Workflow
Healthcare Realty Trust rporated(HR)
icon
Search documents
Healthcare Realty: Not A Dividend Pick But Close To A Value One
Seeking Alpha· 2024-01-22 15:07
contrastaddict Healthcare Realty Trust Incorporated (NYSE:HR), founded in 1993 and headquartered in Nashville, TN, is a REIT that owns, develops, and leases healthcare facilities like Medical offices and outpatient/inpatient buildings all over the country. Its portfolio is well-diversified, and its operating performance has been decent; along with a conservative use of leverage and strong liquidity, this REIT would be a great pick if only its dividend was safer and its stock price lower. Since valuation is ...
Healthcare Realty Trust Announces $338 Million of Fourth Quarter 2023 Asset Sales
Newsfilter· 2024-01-08 22:00
NASHVILLE, Tenn., Jan. 08, 2024 (GLOBE NEWSWIRE) -- Healthcare Realty Trust Incorporated (NYSE:HR) today announced the completion of $338 million of asset sales during the fourth quarter of 2023 bringing full year additional dispositions to $656 million at an average cap rate of 6.6%. The full year additional dispositions resulted in proceeds of $597 million as well as $59 million of seller financing across three transactions, including $14 million of seller financing in the fourth quarter. Proceeds were us ...
Healthcare Realty Trust rporated(HR) - 2023 Q3 - Earnings Call Presentation
2023-11-03 15:51
PROPERTIES IN 35 STATES Additional information regarding the Company, including this quarter's operations, can be found at www.healthcarerealty.com. In addition to the historical information contained within, this press release contains certain forward-looking statements with respect to the Company. Forward-looking statements are statements that are not descriptions of historical facts and include statements regarding management's intentions, beliefs, expectations, plans or predictions of the future, within ...
Healthcare Realty Trust rporated(HR) - 2023 Q3 - Quarterly Report
2023-11-02 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _______________ FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35568 (Healthcare Realty Trust Incorporated) HEALTHCARE REALTY TRUST INCORPORATED (Exact name of Registran ...
Healthcare Realty Trust rporated(HR) - 2023 Q2 - Earnings Call Transcript
2023-08-08 19:31
Healthcare Realty Trust Incorporated (NYSE:HR) Q2 2023 Results Conference Call August 8, 2023 12:00 PM ET Company Participants Ron Hubbard - VP, IR Todd Meredith - President and CEO Kris Douglas - EVP and CFO Rob Hull - EVP, Investments Conference Call Participants Austin Wurschmidt - KeyBanc Capital Markets Michael Griffin - Citi Juan Sanabria - BMO Capital Markets Steven Valiquette - Barclays Mike Mueller - JP Morgan John Pawlowski - Green Street Operator Good morning or good afternoon, and welcome to the ...
Healthcare Realty Trust rporated(HR) - 2023 Q2 - Quarterly Report
2023-08-07 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _______________ FORM 10-Q 3310 West End Avenue, Suite 700 Nashville, Tennessee 37203 (Address of principal executive offices) (615) 269-8175 (Registrant's telephone number, including area code) www.healthcarerealty.com (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES E ...
Healthcare Realty Trust rporated(HR) - 2023 Q1 - Earnings Call Transcript
2023-05-09 19:38
Healthcare Realty Trust Incorporated (NYSE:HR) Q1 2023 Results Conference Call May 9, 2023 11:00 AM ET Company Participants Ron Hubbard - VP of IR Todd Meredith - President, CEO and Director Kris Douglas - Executive VP and CFO Rob Hull - EVP of Investments Conference Call Participants Nick Joseph - Citigroup Juan Sanabria - BMO Capital Markets Nick Yulico - Scotiabank Tayo Okusanya - Credit Suisse Connor Siversky - Wells Fargo Mike Mueller - JPMorgan John Pawlowski - Green Street Austin Wurschmidt - KeyBanc ...
