Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-34950 | |
Entity Registrant Name | SABRA HEALTH CARE REIT, INC. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 27-2560479 | |
Entity Address, Address Line One | 18500 Von Karman Avenue, Suite 550 | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92612 | |
City Area Code | 888 | |
Local Phone Number | 393-8248 | |
Title of 12(b) Security | Common stock, $.01 par value | |
Trading Symbol | SBRA | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 215,930,202 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 0001492298 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Real estate investments, net of accumulated depreciation of $723,919 and $681,657 as of March 31, 2021 and December 31, 2020, respectively | $ 5,279,443 | $ 5,285,038 |
Loans receivable and other investments, net | 101,225 | 102,839 |
Investment in unconsolidated joint venture | 283,751 | 288,761 |
Cash and cash equivalents | 24,878 | 59,076 |
Restricted cash | 4,609 | 6,447 |
Lease intangible assets, net | 81,451 | 82,796 |
Accounts receivable, prepaid expenses and other assets, net | 188,481 | 160,646 |
Total assets | 5,963,838 | 5,985,603 |
Liabilities | ||
Secured debt, net | 78,562 | 79,065 |
Term loans, net | 954,552 | 1,044,916 |
Senior unsecured notes, net | 1,248,464 | 1,248,393 |
Accounts payable and accrued liabilities | 123,505 | 146,276 |
Lease intangible liabilities, net | 55,351 | 57,725 |
Total liabilities | 2,460,434 | 2,576,375 |
Commitments and contingencies (Note 12) | ||
Equity | ||
Preferred stock, $0.01 par value; 10,000,000 shares authorized, zero shares issued and outstanding as of March 31, 2021 and December 31, 2020 | 0 | 0 |
Common stock, $0.01 par value; 500,000,000 shares authorized, 215,930,202 and 210,560,815 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 2,159 | 2,106 |
Additional paid-in capital | 4,254,134 | 4,163,228 |
Cumulative distributions in excess of net income | (746,516) | (716,195) |
Accumulated other comprehensive loss | (6,373) | (39,911) |
Total equity | 3,503,404 | 3,409,228 |
Total liabilities and equity | $ 5,963,838 | $ 5,985,603 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Accumulated depreciation | $ 723,919 | $ 681,657 |
Preferred stock, $0.01 par value; 10,000,000 shares authorized, zero shares issued and outstanding as of March 31, 2021 and December 31, 2020 | ||
Par value (in dollars per share) | $ 0.01 | $ 0.01 |
Shares authorized (in shares) | 10,000,000 | 10,000,000 |
Shares issued (in shares) | 0 | 0 |
Shares outstanding (in shares) | 0 | 0 |
Common stock, $0.01 par value; 500,000,000 shares authorized, 215,930,202 and 210,560,815 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | ||
Par value (in dollars per share) | $ 0.01 | $ 0.01 |
Shares authorized (in shares) | 500,000,000 | 500,000,000 |
Shares issued (in shares) | 215,930,202 | 210,560,815 |
Shares outstanding (in shares) | 215,930,202 | 210,560,815 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues: | ||
Rental and related revenues | $ 113,383 | $ 106,512 |
Interest and other income | 2,941 | 2,851 |
Resident fees and services | 36,041 | 39,983 |
Total revenues | 152,365 | 149,346 |
Expenses: | ||
Depreciation and amortization | 44,375 | 44,168 |
Interest | 24,443 | 25,704 |
General and administrative | 8,938 | 8,761 |
Provision for loan losses and other reserves | 2,025 | 667 |
Total expenses | 113,861 | 111,462 |
Other income (expense): | ||
Loss on extinguishment of debt | (793) | 0 |
Other income | 133 | 2,259 |
Net gain (loss) on sales of real estate | 1,313 | (217) |
Total other income | 653 | 2,042 |
Income before loss from unconsolidated joint venture and income tax expense | 39,157 | 39,926 |
Loss from unconsolidated joint venture | (5,010) | (3,667) |
Income tax expense | (700) | (1,042) |
Net income | $ 33,447 | $ 35,217 |
Net income, per: | ||
Basic common share (in dollars per share) | $ 0.16 | $ 0.17 |
Diluted common share (in dollars per share) | $ 0.16 | $ 0.17 |
Weighted-average number of common shares outstanding, basic (in shares) | 211,450,699 | 205,395,330 |
Weighted-average number of common shares outstanding, diluted (in shares) | 212,624,305 | 206,006,285 |
Revenue, Product and Service [Extensible List] | sbra:ResidentFeesAndServicesMember | sbra:ResidentFeesAndServicesMember |
Triple-Net Portfolio | ||
Expenses: | ||
Operating expenses | $ 5,135 | $ 4,901 |
Senior Housing - Managed | ||
Expenses: | ||
Operating expenses | $ 28,945 | $ 27,261 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 33,447 | $ 35,217 |
Unrealized (loss) gain, net of tax: | ||
Foreign currency translation (loss) gain | (251) | 1,707 |
Unrealized gain (loss) on cash flow hedges | 33,789 | (40,692) |
Total other comprehensive income (loss) | 33,538 | (38,985) |
Comprehensive income (loss) attributable to Sabra Health Care REIT, Inc. | $ 66,985 | $ (3,768) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Cumulative Effect in Period of Adoption | Common Stock | Additional Paid-in Capital | Cumulative Distributions in Excess of Net Income | Cumulative Distributions in Excess of Net IncomeCumulative Effect in Period of Adoption | Accumulated Other Comprehensive Income (Loss) |
Beginning balance (in shares) at Dec. 31, 2019 | 205,208,018 | ||||||
Beginning balance at Dec. 31, 2019 | $ 3,488,460 | $ (167) | $ 2,052 | $ 4,072,079 | $ (573,283) | $ (167) | $ (12,388) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 35,217 | 35,217 | |||||
Other comprehensive income (loss) | (38,985) | (38,985) | |||||
Amortization of stock-based compensation | 2,988 | 2,988 | |||||
Common stock issuance, net (in shares) | 351,338 | ||||||
Common stock issuance, net | 718 | $ 4 | 714 | ||||
Common dividends | (93,018) | (93,018) | |||||
Ending balance (in shares) at Mar. 31, 2020 | 205,559,356 | ||||||
Ending balance at Mar. 31, 2020 | 3,395,213 | $ 2,056 | 4,075,781 | (631,251) | (51,373) | ||
Beginning balance (in shares) at Dec. 31, 2020 | 210,560,815 | ||||||
Beginning balance at Dec. 31, 2020 | 3,409,228 | $ 2,106 | 4,163,228 | (716,195) | (39,911) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 33,447 | 33,447 | |||||
Other comprehensive income (loss) | 33,538 | 33,538 | |||||
Amortization of stock-based compensation | 2,835 | 2,835 | |||||
Common stock issuance, net (in shares) | 5,369,387 | ||||||
Common stock issuance, net | 88,124 | $ 53 | 88,071 | ||||
Common dividends | (63,768) | (63,768) | |||||
Ending balance (in shares) at Mar. 31, 2021 | 215,930,202 | ||||||
Ending balance at Mar. 31, 2021 | $ 3,503,404 | $ 2,159 | $ 4,254,134 | $ (746,516) | $ (6,373) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | Feb. 02, 2021 | Mar. 31, 2021 | Mar. 31, 2020 |
Statement of Stockholders' Equity [Abstract] | |||
Common dividends (in dollars per share) | $ 0.30 | $ 0.30 | $ 0.45 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 33,447 | $ 35,217 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 44,375 | 44,168 |
Non-cash rental and related revenues | (5,713) | (365) |
Non-cash interest income | (412) | (561) |
Non-cash interest expense | 1,896 | 2,233 |
Stock-based compensation expense | 2,288 | 2,360 |
Loss on extinguishment of debt | (793) | 0 |
Provision for loan losses and other reserves | 2,025 | 667 |
Net (gain) loss on sales of real estate | (1,313) | 217 |
Loss from unconsolidated joint venture | 5,010 | 3,667 |
Distributions of earnings from unconsolidated joint venture | 0 | 4,040 |
Changes in operating assets and liabilities: | ||
Accounts receivable, prepaid expenses and other assets, net | (2,873) | (6,895) |
Accounts payable and accrued liabilities | (10,992) | (9,929) |
Net cash provided by operating activities | 68,531 | 74,819 |
Cash flows from investing activities: | ||
Acquisition of real estate | (28,654) | (67,274) |
Origination and fundings of loans receivable | 0 | (936) |
Additions to real estate | (10,833) | (11,956) |
Repayments of loans receivable | 628 | 1,011 |
Repayments of preferred equity investments | 301 | 3,059 |
Net proceeds from the sales of real estate | 3,202 | 6,272 |
Net cash used in investing activities | (35,356) | (69,824) |
Cash flows from financing activities: | ||
Net borrowings from revolving credit facility | 0 | 101,000 |
