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Health lease investor presentation july 2012
1.
2. Forward-Looking Statements
This presentation contains forward-looking statements which reflect management’s expectations regarding objectives, plans, goals,
strategies, future growth, results of operations, performance and business prospects and opportunities of the REIT. The words “plans”,
“expects”, “does not expect”, “scheduled”, “estimates”, “intends”, “anticipates”, “does not anticipate”, “projects”, “believes” or variations
of such words and phrases or statements to the effect that certain actions, events or results “may”, “will”, “could”, “would”, “might”,
“occur”, “be achieved” or “continue” and similar expressions identify forward-looking statements. Some of the specific forward-looking
statements in this presentation include, but are not limited to, statements with respect to the following: the intention of the REIT to pay
stable and growing distributions; the ability of the REIT to execute its growth strategies; the forecasted financial results of the REIT for the
periods set out in the financial forecast section of this presentation and the REIT’s prospectus; the expected tax treatment of the REIT and
of the REIT’s distributions to Unitholders; and the expected seniors housing and care industry and demographic trends. Forward-looking
statements are necessarily based on a number of estimates and assumptions that, while considered reasonable by management of the
REIT as of the date of this presentation, are inherently subject to significant business, economic and competitive uncertainties and
contingencies. The REIT’s estimates, beliefs and assumptions, which may prove to be incorrect, include the various assumptions set forth
herein, including, but not limited to, the REIT’s future growth potential, results of operations, future prospects and opportunities, the
demographic and industry trends remaining unchanged, no change in legislative or regulatory matters, future levels of indebtedness, the
tax laws as currently in effect remaining unchanged, the continual availability of capital and the current economic conditions remaining
unchanged. When relying on forward-looking statements to make decisions, the REIT cautions readers not to place undue reliance on
these statements, as forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future
performance or results, and will not necessarily be accurate indications of whether or not the times at or by which such performance or
results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the
forward-looking statements, including, but not limited to, the factors discussed under the “Risk Factors” section of the REIT’s prospectus.
These forward-looking statements are made as of the date of this presentation and, except as expressly required by applicable law, the
REIT assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future
events or otherwise.
HealthLease Properties REIT 2
3. HealthLease Properties REIT
High-quality seniors housing 15 U.S. and Canadian properties
and care facilities 1,931 beds/suites
UNDER FOCUSED ON
triple-net leases need-driven care
TO skilled nursing, long-term care and assisted living
experienced tenant operators
Beverly Centre ‐ Lake Midnapore
Calgary, Alberta
Unique, cross-border, seniors housing and care investment opportunity
HealthLease Properties REIT 3
4. Investment Highlights
Portfolio of high-quality facilities
Favourable demographics
in the U.S. and Canada
and industry dynamics
focused on need-driven care
Proven and de-risked
Triple-net lease structure pre-leased development model
providing stable cash flows
offering measured growth
Leading regional tenant operators
Attractive investment
with high-quality payor sources and
and leverage metrics
robust occupancies
Experienced and aligned management team and board
HealthLease Properties REIT 4
5. Growing Healthcare Industry
National Healthcare Spending
U.S. Canada
$2.8 Trillion $193 Billion
17.4% 4.2% 11.7% 6.5%
of GDP Growth in 2011 of GDP CAGR
(2005 - 2010)
HIGHEST HEALTHCARE SPEND 3RD HIGHEST HEALTHCARE SPEND
PER-CAPITA GLOBALLY PER-CAPITA GLOBALLY
Growth in healthcare spending expected
to outpace broader economy
HealthLease Properties REIT 5
6. Seniors Housing and Care - Spectrum of Care
REAL ESTATE COMPONENT SERVICES COMPONENT
Shelter Activities, Transport, Meals Care Services Short-Term Long-Term
Recreation Laundry Post Acute Chronic Care
LOW ACUITY Care
Independent
Living Facilities
(ILFs)
Assisted Living
Facilities (ALFs)
Skilled Nursing
Facilities (SNFs) /
Long-Term Care
Facilities (LTCs)
HIGH ACUITY
Continuing Care
