##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended June 30, 2009
 OR
 o
    
    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
 MEDICAL PROPERTIES TRUST, INC.
 (Exact Name of Registrant as Specified in Its Charter)
 MARYLAND
    
    20-0191742(State or other jurisdiction of
    
    (I. R. S. Employerincorporation or organization)
    
    Identification No.)1000 URBAN CENTER DRIVE, SUITE 501BIRMINGHAM, AL
    
    35242(Address of principal executive offices)
    
    (Zip Code)
 REGISTRANTS TELEPHONE NUMBER, INCLUDING AREA CODE: (205) 969-3755
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 o þ




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##### 



MEDICAL PROPERTIES TRUST, INC.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2009
 Table of Contents
 PagePART I  FINANCIAL INFORMATIONItem 1 Financial Statements

    
    3Condensed Consolidated Balance Sheets at June 30, 2009 and December 31, 2008

    
    3Condensed Consolidated Statements of Income for the Three Months and Six Months Ended June 30, 2009 and 2008

    
    4Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2009 and 2008

    
    5Notes to Condensed Consolidated Financial Statements

    
    6Item 2 Managements Discussion and Analysis of Financial Condition and Results of Operations

    
    12Item 3 Quantitative and Qualitative Disclosures about Market Risk

    
    19Item 4 Controls and Procedures

    
    19PART II  OTHER INFORMATIONItem 1 Legal Proceedings

    
    19Item 1A Risk Factors

    
    19Item 2 Unregistered Sales of Equity Securities and Use of Proceeds

    
    19Item 3 Defaults Upon Senior Securities

    
    20Item 4 Submission of Matters to a Vote of Security Holders

    
    20Item 5 Other Information

    
    20Item 6 Exhibits

    
    20SIGNATURE

    
    22INDEX TO EXHIBITS

    
    23EX-31.1EX-31.2EX-32EX-99.1
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##### Table of Contents



PART I  FINANCIAL INFORMATION
 
 Item 1.
    
    Financial Statements.
 MEDICAL PROPERTIES TRUST, INC. AND SUBSIDIARIES
 June 30, 2009
    
    
    December 31, 2008(In thousands, except  per share amounts)
    
    (Unaudited)
    
    
    (Note 2)AssetsReal estate assetsLand, buildings and improvements, and intangible lease assets
    
    $
    992,266
    
    
    $
    996,965Mortgage loans
    
    
    185,000
    
    
    
    185,000Gross investment in real estate assets
    
    
    1,177,266
    
    
    
    1,181,965Accumulated depreciation and amortization
    
    
    (47,712
    )
    
    
    (40,334
    )Net investment in real estate assets
    
    
    1,129,554
    
    
    
    1,141,631Cash and cash equivalents
    
    
    7,922
    
    
    
    11,748Interest and rent receivable
    
    
    17,645
    
    
    
    13,837Straight-line rent receivable
    
    
    21,678
    
    
    
    19,003Other loans
    
    
    109,433
    
    
    
    108,523Assets of discontinued operations
    
    
    1,185
    
    
    
    2,385Other assets
    
    
    13,797
    
    
    
    14,246Total Assets
    
    $
    1,301,214
    
    
    $
    1,311,373Liabilities and EquityLiabilitiesDebt
    
    $
    562,692
    
    
    $
    630,557Accounts payable and accrued expenses
    
    
    26,085
    
    
    
    24,718Deferred revenue
    
    
    13,258
    
    
    
    16,110Lease deposits and other obligations to tenants
    
    
    15,764
    
    
    
    13,645Total liabilities
    
    
    617,799
    
    
    
    685,030Medical Properties Trust, Inc. stockholders equityPreferred stock, $0.001 par value. Authorized 10,000 shares; no shares outstanding
    
    
    
    
    
    
    Common stock, $0.001 par value. Authorized 150,000 shares; issued and outstanding  78,614 shares at June 30, 2009, and 65,056
shares at December 31, 2008
    
    
    78
    
    
    
    65Additional paid in capital
    
    
    756,974
    
    
    
    686,238Distributions in excess of net income
    
    
    (73,597
    )
    
    
    (59,941
    )Treasury shares, at cost
    
    
    (262
    )
    
