1 Debt-Free TIC Property 244 North 3 rd Street Macclenny, FL Purchase Price $1,500,000
2 EXECUTIVE SUMMARY
3 EXECUTIVE SUMMARY The Tenant: Fresenius Medical Care is an ideal tenant for several reasons. First and foremost, they are an extremely profitable, well run, multinational corporation. Additionally, Fresenius is a classic industry leader, as they own the lion s share of their market, with the number two player being their largest client. Furthermore, they dominate a truly non cyclical industry. Because kidney dialysis is an essential, life sustaining medical service their business is almost completely unaffected by economic fluctuations which can decimate other fields. With its nearly 3,119 clinics, Fresenius is the world s largest integrated provider of products and services for individuals undergoing dialysis because of chronic kidney failure, a condition that affects more than two million individuals worldwide. It services approximately 253,000 patients around the globe each year. Outlook for 2012 Fresenius expects revenue to grow to $14 billion, with net income to increase to $1.3 billion. Operating margins forecast to increase to approximately 16.9%. The company expects to spend nearly $700 million on capital expenditures and approximately $1.8 billion on acquisitions. Since the foundation of the company, more than 15 years ago Fresenius Medical Care has been able to quadruple its sales and increase its earnings tenfold. With its strong performance in 2011, Fresenius is looking to deliver its fifteenth consecutive dividend increase to its shareholders. Ben Lipps, CEO of Fresenius Medical Care, recently confirmed the sales and earnings outlook for 2012 by saying, Our first quarter results show an excellent start for the year with both the North American as well as the International segment continuing their strong operating performance. On this basis we clearly confirm our pervious guidance for the full year 2012 expecting another record year in terms of revenue and earnings. Financial and operating highlights include: Net Revenue For the 1st quarter of 2012 Net Revenue was $3.25 billion, up 9% from Operating Income Operating income for the 1 st quarter of 2012 was up 13% to $503 million from the same period in Net income Net income for the 1 st quarter of 2012 was up 10% from the 1 st quarter of 2011 at $244 million. Credit Rating Fresenius was recently upgraded to a credit rating of BB+ by Standard & Poor s and Morning Star. The Lease: Fresenius Medical Care has committed to lease the property for an initial term of 15 years which expires January 31, During the initial term of the lease the base rent shall increase by 3% each year. The lease also includes three consecutive options to extend the lease for a period of 5 years each. One of the more appealing aspects of this lease is that Fresenius Medical Care either pays directly or reimburses all of the taxes, insurance premiums, and maintenance costs of the building. This lease also provides for the tenant to allocate additional funds to,
4 EXECUTIVE SUMMARY Maintain and repair structural components of the building including foundations, structure, load bearing walls, exterior walls, the roof and roof supports, columns, retaining walls, gutters, downspouts, flashings, and footings of the building and maintenance and repair of the outdoor grounds including walkways and outdoor lighting systems. Therefore, the property co owners have very few management responsibilities, rendering this triple net lease property a passive, hassle free, real estate investment. Some of the lease specifics are: Lease payment schedule: Monthly Lease guarantor: Fresenius Medical Care Holdings, Inc. Initial lease term : Expires January 31, 2023 Renewal options: Three, 5 years each Rent increases: 3% annual increases Rent per square foot (2012): $20.66 Building size: 4,712 square feet
5 PROPERTY DESCRIPTION
