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KANSAS CITY, Mo.–(BUSINESS WIRE)–Thirteenth paragraph, second sentence of release should read: The
Company is confirming its guidance for 2019 FFO as adjusted per diluted
share of a range of $5.30 to $5.50 and confirming its 2019 investment
spending guidance of a range of $600.0 million to $800.0 million
(instead of The Company is increasing its guidance for 2019 FFO as
adjusted per diluted share to a range of $5.30 to $5.50 and confirming
its 2019 investment spending guidance of a range of $600.0 million to
$800.0 million).

The corrected release reads:

EPR PROPERTIES REPORTS FIRST QUARTER 2019 RESULTS

EPR Properties (NYSE:EPR) today announced operating results for the
first quarter ended March 31, 2019.

  • Total revenue was $164.5 million for the first quarter of 2019,
    representing a 6% increase from $155.0 million for the same quarter in
    2018.
  • Net income available to common shareholders was $59.3 million, or
    $0.79 per diluted common share, for the first quarter of 2019 compared
    to $23.5 million, or $0.32 per diluted common share, for the same
    quarter in 2018.
  • Funds From Operations (FFO) (a non-GAAP financial measure) for the
    first quarter of 2019 was $93.1 million, or $1.23 per diluted common
    share, compared to $61.0 million, or $0.82 per diluted common share,
    for the same quarter in 2018.
  • FFO as adjusted (FFOAA) (a non-GAAP financial measure) for the first
    quarter of 2019 was $102.6 million, or $1.36 per diluted common share,
    compared to $94.0 million, or $1.26 per diluted common share, for the
    same quarter in 2018, representing an 8% increase in per share results.

“We are pleased with the sustained momentum demonstrated by our first
quarter results,“ stated Company President and CEO Greg Silvers. “We
continue to source additional growth opportunities consistent with our
focus on experiential activities which play directly into the Company’s
differentiated and deep expertise. With the expected payoff of the
mortgage associated with the Schlitterbahn water parks, we are
well-positioned with additional capital for reinvestment. As we further
expand, we will adhere to our core underwriting principles as we seek
both accretive initial returns and growth in yield.”

Portfolio Update

The Company’s investment portfolio (excluding property under
development) consisted of the following at March 31, 2019:

  • The Entertainment segment included investments in 157 megaplex theatre
    properties, seven entertainment retail centers (which include seven
    additional megaplex theatre properties) and 11 family entertainment
    centers. The Company’s portfolio of owned entertainment properties
    consisted of 13.7 million square feet and was 99% leased, including
    megaplex theatres that were 100% leased.
  • The Recreation segment included investments in 12 ski areas, 20
    attractions, 34 golf entertainment complexes and 13 other recreation
    facilities. The Company’s portfolio of owned recreation properties was
    100% leased.
  • The Education segment included investments in 56 public charter
    schools, 69 early education centers and 15 private schools. The
    Company’s portfolio of owned education properties consisted of 4.6
    million square feet and was 98% leased.
  • The Other segment consisted primarily of the land under ground lease,
    property under development and land held for development related to
    the Resorts World Catskills project in Sullivan County, New York.

The Company’s combined owned portfolio consisted of 22.4 million square
feet and was 99% leased. As of March 31, 2019, the Company also had a
total of $315.2 million invested in property under development.

Investment Update

The Company’s investment spending for the three months ended March 31,
2019 totaled $174.6 million, and included investments in each of its
operating segments:

  • Entertainment investment spending during the three months ended
    March 31, 2019 totaled $117.9 million, including spending on the
    acquisition of five megaplex theatres totaling $93.3 million,
    build-to-suit development and redevelopment of megaplex theatres,
    entertainment retail centers and family entertainment centers.
  • Recreation investment spending during the three months ended March 31,
    2019 totaled $44.2 million, including spending on build-to-suit
    development of golf entertainment complexes and attractions.
  • Education investment spending during the three months ended March 31,
    2019 totaled $12.3 million, including spending on build-to-suit
    development and redevelopment of public charter schools, early
    education centers and private schools.
  • Other investment spending during the three months ended March 31, 2019
    totaled $0.2 million, and was related to the Resorts World Catskills
    project in Sullivan County, New York.

Capital Recycling

During the first quarter of 2019, pursuant to tenant purchase options,
the Company completed the sale of two public charter schools located in
Florida and North Carolina for net proceeds totaling $23.3 million. In
connection with these sales, the Company recognized a gain on sale of
$5.4 million.

