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8-K - FORM 8-K - TIPTREE INC. | y05104e8vk.htm |
EX-99.1 - EX-99.1 - TIPTREE INC. | y05104exv99w1.htm |
Care Investment Trust, Inc.
Second Quarter 2011 Conference Call
August 9, 2011
Second Quarter 2011 Conference Call
August 9, 2011
Operator: Good day, ladies and gentlemen. Thank you for standing by. Welcome to the Care
Investment Trust Second Quarter 2011 Conference Call. During todays presentation, all parties
will be in a listen-only mode. Following the presentation, the conference will be open for
questions. If you have a question, please press the star, followed by the one on your touchtone
phone. If youd like to withdraw your question, please press the star, followed by the two. If
youre using speaker equipment, please lift up the handset before making your selection. This
conference is being recorded today, Tuesday, August 9th, 2011.
I would now like to turn the conference over to Scott Eckstein of Financial Relations. Please
go ahead.
Scott Eckstein: Thank you, Operator. Id like to thank everyone for joining us today. This
morning, before the market opened, we distributed a press release announcing the Companys 2011
second quarter financial results. If you have not received the press release, please visit the
Investor Relations section on the Companys website at
www.carereit.com to obtain a copy.
During todays conference call, management will provide an overview of the results. Well
then open the call to your questions.
Before we begin, please be advised that this call may involve forward-looking statements, as
discussed in the press release dated August 9th, 2011. Risks associated with these
statements can be found in the Companys latest SEC filings.
Additionally, we want to remind participants that the information contained in this call is
current only as at the date of this call, August 9th, 2011, and the Company assumes no
obligation to update any statements, including forward-looking statements, made during this call.
Listeners to any replay should understand that the passage of time by itself will diminish the
quality of the statements.
Also, during todays conference call, the Company may discuss funds from operations, or FFO,
or adjusted funds from operations, or AFFO, both of which are non-GAAP financial measures as
defined by SEC Regulation G. A reconciliation of each non-GAAP financial measure and the
comparable GAAP financial measure, and income, can be found in the Companys second quarter 10-Q,
which is expected to be filed with the SEC
tonight
after the close of the market, and on the Companys website at
www.carereit.com, under the
Investor Relations tab.
At this point, Id like to turn the call over to Torey Riso, Care Investment Trust President
and CEO, for his opening remarks. Torey, please go ahead.
Torey Riso: Thank you, Scott. Id like to welcome those on the call this morning. I am Torey
Riso, the Chief Executive Officer of Care Investment Trust. Im joined here in New York by my
fellow Executive Committee members, Michael Barnes, our Chairman, and Geoffrey Kauffman, our
Vice-Chairman, as well as Steve Sherwyn, Cares Chief Financial Officer. Were pleased to have
this opportunity to speak with you about the accomplishments that have been achieved this quarter;
to review with you our financial results for the second quarter of 2011; to describe for you Cares
near-term priorities; and, finally, to answer any questions you may have.
On our last earnings call, I described for you several positive changes that had occurred
since Care closed its change-of-control transaction in August 2010. Im happy to report that
during the second quarter of 2011 we continued that trend. As previously announced early in the
quarter, we settled the law suit relating to our Cambridge transaction. Our joint venture partner
closed the sale of three of the four properties comprising our SMC investment, which generated net
proceeds to Care of approximately $6.2 million. The third thing, our Board declared a quarterly
dividend in the amount of $0.135 per share for the second quarter. Also notable during the second
quarter has been active dialogue with commercial and investment banks relating to debt and equity
capital; and, too, a number of owners/operators of senior housing facilities relating to possible
acquisitions of their properties.
At this point, Id like to ask Steve Sherwyn, our CFO, to walk you through our second quarter
results.
Steve Sherwyn: Thank you, Torey. Good morning and thank you for joining us. Lets start with our
second quarter results.
From a financial reporting perspective, three particular items stand out as we review our
results for the second quarter of 2011. First, the Company reported approximately $1,067,000 of
GAAP income for the quarter as opposed to a loss of approximately $1,113,000 for the first quarter.
Second, this is the first quarter which weve reported the results of our Cambridge investment, as
restructured, in accordance with the Omnibus Agreement, which we entered into April and discussed
on our last earnings call. As we will describe in more detail momentarily, the change in the
structure of our Cambridge investment is the primary factor in the Company reporting income this
quarter as opposed to last quarters loss. Third, our joint venture partner, Senior
Management Concepts, or SMC, completed the sale of three of the four SMC properties this quarter,
generating approximately $6.2 million in net proceeds to Care. It should be noted that our
investment in SMC had been marked at fair value in August of last year, at the time of the
Tiptree transaction, and, accordingly, the properties that were sold were carried on our balance sheet very
close to their ultimate sale price.
