Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 30, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Sabra Health Care REIT, Inc. | |
Entity Central Index Key | 1,492,298 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 178,232,213 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Assets | ||
Real estate investments, net of accumulated depreciation of $336,689 and $282,812 as of September 30, 2017 and December 31, 2016, respectively | $ 5,972,785,000 | $ 2,009,939,000 |
Loans receivable and other investments, net | 149,766,000 | 96,036,000 |
Cash and cash equivalents | 30,873,000 | 25,663,000 |
Restricted cash | 12,489,000 | 9,002,000 |
Lease intangible assets, net | 262,817,000 | 26,250,000 |
Accounts receivable, prepaid expenses and other assets, net | 159,577,000 | 99,029,000 |
Total assets | 6,588,307,000 | 2,265,919,000 |
Liabilities | ||
Secured debt, net | 257,571,000 | 160,752,000 |
Revolving credit facility | 251,000,000 | 26,000,000 |
Term loans, net | 1,190,887,000 | 335,673,000 |
Senior unsecured notes, net | 1,305,996,000 | 688,246,000 |
Accounts payable and accrued liabilities | 116,146,000 | 39,639,000 |
Lease intangible liabilities, net | 94,878,000 | 0 |
Total liabilities | 3,216,478,000 | 1,250,310,000 |
Commitments and contingencies (Note 14) | ||
Equity | ||
Preferred stock, $.01 par value; 10,000,000 shares authorized, 5,750,000 shares issued and outstanding as of September 30, 2017 and December 31, 2016 | 58,000 | 58,000 |
Common stock, $.01 par value; 250,000,000 shares authorized, 175,832,213 and 65,285,614 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively | 1,758,000 | 653,000 |
Additional paid-in capital | 3,588,510,000 | 1,208,862,000 |
Cumulative distributions in excess of net income | (225,459,000) | (192,201,000) |
Accumulated other comprehensive income (loss) | 4,236,000 | (1,798,000) |
Total Sabra Health Care REIT, Inc. stockholders’ equity | 3,369,103,000 | 1,015,574,000 |
Noncontrolling interests | 2,726,000 | 35,000 |
Total equity | 3,371,829,000 | 1,015,609,000 |
Total liabilities and equity | $ 6,588,307,000 | $ 2,265,919,000 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Assets | ||
Real estate investments, net of accumulated depreciation of $336,636 and $282,812 as of September 30, 2017 and December 31, 2016, respectively (in usd) | $ 336,689 | $ 282,812 |
Equity | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 5,750,000 | 5,750,000 |
Preferred stock, shares outstanding | 5,750,000 | 5,750,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | |
Common stock, shares issued | 175,832,213 | 65,285,614 |
Common stock, shares outstanding | 175,832,213 | 65,285,614 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) $ in Thousands | Aug. 02, 2017 | May 08, 2017 | Feb. 03, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Revenues: | |||||||
Rental income | $ 100,145 | $ 56,833 | $ 213,273 | $ 167,442 | |||
Interest and other income | 4,090 | 3,157 | 8,062 | 25,482 | |||
Resident fees and services | 7,554 | 1,937 | 17,840 | 5,811 | |||
Total revenues | 111,789 | 61,927 | 239,175 | 198,735 | |||
Expenses: | |||||||
Depreciation and amortization | 25,933 | 17,102 | 62,290 | 51,273 | |||
Interest | 24,568 | 15,794 | 56,218 | 49,139 | |||
Operating expenses | 5,102 | 1,404 | 11,929 | 4,256 | |||
General and administrative | 12,944 | 4,966 | 24,159 | 13,513 | |||
Merger and acquisition costs | 23,299 | 1,051 | 29,750 | 1,222 | |||
Provision for doubtful accounts and loan losses | 5,149 | 540 | 7,454 | 3,286 | |||
Impairment of real estate | 0 | 0 | 0 | 29,811 | |||
Total expenses | 96,995 | 40,857 | 191,800 | 152,500 | |||
Other income (expense): | |||||||
Loss on extinguishment of debt | (553) | 0 | (553) | (556) | |||
Other income | 51 | 2,945 | 3,121 | 5,345 | |||
Net gain (loss) on sale of real estate | 582 | 1,451 | 4,614 | (3,203) | |||
Total other income (expense) | 80 | 4,396 | 7,182 | 1,586 | |||
Income before income tax expense | 14,874 | 25,466 | 54,557 | 47,821 | |||
Income tax benefit (expense) | 195 | (154) | (161) | (786) | |||
Net income | 15,069 | 25,312 | 54,396 | 47,035 | |||
Net loss attributable to noncontrolling interests | 26 | 25 | 42 | 66 | |||
Net income attributable to Sabra Health Care REIT, Inc. | 15,095 | 25,337 | 54,438 | 47,101 | |||
Preferred stock dividends | (2,561) | (2,561) | (7,682) | (7,682) | |||
Net income attributable to common stockholders | $ 12,534 | $ 22,776 | $ 46,756 | $ 39,419 | |||
Net income attributable to common stockholders, per: | |||||||
Basic common share (in dollars per share) | $ 0.11 | $ 0.35 | $ 0.58 | $ 0.60 | |||
Diluted common share (in dollars per share) | $ 0.11 | $ 0.35 | $ 0.57 | $ 0.60 | |||
Weighted-average number of common shares outstanding, basic (in shares) | 112,149,638 | 65,312,288 | 81,150,846 | 65,285,591 | |||
Weighted-average number of common shares outstanding, diluted (in shares) | 112,418,100 | 65,591,428 | 81,429,044 | 65,470,589 | |||
Dividends declared per common share (in dollars per share) | $ 0.3598913 | $ 0.43 | $ 0.42 | $ 0.3598913 | $ 0.42 | $ 1.21 | $ 1.25 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income | $ 15,069 | $ 25,312 | $ 54,396 | $ 47,035 | |
Unrealized gain (loss), net of tax: | |||||
Foreign currency translation gain (loss) | 412 | (500) | 552 | (749) | |
Unrealized gain (loss) on cash flow hedges | [1] | 4,657 | 398 | 5,482 | (1,300) |
Total other comprehensive income (loss) | 5,069 | (102) | 6,034 | (2,049) | |
Comprehensive income | 20,138 | 25,210 | 60,430 | 44,986 | |
Comprehensive loss attributable to noncontrolling interest | 26 | 25 | 42 | 66 | |
Comprehensive income attributable to Sabra Health Care REIT, Inc. | $ 20,164 | $ 25,235 | $ 60,472 | $ 45,052 | |
[1] | Amounts are net of provision for income taxes of $0.4 million and $0.6 million for the three and nine months ended September 30, 2017, respectively, and none for the three and nine months ended September 30, 2016. |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Unrealized gain (loss) on cash flow hedges, tax | $ 400,000 | $ 0 | $ 600,000 | $ 0 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Total Stockholders' Equity [Member] | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Cumulative Distributions in Excess of Net Income [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Noncontrolling Interests [Member] | Common Stock [Member] | Common Stock [Member]Total Stockholders' Equity [Member] | Common Stock [Member]Common Stock [Member] | Common Stock [Member]Additional Paid-in Capital [Member] |
Beginning balance (in shares) at Dec. 31, 2015 | 5,750,000 | 65,182,335 | ||||||||||
Beginning balance at Dec. 31, 2015 | $ 1,053,876 | $ 1,053,770 | $ 58 | $ 652 | $ 1,202,541 | $ (142,148) | $ (7,333) | $ 106 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income (loss) | 47,035 | 47,101 | 47,101 | (66) | ||||||||
Other comprehensive income (loss) | (2,049) | (2,049) | (2,049) | |||||||||
Amortization of stock-based compensation | 6,775 | 6,775 | 6,775 | |||||||||
Common stock issuance, net (in shares) | 108,731 | |||||||||||
Common stock issuance, net | $ (1,103) | $ (1,103) | $ 1 | $ (1,104) | ||||||||
Repurchase of common stock (in shares) | (31,230) | |||||||||||
Repurchase of common stock | (725) | (725) | (725) | |||||||||
Preferred dividends | (7,682) | (7,682) | (7,682) | |||||||||
Common dividends | (82,240) | (82,240) | (82,240) | |||||||||
Ending balance (in shares) at Sep. 30, 2016 | 5,750,000 | 65,259,836 | ||||||||||
Ending balance at Sep. 30, 2016 | 1,013,887 | 1,013,847 | $ 58 | $ 653 | 1,207,487 | (184,969) | (9,382) | 40 | ||||
Beginning balance (in shares) at Dec. 31, 2016 | 5,750,000 | 65,285,614 | ||||||||||
Beginning balance at Dec. 31, 2016 | 1,015,609 | 1,015,574 | $ 58 | $ 653 | 1,208,862 | (192,201) | (1,798) | 35 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Net income (loss) | 54,396 | 54,438 | 54,438 | (42) | ||||||||
Other comprehensive income (loss) | 6,034 | 6,034 | 6,034 | |||||||||
Change in noncontrolling interests | 2,733 | 2,733 | ||||||||||
Amortization of stock-based compensation | 8,768 | 8,768 | 8,768 | |||||||||
Common stock issuance, net (in shares) | 110,546,599 | |||||||||||
Common stock issuance, net | $ 2,371,985 | $ 2,371,985 | $ 1,105 | $ 2,370,880 | ||||||||
Preferred dividends | (7,682) | (7,682) | (7,682) | |||||||||
Common dividends | (80,014) | (80,014) | (80,014) | |||||||||
Ending balance (in shares) at Sep. 30, 2017 | 5,750,000 | 175,832,213 | ||||||||||
Ending balance at Sep. 30, 2017 | $ 3,371,829 | $ 3,369,103 | $ 58 | $ 1,758 | $ 3,588,510 | $ (225,459) | $ 4,236 | $ 2,726 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Equity (Parenthetical) - $ / shares | Aug. 02, 2017 | May 08, 2017 | Feb. 03, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Statement of Stockholders' Equity [Abstract] | |||||||
Common dividends (in dollars per share) | $ 0.3598913 | $ 0.43 | $ 0.42 | $ 0.3598913 | $ 0.42 | $ 1.21 | $ 1.25 |
Condensed Consolidated Stateme9
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 54,396 | $ 47,035 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 62,290 | 51,273 |
Amortization of above and below market lease intangibles, net | 637 | 0 |
Non-cash interest income adjustments | (137) | 549 |
Amortization of deferred financing costs | 4,132 | 3,767 |
Stock-based compensation expense | 8,329 | 6,137 |
Amortization of debt premium/discount | (99) | 81 |
Loss on extinguishment of debt | 553 | 556 |
Straight-line rental income adjustments | (18,260) | (16,710) |
Provision for doubtful accounts and loan losses | 7,454 | 3,286 |
Change in fair value of contingent consideration | (552) | 50 |
Net (gain) loss on sales of real estate | (4,614) | 3,203 |
Impairment of real estate | 0 | 29,811 |
Changes in operating assets and liabilities: | ||
Accounts receivable, prepaid expenses and other assets | (5,752) | 1,381 |
Accounts payable and accrued liabilities | (53,570) | 6,217 |
Restricted cash | (5,036) | (2,820) |
Net cash provided by operating activities | 49,771 | 133,816 |
Cash flows from investing activities: | ||
Acquisition of real estate | (393,064) | (109,619) |
Cash received in CCP Merger | 77,858 | 0 |
Origination and fundings of loans receivable | (5,642) | (9,478) |
Origination and fundings of preferred equity investments | (2,713) | (6,845) |
Additions to real estate | (3,233) | (901) |
Repayment of loans receivable | 8,710 | 214,947 |
Repayments of preferred equity investments | 3,239 | 0 |
Net proceeds from the sales of real estate | 11,723 | 85,449 |
Net cash (used in) provided by investing activities | (303,122) | 173,553 |
Cash flows from financing activities: | ||
Net repayments of revolving credit facility | (137,000) | (255,000) |
Proceeds from term loans | 181,000 | 69,360 |
Principal payments on secured debt | (3,094) | (13,756) |
Payments of deferred financing costs | (15,316) | (5,933) |
Issuance of common stock, net | 319,026 | (1,289) |
Dividends paid on common and preferred stock | (86,813) | (89,283) |
Net cash provided by (used in) financing activities | 257,803 | (295,901) |
Net increase in cash and cash equivalents | 4,452 | 11,468 |
Effect of foreign currency translation on cash and cash equivalents | 758 | 772 |
Cash and cash equivalents, beginning of period | 25,663 | 7,434 |
Cash and cash equivalents, end of period | 30,873 | 19,674 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 48,836 | 49,009 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Acquisition of business in CCP Merger (see Note 3) | 3,726,093 | 0 |
Assumption of indebtedness in CCP Merger | (1,751,373) | 0 |
Stock exchanged in CCP Merger | (2,052,578) | 0 |
Real estate acquired through loan receivable foreclosure | $ 0 | $ 10,100 |
BUSINESS
BUSINESS | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BUSINESS | BUSINESS Overview Sabra Health Care REIT, Inc. (“Sabra” or the “Company”) was incorporated on May 10, 2010 as a wholly owned subsidiary of Sun Healthcare Group, Inc. (“Sun”) and commenced operations on November 15, 2010 following Sabra's separation from Sun (the “Separation Date”). Sabra elected to be treated as a real estate investment trust (“REIT”) with the filing of its U.S. federal income tax return for the taxable year beginning January 1, 2011. Sabra believes that it has been organized and operated, and it intends to continue to operate, in a manner to qualify as a REIT. Sabra’s primary business consists of acquiring, financing and owning real estate property to be leased to third party tenants in the healthcare sector. Sabra primarily generates revenues by leasing properties to tenants and operators throughout the United States and Canada. Sabra owns substantially all of its assets and properties and conducts its operations through Sabra Health Care Limited Partnership, a Delaware limited partnership (the “Operating Partnership”), of which Sabra is the sole general partner and Sabra's wholly owned subsidiaries are currently the only limited partners, or by subsidiaries of the Operating Partnership. The Company’s investment portfolio is comprised of skilled nursing/transitional care facilities, senior housing communities and specialty hospitals and other facilities, in each case leased to third-party operators; senior housing communities operated by third-party property managers pursuant to property management agreements (“Senior Housing - Managed”); investments in loans receivable; and preferred equity investments. On May 7, 2017, the Company, the Operating Partnership, PR Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of the Company (“Merger Sub”), Care Capital Properties, Inc., a Delaware corporation (“CCP”), and Care Capital Properties, L.P. (“CCPLP”), a Delaware limited partnership and wholly-owned subsidiary of CCP, entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which, on August 17, 2017, CCP merged with and into Merger Sub, with Merger Sub continuing as the surviving corporation (the “CCP Merger”), following which Merger Sub merged with and into the Company, with the Company continuing as the surviving entity (the “Subsequent Merger”), and, simultaneous with the Subsequent Merger, CCPLP merged with and into the Operating Partnership, with the Operating Partnership continuing as the surviving entity. Pursuant to the Merger Agreement, as of the effective time of the CCP Merger, each share of CCP common stock, par value $0.01 per share, issued and outstanding immediately prior to the effective time of the CCP Merger (other than shares of CCP common stock owned directly by CCP, the Company or their respective subsidiaries, in each case not held on behalf of third parties) was converted into the right to receive 1.123 newly issued shares of Company common stock, par value $0.01 per share, plus cash in lieu of any fractional shares. See Note 3, “CCP Merger and Recent Real Estate Acquisitions” for additional information regarding the CCP Merger. The acquisition of CCP has been reflected in the Company's condensed consolidated financial statements since the effective date of the CCP Merger. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation and Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of Sabra and its wholly owned subsidiaries as of September 30, 2017 and December 31, 2016 and for the periods ended September 30, 2017 and 2016 . All significant intercompany transactions and balances have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information as contained within the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and the rules and regulations of the SEC, including the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, the unaudited condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for financial statements. In the opinion of management, the financial statements for the unaudited interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair statement of the results for such periods. Operating results for the three and nine months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017 . For further information, refer to the Company’s consolidated financial statements and notes thereto for the year ended December 31, 2016 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 filed with the SEC. GAAP requires the Company to identify entities for which control is achieved through voting rights or other means and to determine which business enterprise is the primary beneficiary of variable interest entities (“VIEs”). A VIE is broadly defined as an entity with one or more of the following characteristics: (a) the total equity investment at risk is insufficient to finance the entity's activities without additional subordinated financial support; (b) as a group, the holders of the equity investment at risk lack (i) the ability to make decisions about the entity's activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; or (c) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity's activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights. If the Company were determined to be the primary beneficiary of the VIE, the Company would consolidate investments in the VIE. The Company may change its original assessment of a VIE due to events such as modifications of contractual arrangements that affect the characteristics or adequacy of the entity's equity investments at risk and the disposal of all or a portion of an interest held by the primary beneficiary. The Company identifies the primary beneficiary of a VIE as the enterprise that has both: (i) the power to direct the activities of the VIE that most significantly impact the entity's economic performance; and (ii) the obligation to absorb losses or the right to receive benefits of the VIE that could be significant to the entity. The Company performs this analysis on an ongoing basis. As of September 30, 2017 , the Company determined it was the primary beneficiary of two variable interest entities—a senior housing community and an exchange accommodation titleholder variable interest entity—and has consolidated the operations of these entities in the accompanying condensed consolidated financial statements. As of September 30, 2017 , the Company determined that operations of these entities were not material to the Company’s results of operations, financial condition or cash flows. As it relates to investments in loans, in addition to the Company's assessment of VIEs and whether the Company is the primary beneficiary of those VIEs, the Company evaluates the loan terms and other pertinent facts to determine if the loan investment should be accounted for as a loan or as a real estate joint venture. If an investment has the characteristics of a real estate joint venture, including if the Company participates in the majority of the borrower's expected residual profit, the Company would account for the investment as an investment in a real estate joint venture and not as a loan investment. Expected residual profit is defined as the amount of profit, whether called interest or another name, such as an equity kicker, above a reasonable amount of interest and fees expected to be earned by a lender. At September 30, 2017 , none of the Company's investments in loans are accounted for as real estate joint ventures. As it relates to investments in joint ventures, the Company assesses any limited partners' rights and their impact on the presumption of control of the limited partnership by any single partner. The Company also applies this guidance to managing member interests in limited liability companies.The Company reassesses its determination of which entity controls the joint venture if: there is a change to the terms or in the exercisability of the rights of any partners or members, the sole general partner or managing member increases or decreases its ownership interests, or there is an increase or decrease in the number of outstanding ownership interests. As of September 30, 2017 , the Company's determination of which entity controls its investments in joint ventures has not changed as a result of any reassessment. Use of Estimates The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. Reclassifications Certain amounts in the Company's consolidated financial statements for prior periods have been reclassified to conform to the current period presentation. These reclassifications have not changed the results of operations of prior periods. As a result, certain reclassifications were made to the condensed consolidated balance sheets and condensed consolidated statements of income. Net Investment in Direct Financing Lease As of September 30, 2017 , the Company had a $22.9 million net investment in one skilled nursing/transitional care facility leased to an operator under a direct financing lease, as the tenant is obligated to purchase the property at the end of the lease term. The net investment in direct financing lease is recorded in accounts receivable, prepaid expenses and other assets, net on the condensed consolidated balance sheets and represents the total undiscounted rental payments (including the tenant's purchase obligation), plus the estimated unguaranteed residual value, less the unearned lease income. Unearned lease income represents the excess of the minimum lease payments and residual values over the cost of the investment. Unearned lease income is deferred and amortized to income over the lease term to provide a constant yield when collectability of the lease payments is reasonably assured. Income from the Company's net investment in direct financing lease was $0.3 million for the three and nine months ended September 30, 2017 and is reflected in interest and other income on the condensed consolidated statements of income. Future minimum lease payments contractually due under the direct financing lease at September 30, 2017 , were as follows: $0.5 million for the remainder of 2017; $2.2 million for 2018; $2.2 million for 2019; $2.3 million for 2020; and $2.1 million for 2021. Recently Issued Accounting Standards Update Between May 2014 and May 2016, the FASB issued three Accounting Standards Updates (each, an “ASU”) changing the requirements for recognizing and reporting revenue (together, herein referred to as the “Revenue ASUs”): (i) ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), (ii) ASU No. 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (“ASU 2016-08”) and (iii) ASU No. 2016-12, Narrow-Scope Improvements and Practical Expedients (“ASU 2016-12”). ASU 2014-09 provides guidance for revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2016-08 is intended to improve the operability and understandability of the implementation guidance on principal versus agent considerations. ASU 2016-12 provides practical expedients and improvements on the previously narrow scope of ASU 2014-09. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date (“ASU 2015-14”). ASU 2015-14 defers the effective date of ASU 2014-09 by one year to fiscal years, and interim periods within, beginning after December 15, 2017. All subsequent ASUs related to ASU 2014-09, including ASU 2016-08 and ASU 2016-12, assumed the deferred effective date enforced by ASU 2015-14. Early adoption of the Revenue ASUs is permitted for annual periods, and interim periods within, beginning after December 15, 2016. A reporting entity may apply the amendments in the Revenue ASUs using either a modified retrospective approach, by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption or full retrospective approach. As the primary source of revenue for the Company is generated through leasing and financing arrangements, which are excluded from the Revenue ASUs, the Company expects that the impact of the Revenue ASUs to the Company will be limited to the recognition of non-lease revenue, such as certain resident fees in its Senior Housing - Managed properties structures (a portion of which are not generated through leasing arrangements) ), and its recognition of real estate sale transactions. Under ASU 2014-09, revenue recognition for real estate sales is primarily based on the transfer of control versus continuing involvement under current guidance. Accordingly, the Company anticipates that the new guidance will result in more transactions qualifying as sales of real estate and gains on sale being recognized at an earlier date than under current accounting guidance. Additionally, upon adoption of the Revenue ASUs in 2018, the Company anticipates that it will be required to separately disclose the components of its total revenue between lease revenue accounted for under existing lease guidance and service revenue accounted for under the new Revenue ASUs, but does not anticipate a material change in the timing of revenue recognition. The Company has not yet elected a transition method and is evaluating the complete impact of the adoption of the Revenue ASUs on January 1, 2018 to its consolidated financial position, results of operations and disclosures. The Company expects to complete its evaluation of the impacts of the Revenue ASUs during the fourth quarter of 2017. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”). ASU 2016-02 supersedes guidance related to accounting for leases. ASU 2016-02 updates guidance around the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. The objective of ASU 2016-02 is to establish the principles that lessees and lessors shall apply to report useful information to users of financial statements about the amount, timing, and uncertainty of cash flows arising from a lease. ASU 2016-02 does not fundamentally change lessor accounting; however, some changes have been made to lessor accounting to conform and align that guidance with the lessee guidance and other areas within GAAP. ASU 2016-02 is effective for fiscal years and interim periods within those years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements when adopted. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the definition of a business (“ASU 2017-01”). ASU 2017-01 clarifies the definition of a business with the objective of providing guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of businesses. When substantially all of the fair value of gross assets acquired is concentrated in a single asset (or a group of similar assets), the assets acquired would not represent a business. To be considered a business, an acquisition would have to include an input and a substantive process that together significantly contribute to the ability to create outputs. To be a business without outputs, there will now need to be an organized workforce. ASU 2017-01 is effective for fiscal years and interim periods within those years beginning after December 15, 2017, with early adoption permitted. The Company adopted ASU 2017-01 on October 1, 2016 on a prospective basis. The Company expects that the majority of its future acquisitions of real estate will be accounted for as asset acquisitions under the new guidance. This adoption will impact how the Company accounts for merger and acquisition costs and contingent consideration, which may result in lower expensed merger and acquisition costs and eliminate fair value adjustments related to future contingent consideration arrangements. In May 2017, the FASB issued ASU 2017-09, Compensation—Stock compensation (Topic 718): Scope of modification accounting (“ASU 2017-09”). ASU 2017-09 clarifies and reduces both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The amendments in ASU 2017-09 provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-09 is effective for fiscal years and interim periods within those years beginning after December 15, 2017, with early adoption permitted. The Company does not expect the adoption of ASU 2017-09 to have a material impact on its consolidated financial statements. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (“ASU 2017-12”). ASU 2017-12 is intended to improve the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements and to simplify the application of the hedge accounting guidance in current GAAP. ASU 2017-12 is effective for fiscal years and interim periods within those years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements when adopted. |
CCP MERGER AND RECENT REAL ESTA
CCP MERGER AND RECENT REAL ESTATE ACQUISITIONS | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
CCP MERGER AND RECENT REAL ESTATE ACQUISITIONS | RECENT REAL ESTATE ACQUISITIONS CCP Merger On August 17, 2017, the Company completed the CCP Merger. Under the terms of the Merger Agreement, each share of CCP common stock issued and outstanding immediately prior to the effective time of the CCP Merger (other than any shares owned directly by CCP, the Company or their respective subsidiaries, in each case not held on behalf of third parties) was converted into the right to receive 1.123 newly issued shares of Company common stock, resulting in the issuance of approximately 94.0 million shares of Company common stock at the effective time of the CCP Merger. As a result of the CCP Merger, the Company acquired 330 properties (consisting of 296 skilled nursing/transitional care facilities, 13 senior housing communities and 21 specialty hospitals and other facilities), one skilled nursing/transitional care facility leased to an operator under a direct financing lease (see Note 2, “Summary of Significant Accounting Policies—Net Investment in Direct Financing Lease”), 18 investments in loans receivable (see Note 6, “Loans Receivable and Other Investments”) and one specialty valuation firm. Sabra also assumed certain outstanding equity awards and other debt and liabilities of CCP (see Note 7, “Debt”). Based on the closing price of Sabra’s common stock on August 16, 2017, the Company estimates the fair value of the consideration exchanged or assumed to be approximately $2.1 billion . The Company’s estimated fair values of CCP’s assets acquired and liabilities assumed on the closing date of the CCP Merger are determined based on certain valuations and analyses that have yet to be finalized, and accordingly, the assets acquired and liabilities assumed, as detailed below, are preliminary and are subject to adjustment once the analyses are completed. The following table summarizes the preliminary purchase price allocation for the CCP Merger based on the Company's initial valuation, including estimates and assumptions of the acquisition date fair value of the tangible and intangible assets acquired and liabilities assumed on August 17, 2017 (in thousands): Real estate investments $ 3,629,447 Loans receivable and other investments 57,064 Cash and cash equivalents 77,858 Restricted cash 779 Lease intangible assets, net 234,426 Accounts receivable, prepaid expenses and other assets, net 35,829 Secured debt, net (98,500 ) Revolving credit facility (362,000 ) Unsecured term loans (674,000 ) Senior unsecured notes, net (616,873 ) Accounts payable and accrued liabilities (132,860 ) Lease intangible liabilities, net (95,859 ) Noncontrolling interests (2,733 ) Total consideration $ 2,052,578 The lease intangible assets and lease intangible liabilities acquired in connection with the CCP Merger have weighted-average amortization periods as of the closing date of the CCP Merger of 11 years and 10 years , respectively. For the three and nine months ended September 30, 2017 , the Company recognized $45.1 million of total revenues and $30.6 million of net income attributable to common stockholders, excluding acquisition related costs, from the CCP Merger investments. Acquisition related costs associated with the CCP Merger were $23.3 million and $29.7 million , respectively, during the three and nine months ended September 30, 2017 . Recent Real Estate Acquisitions During the nine months ended September 30, 2017 , in addition to the properties acquired as a result of the CCP Merger, the Company acquired 21 skilled nursing/transitional care facilities and one senior housing community. During the nine months ended September 30, 2016 , the Company acquired one skilled nursing/transitional care facility and three senior housing communities. The consideration was allocated as follows (in thousands): Nine Months Ended September 30, 2017 2016 Land $ 55,579 $ 5,521 Building and improvements 329,462 102,094 Tenant origination and absorption costs 6,143 1,565 Tenant relationship 1,880 439 Total consideration $ 393,064 $ 109,619 The tenant origination and absorption costs intangible assets and tenant relationship intangible assets acquired in connection with these acquisitions have weighted-average amortization periods as of the respective dates of acquisition of 13 years and 23 years , respectively. For the three and nine months ended September 30, 2017 , the Company recognized $1.5 million and $1.6 million of total revenues, respectively, and $1.4 million of net income attributable to common stockholders from the facilities acquired during the nine months ended September 30, 2017 . For the three and nine months ended September 30, 2016 , the Company recognized $1.7 million of total revenues and $0.1 million of net income attributable to common stockholders from the facilities acquired during the nine months ended September 30, 2016 . |