6 PROPERTY DESCRIPTION This Fresenius Medical Care Center is ideally located directly across the street from the Ed Fraser Memorial Hospital in the quaint Florida community of Macclenny. Situated just 25 minutes from downtown Jacksonville, Macclenny is the county seat of Baker County. As part of the Jacksonville Metropolitan Area, it belongs to one of the fastest growing and most vibrant regions of the country. The Jacksonville MSA is home to approximately 1,345,000 residents. It is comprised of Baker, Clay, Duval, Nassau and St. Johns counties. The area, referred to as the First Coast, is comprised of the five counties in the Jacksonville MSA and Putnam County. Jacksonville s strategic location, intermodal hub, strong economy, low construction costs and probusiness environment make it one of the most attractive areas in the Southeast. Baker County offers the unique advantages of a small town atmosphere with big city convenience. Baker County residents can enjoy all of the cultural, educational, recreational and professional opportunities of a large metropolitan area only minutes away in Jacksonville. There are numerous opportunities for the outdoor sportsman in Baker County. A large part of the Osceola National Forest lies within its boundaries and, along with it, some of Florida's best hunting. The mild climate and the abundance of lakes and parks make the Baker County area a haven for fishing, boating, water skiing and numerous other outdoor activities. Baker County is home to several large industrial parks that are strategically located along I 10. These sites are among the most affordable in the Southeast. Wal Mart operates a 900,000 square foot food distribution center employing 930 at Enterprise East, two miles east of Macclenny. Enterprise West in Sanderson houses two rail users, a pre stressed steel cable manufacturer, and a PVC pipe manufacturer. The facility itself is a well built, steel framed, stucco building surrounded by trees and green vegetation. It was originally constructed in The 4,712 square foot building sits on a parcel of land approximately half an acre in size and has ample parking. The interior is designed to be low maintenance and boasts state of the art equipment and amenities. Included in the floor plan are the following; a large patient treatment area segmented into four wings with 13 individual treatment stations including an isolation unit, reception area, multiple business offices, waiting room, conference room, staff lounge with full kitchen, exam room, large storage area and water treatment equipment room. The layout of the building makes for very efficient use of the space. The interior and exterior are very clean and well maintained and provide a comfortable and inviting environment for staff and patients alike. Fresenius has been open for business and providing dialysis services in this clinic for five years. They currently have roughly forty regular patients receiving treatment three times per week. They operate two shifts per day, and are preparing to provide treatments six days per week. In summary, because this is a newly built, state of the art medical facility, located across the street from a regional hospital, providing a vital life sustaining service to a population with an ever increasing need, this clinic is ideally positioned to serve the surrounding community for a very long time to come.
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8 PROPERTY DESCRIPTION
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11 LEASE PROFILE
12 LEASE PROFILE Lease Term (expires January 31, 2023) 3% annual increases Year Annual Monthly Cap Rate 2012 $97,667 $8, % 2013 $100,534 $8, % 2014 $103,487 $8, % 2015 $106,528 $8, % 2016 $109,661 $9, % 2017 $112,888 $9, % 2018 $116,212 $9, % 2019 $119,635 $9, % 2020 $123,161 $10, % 2021 $126,793 $10, % 2022 $130,534 $10, % JAN 2023 $134,113 $11, % Average Cap Rate 7.62% over the initial lease term Renewal Options Three 5 year options Options to Extend: Fresenius shall have the option(s) to renew this lease for three additional terms of five years each, immediately following the expiration of the initial term of the lease. The options have the same terms, covenants and conditions and are subject to the same restrictions and exceptions contained in the initial term of the lease. Base rent for Option Terms: Base rent for each Option Term shall be equal to an amount that is the lesser of (i) Fair Market Value or (ii) an amount proportionate to the increase in the Consumer Price Index not to exceed three percent per year. Operating Expenses and Utilities Taxes: Tenant shall pay all Tax Expenses including all federal, state, county, or local government or municipal taxes, fees, charges, or other impositions of every kind (whether general, special, ordinary, or extraordinary) that are paid or incurred by Landlord during any calendar year because of or in connection with the ownership, leasing, and/or operation of the Property or the building. Tenant shall pay to Landlord, one twelfth of the Tax Expense each month together with the tenant s payment of Base Rent.