Principal payments on term loans | (93,000) | 0 |
Principal payments on secured debt | (709) | (877) |
Payments of deferred financing costs | 0 | (715) |
Issuance of common stock, net | 87,654 | 1,930 |
Dividends paid on common stock | (63,221) | (92,390) |
Net cash (used in) provided by financing activities | (69,276) | 8,948 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (36,101) | 13,943 |
Effect of foreign currency translation on cash, cash equivalents and restricted cash | 65 | (660) |
Cash, cash equivalents and restricted cash, beginning of period | 65,523 | 49,143 |
Cash, cash equivalents and restricted cash, end of period | 29,487 | 62,426 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 21,620 | 21,526 |
Supplemental disclosure of non-cash investing activities: | ||
Decrease in loans receivable and other investments due to acquisition of real estate | $ 0 | $ 16,092 |
BUSINESS
BUSINESS | 3 Months Ended |
Mar. 31, 2021 | |
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. Sabra elected to be treated as a real estate investment trust (“REIT”) with the filing of its United States (“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 U.S. 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 a wholly owned subsidiary of Sabra is currently the only limited partner, or by subsidiaries of the Operating Partnership. The Company’s investment portfolio is primarily comprised of skilled nursing/transitional care facilities, senior housing communities (“Senior Housing - Leased”) 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; preferred equity investments; and a 49% equity interest in the Enlivant Joint Venture (as defined below). COVID-19 The ongoing COVID-19 pandemic and measures intended to prevent its spread have negatively impacted and are expected to continue to negatively impact the Company and its operations in a number of ways, including but not limited to: • Decreased occupancy and increased operating costs for the Company’s tenants and borrowers, which have negatively impacted their operating results and may adversely impact their ability to make full and timely rental payments and debt service payments, respectively, to the Company. In some cases, the Company may have to restructure tenants’ long-term rent obligations and may not be able to do so on terms that are as favorable to the Company as those currently in place. Reduced or modified rental and debt service amounts could result in the determination that the full amounts of the Company’s investments are not recoverable, which could result in an impairment charge. To date, the impact of COVID-19 on the Company’s skilled nursing/transitional care facility operators has been significantly mitigated by the assistance they have received or expect to receive from state and federal assistance programs, including through the CARES Act (as defined and further described below under “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Skilled Nursing Facility Reimbursement Rates” in Part I, Item 2), although these benefits on an individual operator basis vary and may not provide enough relief to meet their rental obligations to the Company. As of September 1, 2020, eligible assisted living facility operators may apply for funding through the CARES Act, and the assistance received or expected to be received will partially mitigate the negative impact of COVID-19 on the Company’s eligible assisted living facility operators. As of March 31, 2021, the Company’s tenants and borrowers have continued to pay expected cash rents and debt service obligations consistent with past practice. However, the longer the duration of the COVID-19 pandemic, the more likely that the Company’s tenants and borrowers will begin to default on these obligations. Such defaults could materially and adversely affect the Company’s results of operations and liquidity, in addition to resulting in potential impairment charges. • Decreased occupancy and increased operating costs within the Company’s Senior Housing - Managed portfolio and in the Company’s 49% equity interest in a joint venture with affiliates of Enlivant and TPG Real Estate, the real estate platform of TPG, that owns senior housing communities managed by Enlivant (the “Enlivant Joint Venture”), which have negatively impacted and are expected to continue to negatively impact the operating results of these investments. As noted above, as of September 1, 2020, eligible assisted living facility operators may apply for funding through the CARES Act, and the assistance received or expected to be received will partially mitigate the negative impact of COVID-19 on the Company’s Senior Housing - Managed portfolio and the Enlivant Joint Venture. In addition, on October 1, 2020, the Department of Health and Human Services announced $20 billion of new funding for assisted living facility operators that have already received funds and to those who were previously ineligible. Prolonged deterioration in the operating results for the Company’s investments in its Senior Housing - Managed portfolio and the Enlivant Joint Venture could result in the determination that the full amounts of the Company’s investments are not recoverable, which could result in an impairment charge. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2021 | |
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 March 31, 2021 and December 31, 2020 and for the three month periods ended March 31, 2021 and 2020. 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 months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. For further information, refer to the Company’s consolidated financial statements and notes thereto for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 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 March 31, 2021, the Company determined that it was not the primary beneficiary of any VIEs. 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 whether 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 March 31, 2021, none of the Company’s investments in loans were 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 March 31, 2021, 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. Recently Issued Accounting Standards Update Issued but Not Yet Adopted In March 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). ASU 2020-04 provides temporary optional guidance that provides transition relief for reference rate reform, including optional expedients and exceptions for applying GAAP to contract modifications, hedging relationships and other transactions that reference LIBOR or a reference rate that is expected to be discontinued as a result of reference rate reform if certain criteria are met. ASU 2020-04 is effective upon issuance, and the provisions generally can be applied prospectively as of January 1, 2020 through December 31, 2022. During the first quarter of 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope, which refines the scope of Topic 848 and clarifies some of its guidance. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur. |
RECENT REAL ESTATE ACQUISITIONS
RECENT REAL ESTATE ACQUISITIONS | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
RECENT REAL ESTATE ACQUISITIONS | RECENT REAL ESTATE ACQUISITIONS During the three months ended March 31, 2021, the Company acquired one addiction treatment center and one Senior Housing - Managed community. During the three months ended March 31, 2020, the Company acquired two Senior Housing - Leased communities and one Senior Housing - Managed community that were part of the Company’s proprietary development pipeline, and $16.1 million was previously funded through its preferred equity investments in these developments. The consideration was allocated as follows (in thousands): Three Months Ended March 31, 2021 2020 Land $ 917 $ 4,740 Building and improvements 26,389 76,247 Tenant origination and absorption costs intangible assets 1,338 2,156 Tenant relationship intangible assets 10 224 Total consideration $ 28,654 $ 83,367 The tenant origination and absorption costs intangible assets and tenant relationship intangible assets had weighted-average amortization periods as of the respective dates of acquisition of 10 years and 26 years, respectively, for acquisitions completed during the three months ended March 31, 2021, and six years and 25 years, respectively, for acquisitions completed during the three months ended March 31, 2020. For the three months ended March 31, 2021, the Company recognized $0.4 million of total revenues and $0.1 million of net income from the facilities acquired during the three months ended March 31, 2021. For the three months ended March 31, 2020, the Company recognized $2.4 million of total revenues and $0.8 million of net income from the facilities acquired during the three months ended March 31, 2020. |