REAL ESTATE PROPERTIES HELD FOR
REAL ESTATE PROPERTIES HELD FOR INVESTMENT | 9 Months Ended |
Sep. 30, 2017 | |
Real Estate Investments, Net [Abstract] | |
REAL ESTATE PROPERTIES HELD FOR INVESTMENT | REAL ESTATE PROPERTIES HELD FOR INVESTMENT The Company’s real estate properties held for investment consisted of the following (dollars in thousands): As of September 30, 2017 Property Type Number of Properties Number of Beds/Units Total Real Estate at Cost Accumulated Depreciation Total Real Estate Investments, Net Skilled Nursing/Transitional Care 409 45,710 $ 4,386,543 $ (215,921 ) $ 4,170,622 Senior Housing - Leased (1) 88 8,110 1,149,278 (96,790 ) 1,052,488 Senior Housing - Managed (1) 11 999 170,866 (10,884 ) 159,982 Specialty Hospitals and Other 22 1,085 602,339 (12,820 ) 589,519 530 55,904 6,309,026 (336,415 ) 5,972,611 Corporate Level 448 (274 ) 174 $ 6,309,474 $ (336,689 ) $ 5,972,785 As of December 31, 2016 Property Type Number of Properties Number of Beds/Units Total Real Estate at Cost Accumulated Depreciation Total Real Estate Investments, Net Skilled Nursing/Transitional Care 97 10,819 $ 1,042,754 $ (190,038 ) $ 852,716 Senior Housing - Leased (1) 83 7,855 1,153,739 (80,449 ) 1,073,290 Senior Housing - Managed (1) 2 134 34,212 (1,682 ) 32,530 Specialty Hospitals and Other 1 70 61,640 (10,387 ) 51,253 183 18,878 2,292,345 (282,556 ) 2,009,789 Corporate Level 406 (256 ) 150 $ 2,292,751 $ (282,812 ) $ 2,009,939 September 30, 2017 December 31, 2016 Building and improvements $ 5,410,572 $ 1,983,769 Furniture and equipment 234,901 85,196 Land improvements 3,563 3,744 Land 660,438 220,042 6,309,474 2,292,751 Accumulated depreciation (336,689 ) (282,812 ) $ 5,972,785 $ 2,009,939 (1) During the nine months ended September 30, 2017, the Company transitioned nine senior housing communities into a managed property structure whereby the Company owns the operations of the communities and the communities are operated by a third-party property manager. Contingent Consideration Arrangements In connection with three of its prior real estate acquisitions, the Company entered into contingent consideration arrangements pursuant to which it could be required to pay out additional amounts based on incremental value created through the improvement of operations of the applicable acquired facility (a contingent consideration liability). The estimated value of the contingent consideration liabilities at the time of purchase was $3.2 million . The contingent consideration amounts would be determined based on portfolio performance and the facility achieving certain performance hurdles during 2017. During the nine months ended September 30, 2017 , one earn-out arrangement expired and resulted in a $0 payout and a second earn-out arrangement was terminated in connection with the transition of the eight senior housing communities to Senior Housing - Managed properties. To determine the value of the remaining contingent consideration arrangement, the Company used significant inputs not observable in the market to estimate the contingent consideration, made assumptions regarding the probability of the facility achieving the incremental value and then applied an appropriate discount rate. As of September 30, 2017 , based on the performance of this facility, the contingent consideration liability had an estimated value of $0.3 million , which is included in accounts payable and accrued liabilities on the accompanying condensed consolidated balance sheets. During the three and nine months ended September 30, 2017 , the Company recorded an increase of $0.3 million and a decrease of $0.6 million , respectively, to the contingent consideration liability. These amounts are included in other income on the accompanying condensed consolidated statements of income. Operating Leases As of September 30, 2017 , the substantial majority of the Company’s real estate properties (excluding 11 Senior Housing - Managed properties) were leased under triple-net operating leases with expirations ranging from one to 15 years. As of September 30, 2017 , the leases had a weighted-average remaining term of nine years. The leases include provisions to extend the lease terms and other negotiated terms and conditions. The Company, through its subsidiaries, retains substantially all of the risks and benefits of ownership of the real estate assets leased to the tenants. In addition, the Company may receive additional security under these operating leases in the form of letters of credit and security deposits from the lessee or guarantees from the parent of the lessee. Security deposits received in cash related to tenant leases are included in accounts payable and accrued liabilities in the accompanying condensed consolidated balance sheets and totaled $35.6 million as of September 30, 2017 and $2.7 million as of December 31, 2016 . As of September 30, 2017 , the Company had a $3.5 million reserve for unpaid cash rents and a $2.8 million reserve associated with accumulated straight-line rental income. As of December 31, 2016 , the Company had a $3.2 million reserve for unpaid cash rents and a $3.7 million reserve associated with accumulated straight-line rental income. The following table provides information regarding significant tenant relationships representing 10% or more of the Company's total revenues as of September 30, 2017 (dollars in thousands): Three Months Ended Nine Months Ended September 30, 2017 Number of Investments Rental Revenue % of Total Revenue Rental Revenue % of Total Revenue Genesis Healthcare, Inc. 76 $ 20,257 18.1 % $ 60,470 25.3 % Holiday AL Holdings, LP 21 9,813 8.8 29,438 12.3 The Company has entered into memoranda of understanding with Genesis to market for sale 35 skilled nursing facilities (the “MOU Disposition Facilities”). As of September 30, 2017 , the Company completed the sale of two of the MOU Disposition Facilities, and subsequent to September 30, 2017, the Company completed the sale of two additional MOU Disposition Facilities. The Company has also entered into a definitive agreement to sell an additional 20 MOU Disposition Facilities, which is expected to be completed in the fourth quarter of 2017. The Company expects the remaining MOU Disposition Facilities to be sold by the end of the first quarter of 2018, though there can be no assurance that the sales will be completed in that timeframe, if at all. The Company has also begun the process of marketing for sale up to all of the remaining 43 facilities leased to Genesis, with sales expected to occur in 2018 . The Company monitors the creditworthiness of its tenants by reviewing credit ratings (if available) and evaluating the ability of the tenants to meet their lease obligations to the Company based on the tenants’ financial performance, including the evaluation of any parent guarantees (or the guarantees of other related parties) of tenant lease obligations. Because formal credit ratings may not be available for most of the Company’s tenants, the primary basis for the Company’s evaluation of the credit quality of its tenants (and more specifically the tenant’s ability to pay their rent obligations to the Company) is the tenant’s lease coverage ratio or the parent’s fixed charge coverage ratio for those entities with a parent guarantee. These coverage ratios include earnings before interest, taxes, depreciation, amortization and rent (“EBITDAR”) to rent and earnings before interest, taxes, depreciation, amortization, rent and management fees (“EBITDARM”) to rent at the lease level and consolidated EBITDAR to total fixed charges at the parent guarantor level when such a guarantee exists. The Company obtains various financial and operational information from its tenants each month and reviews this information in conjunction with the above-described coverage metrics to identify financial and operational trends, evaluate the impact of the industry’s operational and financial environment (including the impact of government reimbursement), and evaluate the management of the tenant’s operations. These metrics help the Company identify potential areas of concern relative to its tenants’ credit quality and ultimately the tenant’s ability to generate sufficient liquidity to meet its obligations, including its obligation to continue to pay the rent due to the Company. As of September 30, 2017 , the future minimum rental payments from the Company’s properties held for investment under non-cancelable operating leases was as follows (in thousands): October 1, 2017 through December 31, 2017 $ 146,223 2018 590,222 2019 599,100 2020 592,748 2021 582,633 Thereafter 3,508,262 $ 6,019,188 |
ASSET HELD FOR SALE DISPOSITION
ASSET HELD FOR SALE DISPOSITIONS | 9 Months Ended |
Sep. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
ASSET HELD FOR SALE DISPOSITIONS | ASSET HELD FOR SALE AND DISPOSITIONS Asset Held for Sale As of September 30, 2017 , the Company determined that one skilled nursing/transitional care facility, with a net book value of $2.0 million , met the criteria to be classified as held for sale. The net book value is included in accounts receivable, prepaid expenses and other assets, net on the condensed consolidated balance sheets. 2017 Dispositions During the nine months ended September 30, 2017 , the Company completed the sale of four skilled nursing/transitional care facilities for aggregate consideration of $11.7 million . The net carrying value of the assets and liabilities of these facilities was $7.1 million , which resulted in an aggregate $4.6 million net gain on sale. 2016 Dispositions During the nine months ended September 30, 2016 , the Company completed the sale of two skilled nursing/transitional care facilities and one acute care hospital for aggregate consideration of $85.4 million after selling expenses of $2.3 million . The net carrying value of the assets and liabilities of these facilities, after the impairment loss of $29.8 million recognized in relation to the acute care hospital, was $88.6 million , resulting in an aggregate $3.2 million loss on sale. During the nine months ended September 30, 2017 , the Company recognized $0.3 million of net income, excluding the net gain on sale, from the asset held for sale and the dispositions made during the nine months ended September 30, 2017 . During the nine months ended September 30, 2016 , the Company recognized $38,000 of net income, excluding the net loss on sale and real estate impairment, from the dispositions made during the nine months ended September 30, 2017 and 2016 . The sale of these facilities do not represent a strategic shift that has or will have a major effect on the Company's operations and financial results and therefore the results of operations attributable to these facilities have remained in continuing operations. |
LOANS RECEIVABLE AND OTHER INVE
LOANS RECEIVABLE AND OTHER INVESTMENTS | 9 Months Ended |
Sep. 30, 2017 | |
Loans Receivable and Other Investments [Abstract] | |
LOANS RECEIVABLE AND OTHER INVESTMENTS | LOANS RECEIVABLE AND OTHER INVESTMENTS As of September 30, 2017 and December 31, 2016 , the Company’s loans receivable and other investments consisted of the following (dollars in thousands): Investment Quantity as of September 30, 2017 Property Type Principal Balance as of September 30, 2017 (1) Book Value as of September 30, 2017 Book Value as of Weighted Average Contractual Interest Rate / Rate of Return as of September 30, 2017 Maturity Date as of September 30, 2017 Loans Receivable: Mortgage 5 Skilled Nursing / Senior Housing $ 45,064 $ 42,664 $ 38,262 9.2 % 11/07/16- 02/10/27 Construction 2 Senior Housing 2,354 2,418 842 8.0 % 03/31/21- 05/31/22 Mezzanine 2 Senior Housing 34,640 28,391 9,656 10.3 % 02/28/18- 05/25/20 Pre-development 1 Senior Housing 2,357 2,357 4,023 9.0 % 04/01/20 Other 14 Multiple 44,926 27,859 — 8.6 % 10/28/17- 04/30/27 Debtor-in-possession — Acute Care Hospital — — 813 N/A N/A 24 129,341 103,689 53,596 9.3 % Loan loss reserve — (6,211 ) (2,750 ) $ 129,341 $ 97,478 $ 50,846 Other Investments: Preferred Equity 13 Skilled Nursing / Senior Housing 51,833 52,288 45,190 12.8 % N/A Total 37 $ 181,174 $ 149,766 $ 96,036 10.3 % (1) Principal balance includes amounts funded and accrued but unpaid interest / preferred return and excludes capitalizable fees. In connection with the CCP Merger, the Company acquired 18 loan receivable investments with a book value of $54.1 million as of September 30, 2017 . As of September 30, 2017 , the Company considered six loan receivable investments to be impaired. The aggregate principal balance of the impaired loans was $35.2 million as of September 30, 2017 and December 31, 2016 . The Company recorded a provision for loan losses of $3.0 million and $4.8 million related to four loan receivable investments during the three and nine months ended September 30, 2017 , respectively, two of which were written-off during the nine months ended September 30, 2017 . As of September 30, 2017 , six loans receivable investments totaling $35.2 million were on nonaccrual status. During the three and nine months ended September 30, 2017 , the Company reduced its portfolio-based loan loss reserve by $32,000 and $0.3 million , respectively. The Company's specific loan loss reserve was $6.1 million and the portfolio-based loan loss reserve was $0.1 million as of September 30, 2017 . The Company's specific loan loss reserve and portfolio-based loan loss reserve were $2.3 million and $0.4 million , respectively, as of December 31, 2016 . |
DEBT
DEBT | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Secured Indebtedness The Company’s secured debt consists of the following (dollars in thousands): Interest Rate Type Book Value as of (1) Book Value as of (1) Weighted Average (2) Maturity Date Fixed Rate $ 161,871 $ 163,638 3.87 % December 2021 - Variable Rate 98,500 — 3.02 % July 2019 $ 260,371 $ 163,638 3.55 % (1) Principal balance does not include deferred financing costs, net of $ 2.8 million and $2.9 million as of September 30, 2017 and December 31, 2016 , respectively. (2) Weighted average effective interest rate includes private mortgage insurance. On August 17, 2017, in connection with the CCP Merger (see Note 3, “CCP Merger and Recent Real Estate Acquisitions”), the Company assumed a $98.5 million variable rate secured term loan that bears interest at LIBOR plus 1.80% and matures in July 2019. Senior Unsecured Notes The Company’s senior unsecured notes consist of the following (dollars in thousands): Principal Balance as of Title Maturity Date September 30, 2017 (1) December 31, 2016 (1) 5.5% senior unsecured notes due 2021 (“2021 Notes”) February 1, 2021 $ 500,000 $ 500,000 5.375% senior unsecured notes due 2023 (“2023 Notes”) June 1, 2023 200,000 200,000 5.125% senior unsecured notes due 2026 (“2026 Notes”) August 15, 2026 500,000 — 5.38% senior unsecured notes due 2027 (“2027 Notes”) May 17, 2027 100,000 — $ 1,300,000 $ 700,000 (1) Principal balance does not include premium, net of $ 16.3 million and deferred financing costs, net of $10.3 million as of September 30, 2017 and does not include discount, net of $0.5 million and deferred financing costs, net of $11.2 million as of December 31, 2016 . The 2021 Notes and the 2023 Notes were issued by the Operating Partnership and Sabra Capital Corporation, wholly owned subsidiaries of the Company (the “Issuers”). The 2021 Notes accrue interest at a rate of 5.5% per annum payable semiannually on February 1 and August 1 of each year, and the 2023 Notes accrue interest at a rate of 5.375% per annum payable semiannually on June 1 and December 1 of each year. The 2026 Notes and the 2027 Notes were assumed as a result of the CCP Merger (see Note 3, “CCP Merger and Recent Real Estate Acquisitions”) and accrue interest at a rate of 5.125% and 5.38% , respectively, per annum. Interest is payable semiannually on February 15 and August 15 of each year for the 2026 Notes and on May 17 and November 17 of each year for the 2027 Notes. The obligations under the 2021 Notes, 2023 Notes and 2027 Notes are fully and unconditionally guaranteed, jointly and severally, on an unsecured basis, by Sabra and certain subsidiaries of Sabra; provided, however, that such guarantees are subject to release under certain customary circumstances. The obligations under the 2026 Notes are fully and unconditionally guaranteed, on an unsecured basis, by Sabra; provided, however, that such guarantee is subject to release under certain customary circumstances. See Note 12, “Summarized Condensed Consolidating Information” for additional information concerning the circumstances pursuant to which the guarantors will be automatically and unconditionally released from their obligations under the guarantees. The indentures and agreements (the “Senior Notes Indentures”) governing the 2021 Notes, 2023 Notes, 2026 Notes and 2027 Notes (collectively, the “Senior Notes”) include customary events of default and require the Company to comply with specified restrictive covenants. As of September 30, 2017 , the Company was in compliance with all applicable financial covenants under the Senior Notes Indentures. Revolving Credit Facility and Term Loans On January 14, 2016, the Operating Partnership and Sabra Canadian Holdings, LLC (together, the “Borrowers”) entered into a third amended and restated unsecured credit facility (the “Prior Credit Facility”). The Prior Credit Facility included a revolving credit facility (the “Prior Revolving Credit Facility”) and U.S. dollar and Canadian dollar term loans (collectively, the “Prior Term Loans”). The Prior Revolving Credit Facility provided for a borrowing capacity of $500.0 million and, in addition, provided for U.S. dollar and Canadian dollar term loans of $245.0 million and CAD $125.0 million , respectively. Further, up to $125.0 million of the Prior Revolving Credit Facility could be used for borrowings in certain foreign currencies. The Prior Credit Facility also contained an accordion feature that allowed for an increase in the total available borrowings to $1.25 billion , subject to terms and conditions. In addition, the Canadian dollar term loan was re-designated as a net investment hedge (see Note 8, “Derivative and Hedging Instruments” for further information). The Prior Revolving Credit Facility had a maturity date of January 14, 2020, and included two six -month extension options. The Prior Term Loans had a maturity date of January 14, 2021. Borrowings under the Prior Revolving Credit Facility bore interest on the outstanding principal amount at a rate equal to an applicable percentage plus, at the Operating Partnership's option, either (a) LIBOR or (b) a base rate determined as the greater of (i) the federal funds rate plus 0.5% , (ii) the prime rate, and (iii) one-month LIBOR plus 1.0% (the “Base Rate”). The applicable percentage for borrowings varied based on the Consolidated Leverage Ratio, as defined in the credit agreement for the Prior Credit Facility, and ranged from 1.80% to 2.40% per annum for LIBOR based borrowings and 0.80% to 1.40% per annum for borrowings at the Base Rate. In addition, the Operating Partnership paid an unused facility fee to the lenders equal to 0.25% or 0.30% per annum, which was determined by usage under the Prior Revolving Credit Facility. The Prior Term Loans bore interest as follows: the U.S. dollar term loan bore interest on the outstanding principal amount at a rate equal to an applicable percentage plus, at the Operating Partnership’s option, either (a) LIBOR or (b) the Base Rate (the applicable percentage varied based on the Consolidated Leverage Ratio, as defined in the credit agreement for the Prior Credit Facility, and ranged from 1.75% to 2.35% per annum for LIBOR based borrowings and 0.75% to 1.35% per annum for borrowings at the Base Rate); and the Canadian dollar term loan bore interest on the outstanding principal amount at a rate equal to the Canadian Dollar Offer Rate (“CDOR”) plus 1.75% to 2.35% depending on the Consolidated Leverage Ratio. Effective on August 17, 2017, the Borrowers, Sabra and the other parties thereto entered into a fourth amended and restated unsecured credit facility (the “Credit Facility”). The Credit Facility amends and restates the Prior Credit Facility. The Company recognized a $0.6 million loss on extinguishment of debt related to write-offs of deferred financing costs in connection with amending and restating the Prior Credit Facility during the three and nine months ended September 30, 2017. The Credit Facility includes a $1.0 billion revolving credit facility (the “Revolving Credit Facility”), $1.1 billion in U.S. dollar term loans and a CAD $125 million Canadian dollar term loan (collectively, the “Term Loans”). Further, up to $175 million of the Revolving Credit Facility may be used for borrowings in certain foreign currencies. The Credit Facility also contains an accordion feature that can increase the total available borrowings to $2.5 billion , subject to terms and conditions. The Revolving Credit Facility has a maturity date of August 17, 2021, and includes two six -month extension options. $200 million of the U.S. dollar Term Loans has a maturity date of August 17, 2020, and the other Term Loans have a maturity date of August 17, 2022. As of September 30, 2017 , there was $251.0 million outstanding under the Revolving Credit Facility and $749.0 million available for borrowing. Borrowings under the Revolving Credit Facility bear interest on the outstanding principal amount at a rate equal to an applicable interest margin plus, at the Operating Partnership’s option, either (a) LIBOR or (b) the Base Rate. On August 17, 2017, Sabra’s ratings met the Investment Grade Ratings Criteria (as defined in the credit agreement), and Sabra elected to use the ratings-based applicable interest margin for borrowings which will vary based on the Debt Ratings (as defined in the credit agreement) and will range from 0.875% to 1.65% per annum for LIBOR based borrowings and 0.00% to 0.65% per annum for borrowings at the Base Rate. As of September 30, 2017 , the interest rate on the Revolving Credit Facility was 2.47% . In addition, the Operating Partnership pays a facility fee ranging between 0.125% and 0.300% per annum based on the aggregate amount of commitments under the Revolving Credit Facility regardless of amounts outstanding thereunder. The U.S. dollar Term Loans bear interest on the outstanding principal amount at a rate equal to an applicable interest margin plus, at the Operating Partnership's option, either (a) LIBOR or (b) the Base Rate. The ratings-based applicable interest margin for borrowings will vary based on the Debt Ratings, as defined in the credit agreement, and will range from 0.90% to 1.90% per annum for LIBOR based borrowings and 0.00% to 0.90% per annum for borrowings at the Base Rate. The Canadian dollar term loan bears interest on the outstanding principal amount at a rate equal to CDOR plus an interest margin that will range from 0.90% to 1.90% depending on the Debt Ratings. On June 10, 2015, the Company entered into an interest rate swap agreement to fix the CDOR portion of the interest rate for CAD $90.0 million of its Canadian term loan at 1.59% . In addition, CAD $90.0 million of the Canadian dollar term loan was designated as a net investment hedge. On August 10, 2016, the Company entered into two interest rate swap agreements to fix the LIBOR portion of the interest rate for $245.0 million of its U.S. dollar Term Loan at 0.90% and one interest rate swap agreement to fix the CDOR portion on CAD $35.0 million of its Canadian dollar term loan at 0.93% . See Note 8, “Derivative and Hedging Instruments” for further information. As a result of the CCP Merger (see Note 3, “CCP Merger and Recent Real Estate Acquisitions”), the Company assumed eight interest rate swap agreements that fix the LIBOR portion of the interest rate for $600 million of the Company’s U.S. dollar Term Loans at a weighted average rate of 1.31% . See Note 8, “Derivative and Hedging Instruments” for further information. The obligations of the Borrowers under the Credit Facility are guaranteed by Sabra and certain subsidiaries of Sabra. The Credit Facility contains customary covenants that include restrictions or limitations on the ability to make acquisitions and other investments, pay dividends, incur additional indebtedness, engage in non-healthcare related business activities, enter into transactions with affiliates and sell or otherwise transfer certain assets as well as customary events of default. The Credit Facility also requires Sabra, through the Operating Partnership, to comply with specified financial covenants, which include a maximum leverage ratio, a minimum fixed charge coverage ratio and a minimum tangible net worth requirement. As of September 30, 2017 , the Company was in compliance with all applicable financial covenants under the Credit Facility. Interest Expense During the three and nine months ended September 30, 2017 , the Company incurred interest expense of $24.6 million and $56.2 million , respectively, and $15.8 million and $49.1 million during the three and nine months ended September 30, 2016 , respectively. Interest expense includes financing costs amortization of $1.6 million and $4.1 million for the three and nine months ended September 30, 2017 , respectively, and $1.3 million and $3.8 million for the three and nine months ended September 30, 2016 , respectively. As of September 30, 2017 and December 31, 2016 , the Company had $15.4 million and $ 13.8 million , respectively, of accrued interest included in accounts payable and accrued liabilities on the accompanying condensed consolidated balance sheets. Maturities The following is a schedule of maturities for the Company’s outstanding debt as of September 30, 2017 (in thousands): Secured Indebtedness Revolving Credit Facility (1) Term Loans Senior Notes Total October 1, 2017 through December 31, 2017 $ 1,054 $ — $ — $ — $ 1,054 2018 4,304 — — — 4,304 2019 102,948 — — — 102,948 2020 4,598 — 200,000 — 204,598 2021 20,587 251,000 — 500,000 771,587 Thereafter 126,880 — 1,000,225 800,000 1,927,105 Total Debt 260,371 251,000 1,200,225 1,300,000 3,011,596 Premium, net — — — 16,259 16,259 Deferred financing costs, net (2,800 ) — (9,338 ) (10,263 ) (22,401 ) Total Debt, Net $ 257,571 $ 251,000 $ 1,190,887 $ 1,305,996 $ 3,005,454 (1) Revolving Credit Facility is subject to two six -month extension options. |
DERIVATIVE AND HEDGING INSTRUME
