Thank you for standing by. My name is Karen and I will be your conference operator today. At this time, I would like to welcome everyone to the CareTrust Street 4th Quarter 2024 Earnings Conference Call. All lines have been placed on mute to prevent any background noise. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press star followed by the number one on your telephone keypad. To withdraw your question, you may press star followed by the number one again. I will now turn the call over to Lauren Bill, CareTrust Chief Accounting Officer. The floor is yours.

Thank you and welcome to CareTrust's fourth quarter 2024 earnings call. We will make forward-looking statements today based on management's current expectations, including statements regarding future financial performance, dividends, acquisitions, investments, financing plans, business strategies, and growth prospects. These forward-looking statements are subject to risks and uncertainties that could cause actual results to materially differ from our expectations. These risks are discussed in CareTrust REIT's most recent Form 10-K and 10-Q filings with the SEC. We do not undertake a duty to update or revise these statements, except if required by law. During the call, the company will reference non-GAAP metrics such as EBITDA, FFO, and FAD, or FAD. A reconciliation of these measures to the most comparable GAAP financial measures is available in our earnings press release and Q4 2024 non-GAAP reconciliation that are available on the Investor Relations section of CareTrust's website at www.caretrustreate.com. A replay of this call will also be available on the website for a limited period. On the call this morning are Dave Sedgwick, President and Chief Executive Officer, Bill Ladner, Chief Financial Officer, and James Hollister, Chief Inductment Officer. I'll now turn the call over to Dave Sedgwick, CareTrust Reads President and CEO.

Thank you and good morning everyone and thank you for joining us as we kick off what we hope to be another very strong year at CareTrust. It's worth stepping back to consider the broader macro environment. A couple of years ago, when the Fed raised interest rates more aggressively than any time in our country's history, financial markets, and the REIT sector in particular, faced serious challenges. However, because we had driven down leverage and built up our dry powder, we were uniquely positioned to capitalize on a window of opportunity that opened and continues open to us today. The elevated rates drove many banks and investors to the sidelines and drove more and larger deal flow our way. We maximized the opportunity by recalibrating the team, deepening strategic relationships, and working flat out, resulting in $1.5 billion of investments essentially match funded with $1.5 billion of equity issuance from both the ATM and a follow-on offering. The full effect of last year's activities will result in meaningful FFO per share growth this year without any new investments. Today, we are one of the rare REITs that is largely indifferent to a higher-for-longer outlook. If rates come down, we will certainly benefit. But if they don't, our balance sheet, our portfolio, our access to capital, the opportunity set in front of us, and our team are all in a stronger position today than we were going into 2024. Our mindset to maximize the window of opportunity open to us has not changed. Neither has our underwriting discipline that has made our portfolio so secure and resilient. We do not grow for the sake of growth. We remain laser-focused on long-term FFO per share growth. For us, that will always only be achieved by matching the right operators with the right opportunities and setting them up for success. In our view, the right operators are those who first take care of their employees so that their employees can in turn take care of their residents and patients and loved ones. With respect to those operators in our portfolio, we continue to enjoy exceptional lease coverages overall at 2.82 times EBITDA and 2.21 times EBITDA. Our top 10 tenants, which account for approximately 80% of triple net revenue, are covering at 3.02 times EBITDA and 2.37 times EBITDA. Furthermore, looking at the many acquisitions made last year, the early performance is in line with expectations. The operating environment in general continues to stabilize, with most parts of the portfolio at or ahead of pre-pandemic occupancy skilled mix and coverage of course there's some noise and speculation about what the new administration means for skilled nursing it's too early to be definitive but our conversation with policy makers lobbyists operators all leads us to believe that the minimum staffing rule will be reversed and that medicaid and medicare will continue to be unchanged as the cornerstones of health care in general, and skilled nursing in particular. Our operators continue to post superior star ratings and quality measures compared to the industry at large and to their respective state averages as well. We count ourselves truly blessed to be able to associate with some of the best operators in the country, and we can't thank them enough for all they do for their employees, patients, and residents, not to mention the security and tailwinds they provide us and our investors. With this solid foundation, we are poised for another year of significant external growth if deal flow is even close to last year. On January 1st, we effectively woke up to double-digit FFO per share growth on a run rate basis without accounting for any additional investments. But we are absolutely not resting on last year's records. We continue to execute our long-term strategy and zealously pursue investments that will expand and diversify the portfolio. James will provide color on the pipeline and the broader opportunity set in front of us. I'll just say this. I've never been more excited about our current trajectory and potential for growth. If you liked our story last year, I think you're going to love chapter 2025. James?