13 LEASE PROFILE Tenant s / Landlord s Insurance: Both Tenant and Landlord covenants and agrees that throughout the Lease Term it will keep in full force and effect the following insurance policies: (a) All risk property insurance, including fire and extended coverage, vandalism, malicious mischief, sprinkler leakage and water damage, demolition and debris removal and flood insurance (if the Building is located in a flood hazard area) insuring, on a replacement cost basis, the: Premises; Tenant Improvements; and Alterations that Tenant is responsible for. (b) Comprehensive general liability or public liability insurance with limits not less than $2,000,000 combined single limit, including coverage for bodily injury and property damage to third parties. (c) Insurance agreed to in Section 14.1 may be provided in a combination of self insured retention, primary insurance and / or excess / umbrella insurance. Policies shall be placed with companies holding an A.M. Best s rating of B+ or better. Reimbursement of Landlord Insurance expense: Tenant agrees to pay to Landlord, one twelfth of the Insurance Premium each month together with the tenant s payment of Base Rent. Maintenance and Repair of HVAC Systems: Landlord shall be responsible for the repair and regular maintenance of the HVAC system and may hire an independent licensed contractor to perform such repair and maintenance. The cost and expense of the HVAC system maintenance and HVAC repairs up to $1,800 per repair shall be reimbursed by Tenant to Landlord upon receipt of paid invoices. Repairs and Maintenance Landlord s Maintenance Responsibilities: During the Lease Term, Landlord shall, without expense to Tenant, maintain and make all necessary repairs and/or replacements to the building, and the exterior portions and structural portions of the building, including, without limitation: the parking areas, curbing, sidewalks, and directional markets, landscaping, private roadways, foundations, structure, load bearing walls, exterior walls, doors and windows, gutters, downspouts, flashings, footings, water mains, gas and sewer lines and provision and repair of adequate lighting during all hours of darkness that Tenant shall be open for business. Payment of Landlord Responsibilities: According to Section 5.2 (b) of the lease, Tenant agrees to pay to Landlord, onetwelfth of the Landlord s maintenance and repair costs each month together with the tenant s payment of Base Rent with any items in connection with maintaining and repairing the structural components of the building including foundations, structure, load bearing walls, exterior walls, the roof and roof supports, columns, retaining walls, gutters, downspouts, flashings, and footings of the building and maintenance and repair of the outdoor grounds including walkways and outdoor lighting systems. Tenant s Maintenance Responsibilities: During the Lease Term, Tenant shall at its sole cost and expense keep and maintain non structural portions of the interior of the Premises, including all Tenant Improvements and Alterations, in good order and repair and free of refuse and rubbish. *A full copy of the Fresenius Lease Agreement provided upon request.
14 TENANT FINANCIAL OVERVIEW
15 TENANT FINANCIAL OVERVIEW 2011 & 2010 Consolidated Statements of Income (In US $ thousands, except share data) For the 12 months ended December 31, Net revenue Dialysis care 9,507,173 9,070,546 Dialysis products 3,287,887 2,982,944 Total Net Revenue 12,795,060 12,053,490 Cost of revenue 8,274,359 7,908,769 Gross profit 4,520,701 4,144,721 Selling, general and administrative 2,365,934 2,133,333 Research and development 110,834 96,532 Income from equity investments (30,959) (8,949) Operating Income (EBIT) 2,074,892 1,923,805 Interest income (59,825) (25,409) Interest expense 356, ,473 Interest expense, net 296, ,064 Income Before Taxes 1,778,359 1,643,741 Income tax expense 601, ,345 Net Income 1,177,262 1,065,396 Less: Net income attributable to interest 106,108 86,879 Net Income Attributable To Shareholders 1,071, ,517 Operating Income (EBIT) 2,074,892 1,923,805 Depreciation and amortization 557, ,224 EBITDA 2,632,175 2,427,029 Total Bad Debt Expenses 241, ,478 Earnings per ordinary share $3.54 $3.25