    
    (262
    )Total Medical Properties Trust, Inc. stockholders equity
    
    
    683,193
    
    
    
    626,100Non-controlling interests
    
    
    222
    
    
    
    243Total equity
    
    
    683,415
    
    
    
    626,343Total Liabilities and Equity
    
    $
    1,301,214
    
    
    $
    1,311,373
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##### Table of Contents



MEDICAL PROPERTIES TRUST, INC. AND SUBSIDIARIES
 For the Three Months Ended June 30,
    
    
    For the Six Months Ended June 30,(In thousands, except share and per share amounts)
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008RevenuesRent billed
    
    $
    23,598
    
    
    $
    21,346
    
    
    $
    46,684
    
    
    $
    36,317Straight-line rent
    
    
    748
    
    
    
    2,280
    
    
    
    2,612
    
    
    
    3,940Interest and fee income
    
    
    7,168
    
    
    
    7,545
    
    
    
    14,591
    
    
    
    14,254Total revenues
    
    
    31,514
    
    
    
    31,171
    
    
    
    63,887
    
    
    
    54,511ExpensesReal estate depreciation and amortization
    
    
    6,708
    
    
    
    5,337
    
    
    
    12,954
    
    
    
    8,865Property-related
    
    
    1,191
    
    
    
    151
    
    
    
    2,110
    
    
    
    207General and administrative
    
    
    5,800
    
    
    
    4,621
    
    
    
    11,477
    
    
    
    8,979Total operating expenses
    
    
    13,699
    
    
    
    10,109
    
    
    
    26,541
    
    
    
    18,051Operating income
    
    
    17,815
    
    
    
    21,062
    
    
    
    37,346
    
    
    
    36,460Other income (expense)Interest income
    
    
    54
    
    
    
    15
    
    
    
    54
    
    
    
    117Interest expense
    
    
    (9,431
    )
    
    
    (12,879
    )
    
    
    (18,894
    )
    
    
    (20,334
    )Net other expense
    
    
    (9,377
    )
    
    
    (12,864
    )
    
    
    (18,840
    )
    
    
    (20,217
    )Income from continuing operations
    
    
    8,438
    
    
    
    8,198
    
    
    
    18,506
    
    
    
    16,243Income (loss) from discontinued
operations
    
    
    (580
    )
    
    
    5,186
    
    
    
    69
    
    
    
    8,040Net income
    
    
    7,858
    
    
    
    13,384
    
    
    
    18,575
    
    
    
    24,283Net income attributable to
non-controlling interests
    
    
    (12
    )
    
    
    (18
    )
    
    
    (19
    )
    
    
    (19
    )Net income attributable to MPT
common stockholders
    
    $
    7,846
    
    
    $
    13,366
    
    
    $
    18,556
    
    
    $
    24,264Earnings per common share  basicIncome from continuing operations
attributable to MPT common stockholders
    
    $
    0.10
    
    
    $
    0.12
    
    
    $
    0.23
    
    
    $
    0.26Income (loss) from discontinued
operations attributable to MPT common
stockholders
    
    
    (0.01
    )
    
    
    0.08
    
    
    
    
    
    
    
    0.13Net income attributable to MPT common
stockholders
    
    $
    0.09
    
    
    $
    0.20
    
    
    $
    0.23
    
    
    $
    0.39Weighted average shares outstanding 
basic
    
    
    78,615,795
    
    
    
    64,995,854
    
    
    
    77,524,107
    
    
    
    58,993,905Earnings per share  dilutedIncome from continuing operations
attributable to MPT common stockholders
    
    $
    0.10
    
    
    $
    0.12
    
    
    $
    0.23
    
    
    $
    0.26Income (loss) from discontinued
operations attributable to MPT common
stockholders
    
    
    (0.01
    )
    
    
    0.08
    
    
    
    
    
    
    
    0.13Net income attributable to MPT common
stockholders
    
    $
    0.09
    
    
    $
    0.20
    
    
    $
    0.23
    
    
    $
    0.39Weighted average shares outstanding 
diluted
    
    
    78,615,795
    
    
    
    65,009,497
    
    
    
    77,524,107
    
    
    