INVESTMENT IN REAL ESTATE PROPE
INVESTMENT IN REAL ESTATE PROPERTIES | 3 Months Ended |
Mar. 31, 2021 | |
Real Estate Investments, Net [Abstract] | |
INVESTMENT IN REAL ESTATE PROPERTIES | INVESTMENT IN REAL ESTATE PROPERTIES The Company’s real estate properties held for investment consisted of the following (dollars in thousands): As of March 31, 2021 Property Type Number of Number of Total Accumulated Total Skilled Nursing/Transitional Care 285 31,533 $ 3,641,912 $ (409,828) $ 3,232,084 Senior Housing - Leased 65 4,217 708,242 (92,704) 615,538 Senior Housing - Managed 48 5,024 971,795 (150,495) 821,300 Specialty Hospitals and Other 28 1,228 680,602 (70,470) 610,132 426 42,002 6,002,551 (723,497) 5,279,054 Corporate Level 811 (422) 389 $ 6,003,362 $ (723,919) $ 5,279,443 As of December 31, 2020 Property Type Number of Number of Total Accumulated Total Skilled Nursing/Transitional Care 287 31,761 $ 3,644,470 $ (385,094) $ 3,259,376 Senior Housing - Leased 65 4,282 707,634 (87,600) 620,034 Senior Housing - Managed 47 4,924 942,996 (142,538) 800,458 Specialty Hospitals and Other 27 1,092 670,793 (66,021) 604,772 426 42,059 5,965,893 (681,253) 5,284,640 Corporate Level 802 (404) 398 $ 5,966,695 $ (681,657) $ 5,285,038 March 31, 2021 December 31, 2020 Building and improvements $ 5,153,257 $ 5,120,598 Furniture and equipment 252,563 249,034 Land improvements 2,893 2,220 Land 594,649 594,843 6,003,362 5,966,695 Accumulated depreciation (723,919) (681,657) $ 5,279,443 $ 5,285,038 Operating Leases As of March 31, 2021, the substantial majority of the Company’s real estate properties (excluding 48 Senior Housing - Managed communities) were leased under triple-net operating leases with expirations ranging from less than one year to 16 years. As of March 31, 2021, the leases had a weighted-average remaining term of eight years. The leases generally 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. 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 on the accompanying condensed consolidated balance sheets and totaled $12.6 million and $17.5 million as of March 31, 2021 and December 31, 2020, respectively, and letters of credit deposited with the Company totaled approximately $91 million and $85 million as of March 31, 2021 and December 31, 2020, respectively. In addition, the Company’s tenants have deposited with the Company $16.3 million and $16.9 million as of March 31, 2021 and December 31, 2020, respectively, for future real estate taxes, insurance expenditures and tenant improvements related to the Company’s properties and their operations, and these amounts are included in accounts payable and accrued liabilities on the accompanying condensed consolidated balance sheets. Lessor costs that are paid by the lessor and reimbursed by the lessee are included in the measurement of variable lease revenue and the associated expense. As a result, the Company recognized variable lease revenue and the associated expense of $4.8 million and $5.2 million during the three months ended March 31, 2021 and 2020, respectively. 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. As 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. For the three months ended March 31, 2021, no tenant relationship represented 10% or more of the Company’s total revenues. As of March 31, 2021, the future minimum rental payments from the Company’s properties held for investment under non-cancelable operating leases were as follows and may materially differ from actual future rental payments received (in thousands): April 1 through December 31, 2021 $ 325,343 2022 417,966 2023 407,895 2024 408,876 2025 399,770 Thereafter 1,572,014 $ 3,531,864 Senior Housing - Managed Communities The Company’s Senior Housing - Managed communities offer residents certain ancillary services that are not contemplated in the lease with each resident (i.e., housekeeping, laundry, guest meals, etc.). These services are provided and paid for in addition to the standard services included in each resident lease (i.e., room and board, standard meals, etc.). The Company bills residents for ancillary services one month in arrears and recognizes revenue as the services are provided, as the Company has no continuing performance obligation related to those services. Resident fees and services include ancillary service revenue of $0.3 million for each of the three months ended March 31, 2021 and 2020. Investment in Unconsolidated Joint Venture The Company has a 49% equity interest in the Enlivant Joint Venture with affiliates of Enlivant and TPG Real Estate, the real estate platform of TPG, that owns senior housing communities managed by Enlivant. As of March 31, 2021, the Enlivant Joint Venture owned 158 senior housing communities, and the book value of the Company’s investment in the Enlivant Joint Venture was $283.8 million. The Enlivant Joint Venture has experienced decreased occupancy and increased operating costs as a result of the impact from the COVID-19 pandemic that, if they continue to negatively impact the operating results of the Enlivant Joint Venture for a prolonged period, could result in the determination that the full amount of the Company’s investment is not recoverable, resulting in a possible impairment charge. Net Investment in Sales-Type Lease As of March 31, 2021, the Company had a $25.1 million net investment in one skilled nursing/transitional care facility leased to an operator under a sales-type lease, as the tenant is obligated to purchase the property at the end of the lease term. |
DISPOSITIONS
DISPOSITIONS | 3 Months Ended |
Mar. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISPOSITIONS | DISPOSITIONS 2021 During the three months ended March 31, 2021, the Company completed the sale of two skilled nursing/transitional care facilities for aggregate consideration, net of closing costs, of $5.3 million. The net carrying value of the assets and liabilities of the facilities was $5.0 million, which resulted in an aggregate $0.3 million net gain on sale. During the three months ended March 31, 2021, the Company recognized $0.3 million of net income, which includes the $0.3 million net gain on sale, and during the three months ended March 31, 2020, recognized $0.4 million of net loss, in each case from these facilities. The sale of these facilities does 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. 2020 During the three months ended March 31, 2020, the Company completed the sale of three skilled nursing/transitional care facilities for aggregate consideration, net of closing costs, of $6.8 million. The net carrying value of the assets and liabilities of these facilities was $7.0 million, which resulted in an aggregate $0.2 million net loss on sale. During the three months ended March 31, 2020, the Company recognized $0.2 million of net loss, which includes the $0.2 million net loss on sale, from these facilities. The sale of these facilities does 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 | 3 Months Ended |
Mar. 31, 2021 | |
Receivables [Abstract] | |
