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HealthLease REIT. Best-in-class facilities are leased under long-term, triple-net leases to leading regional operators in the U.S. and Canada

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We will provide all interested parties – including current and prospective shareholders – equal access to relevant information regarding HealthLease as an investment. We will respond in writing to questions about HealthLease from interested parties on a monthly basis and post these responses on our website. Questions and answers will be filed with SEDAR, which can be accessed at www.sedar.com.

To submit a question, please click here.

First Quarter 2013

Q: What is the value / cap rate on the property being offered to the REIT by Mainstreet in May?

A: The details surrounding this property’s acquisition by the REIT have not yet been made public, but will be made so at the appropriate time.  Generally, however, the REIT will release details of the acquisition once it has been officially approved and completed.

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Q: For G&A - you guide to 6% of revenue - is this stabilized revenue including the recently closed acquisitions? G&A under that scenario would be about $500,000 per quarter - is this your expectation going forward?

A: We have significant acquisition activity; thus, we are conservatively estimating trust expenses at 6% for 2013.  It remains to be seen if this is a long-term run rate.  For the near future, however, 6% would be a decent estimate given the level of acquisition activity being seen.

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Q: The Michigan transactions – was this a tax-efficient structure for the vendor? Or is this a method of acquiring properties you are going to use going forward?

A: This is to a third-party operator (Persimmon) on existing cash flowing assets.  Persimmon is a great operator who we are excited to partner with.  Although this is technically a loan due to certain state of Michigan regulations, these mortgages are structured to act much like leases.  If we were to acquire more assets in Michigan, they would follow this same structure.  In any other state, this same acquisition would have been structured as a market lease.

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Q: What kind of credit risk is the REIT assuming? What kind of recourse does the REIT have in case the borrower defaults?

A: We are in effectively the same position with this transaction as we are on our other leases.  The risk is commensurate with a lease scenario.

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Q: SP portfolio – What will be the quality mix of the portfolio pro-forma the SP acquisition?

A: The portfolio includes a large number of assisted living units.  For reference, assisted living, by nature, is 100% quality mix.  The portfolio has 10 assisted living facilities.  The three remaining skilled nursing facilities are in line with our current skilled portfolio.

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Q: Why was your Q1/13 G&A 9% higher than that in Q4/12?

A:There was $60,000 worth of cost associated with forming the Long Term Incentive Plan.  This is one-time in nature.  In addition, we continued to have costs associated with sourcing new acquisitions.

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Q: What is a good run rate for straight-line rents going forward?

A: Our straight-line rent should be around $2.7 million annually.

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Q: What are the occupancy and coverage ratios of your U.S. assets?

A: Our occupancy remains strong across our entire portfolio.  We have several newly constructed assets that are in lease-up from an operator perspective.  To be clear, the REIT has 100% occupancy but the property level occupancy varies.  Currently, the U.S. assets that are not in lease-up have a combined coverage ratio in excess of 1.50 to 1.00.

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April 2013

Q: How does Mainstreet recover the incremental costs of the new strategic hires from the REIT?
Q: Would the cost of new hires change the REIT’s G&A or any other items on its financial statement?
Q: Which Canadian markets is the REIT targeting for growth – Ontario, Quebec, Alberta, B.C.?
Q: Can you provide any colour on your 2013 acquisition objectives (high level) for the U.S. and Canada?
Q: What is the cap rate for the SP Senior Care Portfolio?
Q: How much liquidity does the REIT have after the acquisition of the SP Senior Care Portfolio?
Q: What were the acquisitions fees paid to Mainstreet related to? Will these costs be present in every acquisition? Does the asset management contract have any acquisition fee provisions?
Q: I think one of the acquired facilities is licensed for both Medicare and Medicaid? Are the other facilities not?
Q: As per the prospectus, the portfolio was appraised at US$139.8MM. The REIT is paying $141.7MM. Is the difference related to a portfolio premium?
Q: Agency financing – will this loan be placed under the Fannie Mae or Freddie Mac programs?
Q: What accretion are you getting in terms of AFFO/unit from the acquisition?
Q: What is your current payout ratio?
Q: What is the planned use for the new funds being raised?
Q: Do any of your tenants have a master lease agreement with you?
Q: Does your new operating line have a demand option in favor of the lender?
Q: How much rent is the REIT getting from the vendor on these properties [the Smith/Packett acquisition]? In consideration of the $26.7MM vendor take-back and given that the REIT pays 7.0% interest on the loan.
Q: Why did you prefer short-term variable rate debt over fixed rate mortgages?
Q: What is the incremental G&A of $167K related to?
Q: Will there be any capitalized interest given by the vendors for the properties under development?