    59,005,497Dividends declared per common share
    
    $
    0.20
    
    
    $
    0.27
    
    
    $
    0.40
    
    
    $
    0.54
  4




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MEDICAL PROPERTIES TRUST, INC. AND SUBSIDIARIES
 For the Six Months Ended June 30,2009
    
    
    2008Operating activitiesNet income
    
    $
    18,575
    
    
    $
    24,283Adjustments to reconcile net income to net cash provided by operating activitiesDepreciation and amortization
    
    
    13,151
    
    
    
    9,621Straight-line rent revenue
    
    
    (3,723
    )
    
    
    (5,379
    )Share-based compensation
    
    
    2,896
    
    
    
    3,668Gain on sale of real estate
    
    
    
    
    
    
    (9,328
    )Straight-line
rent write off/reserve
    
    
    1,111
    
    
    
    9,549Increase (decrease) in accounts payable and accrued liabilities
    
    
    (1,401
    )
    
    
    3,144Amortization and write-off of deferred financing costs and debt discount
    
    
    2,753
    
    
    
    5,263Other adjustments
    
    
    (4,196
    )
    
    
    1,475Net cash provided by operating activities
    
    
    29,166
    
    
    
    42,296Investing activitiesReal estate acquired
    
    
    (499
    )
    
    
    (345,180
    )Principal received on loans receivable
    
    
    3,025
    
    
    
    8,927Proceeds from sale of real estate
    
    
    
    
    
    
    89,982Investment in loans receivable
    
    
    (5,681
    )
    
    
    (67,181
    )Construction in progress and other
    
    
    (1,204
    )
    
    
    (74
    )Net cash used for investing activities
    
    
    (4,359
    )
    
    
    (313,526
    )Financing activitiesRevolving
credit facilities, net
    
    
    (68,800
    )
    
    
    (23,986
    )Additions to debt
    
    
    
    
    
    
    110,094Payments of debt
    
    
    (606
    )
    
    
    (330
    )Distributions paid
    
    
    (29,439
    )
    
    
    (29,082
    )Sale of common stock
    
    
    67,848
    
    
    
    128,029Other financing activities
    
    
    2,364
    
    
    
    (4,033
    )Net cash
used (provided) by financing activities
    
    
    (28,633
    )
    
    
    180,692Increase (decrease) in cash and cash equivalents for period
    
    
    (3,826
    )
    
    
    (90,538
    )Cash and cash equivalents at beginning of period
    
    
    11,748
    
    
    
    94,215Cash and cash equivalents at end of period
    
    $
    7,922
    
    
    $
    3,677Interest paid
    
    $
    17,095
    
    
    $
    12,549Supplemental schedule of non-cash investing activities:Interest and other receivables transferred to loans receivable
    
    
    
    
    
    
    78Supplemental schedule of non-cash financing activities:Distributions declared, unpaid
    
    
    16,050
    
    
    
    17,938Other non-cash financing activities
    
    
    5
    
    
    
    25
  5




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MEDICAL PROPERTIES TRUST, INC. AND SUBSIDIARIES
 
 
 1. Organization
   Disclosures about Segments of an Enterprise and Related Information
 2. Summary of Significant Accounting Policies
 Unaudited Interim Condensed Consolidated Financial Statements
 Subsequent
Events,
  New Accounting Pronouncements
 6




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
    
    SFAS No. 166, Accounting for Transfers of Financial Assets, an amendment of FASB Statement No. 140, or SFAS 166;
    
    SFAS No. 167, Amendments to FASB Interpretation No. 46(R),or SFAS 167; and
    
    SFAS No. 168, The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting
Principles, a replacement of FASB Statement No. 162, or SFAS 168
 Accounting for Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities
 Consolidation of Variable Interest Entities
(revised December 2003)  an interpretation of ARB No. 51
 , The Hierarchy of Generally Accepted Accounting
Principles, FASB Accounting Standards Codification
 Reclassifications: Noncontrolling Interests in Consolidated Financial Statements
 3. Real Estate and Lending Activities
 Acquisitions
   7




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For the Three Months
    
    For the Six MonthsEnded June 30,
    
    Ended June 30,2008
    
    2008Revenues
    
    $
    34,669
    
    
    $
    68,417Net income
    
    
    10,433
    
    
    