LOANS RECEIVABLE AND OTHER INVESTMENTS | LOANS RECEIVABLE AND OTHER INVESTMENTS As of March 31, 2021 and December 31, 2020, the Company’s loans receivable and other investments consisted of the following (dollars in thousands): March 31, 2021 Investment Quantity Property Type Principal Balance as of March 31, 2021 (1) Book Value Book Value Weighted Average Contractual Interest Rate / Rate of Return Weighted Average Annualized Effective Interest Rate / Rate of Return Maturity Date Loans Receivable: Mortgage 1 Specialty Hospital $ 19,000 $ 19,000 $ 19,000 10.0 % 10.0 % 01/31/27 Construction 1 Senior Housing 3,343 3,350 3,352 8.0 % 7.8 % 09/30/22 Other 16 Multiple 42,349 38,372 39,005 6.8 % 6.9 % 12/03/21- 08/31/28 18 64,692 60,722 61,357 7.8 % 7.9 % Allowance for loan losses — (4,358) (2,458) $ 64,692 $ 56,364 $ 58,899 Other Investments: Preferred Equity 6 Skilled Nursing / Senior Housing 44,634 44,861 43,940 11.3 % 11.3 % N/A Total 24 $ 109,326 $ 101,225 $ 102,839 9.2 % 9.3 % (1) Principal balance includes amounts funded and accrued but unpaid interest / preferred return and excludes capitalizable fees. As of March 31, 2021 and December 31, 2020, the Company had four loans receivable investments, with an aggregate principal balance of $2.0 million and $2.1 million, respectively, that were considered to have deteriorated credit quality. As of March 31, 2021 and December 31, 2020, the book value of the outstanding loans with deteriorated credit quality was $0.4 million and $0.5 million, respectively. During the three months ended March 31, 2021 and 2020, the Company increased its allowance for loan losses by $1.9 million and $0.7 million, respectively. As of March 31, 2021, the Company had a $4.4 million allowance for loan losses and three loans receivable investments with no book value were on nonaccrual status. As of March 31, 2021, the Company did not consider any preferred equity investments to be impaired, and no preferred equity investments were on nonaccrual status. As of December 31, 2020, the Company had a $2.5 million allowance for loan losses and two loans receivable investments with no book value were on nonaccrual status. As of December 31, 2020, the Company did not consider any preferred equity investments to be impaired, and no preferred equity investments were on nonaccrual status. |
DEBT
DEBT | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Secured Indebtedness The Company’s secured debt consists of the following (dollars in thousands): Interest Rate Type Principal Balance as of (1) Principal Balance as of (1) Weighted Average (2) Maturity Fixed Rate $ 79,682 $ 80,199 3.39 % December 2021 - (1) Principal balance does not include deferred financing costs, net of $1.1 million as of each of March 31, 2021 and December 31, 2020. (2) Weighted average interest rate includes private mortgage insurance. Senior Unsecured Notes The Company’s senior unsecured notes consist of the following (dollars in thousands): Principal Balance as of Title Maturity Date March 31, 2021 (1) December 31, 2020 (1) 4.80% senior unsecured notes due 2024 (“2024 Notes”) June 1, 2024 $ 300,000 $ 300,000 5.125% senior unsecured notes due 2026 (“2026 Notes”) August 15, 2026 500,000 500,000 5.88% senior unsecured notes due 2027 (“2027 Notes”) May 17, 2027 100,000 100,000 3.90% senior unsecured notes due 2029 (“2029 Notes”) October 15, 2029 350,000 350,000 $ 1,250,000 $ 1,250,000 (1) Principal balance does not include premium, net of $6.1 million and deferred financing costs, net of $7.7 million as of March 31, 2021 and does not include premium, net of $6.4 million and deferred financing costs, net of $8.0 million as of December 31, 2020. The 2024 Notes and the 2029 Notes were issued by the Operating Partnership and Sabra Capital Corporation, wholly owned subsidiaries of the Company, and accrue interest at a rate of 4.80% and 3.90%, respectively, per annum. Interest is payable semiannually on June 1 and December 1 of each year for the 2024 Notes and on April 15 and October 15 of each year for the 2029 Notes. The 2026 Notes and the 2027 Notes were assumed as a result of the Company’s merger with Care Capital Properties, Inc. in 2017 and accrue interest at a rate of 5.125% and 5.88%, 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 2024 Notes and 2027 Notes are fully and unconditionally guaranteed, jointly and severally, on an unsecured basis, by Sabra and one of its non-operating subsidiaries, subject to release under certain customary circumstances. The obligations under the 2026 Notes and 2029 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. The indentures and agreements (the “Senior Notes Indentures”) governing the 2024 Notes, 2026 Notes, 2027 Notes and 2029 Notes (collectively, the “Senior Notes”) include customary events of default and require the Company to comply with specified restrictive covenants. As of March 31, 2021, the Company was in compliance with all applicable financial covenants under the Senior Notes Indentures. Credit Agreement On September 9, 2019, the Operating Partnership and Sabra Canadian Holdings, LLC (together, the “Borrowers”), Sabra and the other parties thereto entered into a fifth amended and restated unsecured credit agreement (the “Credit Agreement”). The Credit Agreement includes a $1.0 billion revolving credit facility (the “Revolving Credit Facility”), $862.0 million in U.S. dollar term loans and a CAD $125.0 million Canadian dollar term loan (collectively, the “Term Loans”). Further, up to $175.0 million of the Revolving Credit Facility may be used for borrowings in certain foreign currencies. The Credit Agreement also contains an accordion feature that can increase the total available borrowings to $2.75 billion, subject to terms and conditions. The Revolving Credit Facility has a maturity date of September 9, 2023, and includes two six-month extension options. $12.0 million of the U.S. dollar Term Loans has a maturity date of September 9, 2022, $350.0 million of the U.S. dollar Term Loans has a maturity date of September 9, 2023, and the other Term Loans have a maturity date of September 9, 2024. During the three months ended March 31, 2021, the Company recognized an $0.8 million loss on extinguishment of debt related to write-offs of deferred financing costs in connection with the partial pay down of the U.S. dollar Term Loans. As of March 31, 2021, there were no amounts outstanding under the Revolving Credit Facility and $1.0 billion available for borrowing. Borrowings under the Revolving Credit Facility bear interest on the outstanding principal amount at a rate equal to a ratings-based applicable interest margin 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 ratings-based applicable interest margin for borrowings will vary based on the Debt Ratings, as defined in the Credit Agreement, and will range from 0.775% to 1.45% per annum for LIBOR based borrowings and 0.00% to 0.45% per annum for borrowings at the Base Rate. As of March 31, 2021, the interest rate on the Revolving Credit Facility was 1.21%. 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 a ratings-based 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 and will range from 0.85% 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 March 31, 2021, the interest rate on the U.S. dollar Term Loans was 1.36%. The Canadian dollar Term Loan bears interest on the outstanding principal amount at a rate equal to the Canadian Dollar Offered Rate (“CDOR”) plus an interest margin that ranges from 0.85% to 1.65% depending on the Debt Ratings. As of March 31, 2021, the interest rate on the Canadian dollar Term Loan was 1.66%. The Company has interest rate swaps that fix the LIBOR portion of the interest rate for $845.0 million of LIBOR-based borrowings under its U.S. dollar Term Loans at a weighted average rate of 1.37% and interest rate swaps that fix the CDOR portion of the interest rate for CAD $125.0 million of CDOR-based borrowings under its Canadian dollar Term Loan at a rate of 1.10%. In addition, CAD $125.0 million of the Canadian dollar Term Loan is designated as a net investment hedge. See Note 8, “Derivative and Hedging Instruments,” for further information. The obligations of the Borrowers under the Credit Agreement are fully and unconditionally guaranteed, jointly and severally, on an unsecured basis, by Sabra and one of its non-operating subsidiaries, subject to release under certain customary circumstances. The Credit Agreement contains customary covenants that include restrictions or limitations on the ability to 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 Agreement also requires Sabra, through the Operating Partnership, to comply with specified financial covenants, which include a maximum total leverage ratio, a minimum secured debt leverage ratio, a minimum fixed charge coverage ratio, a maximum unsecured leverage ratio, a minimum tangible net worth requirement and a minimum unsecured interest coverage ratio. As of March 31, 2021, the Company was in compliance with all applicable financial covenants under the Credit Agreement. Interest Expense The Company incurred interest expense of $24.4 million and $25.7 million during the three months ended March 31, 2021 and 2020, respectively. Interest expense includes non-cash interest expense of $1.9 million and $2.2 million for the three months ended March 31, 2021 and 2020, respectively. As of March 31, 2021 and December 31, 2020, the Company had $17.6 million and $16.1 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 March 31, 2021 (in thousands): Secured Term Loans Senior Notes Total April 1 through December 31, 2021 $ 17,902 $ — $ — $ 17,902 2022 2,412 12,000 — 14,412 2023 2,478 350,000 — 352,478 2024 2,545 599,275 300,000 901,820 2025 2,615 — — 2,615 Thereafter 51,730 — 950,000 1,001,730 Total Debt 79,682 961,275 1,250,000 2,290,957 Premium, net — — 6,140 6,140 Deferred financing costs, net (1,120) (6,723) (7,676) (15,519) Total Debt, Net $ 78,562 $ 954,552 $ 1,248,464 $ 2,281,578 |