Good morning, everyone. During 2024, CareTrust completed new investments totaling just over 1.5 billion dollars at an estimated stabilized yield of 9.7 percent these investments were reflective of a strong and consistent pipeline of activity throughout the year the investments range in size from one facility to 46 facilities from less than 5 million dollars to over 450 million dollars from real estate acquisitions to acquisition financing mes lending and preferred equity investments we finished off the year with what is for us an unprecedented quarter of investment activity with every department in the company putting an impressive effort to close approximately 700 million dollars of new investments at an estimated stabilized yield of 9.9 percent during the quarter we added 81 triple net facilities to the portfolio along with several new operators subsequent to the fourth quarter we have closed on approximately 26.8 million dollars of additional investments at a yield of 10.6 percent these investments include the acquisition of the 28th and final facility related to the large tennessee transaction previously announced in december at an initial contractual lease yield to care trust of approximately nine percent we also funded approximately 6.4 million dollars under a mezzanine loan related to a small portfolio of skilled nursing facilities in maryland at an initial yield of 13.2 percent Our investment pipeline moving forward continues to be robust as we look to continue 2024's momentum into 2025. The reloaded pipeline today sits at approximately $325 million of real estate acquisitions and consists of some singles and doubles as well as some mid-sized portfolio transactions. Not included in our quarter pipeline are a couple of larger portfolio opportunities. The pipeline primarily consists of skilled nursing facilities but also includes some seniors' housing please remember that when we quote our pipe we only quote deals that we are actively pursuing under our current underwriting standards and then only if we have a reasonable level of confidence that we can lock them up and close them within the next 12 months we continue to look at a healthy flow of marketed opportunities as well as off-market deals brought to us by existing operators and other relationships including relationships garner through our decision over the past couple of years to lend with a purpose. Our primary focus has always been and will remain on sourcing and executing on accretive real estate acquisition opportunities. With that said, we expect to continue to receive inbound requests for loans and will selectively pursue lending opportunities that we feel will lead to attractive real estate acquisitions in the future with best-in-class operators. As we turn to 2025, the consistent flow of inbound opportunities both marketed and off-market has us feeling highly optimistic with our built-up team our 2025 investment activity will continue to build on last year's results the combination of our access to capital a focus on accretive transactions with quality operators and the strong ongoing demand for post-acute and senior care provide an ample runway for pipelines of future growth during the coming year with that i'll turn it over to bill thanks james the quarter normalized FFO increased 68.1 percent over the prior year quarter to 72.9 million and

normalized FAD increased 63.7 percent to 74.3 million on a per share basis normalized FFO increased four cents or 11.1 percent to 40 cents per share and normalized FAD also increased four cents to 10.8 percent to 41 cents per share during the fourth quarter and in order to match fund our previously announced robust pipeline we closed on an overnight offering raising net proceeds of 487 million at 32 dollars per share which pre-funded the november and december investment closings as of today we have 180 million of cash after funding those investments and after funding january and february investments and after receiving the tenant purchase option exercise that closed on february 1st of 44 million and also after making our dividend payment which is now roughly 55 million per quarter in yesterday's press release we initiated guidance for the year with normalized ffo per share of a dollar 68 to a dollar 72 and for normalized FAD per share of $1.72 to $1.76. This guidance includes all investments made to date, a diluted weighted average share count of 187.5 million shares, and also relies on the following assumptions. One, no additional investments nor any further debt or equity issuances this year. Two, CPI rent escalations of 2.5%. Our total cash rental revenues for the year are projected to be approximately $279 million. Not included in this number is the amortization of lease intangibles that will total about $3.5 million, but this will be in the rental revenue number as required by GAP. Three, interest income from financing receivables of $11.5 million. Included in this number is 9 million of cash and 2.5 million of non-cash revenue for gap purposes that is subtracted in the fad reconciliation. Four, interest income of approximately 84 million. The 84 million is made up of 76 million from our loan portfolio and 8 million is from cash invested in money market funds. Five, interest expense of approximately 21.3 million. Interest expense also includes roughly $4 million of amortization of deferred financing fees. And sixth, G&A expense of approximately $30 to $37 million and includes about $11.7 million of deferred stock comp. This guidance represents a range of FFO per share growth of 12 to 14.6% and on FAD per share of $11.8 to $14.4 without any additional investments. Our liquidity continues to remain strong. in addition to cash on hand we have 1.2 billion available under our new revolver which closed in December in December. Leverage continues at historic lows with the net debt normalized EBITDA ratio of 0.5 times. Our net debt to enterprise value was 3.5 percent as of quarter end and we achieved a fixed charge coverage ratio of 17 times. Lastly towards the end of Q4 and in Q1, we have seen the cost of our equity increase, while the cost of our new revolver has decreased to where it may make sense to begin utilizing our new large credit facility and then decide how we want to term out those draws. We still love having all options on the table with respect to financing a robust pipeline. And with that, I'll turn it back to Dave.