    22,857Earnings per share  diluted
    
    $
    0.15
    
    
    $
    0.34
 Leasing Operations
   4. Debt
  As of June 30,
    
    
    As of December 31,2009
    
    
    2008Balance
    
    
    Interest Rate
    
    
    Balance
    
    
    Interest RateRevolving credit facilities
    
    $
    124,200
    
    
    Variable
    
    $
    193,000
    
    
    VariableSenior unsecured notes  fixed
rate through July and October
2011 due July and October 2016
    
    
    125,000
    
    
    
    7.333% - 7.871
    %
    
    
    125,000
    
    
    
    7.333% - 7.871
    %Exchangeable senior notesPrincipal amount
    
    
    220,000
    
    
    
    6.125% - 9.250
    %
    
    
    220,000
    
    
    
    6.125% - 9.250
    %Unamortized discount
    
    
    (9,877
    )
    
    
    
    
    
    
    (11,418
    )210,123
    
    
    
    
    
    
    
    208,582Term loans
    
    
    103,369
    
    
    Various
    
    
    103,975
    
    
    Various$
    562,692
    
    
    
    
    
    
    $
    630,557
  2009
    
    $
    6052010
    
    
    114,273
    (1)2011
    
    
    211,0912012
    
    
    39,6002013
    
    
    82,000Thereafter
    
    
    125,000Total
    
    $
    572,569
 8




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##### Table of Contents



(1)
    
    $83,000 of the revolving credit facilities due in 2010 may be extended until 2011
provided that we give written notice to the Administrative Agent at least 60 days prior to the
termination date and as long as no default has occurred. If we elect to extend, we will be
required to pay an aggregate extension fee equal to 0.25% of the existing revolving commitments.   Accounting for Convertible Debt
Instruments That May Be Settled in Cash Upon Conversion (Including Partial Cash Settlements)
   5. Common Stock
    9




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##### Table of Contents



6. Stock Awards
  7. Fair Value of Financial Instruments
   June 30,
    
    December 31,2009
    
    2008Book
    
    Fair
    
    Book
    
    FairAsset (Liability)
    
    Value
    
    Value
    
    Value
    
    ValueInterest and Rent Receivables
    
    $
    17,645
    
    
    $
    16,369
    
    
    $
    13,837
    
    
    $
    12,475Loans
    
    
    294,433
    
    
    
    283,736
    
    
    
    293,523
    
    
    
    282,459Debt
    
    
    (562,692
    )
    
    
    (465,052
    )
    
    
    (630,557
    )
    
    
    (482,175
    )
 8. Discontinued Operations
    10




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For the Three Months
    
    For the Six MonthsEnded June 30,
    
    Ended June 30,2009
    
    2008
    
    2009
    
    2008Revenues
    
    $
    
    
    
    $
    (944
    )
    
    $
    
    
    
    $
    2,705Gain on sale
    
    
    
    
    
    
    9,328
    
    
    
    
    
    
    
    9,328Net income
    
    
    (580
    )
    
    
    5,186
    
    
    
    69
    
    
    
    8,040Earnings per share  diluted
    
    $
    (0.01
    )
    
    $
    0.08
    
    
    $
    
    
    
    $
    0.13
 9. Earnings Per Share
 Determining Whether
Instruments Granted in Share-Based Payment Transactions Are Participating Securities, Earnings per Share
 For the Three MonthsEnded June 30,2009
    
    
    2008Numerator:Income from continuing operations
    
    $
    8,438
    
    
    $
    8,198Non-controlling interests share in continuing operations
    
    
    (9
    )
    
    
    (17
    )Participating securities share in earnings
    
    
    (380
    )
    
    
    (471
    )Income from
continuing operations, less participating securities' share in
earnings
    
    
    8,049
    
    
    
    7,710Income from discontinued operations
    
    
    (580
    )
    
    
    5,186Non-controlling interests share in discontinued operations
    
    
    (3
    )
    
    
    (1
    )Income from discontinued operations attributable to MPT common stockholders
    
    
    (583
    )
    
    
    5,185Net income,
less participating securities' share in earnings
    
    $
    7,466
    
    
    $
    12,895Denominator:Basic weighted-average common shares
    
    
    78,616
    
    
    