16 TENANT FINANCIAL OVERVIEW 2011 & 2010 Consolidated Balance Sheet (dollars in millions, except per share data) Year ended December 31 Assets: Current assets $ 5,695 $ 5,153 Intangible assets 9,873 8,833 Other non current assets 3,965 3,109 Total assets 19,533 17,095 Liabilities and equity: Current liabilities 4,263 3,790 Long term liabilities 6,799 5,501 Non controlling interest subject to put provisions Total equity 8,061 7,524 Total liabilities and equity 19,533 17,095 Equity/assets ratio: 41% 44% Year ended December 31 Debt: Short term borrowings Short term borrowings from related parties Current portion of long term debt & capital lease obligations 1, Long term debt & capital lease obligations 5,495 4,310 Trust preferred securities 625 Total debt 7,211 5,880
17 TENANT FINANCIAL OVERVIEW Consolidated Statements of Cash Flow (dollars in millions) Year ended December Operating activities: Net income 1,177 1,066 Depreciation / amortization Change in working capital & other non cash items (288) (201) Cash Flow from operating activities 1,446 1,368 Investing activities: Purchases of property, plant and equipment (598) (523) Proceeds from sale of property, plant and equipment Capital expenditures, net (570) (507) Free Cash Flow Acquisitions and investments, net of cash acquired and (1,785) (764) purchases of intangible assets Proceeds from sale of property, plant and equipment Acquisitions, net of divestitures (1,775) (618) Free Cash Flow after investing activities (899) 243 Financing activities: Change in accounts receivable securitization program Change in intercompany debt 20 Change in other debt 1,690 (103) Proceeds from exercise of stock options Redemption of trust preferred securities (654) Distributions to non controlling interest (130) (112) Contributions from non controlling interest Dividends paid (281) (232) Cash Flow from financing activities 793 (15) Cash at beginning of period Cash at end of period *A full copy of the Fresenius 2011 Financial Statements provided upon request
18 Fresenius Medical Care Macclenny, FLORIDA DESCRIPTION Fresenius Medical Care is the world s largest, integrated provider of products and services for individuals with chronic kidney failure, a condition affecting about 2.1 million individuals worldwide. Through its network of 3,000-plus clinics in North America, Europe, Latin America and Asia-Pacific, Fresenius Medical Care provides dialysis treatment to over 253,000 patients. PROPERTY INFORMATION Macclenny, FLORIDA TENANT LOCATION PROPERTY TYPE BUILDING / LOT SIZE Fresenius Medical Care 244 North 3rd Street, Macclenny, FL Single-tenant, freestanding, medical 4,712 sq. ft. /.45 acres Located approximately 25 minutes from the heart of downtown Jacksonville, Maclenney is the county seat of Baker county and is part of the Jacksonville metropolitan statistical area. The Jacksonville MSA is one of the fastest growing regions in the United States with a population of more than 1.3 million. The region s strategic location, intermodal hub, strong economy, low construction costs and pro-business environment make it one of the most attractive areas in the Southeast. Due to its convenient location, mild climate, reasonable cost of living, high quality of life and business-friendly government, this area is a popular location for corporate expansions and relocations. ABOUT TENANTS-IN-COMMON Tenants-in-Common or TIC ownership allows multiple buyers to purchase an undivided percentage of a single piece of property. Each buyer receives his own deed to the property and benefits from all of the income, tax shelters and appreciation it provides. Rockwell properties have the following characteristics: Low minimum investment amounts Property is offered debt-free Strong national companies as tenants Long-term, corporate-guaranteed lease No closing costs Satisfies IRS requirements for 1031 exchanges PURCHASE PRICE $1,500,000 LEASE INFORMATION Lease Guarantor Fresenius Medical Care Lease Term 11 years remaining Annual Increases 3.0% Renewal Options Three five-year options AVERAGE RETURN Initial Term: 7.62% ANNUAL RENT CAP RATE ANNUAL RENT CAP RATE 2012 $97, % 2018 $116, % 2013 $100, % 2019 $119, % 2014 $103, % 2020 $123, % 2015 $106, % 2021 $126, % 2016 $109, % 2022 $130, % 2017 $112, % 2023 $134, % CONTACT INFORMATION ROCKWELL DEBT-FREE PROPERTIES 8494 South 700 East, Ste 200 Sandy, UT Toll Free: Phone