UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 7.01. | Regulation FD Disclosure. |
Beginning on August 18, 2020, Medical Properties Trust, Inc. (the “Company”) intends to use the presentation attached to this Current Report on Form 8-K as Exhibit 99.1 in discussions with investors. The presentation was also posted on the Company’s website, www.medicalpropertiestrust.com, on August 18, 2020.
The information in this Current Report on Form 8-K, including the information set forth in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. In addition, this information shall not be deemed incorporated by reference in any filing of the Company with the Securities and Exchange Commission, except as expressly set forth by specific reference in any such filing.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit |
Description | |
| 99.1 | Investor Presentation dated August 18, 2020 | |
| 101.SCH | Inline XBRL Taxonomy Extension Schema | |
| 101.CAL | Inline XBRL Extension Calculation Linkbase | |
| 101.LAB | Inline XBRL Extension Labels Linkbase | |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase | |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MEDICAL PROPERTIES TRUST, INC. | ||
| By: | /s/ R. Steven Hamner | |
| Name: | R. Steven Hamner | |
| Title: | Executive Vice President and Chief Financial Officer | |
Date: August 18, 2020
Exhibit 99.1 MIZUHO NON-DEAL ROADSHOW AUGUST 2020Exhibit 99.1 MIZUHO NON-DEAL ROADSHOW AUGUST 2020
® AT THE VERY HEART OF HEALTHCARE® AT THE VERY HEART OF HEALTHCARE
FORWARD-LOOKING STATEMENTS This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can generally be identified by the use of forward-looking words such as “may,” “will,” “would,” “could,” “expect,” “intend,” “plan,” “estimate,” “target,” “anticipate,” “believe,” “objectives,” “outlook,” “guidance” or other similar words, and include statements regarding our strategies, objectives, future expansion and development activities, and expected financial performance. Forward-looking statements involve known and unknown risks and uncertainties that may cause our actual results or future events to differ materially from those expressed in or underlying such forward-looking statements, including, but not limited to: (i) the economic, political and social impact of, and uncertainty relating to, the COVID-19 pandemic, including governmental assistance to hospitals and healthcare providers, including certain of our tenants; (ii) the ability of our tenants, operators and borrowers to satisfy their obligations under their respective contractual arrangements with us, especially as a result of the adverse economic impact of the COVID-19 pandemic, and government regulation of hospitals and healthcare providers in connection with same (as further detailed in our Current Report on Form 8-K filed with the SEC on April 8, 2020); (iii) our expectations regarding annual run-rate net income and NFFO per share; (iv) our success in implementing our business strategy and our ability to identify, underwrite, finance, consummate and integrate acquisitions and investments; (v) the nature and extent of our current and future competition; (vi) macroeconomic conditions, such as a disruption of or lack of access to the capital markets; (vii) our ability to obtain debt financing on attractive terms or at all, which may adversely impact our ability to pursue acquisition and development opportunities and pay down, refinance, restructure or extend our indebtedness as it becomes due; (viii) increases in our borrowing costs as a result of changes in interest rates and other factors, including the potential phasing out of LIBOR after 2021; (ix) international, national and local economic, real estate and other market conditions, which may negatively impact, among other things, the financial condition of our tenants, lenders and institutions that hold our cash balances, and may expose us to increased risks of default by these parties; (x) factors affecting the real estate industry generally or the healthcare real estate industry in particular; (xi) our ability to maintain our status as a REIT for federal and state income tax purposes; (xii) federal and state healthcare and other regulatory requirements, as well as those in the foreign jurisdictions where we own properties; (xiii) the value of our real estate assets, which may limit our ability to dispose of assets at attractive prices or obtain or maintain equity or debt financing secured by our properties or on an unsecured basis; (xiv) the ability of our tenants and operators to comply with applicable laws, rules and regulations in the operation of the our properties, to deliver high-quality services, to attract and retain qualified personnel and to attract residents and patients; and (xv) potential environmental contingencies and other liabilities. The risks described above are not exhaustive and additional factors could adversely affect our business and financial performance, including the risk factors discussed under the section captioned “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019. Forward-looking statements are inherently uncertain and actual performance or outcomes may vary materially from any forward-looking statements and the assumptions on which those statements are based. Readers are cautioned to not place undue reliance on forward-looking statements as predictions of future events. We disclaim any responsibility to update such forward-looking statements, which speak only as of the date on which they were made.FORWARD-LOOKING STATEMENTS This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements can generally be identified by the use of forward-looking words such as “may,” “will,” “would,” “could,” “expect,” “intend,” “plan,” “estimate,” “target,” “anticipate,” “believe,” “objectives,” “outlook,” “guidance” or other similar words, and include statements regarding our strategies, objectives, future expansion and development activities, and expected financial performance. Forward-looking statements involve known and unknown risks and uncertainties that may cause our actual results or future events to differ materially from those expressed in or underlying such forward-looking statements, including, but not limited to: (i) the economic, political and social impact of, and uncertainty relating to, the COVID-19 pandemic, including governmental assistance to hospitals and healthcare providers, including certain of our tenants; (ii) the ability of our tenants, operators and borrowers to satisfy their obligations under their respective contractual arrangements with us, especially as a result of the adverse economic impact of the COVID-19 pandemic, and government regulation of hospitals and healthcare providers in connection with same (as further detailed in our Current Report on Form 8-K filed with the SEC on April 8, 2020); (iii) our expectations regarding annual run-rate net income and NFFO per share; (iv) our success in implementing our business strategy and our ability to identify, underwrite, finance, consummate and integrate acquisitions and investments; (v) the nature and extent of our current and future competition; (vi) macroeconomic conditions, such as a disruption of or lack of access to the capital markets; (vii) our ability to obtain debt financing on attractive terms or at all, which may adversely impact our ability to pursue acquisition and development opportunities and pay down, refinance, restructure or extend our indebtedness as it becomes due; (viii) increases in our borrowing costs as a result of changes in interest rates and other factors, including the potential phasing out of LIBOR after 2021; (ix) international, national and local economic, real estate and other market conditions, which may negatively impact, among other things, the financial condition of our tenants, lenders and institutions that hold our cash balances, and may expose us to increased risks of default by these parties; (x) factors affecting the real estate industry generally or the healthcare real estate industry in particular; (xi) our ability to maintain our status as a REIT for federal and state income tax purposes; (xii) federal and state healthcare and other regulatory requirements, as well as those in the foreign jurisdictions where we own properties; (xiii) the value of our real estate assets, which may limit our ability to dispose of assets at attractive prices or obtain or maintain equity or debt financing secured by our properties or on an unsecured basis; (xiv) the ability of our tenants and operators to comply with applicable laws, rules and regulations in the operation of the our properties, to deliver high-quality services, to attract and retain qualified personnel and to attract residents and patients; and (xv) potential environmental contingencies and other liabilities. The risks described above are not exhaustive and additional factors could adversely affect our business and financial performance, including the risk factors discussed under the section captioned “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019. Forward-looking statements are inherently uncertain and actual performance or outcomes may vary materially from any forward-looking statements and the assumptions on which those statements are based. Readers are cautioned to not place undue reliance on forward-looking statements as predictions of future events. We disclaim any responsibility to update such forward-looking statements, which speak only as of the date on which they were made.