    64,996Dilutive stock options
    
    
    
    
    
    
    13Diluted weighted-average common shares
    
    
    78,616
    
    
    
    65,009
 For the Six MonthsEnded June 30,2009
    
    
    2008Numerator:Income from continuing operations
    
    $
    18,506
    
    
    $
    16,243Non-controlling interests share in continuing operations
    
    
    (18
    )
    
    
    (17
    )Participating securities share in earnings
    
    
    (770
    )
    
    
    (960
    )Income from
continuing operations, less participating securities' share in
earnings
    
    
    17,718
    
    
    
    15,266
 11




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##### Table of Contents



For the Six MonthsEnded June 30,2009
    
    
    2008Income from discontinued operations
    
    
    69
    
    
    
    8,040Non-controlling interests share in discontinued operations
    
    
    (1
    )
    
    
    (2
    )Income from discontinued operations attributable to MPT common stockholders
    
    
    68
    
    
    
    8,038Net income,
less participating securities' share in earnings
    
    $
    17,786
    
    
    $
    23,304Denominator:Basic weighted-average common shares
    
    
    77,524
    
    
    
    58,994Dilutive stock options
    
    
    
    
    
    
    11Diluted weighted-average common shares
    
    
    77,524
    
    
    
    59,005
  10. Contingencies
    11. Subsequent Events
  
 Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations.
  12




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##### Table of Contents



Forward-Looking Statements.
  
    
    National and local economic, business, real estate and other market conditions;
    
    The competitive environment in which we operate;
    
    The execution of our business plan;
    
    Financing risks;
    
    Acquisition and development risks;
    
    Potential environmental, contingencies, and other liabilities;
    
    Other factors affecting real estate industry generally or the healthcare real estate industry in particular;
    
    Our ability to maintain our status as a REIT for federal and state income tax purposes;
    
    Our ability to attract and retain qualified personnel;
    
    Federal and state healthcare regulatory requirements; and
    
    The impact of the current credit crisis and global economic slowdown, which is having and may continue to
have a negative effect on the following, among other things:
 
    
    the financial condition of our tenants, our lenders,
counterparties to our capped call transactions and
institutions that hold our cash balances, which may expose
us to increased risks of default by these parties;
    
    our ability to obtain debt financing on attractive terms
or at all, which may adversely impact our ability to
pursue acquisition and development opportunities and
refinance existing debt and our future interest expense;
and
    
    the value of our real estate assets, which may limit our
ability to dispose of assets at attractive prices or
obtain or maintain debt financing secured by our
properties or on an unsecured basis.
 Overview
   13




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##### Table of Contents



Key Factors that May Affect Our Operations
   
    
    the historical and prospective operating margins (measured by a tenants earnings before
interest, taxes, depreciation, amortization and facility rent) of each tenant or borrower and at
each facility;
    
    the ratio of our tenants and borrowers operating earnings both to facility rent and to
facility rent plus other fixed costs, including debt costs;
    
    trends in the source of our tenants or borrowers revenue, including the relative mix of
Medicare, Medicaid/MediCal, managed care, commercial insurance, and private pay patients; and
    
    the effect of evolving healthcare regulations on our tenants and borrowers profitability.Certain business factors, in addition to those described above that directly affect our tenants and
borrowers, will likely materially influence our future results of operations. These factors
include:
    
    trends in the cost and availability of capital, including market interest rates, that our
prospective tenants may use for their real estate assets instead of financing their real estate
assets through lease structures;
    
    potential changes in healthcare regulations that may limit the opportunities for
physicians to participate in the ownership of healthcare providers and healthcare real estate;
    
    reductions in reimbursements from Medicare, state healthcare programs, and commercial
insurance providers that may reduce our tenants profitability and our lease rates;
    
    other changes to the overall healthcare economy that may result from proposed and future federal
legislation concerning the provision of healthcare in the United States.
    
    competition from other financing sources; and
    
    the ability of our tenants and borrowers to access funds in the credit markets.
   14




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##### Table of Contents



CRITICAL ACCOUNTING POLICIES
  LIQUIDITY AND CAPITAL RESOURCES
   Short-term Liquidity Requirements:
 Long-term Liquidity Requirements:
   
    
    cash flows from operations.
    