DERIVATIVE AND HEDGING INSTRUMENTS | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE AND HEDGING INSTRUMENTS | DERIVATIVE AND HEDGING INSTRUMENTS The Company is exposed to various market risks, including the potential loss arising from adverse changes in interest rates and foreign exchange rates. The Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates and foreign exchange rates. The Company’s derivative financial instruments are used to manage differences in the amount of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s investments and borrowings. Certain of the Company’s foreign operations expose the Company to fluctuations of foreign interest rates and exchange rates. These fluctuations may impact the value in the Company’s functional currency, the U.S. dollar, of the Company’s investment in foreign operations, the cash receipts and payments related to these foreign operations and payments of interest and principal under Canadian dollar denominated debt. The Company enters into derivative financial instruments to protect the value of its foreign investments and fix a portion of the interest payments for certain debt obligations. The Company does not enter into derivatives for speculative purposes. Cash Flow Hedges The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Approximately $3.5 million of losses, which are included in accumulated other comprehensive loss, as of September 30, 2017 , are expected to be reclassified into earnings in the next 12 months. In 2016 the Company terminated its interest rate cap, generating cash proceeds of $0.3 million . The balance of the loss in other comprehensive income will be reclassified to earnings through 2019. Net Investment Hedges The Company is exposed to fluctuations in foreign exchange rates on investments it holds in Canada. The Company uses cross currency interest rate swaps to hedge its exposure to changes in foreign exchange rates on these foreign investments. The following presents the notional amount of derivatives instruments as of the dates indicated (in thousands): September 30, 2017 December 31, 2016 Derivatives designated as cash flow hedges: Denominated in U.S. Dollars $ 845,000 $ 245,000 Denominated in Canadian Dollars $ 125,000 $ 125,000 Derivatives designated as net investment hedges: Denominated in Canadian Dollars $ 56,300 $ 56,300 Financial instrument designated as net investment hedge: Denominated in Canadian Dollars $ 125,000 $ 125,000 Derivative and Financial Instruments Designated as Hedging Instruments The following is a summary of the derivative and financial instruments designated as hedging instruments held by the Company at September 30, 2017 and December 31, 2016 (dollars in thousands): Fair Value Maturity Dates Type Designation Count as of September 30, 2017 September 30, 2017 December 31, 2016 Balance Sheet Location Assets: Interest rate swap Cash flow 12 $ 18,957 $ 8,083 2020 - 2023 Accounts receivable, prepaid expenses and other assets, net Cross currency interest rate swaps Net investment 2 827 3,157 2025 Accounts receivable, prepaid expenses and other assets, net $ 19,784 $ 11,240 Liabilities: Interest rate swap Cash flow — $ — $ 716 2020 Accounts payable and accrued liabilities CAD term loan Net investment 1 100,225 93,000 2022 Term loans, net $ 100,225 $ 93,716 The following presents the effect of the Company’s derivative and financial instruments designated as hedging instruments on the condensed consolidated statements of income and the condensed consolidated statements of equity for the three and nine months ended September 30, 2017 (in thousands): Gain (Loss) Recognized in Other Comprehensive Income Income Statement Location Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Cash Flow Hedges: Interest rate products $ 4,372 $ (40 ) $ 4,462 $ (2,019 ) Interest expense Net Investment Hedges: Foreign currency products (1,080 ) 102 (2,239 ) (2,118 ) N/A CAD term loan (3,938 ) 1,363 (7,225 ) (5,863 ) N/A $ (646 ) $ 1,425 $ (5,002 ) $ (10,000 ) Loss Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) Income Statement Location Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Cash Flow Hedges: Interest rate products $ (535 ) $ (413 ) $ (1,404 ) $ (802 ) Interest expense Net Investment Hedges: Foreign currency products — — — — N/A CAD term loan — — — — N/A $ (535 ) $ (413 ) $ (1,404 ) $ (802 ) The Company determined that a portion of a cash flow hedge was ineffective and recognized $30,000 and $0.1 million of unrealized losses during the three and nine months ended September 30, 2017 , respectively, related to its interest rate swaps to other income in the condensed consolidated statements of income. During the three and nine months ended September 30, 2016 , the Company determined that a portion of a cash flow hedge was ineffective and recognized $0.4 million of unrealized gains related to its interest rate swaps to other income in the condensed consolidated statements of income. Derivatives Not Designated as Hedging Instruments During the three and nine months ended September 30, 2017, the Company recorded $0 and $8,000 , respectively, of other expense related to a cross currency interest rate swap not designated as a hedging instrument. As of September 30, 2017 and December 31, 2016, the Company's derivatives were all designated as hedging instruments. Offsetting Derivatives The Company enters into master netting arrangements, which reduce credit risk by permitting net settlement of transactions with the same counterparty. The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company’s derivatives as of September 30, 2017 and December 31, 2016 (in thousands): As of September 30, 2017 Gross Amounts Not Offset in the Balance Sheet Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 20,273 $ — $ 20,273 $ — $ — $ 20,273 Offsetting Liabilities: Derivatives $ — $ — $ — $ — $ — $ — As of December 31, 2016 Gross Amounts Not Offset in the Balance Sheet Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 11,240 $ — $ 11,240 $ (716 ) $ — $ 10,524 Offsetting Liabilities: Derivatives $ 716 $ — $ 716 $ (716 ) $ — $ — Credit-risk-related Contingent Features The Company has agreements with each of its derivative counterparties that contain a provision pursuant to which the Company could be declared in default on the derivative obligation if the Company defaults on any of its indebtedness, including a default where repayment of the indebtedness has not been accelerated by the lender. As of September 30, 2017 , the Company had no derivatives with a fair value in a net liability position. |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE DISCLOSURES | FAIR VALUE DISCLOSURES Financial Instruments The fair value for certain financial instruments is derived using a combination of market quotes, pricing models and other valuation techniques that involve significant management judgment. The price transparency of financial instruments is a key determinant of the degree of judgment involved in determining the fair value of the Company’s financial instruments. Financial instruments for which actively quoted prices or pricing parameters are available and whose markets contain orderly transactions will generally have a higher degree of price transparency than financial instruments whose markets are inactive or consist of non-orderly trades. The Company evaluates several factors when determining if a market is inactive or when market transactions are not orderly. The carrying values of cash and cash equivalents, restricted cash, accounts payable, accrued liabilities and the Credit Facility are reasonable estimates of fair value because of the short-term maturities of these instruments. Fair values for other financial instruments are derived as follows: Loans receivable : These instruments are presented in the accompanying condensed consolidated balance sheets at their amortized cost and not at fair value. The fair values of the loans receivable were estimated using an internal valuation model that considered the expected cash flows for the loans receivable, as well as the underlying collateral value and other credit enhancements as applicable. As such, the Company classifies these instruments as Level 3. Preferred equity investments : These instruments are presented in the accompanying condensed consolidated balance sheets at their cost and not at fair value. The fair values of the preferred equity investments were estimated using an internal valuation model that considered the expected future cash flows for the preferred equity investment, the underlying collateral value and other credit enhancements. As such, the Company classifies these instruments as Level 3. Derivative instruments : The Company’s derivative instruments are presented at fair value on the accompanying condensed consolidated balance sheets. The Company estimates the fair value of derivative instruments, including its interest rate swaps and cross currency swaps, using the assistance of a third party using inputs that are observable in the market, which include forward yield curves and other relevant information. Although the Company has determined that the majority of the inputs used to value its derivative financial instruments fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivative financial instruments utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by itself and its counterparties. The Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivative financial instruments. As a result, the Company has determined that its derivative financial instruments valuations in their entirety are classified in Level 2 of the fair value hierarchy. Senior Notes : These instruments are presented in the accompanying condensed consolidated balance sheets at their outstanding principal balance, net of unamortized deferred financing costs and premiums/discounts and not at fair value. The fair values of the Senior Notes were determined using third-party market quotes derived from orderly trades. As such, the Company classifies these instruments as Level 2. Secured indebtedness : These instruments are presented in the accompanying condensed consolidated balance sheets at their outstanding principal balance, net of unamortized deferred financing costs and premiums/discounts and not at fair value. The fair values of the Company’s secured debt were estimated using a discounted cash flow analysis based on management’s estimates of current market interest rates for instruments with similar characteristics, including remaining loan term, loan-to-value ratio, type of collateral and other credit enhancements. As such, the Company classifies these instruments as Level 3. The following are the face values, carrying amounts and fair values of the Company’s financial instruments as of September 30, 2017 and December 31, 2016 whose carrying amounts do not approximate their fair value (in thousands): September 30, 2017 December 31, 2016 Face (1) Carrying Amount (2) Fair Value Face (1) Carrying (2) Fair Value Financial assets: Loans receivable $ 129,341 $ 97,478 $ 97,722 $ 53,484 $ 50,846 $ 51,914 Preferred equity investments 51,833 52,288 52,926 44,882 45,190 48,332 Financial liabilities: Senior Notes 1,300,000 1,305,996 1,341,106 700,000 688,246 709,500 Secured indebtedness 260,371 257,571 248,041 163,638 160,752 150,091 (1) Face value represents amounts contractually due under the terms of the respective agreements. (2) Carrying amount represents the book value of financial instruments, including unamortized premiums/discounts and deferred financing costs. The Company determined the fair value of financial instruments as of September 30, 2017 whose carrying amounts do not approximate their fair value with valuation methods utilizing the following types of inputs (in thousands): Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Total (Level 1) (Level 2) (Level 3) Financial assets: Loans receivable $ 97,722 $ — $ — $ 97,722 Preferred equity investments 52,926 — — 52,926 Financial liabilities: Senior Notes 1,341,106 — 1,341,106 — Secured indebtedness 248,041 — — 248,041 Disclosure of the fair value of financial instruments is based on pertinent information available to the Company at the applicable dates and requires a significant amount of judgment. Despite increased capital market and credit market activity, transaction volume for certain financial instruments remains relatively low. This has made the estimation of fair values difficult and, therefore, both the actual results and the Company’s estimate of fair value at a future date could be materially different. Items Measured at Fair Value on a Recurring Basis During the nine months ended September 30, 2017 , the Company recorded the following amounts measured at fair value (in thousands): Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Total (Level 1) (Level 2) (Level 3) Recurring Basis: Financial assets: Interest rate swap $ 18,957 $ — $ 18,957 $ — Cross currency swap 827 — 827 — Financial liabilities: Contingent consideration liability 266 — 266 — The Company entered into contingent consideration arrangements as a result of three acquisitions of real estate (see Note 4, “Real Estate Properties Held for Investment”). During the nine months ended September 30, 2017 , one earn-out arrangement expired and resulted in a $0 payout and a second earn-out arrangement was terminated in connection with the transition of the eight senior housing communities to Senior Housing - Managed properties. In order to determine the fair value of the Company’s remaining contingent consideration arrangement, the Company used significant inputs not observable in the market to estimate the contingent consideration. The Company used financial information provided by the facility to estimate the possible payout. As of September 30, 2017 , the total contingent consideration liability had an estimated value of $0.3 million . The following reconciliation provides the details of activity for contingent consideration liability recorded at fair value using Level 3 inputs (in thousands): Balance as of December 31, 2016 $ 818 Decrease in contingent consideration liability (552 ) Balance as of September 30, 2017 $ 266 During the three and nine months ended September 30, 2017 , the Company recorded an increase of $0.3 million and a decrease of $0.6 million , respectively, to the contingent consideration liability. These amounts are included in other income on the accompanying condensed consolidated statements of income. |
EQUITY
EQUITY | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
EQUITY | EQUITY Preferred Stock On March 21, 2013, the Company completed an underwritten public offering of 5.8 million shares of 7.125% Series A Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”) at a price of $25.00 per share, pursuant to an effective registration statement. The Company received net proceeds of $138.3 million from the offering, after deducting underwriting discounts and other offering expenses. The Company classified the par value as preferred equity on its condensed consolidated balance sheets with the balance of the liquidation preference, net of any issuance costs, recorded as an increase in paid-in capital. The holders of the Company’s Series A Preferred Stock rank senior to the Company’s common stock with respect to dividend rights and rights upon the Company’s liquidation, dissolution or winding up of its affairs. At September 30, 2017 , there were no dividends in arrears. The Series A Preferred Stock does not have a stated maturity date, but the Company may redeem the Series A Preferred Stock on or after March 21, 2018, for $25.00 per share, plus any accrued and unpaid dividends. The Company may redeem the Series A Preferred Stock prior to March 21, 2018, in limited circumstances to preserve its status as a REIT or pursuant to a specified change of control. Upon the occurrence of a specified change of control (which did not include the CCP Merger), each holder of Series A Preferred Stock will have the right to convert some or all of the shares of Series A Preferred Stock held by such holder into a number of shares of the Company’s common stock equivalent to $25.00 plus accrued and unpaid dividends, but not to exceed a cap of 1.7864 shares of common stock per share of Series A Preferred Stock (subject to certain adjustments). Common Stock As a result of the CCP Merger completed on August 17, 2017, the Company issued approximately 94.0 million shares of its common stock in exchange for shares of CCP common stock and shares underlying share-based awards assumed by the Company outstanding as of the effective time of the CCP Merger. On September 28, 2017, the Company completed an underwritten public offering of 16.0 million newly issued shares of its common stock pursuant to an effective registration statement. The Company received net proceeds, before expenses, of $322.6 million from the offering, after giving effect to the issuance and sale of all 16.0 million shares of common stock, at a price of $21.00 per share. These proceeds were used to repay borrowings outstanding under the Revolving Credit Facility. The underwriters exercised their option to purchase additional shares, and on October 2, 2017, the Company issued an additional 2.4 million newly issued shares of its common stock pursuant to an effective registration statement at a price of $21.00 per share, resulting in additional net proceeds, before expenses, of $48.4 million . The following table lists the cash dividends on common stock declared and paid by the Company during the nine months ended September 30, 2017 : Declaration Date Record Date Amount Per Share Dividend Payable Date February 3, 2017 February 15, 2017 $ 0.42 February 28, 2017 May 8, 2017 May 18, 2017 $ 0.43 May 31, 2017 August 2, 2017 August 16, 2017 $ 0.3598913 (1) August 18, 2017 (1) Represents the previous full quarter dividend of $0.43 per share, prorated based on the time from the prior dividend payable date of May 31, 2017 through August 16, 2017. During the nine months ended September 30, 2017 , the Company issued 0.1 million shares of common stock as a result of restricted stock unit vestings and in connection with amounts payable under the Company's 2016 Bonus Plan pursuant to an election by certain participants to receive their bonus in the form of an equity award. Upon any payment of shares as a result of restricted stock unit vestings, the related tax withholding obligation will generally be satisfied by the Company, reducing the number of shares to be delivered by a number of shares necessary to satisfy the related applicable tax withholding obligation. During the nine months ended September 30, 2017 , the Company incurred $2.8 million in tax withholding obligations on behalf of its employees that were satisfied through a reduction in the number of shares delivered to those participants. Accumulated Other Comprehensive Income (Loss) The following is a summary of the Company’s accumulated other comprehensive loss (in thousands): September 30, 2017 December 31, 2016 Foreign currency translation loss $ (2,515 ) $ (3,067 ) Unrealized gains on cash flow hedges 6,751 1,269 Total accumulated other comprehensive income (loss) $ 4,236 $ (1,798 ) |
EARNINGS PER COMMON SHARE
EARNINGS PER COMMON SHARE | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
EARNINGS PER COMMON SHARE | EARNINGS PER COMMON SHARE The following table illustrates the computation of basic and diluted earnings per share for the three and nine months ended September 30, 2017 and 2016 (in thousands, except share and per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Numerator Net income attributable to common stockholders $ 12,534 $ 22,776 $ 46,756 $ 39,419 Denominator Basic weighted average common shares and common equivalents 112,149,638 65,312,288 81,150,846 65,285,591 Dilutive restricted stock units 268,462 279,140 278,198 184,998 Diluted weighted average common shares 112,418,100 65,591,428 81,429,044 65,470,589 Net income attributable to common stockholders, per: Basic common share $ 0.11 $ 0.35 $ 0.58 $ 0.60 Diluted common share $ 0.11 $ 0.35 $ 0.57 $ 0.60 During the three and nine months ended September 30, 2017 , approximately 6,800 and 23,100 restricted stock units, respectively, were not included in computing diluted earnings per share because they were considered anti-dilutive. During the three and nine months ended September 30, 2016 , approximately 1,200 and 15,600 restricted stock units, respectively, were not included in computing diluted earnings per share because they were considered anti-dilutive. No stock options were considered anti-dilutive during the three and nine months ended September 30, 2017 and no stock options were outstanding during three and nine months ended September 30, 2016 . |
SUMMARIZED CONDENSED CONSOLIDAT
SUMMARIZED CONDENSED CONSOLIDATING INFORMATION | 9 Months Ended |
Sep. 30, 2017 | |
SUMMARIZED CONDENSED CONSOLIDATING INFORMATION [Abstract] | |
SUMMARIZED CONDENSED CONSOLIDATING INFORMATION | SUMMARIZED CONDENSED CONSOLIDATING INFORMATION In connection with the offerings of the 2021 Notes and the 2023 Notes by the Issuers, the Company and certain 100% owned subsidiaries of the Company (the “Guarantors”) have, jointly and severally, fully and unconditionally guaranteed the 2021 Notes and the 2023 Notes, subject to release under certain customary circumstances as described below. In connection with the assumption of the 2026 Notes as a result of the CCP Merger (see Note 3, “CCP Merger and Recent Real Estate Acquisitions”), the Company has fully and unconditionally guaranteed the 2026 Notes, subject to release under certain circumstances as described below. These guarantees are subordinated to all existing and future senior debt and senior guarantees of the Guarantors and are unsecured. The Company conducts all of its business through and derives virtually all of its income from its subsidiaries. Therefore, the Company’s ability to make required payments with respect to its indebtedness (including the Senior Notes) and other obligations depends on the financial results and condition of its subsidiaries and its ability to receive funds from its subsidiaries. A Guarantor will be automatically and unconditionally released from its obligations under the guarantees with respect to the 2021 Notes and the 2023 Notes in the event of: • Any sale of the subsidiary Guarantor or of all or substantially all of its assets; • A merger or consolidation of a subsidiary Guarantor with an issuer of the 2021 Notes or the 2023 Notes or another Guarantor, provided that the surviving entity remains a Guarantor; • A subsidiary Guarantor is declared “unrestricted” for covenant purposes under the indentures governing the 2021 Notes or the 2023 Notes; • The requirements for legal defeasance or covenant defeasance or to discharge the indentures governing the 2021 Notes or the 2023 Notes have been satisfied; • A liquidation or dissolution, to the extent permitted under the indentures governing the 2021 Notes or the 2023 Notes, of a subsidiary Guarantor; or • The release or discharge of the guaranty that resulted in the creation of the subsidiary guaranty, except a discharge or release by or as a result of payment under such guaranty. The Company will be automatically and unconditionally released from its obligations under the guarantees with respect to the 2026 Notes in the event of: • A liquidation or dissolution, to the extent permitted under the indenture governing the 2026 Notes; • A merger or consolidation, provided that the surviving entity remains a Guarantor; or • The requirements for legal defeasance or covenant defeasance or to discharge the indenture governing the 2026 Notes have been satisfied. Pursuant to Rule 3-10 of Regulation S-X, the following summarized condensed consolidating information is provided for the Company (the “Parent Company”), the Issuers, the Guarantors, and the Company’s non-Guarantor subsidiaries with respect to the 2021 Notes and the 2023 Notes. This summarized financial information has been prepared from the books and records maintained by the Company, the Issuers, the Guarantors and the non-Guarantor subsidiaries. The summarized financial information may not necessarily be indicative of the results of operations or financial position had the Issuers, the Guarantors or non-Guarantor subsidiaries operated as independent entities. Sabra’s investments in its consolidated subsidiaries are presented based upon Sabra's proportionate share of each subsidiary's net assets. The Guarantor subsidiaries’ investments in the non-Guarantor subsidiaries and non-Guarantor subsidiaries’ investments in Guarantor subsidiaries are presented under the equity method of accounting. Intercompany activities between subsidiaries and the Parent Company are presented within operating activities on the condensed consolidating statement of cash flows. Condensed consolidating financial statements for the Company and its subsidiaries, including the Parent Company only, the Issuers, the combined Guarantor subsidiaries and the combined non-Guarantor subsidiaries, are as follows: CONDENSED CONSOLIDATING BALANCE SHEET September 30, 2017 (in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Assets Real estate investments, net of accumulated depreciation $ 174 $ — $ — $ 1,832,335 $ 4,140,276 $ — $ 5,972,785 Loans receivable and other investments, net (140 ) — — 89,911 59,995 — 149,766 Cash and cash equivalents 25,214 — — 1,014 4,645 — 30,873 Restricted cash — — — 2,038 10,451 — 12,489 Lease intangible assets, net — — — 22,801 240,016 — 262,817 Accounts receivable, prepaid expenses and other assets, net 2,219 30,483 — 87,304 43,771 (4,200 ) 159,577 Intercompany 2,618,618 2,339,272 — — — (4,957,890 ) — Investment in subsidiaries 744,470 1,040,196 — 12,833 — (1,797,499 ) — Total assets $ 3,390,555 $ 3,409,951 $ — $ 2,048,236 $ 4,499,154 $ (6,759,589 ) $ 6,588,307 Liabilities Secured debt, net $ — $ — $ — $ — $ 257,571 $ — $ 257,571 Revolving credit facility — 251,000 — — — — 251,000 Term loans, net — 1,091,939 — 98,948 — — 1,190,887 Senior unsecured notes, net — 1,305,996 — — — — 1,305,996 Accounts payable and accrued liabilities 21,452 16,546 — 7,230 75,118 (4,200 ) 116,146 Lease intangible liabilities, net — — — — 94,878 — 94,878 Intercompany — — — 941,667 4,016,223 (4,957,890 ) — Total liabilities 21,452 2,665,481 — 1,047,845 4,443,790 (4,962,090 ) 3,216,478 Total Sabra Health Care REIT, Inc. stockholders' equity 3,369,103 744,470 — 1,000,391 52,638 (1,797,499 ) 3,369,103 Noncontrolling interests — — — — 2,726 — 2,726 Total equity 3,369,103 744,470 — 1,000,391 55,364 (1,797,499 ) 3,371,829 Total liabilities and equity $ 3,390,555 $ 3,409,951 $ — $ 2,048,236 $ 4,499,154 $ (6,759,589 ) $ 6,588,307 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2016 (in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Assets Real estate investments, net of accumulated depreciation $ 150 $ — $ — $ 1,860,850 $ 148,939 $ — $ 2,009,939 Loans receivable and other investments, net (410 ) — — 96,446 — — 96,036 Cash and cash equivalents 18,168 — — 2,675 4,820 — 25,663 Restricted cash — — — 57 8,945 — 9,002 Lease intangible assets, net — — — 25,489 761 — 26,250 Accounts receivable, prepaid expenses and other assets, net 2,859 18,023 — 70,812 9,244 (1,909 ) 99,029 Intercompany 368,281 687,493 — — 25,125 (1,080,899 ) — Investment in subsidiaries 640,238 907,136 — 12,364 — (1,559,738 ) — Total assets $ 1,029,286 $ 1,612,652 $ — $ 2,068,693 $ 197,834 $ (2,642,546 ) $ 2,265,919 Liabilities Secured debt, net $ — $ — $ — $ — $ 160,752 $ — $ 160,752 Revolving credit facility — 26,000 — — — — 26,000 Term loans, net — 243,626 — 92,047 — — 335,673 Senior unsecured notes, net — 688,246 — — — — 688,246 Accounts payable and accrued liabilities 13,712 14,542 — 11,606 1,688 (1,909 ) 39,639 Intercompany — — — 1,080,899 — (1,080,899 ) — Total liabilities 13,712 972,414 — 1,184,552 162,440 (1,082,808 ) 1,250,310 Total Sabra Health Care REIT, Inc. stockholders' equity 1,015,574 640,238 — 884,141 35,359 (1,559,738 ) 1,015,574 Noncontrolling interests — — — — 35 — 35 Total equity 1,015,574 640,238 — 884,141 35,394 (1,559,738 ) 1,015,609 Total liabilities and equity $ 1,029,286 $ 1,612,652 $ — $ 2,068,693 $ 197,834 $ (2,642,546 ) $ 2,265,919 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF INCOME For the Three Months Ended September 30, 2017 (dollars in thousands, except per share amounts) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Revenues: Rental income $ — $ — $ — $ 54,640 $ 48,692 $ (3,187 ) $ 100,145 Interest and other income 8 47 — 1,991 2,091 (47 ) 4,090 Resident fees and services — — — — 7,554 — 7,554 Total revenues 8 47 — 56,631 58,337 (3,234 ) 111,789 Expenses: Depreciation and amortization 217 — — 15,500 10,216 — 25,933 Interest — 21,765 — 792 2,011 — 24,568 Operating expenses — — — — 8,289 (3,187 ) 5,102 General and administrative 10,058 16 — 1,671 1,199 — 12,944 Merger and acquisition costs 23,287 — — 12 — — 23,299 Provision for doubtful accounts and loan losses 533 — — 4,616 — — 5,149 Total expenses 34,095 21,781 — 22,591 21,715 (3,187 ) 96,995 Other income (expense): Loss on extinguishment of debt — (422 ) — (131 ) — — (553 ) Other income (expense) 349 688 — (986 ) — — 51 Net gain (loss) on sales of real estate — — — 614 (32 ) — 582 Total other income (expense) 349 266 — (503 ) (32 ) — 80 Income in subsidiary 49,145 70,613 — 1,808 — (121,566 ) — Income before income tax expense 15,407 49,145 — 35,345 36,590 (121,613 ) 14,874 Income tax benefit (expense) (265 ) — — 482 (22 ) — 195 Net income 15,142 49,145 — 35,827 36,568 (121,613 ) 15,069 Net income attributable to noncontrolling interests — — — — 26 — 26 Net income attributable to Sabra Health Care REIT, Inc. 15,142 49,145 — 35,827 36,594 (121,613 ) 15,095 Preferred stock dividends (2,561 ) — — — — — (2,561 ) Net income attributable to common stockholders $ 12,581 $ 49,145 $ — $ 35,827 $ 36,594 $ (121,613 ) $ 12,534 Net loss attributable to common stockholders, per: Basic common share $ 0.11 Diluted common share $ 0.11 Weighted-average number of common shares outstanding, basic 112,149,638 Weighted-average number of common shares outstanding, diluted 112,418,100 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF INCOME For the Three Months Ended September 30, 2016 (dollars in thousands, except per share amounts) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Revenues: Rental income $ — $ — $ — $ 52,233 $ 5,187 $ (587 ) $ 56,833 Interest and other income 1 — — 3,156 68 (68 ) 3,157 Resident fees and services — — — — 1,937 — 1,937 Total revenues 1 — — 55,389 7,192 (655 ) 61,927 Expenses: Depreciation and amortization 211 — — 15,320 1,571 — 17,102 Interest — 13,215 — 878 1,701 — 15,794 Operating expenses — — — — 1,991 (587 ) 1,404 General and administrative 4,527 21 — 375 43 — 4,966 Merger and acquisition costs (105 ) — — 1,156 — — 1,051 Provision for doubtful accounts and loan losses 566 — — (26 ) — — 540 Total expenses 5,199 13,236 — 17,703 5,306 (587 ) 40,857 Other income (expense): Other income (expense) 2,636 400 — (91 ) — — 2,945 Net gain on sales of real estate — — — 1,451 — — 1,451 Total other income (expense) 2,636 400 — 1,360 — — 4,396 Income in subsidiary 28,073 40,909 1,711 — (70,693 ) — Income before income tax expense 25,511 28,073 — 40,757 1,886 (70,761 ) 25,466 Income tax expense (106 ) — — (27 ) (21 ) — (154 ) Net income 25,405 28,073 — 40,730 1,865 (70,761 ) 25,312 Net loss attributable to noncontrolling interests — — — — 25 — 25 Net income attributable to Sabra Health Care REIT, Inc. 25,405 28,073 — 40,730 1,890 (70,761 ) 25,337 Preferred stock dividends (2,561 ) — — — — — (2,561 ) Net income attributable to common stockholders $ 22,844 $ 28,073 $ — $ 40,730 $ 1,890 $ (70,761 ) $ 22,776 Net loss attributable to common stockholders, per: Basic common share $ 0.35 Diluted common share $ 0.35 Weighted-average number of common shares outstanding, basic 65,312,288 Weighted-average number of common shares outstanding, diluted 65,591,428 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF INCOME For the Nine Months Ended September 30, 2017 (dollars in thousands, except per share amounts) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Revenues: Rental income $ — $ — $ — $ 160,121 $ 58,316 $ (5,164 ) $ 213,273 Interest and other income 21 47 — 6,014 2,045 (65 ) 8,062 Resident fees and services — — — — 17,840 — 17,840 Total revenues 21 47 — 166,135 78,201 (5,229 ) 239,175 Expenses: Depreciation and amortization 649 — — 47,882 13,759 — 62,290 Interest — 48,689 — 2,237 5,292 — 56,218 Operating expenses — — — — 17,111 (5,182 ) 11,929 General and administrative 19,380 47 — 3,429 1,303 — 24,159 Merger and acquisition costs 29,703 — — 47 — — 29,750 Provision for doubtful accounts and loan losses 615 — — 6,839 — — 7,454 Total expenses 50,347 48,736 — 60,434 37,465 (5,182 ) 191,800 Other income (expense): Loss on extinguishment of debt — (422 ) — (131 ) — — (553 ) Other income (expense) 2,634 707 — (220 ) — — 3,121 Net gain (loss) on sale of real estate — — — 4,640 (26 ) — 4,614 Total other income (expense) 2,634 285 — 4,289 (26 ) — 7,182 Income in subsidiary 102,474 150,879 — 5,372 — (258,725 ) — Income before income tax expense 54,782 102,475 — 115,362 40,710 (258,772 ) 54,557 Income tax expense (297 ) (1 ) — 255 (118 ) — (161 ) Net income 54,485 102,474 — 115,617 40,592 (258,772 ) 54,396 Net loss attributable to noncontrolling interests — — — — 42 — 42 Net income attributable to Sabra Health Care REIT, Inc. 54,485 102,474 — 115,617 40,634 (258,772 ) 54,438 Preferred stock dividends (7,682 ) — — — — — (7,682 ) Net income attributable to common stockholders $ 46,803 $ 102,474 $ — $ 115,617 — $ 40,634 $ (258,772 ) $ 46,756 Net loss attributable to common stockholders, per: Basic common share $ 0.58 Diluted common share $ 0.57 Weighted-average number of common shares outstanding, basic 81,150,846 Weighted-average number of common shares outstanding, diluted 81,429,044 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF INCOME For the Nine Months Ended September 30, 2016 (dollars in thousands, except per share amounts) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent Company (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined Guarantor Subsidiaries of 2021 Notes and 2023 Notes (4) Combined Non- Guarantor Subsidiaries of 2021 Notes and 2023 Notes (5) Elimination Consolidated Revenues: Rental income $ — $ — $ — $ 153,658 $ 15,533 $ (1,749 ) $ 167,442 Interest and other income 3 — — 25,490 196 (207 ) 25,482 Resident fees and services — — — — 5,811 — 5,811 Total revenues 3 — — 179,148 21,540 (1,956 ) 198,735 Expenses: Depreciation and amortization 595 — — 45,955 4,723 — 51,273 Interest — 41,238 — 2,772 5,129 — 49,139 Operating expenses — — — — 6,016 (1,760 ) 4,256 General and administrative 12,440 42 — 902 129 — 13,513 Merger and acquisition costs 50 — — 1,171 1 — 1,222 Provision for doubtful accounts and loan losses (89 ) — — 3,375 — — 3,286 Impairment of real estate — — — 29,811 — — 29,811 Total expenses 12,996 41,280 — 83,986 15,998 (1,760 ) 152,500 Other income (expense): Loss on extinguishment of debt — (468 ) — (88 ) — — (556 ) Other income (expense) 4,732 916 — (230 ) (73 ) — 5,345 Net gain on sales of real estate — — — (3,203 ) — — (3,203 ) Total other income (expense) 4,732 448 — (3,521 ) (73 ) — 1,586 Income in subsidiary 55,783 96,616 — 5,081 — (157,480 ) — Income before income tax expense 47,522 55,784 — 96,722 5,469 (157,676 ) 47,821 Income tax expense (225 ) (1 ) — (512 ) (48 ) — (786 ) Net income 47,297 55,783 — 96,210 5,421 (157,676 ) 47,035 Net loss attributable to noncontrolling interests — — — — 66 — 66 Net income attributable to Sabra Health Care REIT, Inc. 47,297 55,783 — 96,210 5,487 (157,676 ) 47,101 Preferred stock dividends (7,682 ) — — — — — (7,682 ) Net income attributable to common stockholders $ 39,615 $ 55,783 $ — $ 96,210 $ 5,487 $ (157,676 ) $ 39,419 Net loss attributable to common stockholders, per: Basic common share $ 0.60 Diluted common share $ 0.60 Weighted-average number of common shares outstanding, basic 65,285,591 Weighted-average number of common shares outstanding, diluted 65,470,589 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME For the Three Months Ended September 30, 2017 (dollars in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net income $ 15,142 $ 49,145 $ — $ 35,827 $ 36,568 $ (121,613 ) $ 15,069 Other comprehensive income (loss): Unrealized gain (loss), net of tax: Foreign currency translation gain (loss) — (1,352 ) — 1,335 429 — 412 Unrealized gain (loss) on cash flow hedges (7) — 4,964 — (307 ) — — 4,657 Total other comprehensive income (loss) — 3,612 — 1,028 429 — 5,069 Comprehensive income 15,142 52,757 — 36,855 36,997 (121,613 ) 20,138 Comprehensive income attributable to noncontrolling interest — — — — 26 — 26 Comprehensive income attributable to Sabra Health Care REIT, Inc. $ 15,142 $ 52,757 $ — $ 36,855 $ 37,023 $ (121,613 ) $ 20,164 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. (7) Amounts are net of provision for income taxes of $0.4 million for the three months ended September 30, 2017. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME For the Three Months Ended September 30, 2016 (dollars in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net income $ 25,405 $ 28,073 $ — $ 40,730 $ 1,865 $ (70,761 ) $ 25,312 Other comprehensive income (loss): Unrealized gain (loss), net of tax: Foreign currency translation gain (loss) — 153 — (512 ) (141 ) — (500 ) Unrealized gain on cash flow hedges — 398 — — — — 398 Total other comprehensive income (loss) — 551 — (512 ) (141 ) — (102 ) Comprehensive income 25,405 28,624 — 40,218 1,724 (70,761 ) 25,210 Comprehensive loss attributable to noncontrolling interest — — — — 25 — 25 Comprehensive income attributable to Sabra Health Care REIT, Inc. $ 25,405 $ 28,624 $ — $ 40,218 $ 1,749 $ (70,761 ) $ 25,235 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME For the Nine Months Ended September 30, 2017 (dollars in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net income $ 54,485 $ 102,474 $ — $ 115,617 $ 40,592 $ (258,772 ) $ 54,396 Other comprehensive income (loss): Unrealized gain (loss), net of tax: Foreign currency translation gain (loss) — (2,718 ) — 2,466 804 — 552 Unrealized gain (loss) on cash flow hedges (7) — 5,977 — (495 ) — — 5,482 Total other comprehensive income (loss) — 3,259 — 1,971 804 — 6,034 Comprehensive income 54,485 105,733 — 117,588 41,396 (258,772 ) 60,430 Comprehensive loss attributable to noncontrolling interest — — — — 42 — 42 Comprehensive income attributable to Sabra Health Care REIT, Inc. $ 54,485 $ 105,733 $ — $ 117,588 $ 41,438 $ (258,772 ) $ 60,472 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. (7) Amounts are net of provision for income taxes of $0.6 million for the nine months ended September 30, 2017. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME For the Nine Months Ended September 30, 2016 (dollars in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net income $ 47,297 $ 55,783 $ — $ 96,210 $ 5,421 $ (157,676 ) $ 47,035 Other comprehensive income (loss): Unrealized gain (loss), net of tax: Foreign currency translation gain (loss) — (2,204 ) — 1,144 311 — (749 ) Unrealized loss on cash flow hedges — (1,300 ) — — — — (1,300 ) Total other comprehensive income (loss) — (3,504 ) — 1,144 311 — (2,049 ) Comprehensive income 47,297 52,279 — 97,354 5,732 (157,676 ) 44,986 Comprehensive loss attributable to noncontrolling interest — — — — 66 — 66 Comprehensive income attributable to Sabra Health Care REIT, Inc. $ 47,297 $ 52,279 $ — $ 97,354 $ 5,798 $ (157,676 ) $ 45,052 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the Nine Months Ended September 30, 2017 (in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net cash provided by operating activities $ 40,567 $ — $ — $ 4,122 $ 5,082 $ — $ 49,771 Cash flows from investing activities: Acquisition of real estate — — — (393,064 ) — — (393,064 ) Cash received in CCP Merger 77,858 — — — — — 77,858 Origination and fundings of loans receivable — — — (1,488 ) (4,154 ) — (5,642 ) Origination and fundings of preferred equity investments — — — (2,713 ) — — (2,713 ) Additions to real estate (22 ) — — (2,847 ) (364 ) — (3,233 ) Repayment of loans receivable — — — 2,221 6,489 — 8,710 Repayments of preferred equity investments — — — 3,239 — — 3,239 Net proceeds from the sales of real estate — — — 11,328 395 — 11,723 Distribution from subsidiaries 2,474 2,474 — — — (4,948 ) — Intercompany financing (346,044 ) (374,728 ) — — — 720,772 — Net cash provided by (used in) investing activities (265,734 ) (372,254 ) — (383,324 ) 2,366 715,824 (303,122 ) Cash flows from financing activities: Net repayments of revolving credit facility — (137,000 ) — — — — (137,000 ) Proceeds from term loans — 181,000 — — — — 181,000 Principal payments on secured debt — — — — (3,094 ) — (3,094 ) Payments of deferred financing costs — (15,316 ) — — — — (15,316 ) Issuance of common stock, net 319,026 — — — — — 319,026 Dividends paid on common and preferred stock (86,813 ) — — — — — (86,813 ) Distribution to parent — (2,474 ) — — (2,474 ) 4,948 — Intercompany financing — 346,044 — 377,458 (2,730 ) (720,772 ) — Net cash provided by (used in) financing activities 232,213 372,254 — 377,458 (8,298 ) (715,824 ) 257,803 Net increase (decrease) in cash and cash equivalents 7,046 — — (1,744 ) (850 ) — 4,452 Effect of foreign currency translation on cash and cash equivalents — — — 83 675 — 758 Cash and cash equivalents, beginning of period 18,168 — — 2,675 4,820 — 25,663 Cash and cash equivalents, end of period $ 25,214 $ — $ — $ 1,014 $ 4,645 $ — $ 30,873 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the Nine Months Ended September 30, 2016 (in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net cash provided by (used in) operating activities $ 113,886 $ — $ — $ 10,683 $ 9,247 $ — $ 133,816 Cash flows from investing activities: Acquisitions of real estate — — — (109,619 ) — — (109,619 ) Origination and fundings of loans receivable — — — (9,478 ) — — (9,478 ) Origination and fundings of preferred equity investments — — — (6,845 ) — — (6,845 ) Additions to real estate (124 ) — — (400 ) (377 ) — (901 ) Repayment of loans receivable — — — 214,947 — — 214,947 Investment in subsidiaries (200 ) (200 ) — — — 400 — Net proceeds from the sale of real estate — — — 85,449 — — 85,449 Distribution from subsidiaries 6,404 6,404 — — — (12,808 ) — Intercompany financing (17,684 ) 197,638 — — — (179,954 ) — Net cash provided by (used in) investing activities (11,604 ) 203,842 — 174,054 (377 ) (192,362 ) 173,553 Cash flows from financing activities: Net repayments of revolving credit facility — (255,000 ) — — — — (255,000 ) Proceeds from term loans — 45,000 — 24,360 — — 69,360 Principal payments on secured debt — — — (10,766 ) (2,990 ) — (13,756 ) Payments of deferred financing costs — (5,322 ) — (611 ) — — (5,933 ) Issuance of common stock, net (1,289 ) — — — — — (1,289 ) Dividends paid on common and preferred stock (89,283 ) — — — — — (89,283 ) Contribution from parent — 200 — — 200 (400 ) — Distribution to parent — (6,404 ) — — (6,404 ) 12,808 — Intercompany financing — 17,684 — (197,638 ) — 179,954 — Net cash provided by (used in) financing activities (90,572 ) (203,842 ) — (184,655 ) (9,194 ) 192,362 (295,901 ) Net increase (decrease) in cash and cash equivalents 11,710 — — 82 (324 ) — 11,468 Effect of forei |
PRO FORMA FINANCIAL INFORMATION
PRO FORMA FINANCIAL INFORMATION | 9 Months Ended |
Sep. 30, 2017 | |
PRO FORMA FINANCIAL INFORMATION [Abstract] | |
PRO FORMA FINANCIAL INFORMATION | PRO FORMA FINANCIAL INFORMATION The following table summarizes, on an unaudited pro forma basis, the consolidated results of operations of the Company for the three and nine months ended September 30, 2017 and 2016 to give effect to the CCP Merger completed during the nine months ended September 30, 2017 and the acquisition of one skilled nursing/transitional care facility and three senior housing communities during the nine months ended September 30, 2016 . The following unaudited pro forma information has been prepared to give effect to the acquisitions completed during the three and nine months ended September 30, 2017 and 2016 as if these acquisitions occurred on January 1, 2016 and 2015, respectively. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had these acquisitions occurred on January 1, 2016 and 2015, nor does it purport to predict the results of operations for future periods. Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands, except share and per share amounts) Revenues $ 162,128 $ 158,245 $ 480,287 $ 491,049 Net income attributable to common stockholders 37,823 78,483 209,674 177,067 Net income attributable to common stockholders, per: Basic common share $ 0.24 $ 0.49 $ 1.31 $ 1.11 Diluted common share $ 0.24 $ 0.49 $ 1.31 $ 1.11 Weighted-average number of common shares outstanding, basic 160,189,442 159,347,649 159,685,873 159,320,952 Weighted-average number of common shares outstanding, diluted 160,457,904 159,626,789 159,964,071 159,505,950 Merger and acquisition costs of $29.7 million related to the CCP Merger completed during the nine months ended September 30, 2017 are reflected above as if they were incurred on January 1, 2016. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Environmental As an owner of real estate, the Company is subject to various environmental laws of federal, state and local governments. The Company is not aware of any environmental liability that could have a material adverse effect on its financial condition or results of operations. However, changes in applicable environmental laws and regulations, the uses and conditions of properties in the vicinity of the Company’s properties, the activities of its tenants and other environmental conditions of which the Company is unaware with respect to the properties could result in future environmental liabilities. As of September 30, 2017 , the Company does not expect that compliance with existing environmental laws will have a material adverse effect on the Company’s financial condition and results of operations. Legal Matters From time to time, the Company is party to legal proceedings that arise in the ordinary course of its business. Management is not aware of any legal proceedings where the likelihood of a loss contingency is reasonably possible and the amount or range of reasonably possible losses is material to the Company's results of operations, financial condition or cash flows. In addition, subsequent to its entry into the Merger Agreement, the Company, the Operating Partnership and Merger Sub were named, in addition to CCP and each member of CCP’s board of directors (collectively, “CCP Defendants”), in two putative class action lawsuits ( Loeb v. Care Capital Properties, Inc., et al ., Case No. 1:17-cv-00866-UNA (D. Del. June 30, 2017), and Klein v. Care Capital Properties, Inc., et al., Case No 1:99-mc-09999 (D. Del. July 10, 2017)) filed in the United States District Court for the District of Delaware. Four other related actions have been filed against only the CCP Defendants, three in the U.S. District Court for the District of Delaware ( Gordon v. Care Capital Properties, Inc., et al. , Case No. 1:17-cv-00859-LPS; Vineyard v. Care Capital Properties, Inc., et al. , Case No. 1:17-cv-00878-LPS; and Parrish v. Care Capital Properties, Inc., et al. , Case No. 1:17-cv-00909-LPS) and one in the U.S. District Court for the Northern District of Illinois ( Douglas v. Care Capital Properties, Inc., et al. , Case No. 1:17-cv-04942). The lawsuits all sought to recover under federal securities laws on the basis that the joint proxy statement/prospectus included in the registration statement filed by the Company with the SEC purportedly omitted to disclose information necessary to make the statements therein not materially false or misleading. The lawsuits sought, among other things, an injunction of the CCP Merger; dissemination of a revised registration statement; declarations that the registration statement violated federal securities laws; damages, including rescissory damages; and an award of costs and attorneys’ fees. On July 25, 2017, the five actions filed in the United States District Court for the District of Delaware were consolidated under the lead-case caption In re Care Capital Properties, Inc. Shareholder Litigation , Civil Action No. 1:17-cv-00859-LPS. During the three months ended September 30, 2017, the lawsuits were dismissed without prejudice by the plaintiffs. The Company expects that any award of attorneys’ fees payable by the Company to the plaintiffs will not have a material adverse effect on the Company’s financial condition, results of operations or cash flows. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The Company evaluates subsequent events up until the date the condensed consolidated financial statements are issued. Dividend Declaration On November 1, 2017 , the Company announced that its board of directors declared a quarterly cash dividend of $0.5201087 per share of common stock, which consists of (i) a full quarter dividend of $0.45 per share and (ii) $0.0701087 per share, which is the difference between the prorated dividend paid on August 18, 2017 and the Company's previous full quarter dividend of $0.43 per share. The dividend will be paid on November 30, 2017 to common stockholders of record as of the close of business on November 15, 2017 . On November 1, 2017 , the Company also announced that its board of directors declared a quarterly cash dividend of $0.4453125 per share of Series A Preferred Stock. The dividend will be paid on November 30, 2017 to preferred stockholders of record as of the close of business on November 15, 2017 . Common Stock Issuance On October 2, 2017, in connection with the exercise by the underwriters of their option to purchase additional shares, the Company issued 2.4 million newly issued shares of its common stock pursuant to an effective registration statement, at a price of $21.00 per share, resulting in net proceeds, before expenses, of $48.4 million . See Note 10, “Equity.” |
SUMMARY OF SIGNIFICANT ACCOUN25
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The accompanying condensed consolidated financial statements include the accounts of Sabra and its wholly owned subsidiaries as of September 30, 2017 and December 31, 2016 and for the periods ended September 30, 2017 and 2016 . All significant intercompany transactions and balances have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information as contained within the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and the rules and regulations of the SEC, including the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, the unaudited condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for financial statements. In the opinion of management, the financial statements for the unaudited interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair statement of the results for such periods. Operating results for the three and nine months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017 . For further information, refer to the Company’s consolidated financial statements and notes thereto for the year ended December 31, 2016 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 filed with the SEC. |
Variable Interest Entities | GAAP requires the Company to identify entities for which control is achieved through voting rights or other means and to determine which business enterprise is the primary beneficiary of variable interest entities (“VIEs”). A VIE is broadly defined as an entity with one or more of the following characteristics: (a) the total equity investment at risk is insufficient to finance the entity's activities without additional subordinated financial support; (b) as a group, the holders of the equity investment at risk lack (i) the ability to make decisions about the entity's activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; or (c) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity's activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights. If the Company were determined to be the primary beneficiary of the VIE, the Company would consolidate investments in the VIE. The Company may change its original assessment of a VIE due to events such as modifications of contractual arrangements that affect the characteristics or adequacy of the entity's equity investments at risk and the disposal of all or a portion of an interest held by the primary beneficiary. The Company identifies the primary beneficiary of a VIE as the enterprise that has both: (i) the power to direct the activities of the VIE that most significantly impact the entity's economic performance; and (ii) the obligation to absorb losses or the right to receive benefits of the VIE that could be significant to the entity. The Company performs this analysis on an ongoing basis. As of September 30, 2017 , the Company determined it was the primary beneficiary of two variable interest entities—a senior housing community and an exchange accommodation titleholder variable interest entity—and has consolidated the operations of these entities in the accompanying condensed consolidated financial statements. As of September 30, 2017 , the Company determined that operations of these entities were not material to the Company’s results of operations, financial condition or cash flows. As it relates to investments in loans, in addition to the Company's assessment of VIEs and whether the Company is the primary beneficiary of those VIEs, the Company evaluates the loan terms and other pertinent facts to determine if the loan investment should be accounted for as a loan or as a real estate joint venture. If an investment has the characteristics of a real estate joint venture, including if the Company participates in the majority of the borrower's expected residual profit, the Company would account for the investment as an investment in a real estate joint venture and not as a loan investment. Expected residual profit is defined as the amount of profit, whether called interest or another name, such as an equity kicker, above a reasonable amount of interest and fees expected to be earned by a lender. At September 30, 2017 , none of the Company's investments in loans are accounted for as real estate joint ventures. As it relates to investments in joint ventures, the Company assesses any limited partners' rights and their impact on the presumption of control of the limited partnership by any single partner. The Company also applies this guidance to managing member interests in limited liability companies.The Company reassesses its determination of which entity controls the joint venture if: there is a change to the terms or in the exercisability of the rights of any partners or members, the sole general partner or managing member increases or decreases its ownership interests, or there is an increase or decrease in the number of outstanding ownership interests. |
Use of Estimates | The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. |
Reclassification | Reclassifications Certain amounts in the Company's consolidated financial statements for prior periods have been reclassified to conform to the current period presentation. These reclassifications have not changed the results of operations of prior periods. As a result, certain reclassifications were made to the condensed consolidated balance sheets and condensed consolidated statements of income. |
Net Investment in Direct Financing Lease | Net Investment in Direct Financing Lease As of September 30, 2017 , the Company had a $22.9 million net investment in one skilled nursing/transitional care facility leased to an operator under a direct financing lease, as the tenant is obligated to purchase the property at the end of the lease term. The net investment in direct financing lease is recorded in accounts receivable, prepaid expenses and other assets, net on the condensed consolidated balance sheets and represents the total undiscounted rental payments (including the tenant's purchase obligation), plus the estimated unguaranteed residual value, less the unearned lease income. Unearned lease income represents the excess of the minimum lease payments and residual values over the cost of the investment. Unearned lease income is deferred and amortized to income over the lease term to provide a constant yield when collectability of the lease payments is reasonably assured. |
Recently Issued Accounting Standards Update | Between May 2014 and May 2016, the FASB issued three Accounting Standards Updates (each, an “ASU”) changing the requirements for recognizing and reporting revenue (together, herein referred to as the “Revenue ASUs”): (i) ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), (ii) ASU No. 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (“ASU 2016-08”) and (iii) ASU No. 2016-12, Narrow-Scope Improvements and Practical Expedients (“ASU 2016-12”). ASU 2014-09 provides guidance for revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2016-08 is intended to improve the operability and understandability of the implementation guidance on principal versus agent considerations. ASU 2016-12 provides practical expedients and improvements on the previously narrow scope of ASU 2014-09. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date (“ASU 2015-14”). ASU 2015-14 defers the effective date of ASU 2014-09 by one year to fiscal years, and interim periods within, beginning after December 15, 2017. All subsequent ASUs related to ASU 2014-09, including ASU 2016-08 and ASU 2016-12, assumed the deferred effective date enforced by ASU 2015-14. Early adoption of the Revenue ASUs is permitted for annual periods, and interim periods within, beginning after December 15, 2016. A reporting entity may apply the amendments in the Revenue ASUs using either a modified retrospective approach, by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption or full retrospective approach. As the primary source of revenue for the Company is generated through leasing and financing arrangements, which are excluded from the Revenue ASUs, the Company expects that the impact of the Revenue ASUs to the Company will be limited to the recognition of non-lease revenue, such as certain resident fees in its Senior Housing - Managed properties structures (a portion of which are not generated through leasing arrangements) ), and its recognition of real estate sale transactions. Under ASU 2014-09, revenue recognition for real estate sales is primarily based on the transfer of control versus continuing involvement under current guidance. Accordingly, the Company anticipates that the new guidance will result in more transactions qualifying as sales of real estate and gains on sale being recognized at an earlier date than under current accounting guidance. Additionally, upon adoption of the Revenue ASUs in 2018, the Company anticipates that it will be required to separately disclose the components of its total revenue between lease revenue accounted for under existing lease guidance and service revenue accounted for under the new Revenue ASUs, but does not anticipate a material change in the timing of revenue recognition. The Company has not yet elected a transition method and is evaluating the complete impact of the adoption of the Revenue ASUs on January 1, 2018 to its consolidated financial position, results of operations and disclosures. The Company expects to complete its evaluation of the impacts of the Revenue ASUs during the fourth quarter of 2017. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”). ASU 2016-02 supersedes guidance related to accounting for leases. ASU 2016-02 updates guidance around the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. The objective of ASU 2016-02 is to establish the principles that lessees and lessors shall apply to report useful information to users of financial statements about the amount, timing, and uncertainty of cash flows arising from a lease. ASU 2016-02 does not fundamentally change lessor accounting; however, some changes have been made to lessor accounting to conform and align that guidance with the lessee guidance and other areas within GAAP. ASU 2016-02 is effective for fiscal years and interim periods within those years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements when adopted. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the definition of a business (“ASU 2017-01”). ASU 2017-01 clarifies the definition of a business with the objective of providing guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of businesses. When substantially all of the fair value of gross assets acquired is concentrated in a single asset (or a group of similar assets), the assets acquired would not represent a business. To be considered a business, an acquisition would have to include an input and a substantive process that together significantly contribute to the ability to create outputs. To be a business without outputs, there will now need to be an organized workforce. ASU 2017-01 is effective for fiscal years and interim periods within those years beginning after December 15, 2017, with early adoption permitted. The Company adopted ASU 2017-01 on October 1, 2016 on a prospective basis. The Company expects that the majority of its future acquisitions of real estate will be accounted for as asset acquisitions under the new guidance. This adoption will impact how the Company accounts for merger and acquisition costs and contingent consideration, which may result in lower expensed merger and acquisition costs and eliminate fair value adjustments related to future contingent consideration arrangements. In May 2017, the FASB issued ASU 2017-09, Compensation—Stock compensation (Topic 718): Scope of modification accounting (“ASU 2017-09”). ASU 2017-09 clarifies and reduces both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The amendments in ASU 2017-09 provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-09 is effective for fiscal years and interim periods within those years beginning after December 15, 2017, with early adoption permitted. The Company does not expect the adoption of ASU 2017-09 to have a material impact on its consolidated financial statements. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (“ASU 2017-12”). ASU 2017-12 is intended to improve the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements and to simplify the application of the hedge accounting guidance in current GAAP. ASU 2017-12 is effective for fiscal years and interim periods within those years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements when adopted. |
Fair Value Disclosures | The fair value for certain financial instruments is derived using a combination of market quotes, pricing models and other valuation techniques that involve significant management judgment. The price transparency of financial instruments is a key determinant of the degree of judgment involved in determining the fair value of the Company’s financial instruments. Financial instruments for which actively quoted prices or pricing parameters are available and whose markets contain orderly transactions will generally have a higher degree of price transparency than financial instruments whose markets are inactive or consist of non-orderly trades. The Company evaluates several factors when determining if a market is inactive or when market transactions are not orderly. The carrying values of cash and cash equivalents, restricted cash, accounts payable, accrued liabilities and the Credit Facility are reasonable estimates of fair value because of the short-term maturities of these instruments. Fair values for other financial instruments are derived as follows: Loans receivable : These instruments are presented in the accompanying condensed consolidated balance sheets at their amortized cost and not at fair value. The fair values of the loans receivable were estimated using an internal valuation model that considered the expected cash flows for the loans receivable, as well as the underlying collateral value and other credit enhancements as applicable. As such, the Company classifies these instruments as Level 3. Preferred equity investments : These instruments are presented in the accompanying condensed consolidated balance sheets at their cost and not at fair value. The fair values of the preferred equity investments were estimated using an internal valuation model that considered the expected future cash flows for the preferred equity investment, the underlying collateral value and other credit enhancements. As such, the Company classifies these instruments as Level 3. Derivative instruments : The Company’s derivative instruments are presented at fair value on the accompanying condensed consolidated balance sheets. The Company estimates the fair value of derivative instruments, including its interest rate swaps and cross currency swaps, using the assistance of a third party using inputs that are observable in the market, which include forward yield curves and other relevant information. Although the Company has determined that the majority of the inputs used to value its derivative financial instruments fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivative financial instruments utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by itself and its counterparties. The Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivative financial instruments. As a result, the Company has determined that its derivative financial instruments valuations in their entirety are classified in Level 2 of the fair value hierarchy. Senior Notes : These instruments are presented in the accompanying condensed consolidated balance sheets at their outstanding principal balance, net of unamortized deferred financing costs and premiums/discounts and not at fair value. The fair values of the Senior Notes were determined using third-party market quotes derived from orderly trades. As such, the Company classifies these instruments as Level 2. Secured indebtedness : These instruments are presented in the accompanying condensed consolidated balance sheets at their outstanding principal balance, net of unamortized deferred financing costs and premiums/discounts and not at fair value. The fair values of the Company’s secured debt were estimated using a discounted cash flow analysis based on management’s estimates of current market interest rates for instruments with similar characteristics, including remaining loan term, loan-to-value ratio, type of collateral and other credit enhancements. As such, the Company classifies these instruments as Level 3. |