Healthcare Realty Trust rporated(HR) - 2023 Q1 - Quarterly Report
2023-05-08 16:00
PART I - FINANCIAL INFORMATION [Item 1. Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) Unaudited Q1 2023 financial statements show a **net loss of $88.1 million**, driven by increased expenses post-merger with HTA [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2023, total assets were **$13.57 billion**, liabilities **$6.10 billion**, and equity **$7.46 billion**, with minor decreases from year-end 2022 Condensed Consolidated Balance Sheet Highlights (Unaudited) | (In thousands) | March 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | **Total Assets** | **$13,568,884** | **$13,849,631** | | Total real estate properties, net | $12,056,264 | $12,412,354 | | Cash and cash equivalents | $49,941 | $60,961 | | **Total Liabilities** | **$6,102,045** | **$6,167,799** | | Notes and bonds payable | $5,361,699 | $5,351,827 | | **Total Equity** | **$7,464,839** | **$7,679,818** | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q1 2023 saw a **net loss of $87.1 million** ($0.23/share), a significant shift from Q1 2022 net income, driven by higher post-merger expenses Q1 2023 vs. Q1 2022 Statement of Operations (Unaudited) | (In thousands, except per share data) | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :--- | :--- | :--- | | Total Revenues | $332,925 | $142,894 | | Total Expenses | $326,596 | $129,960 | | Depreciation and amortization | $184,479 | $54,041 | | Interest expense | ($63,759) | ($13,661) | | **Net (Loss) Income Attributable to Common Stockholders** | **($87,125)** | **$42,227** | | **Diluted EPS** | **($0.23)** | **$0.28** | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Q1 2023 operating cash flow increased to **$69.2 million**, investing activities provided **$41.6 million** from property sales, and financing used **$121.8 million** Q1 2023 vs. Q1 2022 Cash Flow Summary (Unaudited) | (In thousands) | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :--- | :--- | :--- | | Net cash provided by operating activities | $69,190 | $43,771 | | Net cash provided by (used in) investing activities | $41,560 | ($113,267) | | Net cash (used in) provided by financing activities | ($121,770) | $79,015 | | **(Decrease) increase in cash and cash equivalents** | **($11,020)** | **$9,519** | [Notes to the Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) Notes detail the HTA **reverse merger accounting**, **purchase price allocation**, and the company's portfolio of **681 properties** totaling **39.9 million square feet** - As of March 31, 2023, the Company's portfolio included **681** real estate properties in 35 states, totaling approximately **39.9 million square feet**, with a gross investment value of about **$13.9 billion**[21](index=21&type=chunk) - The merger with HTA on July 20, 2022, was treated as a "**reverse acquisition**" for accounting purposes, with **Legacy HR** as the accounting acquirer. The historical financial statements of **Legacy HR** became the historical financial statements of the combined company[10](index=10&type=chunk)[50](index=50&type=chunk) - The preliminary **purchase price allocation** for the HTA merger resulted in **$8.73 billion** in real estate investments, **$5.65 billion** in assumed liabilities, and goodwill of **$257.3 million**. This allocation is not yet final[55](index=55&type=chunk)[58](index=58&type=chunk)[59](index=59&type=chunk) - In Q1 2023, the company acquired one property in Tampa, FL for **$31.5 million** and disposed of several properties for total proceeds of **$208.8 million**[61](index=61&type=chunk)[65](index=65&type=chunk) - Total notes and bonds payable as of March 31, 2023, stood at **$5.36 billion**, including a **$1.5 billion** unsecured credit facility with **$385 million** drawn[79](index=79&type=chunk)[80](index=80&type=chunk) - The company declared and paid a common stock dividend of **$0.31** per share during Q1 2023[97](index=97&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=29&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) MD&A discusses merger impact on liquidity and operations; Q1 2023 **Normalized FFO** was **$152.8 million** ($0.40/share), with **Same Store Cash NOI** up **2.8%** [Liquidity and Capital Resources](index=30&type=section&id=Liquidity%20and%20Capital%20Resources) Primary liquidity sources include rent, property sales, and debt/equity offerings, with **$1.1 billion** available on the **Unsecured Credit Facility** as of March 31, 2023 - As of March 31, 2023, the Company had **$1.1 billion** available on its **Unsecured Credit Facility** and **$49.9 million** in cash[122](index=122&type=chunk) - In Q1 2023, the company disposed of **six** properties for a total sales price of **$208.8 million**, generating cash proceeds of **$149.2 million**[127](index=127&type=chunk) - The company has an at-the-market (ATM) equity offering program with **$750.0 million** available for issuance as of March 31, 2023, though no shares were sold under it in Q1 2023[95](index=95&type=chunk)[130](index=130&type=chunk) [Trends and Matters Impacting Operating Results](index=31&type=section&id=Trends%20and%20Matters%20Impacting%20Operating%20Results) Rising interest rates and capital market volatility increase **cost of capital**; **3.3 million square feet** of leases expire in 2023 with **75% to 90%** retention expected - Rising interest rates and capital market volatility have increased the company's **cost of capital** and could adversely impact