    proceeds from property sales.
    
    issuance of new debt.
    
    replacement or extension of existing credit arrangements.
    
    sale of equity and equity-linked securities.
 15




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Results of Operations
 Three months Ended June 30, 2009 Compared to June 30, 2008
   Year over% of
    
    
    
    
    
    
    % of
    
    
    Year2009
    
    
    Total
    
    
    2008
    
    
    Total
    
    
    ChangeBase rents
    
    $
    23,004
    
    
    
    73.0
    %
    
    $
    21,315
    
    
    
    68.4
    %
    
    
    7.9
    %Straight-line rents
    
    
    748
    
    
    
    2.4
    %
    
    
    2,280
    
    
    
    7.3
    %
    
    
    -67.2
    %Percentage rents
    
    
    594
    
    
    
    1.9
    %
    
    
    31
    
    
    
    0.1
    %
    
    
    1816.1
    %Fee income
    
    
    48
    
    
    
    0.1
    %
    
    
    967
    
    
    
    3.1
    %
    
    
    -95.0
    %Interest from loans
    
    
    7,120
    
    
    
    22.6
    %
    
    
    6,578
    
    
    
    21.1
    %
    
    
    8.2
    %Total revenue
    
    $
    31,514
    
    
    
    100.0
    %
    
    $
    31,171
    
    
    
    100.0
    %
    
    
    1.1
    %
      16




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##### Table of Contents



Six Months Ended June 30, 2009 Compared to June 30, 2008
   Year over% of
    
    
    
    
    
    
    % of
    
    
    Year2009
    
    
    Total
    
    
    2008
    
    
    Total
    
    
    ChangeBase rents
    
    $
    45,854
    
    
    
    71.8
    %
    
    $
    36,236
    
    
    
    66.5
    %
    
    
    26.5
    %Straight-line rents
    
    
    2,612
    
    
    
    4.1
    %
    
    
    3,940
    
    
    
    7.2
    %
    
    
    -33.7
    %Percentage rents
    
    
    830
    
    
    
    1.3
    %
    
    
    81
    
    
    
    0.1
    %
    
    
    924.7
    %Fee income
    
    
    176
    
    
    
    0.3
    %
    
    
    1,093
    
    
    
    2.0
    %
    
    
    -83.9
    %Interest from loans
    
    
    14,415
    
    
    
    22.5
    %
    
    
    13,161
    
    
    
    24.2
    %
    
    
    9.5
    %Total revenue
    
    $
    63,887
    
    
    
    100.0
    %
    
    $
    54,511
    
    
    
    100.0
    %
    
    
    17.2
    %
        Reconciliation of Non-GAAP Financial Measures
  17




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##### Table of Contents



For the Three Months Ended
    
    
    For the Six Months EndedJune 30,
    
    
    June 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Net income attributable to MPT common stockholders
    
    $
    7,846
    
    
    $
    13,366
    
    
    $
    18,556
    
    
    $
    24,264Participating
securities share in earnings
    
    
    (380
    )
    
    
    (470
    )
    
    
    (770
    )
    
    
    (960
    )Net income,
less participating securities share in earnings
    
    $
    7,466
    
    
    $
    12,896
    
    
    $
    17,786
    
    
    $
    23,304Depreciation and amortizationContinuing operations
    
    
    6,708
    
    
    
    5,337
    
    
    
    12,954
    
    
    
    8,865Discontinued operations
    
    
    
    
    
    
    190
    
    
    
    
    
    
    
    758Gain on sale of real estate
    
    
    
    
    
    
    (9,328
    )
    
    
    
    
    
    
    (9,328
    )Funds from operations  FFO
    
    $
    14,174
    
    
    $
    9,095
    
    
    $
    30,740
    
    
    $
    23,599
 Per diluted share amounts:
 For the Three Months Ended
    
    
    For the Six Months EndedJune 30,
    
    
    June 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Net income,
less participating securities share in earnings
    
    $
    0.09
    
    
    $
    0.20
    
    
    $
    0.23
    
    
    $
    0.39Depreciation and amortizationContinuing operations
    
    
    0.09
    
    
    
    0.08
    
    
    