During the first quarter of 2019, the Company completed the sale of one
recreation property and four education properties for net proceeds
totaling $14.4 million and recognized a net gain on sale of $0.9 million.

Disposition proceeds totaled $37.7 million for the first quarter of
2019. Additionally, the Company expects the payoff of the mortgages
associated with the Schlitterbahn waterparks of approximately $190.0
million during the second quarter.

Balance Sheet Update

Excluding prepayment penalties from earnings, the Company had a net debt
to adjusted EBITDA ratio (a non-GAAP financial measure) of 5.7x at
March 31, 2019. The Company had $11.1 million of unrestricted cash on
hand and $70.0 outstanding balance under its $1.0 billion unsecured
revolving credit facility at March 31, 2019.

During the quarter, the Company issued 1,059,656 common shares under its
Direct Share Purchase Plan (DSPP) for net proceeds of $78.6 million.

Dividend Information

The Company declared regular monthly cash dividends during the first
quarter of 2019 totaling $1.125 per common share. This dividend
represents an annualized dividend of $4.50 per common share, an increase
of 4.2% over the prior year, and is the Company’s ninth consecutive year
with a significant annual dividend increase.

The Company also declared first quarter cash dividends of $0.359375 per
share on its 5.75% Series C cumulative convertible preferred shares,
$0.5625 per share on its 9.00% Series E cumulative convertible preferred
shares and $0.359375 per share on its 5.75% Series G cumulative
redeemable preferred shares.

2019 Guidance

The Company’s updated 2019 guidance for net income per diluted share is
$3.10 to $3.30. The Company is confirming its guidance for 2019 FFO as
adjusted per diluted share of a range of $5.30 to $5.50 and confirming
its 2019 investment spending guidance of a range of $600.0 million to
$800.0 million. The Company is increasing its 2019 expected disposition
proceeds to a range of $300.0 million to $400.0 million from a range of
$100.0 million to $200.0 million.

FFO as adjusted guidance for 2019 is based on FFO per diluted share of
$4.91 to $5.06 adjusted for estimated transaction costs, termination
fees related to public charter schools, deferred income tax expense and
the impact of Series C and Series E dilution. FFO per diluted share is
based on a net income per diluted share range of $3.10 to $3.30 less
estimated gain on sale of real estate of a range of $0.29 to $0.34 and
the impact of Series C and Series E dilution of $0.05, plus estimated
real estate depreciation of $2.11 and allocated share of joint venture
depreciation of $0.04 (in accordance with the NAREIT definition of FFO).

Quarterly Supplemental

The Company’s supplemental information package for the first quarter
ended March 31, 2019 is available on the Company’s website at http://investors.eprkc.com/earnings-supplementals.

 
EPR Properties
Consolidated Statements of Income
(Unaudited, dollars in thousands except per share data)
 
    Three Months Ended March 31,
2019     2018
Rental revenue $ 150,723 $ 132,924
Other income 344 630
Mortgage and other financing income 13,475   21,414  
Total revenue 164,542 154,968
Property operating expense 15,793 7,564
General and administrative expense 12,130 12,324
Costs associated with loan refinancing or payoff 31,943
Interest expense, net 33,826 34,337
Transaction costs 5,123 609
Depreciation and amortization 39,743   37,684  
Income before equity in income from joint ventures and other items 57,927 30,507
Equity in income from joint ventures 489 51
Gain on sale of real estate 6,328    
Income before income taxes 64,744 30,558
Income tax benefit (expense) 605   (1,020 )
Net income 65,349 29,538
Preferred dividend requirements (6,034 ) (6,036 )
Net income available to common shareholders of EPR Properties $ 59,315   $ 23,502  
Per share data attributable to EPR Properties common shareholders:
Basic earnings per share data:
Net income available to common shareholders $ 0.79   $ 0.32  
Diluted earnings per share data:
Net income available to common shareholders $ 0.79   $ 0.32  
Shares used for computation (in thousands):
Basic 74,679 74,146
Diluted 74,725 74,180
 
EPR Properties
Condensed Consolidated Balance Sheets
(Unaudited, dollars in thousands)
 
       