Q: How does Mainstreet recover the incremental costs of the new strategic hires from the REIT?

A: Under the current management agreement, there is no scheduled recovery of incremental costs by management for additional hires.  The management agreement, as drafted, did not contemplate the volume of acquisition activity seen thus far.  As discussed in the prior Q&A, management has now reviewed more than $1 billion of potential acquisitions on behalf of HLP.  Management is constrained from a human resource perspective to execute on the growth opportunities available to the REIT as there is no established mechanism to recover investments in additional resources, human or otherwise.  However, on behalf of unitholders, management continues to utilize the resources it does have available to execute the growth strategy of the REIT.

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Q: Would the cost of new hires change the REIT’s G&A or any other items on its financial statement?

A: As seen in the answer to question #1, under the current management agreement, there is currently no scheduled effect of new hires on the REIT’s G&A or other items on its financial statements.

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Q: Which Canadian markets is the REIT targeting for growth – Ontario, Quebec, Alberta, B.C.?

A: With its triple-net leasing structure, HLP is able to execute on any good opportunities it sees across the U.S. and Canada.  Management is looking at opportunities in all provinces, including some not mentioned in the question.  With a focus on need-driven properties, opportunity is not driven by geographic location, but rather by local market demand and good operations.  This is true for both development and acquisitions.  Sometimes, the best senior housing and care opportunities are found in the secondary and tertiary markets.  

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Q: Can you provide any colour on your 2013 acquisition objectives (high level) for the U.S. and Canada?

A: As seen in the answer to question #1, management has already reviewed, or is reviewing, a tremendous volume of potential acquisitions. Just in the previously announced external developments, there is opportunity to acquire more than $100 million worth of “Class A” property in the near future (once complete). In addition, HLP has several hundred million more in its active acquisition pipeline. While there is no assurance that any of these opportunities will ultimately prove successful, management continues to diligently study and analyze acquisitions that could benefit unitholders.

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Q: What is the cap rate for the SP Senior Care Portfolio?

A: Management will not generally reveal the capitalization rates for successful transactions on a go-forward basis. Those figures can typically be calculated by unitholders based on figures released in public filings. However, this being the first material acquisition, management will state that the estimated cap rate for the Smith/Packett (SP) acquisition was approximately 7.8%. (For reference, this rate is in line with the capitalization rates for the various properties acquired at the time of IPO.)

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Q: How much liquidity does the REIT have after the acquisition of the SP Senior Care Portfolio?

A: Actual liquidity figures can typically be calculated by unitholders based on the public information made readily available on SEDAR. Between cash, operating lines and additional debt capacity, HLP does have ample room on its balance sheet for additional investment. However, management will not utilize this liquidity flippantly just to “do deals.” Instead, management will continue to be diligent in its use of resources to acquire or develop properties that are beneficial to unitholders’ long-term value. It can take a long time to recover from a bad transaction. Instead, management will be patient and will execute swiftly when the right opportunity presents itself.

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Q: What were the acquisitions fees paid to Mainstreet related to? Will these costs be present in every acquisition? Does the asset management contract have any acquisition fee provisions?

A: As seen in the answer to question #1, the business model of the REIT has shifted since the IPO. It was believed that the business model would be more heavily weighted to new developments, wherein compensation was and still is accounted for in the development agreement. While development activity has been consistent with expectations as to volume and pace, acquisitions volume has been substantially higher than was originally envisioned. As such, management has on behalf of HLP expanded its HR resource in Canada and the U.S. in response this shift in business strategy. For additional clarity, since the IPO, Mainstreet has hired three VPs of acquisitions – one in the U.S. and two in Canada –, a financial analyst, a real estate attorney, a paralegal, and additional accounting and administrative staff.

On the heels of a material acquisition that increased the REIT’s asset base by more than 50%, the Board of Trustees decided to allow management to recoup some of these hiring costs by virtue of a one-time fee. Under section 8 of the Asset Management Agreement, “The Client [HLP] and the Asset Manager may from time to time agree in writing on additional services that are to be provided to the Client by the Asset Manager for which the Asset Manager shall be compensated on terms to be agreed upon between the Asset Manager and the Client prior to the provision of such services.”

Neither the Board nor unitholders should desire to limit the opportunities for the REIT to grow through good acquisitions, and may decide at some point to review the Asset Management Agreement to address the disparity between the original agreement and the actual reality of the REIT’s work volume.

