
$450 million in non-strategic assets
as we streamline and simplify our portfolio, our balance sheet, and
our story. I am very pleased with the pace of executing this
transformation of our company," commented Scott White, Chairman & Chief Executive
Officer. "I am also delighted to announce that we have reached an
agreement to sell the remaining SymCare leased properties. This is
a key element of the strategy we announced last year to become a
predominantly private pay seniors housing company. At closing, we
estimate that 80% of our portfolio's NOI will be related to seniors
housing investments, a substantial increase from the beginning of
2021."
Financial Highlights
|
Three months ended
December 31,
|
|
Year ended
December 31,
|
(in thousands of U.S
dollars, except per
share values)
|
2022
|
2021
|
|
2022
|
2021
|
|
|
|
|
|
|
Revenue
|
$
|
50,044
|
$
|
47,851
|
|
$
|
198,035
|
$
|
196,147
|
Net income
(loss)
|
$
|
(30,965)
|
$
|
(5,453)
|
|
$
|
(48,810)
|
$
|
(12,235)
|
FFO
(1)
|
$
|
6,852
|
$
|
5,996
|
|
$
|
23,940
|
$
|
26,748
|
FFO per
share
|
$
|
0.12
|
$
|
0.11
|
|
$
|
0.42
|
$
|
0.47
|
AFFO
(1)
|
$
|
5,611
|
$
|
5,317
|
|
$
|
22,071
|
$
|
25,046
|
AFFO per
share
|
$
|
0.10
|
$
|
0.09
|
|
$
|
0.39
|
$
|
0.44
|
|
|
|
|
|
|
(1) FFO and AFFO
are measures used by management to evaluate operating performance.
Please refer to the section "Non-IFRS Measures" in this press
release for more information.
|
|
|
|
|
Balance Sheet and Portfolio Highlights
(in thousands of U.S.
dollars, except number of properties)
|
December 31,
2022
|
|
December 31,
2021
|
|
|
|
|
Total assets
|
1,097,340
|
|
1,301,011
|
Number of
properties
|
77
(2)
|
|
102
(3)
|
Debt
|
765,457
|
|
893,746
|
|
|
|
|
(2) Excludes three
medical office buildings held for sale as of December 31,
2022.
|
(3) Excludes one
asset held for sale as of December 31, 2021.
|
Investor Conference Call
A conference call hosted by the Company's senior management team
will be held on March 16, 2023, at
10:00 AM EST. The telephone numbers
for the conference call are Local Toronto: (647) 794-4605, or North
American Toll-Free: (888) 204-4368. The passcode for the conference
call is 8323836. The conference will also be available via webcast
at https://www.invesque.com/company-presentations/. Please log on
at least 15 minutes before the call commences. The telephone
numbers to listen to the call after it is completed (taped replay)
are Local: (647) 436-0148, or North American Toll Free: (888)
203-1112. The Passcode for the taped replay is 8323836.
About Invesque
The Company is a North American health care real estate company
with an investment thesis focused on the premise that an aging
demographic in North America will
continue to utilize health care services in growing proportion to
the overall economy. The Company currently capitalizes on this
opportunity by investing in a portfolio of income-generating
predominantly private pay seniors housing communities. The
Company's portfolio includes investments primarily in independent
living, assisted living, and memory care, which are operated under
long-term leases and joint venture arrangements with
industry-leading operating partners. The Company's portfolio also
includes investments in owner-occupied seniors housing properties
in which the Company owns the real estate, the licensed operations,
and provides management services through Commonwealth Senior
Living, LLC, a Delaware limited
liability company ("Commonwealth").