operations and **tenant financial health**[135](index=135&type=chunk)[136](index=136&type=chunk) - **1,169** leases totaling **3.3 million square feet** are set to expire during the remainder of 2023, with an expected tenant retention rate of **75% to 90%**[137](index=137&type=chunk) - As of March 31, 2023, **47** properties are subject to purchase options, representing a gross real estate investment of **$1.22 billion**[139](index=139&type=chunk) [Non-GAAP Financial Measures and Key Performance Indicators](index=33&type=section&id=Non-GAAP%20Financial%20Measures%20and%20Key%20Performance%20Indicators) This section defines and reconciles non-GAAP metrics; Q1 2023 **Normalized FFO** was **$152.8 million** and **Same Store Cash NOI** increased **2.8%** Q1 2023 vs. Q1 2022 Non-GAAP Performance | (In thousands, except per share data) | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :--- | :--- | :--- | | Net (Loss) Income Attributable to Common Stockholders | ($87,125) | $42,227 | | FFO Attributable to Common Stockholders | $127,978 | $55,445 | | **Normalized FFO Attributable to Common Stockholders** | **$152,846** | **$64,788** | | **Normalized FFO per Share - Diluted** | **$0.40** | **$0.43** | | FAD | $125,934 | $57,035 | - **Same Store Cash NOI** increased **2.8%** year-over-year, from **$173.6 million** in Q1 2022 to **$178.6 million** in Q1 2023. The same-store pool consists of **588** properties[155](index=155&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) Q1 2023 results were heavily influenced by the HTA merger, driving significant increases in rental income, operating expenses, depreciation, and interest expense - The HTA merger was the primary driver of changes in Q1 2023 results, contributing an **$180.2 million** increase in rental income, a **$64.2 million** increase in property operating expenses, and a **$128.0 million** increase in depreciation and amortization[160](index=160&type=chunk)[162](index=162&type=chunk)[163](index=163&type=chunk) - Interest expense increased by **$50.1 million** (**366.7%**) year-over-year, driven by debt assumed in the merger (**$26.0M** increase) and higher rates on variable debt[165](index=165&type=chunk)[168](index=168&type=chunk) - The company recognized impairment charges of **$26.2 million** on properties sold or held for sale and recorded a **$5.2 million** credit loss reserve on notes receivable in Q1 2023[166](index=166&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=38&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company's primary market risk is from changing interest rates on debt, with no material changes from the prior **Annual Report on Form 10-K** - The company's primary market risk is from changing interest rates on its debt. There were no material changes to this risk profile during the quarter[168](index=168&type=chunk) [Item 4. Controls and Procedures](index=39&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded **disclosure controls and procedures** were effective as of March 31, 2023, with no material changes to **internal control over financial reporting** - The CEO and CFO concluded that the company's **disclosure controls and procedures** were effective as of the end of the period[169](index=169&type=chunk) - There were no material changes in the company's **internal control over financial reporting** during the first quarter of 2023[170](index=170&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=39&type=section&id=Item%201.%20Legal%20Proceedings) The company is not aware of any pending or threatened litigation that would materially adversely affect its financial condition or results - The Company is not aware of any pending or threatened litigation that would have a material adverse effect on its financial condition or results of operations[171](index=171&type=chunk) [Item 1A. Risk Factors](index=39&type=section&id=Item%201A.%20Risk%20Factors) This section refers investors to the detailed discussion of risk factors in the company's **Annual Report on Form 10-K** for 2022 - The report directs investors to the Risk Factors section of the **Annual Report on Form 10-K** for the year ended December 31, 2022 for a detailed discussion of potential risks[172](index=172&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=39&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q1 2023, the company withheld **38,632 shares** at **$21.71** per share to satisfy employee tax withholding obligations Share Withholding for Tax Obligations | Period | Total Number of Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | February 1 - February 28, 2023 | 38,632 | $21.71 | [Item 6. Exhibits](index=40&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including **CEO and CFO certifications** and **XBRL data files** - Exhibits filed with the report include **CEO and CFO certifications** (Exhibits 31.1, 31.2, 32) and **XBRL data files**[174](index=174&type=chunk)
Healthcare Realty Trust rporated(HR) - 2022 Q4 - Earnings Call Transcript
2023-03-01 20:04
Healthcare Realty Trust Incorporated (NYSE:HR) Q4 2022 Earnings Conference Call March 1, 2023 12:00 PM ET Company Participants Ron Hubbard - Vice President of Investor Relations Todd Meredith - President, Chief Executive Officer & Director Kris Douglas - Chief Financial Officer Rob Hull - Executive Vice President, Investments Conference Call Participants Austin Wurschmidt - KeyBanc Capital Markets Nick Yulico - Scotiabank Rich Anderson - SMBC Nikko Securities Michael Griffin - Citigroup Steven Valiquett ...