In the meantime, management continues to be focused on bringing value to the REIT through new developments, acquisitions, or other means of growth and also performs its duties under the agreement to manage the REIT’s day-to-day operations.

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Q: I think one of the acquired facilities is licensed for both Medicare and Medicaid? Are the other facilities not?

A: All of the skilled nursing facilities (4 of the 13) are licensed for both Medicaid and Medicare. The assisted living facilities (ALF) do not receive reimbursements from Medicare; however, the state of North Carolina will reimburse ALF under the Medicaid program. Thus, they are licensed accordingly.

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Q: As per the prospectus, the portfolio was appraised at US$139.8MM. The REIT is paying $141.7MM. Is the difference related to a portfolio premium?

A: Yes.

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Q: Agency financing – will this loan be placed under the Fannie Mae or Freddie Mac programs?

A: In line with the REIT’s debt strategy, management looks to eventually place all debt into longer-term, fixed rate products like agency financing or other appropriate vehicle. How and when this is accomplished will be based on debt availability, suitability, market factors and overall needs at the REIT level. It can be expected that management will be actively reviewing opportunities to position properties to long-term financing such as CMHC, HUD, Fannie Mae, Freddie Mac, insurance products, etc.

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Q: What accretion are you getting in terms of AFFO/unit from the acquisition?

A: Management is estimating accretion of approximately $0.11 per unit (13%).

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Q: What is your current payout ratio?

A: HLP’s ratios are discussed in depth in our quarterly and annual public filings on SEDAR. However, this recent transaction will have a positive effect on the REIT’s payout ratio, decreasing it to well below 100%. This lower ratio creates flexibility to consider a number of initiatives, including building up additional liquidity and resources on the balance sheet, increasing unitholder distributions, etc.

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Q: What is the planned use for the new funds being raised?

A: These funds, along with cash, were used in part to fund the recently announced acquisition of 13 assets in the US. The balance is being held on the balance sheet to fund future acquisitions or developments, as appropriate.

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Q: Do any of your tenants have a master lease agreement with you?

A: Yes, HLP does in certain instances utilize master leases, as well as cross-defaults or other measures within its leases.

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Q: Does your new operating line have a demand option in favor of the lender?

A: No.

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Q: How much rent is the REIT getting from the vendor on these properties [the Smith/Packett acquisition]? In consideration of the $26.7MM vendor take-back and given that the REIT pays 7.0% interest on the loan.

A: The REIT will be receiving rent equal to 7.8% on the $26.7MM purchase price. To be clear, this is only the case until the properties are completed and full rent commences (estimated to be June 1, 2013).

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Q: Why did you prefer short-term variable rate debt over fixed rate mortgages?

A: Management does not prefer short-term, variable-rate debt. The operating line is being utilized as acquisition financing and a portion of this line is swapped to fixed rate debt. As per the answer to question #10, management’s desire is to focus on longer-term, fixed-rate debt as appropriate and available.

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Q: What is the incremental G&A of $167K related to?

A: Tax and audit related to the new assets.

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Q: Will there be any capitalized interest given by the vendors for the properties under development?

A: The vendors are responsible for completing the assets at their cost - HLP will not be capitalizing interest or booking interest cost.

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Fourth Quarter 2012

Q: What are the development delays at Wabash and Springfield due to?

A: In both cases, we were off by one month.  In Wabash, this was due to altering some flooring, etc. at the tenant’s request.  This also led to a small over-run in cost.  However, we are comfortable with the over-run because the quality of the facility is superior to what we originally planned.  In Springfield, it is related to timing of obtaining licensure.

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Q: Where are you seeing acquisition opportunities – in Canada or in the U.S.?

A: We are seeing significant volume in potential third-party deals in both the U.S and Canada. Since our public launch, we have reviewed more than $750 million in properties for sale. Out of this group, we have identified several portfolios that seem to meet our desired quality, age, and financial metrics. We are diligently considering these opportunities and are prepared to grow through acquisitions if the properties line up with our strategic objectives. Pursuit and due diligence of potential acquisitions led us to ramp up our G&A expense in preparation for growth.

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Q: If HealthLease ends up being responsible for the payment of the roof replacement at Glenmore, what would be the accounting treatment? Is it expensed or capitalized?

A: We purchased the assets below fair market value, so any cost would increase the value of the property and not expensed.

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Q: Did Wabash and Springfield become rent paying at the beginning or end of January 2013 and February 2013, respectively?