MPT AT THE VERY HEART OF HEALTHCARE EXCLUSIVE FOCUS ON HOSPITALS 2018 NATIONAL HEALTH EXPENDITURES • General Acute Care • Inpatient Rehabilitation • Behavioral Health 32.7% 31.1% Other Hospital $3.6 Trillion 7.1% • 2018 National Health Expenditures (“NHE”) represented 17.8% of GDP. Health Insurance (net cost) • Hospital Expenditures of $1.2 19.9% trillion represented 32.7% of NHE 9.2% and 5.8% of GDP. Physician & Clinical Prescription Drug Source: CMS.gov National Health Expenditure Data and American Hospital Association 4MPT AT THE VERY HEART OF HEALTHCARE EXCLUSIVE FOCUS ON HOSPITALS 2018 NATIONAL HEALTH EXPENDITURES • General Acute Care • Inpatient Rehabilitation • Behavioral Health 32.7% 31.1% Other Hospital $3.6 Trillion 7.1% • 2018 National Health Expenditures (“NHE”) represented 17.8% of GDP. Health Insurance (net cost) • Hospital Expenditures of $1.2 19.9% trillion represented 32.7% of NHE 9.2% and 5.8% of GDP. Physician & Clinical Prescription Drug Source: CMS.gov National Health Expenditure Data and American Hospital Association 4
MPT AT THE VERY HEART OF HEALTHCARE Estimated $500-$750 B 5,198 & of operator-owned hospital real estate. community hospitals Meaningful investment opportunities in attractive in the U.S. markets throughout the world. Number of community hospitals in U.S. is from American Hospital Association 5MPT AT THE VERY HEART OF HEALTHCARE Estimated $500-$750 B 5,198 & of operator-owned hospital real estate. community hospitals Meaningful investment opportunities in attractive in the U.S. markets throughout the world. Number of community hospitals in U.S. is from American Hospital Association 5
MPT AT THE VERY HEART OF HEALTHCARE 2nd largest U.S. Owner of Hospital Beds Total Gross Assets $17.3 Billion 6MPT AT THE VERY HEART OF HEALTHCARE 2nd largest U.S. Owner of Hospital Beds Total Gross Assets $17.3 Billion 6
MPT AT THE VERY HEART OF HEALTHCARE 153 in Europe 224 properties across the U.S. in Australia 11 7MPT AT THE VERY HEART OF HEALTHCARE 153 in Europe 224 properties across the U.S. in Australia 11 7
EXPERIENCED MANAGEMENT TEAM OUR MANAGEMENT TEAM COMPRISED OF PEOPLE WITH EXTENSIVE EXPERIENCE IN: • Hospital Acquisitions and Finance / Capital Markets • Physician Practice Management • Hospital Development and Construction • Hospital Leases • Hospital Operations • Real Estate Management MPT’s Senior Management Years of Experience Areas of Expertise Edward K. Aldag, Jr. 34+ Hospital Ownership Chairman, President & CEO R. Steven Hamner 35+ Public Company Accounting & Finance Executive Vice President & CFO Emmett McLean 35+ Physician Practice Management & Ancillary Services Executive Vice President & COO Rosa Hooper Vice President & Managing Director, Asset Management 25+ Post-Acute Operations & Underwriting Kevin Hanna 25+ Public Company Accounting Vice President, Controller & Chief Accounting Officer Charles Lambert 20+ Capital Markets Vice President, Treasurer & Managing Director, Capital Markets Tom Schultz 35+ Healthcare Operations Director of Healthcare Luke Savage Corp. & Facility Acute Hospital Operations, 15+ Healthcare M&A Transactions Vice President, International Acquisitions 8EXPERIENCED MANAGEMENT TEAM OUR MANAGEMENT TEAM COMPRISED OF PEOPLE WITH EXTENSIVE EXPERIENCE IN: • Hospital Acquisitions and Finance / Capital Markets • Physician Practice Management • Hospital Development and Construction • Hospital Leases • Hospital Operations • Real Estate Management MPT’s Senior Management Years of Experience Areas of Expertise Edward K. Aldag, Jr. 34+ Hospital Ownership Chairman, President & CEO R. Steven Hamner 35+ Public Company Accounting & Finance Executive Vice President & CFO Emmett McLean 35+ Physician Practice Management & Ancillary Services Executive Vice President & COO Rosa Hooper Vice President & Managing Director, Asset Management 25+ Post-Acute Operations & Underwriting Kevin Hanna 25+ Public Company Accounting Vice President, Controller & Chief Accounting Officer Charles Lambert 20+ Capital Markets Vice President, Treasurer & Managing Director, Capital Markets Tom Schultz 35+ Healthcare Operations Director of Healthcare Luke Savage Corp. & Facility Acute Hospital Operations, 15+ Healthcare M&A Transactions Vice President, International Acquisitions 8
PREEMINENT GLOBAL HOSPITAL REAL ESTATE PLATFORM GLOBAL LEADER IN HOSPITAL REAL ESTATE FINANCE FOCUSED ON INVESTMENTS IN LICENSED HOSPITALS, UNLOCKING VALUE AROUND THE GLOBE TO DELIVER CONTINUED SHAREHOLDER GROWTH Best-in-class acute care portfolio driven Established source of capital for by strong operator relationships leading hospital operators around the globe • ~390 properties in 9 countries and 34 U.S. states • Over $17 billion gross investments worldwide • 45 total operators, including leading not-for- profit and for-profit systems in the U.S. and • $2.6 billion new investments 2020 YTD at abroad a blended GAAP yield of approximately 8.0% Unlocking new global growth Strong track record of prudent opportunities balance sheet management • New and compelling international markets • Successfully increased scale and (Australia, Switzerland) enhance existing diversified portfolio while maintaining global platform conservative leverage • Completed over $5.9 billion of international • Net debt to EBITDA target ~5.5x investments since 2013 • Leased to best-in-class international hospital operators Sources: Company filings and SNL Financial. Note: No assurances can be made that announced and pending transactions will close on the terms indicated or at all. Figures pro forma for newly announced acquisitions. 