Great. Well, we hope the report's been helpful and happy to take your questions now.

At this time, I would like to remind everyone in order to ask a question press start then the number one on your telephone keypad we will just pause for just a moment to compile the q a roster your first question comes from the line of west gallard day from baron please go ahead your line is open hey guys um looking at last year you know patch was a big driver of the investment activity really strong year when you look at the pipeline now going forward do you see that start to broaden out and more specifically the portfolios that made the the larger portfolios would those be with new operators yeah i think

this i think what you'll see this year is what you've seen from us in the past which is uh expanding with existing operators and probably adding some new ones uh with respect to large portfolios those are kind of too early to to really talk about at this point okay thanks Your next question comes from the line of Farrell Granas from Bank of America.

Please go ahead. Your line is open.

Good afternoon. Thank you for taking my question. I had another question about PACs going forward. I was wondering if you could make some commentary on your conviction as well as is there any bad debt associated within your guidance either to either offset if there were to be an outcome on their current situation?

No, there's no bad debt at all in our guidance, and we certainly don't expect any from Pax or any of our operators this year. And so with respect to Pax, it's too early to really make any comments before they are able to release their results. So, we'll wait for that and we just point you to the exceptional lease coverage that we have in place with them and hope to hear from them soon.

Great. And just one more from me. Just in terms of your pipeline, where are you seeing cap rates either shift and are you seeing any compression going forward?

No. Cap rates are really staying where they always have for skilled nursing in the 12 and a half to 13 and a half. I would say somewhere in there and that remains consistent with yields and somewhere in the 9 to 10 range. On seniors housing, maybe a little bit of compression, but nothing that's all that notable at this point.

Okay. Thank you very much.

Your next question comes from the line of John Kilichowski from Wells Fargo. Please go ahead. Your line is open.

Good afternoon. Thank you. Maybe, Bill, if we could start with your last comment that you made on the call before we turn it over to Q&A. You said your cost of debt is becoming a little bit more attractive here and that cost of equity has creeped up. Could you give us some sort of guardrails on actual numbers around the calculus of what you're looking at here and maybe a more definitive answer so we can understand in our models how you're thinking about it?

Sure. Well, I'll begin with, we have a stated range of net debt to EBITDA four to five times. Obviously, if we draw the revolver, we have a long way to go to get to that range. I think depending upon our investment pipeline, the quoted pipe, and then call it the funnel to the pipeline, It all depends on how that investments flow as to how we will either use our revolver or issue equity under our ATM. If we see a lot of deals at yields that call it what they were last year, I still think it makes sense to use a portion to fund using equity. um but again it's it's a decision that is based on what we see beyond our quoted pipe got it and then maybe if i might uh jump over to medicaid here and dave you made this comment earlier where there's a great sense of confidence that these discussions around you know medicaid and medicare um or medicaid cuts and medicare fraud investigations won't hit you all so maybe

more on the medicaid side what gives you the confidence to say that and if there were to be cuts? Where do you think they would be? And again, why do you think that they would not sort of touch the SNF space?