    March 31, 2019    

    December 31, 2018
Assets
Rental properties, net of accumulated depreciation of $920,409 and
$883,174 at March 31, 2019 and December 31, 2018, respectively
$ 5,072,298 $ 5,024,057
Land held for development 28,080 34,177
Property under development 315,237 287,546
Operating lease right-of-use assets 211,299
Mortgage notes and related accrued interest receivable 527,627 517,467
Investment in direct financing leases, net 20,616 20,558
Investment in joint ventures 35,188 34,486
Cash and cash equivalents 11,116 5,872
Restricted cash 11,166 12,635
Accounts receivable 111,146 98,369
Other assets 87,458   96,223
Total assets $ 6,431,231   $ 6,131,390
Liabilities and Equity
Accounts payable and accrued liabilities $ 117,746 $ 168,463
Operating lease liabilities 235,612
Dividends payable 34,340 32,799
Unearned rents and interest 85,012 79,051
Debt 3,045,742   2,986,054
Total liabilities 3,518,452   3,266,367
Total equity $ 2,912,779   $ 2,865,023
Total liabilities and equity $ 6,431,231   $ 6,131,390
 
EPR Properties
Reconciliation of Non-GAAP Financial Measures
(Unaudited, dollars in thousands except per share data)
 
    Three Months Ended March 31,
2019     2018

FFO: (A)

Net income available to common shareholders of EPR Properties $ 59,315 $ 23,502
Gain on sale of real estate (6,328 )
Real estate depreciation and amortization 39,514 37,464
Allocated share of joint venture depreciation 555   58
FFO available to common shareholders of EPR Properties $ 93,056   $ 61,024
 
FFO available to common shareholders of EPR Properties $ 93,056 $ 61,024
Add: Preferred dividends for Series C preferred shares 1,939
Add: Preferred dividends for Series E preferred shares 1,939  
Diluted FFO available to common shareholders of EPR Properties $ 96,934   $ 61,024
 

FFOAA: (A)

FFO available to common shareholders of EPR Properties $ 93,056 $ 61,024
Costs associated with loan refinancing or payoff 31,943
Transaction costs 5,123 609
Termination fee included in gain on sale 5,001
Deferred income tax (benefit) expense (609 ) 428
FFOAA available to common shareholders of EPR Properties $ 102,571   $ 94,004
 
FFOAA available to common shareholders of EPR Properties $ 102,571 $ 94,004
Add: Preferred dividends for Series C preferred shares 1,939 1,940
Add: Preferred dividends for Series E preferred shares 1,939   1,939
Diluted FFOAA available to common shareholders of EPR Properties $ 106,449   $ 97,883
 
FFO per common share:
Basic $ 1.25 $ 0.82
Diluted 1.23 0.82
FFOAA per common share:
Basic $ 1.37 $ 1.27
Diluted 1.36 1.26
Shares used for computation (in thousands):
Basic 74,679 74,146
Diluted 74,725 74,180
 
Weighted average shares outstanding-diluted EPS 74,725 74,180
Effect of dilutive Series C preferred shares 2,145   2,098
Adjusted weighted average shares outstanding-diluted Series C 76,870 76,278
Effect of dilutive Series E preferred shares 1,622   1,598
Adjusted weighted average shares outstanding-diluted Series C and
Series E
78,492   77,876
 
Other financial information:
Straight-lined rental revenue $ 2,414 $ 1,874
Dividends per common share $ 1.125 $ 1.080
(A)   NAREIT developed FFO as a relative non-GAAP financial measure of
performance of an equity REIT in order to recognize that
income-producing real estate historically has not depreciated on the
basis determined under GAAP and management provides FFO herein
because it believes this information is useful to investors in this
regard. FFO is a widely used measure of the operating performance of
real estate companies and is provided here as a supplemental measure
to GAAP net income available to common shareholders and earnings per
share. Pursuant to the definition of FFO by the Board of Governors
of NAREIT, the Company calculates FFO as net income available to
common shareholders, computed in accordance with GAAP, excluding
gains and losses from disposition of real estate and impairment
losses on real estate, plus real estate related depreciation and
amortization, and after adjustments for unconsolidated partnerships,
joint ventures and other affiliates. Adjustments for unconsolidated
partnerships, joint ventures and other affiliates are calculated to
reflect FFO on the same basis. The Company has calculated FFO for
all periods presented in accordance with this definition. In
addition to FFO, the Company presents FFO as adjusted (FFOAA).
Management believes it is useful to provide FFOAA as a supplemental
measure to GAAP net income available to common shareholders and
earnings per share. FFOAA is FFO plus costs (gain) associated with
loan refinancing or payoff, transaction costs, severance expense,
litigation settlement expense, preferred share redemption costs,
termination fees associated with tenants’ exercises of education
properties buy-out options, impairment of direct financing lease
(allowance for lease loss portion) and provision for loan losses,
and by subtracting gain on early extinguishment of debt, gain on
insurance recovery and deferred tax benefit (expense). FFO and FFOAA
are non-GAAP financial measures. FFO and FFOAA do not represent cash
flows from operations as defined by GAAP and are not indicative that
cash flows are adequate to fund all cash needs and are not to be
considered an alternative to net income or any other GAAP measure as
a measurement of the results of the Company’s operations, cash flows
or liquidity as defined by GAAP. It should also be noted that not
all REITs calculate FFO or FFOAA the same way so comparisons of each
of these non-GAAP measures with other REITs may not be meaningful.
 