CCP MERGER AND RECENT REAL ES26
CCP MERGER AND RECENT REAL ESTATE ACQUISITIONS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Schedule of Purchase Price Allocation | The consideration was allocated as follows (in thousands): Nine Months Ended September 30, 2017 2016 Land $ 55,579 $ 5,521 Building and improvements 329,462 102,094 Tenant origination and absorption costs 6,143 1,565 Tenant relationship 1,880 439 Total consideration $ 393,064 $ 109,619 The following table summarizes the preliminary purchase price allocation for the CCP Merger based on the Company's initial valuation, including estimates and assumptions of the acquisition date fair value of the tangible and intangible assets acquired and liabilities assumed on August 17, 2017 (in thousands): Real estate investments $ 3,629,447 Loans receivable and other investments 57,064 Cash and cash equivalents 77,858 Restricted cash 779 Lease intangible assets, net 234,426 Accounts receivable, prepaid expenses and other assets, net 35,829 Secured debt, net (98,500 ) Revolving credit facility (362,000 ) Unsecured term loans (674,000 ) Senior unsecured notes, net (616,873 ) Accounts payable and accrued liabilities (132,860 ) Lease intangible liabilities, net (95,859 ) Noncontrolling interests (2,733 ) Total consideration $ 2,052,578 |
REAL ESTATE PROPERTIES HELD F27
REAL ESTATE PROPERTIES HELD FOR INVESTMENT (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Real Estate Investments, Net [Abstract] | |
Schedule of Real Estate Properties Held for Investment | The Company’s real estate properties held for investment consisted of the following (dollars in thousands): As of September 30, 2017 Property Type Number of Properties Number of Beds/Units Total Real Estate at Cost Accumulated Depreciation Total Real Estate Investments, Net Skilled Nursing/Transitional Care 409 45,710 $ 4,386,543 $ (215,921 ) $ 4,170,622 Senior Housing - Leased (1) 88 8,110 1,149,278 (96,790 ) 1,052,488 Senior Housing - Managed (1) 11 999 170,866 (10,884 ) 159,982 Specialty Hospitals and Other 22 1,085 602,339 (12,820 ) 589,519 530 55,904 6,309,026 (336,415 ) 5,972,611 Corporate Level 448 (274 ) 174 $ 6,309,474 $ (336,689 ) $ 5,972,785 As of December 31, 2016 Property Type Number of Properties Number of Beds/Units Total Real Estate at Cost Accumulated Depreciation Total Real Estate Investments, Net Skilled Nursing/Transitional Care 97 10,819 $ 1,042,754 $ (190,038 ) $ 852,716 Senior Housing - Leased (1) 83 7,855 1,153,739 (80,449 ) 1,073,290 Senior Housing - Managed (1) 2 134 34,212 (1,682 ) 32,530 Specialty Hospitals and Other 1 70 61,640 (10,387 ) 51,253 183 18,878 2,292,345 (282,556 ) 2,009,789 Corporate Level 406 (256 ) 150 $ 2,292,751 $ (282,812 ) $ 2,009,939 September 30, 2017 December 31, 2016 Building and improvements $ 5,410,572 $ 1,983,769 Furniture and equipment 234,901 85,196 Land improvements 3,563 3,744 Land 660,438 220,042 6,309,474 2,292,751 Accumulated depreciation (336,689 ) (282,812 ) $ 5,972,785 $ 2,009,939 (1) During the nine months ended September 30, 2017, the Company transitioned nine senior housing communities into a managed property structure whereby the Company owns the operations of the communities and the communities are operated by a third-party property manager. |
Schedule of Future Minimum Rental Payments Receivable for Operating Leases | As of September 30, 2017 , the future minimum rental payments from the Company’s properties held for investment under non-cancelable operating leases was as follows (in thousands): October 1, 2017 through December 31, 2017 $ 146,223 2018 590,222 2019 599,100 2020 592,748 2021 582,633 Thereafter 3,508,262 $ 6,019,188 |
Schedule of Revenue from External Customers | The following table provides information regarding significant tenant relationships representing 10% or more of the Company's total revenues as of September 30, 2017 (dollars in thousands): Three Months Ended Nine Months Ended September 30, 2017 Number of Investments Rental Revenue % of Total Revenue Rental Revenue % of Total Revenue Genesis Healthcare, Inc. 76 $ 20,257 18.1 % $ 60,470 25.3 % Holiday AL Holdings, LP 21 9,813 8.8 29,438 12.3 |
LOANS RECEIVABLE AND OTHER IN28
LOANS RECEIVABLE AND OTHER INVESTMENTS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Loans Receivable and Other Investments [Abstract] | |
Schedule of Loans Receivable and Other Investments | As of September 30, 2017 and December 31, 2016 , the Company’s loans receivable and other investments consisted of the following (dollars in thousands): Investment Quantity as of September 30, 2017 Property Type Principal Balance as of September 30, 2017 (1) Book Value as of September 30, 2017 Book Value as of Weighted Average Contractual Interest Rate / Rate of Return as of September 30, 2017 Maturity Date as of September 30, 2017 Loans Receivable: Mortgage 5 Skilled Nursing / Senior Housing $ 45,064 $ 42,664 $ 38,262 9.2 % 11/07/16- 02/10/27 Construction 2 Senior Housing 2,354 2,418 842 8.0 % 03/31/21- 05/31/22 Mezzanine 2 Senior Housing 34,640 28,391 9,656 10.3 % 02/28/18- 05/25/20 Pre-development 1 Senior Housing 2,357 2,357 4,023 9.0 % 04/01/20 Other 14 Multiple 44,926 27,859 — 8.6 % 10/28/17- 04/30/27 Debtor-in-possession — Acute Care Hospital — — 813 N/A N/A 24 129,341 103,689 53,596 9.3 % Loan loss reserve — (6,211 ) (2,750 ) $ 129,341 $ 97,478 $ 50,846 Other Investments: Preferred Equity 13 Skilled Nursing / Senior Housing 51,833 52,288 45,190 12.8 % N/A Total 37 $ 181,174 $ 149,766 $ 96,036 10.3 % (1) Principal balance includes amounts funded and accrued but unpaid interest / preferred return and excludes capitalizable fees. |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Instrument [Line Items] | |
Schedule of Maturities of Debt | The following is a schedule of maturities for the Company’s outstanding debt as of September 30, 2017 (in thousands): Secured Indebtedness Revolving Credit Facility (1) Term Loans Senior Notes Total October 1, 2017 through December 31, 2017 $ 1,054 $ — $ — $ — $ 1,054 2018 4,304 — — — 4,304 2019 102,948 — — — 102,948 2020 4,598 — 200,000 — 204,598 2021 20,587 251,000 — 500,000 771,587 Thereafter 126,880 — 1,000,225 800,000 1,927,105 Total Debt 260,371 251,000 1,200,225 1,300,000 3,011,596 Premium, net — — — 16,259 16,259 Deferred financing costs, net (2,800 ) — (9,338 ) (10,263 ) (22,401 ) Total Debt, Net $ 257,571 $ 251,000 $ 1,190,887 $ 1,305,996 $ 3,005,454 (1) Revolving Credit Facility is subject to two six -month extension options. |
Mortgages [Member] | |
Debt Instrument [Line Items] | |
Schedule of Long Term Debt | The Company’s secured debt consists of the following (dollars in thousands): Interest Rate Type Book Value as of (1) Book Value as of (1) Weighted Average (2) Maturity Date Fixed Rate $ 161,871 $ 163,638 3.87 % December 2021 - Variable Rate 98,500 — 3.02 % July 2019 $ 260,371 $ 163,638 3.55 % (1) Principal balance does not include deferred financing costs, net of $ 2.8 million and $2.9 million as of September 30, 2017 and December 31, 2016 , respectively. (2) Weighted average effective interest rate includes private mortgage insurance. |
Senior Unsecured Notes [Member] | |
Debt Instrument [Line Items] | |
Schedule of Long Term Debt | The Company’s senior unsecured notes consist of the following (dollars in thousands): Principal Balance as of Title Maturity Date September 30, 2017 (1) December 31, 2016 (1) 5.5% senior unsecured notes due 2021 (“2021 Notes”) February 1, 2021 $ 500,000 $ 500,000 5.375% senior unsecured notes due 2023 (“2023 Notes”) June 1, 2023 200,000 200,000 5.125% senior unsecured notes due 2026 (“2026 Notes”) August 15, 2026 500,000 — 5.38% senior unsecured notes due 2027 (“2027 Notes”) May 17, 2027 100,000 — $ 1,300,000 $ 700,000 (1) Principal balance does not include premium, net of $ 16.3 million and deferred financing costs, net of $10.3 million as of September 30, 2017 and does not include discount, net of $0.5 million and deferred financing costs, net of $11.2 million as of December 31, 2016 . |
DERIVATIVE AND HEDGING INSTRU30
DERIVATIVE AND HEDGING INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | The following presents the notional amount of derivatives instruments as of the dates indicated (in thousands): September 30, 2017 December 31, 2016 Derivatives designated as cash flow hedges: Denominated in U.S. Dollars $ 845,000 $ 245,000 Denominated in Canadian Dollars $ 125,000 $ 125,000 Derivatives designated as net investment hedges: Denominated in Canadian Dollars $ 56,300 $ 56,300 Financial instrument designated as net investment hedge: Denominated in Canadian Dollars $ 125,000 $ 125,000 |
Summary of Derivative and Financial Instruments Designated as Hedging Instruments | The following is a summary of the derivative and financial instruments designated as hedging instruments held by the Company at September 30, 2017 and December 31, 2016 (dollars in thousands): Fair Value Maturity Dates Type Designation Count as of September 30, 2017 September 30, 2017 December 31, 2016 Balance Sheet Location Assets: Interest rate swap Cash flow 12 $ 18,957 $ 8,083 2020 - 2023 Accounts receivable, prepaid expenses and other assets, net Cross currency interest rate swaps Net investment 2 827 3,157 2025 Accounts receivable, prepaid expenses and other assets, net $ 19,784 $ 11,240 Liabilities: Interest rate swap Cash flow — $ — $ 716 2020 Accounts payable and accrued liabilities CAD term loan Net investment 1 100,225 93,000 2022 Term loans, net $ 100,225 $ 93,716 |
Schedule of Derivative Financial Instruments on the Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Equity | The following presents the effect of the Company’s derivative and financial instruments designated as hedging instruments on the condensed consolidated statements of income and the condensed consolidated statements of equity for the three and nine months ended September 30, 2017 (in thousands): Gain (Loss) Recognized in Other Comprehensive Income Income Statement Location Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Cash Flow Hedges: Interest rate products $ 4,372 $ (40 ) $ 4,462 $ (2,019 ) Interest expense Net Investment Hedges: Foreign currency products (1,080 ) 102 (2,239 ) (2,118 ) N/A CAD term loan (3,938 ) 1,363 (7,225 ) (5,863 ) N/A $ (646 ) $ 1,425 $ (5,002 ) $ (10,000 ) Loss Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) Income Statement Location Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Cash Flow Hedges: Interest rate products $ (535 ) $ (413 ) $ (1,404 ) $ (802 ) Interest expense Net Investment Hedges: Foreign currency products — — — — N/A CAD term loan — — — — N/A $ (535 ) $ (413 ) $ (1,404 ) $ (802 ) |
Schedule of the Gross Presentation, Effects of Offsetting, and a Net Presentation of Derivatives, Assets | The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company’s derivatives as of September 30, 2017 and December 31, 2016 (in thousands): As of September 30, 2017 Gross Amounts Not Offset in the Balance Sheet Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 20,273 $ — $ 20,273 $ — $ — $ 20,273 Offsetting Liabilities: Derivatives $ — $ — $ — $ — $ — $ — As of December 31, 2016 Gross Amounts Not Offset in the Balance Sheet Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 11,240 $ — $ 11,240 $ (716 ) $ — $ 10,524 Offsetting Liabilities: Derivatives $ 716 $ — $ 716 $ (716 ) $ — $ — |
Schedule of the Gross Presentation, Effects of Offsetting, and a Net Presentation of Derivatives, Liabilities | The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company’s derivatives as of September 30, 2017 and December 31, 2016 (in thousands): As of September 30, 2017 Gross Amounts Not Offset in the Balance Sheet Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 20,273 $ — $ 20,273 $ — $ — $ 20,273 Offsetting Liabilities: Derivatives $ — $ — $ — $ — $ — $ — As of December 31, 2016 Gross Amounts Not Offset in the Balance Sheet Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 11,240 $ — $ 11,240 $ (716 ) $ — $ 10,524 Offsetting Liabilities: Derivatives $ 716 $ — $ 716 $ (716 ) $ — $ — |
FAIR VALUE DISCLOSURES (Tables)
FAIR VALUE DISCLOSURES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Summary of Face Values, Carrying Amounts and Fair Values of Financial Instruments | The following are the face values, carrying amounts and fair values of the Company’s financial instruments as of September 30, 2017 and December 31, 2016 whose carrying amounts do not approximate their fair value (in thousands): September 30, 2017 December 31, 2016 Face (1) Carrying Amount (2) Fair Value Face (1) Carrying (2) Fair Value Financial assets: Loans receivable $ 129,341 $ 97,478 $ 97,722 $ 53,484 $ 50,846 $ 51,914 Preferred equity investments 51,833 52,288 52,926 44,882 45,190 48,332 Financial liabilities: Senior Notes 1,300,000 1,305,996 1,341,106 700,000 688,246 709,500 Secured indebtedness 260,371 257,571 248,041 163,638 160,752 150,091 (1) Face value represents amounts contractually due under the terms of the respective agreements. (2) |
Schedule of Amounts Measured at Fair Value | During the nine months ended September 30, 2017 , the Company recorded the following amounts measured at fair value (in thousands): Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Total (Level 1) (Level 2) (Level 3) Recurring Basis: Financial assets: Interest rate swap $ 18,957 $ — $ 18,957 $ — Cross currency swap 827 — 827 — Financial liabilities: Contingent consideration liability 266 — 266 — |
Schedule of Reconciliation for Contingent Consideration Liability/Asset Recorded at Fair Value using Level 3 Inputs | The following reconciliation provides the details of activity for contingent consideration liability recorded at fair value using Level 3 inputs (in thousands): Balance as of December 31, 2016 $ 818 Decrease in contingent consideration liability (552 ) Balance as of September 30, 2017 $ 266 |
Recurring [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Schedule of Inputs used for Carrying Amounts which do not Approximate Fair Value with Valuation Methods | The Company determined the fair value of financial instruments as of September 30, 2017 whose carrying amounts do not approximate their fair value with valuation methods utilizing the following types of inputs (in thousands): Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Total (Level 1) (Level 2) (Level 3) Financial assets: Loans receivable $ 97,722 $ — $ — $ 97,722 Preferred equity investments 52,926 — — 52,926 Financial liabilities: Senior Notes 1,341,106 — 1,341,106 — Secured indebtedness 248,041 — — 248,041 |
EQUITY (Tables)
EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Schedule of Cash Dividends on Common Stock Declared and Paid | The following table lists the cash dividends on common stock declared and paid by the Company during the nine months ended September 30, 2017 : Declaration Date Record Date Amount Per Share Dividend Payable Date February 3, 2017 February 15, 2017 $ 0.42 February 28, 2017 May 8, 2017 May 18, 2017 $ 0.43 May 31, 2017 August 2, 2017 August 16, 2017 $ 0.3598913 (1) August 18, 2017 (1) Represents the previous full quarter dividend of $0.43 per share, prorated based on the time from the prior dividend payable date of May 31, 2017 through August 16, 2017. |
Summary of Accumulated Other Comprehensive Income (Loss) | The following is a summary of the Company’s accumulated other comprehensive loss (in thousands): September 30, 2017 December 31, 2016 Foreign currency translation loss $ (2,515 ) $ (3,067 ) Unrealized gains on cash flow hedges 6,751 1,269 Total accumulated other comprehensive income (loss) $ 4,236 $ (1,798 ) |
EARNINGS PER COMMON SHARE (Tabl
EARNINGS PER COMMON SHARE (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of the Computation of Basic and Diluted Earnings Per Share | The following table illustrates the computation of basic and diluted earnings per share for the three and nine months ended September 30, 2017 and 2016 (in thousands, except share and per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Numerator Net income attributable to common stockholders $ 12,534 $ 22,776 $ 46,756 $ 39,419 Denominator Basic weighted average common shares and common equivalents 112,149,638 65,312,288 81,150,846 65,285,591 Dilutive restricted stock units 268,462 279,140 278,198 184,998 Diluted weighted average common shares 112,418,100 65,591,428 81,429,044 65,470,589 Net income attributable to common stockholders, per: Basic common share $ 0.11 $ 0.35 $ 0.58 $ 0.60 Diluted common share $ 0.11 $ 0.35 $ 0.57 $ 0.60 |
SUMMARIZED CONDENSED CONSOLID34
SUMMARIZED CONDENSED CONSOLIDATING INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
SUMMARIZED CONDENSED CONSOLIDATING INFORMATION [Abstract] | |
Schedule of Condensed Consolidating Balance Sheet (unaudited) | CONDENSED CONSOLIDATING BALANCE SHEET September 30, 2017 (in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Assets Real estate investments, net of accumulated depreciation $ 174 $ — $ — $ 1,832,335 $ 4,140,276 $ — $ 5,972,785 Loans receivable and other investments, net (140 ) — — 89,911 59,995 — 149,766 Cash and cash equivalents 25,214 — — 1,014 4,645 — 30,873 Restricted cash — — — 2,038 10,451 — 12,489 Lease intangible assets, net — — — 22,801 240,016 — 262,817 Accounts receivable, prepaid expenses and other assets, net 2,219 30,483 — 87,304 43,771 (4,200 ) 159,577 Intercompany 2,618,618 2,339,272 — — — (4,957,890 ) — Investment in subsidiaries 744,470 1,040,196 — 12,833 — (1,797,499 ) — Total assets $ 3,390,555 $ 3,409,951 $ — $ 2,048,236 $ 4,499,154 $ (6,759,589 ) $ 6,588,307 Liabilities Secured debt, net $ — $ — $ — $ — $ 257,571 $ — $ 257,571 Revolving credit facility — 251,000 — — — — 251,000 Term loans, net — 1,091,939 — 98,948 — — 1,190,887 Senior unsecured notes, net — 1,305,996 — — — — 1,305,996 Accounts payable and accrued liabilities 21,452 16,546 — 7,230 75,118 (4,200 ) 116,146 Lease intangible liabilities, net — — — — 94,878 — 94,878 Intercompany — — — 941,667 4,016,223 (4,957,890 ) — Total liabilities 21,452 2,665,481 — 1,047,845 4,443,790 (4,962,090 ) 3,216,478 Total Sabra Health Care REIT, Inc. stockholders' equity 3,369,103 744,470 — 1,000,391 52,638 (1,797,499 ) 3,369,103 Noncontrolling interests — — — — 2,726 — 2,726 Total equity 3,369,103 744,470 — 1,000,391 55,364 (1,797,499 ) 3,371,829 Total liabilities and equity $ 3,390,555 $ 3,409,951 $ — $ 2,048,236 $ 4,499,154 $ (6,759,589 ) $ 6,588,307 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2016 (in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Assets Real estate investments, net of accumulated depreciation $ 150 $ — $ — $ 1,860,850 $ 148,939 $ — $ 2,009,939 Loans receivable and other investments, net (410 ) — — 96,446 — — 96,036 Cash and cash equivalents 18,168 — — 2,675 4,820 — 25,663 Restricted cash — — — 57 8,945 — 9,002 Lease intangible assets, net — — — 25,489 761 — 26,250 Accounts receivable, prepaid expenses and other assets, net 2,859 18,023 — 70,812 9,244 (1,909 ) 99,029 Intercompany 368,281 687,493 — — 25,125 (1,080,899 ) — Investment in subsidiaries 640,238 907,136 — 12,364 — (1,559,738 ) — Total assets $ 1,029,286 $ 1,612,652 $ — $ 2,068,693 $ 197,834 $ (2,642,546 ) $ 2,265,919 Liabilities Secured debt, net $ — $ — $ — $ — $ 160,752 $ — $ 160,752 Revolving credit facility — 26,000 — — — — 26,000 Term loans, net — 243,626 — 92,047 — — 335,673 Senior unsecured notes, net — 688,246 — — — — 688,246 Accounts payable and accrued liabilities 13,712 14,542 — 11,606 1,688 (1,909 ) 39,639 Intercompany — — — 1,080,899 — (1,080,899 ) — Total liabilities 13,712 972,414 — 1,184,552 162,440 (1,082,808 ) 1,250,310 Total Sabra Health Care REIT, Inc. stockholders' equity 1,015,574 640,238 — 884,141 35,359 (1,559,738 ) 1,015,574 Noncontrolling interests — — — — 35 — 35 Total equity 1,015,574 640,238 — 884,141 35,394 (1,559,738 ) 1,015,609 Total liabilities and equity $ 1,029,286 $ 1,612,652 $ — $ 2,068,693 $ 197,834 $ (2,642,546 ) $ 2,265,919 |
Schedule of Condensed Consolidating Statement of Income (unaudited) | CONDENSED CONSOLIDATING STATEMENT OF INCOME For the Three Months Ended September 30, 2017 (dollars in thousands, except per share amounts) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Revenues: Rental income $ — $ — $ — $ 54,640 $ 48,692 $ (3,187 ) $ 100,145 Interest and other income 8 47 — 1,991 2,091 (47 ) 4,090 Resident fees and services — — — — 7,554 — 7,554 Total revenues 8 47 — 56,631 58,337 (3,234 ) 111,789 Expenses: Depreciation and amortization 217 — — 15,500 10,216 — 25,933 Interest — 21,765 — 792 2,011 — 24,568 Operating expenses — — — — 8,289 (3,187 ) 5,102 General and administrative 10,058 16 — 1,671 1,199 — 12,944 Merger and acquisition costs 23,287 — — 12 — — 23,299 Provision for doubtful accounts and loan losses 533 — — 4,616 — — 5,149 Total expenses 34,095 21,781 — 22,591 21,715 (3,187 ) 96,995 Other income (expense): Loss on extinguishment of debt — (422 ) — (131 ) — — (553 ) Other income (expense) 349 688 — (986 ) — — 51 Net gain (loss) on sales of real estate — — — 614 (32 ) — 582 Total other income (expense) 349 266 — (503 ) (32 ) — 80 Income in subsidiary 49,145 70,613 — 1,808 — (121,566 ) — Income before income tax expense 15,407 49,145 — 35,345 36,590 (121,613 ) 14,874 Income tax benefit (expense) (265 ) — — 482 (22 ) — 195 Net income 15,142 49,145 — 35,827 36,568 (121,613 ) 15,069 Net income attributable to noncontrolling interests — — — — 26 — 26 Net income attributable to Sabra Health Care REIT, Inc. 15,142 49,145 — 35,827 36,594 (121,613 ) 15,095 Preferred stock dividends (2,561 ) — — — — — (2,561 ) Net income attributable to common stockholders $ 12,581 $ 49,145 $ — $ 35,827 $ 36,594 $ (121,613 ) $ 12,534 Net loss attributable to common stockholders, per: Basic common share $ 0.11 Diluted common share $ 0.11 Weighted-average number of common shares outstanding, basic 112,149,638 Weighted-average number of common shares outstanding, diluted 112,418,100 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF INCOME For the Three Months Ended September 30, 2016 (dollars in thousands, except per share amounts) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Revenues: Rental income $ — $ — $ — $ 52,233 $ 5,187 $ (587 ) $ 56,833 Interest and other income 1 — — 3,156 68 (68 ) 3,157 Resident fees and services — — — — 1,937 — 1,937 Total revenues 1 — — 55,389 7,192 (655 ) 61,927 Expenses: Depreciation and amortization 211 — — 15,320 1,571 — 17,102 Interest — 13,215 — 878 1,701 — 15,794 Operating expenses — — — — 1,991 (587 ) 1,404 General and administrative 4,527 21 — 375 43 — 4,966 Merger and acquisition costs (105 ) — — 1,156 — — 1,051 Provision for doubtful accounts and loan losses 566 — — (26 ) — — 540 Total expenses 5,199 13,236 — 17,703 5,306 (587 ) 40,857 Other income (expense): Other income (expense) 2,636 400 — (91 ) — — 2,945 Net gain on sales of real estate — — — 1,451 — — 1,451 Total other income (expense) 2,636 400 — 1,360 — — 4,396 Income in subsidiary 28,073 40,909 1,711 — (70,693 ) — Income before income tax expense 25,511 28,073 — 40,757 1,886 (70,761 ) 25,466 Income tax expense (106 ) — — (27 ) (21 ) — (154 ) Net income 25,405 28,073 — 40,730 1,865 (70,761 ) 25,312 Net loss attributable to noncontrolling interests — — — — 25 — 25 Net income attributable to Sabra Health Care REIT, Inc. 25,405 28,073 — 40,730 1,890 (70,761 ) 25,337 Preferred stock dividends (2,561 ) — — — — — (2,561 ) Net income attributable to common stockholders $ 22,844 $ 28,073 $ — $ 40,730 $ 1,890 $ (70,761 ) $ 22,776 Net loss attributable to common stockholders, per: Basic common share $ 0.35 Diluted common share $ 0.35 Weighted-average number of common shares outstanding, basic 65,312,288 Weighted-average number of common shares outstanding, diluted 65,591,428 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF INCOME For the Nine Months Ended September 30, 2017 (dollars in thousands, except per share amounts) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Revenues: Rental income $ — $ — $ — $ 160,121 $ 58,316 $ (5,164 ) $ 213,273 Interest and other income 21 47 — 6,014 2,045 (65 ) 8,062 Resident fees and services — — — — 17,840 — 17,840 Total revenues 21 47 — 166,135 78,201 (5,229 ) 239,175 Expenses: Depreciation and amortization 649 — — 47,882 13,759 — 62,290 Interest — 48,689 — 2,237 5,292 — 56,218 Operating expenses — — — — 17,111 (5,182 ) 11,929 General and administrative 19,380 47 — 3,429 1,303 — 24,159 Merger and acquisition costs 29,703 — — 47 — — 29,750 Provision for doubtful accounts and loan losses 615 — — 6,839 — — 7,454 Total expenses 50,347 48,736 — 60,434 37,465 (5,182 ) 191,800 Other income (expense): Loss on extinguishment of debt — (422 ) — (131 ) — — (553 ) Other income (expense) 2,634 707 — (220 ) — — 3,121 Net gain (loss) on sale of real estate — — — 4,640 (26 ) — 4,614 Total other income (expense) 2,634 285 — 4,289 (26 ) — 7,182 Income in subsidiary 102,474 150,879 — 5,372 — (258,725 ) — Income before income tax expense 54,782 102,475 — 115,362 40,710 (258,772 ) 54,557 Income tax expense (297 ) (1 ) — 255 (118 ) — (161 ) Net income 54,485 102,474 — 115,617 40,592 (258,772 ) 54,396 Net loss attributable to noncontrolling interests — — — — 42 — 42 Net income attributable to Sabra Health Care REIT, Inc. 54,485 102,474 — 115,617 40,634 (258,772 ) 54,438 Preferred stock dividends (7,682 ) — — — — — (7,682 ) Net income attributable to common stockholders $ 46,803 $ 102,474 $ — $ 115,617 — $ 40,634 $ (258,772 ) $ 46,756 Net loss attributable to common stockholders, per: Basic common share $ 0.58 Diluted common share $ 0.57 Weighted-average number of common shares outstanding, basic 81,150,846 Weighted-average number of common shares outstanding, diluted 81,429,044 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF INCOME For the Nine Months Ended September 30, 2016 (dollars in thousands, except per share amounts) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent Company (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined Guarantor Subsidiaries of 2021 Notes and 2023 Notes (4) Combined Non- Guarantor Subsidiaries of 2021 Notes and 2023 Notes (5) Elimination Consolidated Revenues: Rental income $ — $ — $ — $ 153,658 $ 15,533 $ (1,749 ) $ 167,442 Interest and other income 3 — — 25,490 196 (207 ) 25,482 Resident fees and services — — — — 5,811 — 5,811 Total revenues 3 — — 179,148 21,540 (1,956 ) 198,735 Expenses: Depreciation and amortization 595 — — 45,955 4,723 — 51,273 Interest — 41,238 — 2,772 5,129 — 49,139 Operating expenses — — — — 6,016 (1,760 ) 4,256 General and administrative 12,440 42 — 902 129 — 13,513 Merger and acquisition costs 50 — — 1,171 1 — 1,222 Provision for doubtful accounts and loan losses (89 ) — — 3,375 — — 3,286 Impairment of real estate — — — 29,811 — — 29,811 Total expenses 12,996 41,280 — 83,986 15,998 (1,760 ) 152,500 Other income (expense): Loss on extinguishment of debt — (468 ) — (88 ) — — (556 ) Other income (expense) 4,732 916 — (230 ) (73 ) — 5,345 Net gain on sales of real estate — — — (3,203 ) — — (3,203 ) Total other income (expense) 4,732 448 — (3,521 ) (73 ) — 1,586 Income in subsidiary 55,783 96,616 — 5,081 — (157,480 ) — Income before income tax expense 47,522 55,784 — 96,722 5,469 (157,676 ) 47,821 Income tax expense (225 ) (1 ) — (512 ) (48 ) — (786 ) Net income 47,297 55,783 — 96,210 5,421 (157,676 ) 47,035 Net loss attributable to noncontrolling interests — — — — 66 — 66 Net income attributable to Sabra Health Care REIT, Inc. 47,297 55,783 — 96,210 5,487 (157,676 ) 47,101 Preferred stock dividends (7,682 ) — — — — — (7,682 ) Net income attributable to common stockholders $ 39,615 $ 55,783 $ — $ 96,210 $ 5,487 $ (157,676 ) $ 39,419 Net loss attributable to common stockholders, per: Basic common share $ 0.60 Diluted common share $ 0.60 Weighted-average number of common shares outstanding, basic 65,285,591 Weighted-average number of common shares outstanding, diluted 65,470,589 |
Schedule of Condensed Consolidating Statement of Comprehensive Income | CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME For the Three Months Ended September 30, 2017 (dollars in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net income $ 15,142 $ 49,145 $ — $ 35,827 $ 36,568 $ (121,613 ) $ 15,069 Other comprehensive income (loss): Unrealized gain (loss), net of tax: Foreign currency translation gain (loss) — (1,352 ) — 1,335 429 — 412 Unrealized gain (loss) on cash flow hedges (7) — 4,964 — (307 ) — — 4,657 Total other comprehensive income (loss) — 3,612 — 1,028 429 — 5,069 Comprehensive income 15,142 52,757 — 36,855 36,997 (121,613 ) 20,138 Comprehensive income attributable to noncontrolling interest — — — — 26 — 26 Comprehensive income attributable to Sabra Health Care REIT, Inc. $ 15,142 $ 52,757 $ — $ 36,855 $ 37,023 $ (121,613 ) $ 20,164 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. (7) Amounts are net of provision for income taxes of $0.4 million for the three months ended September 30, 2017. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME For the Three Months Ended September 30, 2016 (dollars in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net income $ 25,405 $ 28,073 $ — $ 40,730 $ 1,865 $ (70,761 ) $ 25,312 Other comprehensive income (loss): Unrealized gain (loss), net of tax: Foreign currency translation gain (loss) — 153 — (512 ) (141 ) — (500 ) Unrealized gain on cash flow hedges — 398 — — — — 398 Total other comprehensive income (loss) — 551 — (512 ) (141 ) — (102 ) Comprehensive income 25,405 28,624 — 40,218 1,724 (70,761 ) 25,210 Comprehensive loss attributable to noncontrolling interest — — — — 25 — 25 Comprehensive income attributable to Sabra Health Care REIT, Inc. $ 25,405 $ 28,624 $ — $ 40,218 $ 1,749 $ (70,761 ) $ 25,235 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME For the Nine Months Ended September 30, 2017 (dollars in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net income $ 54,485 $ 102,474 $ — $ 115,617 $ 40,592 $ (258,772 ) $ 54,396 Other comprehensive income (loss): Unrealized gain (loss), net of tax: Foreign currency translation gain (loss) — (2,718 ) — 2,466 804 — 552 Unrealized gain (loss) on cash flow hedges (7) — 5,977 — (495 ) — — 5,482 Total other comprehensive income (loss) — 3,259 — 1,971 804 — 6,034 Comprehensive income 54,485 105,733 — 117,588 41,396 (258,772 ) 60,430 Comprehensive loss attributable to noncontrolling interest — — — — 42 — 42 Comprehensive income attributable to Sabra Health Care REIT, Inc. $ 54,485 $ 105,733 $ — $ 117,588 $ 41,438 $ (258,772 ) $ 60,472 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. (7) Amounts are net of provision for income taxes of $0.6 million for the nine months ended September 30, 2017. CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME For the Nine Months Ended September 30, 2016 (dollars in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net income $ 47,297 $ 55,783 $ — $ 96,210 $ 5,421 $ (157,676 ) $ 47,035 Other comprehensive income (loss): Unrealized gain (loss), net of tax: Foreign currency translation gain (loss) — (2,204 ) — 1,144 311 — (749 ) Unrealized loss on cash flow hedges — (1,300 ) — — — — (1,300 ) Total other comprehensive income (loss) — (3,504 ) — 1,144 311 — (2,049 ) Comprehensive income 47,297 52,279 — 97,354 5,732 (157,676 ) 44,986 Comprehensive loss attributable to noncontrolling interest — — — — 66 — 66 Comprehensive income attributable to Sabra Health Care REIT, Inc. $ 47,297 $ 52,279 $ — $ 97,354 $ 5,798 $ (157,676 ) $ 45,052 |
