MEDICAL PROPERTIES TRUST INC [MPW] Filings

10-Q 1 mpw-20220930.htm 10-Q 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-32559

Commission file number 333-177186

MEDICAL PROPERTIES TRUST, INC.

MPT OPERATING PARTNERSHIP, L.P.

(Exact Name of Registrant as Specified in Its Charter)



maryland delaware		20-0191742 20-0242069
(State or other jurisdiction of incorporation or organization)		(I. R. S. Employer Identification No.)



1000 URBAN CENTER DRIVE, SUITE 501 BIRMINGHAM, AL		35242
(Address of principal executive offices)		(Zip Code)

REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE: (205) 969-3755

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.001 per share, of Medical Properties Trust, Inc.	MPW	The New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒ (Medical Properties Trust, Inc. only)	Accelerated filer	☐
Non-accelerated filer	☒ (MPT Operating Partnership, L.P. only)	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of November 4, 2022, Medical Properties Trust, Inc. had 598.0 million shares of common stock, par value $0.001, outstanding.

EXPLANATORY NOTE

This report combines the Quarterly Reports on Form 10-Q for the three and nine months ended September 30, 2022 of Medical Properties Trust, Inc., a Maryland corporation, and MPT Operating Partnership, L.P., a Delaware limited partnership, through which Medical Properties Trust, Inc. conducts substantially all of its operations. Unless otherwise indicated or unless the context requires otherwise, all references in this report to “we,” “us,” “our,” “Medical Properties,” “MPT,” or the “company” refer to Medical Properties Trust, Inc. together with its consolidated subsidiaries, including MPT Operating Partnership, L.P. Unless otherwise indicated or unless the context requires otherwise, all references to “operating partnership” refer to MPT Operating Partnership, L.P. together with its consolidated subsidiaries.

MEDICAL PROPERTIES TRUST, INC. AND MPT OPERATING PARTNERSHIP, L.P.

AND SUBSIDIARIES

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED September 30, 2022

Table of Contents


	Page
PART I — FINANCIAL INFORMATION	3
Item 1 Financial Statements	3
Medical Properties Trust, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets at September 30, 2022 and December 31, 2021	3
Condensed Consolidated Statements of Net Income for the Three and Nine Months Ended September 30, 2022 and 2021	4
Condensed Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2022 and 2021	5
Condensed Consolidated Statements of Equity for the Three and Nine Months Ended September 30, 2022 and 2021	6
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2022 and 2021	8
MPT Operating Partnership, L.P. and Subsidiaries
Condensed Consolidated Balance Sheets at September 30, 2022 and December 31, 2021	9
Condensed Consolidated Statements of Net Income for the Three and Nine Months Ended September 30, 2022 and 2021	10
Condensed Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2022 and 2021	11
Condensed Consolidated Statements of Capital for the Three and Nine Months Ended September 30, 2022 and 2021	12
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2022 and 2021	14
Medical Properties Trust, Inc. and MPT Operating Partnership, L.P. and Subsidiaries
Notes to Condensed Consolidated Financial Statements	15
Item 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations	29
Item 3 Quantitative and Qualitative Disclosures about Market Risk	42
Item 4 Controls and Procedures	43
PART II — OTHER INFORMATION	44
Item 1 Legal Proceedings	44
Item 1A Risk Factors	44
Item 2 Unregistered Sales of Equity Securities and Use of Proceeds	44
Item 3 Defaults Upon Senior Securities	44
Item 4 Mine Safety Disclosures	44
Item 5 Other Information	44
Item 6 Exhibits	45
SIGNATURE	46

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements.

MEDICAL PROPERTIES TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets


	September 30, 2022			December 31, 2021
(In thousands, except per share amounts)	(Unaudited)			(Note 2)
Assets
Real estate assets
Land, buildings and improvements, intangible lease assets, and other	$	13,083,292		$	14,062,722
Investment in financing leases		1,965,021			2,053,327
Real estate held for sale		—			1,096,505
Mortgage loans		305,504			213,211
Gross investment in real estate assets		15,353,817			17,425,765
Accumulated depreciation and amortization		(1,088,912	)		(993,100	)
Net investment in real estate assets		14,264,905			16,432,665
Cash and cash equivalents		299,171			459,227
Interest and rent receivables		117,555			56,229
Straight-line rent receivables		710,082			728,522
Investments in unconsolidated real estate joint ventures		1,422,010			1,152,927
Investments in unconsolidated operating entities		1,428,061			1,289,434
Other loans		200,245			67,317
Other assets		601,387			333,480
Total Assets	$	19,043,416		$	20,519,801
Liabilities and Equity
Liabilities
Debt, net	$	9,476,144		$	11,282,770
Accounts payable and accrued expenses		569,017			607,792
Deferred revenue		18,569			25,563
Obligations to tenants and other lease liabilities		146,438			158,005
Total Liabilities		10,210,168			12,074,130
Equity
Preferred stock, $0.001 par value. Authorized 10,000 shares; no shares outstanding		—			—
Common stock, $0.001 par value. Authorized 750,000 shares; issued and outstanding — 598,983 shares at September 30, 2022 and 596,748 shares at December 31, 2021		599			597
Additional paid-in capital		8,537,145			8,564,009
Retained earnings (deficit)		433,339			(87,691	)
Accumulated other comprehensive loss		(139,301	)		(36,727	)
Total Medical Properties Trust, Inc. stockholders’ equity		8,831,782			8,440,188
Non-controlling interests		1,466			5,483
Total Equity		8,833,248			8,445,671
Total Liabilities and Equity	$	19,043,416		$	20,519,801

See accompanying notes to condensed consolidated financial statements.

