News Release: Carter Validus Mission Critical REIT II, Inc. Reports Third Quarter 2018 Results

Tampa, Fla.–(Business Wire)–Carter Validus Mission Critical REIT II, Inc., or the Company, announced today its financial and operating results for the quarter ended September 30, 2018.

2018 Third Quarter Summary

• Net income attributable to common stockholders totaled $7.7 million.
• Net operating income, or NOI, totaled $36.1 million.
• Funds from operations, or FFO, as defined by the National Association of Real Estate Investment Trusts, or NAREIT, attributable to common stockholders equaled $22.6 million.
• Modified funds from operations, or MFFO, as defined by the Institute for Portfolio Alternatives (formerly known as the Investment Program Association), or the IPA, attributable to common stockholders equaled $18.1 million.
• The Company acquired two healthcare real estate properties for an aggregate purchase price of $14.5 million.
• The Company’s board of directors approved and adopted the fourth amended and restated share repurchase program, or the Fourth Amended & Restated SRP, which became effective on August 29, 2018. The Fourth Amended & Restated SRP provides that the Company will repurchase shares on a quarterly, instead of monthly, basis. In accordance with the Fourth Amended & Restated SRP, the per share repurchase price will be 100% of the most recent estimated value of each of the Company’s share classes – Class A common stock, Class I common stock, Class T common stock and Class T2 common stock. The Company’s board of directors subsequently approved and adopted the fifth amended and restated share repurchase program, or the Fifth Amended & Restated SRP, which will be effective on November 25, 2018, in order to clarify that the Company will process accepted repurchase requests on or about the tenth (10th) day of the month following the end each calendar quarter. The Fourth Amended & Restated SRP and the Fifth Amended & Restated SRP are collectively referred to herein as the “SRP.”
• On September 27, 2018, the Company’s board of directors established an updated estimated per share net asset value of $9.25 as of June 30, 2018, for each of the Company’s share classes. or the Estimated Per Share NAV. The Company’s board of directors revised the Company’s offering prices to account for the Estimated Per Share NAV; therefore, effective October 1, 2018, in the Company’s follow-on offering, Class A shares are offered at $10.278 per Class A share,Class I shares are offered at $9.343 per Class I share, and Class T2 shares are offered at $9.788 per Class T2 share. Further, each of the Company’s share classes are each offered at $9.25 per share pursuant to the Company’s distribution reinvestment plan, or DRIP, commencing on October 1, 2018. Lastly, the Estimated Per Share NAV of $9.25 shall serve as the most recent estimated value for each of the Company’s share classes for purposes of the SRP, commencing on October 1, 2018.
• On September 27, 2018, in connection with the determination of the Estimated Per Share NAV of $9.25, the Company’s board of directors approved and authorized an additional distribution to the Company’s Class A stockholders, Class I shareholders, Class T shareholders and Class T2 shareholders to maintain an annualized distribution rate for each class of shares of 6.40%, 7.04%, 5.79% and 5.82%, respectively, based on the revised follow-on offering per share purchase prices. The additional distribution amount for each class of shares was calculated of as a daily rate based on 365 days in the calendar year for the Company’s shareholders of record as of the close of business on each day of the period commencing on October 1, 2018 and ending November 30, 2018.

An explanation of Funds from Operations, Modified Funds from Operations and net operating income, as well as reconciliations of such non-GAAP Financial measures to the most directly comparable U.S. GAAP measures, is included at the end of this release.

Financial Results

• Net income attributable to common stockholders totaled $7.7 million for the quarter ended September 30, 2018, compared to $5.4 million for the quarter ended September 30, 2017, or a 43% increase.
• FFO attributable to common stockholders equaled $22.6 million for the quarter ended September 30, 2018, representing year-over-year growth of 31% compared to FFO attributed to common stockholders of $17.3 million for the quarter ended September 30, 2017.
• MFFO attributable to common stockholders equaled $18.1 million for the third quarter of 2018, representing year-over-year growth of 31% compared to MFFO attributable to common stockholders of $13.8 million for the same period in the prior year.
• Net income, FFO and MFFO increased primarily due to acquisitions of eleven real estate properties since October 1, 2017.
• During the third quarter of 2018, the Company paid aggregate distributions of $20.7 million ($10.4 million in cash and $10.3 million reinvested in shares of common stock pursuant to the DRIP) and declared distributions per share of $0.16. During the third quarter of 2018, the Company paid aggregate distributions and declared distributions per share of each class of common stock as follows:

Class A Shares:

– paid distributions of $13,534,000 ($7,056,000 in cash and $6,478,000 reinvested in shares of common stock pursuant to the Company’s DRIP);

– declared distributions per share of $0.16.