    0.17
    
    
    
    0.15Discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.01Gain on sale of real estate
    
    
    
    
    
    
    (0.14
    )
    
    
    
    
    
    
    (0.15
    )Funds from operations  FFO
    
    $
    0.18
    
    
    $
    0.14
    
    
    $
    0.40
    
    
    $
    0.40
 Distribution Policy
   Declaration Date
    
    Record Date
    
    Date of Distribution
    
    Distribution per ShareMay 21, 2009
    
    June 11, 2009
    
    July 14, 2009
    
    $
    0.20February 24, 2009
    
    March 19, 2009
    
    April 9, 2009
    
    $
    0.20December 4, 2008
    
    December 23, 2008
    
    January 22, 2009
    
    $
    0.20August 21, 2008
    
    September 18, 2008
    
    October 16, 2008
    
    $
    0.27May 22, 2008
    
    June 13, 2008
    
    July 11, 2008
    
    $
    0.27February 28, 2008
    
    March 13, 2008
    
    April 11, 2008
    
    $
    0.27November 16, 2007
    
    December 13, 2007
    
    January 11, 2008
    
    $
    0.27August 16, 2007
    
    September 14, 2007
    
    October 19, 2007
    
    $
    0.27
  18




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##### Table of Contents



Item 3.
    
    Quantitative and Qualitative Disclosures About Market Risk.
   
 Item 4.
    
    Controls and Procedures.
    
 PART II  OTHER INFORMATION
 
 Item 1.
    
    Legal Proceedings.
  
 Item 1A.
    
    Risk Factors.
  
 Item 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds.
   19




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##### Table of Contents



Item 3.
    
    Defaults Upon Senior Securities.
  
 Item 4.
    
    Submission of Matters to a Vote of Security Holders.
    Nominee:
    
    For:
    
    Withheld:Edward K. Aldag, Jr.
    
    
    64,359,995
    
    
    
    8,182,082Virginia A. Clarke
    
    
    65,608,492
    
    
    
    6,933,585G. Steven Dawson
    
    
    65,657,096
    
    
    
    6,884,981R. Steven Hamner
    
    
    63,499,225
    
    
    
    9,042,852Robert E. Holmes, Ph.D.
    
    
    65,601,616
    
    
    
    6,940,119Sherry A. Kellett
    
    
    65,622,457
    
    
    
    6,919,620William G. McKenzie
    
    
    64,119,340
    
    
    
    8,422,737L. Glenn Orr, Jr.
    
    
    64,781,659
    
    
    
    7,760,418
  Abstentions andFor:
    
    Against:
    
    Broker Non-Votes:68,242,160
    
    4,118,853
    
    109,584
 
 Item 5.
    
    Other Information.
  
 Item 6.
    
    Exhibits.
  ExhibitNumber
    
    Description31.1
    
    
    Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 193431.2
    
    
    Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 193432
    
    
    Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) under the
Securities Exchange Act of 1934 and 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
 20




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##### Table of Contents



ExhibitNumber
    
    Description99.1
    
    
    Consolidated Financial Statements of Prime Healthcare Services, Inc. as of March 31, 2009. Since affiliates
of Prime Healthcare Services, Inc. lease more than 20% of our total assets under triple net leases, the
financial status of Prime may be considered relevant to investors. Primes most recently available financial
statements (unaudited, as of and for the period ended March 31, 2009) are attached as Exhibit 99.1 to this
Quarterly Report on Form 10-Q. We have not participated in the preparation of Primes financial statements
nor do we have the right to dictate the form of any financial statements provided to us by Prime.
 21




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##### Table of Contents



SIGNATURE
  MEDICAL PROPERTIES TRUST, INC.By:
    /s/ R. Steven HamnerR. Steven HamnerExecutive Vice President and Chief Financial Officer(On behalf of the Registrant and as the Registrants Principal
Financial and Accounting Officer)  22




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##### Table of Contents



ExhibitNumber
    
    Description31.1
    
    
    Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 193431.2
    
    
    Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 193432
    
    
    Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) under the
Securities Exchange Act of 1934 and 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 200299.1
    
    
    Consolidated Financial Statements of Prime Healthcare Services, Inc. as of March 31, 2009
 23