Well, it's really just too early to be, like I said in my prepared remarks, very definitive on it. But if you read what House Speaker Johnson said just a couple days ago and you take him at his word and what president trump has recently said about medicaid we have i think we would say we'd have more reason to believe that it will not be touched than it would be speaker johnson just tuesday said medicaid has never been on the chopping block and that they're just looking for fraud waste and abuse which of course we would we would applaud as well they have there's bipartisan support for Medicaid as it is today and you have a Trump administration who in the first administration was incredibly supportive to the skilled nursing space and we expect that that same type of understanding of the importance of Medicaid and the bipartisan support for it to continue. Got it. Thank you.

Your next question comes from the line of Austin Werschmidt from KeyBank Capital Markets. Please go ahead. Your line is open.

Great. Thanks, Bill. Just want to go back to your answer to the last question and also your comment and prepared remarks about, you know, the source of funding kind of will depend on, the pipeline in front of you. But the pipeline today at $325 million is, say, somewhat larger than maybe the average it was at various periods last year, points in time. And the team still seems very bullish on opportunities ahead. But should we take the comments about it may make sense to use the credit facility in the near term and term that out as any sense that there's an air pocket in deal activity immediately in front of you and that then you'll take it in stride you know, as the year progresses and you have a little better visibility?

Well, as it relates to the quoted pipe of 300 plus million, first we'll use cash on hand. So that's going to take out a large portion of that. I don't think we see right now any air pockets in our investment pipeline. It continues as it did last year to replenish. So that gives us so that causes us pause each time we go to sign up a deal as to how we want to invest it how we want to fund it right now we we do like the price of our equity and I would say we would continue to fund using equity but having that revolver come down in pricing relative to the cost of our equity causes us a little more pause, unlike last year, to possibly maybe use that to fund it.

That's helpful. And then maybe just, you know, for the team or whomever, you know, does the fluctuations in your stock price, I mean, you referenced you still like the cost of the equity. Does that change how aggressive you'd be on more of the, call them, you know, value add, you know, investment opportunities where you were willing to maybe take a lower initial lease yield with, you know, potential upside in the coming years, did that sort of change the, you know, sandbox, if you will, that you're playing in on the types of deals that are attractive to you today?

No, it doesn't. I think we underwrite each deal on its own, and we get the right risk-adjusted returns that the deal presents to us. Thanks for the time. Thanks, Austin.

Your next question comes from the line of Michael Cairo from RBC Capital Markets. Please go ahead. Your line is open.

Thanks. Just talking about, I guess, deal volume, how should we think about the cadence of the overall investment activity? It looks like the pipeline today is fairly similar to what it was at the end of 2024. Is that just due to normal seasonal patterns of sellers trying to rush to sell before the end of the year? or has there been a pause of activity due to the macro uncertainty? I mean, how should we think about that cadence over the last two months or so?

Yeah, Mike, I'll tell you this, James. I mean, I don't think there's been a pause in the cadence. I don't think that, you know, we see much of a change in deal flow. It still remains healthy. You know, we still see deals coming in really weekly. So I think that, you know, if anything, you see a rush of closings towards the end of the year as deals you've been working on during the year kind of start to having to come to a head and get done and tax planning, et cetera. But I don't think we've seen a meaningful shift in cadence of deal flow coming across our desk in the last six to 12 months. It's been healthy and consistent.

Okay. And then, James, can you provide details on the recent acquisitions? I guess the ones that you're transitioning new operators and you're banking on them stabilizing? And I mean, in General over the past 18 months, have they performed in line with your expectations? So kind of marching back up to that mid 1.4, 1.5 type coverage ratio?

Yeah, I mean, some of them, it's just too early, Mike, right? I mean, Tennessee in particular, it's just too early really to see that from when they got into now. We just don't have a full set of financials probably that really would show that. But on the whole, I would say, yeah. And I think that, you know, we don't have any reason to believe they're not on track to get where and when we've stabilized them going. And I would add that, you know, a key part of the equation in the risk-adjusted return as well as the credit, you know, and the lower coverage going in, the more credit we're going to insist on.