Healthcare Realty Trust rporated(HR) - 2022 Q4 - Annual Report
2023-02-28 16:00
PART I [Business](index=4&type=section&id=Item%201.%20Business) Healthcare Realty Trust, a self-managed REIT, expanded its portfolio to $14.1 billion across 688 properties after its 2022 merger, focusing on outpatient healthcare facilities - The company completed a reverse acquisition merger with Legacy HTA on July 20, 2022, operating as Healthcare Realty Trust Incorporated (HR)[14](index=14&type=chunk) - In 2022, the company acquired **33 medical office buildings for $504.6 million** and disposed of **44 properties for $1.2 billion**[25](index=25&type=chunk)[26](index=26&type=chunk) - As of December 31, 2022, the company employed **583 people** and integrated ESG principles into operations and executive incentive programs[44](index=44&type=chunk)[49](index=49&type=chunk) Owned Properties by Facility Type as of December 31, 2022 | Dollars and square feet in thousands | Gross Investment ($ thousands) | Square Feet (thousands) | Number of Properties | Occupancy (%) | | :--- | :--- | :--- | :--- | :--- | | Medical office/outpatient | $12,570,933 | 36,800 | 656 | 87.2% | | Inpatient | $653,648 | 1,528 | 20 | 91.2% | | Office | $508,741 | 1,789 | 10 | 96.2% | | **Subtotal** | **$13,733,322** | **40,117** | **686** | **87.7%** | | Construction in progress | $35,560 | | | | | Land held for development | $74,265 | | | | | Investments in financing receivables, net | $120,236 | 187 | 1 | 100.0% | | Financing lease right-of-use assets | $83,824 | 45 | 1 | 77.8% | | Corporate property | $10,418 | | | | | **Total real estate investments** | **$14,057,625** | **40,349** | **688** | **87.8%** | | Unconsolidated joint ventures | $350,305 | 1,913 | 33 | 85.4% | | **Total investments** | **$14,407,930** | **42,262** | **721** | **87.7%** | Lease Expirations as of December 31, 2022 | Expiration Year | Number of Leases | Leased Square Feet | Percentage of Leased Square Feet (%) | | :--- | :--- | :--- | :--- | | 2023 | 1,459 | 5,004,436 | 14.2% | | 2024 | 1,171 | 5,150,146 | 14.6% | | 2025 | 1,020 | 4,442,560 | 12.6% | | 2026 | 814 | 3,610,265 | 10.2% | | 2027 | 807 | 4,420,368 | 12.5% | | Thereafter | 1,547 | 12,598,757 | 35.9% | | **Total** | **7,058** | **35,230,532** | **100.0%** | [Risk Factors](index=10&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks including merger integration challenges, tenant financial health dependency, substantial debt, and complex REIT compliance - Substantial expenses and integration difficulties from the Legacy HTA merger could disrupt operations and hinder anticipated cost savings[59](index=59&type=chunk)[60](index=60&type=chunk) - Revenue highly depends on tenant rental payments, vulnerable to economic slowdowns, healthcare regulation changes, and pandemics[69](index=69&type=chunk)[71](index=71&type=chunk) - As of December 31, 2022, the company had approximately **$5.7 billion in outstanding indebtedness**, potentially limiting funds for strategy and distributions[99](index=99&type=chunk) - Failure to maintain REIT qualification, due to complex IRS provisions, would result in federal income tax, significantly reducing distributable cash and stock value[116](index=116&type=chunk)[117](index=117&type=chunk)[118](index=118&type=chunk) [Unresolved Staff Comments](index=24&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the SEC - No unresolved staff comments are reported[129](index=129&type=chunk) [Properties](index=25&type=section&id=Item%202.%20Properties) The company owns its corporate headquarters in Nashville, Tennessee, and a corporate office in Charleston, South Carolina - The company owns its corporate headquarters in Nashville, Tennessee, and a corporate office in Charleston, South Carolina[130](index=130&type=chunk) [Legal Proceedings](index=25&type=section&id=Item%203.