9PREEMINENT GLOBAL HOSPITAL REAL ESTATE PLATFORM GLOBAL LEADER IN HOSPITAL REAL ESTATE FINANCE FOCUSED ON INVESTMENTS IN LICENSED HOSPITALS, UNLOCKING VALUE AROUND THE GLOBE TO DELIVER CONTINUED SHAREHOLDER GROWTH Best-in-class acute care portfolio driven Established source of capital for by strong operator relationships leading hospital operators around the globe • ~390 properties in 9 countries and 34 U.S. states • Over $17 billion gross investments worldwide • 45 total operators, including leading not-for- profit and for-profit systems in the U.S. and • $2.6 billion new investments 2020 YTD at abroad a blended GAAP yield of approximately 8.0% Unlocking new global growth Strong track record of prudent opportunities balance sheet management • New and compelling international markets • Successfully increased scale and (Australia, Switzerland) enhance existing diversified portfolio while maintaining global platform conservative leverage • Completed over $5.9 billion of international • Net debt to EBITDA target ~5.5x investments since 2013 • Leased to best-in-class international hospital operators Sources: Company filings and SNL Financial. Note: No assurances can be made that announced and pending transactions will close on the terms indicated or at all. Figures pro forma for newly announced acquisitions. 9
WELL-DIVERSIFIED PORTFOLIO GLOBAL PORTFOLIO MIX – COUNTRIES OPERATOR PORTFOLIO MIX 4.1% 14.9% Other ~390 24.3% United Kingdom Steward properties 7.1% 12.4% 66.8% Germany Circle United States 34.7% 5.2% 9.1% 40 Operators 45 Australia Prospect 3.5% operators Switzerland 8.4% 2.0% Prime 7.0% 0.5% Other Countries Other Assets LifePoint ~42,000 beds GLOBAL PORTFOLIO MIX – PROPERTY TYPE ($ IN MILLIONS) Largest facility investment accounts for 34 U.S. General Acute Care approximately 3% of portfolio. $9,857 Europe General Acute Care U.S. states Australia General Acute Care U.S. IRF 85% of hospitals in U.S. portfolio are Europe IRF General Acute Care. $3,584 9 $1,156 $842 $718 countries 10 Pro forma portfolio as of 6/30/2020 General acute hospital segment includes freestanding ER and medical office propertiesWELL-DIVERSIFIED PORTFOLIO GLOBAL PORTFOLIO MIX – COUNTRIES OPERATOR PORTFOLIO MIX 4.1% 14.9% Other ~390 24.3% United Kingdom Steward properties 7.1% 12.4% 66.8% Germany Circle United States 34.7% 5.2% 9.1% 40 Operators 45 Australia Prospect 3.5% operators Switzerland 8.4% 2.0% Prime 7.0% 0.5% Other Countries Other Assets LifePoint ~42,000 beds GLOBAL PORTFOLIO MIX – PROPERTY TYPE ($ IN MILLIONS) Largest facility investment accounts for 34 U.S. General Acute Care approximately 3% of portfolio. $9,857 Europe General Acute Care U.S. states Australia General Acute Care U.S. IRF 85% of hospitals in U.S. portfolio are Europe IRF General Acute Care. $3,584 9 $1,156 $842 $718 countries 10 Pro forma portfolio as of 6/30/2020 General acute hospital segment includes freestanding ER and medical office properties
MPT’S ABSOLUTE NET LEASE MODEL LEASE STRUCTURE Absolute Net Long-Term Inflation Protected Master Lease Tenant bears all costs, 10- to 20-year initial terms 97% of leases have inflation- Over 90% of properties including maintenance with multiple 5-year based annual rent escalators; are master leased, cross- and repairs, utilities and extensions in U.S.; longer CPI floors in nearly all leases defaulted and/or with a taxes terms internationally parent guaranty SALE LEASEBACK APPEAL TO HOSPITAL OPERATORS • Hospital operators can turn their real estate assets into long-term growth capital • Allows operators to execute on long-term strategies • Operators maintain control of their facilities • Provides up to 100% financing • Often lowers operator’s overall cost of capital • Rent payments are fully tax deductible (not subject to interest deduction limitations) 11MPT’S ABSOLUTE NET LEASE MODEL LEASE STRUCTURE Absolute Net Long-Term Inflation Protected Master Lease Tenant bears all costs, 10- to 20-year initial terms 97% of leases have inflation- Over 90% of properties including maintenance with multiple 5-year based annual rent escalators; are master leased, cross- and repairs, utilities and extensions in U.S.; longer CPI floors in nearly all leases defaulted and/or with a taxes terms internationally parent guaranty SALE LEASEBACK APPEAL TO HOSPITAL OPERATORS • Hospital operators can turn their real estate assets into long-term growth capital • Allows operators to execute on long-term strategies • Operators maintain control of their facilities • Provides up to 100% financing • Often lowers operator’s overall cost of capital • Rent payments are fully tax deductible (not subject to interest deduction limitations) 11