And as of right now, we see those performing, you know, as projected. okay and then when should we expect to see those coverage ratios start to kind of click into the the sup and i guess i'm specifically looking at links and i mean great if you could talk about it but i know it's one specific operator so you might not want to give us too many details but i mean i think the first um four buildings were acquired in what mid 2023 i mean will that start to roll onto the sup sometime in 2025. mike probably not because links in particular you might recall they we gave them i think a two-year ramp in their their rent to get to

stabilization and so we that one in particular had a longer lead time than others when we acquire new new facilities and we bring in new operators we give them the time they need to to wrap their arms around the the buildings get them seasoned and stabilized before we start putting that in this up okay so for our links you'll give it to us in year three so which would be 2026 to give us the trailing number for that i would expect so yeah okay all right great thank you your next question comes from the line of one sanabria from bmo capital markets please go ahead your line is

open hi um good morning just hoping you could talk a little bit more about the the pipeline kind of mentioned seniors housing a couple times so just curious if there's any more appetite on the senior side if you're seeing more deal flow there uh and and would that include shop which i know you've kind of talked about previously and and just as the last little bit of that uh cap rate expectations for the seniors housing pieces of the transactions pipeline Yeah.

Thanks, Juan. Yeah, I think we've been really interested in looking at seniors from a shop perspective, call it, for the last couple of years. And I think that interest remains and it's all going to just come down to finding the right entry point if we can find it historically we've always done some seniors housing just about every year which has kept the concentration kind of where it has been throughout our 10 years we've done some triple net as you know recently and uh but you know it remains to be seen we really have to find that right entry point to go into the shop space okay great and then just um going back to

medicaid and political uncertainty um you know one of the avenues being discussed is just pulling back on medicaid expansion um how do you think that would play through and or impact skilled nursing if that were to come to fruition just to play out that scenario whether or not it happens or not kind of with notwithstanding yeah i i i would not view if that's if that's the direction that it goes i would not view that as a a serious concern for skilled nursing i think the the bulk of that expansion was for younger able-bodied folks who who you know were added to the medicaid

roles. And if that gets, you know, if they throw work requirements and different eligibility requirements, I would not expect that to hit skilled nursing.

Thank you very much.

All right.

Your next question comes from the line of Rich Anderson from Red Bush. Please go ahead. Your line is open.

Hey, thanks. So your comments around PACS, you know, I appreciate that. You know, you had a sort of a follow-on, you know, kind of completion in 2025 with them at one facility, but I'm just curious what your appetite is to do work with them at this stage given, you know, the uncertainty around them. Would you be open to doing a deal with them today or are you sort of in a holding pattern as it relates to your external growth?

I think PACs themselves are probably in a bit of a holding pattern until they can release earnings. And I think we'll wait to see how that earnings release comes out and hope that it's a positive one.

Okay, fair enough. And then on your shop comments, if you were to sort of get something moving in that direction, where do you see it executing?

Would it be acquiring an enterprise that has the people and process in place or would you build it organically I think it's still to be determined I think you could all options would I would say are on the table with respect to shop it's certainly a compelling area for the same reasons why skilled nursing is is such a strong place to be the demographics are just incredible in the next five years from now it's projected that there will be more than four million more people aged 80 years or older so that that long anticipated silver tsunami appears to now be breaking um and so the the demographics and uh the supply and demand it it's it's a it's obviously a very compelling area that we're very familiar with on the skilled side, and a lot of that bleeds over to the shop side.

Okay. And then just one last one for me. In your $1.5 billion of investments last year, how much of that was sort of the normal course replenishment of your visible pipeline, which is today $3.25?

And was there any amount in that $1.5 billion that would be quote-unquote larger portfolios that were in addition to what you know you characterize as your pipeline i'm just curious to the makeup of the 2024 external growth platform and how that might be extrapolated into 2025 in terms of deal volume thank you yeah so the way we handle the the pipe is we quote a number that we have a very high amount of confidence in it certainly is not inclusive of everything that we are underwriting or reviewing or chasing even the bigger the deal the higher the threshold that we have on it before we include it in the number so as the year went on you know we were certainly working on for example the Tennessee deal right throughout the year but we were not including that until we we really had to because it was it was that certain that we were going to get it done and so we we announced what we feel very confident in we execute and we replenish that pipe as we we stayed a replenished quoted pipeline as deals either closed fall out or or get replenished so of the 1.5 billion last year is it fair to say that 50 percent of it was this sort of replenishment movement and 50 percent was stuff that wasn't in that pipeline but you know ultimately worked out like in the case of tennessee is that is that a reasonable breakout of what happened last year no i don't think so i think if you roll back the tape you'll see you'd have to go back to each time that we updated um our pipe number and compare that with what closed and uh and then i would say probably that the pennsylvania i'm sorry that the tennessee deal was the one that would not have been included in sort of run rate quoted pipe because we really did wait until that thing was signed up and it was a material investment which required us to disclose it. So I think if you factor that, if you take that one out maybe from the quoted pipe numbers along the way, that might give you a better read. Okay, good enough. Thanks very much. You bet. Thank you.