DERIVATIVE AND HEDGING INSTRUME
DERIVATIVE AND HEDGING INSTRUMENTS | 3 Months Ended |
Mar. 31, 2021 | |
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 and collars as part of its interest rate risk management strategy. In May 2019, the Company terminated three forward starting interest rate swaps, resulting in a payment to counterparties totaling $12.6 million. The balance of the loss in other comprehensive income will be reclassified to earnings through 2029. As of March 31, 2021, approximately $13.0 million of losses, which are included in accumulated other comprehensive income, are expected to be reclassified into earnings in the next 12 months. 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 derivative instruments as of the dates indicated (in thousands): March 31, 2021 December 31, 2020 Derivatives designated as cash flow hedges: Denominated in U.S. Dollars (1) $ 1,095,000 $ 1,340,000 Denominated in Canadian Dollars (2) $ 125,000 $ 250,000 Derivatives designated as net investment hedges: Denominated in Canadian Dollars $ 52,211 $ 52,778 Financial instrument designated as net investment hedge: Denominated in Canadian Dollars $ 125,000 $ 125,000 Derivatives not designated as net investment hedges: Denominated in Canadian Dollars $ 4,089 $ 3,522 (1) Balance includes swaps with an aggregate notional amount of $400.0 million, which accretes to $600.0 million in January 2023, and six forward starting interest rate swaps with an effective date of May 2024 and an aggregate notional amount of $250.0 million. Balance as of December 31, 2020 also includes two forward starting interest rate swaps and one forward starting interest rate collar with an effective date of January 2021 and an aggregate notional amount of $245.0 million. (2) Balance as of December 31, 2020 includes two forward starting interest rate swaps with an effective date of January 2021 and an aggregate notional amount of CAD $125.0 million. 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 March 31, 2021 and December 31, 2020 (dollars in thousands): Count as of March 31, 2021 Fair Value Maturity Dates Type Designation March 31, 2021 December 31, 2020 Balance Sheet Location Assets: Forward starting interest rate swaps Cash flow 6 $ 32,875 $ 10,652 2034 Accounts receivable, prepaid expenses and other assets, net Cross currency interest rate swaps Net investment 2 1,540 2,150 2025 Accounts receivable, prepaid expenses and other assets, net $ 34,415 $ 12,802 Liabilities: Interest rate swaps Cash flow 11 $ 24,509 $ 23,849 2023- 2024 Accounts payable and accrued liabilities Interest rate collar Cash flow 2 1,398 1,626 2024 Accounts payable and accrued liabilities Forward starting interest rate swaps Cash flow — — 10,723 2024 Accounts payable and accrued liabilities Forward starting interest rate collars Cash flow — — 920 2024 Accounts payable and accrued liabilities CAD term loan Net investment 1 99,275 98,100 2024 Term loans, net $ 125,182 $ 135,218 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 months ended March 31, 2021 and 2020 (in thousands): Gain (Loss) Recognized in Other Comprehensive Income (Loss) Three Months Ended March 31, 2021 2020 Income Statement Location Cash Flow Hedges: Interest rate products $ 30,598 $ (40,475) Interest expense Net Investment Hedges: Foreign currency products (555) 4,187 N/A CAD term loan (1,175) 7,813 N/A $ 28,868 $ (28,475) (Loss) Gain Reclassified from Accumulated Other Comprehensive Income (Loss) into Income Three Months Ended March 31, 2021 2020 Income Statement Location Cash Flow Hedges: Interest rate products $ (3,202) $ 237 Interest expense During the three months ended March 31, 2021 and 2020, no cash flow hedges were determined to be ineffective. Derivatives Not Designated as Hedging Instruments As of March 31, 2021, the Company had one outstanding cross currency interest rate swap, of which a portion was not designated as a hedging instrument, in an asset position with a fair value of $0.1 million and included this amount in accounts receivable, prepaid expenses and other assets, net on the condensed consolidated balance sheets. During the three months ended March 31, 2021 and 2020, the Company recorded $44,000 of other expense and $0.2 million of other income, respectively, related to the portion of derivatives not 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 March 31, 2021 and December 31, 2020 (in thousands): As of March 31, 2021 Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Gross Amounts Not Offset in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 34,415 $ — $ 34,415 $ (9,513) $ — $ 24,902 Offsetting Liabilities: Derivatives $ 25,907 $ — $ 25,907 $ (9,513) $ — $ 16,394 As of December 31, 2020 Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Gross Amounts Not Offset in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 12,802 $ — $ 12,802 $ (7,420) $ — $ 5,382 Offsetting Liabilities: Derivatives $ 37,018 $ — $ 37,018 $ (7,420) $ — $ 29,598 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 March 31, 2021, the fair value of derivatives in a net liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements was $16.9 million. As of March 31, 2021, the Company has not posted any collateral related to these agreements. If the Company had breached any of these provisions at March 31, 2021, it could have been required to settle its obligations under the agreements at their termination value of $16.4 million. |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE DISCLOSURES | FAIR VALUE DISCLOSURES Under GAAP, the Company is required to measure certain financial instruments at fair value on a recurring basis. In addition, the Company is required to measure other financial instruments and balances at fair value on a non-recurring basis (e.g., carrying value of impaired loans receivable and long-lived assets). Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The GAAP fair value framework uses a three-tiered approach. Fair value measurements are classified and disclosed in one of the following three categories: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available that requires inputs that are both significant to the fair value measurement and unobservable. 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 Agreement 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 on 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. The Company utilized discount rates ranging from 6% to 11% with a weighted average rate of 9% in its fair value calculation. As such, the Company classifies these instruments as Level 3. Preferred equity investments : These instruments are presented on 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 investments, the underlying collateral value and other credit enhancements. The Company utilized discount rates ranging from 10% to 15% with a weighted average rate of 11% in its fair value calculation. 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 on 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 on 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. The Company utilized rates ranging from 3% to 4% with a weighted average rate of 3% in its fair value calculation. 