%20Legal%20Proceedings) The company is not aware of any material pending or threatened litigation - No pending or threatened litigation is expected to have a material adverse effect on the company's financial position or results[131](index=131&type=chunk) [Mine Safety Disclosures](index=25&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - This disclosure item is not applicable[132](index=132&type=chunk) PART II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=25&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity,%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on NYSE (HR), with a $500 million stock repurchase program authorized in August 2022, under which no shares have been repurchased - On August 2, 2022, the Board authorized a **$500 million stock repurchase program**, with no shares repurchased to date[137](index=137&type=chunk) Issuer Purchases of Equity Securities in 2022 | Period | Total Number of Shares Purchased | Average Price Paid per Share ($) | | :--- | :--- | :--- | | February 1 - February 28 | 6,727 | $30.67 | | September 1 - September 30 | 2,018 | $24.14 | | December 1 - December 31 | 129,147 | $19.37 | | **Total** | **137,892** | | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=28&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial condition and operations, highlighting the merger's impact on liquidity, capital resources, investing, financing, and a 74.4% increase in rental income [Liquidity and Capital Resources](index=30&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains liquidity through operations and dispositions, with 2022 cash flow from operations at $272.7 million and total outstanding debt of $5.7 billion - Cash flows from operating activities increased to **$272.7 million** in 2022 from **$232.6 million** in 2021[156](index=156&type=chunk) - Dividends in 2022 were partially funded by the Unsecured Credit Facility due to merger costs, but 2023 dividends are expected to be covered by operating cash flows[153](index=153&type=chunk) Total Outstanding Debt as of December 31, 2022 | Debt Category | Principal Balance ($ thousands) | Carrying Balance ($ thousands) | Weighted Years to Maturity | Effective Rate (%) | | :--- | :--- | :--- | :--- | :--- | | Total Senior Notes Outstanding | 3,699,500 | 3,387,134 | 5.9 | 4.43% | | $1.5 billion unsecured credit facility | 385,000 | 385,000 | 4.8 | 5.27% | | Unsecured Term Loans (Total) | 1,500,000 | 1,495,446 | - | 5.17% | | Mortgage notes payable | 84,122 | 84,247 | 2.0 | 3.97% | | **Total Outstanding Notes and Bonds Payable** | **$5,668,622** | **$5,351,827** | **5.0** | **4.69%** | [Trends and Matters Impacting Operating Results](index=39&type=section&id=Trends%20and%20Matters%20Impacting%20Operating%20Results) In 2022, the company acquired $504.6 million in properties and disposed of $1.2 billion, with ongoing development, strong tenant retention, and inflation-mitigating lease terms - In 2022, the company acquired **33 medical office buildings for $504.6 million** and disposed of **44 properties for $1.2 billion**, using proceeds to repay debt[187](index=187&type=chunk)[188](index=188&type=chunk) - Tenant retention in 2022 ranged from **72% to 86%**, with cash leasing spreads for renewing leases averaging **3.3%**[196](index=196&type=chunk)[197](index=197&type=chunk) - Capital expenditures in 2022 totaled **$48.9 million**, or **$1.21 per square foot**, representing **8.5% of cash net operating income**[200](index=200&type=chunk) - As of December 31, 2022, **$100.4 million** in properties were subject to exercisable purchase options, with an additional **$1.1 billion** becoming exercisable after 2022[211](index=211&type=chunk) [Results of Operations](index=43&type=section&id=Results%20of%20Operations) The 2022 results were significantly impacted by the merger, with total revenues increasing 74.4% to $932.6 million, but net income decreasing to $40.9 million due to higher expenses and merger costs Comparison of Results of Operations (2022 vs. 2021) | (in thousands) | 2022 | 2021 | Change (%) | | :--- | :--- | :--- | :--- | | Rental Income ($ thousands) | $907,451 | $520,334 | 74.4% | | Total Revenues ($ thousands) | $932,637 | $534,817 | 74.4% | | Property Operating Expenses ($ thousands) | $344,038 | $212,273 | 62.1% | | Merger-Related Costs ($ thousands) | $103,380 | $0 | N/A | | Depreciation and Amortization ($ thousands) | $453,082 | $202,714 | 123.5% | | Total Expenses ($ thousands) | $956,463 | $453,069 | 111.1% | | Gain on Sales of Real Estate ($ thousands) | $270,271 | $55,940 | 