A PROVEN GROWTH STRATEGY ACUTE CARE REAL ESTATE OPPORTUNITY IS RAPIDLY EXPANDING Growing Acceptance Further Accretive of Sale-Leaseback Large Domestic & International Consolidation of Opportunities in Model Among Opportunity Set Hospital Systems 2H 2020 and Beyond Not-for-Profit Operators • Substantial domestic and • Consolidation of hospital • ~75% of all community • ~$9.2 billion invested since international potential systems continues, hospitals in the U.S. are 2017 while supporting acquisition targets searching for cost owned by not-for-profit growth of best-in-class operators efficiencies and ( NFP ) operators o ~5,000 community economies of scale hospitals in the U.S. • Leading NFP operators • MPT’s platform is and ~20,000+ globally • Increasing ownership of continue building positioned to continue hospitals by for-profit relationships with private growing in the acute care • Estimated $500-$750 systems established in real estate owners and space in the remainder of billion of operated-owned 2020 and beyond the past decade (e.g., REITs to leverage their scale hospital real estate in U.S. Steward, Prospect) and and cost of capital • Additional opportunities in increasing investment attractive markets from global private equity throughout the world (e.g., Apollo, Cerberus, Brookfield) Sources: Company filings, American Hospital Association, World Health Organization and Wall Street research. 12A PROVEN GROWTH STRATEGY ACUTE CARE REAL ESTATE OPPORTUNITY IS RAPIDLY EXPANDING Growing Acceptance Further Accretive of Sale-Leaseback Large Domestic & International Consolidation of Opportunities in Model Among Opportunity Set Hospital Systems 2H 2020 and Beyond Not-for-Profit Operators • Substantial domestic and • Consolidation of hospital • ~75% of all community • ~$9.2 billion invested since international potential systems continues, hospitals in the U.S. are 2017 while supporting acquisition targets searching for cost owned by not-for-profit growth of best-in-class operators efficiencies and ( NFP ) operators o ~5,000 community economies of scale hospitals in the U.S. • Leading NFP operators • MPT’s platform is and ~20,000+ globally • Increasing ownership of continue building positioned to continue hospitals by for-profit relationships with private growing in the acute care • Estimated $500-$750 systems established in real estate owners and space in the remainder of billion of operated-owned 2020 and beyond the past decade (e.g., REITs to leverage their scale hospital real estate in U.S. Steward, Prospect) and and cost of capital • Additional opportunities in increasing investment attractive markets from global private equity throughout the world (e.g., Apollo, Cerberus, Brookfield) Sources: Company filings, American Hospital Association, World Health Organization and Wall Street research. 12
HOSPITAL EXPERTISE ESSENTIAL TO UNDERWRITING Market Operator • MPT’s underwriting process involves a • MPT seeks to be aligned with proven operators comprehensive study and evaluation of each having a successful track record and demonstrated individual hospital and the market it serves, even if market leadership. part of a large portfolio acquisition. • Skilled operators are able to successfully deploy MPT’s capital to improve patient outcomes, • Fundamental questions such as “is this hospital truly increase EBITDA and expand margins. needed in this market?” and “would this community suffer were this hospital not here?” are addressed. • In the rare event an operator needs to be replaced, MPT would turn to its Plan B, C or D recognizing that a good market will invariably attract high- quality replacement operators, often on more favorable financial terms. Physicians • Only physicians can admit patients to hospitals, and the next step in MPT’s underwriting involves a thorough review of physician relationships to the hospital. • MPT studies hospital admissions to determine if they are coming from a broad spectrum of referring physicians or possibly a highly concentrated grouping. 13HOSPITAL EXPERTISE ESSENTIAL TO UNDERWRITING Market Operator • MPT’s underwriting process involves a • MPT seeks to be aligned with proven operators comprehensive study and evaluation of each having a successful track record and demonstrated individual hospital and the market it serves, even if market leadership. part of a large portfolio acquisition. • Skilled operators are able to successfully deploy MPT’s capital to improve patient outcomes, • Fundamental questions such as “is this hospital truly increase EBITDA and expand margins. needed in this market?” and “would this community suffer were this hospital not here?” are addressed. • In the rare event an operator needs to be replaced, MPT would turn to its Plan B, C or D recognizing that a good market will invariably attract high- quality replacement operators, often on more favorable financial terms. Physicians • Only physicians can admit patients to hospitals, and the next step in MPT’s underwriting involves a thorough review of physician relationships to the hospital. • MPT studies hospital admissions to determine if they are coming from a broad spectrum of referring physicians or possibly a highly concentrated grouping. 13