The conversion of the 5.75% Series C cumulative convertible preferred
shares and the 9.00% Series E cumulative convertible preferred shares
would be dilutive to FFO and FFOAA per share for the three months ended
March 31, 2019. Therefore, the additional 2.1 million common shares and
1.6 million common shares that would result from the conversion and the
corresponding add-back of the preferred dividends declared on those
shares are included in the calculation of diluted FFO per share and
diluted FFOAA per share for the three months ended March 31, 2019.

The effect of the conversion of the 5.75% Series C cumulative
convertible preferred shares and the 9.00% Series E cumulative
convertible preferred shares do not result in more dilution to per share
results and are therefore not included in the calculation of diluted FFO
per share data for the three months ended March 31, 2018. The conversion
of the 5.75% Series C cumulative convertible preferred shares and the
9.00% Series E cumulative convertible preferred shares would be dilutive
to FFOAA per share for the three months ended March 31, 2018. Therefore,
the additional 2.1 million and 1.6 million common shares that would
result from the conversion and the corresponding add-back of the
preferred dividends declared on those shares are included in the
calculation of diluted FFOAA per share for the three months ended March
31, 2018.

Net Debt to Adjusted EBITDA Ratio

Net Debt to Adjusted EBITDA Ratio is a supplemental measure derived from
non-GAAP financial measures the Company uses to evaluate its capital
structure and the magnitude of its debt against its operating
performance. The Company believes that investors commonly use versions
of this ratio in a similar manner. In addition, financial institutions
use versions of this ratio in connection with debt agreements to set
pricing and covenant limitations. The Company’s method of calculating
Net Debt to Adjusted EBITDA Ratio may be different from methods used by
other REITs and, accordingly, may not be comparable to such other REITs.
Reconciliations of debt and net income (both reported in accordance with
GAAP) to Net Debt, EBITDAre, Adjusted EBITDA, and Net Debt to Adjusted
EBITDA Ratio (each of which is a non-GAAP financial measure) are
included in the following tables (unaudited, in thousands):

        March 31,
2019     2018

Net Debt: (B)

Debt $ 3,045,742 $ 3,131,437
Deferred financing costs, net 32,838 28,558
Cash and cash equivalents (11,116 ) (24,514 )
Net Debt $ 3,067,464   $ 3,135,481  
 
Three Months Ended March 31,
2019 2018

EBITDAre and Adjusted EBITDA:

Net income $ 65,349 $ 29,538
Interest expense, net 33,826 34,337
Income tax (benefit) expense (605 ) 1,020
Depreciation and amortization 39,743 37,684
Gain on sale of real estate (6,328 )
Costs associated with loan refinancing or payoff 31,943
Equity in income from joint ventures (489 ) (51 )
EBITDAre (for the quarter) (C) $ 131,496   $ 134,471  
 
Transaction costs 5,123 609
Prepayment fees (900 )  
Adjusted EBITDA (for the quarter) $ 135,719   $ 135,080  
 
Adjusted EBITDA (1) (D) $ 542,876   $ 540,320  
 
Net Debt/Adjusted EBITDA Ratio 5.7 5.8
 
(1) Adjusted EBITDA for the quarter is multiplied by four to
calculate an annual amount.
 