Moving to our Cambridge
investment, historically, we have included 85% of the Cambridge
operating loss for a given quarter in our profit and loss, and treated our cash distribution as a
reduction to our carry value of this asset. Starting with the second quarter of 2011, we no longer
include the percentage of the Cambridge operating loss in our profit and loss, and we treat our
preferred cash distribution as income. In the first quarter of this year, we included a loss from
Cambridge slightly in excess of $1 million. In the second quarter, we included our $1.2 million of
cash payment in income. Effectively, this accounts for our approximately $2.2 million change in
profit and loss between our first and second quarters.
Turning to our other sources of revenue:
Bickford: Rental revenue remained constant because of straightlining of lease revenues. It
should be noted that starting in July, cash flow from Bickford increased by approximately $87,000 a
month as a result of the 3% annual base rent increase and the payment of three years of deferred
rent, which will be paid over the next 24 months.
SMC: As previously mentioned, SMC closed on the sale of three of the four properties which we
had an interest in during the first week of May. Going forward, income from SMC will be
approximately $26,000 a month. For the second quarter, income from SMC was approximately $185,000.
Schwartzberg: Our remaining loan generated approximately $200,000 in interest income for the
quarter versus approximately $245,000 in the prior quarter. The difference is attributable to
amortization of principal and an agreement between the lenders and the borrowers to postpone the
current payment of default interest. Going forward, we anticipate approximately $120,000 of
interest income per quarter or $40,000 a month from this investment.
Expenses: The Company continues to monitor its expenses and search for cost-saving
opportunities. Particular areas of focus in this regard are professional fees and insurance costs.
We continue to utilize outside professionals on a selective basis and are in the process of
renewing our D&O insurance at a significant saving.
FFO and AFFO calculation: Going forward, the revised methodology for accounting for our
Cambridge investment will reduce the difference between our GAAP earnings and our FFO and AFFO for
the period. There will no longer be a need to adjust GAAP earnings for our pro rata share of
Cambridge depreciation. With respect to the second quarter, we had FFO of approximately $2 million
or $0.19 a share and AFFO of approximately $1.4 million or $0.14 a share, the major difference
between FFO and AFFO being the straightlining of lease revenue on the Bickford portfolio of
approximately $600,000 or $0.06 a share.
Looking to the third quarter, the increase in rental cash flow from Bickford will more than
offset the reduction in income resulting from the sale of three of the four SMC properties. To the
extent that we close on any acquisitions during the third quarter, such acquisitions will not have
a meaningful impact on income for the third quarter.
Torey?
Torey Riso: Thank you, Steve. As described at the outset of the call, were happy to say that Care
achieved many of the goals we set out for the quarter and our near-term priorities are as follows:
continue to pursue acquisition opportunities; continue to explore opportunities for raising debt
and equity capital; and, as mentioned on the last call, increase our shareholder base and relist
Care on the National Exchange at the appropriate time. I remain, as does the rest of the team and
the Executive Committee, very optimistic about Cares prospects and look forward to working with
the team to accomplish our near-term goals.
With that, Ill ask Alicia, the operator, to open the lines for your questions.
Operator: Thank you, sir. As a reminder, ladies and gentlemen, if you have a question, please
press the star, followed by the one on your touchtone phone. If you would like to withdraw your
question, you can press the star, followed by the two. If youre using speaker equipment today,
please lift the handset before making your selection. Once again, if youd like to ask a question,
please press the star, followed by the one at this time. One moment, please.
Once again, ladies and gentlemen, if youd like to ask a question, please press the star,
followed by the one at this time.
I am showing that there are no questions at this time. I will turn it back over to
management.
Torey Riso: Thank you, Alicia. Thanks again to all that have joined todays call and for the
interest youve shown in Care. We look forward to sharing more positive news with you in the
future. Thank you.
Operator: Ladies and gentlemen, this concludes the Care Investment Trust Second Quarter 2011
Conference Call. If youd like to listen to a replay of todays conference, please dial 1 800
406-7325 or 303 590-3030 and enter in the access code of 4464071. We would like to thank you for
your participation and you may now disconnect.