Retirement
Communities
(CCRCs)
PRIVATE PAY GOVERNMENT PAY
>90% of the REIT’s portfolio is focused on need-driven care
HealthLease Properties REIT 6
7. Seniors Housing and Care
Favourable Industry Dynamics
By 2031, seniors population expected to reach Revenue Stability
• Need-driven services
U.S. Canada • Stable occupancy
73.3M 9.6M (historical occupancy ~90%)
• Favourable funding sources
70% of U.S. seniors Barriers to Entry
will require some type
of long-term care Cost-Effective Care
Alternative
>40% of U.S. seniors Ownership Fragmentation
will need care in a
nursing home
Supply/Demand Imbalance
HealthLease Properties REIT 7
8. Demographics Driving Demand
Seniors population growing 3X FASTER than overall population
TOTAL U.S. POPULATION >65(M) TOTAL CANADIAN POPULATION >65(M)
% OF TOTAL POPULATION % OF TOTAL POPULATION
23%
20% 21%
18%
16% 18%
14% 16% 9.6
13% 73.3 14%
65.7 8.4
56.6 7.1
46.8 5.8
40.2 4.8
Aging population and Changing family Changes in consumer
increasing life expectancy dynamics preference
HealthLease Properties REIT 8
9. Significant Supply/Demand Imbalance
Number of facilities not keeping pace with seniors population growth
U.S. Canada
Current supply: 15,622 SNFs Current supply: 7,951 facilities
totaling 1.7 million beds totaling 390,600 suites
Number of facilities declined by 5% Current LTC waiting list:
(2001 to 2011)
• Ontario: >20,000 beds, representing
Annual new construction starts ~26% of current bed stock
represent 0.3% of existing supply • Alberta: 1,700 beds, representing
(since 2008) ~11% of current bed stock
>US$400B >315,000
new construction needed new LTC & ALF beds/suites needed
(next 35 years) (next 20 years)
HealthLease Properties REIT 9
10. HealthLease Properties REIT
Well-positioned to capitalize
on expected growth in
seniors housing and care
Miller’s Merry Manor of Marion
Marion, Indiana
HealthLease Properties REIT 10
11. Business Model
Valleyview Care Centre Harmony Court Care Centre Avalon Springs Health Campus
Medicine Hat, Alberta Burnaby, British Columbia Valparaiso, Indiana
High-Quality Long-Term Leading Regional
Facilities LEASED Triple-Net Leases TO
Tenant Operators
Focused on Need-Driven Care UNDER with High-Quality Pay Sources
and Robust Occupancies
HealthLease Properties REIT 11
12. High-Quality Portfolio
15 properties 1,931 beds/suites
Hotel-Like Design and Average Age: Private Rooms:
Hospitality-Inspired Amenities 8 years ~70%
(including major renovations)
Current and
Next Generation™ Facilities
2.0x 88.4% 72%
High-Quality Construction Portfolio EBITDAR Portfolio High-Quality
to Rent Coverage Occupancy Occupancy
(weighted average) (weighted average) Payor Mix
(non-Medicaid)
Quality assets drive strong margins for tenant operators
HealthLease Properties REIT 12
13. Initial Portfolio
~$265M appraised value
(inclusive of U.S. portfolio premium of 5.3%)
9 properties in the U.S.
totaling 929 beds/suites
acquired from Mainstreet
• 6 properties (654 beds/suites)
• 3 pre-leased Next Generation™
development properties (275 beds/suites)
6 properties in Canada
totaling 1,002 beds/suites
acquired from Northern Properties REIT
BEDS/SUITES SNF/LTC ALF/ILF Total
• Owned by NPR since 2006
U.S. 754 175 929
• Stable NOI: CAGR of 1.8% (since 2007)
Canada 572 430 1,002
HealthLease Properties REIT 13
14. Key Portfolio Statistics
BEDS/SUITES BY TYPE OF SERVICE PROVIDED RENTS BY GEOGRAPHY1
7%
ILF 9%
134 British Columbia
24%
ALF
471
51% 34%
69% Alberta Indiana
SNF/LTC
1,326
6%
Illinois
1. Based on contractual rent for 2013.
Quality assets drive strong margins for tenant operators
Need-driven care in diverse geographies
HealthLease Properties REIT 14
15. Hotel-Like Design,
Hospitality-Inspired Amenities
Superior Finishes
Avalon Springs Health Campus
Valparaiso, Indiana
Harmony Court Care Centre Beverly Centre ‐ Glenmore
Burnaby, British Columbia Calgary, Alberta
HealthLease Properties REIT 15
16. Hotel-Like Design,
Hospitality-Inspired Amenities
Spacious Private Rooms and Baths
Marion Rehabilitation and Assisted Living
Marion, Indiana
Harmony Court Care Centre Columbia Assisted Living
Burnaby, British Columbia Lethbridge, Alberta
HealthLease Properties REIT 16
17. Hotel-Like Design,
Hospitality-Inspired Amenities
Large Common Areas and Social Destinations
Marion Rehabilitation and Assisted Living
Marion, Indiana
Harmony Court Care Centre Beverly Centre ‐ Glenmore
Burnaby, British Columbia Calgary, Alberta
HealthLease Properties REIT 17
18. Long-Term Triple-Net Leases
Operators pay all operating expenses and most capital expenditures
Tenant operators •
• Fixed rent escalators1
assume • Corporate or personal guarantees (with respect to most leases)