SUSTA SUSTAINE INED D TSR TSR O OUTPE UTPERF RFO ORMA RMANCE NCE TOTAL SHAREHOLDER RETURNS COMPARED TO BENCHMARK INDICES S&P 500, MSCI U.S. REIT and SNL U.S. REIT Healthcare 481% 298% 281% 276% 248% 146% 129% 130% 88% 93% 77% 45% 21% 16% 6% 2% MSCI SNL SNL MSCI S&P 500 MPT SNL MSCI S&P 500 MPT SNL S&P 500 MPT MSCI S&P 500 MPT 3-YEAR PERIOD 5-YEAR PERIOD 10-YEAR PERIOD SINCE IPO JULY 7, 2005 Sources: FactSet and S&P Global Market Intelligence; as of 8/11/2020 14SUSTA SUSTAINE INED D TSR TSR O OUTPE UTPERF RFO ORMA RMANCE NCE TOTAL SHAREHOLDER RETURNS COMPARED TO BENCHMARK INDICES S&P 500, MSCI U.S. REIT and SNL U.S. REIT Healthcare 481% 298% 281% 276% 248% 146% 129% 130% 88% 93% 77% 45% 21% 16% 6% 2% MSCI SNL SNL MSCI S&P 500 MPT SNL MSCI S&P 500 MPT SNL S&P 500 MPT MSCI S&P 500 MPT 3-YEAR PERIOD 5-YEAR PERIOD 10-YEAR PERIOD SINCE IPO JULY 7, 2005 Sources: FactSet and S&P Global Market Intelligence; as of 8/11/2020 14
TRANSFORMATIVE INVESTMENTS DRIVING MPT’S EXTRAORDINARY GROWTH GROSS ASSETS ($ in millions) Completes the acquisition of 30 acute care hospitals in the U.K. from BMI Healthcare for approximately $2.0 billion. $17,278 $16,529 Completes a joint venture with Primonial Group for 71 German post-acute hospitals valued at €1.63 Announces agreement to acquire 40 billion, with total proceeds hospitals operated by MEDIAN Kliniken, Acquires nine acute care of €1.14 billion. one of Germany’s top rehab hospital hospitals operated by operators, for approximately $900 million. Steward Health Care in Massachusetts in $1.25 Acquires 11 Australian $10,058 billion transaction. hospitals from affiliates of $9,476 Acquires 11 properties in Germany from Healthscope Ltd. for $859 RHM Klinik for $245 million, representing million. the first hospital transaction outside the United States by any U.S. REIT. $7,143 Acquires 16 acute care hospitals operated by $5,867 Prospect Medical Holdings in Announced acquisition of a 16-property Acquires real estate California, Pennsylvania and portfolio operated by Ernest Health, Inc., interest in 10 acute care Connecticut for $1.55 billion. for $300 million and a $100 million hospitals and one $3,923 investment in the operator. behavioral health facility $3,040 Announces the acquisition of leased to Steward Health Announces the $2,285 10 LifePoint acute care Care in Arizona, Utah, acquisition of Capella $1,699 hospitals across six U.S. states Texas, and Arizona for $1,410 Healthcare and the real for $700 million. $1.4 billion. estate of seven acute care hospitals for $900 million. 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2Q 2020 Source: Gross Assets derived from Company’s Balance Sheet for period 2010-2015 and represents total assets before accumulated depreciation and amortization; Pro Forma Gross 15 Assets for period 2016-2Q 2020 is further explained on page 21.TRANSFORMATIVE INVESTMENTS DRIVING MPT’S EXTRAORDINARY GROWTH GROSS ASSETS ($ in millions) Completes the acquisition of 30 acute care hospitals in the U.K. from BMI Healthcare for approximately $2.0 billion. $17,278 $16,529 Completes a joint venture with Primonial Group for 71 German post-acute hospitals valued at €1.63 Announces agreement to acquire 40 billion, with total proceeds hospitals operated by MEDIAN Kliniken, Acquires nine acute care of €1.14 billion. one of Germany’s top rehab hospital hospitals operated by operators, for approximately $900 million. Steward Health Care in Massachusetts in $1.25 Acquires 11 Australian $10,058 billion transaction. hospitals from affiliates of $9,476 Acquires 11 properties in Germany from Healthscope Ltd. for $859 RHM Klinik for $245 million, representing million. the first hospital transaction outside the United States by any U.S. REIT. $7,143 Acquires 16 acute care hospitals operated by $5,867 Prospect Medical Holdings in Announced acquisition of a 16-property Acquires real estate California, Pennsylvania and portfolio operated by Ernest Health, Inc., interest in 10 acute care Connecticut for $1.55 billion. for $300 million and a $100 million hospitals and one $3,923 investment in the operator. behavioral health facility $3,040 Announces the acquisition of leased to Steward Health Announces the $2,285 10 LifePoint acute care Care in Arizona, Utah, acquisition of Capella $1,699 hospitals across six U.S. states Texas, and Arizona for $1,410 Healthcare and the real for $700 million. $1.4 billion. estate of seven acute care hospitals for $900 million. 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2Q 2020 Source: Gross Assets derived from Company’s Balance Sheet for period 2010-2015 and represents total assets before accumulated depreciation and amortization; Pro Forma Gross 15 Assets for period 2016-2Q 2020 is further explained on page 21.