Schedule of Condensed Consolidating Statement of Cash Flows (unaudited) | CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the Nine Months Ended September 30, 2017 (in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net cash provided by operating activities $ 40,567 $ — $ — $ 4,122 $ 5,082 $ — $ 49,771 Cash flows from investing activities: Acquisition of real estate — — — (393,064 ) — — (393,064 ) Cash received in CCP Merger 77,858 — — — — — 77,858 Origination and fundings of loans receivable — — — (1,488 ) (4,154 ) — (5,642 ) Origination and fundings of preferred equity investments — — — (2,713 ) — — (2,713 ) Additions to real estate (22 ) — — (2,847 ) (364 ) — (3,233 ) Repayment of loans receivable — — — 2,221 6,489 — 8,710 Repayments of preferred equity investments — — — 3,239 — — 3,239 Net proceeds from the sales of real estate — — — 11,328 395 — 11,723 Distribution from subsidiaries 2,474 2,474 — — — (4,948 ) — Intercompany financing (346,044 ) (374,728 ) — — — 720,772 — Net cash provided by (used in) investing activities (265,734 ) (372,254 ) — (383,324 ) 2,366 715,824 (303,122 ) Cash flows from financing activities: Net repayments of revolving credit facility — (137,000 ) — — — — (137,000 ) Proceeds from term loans — 181,000 — — — — 181,000 Principal payments on secured debt — — — — (3,094 ) — (3,094 ) Payments of deferred financing costs — (15,316 ) — — — — (15,316 ) Issuance of common stock, net 319,026 — — — — — 319,026 Dividends paid on common and preferred stock (86,813 ) — — — — — (86,813 ) Distribution to parent — (2,474 ) — — (2,474 ) 4,948 — Intercompany financing — 346,044 — 377,458 (2,730 ) (720,772 ) — Net cash provided by (used in) financing activities 232,213 372,254 — 377,458 (8,298 ) (715,824 ) 257,803 Net increase (decrease) in cash and cash equivalents 7,046 — — (1,744 ) (850 ) — 4,452 Effect of foreign currency translation on cash and cash equivalents — — — 83 675 — 758 Cash and cash equivalents, beginning of period 18,168 — — 2,675 4,820 — 25,663 Cash and cash equivalents, end of period $ 25,214 $ — $ — $ 1,014 $ 4,645 $ — $ 30,873 (1) The Parent Company guarantees the 2021 Notes, the 2023 Notes and the 2026 Notes. (2) The Operating Partnership is the co-issuer of the 2021 Notes and the 2023 Notes and the issuer of the 2026 Notes. (3) Sabra Capital Corporation is the co-issuer of the 2021 Notes and the 2023 Notes. (4) The Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2021 Notes and the 2023 Notes. (5) The Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes consist of the subsidiaries that do not guarantee the 2021 Notes and the 2023 Notes. (6) None of Sabra Capital Corporation, the Combined Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes, nor the Combined Non-Guarantor Subsidiaries of the 2021 Notes and the 2023 Notes guarantee the 2026 Notes. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the Nine Months Ended September 30, 2016 (in thousands) (unaudited) Combined Non-Guarantor Subsidiaries of 2026 Notes (6) Parent (1) Operating Partnership (2) Sabra Capital Corporation (3) Combined (4) Combined Non- (5) Elimination Consolidated Net cash provided by (used in) operating activities $ 113,886 $ — $ — $ 10,683 $ 9,247 $ — $ 133,816 Cash flows from investing activities: Acquisitions of real estate — — — (109,619 ) — — (109,619 ) Origination and fundings of loans receivable — — — (9,478 ) — — (9,478 ) Origination and fundings of preferred equity investments — — — (6,845 ) — — (6,845 ) Additions to real estate (124 ) — — (400 ) (377 ) — (901 ) Repayment of loans receivable — — — 214,947 — — 214,947 Investment in subsidiaries (200 ) (200 ) — — — 400 — Net proceeds from the sale of real estate — — — 85,449 — — 85,449 Distribution from subsidiaries 6,404 6,404 — — — (12,808 ) — Intercompany financing (17,684 ) 197,638 — — — (179,954 ) — Net cash provided by (used in) investing activities (11,604 ) 203,842 — 174,054 (377 ) (192,362 ) 173,553 Cash flows from financing activities: Net repayments of revolving credit facility — (255,000 ) — — — — (255,000 ) Proceeds from term loans — 45,000 — 24,360 — — 69,360 Principal payments on secured debt — — — (10,766 ) (2,990 ) — (13,756 ) Payments of deferred financing costs — (5,322 ) — (611 ) — — (5,933 ) Issuance of common stock, net (1,289 ) — — — — — (1,289 ) Dividends paid on common and preferred stock (89,283 ) — — — — — (89,283 ) Contribution from parent — 200 — — 200 (400 ) — Distribution to parent — (6,404 ) — — (6,404 ) 12,808 — Intercompany financing — 17,684 — (197,638 ) — 179,954 — Net cash provided by (used in) financing activities (90,572 ) (203,842 ) — (184,655 ) (9,194 ) 192,362 (295,901 ) Net increase (decrease) in cash and cash equivalents 11,710 — — 82 (324 ) — 11,468 Effect of foreign currency translation on cash and cash equivalents — — — 756 16 — 772 Cash and cash equivalents, beginning of period 2,548 — — 1,008 3,878 — 7,434 Cash and cash equivalents, end of period $ 14,258 $ — $ — $ 1,846 $ 3,570 $ — $ 19,674 |
PRO FORMA FINANCIAL INFORMATI35
PRO FORMA FINANCIAL INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
PRO FORMA FINANCIAL INFORMATION [Abstract] | |
Schedule of Pro Forma Financial Information | The following table summarizes, on an unaudited pro forma basis, the consolidated results of operations of the Company for the three and nine months ended September 30, 2017 and 2016 to give effect to the CCP Merger completed during the nine months ended September 30, 2017 and the acquisition of one skilled nursing/transitional care facility and three senior housing communities during the nine months ended September 30, 2016 . The following unaudited pro forma information has been prepared to give effect to the acquisitions completed during the three and nine months ended September 30, 2017 and 2016 as if these acquisitions occurred on January 1, 2016 and 2015, respectively. This pro forma information does not purport to represent what the actual results of operations of the Company would have been had these acquisitions occurred on January 1, 2016 and 2015, nor does it purport to predict the results of operations for future periods. Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (in thousands, except share and per share amounts) Revenues $ 162,128 $ 158,245 $ 480,287 $ 491,049 Net income attributable to common stockholders 37,823 78,483 209,674 177,067 Net income attributable to common stockholders, per: Basic common share $ 0.24 $ 0.49 $ 1.31 $ 1.11 Diluted common share $ 0.24 $ 0.49 $ 1.31 $ 1.11 Weighted-average number of common shares outstanding, basic 160,189,442 159,347,649 159,685,873 159,320,952 Weighted-average number of common shares outstanding, diluted 160,457,904 159,626,789 159,964,071 159,505,950 |
BUSINESS - Narrative (Details)
BUSINESS - Narrative (Details) | Sep. 30, 2017$ / shares | Aug. 17, 2017 | May 07, 2017$ / shares | Dec. 31, 2016$ / shares |
Business [Line Items] | ||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |
Care Capital Properties [Member] | ||||
Business [Line Items] | ||||
Common stock, par value (in dollars per share) | $ 0.01 | |||
Exchange ratio | 1.123 |
SUMMARY OF SIGNIFICANT ACCOUN37
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017USD ($)PropertyInvestment | Sep. 30, 2017USD ($)Propertyvariable_interest_entityInvestment | |
Accounting Policies [Abstract] | ||
Number of VIEs | variable_interest_entity | 2 | |
Number of investments in loans accounted for as real estate joint ventures | Investment | 0 | 0 |
Skilled Nursing Transitional Care Facilities [Member] | ||
Lessor, Lease, Description [Line Items] | ||
Net investment in direct financing lease | $ 22.9 | $ 22.9 |
Properties in direct financing lease | Property | 1 | 1 |
Lease income | $ 0.3 | $ 0.3 |
Due in 2017 | 0.5 | 0.5 |
Due in 2018 | 2.2 | 2.2 |
Due in 2019 | 2.2 | 2.2 |
Due in 2020 | 2.3 | 2.3 |
Due in 2021 | $ 2.1 | $ 2.1 |
CCP MERGER AND RECENT REAL ES38
CCP MERGER AND RECENT REAL ESTATE ACQUISITIONS - Narrative (Details) $ in Thousands, shares in Millions | Aug. 17, 2017Property | Aug. 17, 2017shares | Aug. 17, 2017direct_financing_lease_property | Aug. 17, 2017firm | Aug. 17, 2017USD ($) | Aug. 17, 2017Investment | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)Facilitiy | Sep. 30, 2016USD ($)Facilitiy |
Business Acquisition [Line Items] | ||||||||||
Total revenues | $ 111,789 | $ 61,927 | $ 239,175 | $ 198,735 | ||||||
Net income attributable to common stockholders | 12,534 | 22,776 | 46,756 | 39,419 | ||||||
Merger and acquisition costs | 23,299 | 1,051 | 29,750 | 1,222 | ||||||
Care Capital Properties [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Exchange ratio | 1.123 | 1.123 | 1.123 | 1.123 | 1.123 | 1.123 | ||||
Shares issued in merger (in shares) | shares | 94 | |||||||||
Number of acquired properties | Property | 330 | |||||||||
Number of loan receivable investments acquired | Investment | 18 | |||||||||
Number of specialty valuation firms | firm | 1 | |||||||||
Estimated consideration transferred | $ 2,100,000 | |||||||||
Total revenues | 45,100 | 45,100 | ||||||||
Net income attributable to common stockholders | 30,600 | 30,600 | ||||||||
Merger and acquisition costs | 23,300 | $ 29,700 | ||||||||
Care Capital Properties [Member] | Lease intangible assets [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Finite-lived intangible assets and liabilities, weighted average amortization period as of date of acquisition | 11 years | |||||||||
Care Capital Properties [Member] | Lease intangible liabilities [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Finite-lived intangible assets and liabilities, weighted average amortization period as of date of acquisition | 10 years | |||||||||
Care Capital Properties [Member] | Skilled Nursing Transitional Care Facilities [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of acquired properties | 296 | 1 | ||||||||
Care Capital Properties [Member] | Senior Housing Facilities [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of acquired properties | Property | 13 | |||||||||
Care Capital Properties [Member] | Specialty Hospitals and Other [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of acquired properties | Property | 21 | |||||||||
Series of Individually Immaterial Business Acquisitions [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Total revenues | 1,500 | 1,700 | $ 1,600 | 1,700 | ||||||
Net income attributable to common stockholders | $ 1,400 | $ 100 | $ 1,400 | $ 100 | ||||||
Series of Individually Immaterial Business Acquisitions [Member] | Tenant origination and absorption costs [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Finite-lived intangible assets and liabilities, weighted average amortization period as of date of acquisition | 13 years | |||||||||
Series of Individually Immaterial Business Acquisitions [Member] | Tenant relationship [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Finite-lived intangible assets and liabilities, weighted average amortization period as of date of acquisition | 23 years | |||||||||
Series of Individually Immaterial Business Acquisitions [Member] | Skilled Nursing Transitional Care Facilities [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of acquired properties | Facilitiy | 21 | 1 | ||||||||
Series of Individually Immaterial Business Acquisitions [Member] | Senior Housing Facilities [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Number of acquired properties | Facilitiy | 1 | 3 |
CCP MERGER AND RECENT REAL ES39
CCP MERGER AND RECENT REAL ESTATE ACQUISITIONS - Schedule of Purchase Price Allocation of CCP (Details) - Care Capital Properties [Member] $ in Thousands | Aug. 17, 2017USD ($) |
Business Acquisition [Line Items] | |
Real estate investments | $ 3,629,447 |
Loans receivable and other investments | 57,064 |
Cash and cash equivalents | 77,858 |
Restricted cash | 779 |
Lease intangible assets, net | 234,426 |
Accounts receivable, prepaid expenses and other assets, net | 35,829 |
Secured debt, net | (98,500) |
Revolving credit facility | (362,000) |
Unsecured term loans | (674,000) |
Senior unsecured notes, net | (616,873) |
Accounts payable and accrued liabilities | (132,860) |
Lease intangible liabilities, net | (95,859) |
Noncontrolling interests | (2,733) |
Total consideration | $ 2,052,578 |
CCP MERGER AND RECENT REAL ES40
CCP MERGER AND RECENT REAL ESTATE ACQUISITIONS - Schedule of Purchase Price Allocation (Details) - Series of Individually Immaterial Business Acquisitions [Member] - USD ($) $ in Thousands | Sep. 30, 2017 | Sep. 30, 2016 |
Business Acquisition [Line Items] | ||
Land | $ 55,579 | $ 5,521 |
Building and improvements | 329,462 | 102,094 |
Total consideration | 393,064 | 109,619 |
Tenant origination and absorption costs [Member] | ||
Business Acquisition [Line Items] | ||
Tenant Costs | 6,143 | 1,565 |
Tenant relationship [Member] | ||
Business Acquisition [Line Items] | ||
Tenant Costs | $ 1,880 | $ 439 |
REAL ESTATE PROPERTIES HELD F41
REAL ESTATE PROPERTIES HELD FOR INVESTMENT - Schedule of Real Estate Properties Held for Investment (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017USD ($)BedPropertyFacilitiy | Dec. 31, 2016USD ($)BedFacilitiy | |
Real Estate Properties [Line Items] | ||
Building and improvements | $ 5,410,572 | $ 1,983,769 |
Furniture and equipment | 234,901 | 85,196 |
Land improvements | 3,563 | 3,744 |
Land | 660,438 | 220,042 |
Total Real Estate at Cost | 6,309,474 | 2,292,751 |
Accumulated Depreciation | (336,689) | (282,812) |
Total Real Estate Investments, Net | $ 5,972,785 | $ 2,009,939 |
Facilities transitioned to managed property structure | Property | 9 | |
Operating Segments [Member] | ||
Real Estate Properties [Line Items] | ||
Number of Properties | Facilitiy | 530 | 183 |
Number of Beds/Units | Bed | 55,904 | 18,878 |
Total Real Estate at Cost | $ 6,309,026 | $ 2,292,345 |
Accumulated Depreciation | (336,415) | (282,556) |
Total Real Estate Investments, Net | $ 5,972,611 | $ 2,009,789 |
Operating Segments [Member] | Skilled Nursing/Transitional Care [Member] | ||
Real Estate Properties [Line Items] | ||
Number of Properties | Facilitiy | 409 | 97 |
Number of Beds/Units | Bed | 45,710 | 10,819 |
Total Real Estate at Cost | $ 4,386,543 | $ 1,042,754 |
Accumulated Depreciation | (215,921) | (190,038) |
Total Real Estate Investments, Net | $ 4,170,622 | $ 852,716 |
Operating Segments [Member] | Senior Housing - Leased [Member] | ||
Real Estate Properties [Line Items] | ||
Number of Properties | Facilitiy | 88 | 83 |
Number of Beds/Units | Bed | 8,110 | 7,855 |
Total Real Estate at Cost | $ 1,149,278 | $ 1,153,739 |
Accumulated Depreciation | (96,790) | (80,449) |
Total Real Estate Investments, Net | $ 1,052,488 | $ 1,073,290 |
Operating Segments [Member] | Senior Housing - Managed [Member] | ||
Real Estate Properties [Line Items] | ||
Number of Properties | Facilitiy | 11 | 2 |
Number of Beds/Units | Bed | 999 | 134 |
Total Real Estate at Cost | $ 170,866 | $ 34,212 |
Accumulated Depreciation | (10,884) | (1,682) |
Total Real Estate Investments, Net | $ 159,982 | $ 32,530 |
Operating Segments [Member] | Specialty Hospitals and Other [Member] | ||
Real Estate Properties [Line Items] | ||
Number of Properties | Facilitiy | 22 | 1 |
Number of Beds/Units | Bed | 1,085 | 70 |
Total Real Estate at Cost | $ 602,339 | $ 61,640 |
Accumulated Depreciation | (12,820) | (10,387) |
Total Real Estate Investments, Net | 589,519 | 51,253 |
Corporate Level [Member] | ||
Real Estate Properties [Line Items] | ||
Total Real Estate at Cost | 448 | 406 |
Accumulated Depreciation | (274) | (256) |
Total Real Estate Investments, Net | $ 174 | $ 150 |
REAL ESTATE PROPERTIES HELD F42
REAL ESTATE PROPERTIES HELD FOR INVESTMENT - Narrative (Details) $ in Thousands | Oct. 01, 2017Property | Sep. 30, 2017USD ($)PropertyacquisitionFacilitiy | Sep. 30, 2017USD ($)PropertyacquisitionFacilitiy | Sep. 30, 2017USD ($)PropertyacquisitionFacilitiy | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) |
Real Estate Properties [Line Items] | ||||||
Payment of contingent consideration | $ 0 | |||||
Facilities transitioned to managed property structure with earn out terminated | Property | 8 | |||||
Change in fair value of contingent consideration | $ 552 | $ (50) | ||||
Weighted average lease expiration period | 9 years | |||||
Security deposit liability | $ 35,600 | $ 35,600 | $ 35,600 | $ 2,700 | ||
Reserve for unpaid cash rents | 3,500 | 3,500 | 3,500 | 3,200 | ||
Allowance for straight-line rental income | $ 2,800 | $ 2,800 | $ 2,800 | $ 3,700 | ||
Genesis [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Memoranda of understanding facilities | Facilitiy | 35 | |||||
Number of leased facilities | Facilitiy | 43 | 43 | 43 | |||
Minimum [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Lease expiration period | 1 year | |||||
Maximum [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Lease expiration period | 15 years | |||||
Acquisitions With Contingent Consideration Arrangements [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Number of Properties | acquisition | 3 | 3 | 3 | |||
Estimated earn-out value | $ 3,200 | $ 3,200 | $ 3,200 | |||
Acquisitions With Contingent Consideration Arrangements [Member] | Accounts Payable and Accrued Liabilities [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Contingent consideration liability | $ 300 | 300 | 300 | |||
Acquisitions With Contingent Consideration Arrangements [Member] | Other Operating Income (Expense) [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Change in fair value of contingent consideration | $ 300 | $ (600) | ||||
Non Triple-net Operating Leases [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Number of Properties | Property | 11 | 11 | 11 | |||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Genesis [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Number of facilities sold | Property | 2 | |||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Subsequent Event [Member] | Genesis [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Number of facilities sold | Property | 2 | |||||
Held-for-sale [Member] | Subsequent Event [Member] | Genesis [Member] | ||||||
Real Estate Properties [Line Items] | ||||||
Number of facilities sold | Property | 20 |
REAL ESTATE PROPERTIES HELD F43
REAL ESTATE PROPERTIES HELD FOR INVESTMENT - Summary of Revenue by External Customers (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($)Facilitiy | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)Facilitiy | Sep. 30, 2016USD ($) | |
Concentration Risk [Line Items] | ||||
Total revenues | $ 111,789 | $ 61,927 | $ 239,175 | $ 198,735 |
Genesis Healthcare, Inc. [Member] | ||||
Concentration Risk [Line Items] | ||||
Number of Investments | Facilitiy | 76 | 76 | ||
Total revenues | $ 20,257 | $ 60,470 | ||
Holiday AL Holdings, LP [Member] | ||||
Concentration Risk [Line Items] | ||||
Number of Investments | Facilitiy | 21 | 21 | ||
Total revenues | $ 9,813 | $ 29,438 | ||
Rental Revenue [Member] | Customer Concentration Risk [Member] | Genesis Healthcare, Inc. [Member] | ||||
Concentration Risk [Line Items] | ||||
% of Total Revenue | 18.10% | 25.30% | ||
Rental Revenue [Member] | Customer Concentration Risk [Member] | Holiday AL Holdings, LP [Member] | ||||
Concentration Risk [Line Items] | ||||
% of Total Revenue | 8.80% | 12.30% |
REAL ESTATE PROPERTIES HELD F44
REAL ESTATE PROPERTIES HELD FOR INVESTMENT - Schedule of Future Minimum Rental Payments Receivable for Operating Leases (Details) $ in Thousands | Sep. 30, 2017USD ($) |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
October 1, 2017 through December 31, 2017 | $ 146,223 |
2,018 | 590,222 |
2,019 | 599,100 |
2,020 | 592,748 |
2,021 | 582,633 |
Thereafter | 3,508,262 |
Total | $ 6,019,188 |
ASSET HELD FOR SALE DISPOSITI45
ASSET HELD FOR SALE DISPOSITIONS - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)Facilitiy | Sep. 30, 2016USD ($)Facilitiy | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Impairment losses on real estate investments | $ 0 | $ 0 | $ 0 | $ 29,811 |
Discontinued Operations, Disposed of by Sale [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net income (loss) from facilities | 300 | 0 | ||
Discontinued Operations, Disposed of by Sale [Member] | 2017 Dispositions [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net book value | 7,100 | 7,100 | ||
Consideration | 11,700 | 11,700 | ||
Gain (loss) from sale | $ 4,600 | |||
Discontinued Operations, Disposed of by Sale [Member] | 2016 Dispositions [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net book value | 88,600 | 88,600 | ||
Consideration | $ 85,400 | 85,400 | ||
Gain (loss) from sale | (3,200) | |||
Selling expenses | 2,300 | |||
Impairment losses on real estate investments | $ 29,800 | |||
Skilled Nursing Transitional Care Facilities [Member] | Held-for-sale [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Number of properties | Facilitiy | 1 | |||
Net book value | $ 2,000 | $ 2,000 | ||
Skilled Nursing Transitional Care Facilities [Member] | Discontinued Operations, Disposed of by Sale [Member] | 2017 Dispositions [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Number of properties | Facilitiy | 4 | |||
Skilled Nursing Transitional Care Facilities [Member] | Discontinued Operations, Disposed of by Sale [Member] | 2016 Dispositions [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Number of properties | Facilitiy | 2 | |||
Acute Care Hospital [Member] | Discontinued Operations, Disposed of by Sale [Member] | 2016 Dispositions [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Number of properties | Facilitiy | 1 |
LOANS RECEIVABLE AND OTHER IN46
LOANS RECEIVABLE AND OTHER INVESTMENTS - Schedule of Loans Receivable and Other Investments (Details) $ in Thousands | Sep. 30, 2017USD ($)loan | Dec. 31, 2016USD ($) |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans Receivable, Quantity | loan | 24 | |
Loans Receivable, Principal Balance | $ 129,341 | |
Loans Receivable, Book Value | $ 103,689 | $ 53,596 |
Loans Receivable, Weighted Average Contractual Interest Rate / Rate of Return | 9.30% | |
Loan loss reserve | $ (6,211) | (2,750) |
Loans Receivable, Net Amount | $ 97,478 | 50,846 |
Preferred Equity Investment, Quantity | loan | 13 | |
Preferred Equity Investment, Principal Balance | $ 51,833 | 44,882 |
Preferred Equity Investment, Book Value | $ 52,288 | 45,190 |
Preferred Equity Investment, Weighted Average Contractual Interest Rate / Rate of Return | 12.80% | |
Total Investments, Quantity | loan | 37 | |
Total Investments, Principal Balance | $ 181,174 | |
Total Investments, Book Value | $ 149,766 | 96,036 |
Total Investments, Weighted Average Contractual Interest Rate / Rate of Return | 10.30% | |
Mortgage [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans Receivable, Quantity | loan | 5 | |
Loans Receivable, Principal Balance | $ 45,064 | |
Loans Receivable, Book Value | $ 42,664 | 38,262 |
Loans Receivable, Weighted Average Contractual Interest Rate / Rate of Return | 9.20% | |
Construction [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans Receivable, Quantity | loan | 2 | |
Loans Receivable, Principal Balance | $ 2,354 | |
Loans Receivable, Book Value | $ 2,418 | 842 |
Loans Receivable, Weighted Average Contractual Interest Rate / Rate of Return | 8.00% | |
Mezzanine [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans Receivable, Quantity | loan | 2 | |
Loans Receivable, Principal Balance | $ 34,640 | |
Loans Receivable, Book Value | $ 28,391 | 9,656 |
Loans Receivable, Weighted Average Contractual Interest Rate / Rate of Return | 10.30% | |
Pre-development [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans Receivable, Quantity | loan | 1 | |
Loans Receivable, Principal Balance | $ 2,357 | |
Loans Receivable, Book Value | $ 2,357 | 4,023 |
Loans Receivable, Weighted Average Contractual Interest Rate / Rate of Return | 9.00% | |
Other [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans Receivable, Quantity | loan | 14 | |
Loans Receivable, Principal Balance | $ 44,926 | |
Loans Receivable, Book Value | $ 27,859 | 0 |
Loans Receivable, Weighted Average Contractual Interest Rate / Rate of Return | 8.60% | |
Debtor-in-possession [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans Receivable, Quantity | loan | 0 | |
Loans Receivable, Principal Balance | $ 0 | |
Loans Receivable, Book Value | $ 0 | $ 813 |
LOANS RECEIVABLE AND OTHER IN47
LOANS RECEIVABLE AND OTHER INVESTMENTS - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017USD ($)loan | Sep. 30, 2017USD ($)loan | Dec. 31, 2016USD ($) | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Number of loans | loan | 24 | 24 | |
Loan receivable investments, book value | $ 97,478 | $ 97,478 | $ 50,846 |
Outstanding principal balance | 103,689 | 103,689 | 53,596 |
Loan loss reserve | $ 6,211 | $ 6,211 | 2,750 |
Nonperforming Financial Instruments [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Number of loans | loan | 6 | 6 | |
Outstanding principal balance | $ 35,200 | $ 35,200 | 35,200 |
Loan loss reserve in period | $ 3,000 | $ 4,800 | |
Number of loans on which provision for losses were recorded | loan | 4 | 4 | |
Number of loans written off | loan | 2 | ||
Number of loan receivable investments, nonaccrual status | loan | 6 | 6 | |
Value of loans on nonaccrual status | $ 35,200 | $ 35,200 | |
Portfolio-Based Loan Receivable [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Loan loss reserve in period | 400 | ||
Decrease in provision | 32 | 300 | |
Loan loss reserve | 100 | 100 | |
Specific Loans [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Loan loss reserve in period | $ 2,300 | ||
Loan loss reserve | $ 6,100 | $ 6,100 | |
Care Capital Properties [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Number of loans | loan | 18 | 18 | |
Loan receivable investments, book value | $ 54,100 | $ 54,100 |
DEBT - Schedule of Long Term De
DEBT - Schedule of Long Term Debt - Mortgage Notes (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Deferred financing costs, net | $ (22,401) | |
Mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Book Value, Fixed Rate | 161,871 | $ 163,638 |
Book Value, Variable Rate | 98,500 | 0 |
Book Value, Total | $ 260,371 | 163,638 |
Weighted Average Effective Interest Rate | 3.55% | |
Deferred financing costs, net | $ (2,800) | $ (2,900) |
Mortgages [Member] | Fixed Rate Mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Weighted Average Effective Interest Rate | 3.87% | |
Mortgages [Member] | Variable Rate Mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Weighted Average Effective Interest Rate | 3.02% |
DEBT - Narrative (Details)
DEBT - Narrative (Details) | Aug. 17, 2017USD ($) | Jan. 14, 2016USD ($)extension_option | Sep. 30, 2017USD ($)extension_optioninstrument | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)extension_optioninstrument | Sep. 30, 2016USD ($) | Aug. 17, 2017CAD | Dec. 31, 2016USD ($) | Aug. 10, 2016USD ($)agreement | Aug. 10, 2016CADagreement | Jan. 14, 2016CADextension_option | Jun. 10, 2015CAD |
Debt Instrument [Line Items] | ||||||||||||
Loss on extinguishment of debt | $ 553,000 | $ 0 | $ 553,000 | $ 556,000 | ||||||||
Revolving credit facility | 251,000,000 | 251,000,000 | $ 26,000,000 | |||||||||
Interest expense | 24,568,000 | 15,794,000 | 56,218,000 | 49,139,000 | ||||||||
Deferred financing costs amortization included in interest expense | 1,600,000 | $ 1,300,000 | 4,132,000 | $ 3,767,000 | ||||||||
Accrued interest | $ 15,400,000 | $ 15,400,000 | 13,800,000 | |||||||||
5.5% Senior Unsecured Notes Due 2021 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate | 5.50% | 5.50% | ||||||||||
5.375% Senior Unsecured Notes Due 2023 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate | 5.375% | 5.375% | ||||||||||
5.125% Senior Unsecured Notes Due 2026 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate | 5.125% | 5.125% | ||||||||||
5.38% Senior Unsecured Notes Due 2027 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate | 5.38% | 5.38% | ||||||||||
Prior Credit Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Loss on extinguishment of debt | $ 600,000 | |||||||||||
Prior Credit Facility [Member] | Revolving Credit Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | $ 500,000,000 | |||||||||||
Borrowing capacity in certain foreign currencies (up to) | $ 125,000,000 | |||||||||||
Number of optional extensions | extension_option | 2 | 2 | ||||||||||
Optional extension period | 6 months | |||||||||||
Prior Credit Facility [Member] | Revolving Credit Facility [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Annum percent unused borrowing fee | 0.25% | |||||||||||
Prior Credit Facility [Member] | Revolving Credit Facility [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Annum percent unused borrowing fee | 0.30% | |||||||||||
Prior Credit Facility [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.00% | |||||||||||
Prior Credit Facility [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.80% | |||||||||||
Prior Credit Facility [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 2.40% | |||||||||||
Prior Credit Facility [Member] | Revolving Credit Facility [Member] | Federal Funds Rate [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.50% | |||||||||||
Prior Credit Facility [Member] | Revolving Credit Facility [Member] | Base Rate [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.80% | |||||||||||
Prior Credit Facility [Member] | Revolving Credit Facility [Member] | Base Rate [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.40% | |||||||||||
Prior U.S. Dollar Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt amount | $ 245,000,000 | |||||||||||
Prior U.S. Dollar Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.75% | |||||||||||
Prior U.S. Dollar Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 2.35% | |||||||||||
Prior U.S. Dollar Term Loan [Member] | Base Rate [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.75% | |||||||||||
Prior U.S. Dollar Term Loan [Member] | Base Rate [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.35% | |||||||||||
Prior U.S. Dollar Term Loan [Member] | Canadian Dollar Offer Rate (CDOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.75% | |||||||||||