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 March 31, 2021 and December 31, 2020 whose carrying amounts do not approximate their fair value (in thousands): March 31, 2021 December 31, 2020 Face (1) Carrying Amount (2) Fair Face (1) Carrying (2) Fair Financial assets: Loans receivable $ 64,692 $ 56,364 $ 57,045 $ 65,320 $ 58,899 $ 60,421 Preferred equity investments 44,634 44,861 45,487 43,724 43,940 44,597 Financial liabilities: Senior Notes 1,250,000 1,248,464 1,357,113 1,250,000 1,248,393 1,362,678 Secured indebtedness 79,682 78,562 76,052 80,199 79,065 79,326 (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 March 31, 2021 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 Financial assets: Loans receivable $ 57,045 $ — $ — $ 57,045 Preferred equity investments 45,487 — — 45,487 Financial liabilities: Senior Notes 1,357,113 — 1,357,113 — Secured indebtedness 76,052 — — 76,052 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. Transaction volume for certain of the Company’s financial instruments remains relatively low, which has made the estimation of fair values difficult. 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 three months ended March 31, 2021, 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 Recurring Basis: Financial assets: Forward starting interest rate swaps $ 32,875 $ — $ 32,875 $ — Cross currency interest rate swaps 1,540 — 1,540 — Financial liabilities: Interest rate swaps 24,509 — 24,509 — Interest rate collars 1,398 — 1,398 — |
EQUITY
EQUITY | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
EQUITY | EQUITY Common Stock On December 11, 2019, the Company established an at-the-market equity offering program (the “ATM Program”) pursuant to which shares of its common stock having an aggregate gross sales price of up to $400.0 million may be sold from time to time (i) by the Company through a consortium of banks acting as sales agents or directly to the banks acting as principals or (ii) by a consortium of banks acting as forward sellers on behalf of any forward purchasers pursuant to a forward sale agreement. The use of a forward sale agreement would allow the Company to lock in a share price on the sale of shares at the time the agreement is effective, but defer receiving the proceeds from the sale of the shares until a later date. The Company may also elect to cash settle or net share settle all or a portion of its obligations under any forward sale agreement. During the three months ended March 31, 2021, the Company sold 1.1 million shares under the ATM Program at an average price of $17.64 per share, generating gross proceeds of $20.2 million, before $0.3 million of commissions (excluding sales utilizing the forward feature of the ATM Program, as described below). Additionally, during the three months ended March 31, 2021, the Company utilized the forward feature of the ATM Program to allow for the sale of up to 4.2 million shares of the Company’s common stock at an initial weighted average price of $17.67 per share, net of commissions. The forward sale agreements have a one year term during which time the Company may settle the forward sales by delivery of physical shares of common stock to the forward purchasers or, at the Company’s election, in cash or net shares. The forward sale price that the Company expects to receive upon settlement will be the initial forward price established upon the effective date, subject to adjustments for (i) the forward purchasers’ stock borrowing costs and (ii) certain fixed price reductions during the term of the agreement. During the three months ended March 31, 2021, the Company settled 4.0 million shares at a weighted average net price of $17.42 per share, after commissions and fees, resulting in net proceeds of $70.2 million. As of March 31, 2021, 1.3 million shares remained outstanding under the forward sale agreements, with an initial weighted average price of $17.94, net of commissions. As of March 31, 2021, the Company had $139.8 million available under the ATM Program. The following table lists the cash dividends on common stock declared and paid by the Company during the three months ended March 31, 2021: Declaration Date Record Date Amount Per Share Dividend Payable Date February 2, 2021 February 12, 2021 $ 0.30 February 26, 2021 During the three months ended March 31, 2021, the Company issued 0.2 million shares of common stock as a result of restricted stock unit vestings. Upon any payment of shares to team members as a result of restricted stock unit vestings, the team members’ 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 three months ended March 31, 2021 and 2020, the Company incurred $1.9 million and $0.9 million, respectively, in tax withholding obligations on behalf of its team members that were satisfied through a reduction in the number of shares delivered to those participants. Accumulated Other Comprehensive Loss The following is a summary of the Company’s accumulated other comprehensive loss (in thousands): March 31, 2021 December 31, 2020 Foreign currency translation loss $ (2,082) $ (1,831) Unrealized loss on cash flow hedges (4,291) (38,080) Total accumulated other comprehensive loss $ (6,373) $ (39,911) |
EARNINGS PER COMMON SHARE
EARNINGS PER COMMON SHARE | 3 Months Ended |
Mar. 31, 2021 | |
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 months ended March 31, 2021 and 2020 (in thousands, except share and per share amounts): Three Months Ended March 31, 2021 2020 Numerator Net income $ 33,447 $ 35,217 Denominator Basic weighted average common shares and common equivalents 211,450,699 205,395,330 Dilutive restricted stock units 1,141,455 610,955 Dilutive forward equity sale agreements 32,151 — Diluted weighted average common shares 212,624,305 206,006,285 Net income, per: Basic common share $ 0.16 $ 0.17 Diluted common share $ 0.16 $ 0.17 During the three months ended March 31, 2021, approximately 30,100 restricted stock units and 4,100 shares related to forward equity sale agreements were not included in computing diluted earnings per share because they were considered anti-dilutive. During the three months ended March 31, 2020, approximately 6,300 restricted stock units were not included in computing diluted earnings per share because they were considered anti-dilutive. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2021 | |
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 March 31, 2021, 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. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2021 | |
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 May 5, 2021, the Company’s board of directors declared a quarterly cash dividend of $0.30 per share of common stock. The dividend will be paid on May 28, 2021 to common stockholders of record as of the close of business on May 17, 2021. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The accompanying condensed consolidated financial statements include the accounts of Sabra and its wholly owned subsidiaries as of March 31, 2021 and December 31, 2020 and for the three month periods ended March 31, 2021 and 2020. 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 months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. For further information, refer to the Company’s consolidated financial statements and notes thereto for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 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 March 31, 2021, the Company determined that it was not the primary beneficiary of any VIEs. 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 whether 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 March 31, 2021, none of the Company’s investments in loans were 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 |
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. |
Recently Issued Accounting Standards Update | Issued but Not Yet Adopted In March 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). ASU 2020-04 provides temporary optional guidance that provides transition relief for reference rate reform, including optional expedients and exceptions for applying GAAP to contract modifications, hedging relationships and other transactions that reference LIBOR or a reference rate that is expected to be discontinued as a result of reference rate reform if certain criteria are met. ASU 2020-04 is effective upon issuance, and the provisions generally can be applied prospectively as of January 1, 2020 through December 31, 2022. During the first quarter of 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. In January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848): Scope, which refines the scope of Topic 848 and clarifies some of its guidance. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur. |