A: Wabash rent started on January 22, 2013.  Springfield is beginning of March 2013.  Once again, this should not affect AFFO as Mainstreet, the external manager, is compensating the REIT through a Development Lease.

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Q: Revenue was down on a delay in recognition of rent (~$140K) but the development lease payment was only ~$10K higher vs. the IPO forecast – would have thought this would have been higher to partially offset the revenue decline (even if it is net of financing costs)? What will the Q1 2013 lease payment on the development lease be?

A: This is due to timing of actual development lease payments. You will see the additional Development Lease payment for December in January 2013. The following is what we are projecting for development lease payments.
Development lease payable in 2013:
MS Springfield - December 2013 (pay in Jan) $67,808
MS Wabash - December 2013 (pay in Jan) 52,443
MS Springfield - January 2013 67,808
MS Wabash - January 2013 (Partial month for 1/1/13-1/21/13) 35,526
MS Springfield - February 2013 67,808
Total $291,393

 

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Q: Is the Westfield property being developed by Mainstreet still on time for potential acquisition in Q2 2013?

A: Yes, June 2013 is the targeted acquisition date.

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Q: On the portfolio operations front, how is occupancy for the stabilized properties and how is the EBITDAR coverage ratio on a portfolio basis?

A: Our operator’s performance has continued to be consistent and in many cases improved.  We have a very positive outlook on our industry and the operators we have partnered with.

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Q: What was the capitalized interest amount in Q4 2012?

A: $412,497.

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Q: How much do you expect to spend on the development projects in 2013?

A: $2.5 million. All $2.5 million has been spent in Q1 2013.

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January 2013

Q: have enjoyed the performance in 2012, but what type of growth can I expect in 2013?

A: Investors can expect management to continue to strive towards maximizing per unit value.  As announced in October 2012, there are four projects that the REIT will have the option to purchase from Mainstreet Property Group, the external developer, with a total value of approximately $65 million (8.25% cap rate).  The first opportunity is in 2nd quarter 2013 and the other opportunities will be in 4th quarter 2013.  In addition, management continues to analyze 3rd party acquisitions and believe there are substantial opportunities both in Canada and the United States.  

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Q: You are currently 60% Canada and 40% United States. What allocation do you think you will be in 3-5 years?

A: In the short-term it will be closer to a 50/50 allocation.  However, it is hard to tell long-term what the allocation will be.  From a size standpoint, the total opportunity in the U.S. is greater.  In Canada, while the current operators at our facilities operate under the triple net lease structure, this structure has not really been widely offered to Canadian operators.  We are currently working on educating the Canadian operators on the benefits of working with HealthLease under this structure.

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December 2012

Q: What portion of Zeke Turner’s personal wealth is tied up in HLP.UN?
Q: What is your correct NOI - before or after management fees?
Q: Why do you divide corporate expenses into management fees and trust expenses?
Q: How is your U.S. debt held? According to your IPO prospectus, you had $51 million of US$ mortgages. I am trying to understand how the two notes (US$12 million and US14.5 million) are placed.
Q: How does the REIT make sure that it does not run afoul of the thin capitalization rules?
Q: Can you provide more color on development bonds?
Q: The three properties under development are currently contributing $595K per quarter (not in revenue, but added directly to AFFO). In 2013, the contribution increases to $4 million, why? Will the $4 million amount be included in revenue?
Q: What are the management fees related to the acquisition?
Q: How are the operating margins of the 52-bed facility in the U.S. different than the 200-bed facility? Also, what are the monthly revenue per bed and breakeven occupancy? Please talk about U.S. and Canadian properties in terms of occupancy rates, monthly revenue per suite, operating margins and staff per patient.
Q: What are some main differences between the support provided by the Canadian and U.S. government to LTC/SNF facilities?
Q: Highland Manor lease – the REIT is looking for a new operator to replace Mainstreet Senior I – what is the progress on that front?
Q: Are the U.S. leases materially different than the Canadian leases?
Q: Can you send us an example of a typical lease between a Seniors Living operator and a landlord?
Q: Avalon Springs – I am not clear on the rent escalators of this lease. – “3 times CPI Increase, annually on May 1.”
Q: What was the cap rate on their IPO appraisals?
Q: Note 9 to financial statements - Future minimum rentals - are those rents including straight line rents? Also are there tax recovery amounts in those figures?
Q: Fin P26 - Rental revenue forecast for Q4/12 - Why is the revenue number going down to $4.2 million in Q4/12, even though you had revenues of $4.5 million (i.e., tax recoveries) in Q3/12?
Q: Will there be any seasonality in your revenues? I know that there should not be any but want to make sure.
Q: Interest expenses were $1.38 million in Q3. Was there anything one-time in that figure? The number seems a bit low. If I assume that your average debt outstanding during the quarter was $130 million and apply your weighted average interest rate of 5.1%, I get $1.66 million.
Q: Q3/12 average revenue per bed for Canada – I tried to calculate this number using $3404K of revenue (provided in segmented operations). I got $1133/month, which is much higher than the average of $1012 I got from the forecast revenue for 2013. What am I missing? Tax recoveries?
Q: Q3/12 management fees are not equal to 3% of gross revenue. Why? Also does gross revenue include tax recoveries?
Q: Construction payables on the balance sheet – how is this figure calculated?
Q: Tax recoveries – are these accounting entries or actual cash flows? I think they are actual cash flows but just want to confirm.
Q: How should we forecast recovered realty taxes? Are they included in both revenues and operating costs?
Q: What is the average rent per suite of your portfolio?
Q: What is a good run rate for G&A expenses?
Q: For 2013, how should we model Rent from development projects shown in AFFO calc?
Q: For straight line expenses, is $277K a good run rate?
Q: How much do you spend in maintenance Capex on a per suite basis? For example, Chartwell spends about $700 per suite per year.
Q: In the attached Excel file I have highlighted some cells in yellow. I couldn’t find this info in your prospectus or financial statements. Can you please fill up the empty cells?