Class I Shares:

– paid distributions of $1,653,000 ($961,000 in cash and $692,000 reinvested in shares of common stock pursuant to the DRIP);

– declared distributions per share of $0.16.

Class T Shares:

– paid distributions of $5,275,000 ($2,269,000 in cash and $3,006,000 reinvested in shares of common stock pursuant to the DRIP);

– declared distributions per share of $0.14.

Class T2 Shares:

– paid distributions of $222,000 ($78,000 in cash and $144,000 reinvested in shares of common stock pursuant to the DRIP);

– declared distributions per share of $0.14.

Operating Results

The Company generates almost all of the net operating income from property operations. In order to evaluate the overall portfolio, management analyzes the net operating income of same store properties. The Company defines “same store properties” as operating properties that were owned and operated for the entirety of both calendar periods being compared and excludes properties under development. By evaluating the property net operating income of the same store properties, management is able to monitor the operations of the Company’s existing properties for comparable periods to measure the performance of the current portfolio and determine the effects of new acquisitions on net income.

		Three Months Ended September 30,
(in thousands)		2018				2017				Change
Revenue:
Same store rental and parking revenue		$	30,188			$	30,130			$	58
Same store tenant reimbursement revenue		5,459				5,942				(483		)
Non-same store rental, parking and tenant reimbursement revenue		9,902				130				9,772
Other operating income		(31		)		3				(34		)
Total revenue		45,518				36,205				9,313
Expenses:
Same store rental and parking expenses		7,761				8,348				(587		)
Non-same store rental and parking expenses		1,686				20				1,666
Net operating income		$	36,071			$	27,837			$	8,234

See the reconciliation of net income, which is the most directly comparable GAAP financial measure, to net operating income for the three months ended September 30, 2018 and 2017, included at the end of this release.

• Total third quarter 2018 revenue of $45.5 million was a 26% increase over total revenue of $36.2 million for the same period in the prior year.
• NOI totaled $36.1 million for the quarter ended September 30, 2018, representing an increase of approximately 30% compared to NOI of $27.8 million for the quarter ended September 30, 2017.
• There was an increase in contractual rental revenue resulting from average annual rent escalations of 1.23% at the Company’s same store properties, before the impact of straight-line rental revenue.
• Third quarter 2018 non-same store rental and parking revenue, tenant reimbursement revenue and rental and parking expenses increased from the same period in the prior year due to property acquisitions.

Portfolio Overview and Leasing Activity

• As of September 30, 2018, the Company owned 58 real estate investments, consisting of 77 properties, comprising approximately 5,541,000 of rental square feet, which had an aggregate purchase price of approximately $1.8 billion.
• The Company’s real estate investments are located in 39 metropolitan statistical areas, or MSAs.
• As of September 30, 2018, the Company had 140,000 square feet of vacant rentable space. During the third quarter of 2018, as a result of placing one property in service, the lease for 47,000 square feet at the Vibra Rehabilitation Hospital commenced. It had been under construction since being purchased in March 2016.
• The Company’s operating real estate investments have a weighted average occupancy rate of 97.5% as of September 30, 2018.
• During the third quarter of 2018, the Company acquired one real estate investment, consisting of two healthcare properties, for an aggregate purchase price of $14.5 million. The properties total approximately 39,000 rentable square feet, are 100% leased to four tenants and have remaining lease terms ranging from six to twelve years at September 30, 2018.
• Year-to-date, the Company has acquired seven real estate properties, consisting of four healthcare properties and three data center properties, for an aggregate purchase price of approximately $141.4 million. The properties total approximately 305,000 rentable square feet, have a weighted average occupancy of 92% and have a weighted average remaining lease term of 7.8 years.
• As of September 30, 2018, the weighted average remaining lease term of the Company’s real estate properties was 9.58 years.

Michael Seton, Chief Executive Officer, President and Director of the Company, stated, “During the third quarter of 2018, we announced an increase in our estimated net asset value per share, demonstrating our ability to grow stockholders’ value through acquisition and management of our real estate assets. During the third quarter of 2018, we acquired two real estate properties for a total of $14.5 million and completed construction of a newly built rehabilitation hospital located in California, all of which add to our already diversified portfolio of healthcare and data center mission critical properties. We believe our strategy of focusing on diversified asset types along with continually expanding our tenant base will enhance the value of the Company.”