(B)   Net Debt represents debt (reported in accordance with GAAP) adjusted
to exclude deferred financing costs, net and reduced for cash and
cash equivalents. By excluding deferred financing costs, net and
reducing debt for cash and cash equivalents on hand, the result
provides an estimate of the contractual amount of borrowed capital
to be repaid, net of cash available to repay it. The Company
believes this calculation constitutes a beneficial supplemental
non-GAAP financial disclosure to investors in understanding our
financial condition. The Company’s method of calculating Net Debt
may be different from methods used by other REITs and, accordingly,
may not be comparable to such other REITs.
 
(C) NAREIT developed EBITDAre as a relative non-GAAP financial measure
of REITs, independent of a company’s capital structure, to provide a
uniform basis to measure the enterprise value of a company. Pursuant
to the definition of EBITDAre by the Board of Governors of NAREIT,
the Company calculates EBITDAre as net income, computed in
accordance with GAAP, excluding interest expense (net), income tax
expense (benefit), depreciation and amortization, gains and losses
from disposition of real estate, impairment losses on real estate,
costs (gain) associated with loan refinancing or payoff and
adjustments for unconsolidated partnerships, joint ventures and
other affiliates.
 
Management provides EBITDAre herein because it believes this
information is useful to investors as a supplemental performance
measure as it can help facilitate comparisons of operating
performance between periods and with other REITs. EBITDAre does not
represent cash flow from operations as defined by GAAP and is not
indicative that cash flows are adequate to fund all cash needs and
is not to be considered an alternative to net income or any other
GAAP measure as a measurement of the results of the Company’s
operations or cash flows or liquidity as defined by GAAP.
 
(D) Management uses Adjusted EBITDA in its analysis of the performance
of the business and operations of the Company. Management believes
Adjusted EBITDA is useful to investors because it excludes various
items that management believes are not indicative of operating
performance, and that it is an informative measure to use in
computing various financial ratios to evaluate the Company. The
Company defines Adjusted EBITDA as EBITDAre (defined above)
excluding gain on insurance recovery, severance expense, litigation
settlement expense, impairment of direct financing lease (allowance
for lease loss portion), the provision for loan losses, transaction
costs and prepayment fees, and which is then multiplied by four to
get an annual amount.
 
The Company’s method of calculating Adjusted EBITDA may be different
from methods used by other REITs and, accordingly, may not be
comparable to such other REITs. Adjusted EBITDA is not a measure of
performance under GAAP, does not represent cash generated from
operations as defined by GAAP and is not indicative of cash
available to fund all cash needs, including distributions. This
measure should not be considered as an alternative to net income for
the purpose of evaluating the Company’s performance or to cash flows
as a measure of liquidity.
 

About EPR Properties

EPR Properties is a specialty real estate investment trust (REIT) that
invests in properties in select market segments which require unique
industry knowledge, while offering the potential for stable and
attractive returns. Our total investments are nearly $7.0 billion and
our primary investment segments are Entertainment, Recreation and
Education. We adhere to rigorous underwriting and investing criteria
centered on key industry and property level cash flow standards. We
believe our focused niche approach provides a competitive advantage, and
the potential for higher growth and better yields.

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

With the exception of historical information, certain statements
contained or incorporated by reference herein may contain
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended (the “Securities Act”), and
Section 21E of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), such as those pertaining to our
acquisition or
disposition of properties, our capital resources, future expenditures
for development projects, expected dividend payments, and our results of
operations and financial condition.
Forward-looking statements
involve numerous risks and uncertainties and you should not rely on them
as predictions of actual events.
There is no assurance the events
or circumstances reflected in the forward-looking statements will occur.

You can identify forward-looking statements by use of words such as
“will be,” “intend,” “continue,” “believe,” “may,” “expect,” “hope,”
“anticipate,” “goal,” “forecast,” “pipeline,” “estimates,” “offers,”
“plans,” “would” or other similar expressions or other comparable terms
or discussions of strategy, plans or intentions contained or
incorporated by reference herein.
While references to commitments
for investment spending are based on present commitments and agreements
of the Company, we cannot provide assurance that these transactions will
be completed on satisfactory terms.
In addition, references to
our budgeted amounts and guidance are forward-looking statements.
Forward-looking
statements necessarily are dependent on assumptions, data or methods
that may be incorrect or imprecise.

Contacts

EPR Properties
Brian Moriarty, 888-EPR-REIT
www.eprkc.com

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