Q: What portion of Zeke Turner’s personal wealth is tied up in HLP.UN?

A: While we do not publicly disclose our principals’ financials, we can tell you the majority of Zeke Turner’s personal wealth is related to his ownership of HLP.UN.

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Q: What is your correct NOI - before or after management fees?

A: NOI is after management fees.  

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Q: Why do you divide corporate expenses into management fees and trust expenses?

A: Management fees are the fees paid to Mainstreet for overseeing the properties.  We deem this an operating expense.

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Q: How is your U.S. debt held? According to your IPO prospectus, you had $51 million of US$ mortgages. I am trying to understand how the two notes (US$12 million and US14.5 million) are placed.

A: We have the following debt at the U.S. level:
Construction Loans for the Mishawaka, IN and Springfield, IL properties of $15.2 million (once fully drawn these two loans will total $20.8 million); MS Wabash and ML Marion- Bonds of $27.4 million.

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Q: How does the REIT make sure that it does not run afoul of the thin capitalization rules?

A: We work with our attorneys (Goodmans) and tax professionals (KPMG) on a regular basis to ensure we are in compliance.  

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Q: Can you provide more color on development bonds?

A: Development bonds are debt that has the respective project city’s credit backing it.  These bonds allow the REIT to achieve lower interest rates.  This debt is just like a mortgage on a property.

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Q: The three properties under development are currently contributing $595K per quarter (not in revenue, but added directly to AFFO). In 2013, the contribution increases to $4 million, why? Will the $4 million amount be included in revenue?

A: The three properties will generate approximately $4 million in revenue.  The AFFO on these three properties should be materially close to what they are achieving now via the development lease.

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Q: What are the management fees related to the acquisition?

A: For the third quarter, management fees related to the Western Canadian Properties were $93,870 (3% of cash rent for the quarter).  Management fees are always 3% of revenues.

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Q: How are the operating margins of the 52-bed facility in the U.S. different than the 200-bed facility? Also, what are the monthly revenue per bed and breakeven occupancy? Please talk about U.S. and Canadian properties in terms of occupancy rates, monthly revenue per suite, operating margins and staff per patient.

A: First, the REIT’s operating margins do not materially change based on property size.  The REITs margins are based on the spread between the rent collected and the total weighted average cost of capital for that particular property or the REIT overall.  This being said, smaller properties operationally do not have the same operating efficiencies experienced in larger properties, but the law of diminishing returns also applies.  Management believes the ideal size of a new development property is approximately 100 to 200 units, depending on local market demand.  We do not disclose individual property information at this time.  

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Q: What are some main differences between the support provided by the Canadian and U.S. government to LTC/SNF facilities?

A: Generally, the U.S. properties tend to run higher operating margins, whereas the Canadian properties tend to be more stable and exhibit higher overall occupancy rates.  The U.S. properties are also able to provide a significant amount of short-term rehabilitation and therapy services, which is a high-margin business for operators.  This service is not common in the Canadian marketplace, at least not in the sub-acute market.  Both markets face supply constraints and stagnant reimbursement environments.  This is offset by exponentially increasing demand drivers and the emergence of new, efficient niche services, such as rehab and therapy, memory care, etc.