Fair Value of Financial Instruments | Under GAAP, the Company is required to measure certain financial instruments at fair value on a recurring basis. In addition, the Company is required to measure other financial instruments and balances at fair value on a non-recurring basis (e.g., carrying value of impaired loans receivable and long-lived assets). Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The GAAP fair value framework uses a three-tiered approach. Fair value measurements are classified and disclosed in one of the following three categories: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available that requires inputs that are both significant to the fair value measurement and unobservable. 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 Agreement 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 on 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. The Company utilized discount rates ranging from 6% to 11% with a weighted average rate of 9% in its fair value calculation. As such, the Company classifies these instruments as Level 3. Preferred equity investments : These instruments are presented on 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 investments, the underlying collateral value and other credit enhancements. The Company utilized discount rates ranging from 10% to 15% with a weighted average rate of 11% in its fair value calculation. 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 on 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 on 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. The Company utilized rates ranging from 3% to 4% with a weighted average rate of 3% in its fair value calculation. As such, the Company classifies these instruments as Level 3. |
RECENT REAL ESTATE ACQUISITIO_2
RECENT REAL ESTATE ACQUISITIONS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Purchase Price Allocation | The consideration was allocated as follows (in thousands): Three Months Ended March 31, 2021 2020 Land $ 917 $ 4,740 Building and improvements 26,389 76,247 Tenant origination and absorption costs intangible assets 1,338 2,156 Tenant relationship intangible assets 10 224 Total consideration $ 28,654 $ 83,367 |
INVESTMENT IN REAL ESTATE PRO_2
INVESTMENT IN REAL ESTATE PROPERTIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Real Estate Investments, Net [Abstract] | |
Real Estate Properties Held for Investment | The Company’s real estate properties held for investment consisted of the following (dollars in thousands): As of March 31, 2021 Property Type Number of Number of Total Accumulated Total Skilled Nursing/Transitional Care 285 31,533 $ 3,641,912 $ (409,828) $ 3,232,084 Senior Housing - Leased 65 4,217 708,242 (92,704) 615,538 Senior Housing - Managed 48 5,024 971,795 (150,495) 821,300 Specialty Hospitals and Other 28 1,228 680,602 (70,470) 610,132 426 42,002 6,002,551 (723,497) 5,279,054 Corporate Level 811 (422) 389 $ 6,003,362 $ (723,919) $ 5,279,443 As of December 31, 2020 Property Type Number of Number of Total Accumulated Total Skilled Nursing/Transitional Care 287 31,761 $ 3,644,470 $ (385,094) $ 3,259,376 Senior Housing - Leased 65 4,282 707,634 (87,600) 620,034 Senior Housing - Managed 47 4,924 942,996 (142,538) 800,458 Specialty Hospitals and Other 27 1,092 670,793 (66,021) 604,772 426 42,059 5,965,893 (681,253) 5,284,640 Corporate Level 802 (404) 398 $ 5,966,695 $ (681,657) $ 5,285,038 March 31, 2021 December 31, 2020 Building and improvements $ 5,153,257 $ 5,120,598 Furniture and equipment 252,563 249,034 Land improvements 2,893 2,220 Land 594,649 594,843 6,003,362 5,966,695 Accumulated depreciation (723,919) (681,657) $ 5,279,443 $ 5,285,038 |
Future Minimum Rental Payments Receivable for Properties Held for Investment Under Non-Cancelable Operating Leases | As of March 31, 2021, the future minimum rental payments from the Company’s properties held for investment under non-cancelable operating leases were as follows and may materially differ from actual future rental payments received (in thousands): April 1 through December 31, 2021 $ 325,343 2022 417,966 2023 407,895 2024 408,876 2025 399,770 Thereafter 1,572,014 $ 3,531,864 |
LOANS RECEIVABLE AND OTHER IN_2
LOANS RECEIVABLE AND OTHER INVESTMENTS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Receivables [Abstract] | |
Loans Receivable and Other Investments | As of March 31, 2021 and December 31, 2020, the Company’s loans receivable and other investments consisted of the following (dollars in thousands): March 31, 2021 Investment Quantity Property Type Principal Balance as of March 31, 2021 (1) Book Value Book Value Weighted Average Contractual Interest Rate / Rate of Return Weighted Average Annualized Effective Interest Rate / Rate of Return Maturity Date Loans Receivable: Mortgage 1 Specialty Hospital $ 19,000 $ 19,000 $ 19,000 10.0 % 10.0 % 01/31/27 Construction 1 Senior Housing 3,343 3,350 3,352 8.0 % 7.8 % 09/30/22 Other 16 Multiple 42,349 38,372 39,005 6.8 % 6.9 % 12/03/21- 08/31/28 18 64,692 60,722 61,357 7.8 % 7.9 % Allowance for loan losses — (4,358) (2,458) $ 64,692 $ 56,364 $ 58,899 Other Investments: Preferred Equity 6 Skilled Nursing / Senior Housing 44,634 44,861 43,940 11.3 % 11.3 % N/A Total 24 $ 109,326 $ 101,225 $ 102,839 9.2 % 9.3 % |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | The Company’s secured debt consists of the following (dollars in thousands): Interest Rate Type Principal Balance as of (1) Principal Balance as of (1) Weighted Average (2) Maturity Fixed Rate $ 79,682 $ 80,199 3.39 % December 2021 - (1) Principal balance does not include deferred financing costs, net of $1.1 million as of each of March 31, 2021 and December 31, 2020. (2) Weighted average interest rate includes private mortgage insurance. The Company’s senior unsecured notes consist of the following (dollars in thousands): Principal Balance as of Title Maturity Date March 31, 2021 (1) December 31, 2020 (1) 4.80% senior unsecured notes due 2024 (“2024 Notes”) June 1, 2024 $ 300,000 $ 300,000 5.125% senior unsecured notes due 2026 (“2026 Notes”) August 15, 2026 500,000 500,000 5.88% senior unsecured notes due 2027 (“2027 Notes”) May 17, 2027 100,000 100,000 3.90% senior unsecured notes due 2029 (“2029 Notes”) October 15, 2029 350,000 350,000 $ 1,250,000 $ 1,250,000 |
Schedule of Maturities for Outstanding Debt | The following is a schedule of maturities for the Company’s outstanding debt as of March 31, 2021 (in thousands): Secured Term Loans Senior Notes Total April 1 through December 31, 2021 $ 17,902 $ — $ — $ 17,902 2022 2,412 12,000 — 14,412 2023 2,478 350,000 — 352,478 2024 2,545 599,275 300,000 901,820 2025 2,615 — — 2,615 Thereafter 51,730 — 950,000 1,001,730 Total Debt 79,682 961,275 1,250,000 2,290,957 Premium, net — — 6,140 6,140 Deferred financing costs, net (1,120) (6,723) (7,676) (15,519) Total Debt, Net $ 78,562 $ 954,552 $ 1,248,464 $ 2,281,578 |
DERIVATIVE AND HEDGING INSTRU_2
DERIVATIVE AND HEDGING INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Notional Amount of Derivatives Instruments | The following presents the notional amount of derivative instruments as of the dates indicated (in thousands): March 31, 2021 December 31, 2020 Derivatives designated as cash flow hedges: Denominated in U.S. Dollars (1) $ 1,095,000 $ 1,340,000 Denominated in Canadian Dollars (2) $ 125,000 $ 250,000 Derivatives designated as net investment hedges: Denominated in Canadian Dollars $ 52,211 $ 52,778 Financial instrument designated as net investment hedge: Denominated in Canadian Dollars $ 125,000 $ 125,000 Derivatives not designated as net investment hedges: Denominated in Canadian Dollars $ 4,089 $ 3,522 (1) Balance includes swaps with an aggregate notional amount of $400.0 million, which accretes to $600.0 million in January 2023, and six forward starting interest rate swaps with an effective date of May 2024 and an aggregate notional amount of $250.0 million. Balance as of December 31, 2020 also includes two forward starting interest rate swaps and one forward starting interest rate collar with an effective date of January 2021 and an aggregate notional amount of $245.0 million. (2) Balance as of December 31, 2020 includes two forward starting interest rate swaps with an effective date of January 2021 and an aggregate notional amount of CAD $125.0 million. |