REPEATED POSITIVE SPREAD INVESTING = SUSTAINED EARNINGS GROWTH MOMENTUM • NFFO/share CAGR outperformance of ~5.5% versus peer weighted average (2010-2019) • Investment capitalization rates maintained, while yields have compressed across other real estate asset classes • In-place debt cost has declined by ~400bps since 2010, while dividend yield is now ~250bps lower • High-70%s consensus 2021E AFFO payout ratio compares to 84% peer weighted average (peer weighted average is 104% after adjusting for 2020 dividend reductions) $2.8 billion common equity raised at $1.80 12.0% 5.8% dividend yield since 1/1/2019 $1.54 $1.60 $1.37 $1.35 $1.30 $1.40 $1.28 9.0% $1.26 $1.20 $1.06 $0.96 $1.00 $0.90 6.0% $0.80 $0.71 $0.66 $0.60 3.0% $0.40 $3.8 billion unsecured debt raised at 3.1% average coupon since 1/1/2019 $0.20 $- 0.0% FY2010 FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 FY2019 2020E Consensus NFFO/Share Portfolio GAAP Revenue Yield Wtd. Avg. Cost of Debt Dividend Yield: Equity Transactions Note: Peer group for NFFO growth is current equity cap-weighted average of WELL, PEAK, VTR, OHI and HR; AFFO payout info also includes HTA, DOC, SBRA, NHI, CTRE and LTC; invested GAAP yield calculated as consolidated GAAP total revenue divided by average gross real estate and other loan assets; cost of debt equals interest expense divided by average debt outstanding; dividend yield on equity transactions calculated using most recently announced dividend at each offering and represents the weighted average yield for that year’s issuance. For NFFO per share, see page 20 for further explanation. 16 Sources: S&P Global, FactSet, Company DisclosuresREPEATED POSITIVE SPREAD INVESTING = SUSTAINED EARNINGS GROWTH MOMENTUM • NFFO/share CAGR outperformance of ~5.5% versus peer weighted average (2010-2019) • Investment capitalization rates maintained, while yields have compressed across other real estate asset classes • In-place debt cost has declined by ~400bps since 2010, while dividend yield is now ~250bps lower • High-70%s consensus 2021E AFFO payout ratio compares to 84% peer weighted average (peer weighted average is 104% after adjusting for 2020 dividend reductions) $2.8 billion common equity raised at $1.80 12.0% 5.8% dividend yield since 1/1/2019 $1.54 $1.60 $1.37 $1.35 $1.30 $1.40 $1.28 9.0% $1.26 $1.20 $1.06 $0.96 $1.00 $0.90 6.0% $0.80 $0.71 $0.66 $0.60 3.0% $0.40 $3.8 billion unsecured debt raised at 3.1% average coupon since 1/1/2019 $0.20 $- 0.0% FY2010 FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 FY2019 2020E Consensus NFFO/Share Portfolio GAAP Revenue Yield Wtd. Avg. Cost of Debt Dividend Yield: Equity Transactions Note: Peer group for NFFO growth is current equity cap-weighted average of WELL, PEAK, VTR, OHI and HR; AFFO payout info also includes HTA, DOC, SBRA, NHI, CTRE and LTC; invested GAAP yield calculated as consolidated GAAP total revenue divided by average gross real estate and other loan assets; cost of debt equals interest expense divided by average debt outstanding; dividend yield on equity transactions calculated using most recently announced dividend at each offering and represents the weighted average yield for that year’s issuance. For NFFO per share, see page 20 for further explanation. 16 Sources: S&P Global, FactSet, Company Disclosures
LEASES STRUCTURED FOR PREDICTABLE CASH FLOW SAME STORE TTM EBITDARM RENT COVERAGE 1Q20 TTM coverages reflect mid-March impact of COVID shutdown and do not include any benefit from government grants or advances 5.00x 4.00x 3.0x 2.9x 2.7x 2.7x 2.7x 2.7x 3.00x 2.5x 2.5x 2.2x 2.2x 2.2x 2.0x 1.8x 1.8x 1.8x 2.00x 1.5x 1.00x 0.00x General Acute Care Hospitals Inpatient Rehabilitation Facilities Long-Term Acute Care Hospitals Total Portfolio Q1 2019 (YoY) Q1 2020 (YoY) Q4 2019 (QoQ) Q1 2020 (QoQ) LEASE & MORTGAGE LOAN MATURITY SCHEDULE 90% 82.2% 80% 70% Majority is “all or nothing” Prime master leases on highly profitable facilities; renewal likely, as cash required to exercise purchase 60% option estimated to exceed $1 billion 50% 2017 2018 2017 2018 40% 30% 20% 7.8% 10% 4.0% 2.0% 1.2% 0.5% 0.8% 0.5% - 0.3% 0.3% 0.4% 0% 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Thereafter 17 Source: Company’s 2Q 2020 SupplementalLEASES STRUCTURED FOR PREDICTABLE CASH FLOW SAME STORE TTM EBITDARM RENT COVERAGE 1Q20 TTM coverages reflect mid-March impact of COVID shutdown and do not include any benefit from government grants or advances 5.00x 4.00x 3.0x 2.9x 2.7x 2.7x 2.7x 2.7x 3.00x 2.5x 2.5x 2.2x 2.2x 2.2x 2.0x 1.8x 1.8x 1.8x 2.00x 1.5x 1.00x 0.00x General Acute Care Hospitals Inpatient Rehabilitation Facilities Long-Term Acute Care Hospitals Total Portfolio Q1 2019 (YoY) Q1 2020 (YoY) Q4 2019 (QoQ) Q1 2020 (QoQ) LEASE & MORTGAGE LOAN MATURITY SCHEDULE 90% 82.2% 80% 70% Majority is “all or nothing” Prime master leases on highly profitable facilities; renewal likely, as cash required to exercise purchase 60% option estimated to exceed $1 billion 50% 2017 2018 2017 2018 40% 30% 20% 7.8% 10% 4.0% 2.0% 1.2% 0.5% 0.8% 0.5% - 0.3% 0.3% 0.4% 0% 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Thereafter 17 Source: Company’s 2Q 2020 Supplemental