Forward-Looking
Information
This press release (this "Press Release") contains certain
forward-looking information and/or statements ("forward-looking
statements"), that reflect and are provided for the purpose of
presenting information about management's current expectations and
plans relating to the future, including, without limitation,
statements regarding the Company's utilization of proceeds of
dispositions and statements regarding the closing of the sale of
certain of the Company's medical office buildings. Forward-looking
information is typically identified by terms such as "anticipate,"
"believe," "continue," "expect," "expectations," "look," "may,"
"plan," "project," "should," "will," and other similar expressions
that do not relate solely to historical matters and suggest future
outcomes or events. Readers should not place undue reliance
on forward-looking statements and are cautioned that
forward-looking statements may not be appropriate for other
purposes. Forward-looking statements in this Press Release are
based on current beliefs, expectations, and certain assumptions of
the Company's management, including that any conditions relating to
the sale of the Company's medical office buildings or the sale of
the Company's Symcare leased facilities will be satisfied or waived
and such transactions will be completed when currently
expected. Forward-looking statements in this Press Release are
subject to significant known and unknown risks, uncertainties, and
other factors that are beyond the Company's ability to predict or
control, including the risk that the sale of one or more of the
Company's medical office buildings will not close due to the
inability to satisfy closing conditions, and may cause actual
results or events to differ materially from those expressed or
implied by such statements and, accordingly, should not be read as
guarantees of future performance or results and will not
necessarily be accurate indications of whether or not such results
will be achieved. The Company's actual results may differ as a
result of various factors, including without limitation, the
negative impact of COVID-19 pandemic on the Company's business and
the business of operators/tenants, including without limitation,
uncertainty regarding the duration and severity thereof and
negative economic conditions arising therefrom, uncertainty
regarding implementation and impact of existing and future stimulus
and other Covid-19 relief legislation, laws, orders, and guidance
throughout the United States and
Canada may be available to
operators/tenants to offset the costs and conditions related
thereto, and the extent to which support may terminate upon
termination of any federally declared public health emergency, the
negative effect of travel bans and restrictions, stay-at-home
orders, social distancing guidelines, limitations on other business
activities, staffing shortages, increased costs, and the impact on
occupancy rates in our communities in connection therewith, rent
deferral rates, the ability of operators/tenants to comply with
infection control and vaccine protocols, and the long-term impact
of vaccines on facility infection rates; the status of the economy;
the status of capital markets, including, without limitation,
availability and cost of capital; issues facing the health care
industry, including, without limitation, compliance with, and
changes to, regulations and payment policies, responding to
government investigations and settlements and operators'/tenants'
ability to cost effectively obtaining and maintaining adequate
liability and other insurance; the risk that the Company's
operators/tenants and borrowers may become subject to bankruptcy or
insolvency proceedings; changes in financing terms; competition
throughout the health care and senior housing industries; the
operating results or financial condition of operators/tenants,
including, without limitation, their ability to pay rent and repay
loans, the Company's ability to transition, buy, or sell properties
with profitable results as and when anticipated, and occupancy
levels; the effect of other factors affecting the Company's
business and facilities outside of the Company's or
operators'/tenants control, including without limitation, natural
disasters, other health crises or pandemics, governmental action,
particularly in the healthcare industry, protests, strikes, and
shortages in supply chains, as well as the risks described in the
Company's current annual information form and management's
discussion and analysis, available on SEDAR at www.sedar.com, which
risks may be dependent on market factors and not entirely within
the Company's control. Although management believes that it has a
reasonable basis for the expectations reflected in these
forward-looking statements, actual results may differ from those
suggested by the forward-looking statements for various reasons.
These forward-looking statements reflect current expectations of
the Company as of the date of this Press Release and speak only as
of the date of this Press Release. The Company does not undertake
any obligation to publicly update or revise any forward-looking
statements except as may be required by applicable law.
There can be no assurance that forward-looking statements will
prove to be accurate as actual outcomes and results may differ
materially from those expressed in these forward-looking
statements. Readers are cautioned not to place undue reliance on
any such forward-looking statements, which are given as of the date
hereof, and not to use such forward-looking statements for anything
other than the intended purpose. Further, except as expressly
required by applicable law, the Company assumes no obligation to
publicly update or revise any forward-looking statement, whether as
a result of new information, future events, or otherwise.
Forward-looking statements contained in this Press Release are
expressly qualified by this cautionary statement.
Non-IFRS Measures
The Company reports its financial results in accordance with
International Financial Reporting Standard ("IFRS"). Included in
this Press Release are certain non-IFRS financial measures as
supplemental indicators used by the Company's management to track
the Company's performance. These non-IFRS measures are NOI, FFO,
and AFFO. The Company believes that these non-IFRS financial
measures provide useful information to both the Company's
management and investors in measuring the financial performance and
financial condition of the Company. These measures do not have a
standardized meaning prescribed by IFRS and, therefore, may not be
comparable to similar measures presented by other companies, nor
should they be construed as an alternative to other financial
measures determined in accordance with IFRS. For a full
definition of these measures, please refer to the Financial
Measures section of the September 30, 2022, MD&A available
on the Company's website and on SEDAR at www.sedar.com, which
information is incorporated herein by reference, and the full
reconciliation to which are included below.