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Q: Highland Manor lease – the REIT is looking for a new operator to replace Mainstreet Senior I – what is the progress on that front?

A: We are still in discussions with several operators.

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Q: Are the U.S. leases materially different than the Canadian leases?

A: No.

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Q: Can you send us an example of a typical lease between a Seniors Living operator and a landlord?

A: Our typical leases are 9-10% of cost and will be for an initial term of 10 or 15 years.  The tenant will then have a couple five-year extensions.  The typical lease will include 2-3% annual escalators.  In addition, the tenant will have a mandatory capital expenditure per bed and financial reporting requirements.

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Q: Avalon Springs – I am not clear on the rent escalators of this lease. – “3 times CPI Increase, annually on May 1.”

A: If CPI is .9%, then the annual increase would be 3 x .9%, or 2.7%.  The increase cannot exceed 3%, so if the CPI was 1.2% then it would cap out at 3%.

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Q: What was the cap rate on their IPO appraisals?

A: The implied cap rate on the portfolio was 8.5%.  The blended appraisal cap rate on all of the assets was approximately 8%.

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Q: Note 9 to financial statements - Future minimum rentals - are those rents including straight line rents? Also are there tax recovery amounts in those figures?

A: These do not include straight line rent amounts.  This note includes only future cash rent amounts.  

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Q: Fin P26 - Rental revenue forecast for Q4/12 - Why is the revenue number going down to $4.2 million in Q4/12, even though you had revenues of $4.5 million (i.e., tax recoveries) in Q3/12?

A: This financial statement note is only the future cash rent payments (i.e., does not include straight line amounts).  In addition, it does not include the property tax recovery that we book each quarter.

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Q: Will there be any seasonality in your revenues? I know that there should not be any but want to make sure.

A: All rents are contractual and do not fluctuate.

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Q: Interest expenses were $1.38 million in Q3. Was there anything one-time in that figure? The number seems a bit low. If I assume that your average debt outstanding during the quarter was $130 million and apply your weighted average interest rate of 5.1%, I get $1.66 million.

A: The interest expense associated with the assets under construction is capitalized into the asset and not expensed.  Interest is expensed once a facility is up and operational.  When we capitalize a new project we include an interest reserve fund that pays the interest during construction.

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Q: Q3/12 average revenue per bed for Canada – I tried to calculate this number using $3404K of revenue (provided in segmented operations). I got $1133/month, which is much higher than the average of $1012 I got from the forecast revenue for 2013. What am I missing? Tax recoveries?

A: Tax recoveries are included in this number.

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Q: Q3/12 management fees are not equal to 3% of gross revenue. Why? Also does gross revenue include tax recoveries?

A: The fee is 3% of cash rent.  The gross revenue does include tax recoveries.  The total annual tax recoveries are approximately $360,000.

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Q: Construction payables on the balance sheet – how is this figure calculated?

A: These represent amounts owed to general contractors for the construction of the Wabash, Mishawaka and Springfield properties that are currently under construction.

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Q: Tax recoveries – are these accounting entries or actual cash flows? I think they are actual cash flows but just want to confirm.

A: No these are not actual cash flows.  It is a journal entry that grosses up revenue and operating expenses.

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Q: How should we forecast recovered realty taxes? Are they included in both revenues and operating costs?

A: Yes.

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Q: What is the average rent per suite of your portfolio?

A: We do not view our business in this manner.  With that said, we have 1,931 beds in our current portfolio.

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Q: What is a good run rate for G&A expenses?

A: Based on our forecast, a 4-5% run rate would be reasonable at this time.

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Q: For 2013, how should we model Rent from development projects shown in AFFO calc?

A: The development lease was done only for the purpose of the three initial projects under construction.  In 2013, there should not be any development lease payments.  The assets that are currently under construction will be complete and will begin generating rent income and interest expense.

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Q: For straight line expenses, is $277K a good run rate?

A: After the three assets currently under development are live, the run rate for straight line rent will be approximately $439,000 per quarter.

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Q: How much do you spend in maintenance Capex on a per suite basis? For example, Chartwell spends about $700 per suite per year.

A: We believe that this is the major difference between our business model and that of an operator, such as the company you mentioned.  The triple net lease structure places all responsibility for capital expenditures on the tenant.  We require reporting of these expenditures and monitor such accordingly.  In addition, our portfolio is very young compared to the market.  As such, even for our tenant operators, the capital expenditures required to maintain the properties are lower than older portfolios.  Our tenants are required to cover all capital expenditures except for the roofs on the Canadian properties.  As a result, we are not required to spend any capital expenditures per suite.  We further mandate under our leases that our tenants spend a certain minimum amount in capital expenditures.  