operational risk • Significant landlord rights and remedies
• Regular tenant reporting requirements
1. Other than the lease in respect of Highland Manor Health and Living.
PERCENTAGE OF PORTFOLIO RENTAL REVENUE 81.1%
MATURING IN A PARTICULAR YEAR
17.4%
0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 1.5%
+
Weighted average lease maturity of 13.5 years
HealthLease Properties REIT 18
19. Leading Regional Tenant Operators
Financially strong
$285M
Operate in multiple states Consolidated annual EBITDAR
and provinces
Local market knowledge
2.0x
Portfolio EBITDAR to rent
coverage (weighted average)
Proven track records
Emphasis on high-quality 88.4%
Portfolio occupancy
patient care (weighted average)
EBITDAR coverage compares favourably to industry average
HealthLease Properties REIT 19
20. Leading Regional Tenant Operators
OPERATOR NUMBER OF NUMBER OF BEDS/ GEOGRAPHIC FOOTPRINT % OF 2013
FACILITIES MANAGED SUITES MANAGED CONTRACTUAL RENT
AgeCare 13 >1,000 Western Canada 60.0%
Life Care Services LLC1 >100 >29,000 Continental U.S. 6.6%
Sprenger Health Systems 11 >1,600 Midwest U.S. 6.3%
Platinum Health Care 29 3,335 Midwest U.S. 6.0%
Covenant Care >50 5,787 Midwest & Western U.S. 5.5%
Miller’s Health Systems 32 3,369 Indiana 5.3%
Trilogy Health Services 67 >7,200 Midwest U.S. 4.9%
Magnolia Health Systems 31 >2,800 Indiana 4.2%
MS Senior I LLC2 1 52 Indiana 1.2%
Total >334 >54,143 100.0%
1. An entity that is owned, 50% by an affiliate of Life Care Services, LLC, which is the managing member, and 50% by an affiliate of Mainstreet.
2. An affiliate of Mainstreet. The Partnership is in negotiations to lease Highland Manor Health and Living, which is currently operated by Mainstreet Senior I, LLC, to an unrelated third-party operator.
>200 years combined operating history
HealthLease Properties REIT 20
21. Funding Environment
U.S.
Medicaid Private Insurance
State funding assistance for basic care services
Reimbursement rates are negotiated with insurers
Long-term stay
based on patient level of care and local market rates
Indiana rates average $145 per day
Medicare Private Funds
Federal health insurance program
Residents privately pay full rate as determined
Estimated average 2013 Medicare Rates:
by level of care and market need
approximately $455 per day
Canada
Alberta and British Columbia
Governed by regional health authorities
Cost shared between province and resident
Triple-net lease structure and experienced operators mitigates funding variability
Initially, 60% of 2013 contractual rent generated in Canada
HealthLease Properties REIT 21
22. Growth Strategy
Avalon Springs Health Campus Beverly Centre ‐ Lake Midnapore
Valparaiso, Indiana Mainstreet Next GenerationTM Campus Calgary, Alberta
Organic Growth Construction of Strategic and
• Rent step-ups
• Financing opportunities
• Tenant retention and growth
+ Pre-Leased
Development Facilities
+ Accretive Acquisitions
• Focus on high-quality
facilities and operators
HealthLease Properties REIT 22
23. De-Risked, Pre-Leased Development Model
Next Generation™ properties
Mitigates normal risks • Pre-leased prior to construction
(limited lease-up risk)
associated with development
• Bonded contractors
• Guaranteed maximum price
construction contracts
• Binding timelines for project
completion (~9 to 12 months)
• Rent commences upon certificate
of occupancy
• Internal development activity limited
Marion Rehabilitation and Assisted Living to 20% of GBV
Marion, Indiana
Pipeline of external properties with a value of >US$150M
10 properties, representing 1,000 bed/suites over the next 24 months
HealthLease Properties REIT 23
24. Track Record of Pre-Leased Development
Successfully financed, developed and leased
9 facilities
(including 5 of the initial properties)
representing a total value of
Marion Rehabilitation and Assisted Living
Marion, Indiana ~US$130M
(since 2008)
Development / Construction
On-time: Average construction time of 10 months
The Legacy at Creasy Springs On-budget: Within 1% of total cost
Lafayette, Indiana
Property Performance1
80% Occupancy
2.0x EBITDAR to rent coverage
Avalon Springs Health Campus 1. Represents results of Lafeyette and Noblesville, two stabilized properties developed by Mainstreet. These properties do not form part of
Valparaiso, Indiana the Initial Properties as they are expected to be purchased by the tenant operator.