Prior U.S. Dollar Term Loan [Member] | Canadian Dollar Offer Rate (CDOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 2.35% | |||||||||||
Prior Canadian Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt amount | CAD | CAD 125,000,000 | CAD 90,000,000 | ||||||||||
Interest rate swap, fixed | 1.59% | |||||||||||
Credit Facility [Member] | Line of Credit [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | $ 1,250,000,000 | |||||||||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | $ 1,000,000,000 | |||||||||||
Borrowing capacity in certain foreign currencies (up to) | $ 175,000,000 | |||||||||||
Number of optional extensions | extension_option | 2 | 2 | ||||||||||
Optional extension period | 6 months | |||||||||||
Interest rate | 2.47% | 2.47% | ||||||||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Annum percent unused borrowing fee | 0.125% | |||||||||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Annum percent unused borrowing fee | 0.30% | |||||||||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.875% | |||||||||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.65% | |||||||||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | Base Rate [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.00% | |||||||||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | Base Rate [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.65% | |||||||||||
Credit Agreement [Member] | Line of Credit [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Borrowing capacity | $ 2,500,000,000 | |||||||||||
U.S. Dollar Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt amount | $ 245,000,000 | |||||||||||
U.S. Dollar Term Loan [Member] | Interest Rate Swap [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate swap, fixed | 0.90% | 0.90% | ||||||||||
Derivatives held | agreement | 2 | 2 | ||||||||||
U.S. Dollar Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.90% | |||||||||||
U.S. Dollar Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.90% | |||||||||||
U.S. Dollar Term Loan [Member] | Base Rate [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.00% | |||||||||||
U.S. Dollar Term Loan [Member] | Base Rate [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.90% | |||||||||||
U.S. Dollar Term Loan [Member] | Canadian Dollar Offer Rate (CDOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 0.90% | |||||||||||
U.S. Dollar Term Loan [Member] | Canadian Dollar Offer Rate (CDOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.90% | |||||||||||
Canadian Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt amount | CAD | CAD 125,000,000 | CAD 35,000,000 | ||||||||||
Canadian Term Loan [Member] | Interest Rate Swap [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate swap, fixed | 1.31% | 1.31% | 0.93% | 0.93% | ||||||||
Derivatives held | agreement | 1 | 1 | ||||||||||
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Revolving credit facility | $ 251,000,000 | $ 251,000,000 | ||||||||||
Available borrowing capacity | 749,000,000 | 749,000,000 | ||||||||||
Secured indebtedness [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt amount | $ 260,371,000 | $ 260,371,000 | $ 163,638,000 | |||||||||
Initial Option [Member] | U.S. Dollar Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt amount | $ 1,100,000,000 | |||||||||||
Second Option [Member] | U.S. Dollar Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt amount | 200,000,000 | |||||||||||
Care Capital Properties [Member] | Interest Rate Swap [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Derivatives held | instrument | 8 | 8 | ||||||||||
Care Capital Properties [Member] | U.S. Dollar Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt amount | $ 600,000,000 | $ 600,000,000 | ||||||||||
Care Capital Properties [Member] | Secured indebtedness [Member] | Variable Rate Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt amount | $ 98,500,000 | |||||||||||
Care Capital Properties [Member] | Secured indebtedness [Member] | Variable Rate Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis spread on variable rate | 1.80% |
DEBT - Schedule of Long Term 50
DEBT - Schedule of Long Term Debt - Senior Unsecured Notes (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Principal Balance | $ 1,300,000 | $ 700,000 |
Premium, net | 16,259 | |
Deferred financing costs | 22,401 | |
Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Premium, net | 16,259 | |
Deferred financing costs | 10,263 | 11,200 |
Discount | 500 | |
5.5% Senior Unsecured Notes Due 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Principal Balance | 500,000 | 500,000 |
5.375% Senior Unsecured Notes Due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Principal Balance | 200,000 | 200,000 |
5.125% Senior Unsecured Notes Due 2026 [Member] | ||
Debt Instrument [Line Items] | ||
Principal Balance | 500,000 | 0 |
5.38% Senior Unsecured Notes Due 2027 [Member] | ||
Debt Instrument [Line Items] | ||
Principal Balance | $ 100,000 | $ 0 |
DEBT - Schedule of Maturities o
DEBT - Schedule of Maturities of Debt (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017USD ($)extension_option | Dec. 31, 2016USD ($) | |
Debt Instrument [Line Items] | ||
October 1, 2017 through December 31, 2017 | $ 1,054 | |
2,018 | 4,304 | |
2,019 | 102,948 | |
2,020 | 204,598 | |
2,021 | 771,587 | |
Thereafter | 1,927,105 | |
Total Debt | 3,011,596 | |
Premium, net | 16,259 | |
Deferred financing costs, net | (22,401) | |
Total Debt, Net | $ 3,005,454 | |
Credit Agreement [Member] | Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Number of optional extensions | extension_option | 2 | |
Optional extension period | 6 months | |
Secured Indebtedness [Member] | ||
Debt Instrument [Line Items] | ||
October 1, 2017 through December 31, 2017 | $ 1,054 | |
2,018 | 4,304 | |
2,019 | 102,948 | |
2,020 | 4,598 | |
2,021 | 20,587 | |
Thereafter | 126,880 | |
Total Debt | 260,371 | |
Premium, net | 0 | |
Deferred financing costs, net | (2,800) | $ (2,900) |
Total Debt, Net | 257,571 | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
October 1, 2017 through December 31, 2017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 0 | |
2,021 | 251,000 | |
Thereafter | 0 | |
Total Debt | 251,000 | |
Premium, net | 0 | |
Deferred financing costs, net | 0 | |
Total Debt, Net | 251,000 | |
Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
October 1, 2017 through December 31, 2017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 200,000 | |
2,021 | 0 | |
Thereafter | 1,000,225 | |
Total Debt | 1,200,225 | |
Premium, net | 0 | |
Deferred financing costs, net | (9,338) | |
Total Debt, Net | 1,190,887 | |
Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
October 1, 2017 through December 31, 2017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 0 | |
2,021 | 500,000 | |
Thereafter | 800,000 | |
Total Debt | 1,300,000 | |
Premium, net | 16,259 | |
Deferred financing costs, net | (10,263) | $ (11,200) |
Total Debt, Net | $ 1,305,996 |
DERIVATIVE AND HEDGING INSTRU52
DERIVATIVE AND HEDGING INSTRUMENTS - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | |||||
Derivative [Line Items] | |||||
Losses included in accumulated other comprehensive loss which are expected to be reclassified into earnings in the next 12 months | $ 3,500 | ||||
Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Interest Rate Cap [Member] | |||||
Derivative [Line Items] | |||||
Proceeds from termination of derivative | $ 300 | ||||
Designated as Hedging Instrument [Member] | Cash Flow Hedging [Member] | Interest Rate Swap [Member] | |||||
Derivative [Line Items] | |||||
Gain (loss) recognized in income from ineffective portion of hedge | $ (30) | $ (400) | (100) | $ (400) | |
Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Interest expense | $ 0 | $ 8 |
DERIVATIVE AND HEDGING INSTRU53
DERIVATIVE AND HEDGING INSTRUMENTS - Summary of Derivative Notional Amounts (Details) - Cross Currency Interest Rate Swaps [Member] - Designated as Hedging Instrument [Member] CAD in Thousands, $ in Thousands | Sep. 30, 2017USD ($) | Sep. 30, 2017CAD | Dec. 31, 2016USD ($) | Dec. 31, 2016CAD |
Cash Flow Hedging [Member] | ||||
Derivative [Line Items] | ||||
Notional amount | $ 845,000 | CAD 125,000 | $ 245,000 | CAD 125,000 |
Net Investment Hedging [Member] | ||||
Derivative [Line Items] | ||||
Notional amount | 56,300 | 56,300 | ||
Derivative liability, notional amount | CAD 125,000 | CAD 125,000 |
DERIVATIVE AND HEDGING INSTRU54
DERIVATIVE AND HEDGING INSTRUMENTS - Summary of Derivative and Financial Instruments Designated as Hedging Instruments (Details) $ in Thousands | Sep. 30, 2017USD ($)instrument | Dec. 31, 2016USD ($) |
Derivatives, Fair Value [Line Items] | ||
Derivative Asset | $ 20,273 | $ 11,240 |
Derivative Liability | 0 | 716 |
Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset | 19,784 | 11,240 |
Derivative Liability | $ 100,225 | 93,716 |
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Cash Flow Hedging [Member] | Accounts receivable, prepaid expenses and other assets, net [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Count | instrument | 12 | |
Derivative Asset | $ 18,957 | 8,083 |
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Cash Flow Hedging [Member] | Accounts payable and accrued liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Count | instrument | 0 | |
Derivative Liability | $ 0 | 716 |
Designated as Hedging Instrument [Member] | Cross Currency Interest Rate Swaps [Member] | Net Investment Hedging [Member] | Accounts receivable, prepaid expenses and other assets, net [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Count | instrument | 2 | |
Derivative Asset | $ 827 | 3,157 |
Designated as Hedging Instrument [Member] | CAD Term Loan [Member] | Net Investment Hedging [Member] | Term loans, net [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Count | instrument | 1 | |
Derivative Liability | $ 100,225 | $ 93,000 |
DERIVATIVE AND HEDGING INSTRU55
DERIVATIVE AND HEDGING INSTRUMENTS - Schedule of Derivative Financial Instruments on the Condensed Consolidated Statements of Income (Loss) and Condensed Consolidated Statements of Equity (Details) - Designated as Hedging Instrument [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) | $ (646) | $ 1,425 | $ (5,002) | $ (10,000) |
Loss Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) | (535) | (413) | (1,404) | (802) |
Interest Rate Products [Member] | Interest Expense [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) | 4,372 | (40) | 4,462 | (2,019) |
Loss Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) | (535) | (413) | (1,404) | (802) |
Foreign Currency Products [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) | (1,080) | 102 | (2,239) | (2,118) |
Loss Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) | 0 | 0 | 0 | 0 |
CAD Term Loan [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion) | (3,938) | 1,363 | (7,225) | (5,863) |
Loss Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion) | $ 0 | $ 0 | $ 0 | $ 0 |
DERIVATIVE AND HEDGING INSTRU56
DERIVATIVE AND HEDGING INSTRUMENTS - Schedule of the Gross Presentation, Effects of Offsetting, and a Net Presentation of Derivatives (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Offsetting Assets, Gross Amounts of Recognized Assets / Liabilities | $ 20,273 | $ 11,240 |
Offsetting Assets, Gross Amounts Offset in the Balance Sheet | 0 | 0 |
Offsetting Assets, Net Amounts of Assets / Liabilities presented in the Balance Sheet | 20,273 | 11,240 |
Offsetting Assets, Gross Amounts Not Offset in the Balance Sheet, Financial Instruments | 0 | (716) |
Offsetting Assets, Gross Amounts Not Offset in the Balance Sheet, Cash Collateral Received | 0 | 0 |
Offsetting Assets, Net Amount | 20,273 | 10,524 |
Offsetting Liabilities, Gross Amounts of Recognized Assets / Liabilities | 0 | 716 |
Offsetting Liabilities, Gross Amounts Offset in the Balance Sheet | 0 | 0 |
Offsetting Liabilities, Net Amounts of Assets / Liabilities presented in the Balance Sheet | 0 | 716 |
Offsetting Liabilities, Gross Amounts Not Offset in the Balance Sheet, Financial Instruments | 0 | (716) |
Offsetting Liabilities, Gross Amounts Not Offset in the Balance Sheet, Cash Collateral Received | 0 | 0 |
Offsetting Liabilities, Net Amount | $ 0 | $ 0 |
FAIR VALUE DISCLOSURES - Summar
FAIR VALUE DISCLOSURES - Summary of Face Values, Carrying Amounts and Fair Values of Financial Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable, Face Value | $ 129,341 | $ 53,484 |
Preferred equity investment, Face Value | 51,833 | 44,882 |
Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities, Face Value | 1,300,000 | 700,000 |
Mortgage indebtedness [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities, Face Value | 260,371 | 163,638 |
Carrying Amount [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | 97,478 | 50,846 |
Preferred equity investments | 52,288 | 45,190 |
Carrying Amount [Member] | Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 1,305,996 | 688,246 |
Carrying Amount [Member] | Mortgage indebtedness [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 257,571 | 160,752 |
Fair Value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | 97,722 | 51,914 |
Preferred equity investments | 52,926 | 48,332 |
Fair Value [Member] | Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 1,341,106 | 709,500 |
Fair Value [Member] | Mortgage indebtedness [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | $ 248,041 | $ 150,091 |
FAIR VALUE DISCLOSURES - Schedu
FAIR VALUE DISCLOSURES - Schedule of Inputs used for Carrying Amounts which do not Approximate Fair Value with Valuation Methods (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Total [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | $ 97,722 | $ 51,914 |
Preferred equity investments | 52,926 | 48,332 |
Total [Member] | Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 1,341,106 | 709,500 |
Total [Member] | Secured indebtedness [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 248,041 | $ 150,091 |
Recurring [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | 0 | |
Preferred equity investments | 0 | |
Recurring [Member] | Level 1 [Member] | Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Recurring [Member] | Level 1 [Member] | Secured indebtedness [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Recurring [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | 0 | |
Preferred equity investments | 0 | |
Recurring [Member] | Level 2 [Member] | Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 1,341,106 | |
Recurring [Member] | Level 2 [Member] | Secured indebtedness [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Recurring [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | 97,722 | |
Preferred equity investments | 52,926 | |
Recurring [Member] | Level 3 [Member] | Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Recurring [Member] | Level 3 [Member] | Secured indebtedness [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 248,041 | |
Recurring [Member] | Total [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | 97,722 | |
Preferred equity investments | 52,926 | |
Recurring [Member] | Total [Member] | Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 1,341,106 | |
Recurring [Member] | Total [Member] | Secured indebtedness [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | $ 248,041 |
FAIR VALUE DISCLOSURES - Sche59
FAIR VALUE DISCLOSURES - Schedule of Amounts Measured at Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Asset | $ 20,273 | $ 11,240 |
Financial liability | 0 | $ 716 |
Recurring [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | 0 | |
Recurring [Member] | Level 1 [Member] | Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Asset | 0 | |
Recurring [Member] | Level 1 [Member] | Cross Currency Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Asset | 0 | |
Recurring [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | 266 | |
Recurring [Member] | Level 2 [Member] | Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Asset | 18,957 | |
Recurring [Member] | Level 2 [Member] | Cross Currency Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Asset | 827 | |
Recurring [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | 0 | |
Recurring [Member] | Level 3 [Member] | Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Asset | 0 | |
Recurring [Member] | Level 3 [Member] | Cross Currency Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Asset | 0 | |
Recurring [Member] | Total [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration liability | 266 | |
Recurring [Member] | Total [Member] | Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Asset | 18,957 | |
Recurring [Member] | Total [Member] | Cross Currency Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial Asset | $ 827 |
FAIR VALUE DISCLOSURES - Sche60
FAIR VALUE DISCLOSURES - Schedule of Reconciliation for Contingent Consideration Liability Recorded at Fair Value using Level 3 Inputs (Details) - Recurring [Member] - Level 3 [Member] $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Business Combination, Contingent Consideration, Liability [Abstract] | |
Beginning Balance | $ 818 |
Decrease in contingent consideration liability | (552) |
Ending Balance | $ 266 |
FAIR VALUE DISCLOSURES - Narrat
FAIR VALUE DISCLOSURES - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($)Propertyacquisition | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Payment of contingent consideration | $ 0 | |||
Facilities transitioned to managed property structure with earn out terminated | Property | 8 | |||
Change in fair value of contingent consideration | $ 552 | $ (50) | ||
Recurring [Member] | Level 3 [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Contingent consideration liability | $ 266 | $ 266 | $ 818 | |
Acquisitions With Contingent Consideration Arrangements [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Number of real estate acquisitions | acquisition | 3 | |||
Other Operating Income (Expense) [Member] | Acquisitions With Contingent Consideration Arrangements [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Change in fair value of contingent consideration | $ 300 | $ (600) |
EQUITY - Narrative (Details)
EQUITY - Narrative (Details) - USD ($) | Oct. 02, 2017 | Sep. 28, 2017 | Aug. 17, 2017 | Mar. 21, 2013 | Sep. 30, 2017 | Dec. 31, 2016 |
Equity [Abstract] | ||||||
Preferred stock, shares issued (in shares) | 5,800,000 | 5,750,000 | 5,750,000 | |||
Preferred stock, dividend rate, percentage | 7.125% | |||||
Price per share (in dollars per share) | $ 25 | |||||
Preferred stock, net proceeds from offering | $ 138,300,000 | |||||
Preferred stock, dividends in arrears | $ 0 | |||||
Redemption share price (in dollars per share) | $ 25 | |||||
Convertible preferred stock, conversion price (in dollars per share) | $ 25 | |||||
Convertible preferred stock, shares issued upon conversion (in shares) | 1.7864 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Tax withholding obligations on behalf of employees | 2,800,000 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued as a result of restricted stock unit vestings (in shares) | 100,000 | |||||
Underwritten Public Offering [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares sold in offering (in shares) | 16,000,000 | |||||
Proceeds from offering | $ 322,600,000 | |||||
Share price (in usd per share) | $ 21 | |||||
Care Capital Properties [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued in merger (in shares) | 94,000,000 | |||||
Subsequent Event [Member] | Underwritten Public Offering [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share price (in usd per share) | $ 21 | |||||
Subsequent Event [Member] | Underwriters Option [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares sold in offering (in shares) | 2,400,000 | |||||
Proceeds from offering | $ 48,400,000 |
EQUITY - Schedule of Cash Divid
EQUITY - Schedule of Cash Dividends on Common Stock Declared and Paid (Details) - $ / shares | Aug. 02, 2017 | May 08, 2017 | Feb. 03, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Dividends Payable [Line Items] | ||||||||
Common dividends (in dollars per share) | $ 0.3598913 | $ 0.43 | $ 0.42 | $ 0.3598913 | $ 0.42 | $ 1.21 | $ 1.25 | |
Dividend Declared [Member] | ||||||||
Dividends Payable [Line Items] | ||||||||
Common dividends (in dollars per share) | $ 0.43 |
EQUITY - Summary of Accumulated
EQUITY - Summary of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss) | $ 4,236 | $ (1,798) |
Total accumulated other comprehensive loss [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss) | 4,236 | (1,798) |
Foreign currency translation loss [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss) | (2,515) | (3,067) |
Unrealized gains on cash flow hedges [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss) | $ 6,751 | $ 1,269 |
EARNINGS PER COMMON SHARE - Sch
EARNINGS PER COMMON SHARE - Schedule of the Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Numerator | ||||
Net income attributable to common stockholders (in usd) | $ 12,534 | $ 22,776 | $ 46,756 | $ 39,419 |
Denominator | ||||
Basic weighted average common shares and common equivalents | 112,149,638 | 65,312,288 | 81,150,846 | 65,285,591 |
Dilutive restricted stock units | 268,462 | 279,140 | 278,198 | 184,998 |
Diluted weighted average common shares | 112,418,100 | 65,591,428 | 81,429,044 | 65,470,589 |
Net income attributable to common stockholders, per: | ||||
Basic common share (in dollars per share) | $ 0.11 | $ 0.35 | $ 0.58 | $ 0.60 |
Diluted common share (in dollars per share) | $ 0.11 | $ 0.35 | $ 0.57 | $ 0.60 |
EARNINGS PER COMMON SHARE - Nar
EARNINGS PER COMMON SHARE - Narrative (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Restricted Stock Units (RSUs) [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive stock | 6,800 | 1,200 | 23,100 | 15,600 |
Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive stock | 0 | 0 | ||
Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Outstanding stock options | 0 | 0 |
SUMMARIZED CONDENSED CONSOLID67
SUMMARIZED CONDENSED CONSOLIDATING INFORMATION - Condensed Consolidating Balance Sheet (unaudited) (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Assets | ||||
Real estate investments, net of accumulated depreciation | $ 5,972,785,000 | $ 2,009,939,000 | ||
Loans receivable and other investments, net | 149,766,000 | 96,036,000 | ||
Cash and cash equivalents | 30,873,000 | 25,663,000 | $ 19,674,000 | $ 7,434,000 |
Restricted cash | 12,489,000 | 9,002,000 | ||
Lease intangible assets, net | 262,817,000 | 26,250,000 | ||
Accounts receivable, prepaid expenses and other assets, net | 159,577,000 | 99,029,000 | ||
Intercompany | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Total assets | 6,588,307,000 | 2,265,919,000 | ||
Liabilities | ||||
Secured debt, net | 257,571,000 | 160,752,000 | ||
Revolving credit facility | 251,000,000 | 26,000,000 | ||
Term loans, net | 1,190,887,000 | 335,673,000 | ||
Senior unsecured notes, net | 1,305,996,000 | 688,246,000 | ||
Accounts payable and accrued liabilities | 116,146,000 | 39,639,000 | ||
Lease intangible liabilities, net | 94,878,000 | 0 | ||
Intercompany | 0 | 0 | ||
Total liabilities | 3,216,478,000 | 1,250,310,000 | ||
Total Sabra Health Care REIT, Inc. stockholders’ equity | 3,369,103,000 | 1,015,574,000 | ||
Noncontrolling interests | 2,726,000 | 35,000 | ||
Total equity | 3,371,829,000 | 1,015,609,000 | 1,013,887,000 | 1,053,876,000 |
Total liabilities and equity | 6,588,307,000 | 2,265,919,000 | ||
Elimination [Member] | ||||
Assets | ||||
Real estate investments, net of accumulated depreciation | 0 | 0 | ||
Loans receivable and other investments, net | 0 | 0 | ||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Restricted cash | 0 | 0 | ||
Lease intangible assets, net | 0 | 0 | ||
Accounts receivable, prepaid expenses and other assets, net | (4,200,000) | (1,909,000) | ||
Intercompany | (4,957,890,000) | (1,080,899,000) | ||
Investment in subsidiaries | (1,797,499,000) | (1,559,738,000) | ||
Total assets | (6,759,589,000) | (2,642,546,000) | ||
Liabilities | ||||
Secured debt, net | 0 | 0 | ||
Revolving credit facility | 0 | 0 | ||
Term loans, net | 0 | 0 | ||
Senior unsecured notes, net | 0 | 0 | ||
Accounts payable and accrued liabilities | (4,200,000) | (1,909,000) | ||
Lease intangible liabilities, net | 0 | |||
Intercompany | (4,957,890,000) | (1,080,899,000) | ||
Total liabilities | (4,962,090,000) | (1,082,808,000) | ||
Total Sabra Health Care REIT, Inc. stockholders’ equity | (1,797,499,000) | (1,559,738,000) | ||
Noncontrolling interests | 0 | 0 | ||
Total equity | (1,797,499,000) | (1,559,738,000) | ||
Total liabilities and equity | (6,759,589,000) | (2,642,546,000) | ||
Parent Company [Member] | ||||
Assets | ||||
Real estate investments, net of accumulated depreciation | 174,000 | 150,000 | ||
Loans receivable and other investments, net | (140,000) | (410,000) | ||
Cash and cash equivalents | 25,214,000 | 18,168,000 | 14,258,000 | 2,548,000 |
Restricted cash | 0 | 0 | ||
Lease intangible assets, net | 0 | 0 | ||
Accounts receivable, prepaid expenses and other assets, net | 2,219,000 | 2,859,000 | ||
Intercompany | 2,618,618,000 | 368,281,000 | ||
Investment in subsidiaries | 744,470,000 | 640,238,000 | ||
Total assets | 3,390,555,000 | 1,029,286,000 | ||
Liabilities | ||||
Secured debt, net | 0 | 0 | ||
Revolving credit facility | 0 | 0 | ||
Term loans, net | 0 | 0 | ||
Senior unsecured notes, net | 0 | 0 | ||
Accounts payable and accrued liabilities | 21,452,000 | 13,712,000 | ||
Lease intangible liabilities, net | 0 | |||
Intercompany | 0 | 0 | ||
Total liabilities | 21,452,000 | 13,712,000 | ||
Total Sabra Health Care REIT, Inc. stockholders’ equity | 3,369,103,000 | 1,015,574,000 | ||
Noncontrolling interests | 0 | 0 | ||
Total equity | 3,369,103,000 | 1,015,574,000 | ||
Total liabilities and equity | 3,390,555,000 | 1,029,286,000 | ||
Issuers [Member] | ||||
Assets | ||||
Real estate investments, net of accumulated depreciation | 0 | 0 | ||
Loans receivable and other investments, net | 0 | 0 | ||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Restricted cash | 0 | 0 | ||
Lease intangible assets, net | 0 | 0 | ||
Accounts receivable, prepaid expenses and other assets, net | 30,483,000 | 18,023,000 | ||
Intercompany | 2,339,272,000 | 687,493,000 | ||
Investment in subsidiaries | 1,040,196,000 | 907,136,000 | ||
Total assets | 3,409,951,000 | 1,612,652,000 | ||
Liabilities | ||||
Secured debt, net | 0 | 0 | ||
Revolving credit facility | 251,000,000 | 26,000,000 | ||
Term loans, net | 1,091,939,000 | 243,626,000 | ||
Senior unsecured notes, net | 1,305,996,000 | 688,246,000 | ||
Accounts payable and accrued liabilities | 16,546,000 | 14,542,000 | ||
Lease intangible liabilities, net | 0 | |||
Intercompany | 0 | 0 | ||
Total liabilities | 2,665,481,000 | 972,414,000 | ||
Total Sabra Health Care REIT, Inc. stockholders’ equity | 744,470,000 | 640,238,000 | ||
Noncontrolling interests | 0 | 0 | ||
Total equity | 744,470,000 | 640,238,000 | ||
Total liabilities and equity | 3,409,951,000 | 1,612,652,000 | ||
Sabra Capital Corporation [Member] | Combined Guarantor Subsidiaries [Member] | ||||
Assets | ||||
Real estate investments, net of accumulated depreciation | 0 | 0 | ||
Loans receivable and other investments, net | 0 | 0 | ||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Restricted cash | 0 | 0 | ||
Lease intangible assets, net | 0 | 0 | ||
Accounts receivable, prepaid expenses and other assets, net | 0 | 0 | ||
Intercompany | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Total assets | 0 | 0 | ||
Liabilities | ||||
Secured debt, net | 0 | 0 | ||
Revolving credit facility | 0 | 0 | ||
Term loans, net | 0 | 0 | ||
Senior unsecured notes, net | 0 | 0 | ||
Accounts payable and accrued liabilities | 0 | 0 | ||
Lease intangible liabilities, net | 0 | |||
Intercompany | 0 | 0 | ||
Total liabilities | 0 | 0 | ||
Total Sabra Health Care REIT, Inc. stockholders’ equity | 0 | 0 | ||
Noncontrolling interests | 0 | 0 | ||
Total equity | 0 | 0 | ||
Total liabilities and equity | 0 | 0 | ||
Combined Guarantor Subsidiaries of 2021 Notes and 2023 Notes [Member] | Combined Guarantor Subsidiaries [Member] | ||||
Assets | ||||
Real estate investments, net of accumulated depreciation | 1,832,335,000 | 1,860,850,000 | ||
Loans receivable and other investments, net | 89,911,000 | 96,446,000 | ||
Cash and cash equivalents | 1,014,000 | 2,675,000 | 1,846,000 | 1,008,000 |
Restricted cash | 2,038,000 | 57,000 | ||
Lease intangible assets, net | 22,801,000 | 25,489,000 | ||
Accounts receivable, prepaid expenses and other assets, net | 87,304,000 | 70,812,000 | ||
Intercompany | 0 | 0 | ||
Investment in subsidiaries | 12,833,000 | 12,364,000 | ||
Total assets | 2,048,236,000 | 2,068,693,000 | ||
Liabilities | ||||
Secured debt, net | 0 | 0 | ||
Revolving credit facility | 0 | 0 | ||
Term loans, net | 98,948,000 | 92,047,000 | ||
Senior unsecured notes, net | 0 | 0 | ||
Accounts payable and accrued liabilities | 7,230,000 | 11,606,000 | ||
Lease intangible liabilities, net | 0 | |||
Intercompany | 941,667,000 | 1,080,899,000 | ||
Total liabilities | 1,047,845,000 | 1,184,552,000 | ||
Total Sabra Health Care REIT, Inc. stockholders’ equity | 1,000,391,000 | 884,141,000 | ||
Noncontrolling interests | 0 | 0 | ||
Total equity | 1,000,391,000 | 884,141,000 | ||
Total liabilities and equity | 2,048,236,000 | 2,068,693,000 | ||
Combined Non-Guarantor Subsidiaries of 2021 Notes and 2023 Notes [Member] | Combined Non-Guarantor Subsidiaries [Member] | ||||
Assets | ||||
Real estate investments, net of accumulated depreciation | 4,140,276,000 | 148,939,000 | ||
Loans receivable and other investments, net | 59,995,000 | 0 | ||
Cash and cash equivalents | 4,645,000 | 4,820,000 | $ 3,570,000 | $ 3,878,000 |
Restricted cash | 10,451,000 | 8,945,000 | ||
Lease intangible assets, net | 240,016,000 | 761,000 | ||
Accounts receivable, prepaid expenses and other assets, net | 43,771,000 | 9,244,000 | ||
Intercompany | 0 | 25,125,000 | ||
Investment in subsidiaries | 0 | 0 | ||
Total assets | 4,499,154,000 | 197,834,000 | ||
Liabilities | ||||
Secured debt, net | 257,571,000 | 160,752,000 | ||
Revolving credit facility | 0 | 0 | ||
Term loans, net | 0 | 0 | ||
Senior unsecured notes, net | 0 | 0 | ||
Accounts payable and accrued liabilities | 75,118,000 | 1,688,000 | ||
Lease intangible liabilities, net | 94,878,000 | |||
Intercompany | 4,016,223,000 | 0 | ||
Total liabilities | 4,443,790,000 | 162,440,000 | ||
Total Sabra Health Care REIT, Inc. stockholders’ equity | 52,638,000 | 35,359,000 | ||
Noncontrolling interests | 2,726,000 | 35,000 | ||
Total equity | 55,364,000 | 35,394,000 | ||
Total liabilities and equity | $ 4,499,154,000 | $ 197,834,000 |
SUMMARIZED CONDENSED CONSOLID68
SUMMARIZED CONDENSED CONSOLIDATING INFORMATION - Condensed Consolidating Statement of Income (unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues: | ||||
Rental income | $ 100,145 | $ 56,833 | $ 213,273 | $ 167,442 |
Interest and other income | 4,090 | 3,157 | 8,062 | 25,482 |
Resident fees and services | 7,554 | 1,937 | 17,840 | 5,811 |
Total revenues | 111,789 | 61,927 | 239,175 | 198,735 |
Expenses: | ||||