FFO Tables
|
Three months ended
December 31,
|
Year ended December
31,
|
|
2022
|
2021
|
2022
|
2021
|
Net loss from
continuing operations for
the period
|
$
(25,993)
|
$
111
|
$
(42,010)
|
$
(6,523)
|
Add/(deduct):
|
|
|
|
|
Change in fair value of
investment
properties
|
17,545
|
1,891
|
52,978
|
11,441
|
Property taxes
accounted for under
IFRIC 21
|
(2,798)
|
(2,725)
|
26
|
1,226
|
Depreciation and
amortization
expense
|
5,744
|
3,995
|
17,059
|
22,063
|
Amortization of tenant
inducements
|
60
|
65
|
242
|
292
|
Accretion expense and
amortization of
non-cash adjustments to the 2016
Convertible Debentures
|
679
|
|
2,883
|
—
|
Change in fair value of
financial
instruments
|
21
|
(12,556)
|
(23,129)
|
(20,137)
|
Change in fair value of
contingent
consideration
|
—
|
(1,263)
|
—
|
(258)
|
Loss on sale of
property, plant and
equipment
|
—
|
(1,160)
|
3,009
|
(1,214)
|
Impairment of property,
plant and
equipment
|
4,513
|
1,100
|
4,513
|
1,100
|
Deferred income tax
recovery
|
—
|
|
(1,127)
|
—
|
Allowance for credit
losses on loans
and interest receivable
|
9,239
|
530
|
16,461
|
1,196
|
Change in
non-controlling interest
liability in respect of the above
|
(50)
|
(152)
|
10
|
(497)
|
Adjustments for equity
accounted
entities
|
(1,995)
|
15,438
|
(7,422)
|
15,852
|
|
|
|
|
|
FFO from continuing
operations
|
$
6,965
|
$
5,274
|
$
23,493
|
$
24,541
|
FFO from discontinued
operations
|
(113)
|
722
|
447
|
2,207
|
|
|
|
|
|
Total FFO
|
$
6,852
|
$
5,996
|
$
23,940
|
$
26,748
|
Weighted average number
of shares,
including fully vested deferred shares:
Basic
|
56,488,064
|
56,412,206
|
56,634,772
|
56,312,407
|
|
|
|
|
|
Funds from operations
per share
|
$
0.12
|
$
0.11
|
$
0.42
|
$
0.47
|
AFFO Tables
|
Three months ended
December 31,
|
Year ended December
31,
|
|
2022
|
2021
|
2022
|
2021
|
Cash flows provided by
(used in)
operating activities
|
$
(2,375)
|
$
7,362
|
$
11,912
|
$
18,680
|
Change in non-cash
working capital
|
8,817
|
(1,840)
|
10,891
|
5,104
|
Less: interest
expense
|
(9,644)
|
(10,171)
|
(38,760)
|
(44,221)
|
Less: change in
non-controlling
interest liability
|
2
|
108
|
(446)
|
379
|
Plus: loss from joint
ventures
|
2,249
|
(14,806)
|
6,395
|
(14,906)
|
Plus: interest
paid
|
8,810
|
9,875
|
40,293
|
45,882
|
Less: interest
received
|
(135)
|
(120)
|
(549)
|
(643)
|
Plus: debt
extinguishment costs
|
(247)
|
71
|
337
|
1,016
|
Plus: realized loss on
currency
exchange
|
409
|
—
|
409
|
—
|
Plus: amortization of
lease asset
|
671
|
—
|
671
|
—
|
Plus: transaction costs
for business
combination
|
—
|
—
|
—
|
—
|
Plus: non-cash portion
of non-
controlling interest expense
|
(54)
|
(156)
|
(5)
|
(646)
|
Plus: adjustments for
equity
accounted entities
|
(1,979)
|
15,652
|
(6,352)
|
16,932
|
Plus: deferred share
incentive plan
compensation
|
(184)
|
173
|
192
|
793
|
Plus: write-off of
deferred financing
costs from refinancing
|
—
|
—
|
—
|
—
|
Less: capital
maintenance reserve
|
(729)
|
(831)
|
(2,917)
|
(3,324)
|
|
|
|
|
|
AFFO
|
$
5,611
|
$
5,317
|
$
22,071
|
$
25,046
|
Weighted average number
of shares,
including fully vested deferred shares:
Basic
|
56,488,064
|
56,412,206
|
56,634,772
|
56,312,407
|
|
|
|
|
|
Funds from operations
per share
|
$
0.10
|
$
0.09
|
$
0.39
|
$
0.44
|
SOURCE Invesque Inc.