LADDERED DEBT MATURITIES DEBT MATURITY SCHEDULE $1,628,360 $1,429,770 $1,400,000 $900,000 $761,700 $744,060 $496,040 $500,000 2022 2023 2024 2025 2026 2027 2028 2029 2022 Term Loan 4.000% Notes Due 2022 2.550% Notes Due 2023 2024 AUD Term Loan 6.375% Notes Due 2024 5.500% Notes Due 2024 3.325% Notes Due 2025 2025 GBP Term Loan 5.250% Notes Due 2026 5.000% Notes Due 2027 3.692% Notes Due 2028 4.625% Notes Due 2029 PERCENTAGE OF TOTAL DEBT FIXED VARIABLE 2.5% 97.5% 18 Source: Company’s 2Q 2020 Supplemental; percentage of total debt as of June 30, 2020.LADDERED DEBT MATURITIES DEBT MATURITY SCHEDULE $1,628,360 $1,429,770 $1,400,000 $900,000 $761,700 $744,060 $496,040 $500,000 2022 2023 2024 2025 2026 2027 2028 2029 2022 Term Loan 4.000% Notes Due 2022 2.550% Notes Due 2023 2024 AUD Term Loan 6.375% Notes Due 2024 5.500% Notes Due 2024 3.325% Notes Due 2025 2025 GBP Term Loan 5.250% Notes Due 2026 5.000% Notes Due 2027 3.692% Notes Due 2028 4.625% Notes Due 2029 PERCENTAGE OF TOTAL DEBT FIXED VARIABLE 2.5% 97.5% 18 Source: Company’s 2Q 2020 Supplemental; percentage of total debt as of June 30, 2020.
APPENDIX 19APPENDIX 19
NORMALIZED FFO RECONCILIATION (in thousands, except per share data) Year ended December 31, 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 FFO information: Net income attributable to MPT common shareholders $22,913 $26,536 $89,900 $96,991 $50,522 $139,598 $225,048 $289,793 $1,016,685 $374,684 Participating securities' share in earnings (1,254) ( 1,090) (887) (729) (895) (1,029) (559) (1,409) ( 3,685) ( 2,308) Net income, less participating securities' share in earnings $21,659 $25,446 $89,013 $96,262 $49,627 $138,569 $224,489 $288,384 $1,013,000 $372,376 Depreciation and amortization 25,838 34,709 34,856 37,686 53,938 69,867 96,157 127, 559 143, 720 183, 921 Gain on sale of real estate, net (10,566) ( 5,431) (16,369) ( 7,659) ( 2,857) (3,268) (67,168) ( 7,431) (719,392) (41,560) Real estate impairment charges - 564 - - 5,974 - - - 48,007 21,031 Funds from operations $36,931 $55,288 $107,500 $126,289 $106,682 $205,168 $253,478 $408,512 $485,335 $535,768 Write-off of straight-line rent and other, net 6,094 4,317 6,456 1,457 2,818 3,928 3,063 5,340 18,002 15,539 Debt refinancing and unutilized financing costs 6,716 14,214 - - 1,698 4,367 22,539 32,574 - 6,106 Release of income tax valuation allowance - - - - - - (3,956) - (4,405) - Acquisition and other transaction costs, net 2,026 4,184 5,420 19,494 26,389 61,342 52,473 28,453 2,072 - Non-real estate impairment charges and other 14,830 - - - 44,154 - 7,229 - - - Normalized funds from operations $66,597 $78,003 $119,376 $147,240 $181,741 $274,805 $334,826 $474,879 $501,004 $557,413 Year ended December 31, 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 FFO information: Net income, less participating securities' share in earnings $0.22 $0.23 $0.67 $0.63 $0.29 $0.63 $0.86 $0.82 $2.76 $0.87 Depreciation and amortization 0.25 0.32 0.26 0. 24 0. 31 0. 32 0.37 0.37 0. 39 0.43 Gain on sale of real estate, net (0.10) (0.05) (0.12) (0.04) (0.01) (0.01) (0.26) (0.02) (1.96) (0.10) Real estate impairment charges - - - - 0.04 - - - 0. 13 0.05 Funds from operations $0.37 $0.50 $0.81 $0.83 $0.63 $0.94 $0.97 $1.17 $1.32 $1.25 Write-off of straight-line rent and other, net 0.05 0.04 0.05 0.01 0. 02 0. 02 0. 01 0. 01 0.05 0. 04 Debt refinancing and unutilized financing costs 0.07 0. 13 - - - 0.02 0.09 0. 09 - 0.01 Release of income tax valuations allowance - - - - - - (0.02) - (0.01) - Acquisition and other transaction costs, net 0.02 0.04 0. 04 0.12 0. 15 0. 28 0.20 0. 08 0. 01 - Non-real estate impairment charges and other 0. 15 - - - 0.26 - 0. 03 - - - Normalized funds from operations per share $0.66 $0.71 $0.90 $0.96 $1.06 $1.26 $1.28 $1.35 $1.37 $1.30 20 Source: Company filings.NORMALIZED FFO RECONCILIATION (in thousands, except per share data) Year ended December 31, 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 FFO information: Net income attributable to MPT common shareholders $22,913 $26,536 $89,900 $96,991 $50,522 $139,598 $225,048 $289,793 $1,016,685 $374,684 Participating securities' share in earnings (1,254) ( 1,090) (887) (729) (895) (1,029) (559) (1,409) ( 3,685) ( 2,308) Net income, less participating securities' share in earnings $21,659 $25,446 $89,013 $96,262 $49,627 $138,569 $224,489 $288,384 $1,013,000 $372,376 Depreciation and amortization 25,838 34,709 34,856 37,686 53,938 69,867 96,157 127, 559 143, 720 183, 921 Gain on sale of real estate, net (10,566) ( 5,431) (16,369) ( 7,659) ( 2,857) (3,268) (67,168) ( 7,431) (719,392) (41,560) Real estate impairment charges - 564 - - 