Depreciation and amortization | 25,933 | 17,102 | 62,290 | 51,273 |
Interest | 24,568 | 15,794 | 56,218 | 49,139 |
Operating expenses | 5,102 | 1,404 | 11,929 | 4,256 |
General and administrative | 12,944 | 4,966 | 24,159 | 13,513 |
Merger and acquisition costs | 23,299 | 1,051 | 29,750 | 1,222 |
Provision for doubtful accounts and loan losses | 5,149 | 540 | 7,454 | 3,286 |
Impairment of real estate | 0 | 0 | 0 | 29,811 |
Total expenses | 96,995 | 40,857 | 191,800 | 152,500 |
Other income (expense): | ||||
Loss on extinguishment of debt | (553) | 0 | (553) | (556) |
Other income (expense) | 51 | 2,945 | 3,121 | 5,345 |
Net gain (loss) on sales of real estate | 582 | 1,451 | 4,614 | (3,203) |
Total other income (expense) | 80 | 4,396 | 7,182 | 1,586 |
Income in subsidiary | 0 | 0 | 0 | 0 |
Income before income tax expense | 14,874 | 25,466 | 54,557 | 47,821 |
Income tax benefit (expense) | 195 | (154) | (161) | (786) |
Net income | 15,069 | 25,312 | 54,396 | 47,035 |
Net income (loss) attributable to noncontrolling interests | 26 | 25 | 42 | 66 |
Net income attributable to Sabra Health Care REIT, Inc. | 15,095 | 25,337 | 54,438 | 47,101 |
Preferred stock dividends | (2,561) | (2,561) | (7,682) | (7,682) |
Net income attributable to common stockholders | $ 12,534 | $ 22,776 | $ 46,756 | $ 39,419 |
Net income attributable to common stockholders, per: | ||||
Basic common share (in dollars per share) | $ 0.11 | $ 0.35 | $ 0.58 | $ 0.60 |
Diluted common share (in dollars per share) | $ 0.11 | $ 0.35 | $ 0.57 | $ 0.60 |
Weighted-average number of common shares outstanding, basic (in shares) | 112,149,638 | 65,312,288 | 81,150,846 | 65,285,591 |
Weighted-average number of common shares outstanding, diluted (in shares) | 112,418,100 | 65,591,428 | 81,429,044 | 65,470,589 |
Elimination [Member] | ||||
Revenues: | ||||
Rental income | $ (3,187) | $ (587) | $ (5,164) | $ (1,749) |
Interest and other income | (47) | (68) | (65) | (207) |
Resident fees and services | 0 | 0 | 0 | 0 |
Total revenues | (3,234) | (655) | (5,229) | (1,956) |
Expenses: | ||||
Depreciation and amortization | 0 | 0 | 0 | 0 |
Interest | 0 | 0 | 0 | 0 |
Operating expenses | (3,187) | (587) | (5,182) | (1,760) |
General and administrative | 0 | 0 | 0 | 0 |
Merger and acquisition costs | 0 | 0 | 0 | 0 |
Provision for doubtful accounts and loan losses | 0 | 0 | 0 | 0 |
Impairment of real estate | 0 | |||
Total expenses | (3,187) | (587) | (5,182) | (1,760) |
Other income (expense): | ||||
Loss on extinguishment of debt | 0 | 0 | 0 | |
Other income (expense) | 0 | 0 | 0 | 0 |
Net gain (loss) on sales of real estate | 0 | 0 | 0 | 0 |
Total other income (expense) | 0 | 0 | 0 | 0 |
Income in subsidiary | (121,566) | (70,693) | (258,725) | (157,480) |
Income before income tax expense | (121,613) | (70,761) | (258,772) | (157,676) |
Income tax benefit (expense) | 0 | 0 | 0 | 0 |
Net income | (121,613) | (70,761) | (258,772) | (157,676) |
Net income (loss) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Sabra Health Care REIT, Inc. | (121,613) | (70,761) | (258,772) | (157,676) |
Preferred stock dividends | 0 | 0 | 0 | 0 |
Net income attributable to common stockholders | (121,613) | (70,761) | (258,772) | (157,676) |
Parent Company [Member] | ||||
Revenues: | ||||
Rental income | 0 | 0 | 0 | 0 |
Interest and other income | 8 | 1 | 21 | 3 |
Resident fees and services | 0 | 0 | 0 | 0 |
Total revenues | 8 | 1 | 21 | 3 |
Expenses: | ||||
Depreciation and amortization | 217 | 211 | 649 | 595 |
Interest | 0 | 0 | 0 | 0 |
Operating expenses | 0 | 0 | 0 | 0 |
General and administrative | 10,058 | 4,527 | 19,380 | 12,440 |
Merger and acquisition costs | 23,287 | (105) | 29,703 | 50 |
Provision for doubtful accounts and loan losses | 533 | 566 | 615 | (89) |
Impairment of real estate | 0 | |||
Total expenses | 34,095 | 5,199 | 50,347 | 12,996 |
Other income (expense): | ||||
Loss on extinguishment of debt | 0 | 0 | 0 | |
Other income (expense) | 349 | 2,636 | 2,634 | 4,732 |
Net gain (loss) on sales of real estate | 0 | 0 | 0 | 0 |
Total other income (expense) | 349 | 2,636 | 2,634 | 4,732 |
Income in subsidiary | 49,145 | 28,073 | 102,474 | 55,783 |
Income before income tax expense | 15,407 | 25,511 | 54,782 | 47,522 |
Income tax benefit (expense) | (265) | (106) | (297) | (225) |
Net income | 15,142 | 25,405 | 54,485 | 47,297 |
Net income (loss) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Sabra Health Care REIT, Inc. | 15,142 | 25,405 | 54,485 | 47,297 |
Preferred stock dividends | (2,561) | (2,561) | (7,682) | (7,682) |
Net income attributable to common stockholders | 12,581 | 22,844 | 46,803 | 39,615 |
Issuers [Member] | ||||
Revenues: | ||||
Rental income | 0 | 0 | 0 | 0 |
Interest and other income | 47 | 0 | 47 | 0 |
Resident fees and services | 0 | 0 | 0 | 0 |
Total revenues | 47 | 0 | 47 | 0 |
Expenses: | ||||
Depreciation and amortization | 0 | 0 | 0 | 0 |
Interest | 21,765 | 13,215 | 48,689 | 41,238 |
Operating expenses | 0 | 0 | 0 | 0 |
General and administrative | 16 | 21 | 47 | 42 |
Merger and acquisition costs | 0 | 0 | 0 | 0 |
Provision for doubtful accounts and loan losses | 0 | 0 | 0 | 0 |
Impairment of real estate | 0 | |||
Total expenses | 21,781 | 13,236 | 48,736 | 41,280 |
Other income (expense): | ||||
Loss on extinguishment of debt | (422) | (422) | (468) | |
Other income (expense) | 688 | 400 | 707 | 916 |
Net gain (loss) on sales of real estate | 0 | 0 | 0 | 0 |
Total other income (expense) | 266 | 400 | 285 | 448 |
Income in subsidiary | 70,613 | 40,909 | 150,879 | 96,616 |
Income before income tax expense | 49,145 | 28,073 | 102,475 | 55,784 |
Income tax benefit (expense) | 0 | 0 | (1) | (1) |
Net income | 49,145 | 28,073 | 102,474 | 55,783 |
Net income (loss) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Sabra Health Care REIT, Inc. | 49,145 | 28,073 | 102,474 | 55,783 |
Preferred stock dividends | 0 | 0 | 0 | 0 |
Net income attributable to common stockholders | 49,145 | 28,073 | 102,474 | 55,783 |
Sabra Capital Corporation [Member] | Combined Guarantor Subsidiaries [Member] | ||||
Revenues: | ||||
Rental income | 0 | 0 | 0 | 0 |
Interest and other income | 0 | 0 | 0 | 0 |
Resident fees and services | 0 | 0 | 0 | 0 |
Total revenues | 0 | 0 | 0 | 0 |
Expenses: | ||||
Depreciation and amortization | 0 | 0 | 0 | 0 |
Interest | 0 | 0 | 0 | 0 |
Operating expenses | 0 | 0 | 0 | 0 |
General and administrative | 0 | 0 | 0 | 0 |
Merger and acquisition costs | 0 | 0 | 0 | 0 |
Provision for doubtful accounts and loan losses | 0 | 0 | 0 | 0 |
Impairment of real estate | 0 | |||
Total expenses | 0 | 0 | 0 | 0 |
Other income (expense): | ||||
Loss on extinguishment of debt | 0 | 0 | 0 | |
Other income (expense) | 0 | 0 | 0 | 0 |
Net gain (loss) on sales of real estate | 0 | 0 | 0 | 0 |
Total other income (expense) | 0 | 0 | 0 | 0 |
Income in subsidiary | 0 | 0 | 0 | |
Income before income tax expense | 0 | 0 | 0 | 0 |
Income tax benefit (expense) | 0 | 0 | 0 | 0 |
Net income | 0 | 0 | 0 | 0 |
Net income (loss) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Sabra Health Care REIT, Inc. | 0 | 0 | 0 | 0 |
Preferred stock dividends | 0 | 0 | 0 | 0 |
Net income attributable to common stockholders | 0 | 0 | 0 | 0 |
Combined Guarantor Subsidiaries of 2021 Notes and 2023 Notes [Member] | Combined Guarantor Subsidiaries [Member] | ||||
Revenues: | ||||
Rental income | 54,640 | 52,233 | 160,121 | 153,658 |
Interest and other income | 1,991 | 3,156 | 6,014 | 25,490 |
Resident fees and services | 0 | 0 | 0 | 0 |
Total revenues | 56,631 | 55,389 | 166,135 | 179,148 |
Expenses: | ||||
Depreciation and amortization | 15,500 | 15,320 | 47,882 | 45,955 |
Interest | 792 | 878 | 2,237 | 2,772 |
Operating expenses | 0 | 0 | 0 | 0 |
General and administrative | 1,671 | 375 | 3,429 | 902 |
Merger and acquisition costs | 12 | 1,156 | 47 | 1,171 |
Provision for doubtful accounts and loan losses | 4,616 | (26) | 6,839 | 3,375 |
Impairment of real estate | 29,811 | |||
Total expenses | 22,591 | 17,703 | 60,434 | 83,986 |
Other income (expense): | ||||
Loss on extinguishment of debt | (131) | (131) | (88) | |
Other income (expense) | (986) | (91) | (220) | (230) |
Net gain (loss) on sales of real estate | 614 | 1,451 | 4,640 | (3,203) |
Total other income (expense) | (503) | 1,360 | 4,289 | (3,521) |
Income in subsidiary | 1,808 | 1,711 | 5,372 | 5,081 |
Income before income tax expense | 35,345 | 40,757 | 115,362 | 96,722 |
Income tax benefit (expense) | 482 | (27) | 255 | (512) |
Net income | 35,827 | 40,730 | 115,617 | 96,210 |
Net income (loss) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to Sabra Health Care REIT, Inc. | 35,827 | 40,730 | 115,617 | 96,210 |
Preferred stock dividends | 0 | 0 | 0 | 0 |
Net income attributable to common stockholders | 35,827 | 40,730 | 115,617 | 96,210 |
Combined Non-Guarantor Subsidiaries of 2021 Notes and 2023 Notes [Member] | Combined Non-Guarantor Subsidiaries [Member] | ||||
Revenues: | ||||
Rental income | 48,692 | 5,187 | 58,316 | 15,533 |
Interest and other income | 2,091 | 68 | 2,045 | 196 |
Resident fees and services | 7,554 | 1,937 | 17,840 | 5,811 |
Total revenues | 58,337 | 7,192 | 78,201 | 21,540 |
Expenses: | ||||
Depreciation and amortization | 10,216 | 1,571 | 13,759 | 4,723 |
Interest | 2,011 | 1,701 | 5,292 | 5,129 |
Operating expenses | 8,289 | 1,991 | 17,111 | 6,016 |
General and administrative | 1,199 | 43 | 1,303 | 129 |
Merger and acquisition costs | 0 | 0 | 0 | 1 |
Provision for doubtful accounts and loan losses | 0 | 0 | 0 | 0 |
Impairment of real estate | 0 | |||
Total expenses | 21,715 | 5,306 | 37,465 | 15,998 |
Other income (expense): | ||||
Loss on extinguishment of debt | 0 | 0 | 0 | |
Other income (expense) | 0 | 0 | 0 | (73) |
Net gain (loss) on sales of real estate | (32) | 0 | (26) | 0 |
Total other income (expense) | (32) | 0 | (26) | (73) |
Income in subsidiary | 0 | 0 | 0 | 0 |
Income before income tax expense | 36,590 | 1,886 | 40,710 | 5,469 |
Income tax benefit (expense) | (22) | (21) | (118) | (48) |
Net income | 36,568 | 1,865 | 40,592 | 5,421 |
Net income (loss) attributable to noncontrolling interests | 26 | 25 | 42 | 66 |
Net income attributable to Sabra Health Care REIT, Inc. | 36,594 | 1,890 | 40,634 | 5,487 |
Preferred stock dividends | 0 | 0 | 0 | 0 |
Net income attributable to common stockholders | $ 36,594 | $ 1,890 | $ 40,634 | $ 5,487 |
SUMMARIZED CONDENSED CONSOLID69
SUMMARIZED CONDENSED CONSOLIDATING INFORMATION - Condensed Consolidating Statement of Comprehensive Income (unaudited) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Condensed Financial Statements, Captions [Line Items] | |||||
Net income | $ 15,069,000 | $ 25,312,000 | $ 54,396,000 | $ 47,035,000 | |
Unrealized gain (loss), net of tax: | |||||
Foreign currency translation gain (loss) | 412,000 | (500,000) | 552,000 | (749,000) | |
Unrealized gain (loss) on cash flow hedges | [1] | 4,657,000 | 398,000 | 5,482,000 | (1,300,000) |
Total other comprehensive income (loss) | 5,069,000 | (102,000) | 6,034,000 | (2,049,000) | |
Comprehensive income | 20,138,000 | 25,210,000 | 60,430,000 | 44,986,000 | |
Comprehensive loss attributable to noncontrolling interest | 26,000 | 25,000 | 42,000 | 66,000 | |
Comprehensive income attributable to Sabra Health Care REIT, Inc. | 20,164,000 | 25,235,000 | 60,472,000 | 45,052,000 | |
Unrealized gain (loss) on cash flow hedges, tax | 400,000 | 0 | 600,000 | 0 | |
Elimination [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net income | (121,613,000) | (70,761,000) | (258,772,000) | (157,676,000) | |
Unrealized gain (loss), net of tax: | |||||
Foreign currency translation gain (loss) | 0 | 0 | 0 | 0 | |
Unrealized gain (loss) on cash flow hedges | 0 | 0 | 0 | 0 | |
Total other comprehensive income (loss) | 0 | 0 | 0 | 0 | |
Comprehensive income | (121,613,000) | (70,761,000) | (258,772,000) | (157,676,000) | |
Comprehensive loss attributable to noncontrolling interest | 0 | 0 | 0 | 0 | |
Comprehensive income attributable to Sabra Health Care REIT, Inc. | (121,613,000) | (70,761,000) | (258,772,000) | (157,676,000) | |
Parent Company [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net income | 15,142,000 | 25,405,000 | 54,485,000 | 47,297,000 | |
Unrealized gain (loss), net of tax: | |||||
Foreign currency translation gain (loss) | 0 | 0 | 0 | 0 | |
Unrealized gain (loss) on cash flow hedges | 0 | 0 | 0 | 0 | |
Total other comprehensive income (loss) | 0 | 0 | 0 | 0 | |
Comprehensive income | 15,142,000 | 25,405,000 | 54,485,000 | 47,297,000 | |
Comprehensive loss attributable to noncontrolling interest | 0 | 0 | 0 | 0 | |
Comprehensive income attributable to Sabra Health Care REIT, Inc. | 15,142,000 | 25,405,000 | 54,485,000 | 47,297,000 | |
Issuers [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net income | 49,145,000 | 28,073,000 | 102,474,000 | 55,783,000 | |
Unrealized gain (loss), net of tax: | |||||
Foreign currency translation gain (loss) | (1,352,000) | 153,000 | (2,718,000) | (2,204,000) | |
Unrealized gain (loss) on cash flow hedges | 4,964,000 | 398,000 | 5,977,000 | (1,300,000) | |
Total other comprehensive income (loss) | 3,612,000 | 551,000 | 3,259,000 | (3,504,000) | |
Comprehensive income | 52,757,000 | 28,624,000 | 105,733,000 | 52,279,000 | |
Comprehensive loss attributable to noncontrolling interest | 0 | 0 | 0 | 0 | |
Comprehensive income attributable to Sabra Health Care REIT, Inc. | 52,757,000 | 28,624,000 | 105,733,000 | 52,279,000 | |
Sabra Capital Corporation [Member] | Combined Guarantor Subsidiaries [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net income | 0 | 0 | 0 | 0 | |
Unrealized gain (loss), net of tax: | |||||
Foreign currency translation gain (loss) | 0 | 0 | 0 | 0 | |
Unrealized gain (loss) on cash flow hedges | 0 | 0 | 0 | 0 | |
Total other comprehensive income (loss) | 0 | 0 | 0 | 0 | |
Comprehensive income | 0 | 0 | 0 | 0 | |
Comprehensive loss attributable to noncontrolling interest | 0 | 0 | 0 | 0 | |
Comprehensive income attributable to Sabra Health Care REIT, Inc. | 0 | 0 | 0 | 0 | |
Combined Guarantor Subsidiaries of 2021 Notes and 2023 Notes [Member] | Combined Guarantor Subsidiaries [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net income | 35,827,000 | 40,730,000 | 115,617,000 | 96,210,000 | |
Unrealized gain (loss), net of tax: | |||||
Foreign currency translation gain (loss) | 1,335,000 | (512,000) | 2,466,000 | 1,144,000 | |
Unrealized gain (loss) on cash flow hedges | (307,000) | 0 | (495,000) | 0 | |
Total other comprehensive income (loss) | 1,028,000 | (512,000) | 1,971,000 | 1,144,000 | |
Comprehensive income | 36,855,000 | 40,218,000 | 117,588,000 | 97,354,000 | |
Comprehensive loss attributable to noncontrolling interest | 0 | 0 | 0 | 0 | |
Comprehensive income attributable to Sabra Health Care REIT, Inc. | 36,855,000 | 40,218,000 | 117,588,000 | 97,354,000 | |
Combined Non-Guarantor Subsidiaries of 2021 Notes and 2023 Notes [Member] | Combined Non-Guarantor Subsidiaries [Member] | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net income | 36,568,000 | 1,865,000 | 40,592,000 | 5,421,000 | |
Unrealized gain (loss), net of tax: | |||||
Foreign currency translation gain (loss) | 429,000 | (141,000) | 804,000 | 311,000 | |
Unrealized gain (loss) on cash flow hedges | 0 | 0 | 0 | 0 | |
Total other comprehensive income (loss) | 429,000 | (141,000) | 804,000 | 311,000 | |
Comprehensive income | 36,997,000 | 1,724,000 | 41,396,000 | 5,732,000 | |
Comprehensive loss attributable to noncontrolling interest | 26,000 | 25,000 | 42,000 | 66,000 | |
Comprehensive income attributable to Sabra Health Care REIT, Inc. | $ 37,023,000 | $ 1,749,000 | $ 41,438,000 | $ 5,798,000 | |
[1] | Amounts are net of provision for income taxes of $0.4 million and $0.6 million for the three and nine months ended September 30, 2017, respectively, and none for the three and nine months ended September 30, 2016. |
SUMMARIZED CONDENSED CONSOLID70
SUMMARIZED CONDENSED CONSOLIDATING INFORMATION - Condensed Consolidating Statement of Cash Flows (unaudited) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Condensed Financial Statements, Captions [Line Items] | ||
Net cash provided by (used in) operating activities | $ 49,771 | $ 133,816 |
Cash flows from investing activities: | ||
Acquisition of real estate | (393,064) | (109,619) |
Cash received in CCP Merger | 77,858 | 0 |
Origination and fundings of loans receivable | (5,642) | (9,478) |
Origination and fundings of preferred equity investments | (2,713) | (6,845) |
Additions to real estate | (3,233) | (901) |
Repayment of loans receivable | 8,710 | 214,947 |
Repayments of preferred equity investments | 3,239 | 0 |
Investment in subsidiaries | 0 | |
Net proceeds from the sales of real estate | 11,723 | 85,449 |
Distribution from subsidiaries | 0 | 0 |
Intercompany financing | 0 | 0 |
Net cash (used in) provided by investing activities | (303,122) | 173,553 |
Cash flows from financing activities: | ||
Net repayments of revolving credit facility | (137,000) | (255,000) |
Proceeds from term loans | 181,000 | 69,360 |
Principal payments on secured debt | (3,094) | (13,756) |
Payments of deferred financing costs | (15,316) | (5,933) |
Issuance of common stock, net | 319,026 | (1,289) |
Dividends paid on common and preferred stock | (86,813) | (89,283) |
Contribution from parent | 0 | |
Distribution to parent | 0 | 0 |
Intercompany financing | 0 | 0 |
Net cash provided by (used in) financing activities | 257,803 | (295,901) |
Net increase in cash and cash equivalents | 4,452 | 11,468 |
Effect of foreign currency translation on cash and cash equivalents | 758 | 772 |
Cash and cash equivalents, beginning of period | 25,663 | 7,434 |
Cash and cash equivalents, end of period | 30,873 | 19,674 |
Elimination [Member] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net cash provided by (used in) operating activities | 0 | 0 |
Cash flows from investing activities: | ||
Acquisition of real estate | 0 | 0 |
Cash received in CCP Merger | 0 | |
Origination and fundings of loans receivable | 0 | 0 |
Origination and fundings of preferred equity investments | 0 | 0 |
Additions to real estate | 0 | 0 |
Repayment of loans receivable | 0 | 0 |
Repayments of preferred equity investments | 0 | |
Investment in subsidiaries | 400 | |
Net proceeds from the sales of real estate | 0 | 0 |
Distribution from subsidiaries | (4,948) | (12,808) |
Intercompany financing | 720,772 | (179,954) |
Net cash (used in) provided by investing activities | 715,824 | (192,362) |
Cash flows from financing activities: | ||
Net repayments of revolving credit facility | 0 | 0 |
Proceeds from term loans | 0 | 0 |
Principal payments on secured debt | 0 | 0 |
Payments of deferred financing costs | 0 | 0 |
Issuance of common stock, net | 0 | 0 |
Dividends paid on common and preferred stock | 0 | 0 |
Contribution from parent | (400) | |
Distribution to parent | 4,948 | 12,808 |
Intercompany financing | (720,772) | 179,954 |
Net cash provided by (used in) financing activities | (715,824) | 192,362 |
Net increase in cash and cash equivalents | 0 | 0 |
Effect of foreign currency translation on cash and cash equivalents | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 |
Cash and cash equivalents, end of period | 0 | 0 |
Parent Company [Member] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net cash provided by (used in) operating activities | 40,567 | 113,886 |
Cash flows from investing activities: | ||
Acquisition of real estate | 0 | 0 |
Cash received in CCP Merger | 77,858 | |
Origination and fundings of loans receivable | 0 | 0 |
Origination and fundings of preferred equity investments | 0 | 0 |
Additions to real estate | (22) | (124) |
Repayment of loans receivable | 0 | 0 |
Repayments of preferred equity investments | 0 | |
Investment in subsidiaries | (200) | |
Net proceeds from the sales of real estate | 0 | 0 |
Distribution from subsidiaries | 2,474 | 6,404 |
Intercompany financing | (346,044) | (17,684) |
Net cash (used in) provided by investing activities | (265,734) | (11,604) |
Cash flows from financing activities: | ||
Net repayments of revolving credit facility | 0 | 0 |
Proceeds from term loans | 0 | 0 |
Principal payments on secured debt | 0 | 0 |
Payments of deferred financing costs | 0 | 0 |
Issuance of common stock, net | 319,026 | (1,289) |
Dividends paid on common and preferred stock | (86,813) | (89,283) |
Contribution from parent | 0 | |
Distribution to parent | 0 | 0 |
Intercompany financing | 0 | 0 |
Net cash provided by (used in) financing activities | 232,213 | (90,572) |
Net increase in cash and cash equivalents | 7,046 | 11,710 |
Effect of foreign currency translation on cash and cash equivalents | 0 | 0 |
Cash and cash equivalents, beginning of period | 18,168 | 2,548 |
Cash and cash equivalents, end of period | 25,214 | 14,258 |
Issuers [Member] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net cash provided by (used in) operating activities | 0 | 0 |
Cash flows from investing activities: | ||
Acquisition of real estate | 0 | 0 |
Cash received in CCP Merger | 0 | |
Origination and fundings of loans receivable | 0 | 0 |
Origination and fundings of preferred equity investments | 0 | 0 |
Additions to real estate | 0 | 0 |
Repayment of loans receivable | 0 | 0 |
Repayments of preferred equity investments | 0 | |
Investment in subsidiaries | (200) | |
Net proceeds from the sales of real estate | 0 | 0 |
Distribution from subsidiaries | 2,474 | 6,404 |
Intercompany financing | (374,728) | 197,638 |
Net cash (used in) provided by investing activities | (372,254) | 203,842 |
Cash flows from financing activities: | ||
Net repayments of revolving credit facility | (137,000) | (255,000) |
Proceeds from term loans | 181,000 | 45,000 |
Principal payments on secured debt | 0 | 0 |
Payments of deferred financing costs | (15,316) | (5,322) |
Issuance of common stock, net | 0 | 0 |
Dividends paid on common and preferred stock | 0 | 0 |
Contribution from parent | 200 | |
Distribution to parent | (2,474) | (6,404) |
Intercompany financing | 346,044 | 17,684 |
Net cash provided by (used in) financing activities | 372,254 | (203,842) |
Net increase in cash and cash equivalents | 0 | 0 |
Effect of foreign currency translation on cash and cash equivalents | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 |
Cash and cash equivalents, end of period | 0 | 0 |
Sabra Capital Corporation [Member] | Combined Guarantor Subsidiaries [Member] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net cash provided by (used in) operating activities | 0 | 0 |
Cash flows from investing activities: | ||
Acquisition of real estate | 0 | 0 |
Cash received in CCP Merger | 0 | |
Origination and fundings of loans receivable | 0 | 0 |
Origination and fundings of preferred equity investments | 0 | 0 |
Additions to real estate | 0 | 0 |
Repayment of loans receivable | 0 | 0 |
Repayments of preferred equity investments | 0 | |
Investment in subsidiaries | 0 | |
Net proceeds from the sales of real estate | 0 | 0 |
Distribution from subsidiaries | 0 | 0 |
Intercompany financing | 0 | 0 |
Net cash (used in) provided by investing activities | 0 | 0 |
Cash flows from financing activities: | ||
Net repayments of revolving credit facility | 0 | 0 |
Proceeds from term loans | 0 | 0 |
Principal payments on secured debt | 0 | 0 |
Payments of deferred financing costs | 0 | 0 |
Issuance of common stock, net | 0 | 0 |
Dividends paid on common and preferred stock | 0 | 0 |
Contribution from parent | 0 | |
Distribution to parent | 0 | 0 |
Intercompany financing | 0 | 0 |
Net cash provided by (used in) financing activities | 0 | 0 |
Net increase in cash and cash equivalents | 0 | 0 |
Effect of foreign currency translation on cash and cash equivalents | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 |
Cash and cash equivalents, end of period | 0 | 0 |
Combined Guarantor Subsidiaries of 2021 Notes and 2023 Notes [Member] | Combined Guarantor Subsidiaries [Member] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net cash provided by (used in) operating activities | 4,122 | 10,683 |
Cash flows from investing activities: | ||
Acquisition of real estate | (393,064) | (109,619) |
Cash received in CCP Merger | 0 | |
Origination and fundings of loans receivable | (1,488) | (9,478) |
Origination and fundings of preferred equity investments | (2,713) | (6,845) |
Additions to real estate | (2,847) | (400) |
Repayment of loans receivable | 2,221 | 214,947 |
Repayments of preferred equity investments | 3,239 | |
Investment in subsidiaries | 0 | |
Net proceeds from the sales of real estate | 11,328 | 85,449 |
Distribution from subsidiaries | 0 | 0 |
Intercompany financing | 0 | 0 |
Net cash (used in) provided by investing activities | (383,324) | 174,054 |
Cash flows from financing activities: | ||
Net repayments of revolving credit facility | 0 | 0 |
Proceeds from term loans | 0 | 24,360 |
Principal payments on secured debt | 0 | (10,766) |
Payments of deferred financing costs | 0 | (611) |
Issuance of common stock, net | 0 | 0 |
Dividends paid on common and preferred stock | 0 | 0 |
Contribution from parent | 0 | |
Distribution to parent | 0 | 0 |
Intercompany financing | 377,458 | (197,638) |
Net cash provided by (used in) financing activities | 377,458 | (184,655) |
Net increase in cash and cash equivalents | (1,744) | 82 |
Effect of foreign currency translation on cash and cash equivalents | 83 | 756 |
Cash and cash equivalents, beginning of period | 2,675 | 1,008 |
Cash and cash equivalents, end of period | 1,014 | 1,846 |
Combined Non-Guarantor Subsidiaries of 2021 Notes and 2023 Notes [Member] | Combined Non-Guarantor Subsidiaries [Member] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net cash provided by (used in) operating activities | 5,082 | 9,247 |
Cash flows from investing activities: | ||
Acquisition of real estate | 0 | 0 |
Cash received in CCP Merger | 0 | |
Origination and fundings of loans receivable | (4,154) | 0 |
Origination and fundings of preferred equity investments | 0 | 0 |
Additions to real estate | (364) | (377) |
Repayment of loans receivable | 6,489 | 0 |
Repayments of preferred equity investments | 0 | |
Investment in subsidiaries | 0 | |
Net proceeds from the sales of real estate | 395 | 0 |
Distribution from subsidiaries | 0 | 0 |
Intercompany financing | 0 | 0 |
Net cash (used in) provided by investing activities | 2,366 | (377) |
Cash flows from financing activities: | ||
Net repayments of revolving credit facility | 0 | 0 |
Proceeds from term loans | 0 | 0 |
Principal payments on secured debt | (3,094) | (2,990) |
Payments of deferred financing costs | 0 | 0 |
Issuance of common stock, net | 0 | 0 |
Dividends paid on common and preferred stock | 0 | 0 |
Contribution from parent | 200 | |
Distribution to parent | (2,474) | (6,404) |
Intercompany financing | (2,730) | 0 |
Net cash provided by (used in) financing activities | (8,298) | (9,194) |
Net increase in cash and cash equivalents | (850) | (324) |
Effect of foreign currency translation on cash and cash equivalents | 675 | 16 |
Cash and cash equivalents, beginning of period | 4,820 | 3,878 |
Cash and cash equivalents, end of period | $ 4,645 | $ 3,570 |
PRO FORMA FINANCIAL INFORMATI71
PRO FORMA FINANCIAL INFORMATION - Narrative (Details) $ in Thousands | Aug. 17, 2017Property | Aug. 17, 2017direct_financing_lease_property | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)Facilitiy | Sep. 30, 2016USD ($)Facilitiy |
Business Acquisition [Line Items] | ||||||
Acquisition pursuit costs | $ | $ 23,299 | $ 1,051 | $ 29,750 | $ 1,222 | ||
Series of Individually Immaterial Business Acquisitions [Member] | Skilled Nursing/Transitional Care [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquired properties | Facilitiy | 21 | 1 | ||||
Series of Individually Immaterial Business Acquisitions [Member] | Senior Housing Facilities [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquired properties | Facilitiy | 1 | 3 | ||||
Care Capital Properties [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquired properties | Property | 330 | |||||
Acquisition pursuit costs | $ | $ 23,300 | $ 29,700 | ||||
Care Capital Properties [Member] | Skilled Nursing/Transitional Care [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquired properties | 296 | 1 | ||||
Care Capital Properties [Member] | Senior Housing Facilities [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquired properties | Property | 13 |
PRO FORMA FINANCIAL INFORMATI72
PRO FORMA FINANCIAL INFORMATION - Schedule of Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Net income attributable to common stockholders, per: | ||||
Weighted-average number of common shares outstanding, basic (in shares) | 112,149,638 | 65,312,288 | 81,150,846 | 65,285,591 |
Weighted-average number of common shares outstanding, diluted (in shares) | 112,418,100 | 65,591,428 | 81,429,044 | 65,470,589 |
Series of Individually Immaterial Business Acquisitions [Member] | ||||
Business Acquisition [Line Items] | ||||
Revenues | $ 162,128 | $ 158,245 | $ 480,287 | $ 491,049 |
Net income attributable to common stockholders | $ 37,823 | $ 78,483 | $ 209,674 | $ 177,067 |
Net income attributable to common stockholders, per: | ||||
Basic common share (in dollars per share) | $ 0.24 | $ 0.49 | $ 1.31 | $ 1.11 |
Diluted common share (in dollars per share) | $ 0.24 | $ 0.49 | $ 1.31 | $ 1.11 |
Weighted-average number of common shares outstanding, basic (in shares) | 160,189,442 | 159,347,649 | 159,685,873 | 159,320,952 |
Weighted-average number of common shares outstanding, diluted (in shares) | 160,457,904 | 159,626,789 | 159,964,071 | 159,505,950 |
SUBSEQUENT EVENTS - Narrative (
SUBSEQUENT EVENTS - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Nov. 01, 2017 | Oct. 02, 2017 | Sep. 28, 2017 | Aug. 02, 2017 | May 08, 2017 | Feb. 03, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Subsequent Event [Line Items] | |||||||||||
Common dividends, declared (in dollars per share) | $ 0.3598913 | $ 0.43 | $ 0.42 | $ 0.3598913 | $ 0.42 | $ 1.21 | $ 1.25 | ||||
Dividend Declared [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common dividends, declared (in dollars per share) | $ 0.43 | ||||||||||
Subsequent Event [Member] | Dividend Declared [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common dividends, declared (in dollars per share) | $ 0.5201087 | ||||||||||
Preferred stock dividends, declared (in dollars per share) | 0.4453125 | ||||||||||
Subsequent Event [Member] | Full Quarterly Dividend [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common dividends, declared (in dollars per share) | 0.45 | ||||||||||
Subsequent Event [Member] | Prorated Dividend Prior Quarterly Dividend [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common dividends, declared (in dollars per share) | $ 0.0701087 | ||||||||||
Underwriters Option [Member] | Subsequent Event [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Shares sold in offering (in shares) | 2,400,000 | ||||||||||
Proceeds from offering | $ 48.4 | ||||||||||
Underwritten Public Offering [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Shares sold in offering (in shares) | 16,000,000 | ||||||||||
Share price (in usd per share) | $ 21 | ||||||||||
Proceeds from offering | $ 322.6 | ||||||||||
Underwritten Public Offering [Member] | Subsequent Event [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Share price (in usd per share) | $ 21 |