Again, should you have a question? Kindly press star followed by number one. Your next question comes from the line of Omotayo Okosanya from Deutsche Bank. Please go ahead. Your line is open.

Oh, yes. Good afternoon, everyone. Just curious, on the Medicaid side, from the state perspective as they start to gear up for their yearly budget, are you kind of sure any early indications of what might be happening in terms of just Medicaid reimbursement at the state level in the key states you have exposure to?

We don't expect any negative surprises on that front. Based on what we've heard from our operators, there's some, just to give you one little piece of color, there is some building optimism that Texas will see a fair size increase, which would obviously be very welcome news to that state that has historically been underfunded. But we've also been disappointed by that type of hope in Texas before, too. So besides that, I think we're expecting it to be a pretty routine season with respect to Medicaid rates.

That's helpful. And then, again, sticking to the Medicaid conversation, I appreciate some of the color you've put on how the government may be kind of thinking about it. But I do think one of the popular scenes is this idea of the government just kind of pulls back on the amount of, you know, kind of Medicaid matching they're doing and they ask the states to be much more responsible for it. And any thoughts around that line of thinking about how, you know, you could see potential evolution of Medicaid? And on the Medicare side, also a lot of thoughts around, you know, they start to push much more Medicare Advantage versus traditional Medicare. And I think, again, with Medicare Advantage, the reimbursement rate tends to be lower to the operators. So, again, just any thoughts on those kind of two thoughts around how the Trump administration may attack this?

Sure. I'll go in reverse order. I think the trend is certainly not the industry's friend with respect to managed Medicare. That trend has been in place for, gosh, I've been in the business 25 years and it's been part of the discussion this whole time. And that's going to continue. I don't expect that to reverse. I think that trend will continue and Medicare Advantage will continue to eat into regular fee-for-service Medicare. And so then, what I'm about, historically and going forward is the same is true, that the more sophisticated operators are able to adjust to that. They're able to invest in those relationships with the managed care organizations and gain share from that. So, yes, it's challenging and there's lower length of stay, but you can actually capture some share. And if you're really sophisticated, you can net-net not do too poorly from that. With respect to the FMAP, Tyo, you know, I guess just spitballing, you've got a house that does not have nearly the majority that it had during Trump 1.0. And in the first administration, you know, President Trump ran on building the wall and repealing Obamacare, health care reform. And they were unable to pass any of these types of approaches to chip away the Medicaid rates. And now you have a fairly razor thin majority. And so as they look at that, I think you're going to have the same type of opposition with much less room for error in the House, but also those Republican governors are not interested in taking on more of that burden. There's just no room, really, to cut for Medicaid, for skilled nursing, and I think the states and the federal government are more aware of that today than they ever have been based on what happened with the pandemic.

If that's helpful, and I mean, I'll do with one more. Just around PACS, again, I know it's a bit of a black box today, but how do you guys kind of think about a worst-case scenario as it pertains to kind of, you know, the current federal investigation? Just again, as you guys are kind of handicapping this thing, like worst-case scenario is what in your mind?

No, we don't really want to speculate on that in this forum. We don't have a worst-case scenario that we're concerned about right now. We think that they're going to be just fine, and we really don't have much more to comment before they themselves are able to comment.

Fair enough. Thank you.

You bet.

If there are no more questions, I will now wrap up the Q&A session. I will now turn the call over to Dave Zedwick, Chief Executive Officer, for closing remarks.

Well, thank you guys very much for your interest and support. Look forward to another very strong year here at CareTrust. Have a great day.

Ladies and gentlemen, that concludes today's call. Thank you all for joining, and you may now disconnect.