CareTrust REIT, Inc.

My name is Kate and I will be your conference operator today. At this time, I would like to welcome everyone to the Care Trust Street first quarter earnings call. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question during this time, simply press star followed by the number one on your telephone keypad. If you would like to withdraw your question, press star one again. Thank you. I would now like to turn the call over to Lauren Beal, Chief Accounting Officer. Please go ahead.

Thank you, and welcome to Care Trust REIT's first quarter 2025 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 Care Trust REIT's most recent Form 10-K and 10-Q filings with the SEC. We do not undertake the duty to update or revise these statements, except as required by law. During the call, the company will reference non-GAAP metrics such as EBITDA, FFO, and FAD, or FAB. A reconciliation of these measures to the most comparable GAAP financial measures is available in our earnings press release and Q1 2025 non-GAAP reconciliations that are available on the investor relations section of CareTrust website at www.caretrustreit.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 Wagner, Chief Financial Officer, and James Collister, Chief Investment Officer. I'll now turn the call over to Dave Sedgwick, CareTrust REIT's president and CEO. Dave?

Thank you, Lauren. Good morning, everyone, and thank you for joining us. Let me begin with our pending strategic acquisition of the London Stock Exchange listed company, CareREIT. On March 11th, we announced that our offer was unanimously accepted and recommended by CareREIT's board. The voting deadline was last Friday, April 25th, and I'm thrilled to announce that their shareholders have approved the deal. We expect to officially close on the acquisition next Friday, May 9th. Based on Wednesday's sterling dollar exchange rate and excluding transaction costs, at 108 pence per share, the deal has a purchase price of approximately $856 million. And the portfolio, as of the end of last year, has contractual rent of approximately $68.6 million. The acquisition of CareReit marks our first M&A activity, our entry into the UK, and the largest deal in our history. So some context. Last year was truly an extraordinary year for CareTrust. At the beginning of 2024, we thought that we had a chance to possibly double the highest single-year record of investments in our history. But about midway through the year, we started to see a path to more than quadruple that record. So you saw a rapid cadence of deploying capital, issuing equity, and reloading the pipeline on repeat throughout the year. The flywheel and the entire team ran hot and fast, so much so that we really wrestled with the following question. If it ain't broke, why fix it? Why look at shop? Why look at the UK? These are all really fair questions that we took seriously. So why the UK's strategic acquisition of CareReit and why now? Let me tell you why. First, this deal diversifies our business in terms of operator concentration, geography, payer sources, and asset classes, bringing our US skilled nursing concentration down to approximately 49% by property count and 63% by rental income. Second, in addition to adding CareBeats 134 properties across 15 operators, generating 68.6 million of new annual rent. That is covered by more than two times on an EBITDARM basis. The deal also adds to us an experienced UK-based investment, asset management, and accounting team who are hungry to grow again. Third, the purchase price represents a significant discount to replacement cost and will be accretive in year one. Finally, and essentially, the deal adds a new growth engine for Care Trust for years to come. So when you look at that rationale, along with our cost of capital, our balance sheet, the strong demographics and supply-demand tailwinds behind our sectors here in the U.S. and in the U.K., and you combine all of that with a Care Trust team and culture that continues to get stronger every year, we began to reframe the question of if it ain't broke. began to believe that because it ain't broke we have a unique window of opportunity to do something special immediately after last year's exponential growth we've invested throughout the organization to ensure that the flywheel in the united states does not slow down and that the uk will be additive to our current robust u.s gross growth engine james will share with you now color on the deals closed in Q1 and the reloaded pipeline of US deals, along with some insights into our outlook for UK growth. James.