Balance Sheet and Liquidity

• As of September 30, 2018, the Company had total principal debt outstanding of $777.9 million, consisting of $467.9 million in notes payable and $310.0 million on the credit facility and a net debt leverage ratio, which is the ratio of principal debt outstanding less cash to total aggregate purchase price and additional capital expenditures of real estate assets, of 38.7%. The Company’s outstanding debt was comprised of 73.0% fixed rate debt (including debt fixed through the use of interest rate swaps) and 27.0% variable rate debt.
• At September 30, 2018, the Company had liquidity of $276.2 million, consisting of $84.8 million in cash and cash equivalents and $191.4 million in borrowing base availability on the credit facility.

Use of Non-GAAP Information

Net operating income, a non-GAAP financial measure, is defined as total revenues, less rental and parking expenses, which excludes depreciation and amortization, general and administrative expenses, acquisition related expenses, asset management fees and interest expense, net. The Company believes that net operating income serves as a useful supplement to net income because it allows investors and management to measure unlevered property-level operating results and to compare operating results to the operating results of other real estate companies between periods on a consistent basis. Net operating income should not be considered as an alternative to net income determined in accordance with GAAP as an indicator of financial performance, and accordingly, the Company believes that in order to facilitate a clear understanding of the consolidated historical operating results, net operating income should be examined in conjunction with net income as presented in the condensed consolidated financial statements and data included on the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 14, 2018.

The following is a reconciliation of net income attributable to common stockholders, which is the most directly comparable GAAP financial measure, to net operating income for the three months ended September 30, 2018 and 2017 (amounts in thousands):

		Three Months Ended September 30,
		2018				2017
Revenue:
Rental, parking and tenant reimbursement revenue		$	45,518			$	36,205
Expenses:
Rental and parking expenses		9,447				8,368
Net operating income		36,071				27,837
Expenses:
General and administrative expenses		1,244				1,062
Asset management fees		3,323				2,698
Depreciation and amortization		14,849				11,852
Income from operations		16,655				12,225
Interest expense, net		8,938				6,786
Net income attributable to common stockholders		$	7,717			$	5,439

One of the Company’s objectives is to provide cash distributions to its stockholders from cash generated by the Company’s operations. The purchase of real estate assets and real estate-related investments, and the corresponding expenses associated with that process, is a key operational feature of the Company’s business plan in order to generate cash from operations. Due to certain unique operating characteristics of real estate companies, the National Association of Real Estate Investment Trusts, or NAREIT, an industry trade group, has promulgated a measure known as FFO which the Company believes is an appropriate supplemental measure to reflect the operating performance of a REIT. The use of FFO is recommended by the REIT industry as a supplemental performance measure. FFO is not equivalent to the Company’s net income as determined under GAAP.

The Company defines FFO, consistent with NAREIT’s definition, as net income (computed in accordance with GAAP), excluding gains (or losses) from sales of property and asset impairment write-downs, plus depreciation and amortization of real estate assets, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis.

The Company, along with others in the real estate industry, consider FFO to be an appropriate supplemental measure of a REIT’s operating performance because it is based on a net income analysis of property portfolio performance that excludes non-cash items such as depreciation and amortization and asset impairment write-downs, which the Company believes provides a more complete understanding of its performance to investors and to its management, and when compared year over year, reflects the impact on the Company’s operations from trends in occupancy.

Publicly registered, non-listed REITs, such as the Company, typically have a significant amount of acquisition activity and are substantially more dynamic during their initial years of investment and operations. While other start-up entities may also experience significant acquisition activity during their initial years, the Company believes that publicly registered, non-listed REITs, like the Company, are unique in that they have a limited life with targeted exit strategies within a relatively limited time frame after the acquisition activity ceases. The Company will use cash flows from operations and debt financings to acquire real estate assets and real estate-related investments, and the Company’s board of directors will determine to pursue a liquidity event when it believes that the then-current market conditions are favorable; however, the Company’s board of directors does not anticipate evaluating a liquidity event (i.e., listing of its shares of common stock on a national securities exchange, a merger or sale, the sale of all or substantially all of its assets, or another similar transaction) until five to seven years after the termination of the primary offering of the Company’s initial public offering, which is generally comparable to other publicly registered, non-listed REITs. Thus, the Company does not intend to continuously purchase real estate assets and intends to have a limited life. Due to these factors and other unique features of publicly registered, non-listed REITs, the IPA has standardized a measure known as modified funds from operations, or MFFO, which the Company believes to be another appropriate supplemental measure to reflect the operating performance of a publicly registered, non-listed REIT. MFFO is a metric used by management to evaluate sustainable performance and dividend policy. MFFO is not equivalent to the Company’s net income as determined under GAAP.