5,974 - - - 48,007 21,031 Funds from operations $36,931 $55,288 $107,500 $126,289 $106,682 $205,168 $253,478 $408,512 $485,335 $535,768 Write-off of straight-line rent and other, net 6,094 4,317 6,456 1,457 2,818 3,928 3,063 5,340 18,002 15,539 Debt refinancing and unutilized financing costs 6,716 14,214 - - 1,698 4,367 22,539 32,574 - 6,106 Release of income tax valuation allowance - - - - - - (3,956) - (4,405) - Acquisition and other transaction costs, net 2,026 4,184 5,420 19,494 26,389 61,342 52,473 28,453 2,072 - Non-real estate impairment charges and other 14,830 - - - 44,154 - 7,229 - - - Normalized funds from operations $66,597 $78,003 $119,376 $147,240 $181,741 $274,805 $334,826 $474,879 $501,004 $557,413 Year ended December 31, 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 FFO information: Net income, less participating securities' share in earnings $0.22 $0.23 $0.67 $0.63 $0.29 $0.63 $0.86 $0.82 $2.76 $0.87 Depreciation and amortization 0.25 0.32 0.26 0. 24 0. 31 0. 32 0.37 0.37 0. 39 0.43 Gain on sale of real estate, net (0.10) (0.05) (0.12) (0.04) (0.01) (0.01) (0.26) (0.02) (1.96) (0.10) Real estate impairment charges - - - - 0.04 - - - 0. 13 0.05 Funds from operations $0.37 $0.50 $0.81 $0.83 $0.63 $0.94 $0.97 $1.17 $1.32 $1.25 Write-off of straight-line rent and other, net 0.05 0.04 0.05 0.01 0. 02 0. 02 0. 01 0. 01 0.05 0. 04 Debt refinancing and unutilized financing costs 0.07 0. 13 - - - 0.02 0.09 0. 09 - 0.01 Release of income tax valuations allowance - - - - - - (0.02) - (0.01) - Acquisition and other transaction costs, net 0.02 0.04 0. 04 0.12 0. 15 0. 28 0.20 0. 08 0. 01 - Non-real estate impairment charges and other 0. 15 - - - 0.26 - 0. 03 - - - Normalized funds from operations per share $0.66 $0.71 $0.90 $0.96 $1.06 $1.26 $1.28 $1.35 $1.37 $1.30 20 Source: Company filings.
PRO FORMA TOTAL GROSS ASSETS RECONCILIATION Pro Forma Total Gross Assets (Unaudited) (Amounts in millions) December 31, 2016 December 31, 2017 December 31, 2018 December 31, 2019 June 30, 2020 Total Assets $6,419 $9,020 $8,844 $14,467 $15,448 Add: Binding real estate commitments on new investments 288 18 865 1,989 514 Unfunded amounts on development deals and commenced capital improvement projects 194 154 230 163 155 Accumulated depreciation and amortization 325 455 465 570 684 Incremental gross assets of our joint ventures - - 375 564 852 Proceeds from new debt subsequent to period-end - - - 928 - Less: Cash used for funding the transactions above (including proceeds from new debt subsequent to period-end) ( 83) (171) (721) ( 2,152) ( 375) Pro Forma Total Gross Assets $7,143 $9,476 $10,058 $16,529 $17,278 Pro forma total gross assets is total assets before accumulated depreciation/amortization, assumes all real estate binding commitments on new investments and unfunded amounts on development deals and commenced capital improvement projects are fully funded, and assumes cash on hand is fully used in these transactions. We believe pro forma total gross assets is useful to investors as it provides a more current view of our portfolio and allows for a better understanding of our concentration levels as our binding commitments close and our other commitments are fully funded. 21 Note: MPT initiated reporting of pro forma total gross assets in 2017 (with disclosure provided for 2016).PRO FORMA TOTAL GROSS ASSETS RECONCILIATION Pro Forma Total Gross Assets (Unaudited) (Amounts in millions) December 31, 2016 December 31, 2017 December 31, 2018 December 31, 2019 June 30, 2020 Total Assets $6,419 $9,020 $8,844 $14,467 $15,448 Add: Binding real estate commitments on new investments 288 18 865 1,989 514 Unfunded amounts on development deals and commenced capital improvement projects 194 154 230 163 155 Accumulated depreciation and amortization 325 455 465 570 684 Incremental gross assets of our joint ventures - - 375 564 852 Proceeds from new debt subsequent to period-end - - - 928 - Less: Cash used for funding the transactions above (including proceeds from new debt subsequent to period-end) ( 83) (171) (721) ( 2,152) ( 375) Pro Forma Total Gross Assets $7,143 $9,476 $10,058 $16,529 $17,278 Pro forma total gross assets is total assets before accumulated depreciation/amortization, assumes all real estate binding commitments on new investments and unfunded amounts on development deals and commenced capital improvement projects are fully funded, and assumes cash on hand is fully used in these transactions. We believe pro forma total gross assets is useful to investors as it provides a more current view of our portfolio and allows for a better understanding of our concentration levels as our binding commitments close and our other commitments are fully funded. 21 Note: MPT initiated reporting of pro forma total gross assets in 2017 (with disclosure provided for 2016).
® AT THE VERY HEART OF HEALTHCARE® AT THE VERY HEART OF HEALTHCARE