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Q: In the attached Excel file I have highlighted some cells in yellow. I couldn’t find this info in your prospectus or financial statements. Can you please fill up the empty cells?

A: The purchase price of the U.S. assets was based on the final pricing (8.5% cap rate/yield).  You should be able to derive the purchase price by taking the annual rent at IPO and dividing by the IPO yield.

The U.S. assets without occupancy numbers were left blank due to the properties being under construction or just recently opened.  The Valparaiso and Marion properties’ lease have commenced and are now open and working toward stabilization.  Both are making great progress in occupancy and are on schedule for stabilization.  Remember, that for the REIT, stabilization occurs at lease commencement and we begin collecting 100% of rent.  The operator assumes the operational risk of stabilization.

We assumed existing leases on the Western Canada Properties.  These leases do not allow us to disclose property performance and occupancy.  With that said, we feel very comfortable with the performance of the properties.

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Third Quarter 2012

Q: On the next generation assets, your prospectus indicated that Medicare and private pay mix tend to be much higher than older assets. Does it not make sense that if the Medicare patient needs LT care and their resources are eventually depleted that they will effectively become Medicaid, i.e., I can see why a brand new building will attract a higher mix of Medicare and private pay, but over time as the newer assets ‘season’, we should see an increasing proportion of Medicaid, consistent with th
Q: Despite the reduction (from 5% to 3%) of management fees, I am quite leery of the external management of REITs, as fees are quite high and the reward is for volume/acquisitions rather than profits. Most REITs are moving to internal management fee structures, and management is more aligned with shareholders than is the case here. Can you explain to me why you have an external management fee structure, why 5% is allowed for development of properties, and why fees are based upon volume of ren
Q: Please give me information as to your existing payout ratio as well as the payout ratio you expect for 2013.
Q: Could you please advise if HealthLease Properties Real Estate Investment Trust (the "REIT") (TSX: HLP.UN) is a mutual fund?
Q: I have a U.S. client who owns shares of HREIU.  Do they receive the same monthly distribution as people who own HLP.UN?
Q: Can you please confirm how distributions are categorized for income purposes?
Q: Are the Development Lease properties still expected to be completed within the forecasted timeline and budget?
Q: How is the acquisition pipeline progressing? Do you still expect to deploy the proceeds of the over-allotment option by the end of the year?
Q: What was the portfolio EBITDAR / Rent Coverage? Are there any facilities in particular that are operating above or below expectations?
Q: How is the internal development pipeline shaping up? Are tenant operators expressing interest in developing new facilities?
Q: What are the impacts of the recent election on funding sources for skilled nursing facilities in the U.S.?
Q: Can you elaborate on the roof repair at the AgeCare asset? Is there any recourse against Northern Property REIT for the repair?

Q: On the next generation assets, your prospectus indicated that Medicare and private pay mix tend to be much higher than older assets. Does it not make sense that if the Medicare patient needs LT care and their resources are eventually depleted that they will effectively become Medicaid, i.e., I can see why a brand new building will attract a higher mix of Medicare and private pay, but over time as the newer assets ‘season’, we should see an increasing proportion of Medicaid, consistent with th

A: Our Next GenerationTM designs are founded on two different principles.  One principle is what you reference, that a consumer will be more attracted to our new, better designs than the other product offerings in the market.  Yes, these will eventually “season” and will have to adapt over time, especially if new entrants enter the market.  However, this is offset by a number of factors.  First, in the local markets, even in non-certificate of need states, there are still significant barriers to entry for new competitors.  New properties can be expensive to build and a local market can only manage a certain number of active properties.  As new entrants enter the market, it will be the older buildings (even more obsolete by that time) that will be forced to close.  Second, our entire approach at this time is based on current market demand.  Senior demographics continue to grow exponentially, creating even more demand into the future.  We view this as upside and it is what will be serviced by any new entrants to the local markets.  It will not be them stealing census from our buildings.  Finally, our buildings, via private rooms and other design features, are able to flex over time to adapt to different uses.  For instance, a property may start out as a mix of 70 skilled nursing rooms and 30 assisted living rooms, but may flex over time to more of a 50/50 model or even something entirely different.  This adaptability has never before been seen in the senior care industry.