HealthLease Properties REIT 24
25. Asset Manager and Developer
Principals with over 35 years experience
focused on seniors housing and care properties
Asset Management Agreement Development Agreement
• 3% of REIT gross revenue • REIT has preferential right to develop internally
• 5-year term (with renewal, subject to on all Mainstreet development activity
no material default) • REIT reserves right to purchase non-internally
• Internalize at no cost to REIT at $500 million developed projects
market cap • Mainstreet to take back equity
Non-Competition Agreement (pro rata to a max of 40%)
• Restricted from, developing, acquiring or • REIT may undertake third-party development
investing in senior housing properties, except as opportunities
per Development Agreement, or create another • 5-year term (with renewals, subject to no
REIT/seniors housing pubco in U.S./Canada material default)
HealthLease Properties REIT 25
26. Senior Management
Paul Ezekiel “Zeke” Turner
Chairman and
Chief Executive Officer
Retaining ~18% ownership
position in REIT
Adlai Chester, CPA Increased ownership
Chief Financial Officer
through equity
consideration from
external development
V. Edward Grogg
President, Mainstreet
HealthLease Properties REIT 26
27. Board of Trustees
David Beirnes Aida Tammer
Principal, CBG Seniors Realty Advisors Director, Tricon Capital Group
Former CFO, Retirement Residences REIT
James Bremner Richard Turner
President, Healthcare of Duke Realty Corporation President & CEO, TitanStar Investment Group
Trustee, Pure Industrial Real Estate Trust
Former Trustee, Sunrise Senior Living REIT
Neil Labatte Michael Salter
President, Global Dimension Capital CFO, Medical Facilities Corporation
Former CEO, Legacy Hotels REIT
Paul Ezekiel “Zeke” Turner
Chairman and CEO, HealthLease Properties REIT
Founder and CEO, Mainstreet
Majority Experience in
Real estate capital markets
Healthcare & seniors housing and care
Independent U.S. & Canada
HealthLease Properties REIT 27
28. Mainstreet Development Lease
FACILITY LEASE WITH OPERATOR EXPECTED COMPLETION OF CONSTRUCTION DURATION OF MAINSTREET
CONSTRUCTION AND CONTRACT DEVELOPMENT/ DEVELOPMENT
MAINSTREET LEASE PAYMENTS1 LEASE
DEVELOPMENT LEASE (months)
MATURITY
The Bridge
Platinum Health
Care Suites, February 2013 Fixed price 8 $572,193
Care, LLC
Illinois
Mishawaka, Sprenger Health
December 2012 Fixed price 6 $341,768
Indiana Systems
Wabash, Life Care Services
December 2012 Fixed price 6 $333,039
Indiana LLC2
Total $1,247,000
Mainstreet has pledged certain class B units
and their related distributions until tenant occupancy
1. Assumes Mainstreet Development Lease payments commence in June 2012 and end the month leading up to the issuance of a Certificate of Occupancy.
2. An entity that is owned, 50% by an affiliate of Life Care Services, LLC, which is the managing member, and 50% by an affiliate of Mainstreet.
HealthLease Properties REIT 28
29. Debt Strategy
SUMMARY DEBT MATURITY
Debt/GBV
at Closing of IPO 52% 0.0%
(MILLIONS)
0.0% 0.0% 0.0% 34.0% 66.0%
% OF TOTAL
MATURITIES
Debt/GBV
(upon completion of
pre-leased properties)
55%
Allowed Amount
per Indenture
Up to 65%
(incl. converts)
HIGHLIGHTS
Weighted Average Rate 5.04%
Average Maturity
(no maturities until 2016) 8.6 years
Chart represents maturities on debt outstanding as at December 31, 2011 pro forma the IPO. Additional
principal payments (not included in above chart) on maturity for anticipated debt incurred in connection
US$25M
with the three preleased development properties is $18.8 million for 2016.
Term Loan Facility
NO DEBT MATURITIES UNTIL 2016
HealthLease Properties REIT 29
30. Investment Highlights
High-Quality Long-Term Leading Regional
Facilities LEASED
Triple-Net Leases TO
Tenant Operators
Focused on Need-Driven Care UNDER with High-Quality Pay Sources
and Robust Occupancies
Proven and de-risked pre-leased development model
offering measured growth
Favourable demographics
and industry dynamics
Experienced and aligned Attractive investment
management team and board and leverage metrics
HealthLease Properties REIT 30