383.2% | | Interest Expense ($ thousands) | ($146,691) | ($53,124) | 176.1% | | Impairment of Real Estate ($ thousands) | ($54,427) | ($17,101) | 218.3% | | Net Income Attributable to Common Stockholders ($ thousands) | $40,897 | $66,659 | (38.6)% | [Non-GAAP Financial Measures and Key Performance Indicators](index=45&type=section&id=Non-GAAP%20Financial%20Measures%20and%20Key%20Performance%20Indicators) The company uses non-GAAP measures, reporting 2022 Normalized FFO of $1.69 per diluted share and Same Store Cash NOI growth of 2.5% to $722.6 million - Same Store Cash NOI for **593 stabilized properties** grew **2.5%** year-over-year, reaching **$722.6 million** in 2022[239](index=239&type=chunk)[241](index=241&type=chunk) Reconciliation of Net Income to FFO and Normalized FFO (Attributable to Common Stockholders) | (in thousands, except per share data) | 2022 | 2021 | | :--- | :--- | :--- | | Net Income Attributable to Common Stockholders ($ thousands) | $40,897 | $66,659 | | Adjustments ($ thousands) | $256,084 | $174,857 | | **FFO Attributable to Common Stockholders ($ thousands)** | **$296,981** | **$241,516** | | Normalizing Items ($ thousands) | $133,131 | $4,565 | | **Normalized FFO Attributable to Common Stockholders ($ thousands)** | **$430,112** | **$246,081** | | FFO per Common Share - Diluted ($) | $1.17 | $1.68 | | Normalized FFO per Common Share - Diluted ($) | $1.69 | $1.71 | [Quantitative and Qualitative Disclosures About Market Risk](index=54&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate fluctuations on its $5.4 billion debt, mitigated by fixed-rate debt and $1.2 billion in interest rate swaps - As of December 31, 2022, **$3.5 billion** of the company's **$5.4 billion** outstanding debt was at fixed rates, with the remainder exposed to variable interest rate risk[276](index=276&type=chunk) - A hypothetical **10% increase** in market interest rates would negatively impact annual earnings and cash flow by an estimated **$9.8 million**[278](index=278&type=chunk) - The company uses interest rate swaps to mitigate risk, holding **$1.2 billion** in swaps at a weighted average rate of **2.63%** as of year-end[278](index=278&type=chunk) [Financial Statements and Supplementary Data](index=55&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents consolidated financial statements and the independent auditor's unqualified opinion, with key balance sheet data showing $13.8 billion in total assets and $40.9 million in 2022 net income - BDO USA, LLP issued an **unqualified opinion** on the consolidated financial statements and internal control effectiveness as of December 31, 2022[281](index=281&type=chunk)[282](index=282&type=chunk) - Critical audit matters identified include asset impairment triggering events, accounting acquirer determination in the merger, and fair value measurements for acquired real estate properties[287](index=287&type=chunk)[289](index=289&type=chunk)[291](index=291&type=chunk) Consolidated Balance Sheet Summary (as of Dec 31) | (in thousands) | 2022 | 2021 | | :--- | :--- | :--- | | Total Real Estate Investments, Net ($ thousands) | $12,412,354 | $3,766,199 | | Total Assets ($ thousands) | $13,849,631 | $4,258,919 | | Notes and Bonds Payable ($ thousands) | $5,351,827 | $1,801,325 | | Total Liabilities ($ thousands) | $6,167,799 | $2,073,803 | | Total Stockholders' Equity ($ thousands) | $7,571,076 | $2,185,116 | Consolidated Statement of Income Summary (Year Ended Dec 31) | (in thousands) | 2022 | 2021 | 2020 | | :--- | :--- | :--- | :--- | | Rental Income ($ thousands) | $907,451 | $520,334 | $492,262 | | Total Revenues ($ thousands) | $932,637 | $534,817 | $499,629 | | Total Expenses ($ thousands) | $956,463 | $453,069 | $420,214 | | Net Income Attributable to Common Stockholders ($ thousands) | $40,897 | $66,659 | $72,195 | | Diluted Earnings per Common Share ($) | $0.15 | $0.45 | $0.52 | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=104&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on accounting and financial disclosure - No changes in or disagreements with accountants on accounting and financial disclosure are reported[505](index=505&type=chunk) [Controls and