However, it is the second principle of our designs that is even a more compelling answer to your questions.  This represents a programmatic shift in the facility’s operations, targeting short-term rehabilitation and therapy instead of long-term care.  I cannot overstate how important this shift is to the long-range viability of our model.  The old model of care was long-term, custodial care paid for by the state government’s welfare system (Medicaid).  The new model is that of consumer-focused, short-term stays paid for by insurance programs (Medicare and private insurance).   This means that our properties are not even competing with the current “legacy” properties in a market.  Instead, they are filling a vastly underserved niche of patients coming directly out of a hospital stay.  In fact, the majority of our properties have little to no active Medicaid certifications, meaning they cannot even admit a resident on a Medicaid stay.  (If a resident were to run out of money, they would have to transition to another property.)  As demand in the markets continues to grow, our properties will continue to hold a key position in servicing the rehabilitation and therapy needs of the local population.

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Q: Despite the reduction (from 5% to 3%) of management fees, I am quite leery of the external management of REITs, as fees are quite high and the reward is for volume/acquisitions rather than profits. Most REITs are moving to internal management fee structures, and management is more aligned with shareholders than is the case here. Can you explain to me why you have an external management fee structure, why 5% is allowed for development of properties, and why fees are based upon volume of ren

A: The 3% management fee currently equates to only approximately $630,000 per year. We believe this is very reasonable, especially when compared to the cost of having similar management functions performed internally. Under the agreement, management is required to be internalized once market capitalization reaches $500 million – at no additional cost to the REIT. The goal is to move to internal management once the REIT can absorb the overhead without influencing yield to investors. Remember, the manager is also a significant unitholder of the REIT, owning 2.4 million shares, or approximately 17% of shares outstanding. This, more than anything, drives alignment of interest.

The development fee is based on market terms and represents a fair compensation when compared to the actual cost to execute development projects.

The base management fee is based on revenue because it is straightforward and easy to understand. However, the prospectus does contemplate an incentive compensation plan that will likely be based on other measures such as profitability, growth, etc. This is what will ultimately be implemented to further align management and unitholder interest.

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Q: Please give me information as to your existing payout ratio as well as the payout ratio you expect for 2013.

A: Our payout ratio for Q3 2012 was 102%. Our target is 93%. The ratio was higher in Q3 due to the over-allotment that was exercised by the underwriters not being fully deployed.

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Q: Could you please advise if HealthLease Properties Real Estate Investment Trust (the "REIT") (TSX: HLP.UN) is a mutual fund?

A: HealthLease is an “open-ended” real estate investment trust.

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Q: I have a U.S. client who owns shares of HREIU.  Do they receive the same monthly distribution as people who own HLP.UN?

A: HREIU is the ticker symbol for HealthLease Properties REIT on the United States OTC market. The ticker symbol is assigned by the OTC. However, to answer your question, the unitholders of HREIU receive the same benefits as the unitholders of HLP.UN.

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Q: Can you please confirm how distributions are categorized for income purposes?

A: The distributions are estimated to be approximately:
U.S. source interest – 11%
Canadian property income – 25%
Return of capital – 64%

These amounts will be “trued-up” at year-end.

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Q: Are the Development Lease properties still expected to be completed within the forecasted timeline and budget?

A: The Development Lease properties are still materially on time and on budget.

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Q: How is the acquisition pipeline progressing? Do you still expect to deploy the proceeds of the over-allotment option by the end of the year?

A: We are seeing robust demand for our products, both in developments and acquisitions. We previously announced via press release several developments that are coming online next year. We also believe we will have ample third-party acquisition opportunities.

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Q: What was the portfolio EBITDAR / Rent Coverage? Are there any facilities in particular that are operating above or below expectations?

A: We do not disclose individual property performance. However, our portfolio EBITDAR to rent coverage is currently 2.11 to 1.00. To be clear, we have varying reporting periods among our operators, so this number reflects a snapshot of all of our operators but may contain annualized calculations of different time periods.

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Q: How is the internal development pipeline shaping up? Are tenant operators expressing interest in developing new facilities?

A: We have already started putting a list together for potential internal developments. Based on market demand and industry fundamentals, management believes these opportunities will be significant in terms of volume going forward.

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Q: What are the impacts of the recent election on funding sources for skilled nursing facilities in the U.S.?

A: It is impossible to predict what future changes might be made to the funding sources. With that said, we do not see anything coming down the line that causes us to be concerned about our business or its future growth potential.

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Q: Can you elaborate on the roof repair at the AgeCare asset? Is there any recourse against Northern Property REIT for the repair?

A: The REIT is currently investigating all of its options.

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