The Company defines MFFO, a non-GAAP measure, consistent with the IPA’s definition in its Practice Guideline: FFO further adjusted for the following items included in the determination of GAAP net income; acquisition fees and expenses; amounts related to straight-line rental income and amortization of above and below intangible lease assets and liabilities; accretion of discounts and amortization of premiums on debt investments; mark-to-market adjustments included in net income; nonrecurring gains or losses included in net income from the extinguishment or sale of debt, hedges, foreign exchange, derivatives or securities holdings where trading of such holdings is not a fundamental attribute of the business plan, unrealized gains or losses resulting from consolidation from, or deconsolidation to, equity accounting, adjustments related to contingent purchase price obligations where such adjustments have been included in the derivation of GAAP net income, and after adjustments for a consolidated and unconsolidated partnership and joint ventures, with such adjustments calculated to reflect MFFO on the same basis. The Company’s MFFO calculation complies with the IPA’s Practice Guideline, described above. In calculating MFFO, the Company excludes amortization of above and below-market leases, amounts related to straight-line rents (which are adjusted in order to reflect such payments from a GAAP accrual basis to closer to an expected to be received cash basis of disclosing the rent and lease payment) and ineffectiveness of interest rate swaps. The other adjustments included in the IPA’s Practice Guideline are not applicable to the Company.

The following is a reconciliation of net income attributable to common stockholders, which is the most directly comparable GAAP financial measure, to FFO and MFFO for the three months ended September 30, 2018 and 2017 (amounts in thousands, except share data and per share amounts):

				Three Months Ended September 30,
				2018				2017
Net income attributable to common stockholders				$	7,717			$	5,439
Adjustments:
Depreciation and amortization				14,849				11,852
FFO attributable to common stockholders				$	22,566			$	17,291
Adjustments:
Amortization of intangible assets and liabilities (1)				(1,086		)		(616		)
Straight-line rents (2)				(3,326		)		(2,844		)
Ineffectiveness of interest rate swaps				(49		)		$	(14	)
MFFO attributable to common stockholders				$	18,105			$	13,817
Weighted average common shares outstanding – basic				132,467,127				105,388,118
Weighted average common shares outstanding – diluted				132,491,755				105,405,297
Net income per common share – basic				$	0.06			$	0.05
Net income per common share – diluted				$	0.06			$	0.05
FFO per common share – basic				$	0.17			$	0.16
FFO per common share – diluted				$	0.17			$	0.16
(1)			Under GAAP, certain intangibles are accounted for at cost and reviewed at least annually for impairment, and certain intangibles are assumed to diminish predictably in value over time and are amortized, similar to depreciation and amortization of real estate-related assets that are excluded from FFO. However, because real estate values and market lease rates historically rise or fall with market conditions, management believes that by excluding charges related to amortization of these intangibles, MFFO provides useful supplemental information on the performance of the real estate.
(2)			Under GAAP, rental revenue is recognized on a straight-line basis over the terms of the related lease (including rent holidays if applicable). This may result in income recognition that is significantly different than the underlying contract terms. By adjusting for the change in deferred rent receivables, MFFO may provide useful supplemental information on the realized economic impact of lease terms, providing insight on the expected contractual cash flows of such lease terms, and aligns with our analysis of operating performance.

About Carter Validus Mission Critical REIT II, Inc.

Carter Validus Mission Critical REIT II, Inc. is a non-traded, publicly registered real estate investment trust that engages in the acquisition of quality income-producing commercial real estate with a focus on data centers and healthcare facilities, preferably with long-term net leases to creditworthy tenants. As of September 30, 2018, the Company owned 58 real estate investments, consisting of 77 properties located in 39 MSAs across the United States. As of September 30, 2018, the Company’s data center portfolio consisted of 28 properties and its healthcare portfolio consisted of 49 properties with a diversified focus, including medical office buildings, specialty surgical centers, and hospital properties.

Forward-Looking Statements

This release contains certain forward-looking statements within the meaning of federal securities laws and regulations. Because such statements include risks, uncertainties and contingencies, actual results may differ materially from those expressed or implied by such forward-looking statements and you should not place undue reliance on any such statements. A number of important factors could cause actual results to differ materially from the forward-looking statements contained in this release. Such factors include those described in the Risk Factors sections of Carter Validus Mission Critical REIT II, Inc.’s annual report on Form 10-K, quarterly reports on Form 10-Q and other reports filed with the Securities and Exchange Commission. Forward-looking statements in this document speak only as of the date on which such statements were made, and the Company undertakes no obligation to update any such statements that may become untrue because of subsequent events. Such forward-looking statements are subject to the safe harbor protection for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

Contacts

Media Contact:
Sheli Chiaradio
schiaradio@cvreit.com
813-316-4249