Procedures](index=104&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded disclosure controls were effective as of December 31, 2022, excluding Legacy HTA operations from internal control assessment due to the merger - The CEO and CFO concluded that disclosure controls and procedures were **effective** as of December 31, 2022[507](index=507&type=chunk) - Due to the July 20, 2022 merger, Legacy HTA operations (65% of total assets, 38% of total revenue) were excluded from the 2022 internal control assessment[508](index=508&type=chunk)[517](index=517&type=chunk) - Excluding the Legacy HTA acquisition, management concluded internal control over financial reporting was **effective** as of December 31, 2022[511](index=511&type=chunk) [Other Information](index=107&type=section&id=Item%209B.%20Other%20Information) The company reports no other information under this item - No other information is reported under this item[520](index=520&type=chunk) PART III [Directors, Executive Officers and Corporate Governance](index=108&type=section&id=Item%2010.%20Directors,%20Executive%20Officers%20and%20Corporate%20Governance) This section details executive officers and incorporates by reference information on directors, audit committee, and corporate governance from the upcoming Proxy Statement - Information on directors, audit committee, and Section 16(a) compliance is incorporated by reference from the Proxy Statement[522](index=522&type=chunk)[530](index=530&type=chunk)[532](index=532&type=chunk) Executive Officers | Name | Age | Position | | :--- | :--- | :--- | | Todd J. Meredith | 48 | President and Chief Executive Officer | | J. Christopher Douglas | 47 | Executive Vice President and Chief Financial Officer | | John M. Bryant, Jr. | 56 | Executive Vice President and General Counsel | | Robert E. Hull | 50 | Executive Vice President - Investments | | Julie F. Wilson | 51 | Executive Vice President - Operations | [Executive Compensation](index=109&type=section&id=Item%2011.%20Executive%20Compensation) Executive and director compensation information is incorporated by reference from the company's definitive Proxy Statement - Executive compensation details are incorporated by reference from the company's definitive Proxy Statement[533](index=533&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=109&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Security ownership by management and beneficial owners, and equity compensation plan details, are incorporated by reference from the Proxy Statement and Item 5 - Security ownership and equity compensation plan information is incorporated by reference from the Proxy Statement and Item 5 of this Form 10-K[534](index=534&type=chunk)[535](index=535&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=109&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions,%20and%20Director%20Independence) Information on related party transactions and director independence is incorporated by reference from the Proxy Statement - Details on certain relationships, related transactions, and director independence are incorporated by reference from the company's definitive Proxy Statement[536](index=536&type=chunk) [Principal Accountant Fees and Services](index=110&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) BDO USA, LLP is the independent auditor; information on their fees and services is incorporated by reference from the Proxy Statement - BDO USA, LLP is the independent registered public accounting firm; accountant fees and services information is incorporated by reference from the Proxy Statement[537](index=537&type=chunk) [Exhibits and Financial Statement Schedules](index=110&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section provides an index of all financial statements, schedules, and exhibits included with the Form 10-K filing, cross-referencing Item 8 for financial statements - This item provides an index of all financial statements, schedules, and exhibits included with the Form 10-K filing[538](index=538&type=chunk) [Form 10-K Summary](index=117&type=section&id=Item%2016.%20Form%2010-K%20Summary) No summary is provided under this item - No summary is provided under this item[546](index=546&type=chunk)