MEDICAL PROPERTIES TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Net Income

(Unaudited)


	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
(In thousands, except per share amounts)	2022			2021			2022			2021
Revenues
Rent billed	$	232,418		$	242,211		$	737,029		$	672,425
Straight-line rent		26,552			64,637			146,114			174,975
Income from financing leases		51,011			50,667			154,660			151,898
Interest and other income		42,358			33,264			124,562			136,038
Total revenues		352,339			390,779			1,162,365			1,135,336
Expenses
Interest		88,076			94,132			266,989			273,409
Real estate depreciation and amortization		81,873			85,039			251,523			237,050
Property-related		8,265			7,128			37,998			31,265
General and administrative		37,319			36,694			117,601			107,312
Total expenses		215,533			222,993			674,111			649,036
Other income (expense)
Gain on sale of real estate and other, net		68,795			9,294			536,788			8,896
Earnings from equity interests		11,483			7,193			33,606			21,633
Debt refinancing and unutilized financing costs		(17	)		—			(9,452	)		(2,339	)
Other (including fair value adjustments on securities)		23,532			(2,276	)		35,450			4,747
Total other income		103,793			14,211			596,392			32,937

Income before income tax		240,599			181,997			1,084,646			519,237
Income tax expense		(18,579	)		(10,602	)		(40,615	)		(69,141	)

Net income		222,020			171,395			1,044,031			450,096
Net income attributable to non-controlling interests		(227	)		(258	)		(960	)		(611	)
Net income attributable to MPT common stockholders	$	221,793		$	171,137		$	1,043,071		$	449,485

Earnings per common share — basic and diluted
Net income attributable to MPT common stockholders	$	0.37		$	0.29		$	1.74		$	0.76

Weighted average shares outstanding — basic		598,980			595,119			598,828			586,291
Weighted average shares outstanding — diluted		599,339			597,320			599,099			587,971

Dividends declared per common share	$	0.29		$	0.28		$	0.87		$	0.84

See accompanying notes to condensed consolidated financial statements.

MEDICAL PROPERTIES TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)


	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
(In thousands)	2022			2021			2022			2021
Net income	$	222,020		$	171,395		$	1,044,031		$	450,096
Other comprehensive income:
Unrealized gain on interest rate swaps, net of tax		52,975			8,847			123,827			28,558
Foreign currency translation loss		(108,845	)		(25,191	)		(226,401	)		(47,077	)
Total comprehensive income		166,150			155,051			941,457			431,577
Comprehensive income attributable to non-controlling interests		(227	)		(258	)		(960	)		(611	)
Comprehensive income attributable to MPT common stockholders	$	165,923		$	154,793		$	940,497		$	430,966

See accompanying notes to condensed consolidated financial statements.

MEDICAL PROPERTIES TRUST, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Equity

(Unaudited)


	Preferred				Common
(In thousands, except per share amounts)	Shares		Par Value		Shares			Par Value			Additional Paid-in Capital			Retained Earnings (Deficit)			Accumulated Other Comprehensive Loss			Non- Controlling Interests			Total Equity
Balance at December 31, 2021		—	$	—		596,748		$	597		$	8,564,009		$	(87,691	)	$	(36,727	)	$	5,483		$	8,445,671
Net income		—		—		—			—			—			631,681			—			266			631,947
Unrealized gain on interest rate swaps, net of tax		—		—		—			—			—			—			44,932			—			44,932
Foreign currency translation loss		—		—		—			—			—			—			(13,215	)		—			(13,215	)
Stock vesting and amortization of stock-based compensation		—		—		3,107			3			11,801			—			—			—			11,804
Stock vesting - satisfaction of tax withholdings		—		—		(1,179	)		(1	)		(27,918	)		—			—			—			(27,919	)
Issuance of non-controlling interest		—		—		—			—			—			—			—			929			929
Distributions to non-controlling interests		—		—		—			—			—			—			—			(772	)		(772	)
Dividends declared ($0.29 per common share)		—		—		—			—			—			(174,018	)		—			—			(174,018	)
Balance at March 31, 2022		—	$	—		598,676		$	599		$	8,547,892		$	369,972		$	(5,010	)	$	5,906		$

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10-Q	[2021-08-09]
10-Q	[2021-05-10]
10-K	[2021-03-01]
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10-K	[2020-02-27]
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10-Q	[2019-05-10]
10-K	[2019-03-01]
10-Q	[2018-11-09]
10-Q	[2018-08-09]
10-Q	[2018-05-10]
10-K	[2018-03-01]
10-Q	[2017-11-09]
10-Q	[2017-08-09]
10-Q	[2017-05-10]
10-K	[2017-03-01]
10-Q	[2016-11-09]
10-Q	[2016-08-09]
10-Q	[2016-05-10]
10-K	[2016-02-29]
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10-Q	[2015-08-10]
10-Q	[2015-05-11]
10-K	[2015-03-02]
10-Q	[2014-11-10]
10-Q	[2014-08-11]
10-Q	[2014-05-12]
10-K	[2014-03-03]
10-Q	[2013-11-08]
10-Q	[2013-08-09]
10-Q	[2013-05-10]
10-K	[2013-02-22]
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