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 March 31, 2021 and December 31, 2020 (dollars in thousands): Count as of March 31, 2021 Fair Value Maturity Dates Type Designation March 31, 2021 December 31, 2020 Balance Sheet Location Assets: Forward starting interest rate swaps Cash flow 6 $ 32,875 $ 10,652 2034 Accounts receivable, prepaid expenses and other assets, net Cross currency interest rate swaps Net investment 2 1,540 2,150 2025 Accounts receivable, prepaid expenses and other assets, net $ 34,415 $ 12,802 Liabilities: Interest rate swaps Cash flow 11 $ 24,509 $ 23,849 2023- 2024 Accounts payable and accrued liabilities Interest rate collar Cash flow 2 1,398 1,626 2024 Accounts payable and accrued liabilities Forward starting interest rate swaps Cash flow — — 10,723 2024 Accounts payable and accrued liabilities Forward starting interest rate collars Cash flow — — 920 2024 Accounts payable and accrued liabilities CAD term loan Net investment 1 99,275 98,100 2024 Term loans, net $ 125,182 $ 135,218 |
Effect 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 months ended March 31, 2021 and 2020 (in thousands): Gain (Loss) Recognized in Other Comprehensive Income (Loss) Three Months Ended March 31, 2021 2020 Income Statement Location Cash Flow Hedges: Interest rate products $ 30,598 $ (40,475) Interest expense Net Investment Hedges: Foreign currency products (555) 4,187 N/A CAD term loan (1,175) 7,813 N/A $ 28,868 $ (28,475) (Loss) Gain Reclassified from Accumulated Other Comprehensive Income (Loss) into Income Three Months Ended March 31, 2021 2020 Income Statement Location Cash Flow Hedges: Interest rate products $ (3,202) $ 237 Interest expense |
Gross Presentation, Effects of Offsetting, and 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 March 31, 2021 and December 31, 2020 (in thousands): As of March 31, 2021 Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Gross Amounts Not Offset in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 34,415 $ — $ 34,415 $ (9,513) $ — $ 24,902 Offsetting Liabilities: Derivatives $ 25,907 $ — $ 25,907 $ (9,513) $ — $ 16,394 As of December 31, 2020 Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Gross Amounts Not Offset in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 12,802 $ — $ 12,802 $ (7,420) $ — $ 5,382 Offsetting Liabilities: Derivatives $ 37,018 $ — $ 37,018 $ (7,420) $ — $ 29,598 |
Gross Presentation, Effects of Offsetting, and 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 March 31, 2021 and December 31, 2020 (in thousands): As of March 31, 2021 Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Gross Amounts Not Offset in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 34,415 $ — $ 34,415 $ (9,513) $ — $ 24,902 Offsetting Liabilities: Derivatives $ 25,907 $ — $ 25,907 $ (9,513) $ — $ 16,394 As of December 31, 2020 Gross Amounts of Recognized Assets / Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets / Liabilities presented in the Balance Sheet Gross Amounts Not Offset in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount Offsetting Assets: Derivatives $ 12,802 $ — $ 12,802 $ (7,420) $ — $ 5,382 Offsetting Liabilities: Derivatives $ 37,018 $ — $ 37,018 $ (7,420) $ — $ 29,598 |
FAIR VALUE DISCLOSURES (Tables)
FAIR VALUE DISCLOSURES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
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 March 31, 2021 and December 31, 2020 whose carrying amounts do not approximate their fair value (in thousands): March 31, 2021 December 31, 2020 Face (1) Carrying Amount (2) Fair Face (1) Carrying (2) Fair Financial assets: Loans receivable $ 64,692 $ 56,364 $ 57,045 $ 65,320 $ 58,899 $ 60,421 Preferred equity investments 44,634 44,861 45,487 43,724 43,940 44,597 Financial liabilities: Senior Notes 1,250,000 1,248,464 1,357,113 1,250,000 1,248,393 1,362,678 Secured indebtedness 79,682 78,562 76,052 80,199 79,065 79,326 (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. |
Fair Value of Financial Instruments | The Company determined the fair value of financial instruments as of March 31, 2021 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 Financial assets: Loans receivable $ 57,045 $ — $ — $ 57,045 Preferred equity investments 45,487 — — 45,487 Financial liabilities: Senior Notes 1,357,113 — 1,357,113 — Secured indebtedness 76,052 — — 76,052 |
Items Measured at Fair Value on a Recurring Basis | During the three months ended March 31, 2021, 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 Recurring Basis: Financial assets: Forward starting interest rate swaps $ 32,875 $ — $ 32,875 $ — Cross currency interest rate swaps 1,540 — 1,540 — Financial liabilities: Interest rate swaps 24,509 — 24,509 — Interest rate collars 1,398 — 1,398 — |
EQUITY (Tables)
EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
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 three months ended March 31, 2021: Declaration Date Record Date Amount Per Share Dividend Payable Date February 2, 2021 February 12, 2021 $ 0.30 February 26, 2021 |
Accumulated Other Comprehensive (Loss) Income | The following is a summary of the Company’s accumulated other comprehensive loss (in thousands): March 31, 2021 December 31, 2020 Foreign currency translation loss $ (2,082) $ (1,831) Unrealized loss on cash flow hedges (4,291) (38,080) Total accumulated other comprehensive loss $ (6,373) $ (39,911) |
EARNINGS PER COMMON SHARE (Tabl
EARNINGS PER COMMON SHARE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table illustrates the computation of basic and diluted earnings per share for the three months ended March 31, 2021 and 2020 (in thousands, except share and per share amounts): Three Months Ended March 31, 2021 2020 Numerator Net income $ 33,447 $ 35,217 Denominator Basic weighted average common shares and common equivalents 211,450,699 205,395,330 Dilutive restricted stock units 1,141,455 610,955 Dilutive forward equity sale agreements 32,151 — Diluted weighted average common shares 212,624,305 206,006,285 Net income, per: Basic common share $ 0.16 $ 0.17 Diluted common share $ 0.16 $ 0.17 |
BUSINESS (Details)
BUSINESS (Details) | Mar. 31, 2021 |
Enlivant Joint Venture | |
Schedule of Equity Method Investments [Line Items] | |
Equity interest in joint venture | 49.00% |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | Mar. 31, 2021variableInterestEntityinvestment |
Accounting Policies [Line Items] | |
Number of investments in loans accounted for as real estate joint ventures | investment | 0 |
Primary Beneficiary | |
Accounting Policies [Line Items] | |
Number of variable interest entities | variableInterestEntity | 0 |
RECENT REAL ESTATE ACQUISITIO_3
RECENT REAL ESTATE ACQUISITIONS - Narrative (Details) - Recent Real Estate Acquisitions $ in Millions | 3 Months Ended | |
Mar. 31, 2021USD ($)property | Mar. 31, 2020USD ($)property | |
Business Acquisition [Line Items] | ||
Total revenues | $ | $ 0.4 | $ 2.4 |
Net income attributable to common stockholders | $ | $ 0.1 | $ 0.8 |
Tenant Origination and Absorption Costs | ||
Business Acquisition [Line Items] | ||
Weighted average amortization period of finite-lived intangible assets | 10 years | 6 years |
Tenant Relationship | ||
Business Acquisition [Line Items] | ||
Weighted average amortization period of finite-lived intangible assets | 26 years | 25 years |
Addiction Treatment Center | ||
Business Acquisition [Line Items] | ||
Number of acquired properties | property | 1 | |
Senior Housing Facilities | ||
Business Acquisition [Line Items] | ||
Amount previously funded through preferred equity investments | $ | $ 16.1 | |
Senior Housing - Managed | ||
Business Acquisition [Line Items] | ||
Number of acquired properties | property | 1 | 1 |
Senior Housing - Leased | ||
Business Acquisition [Line Items] | ||
Number of acquired properties | property | 2 |
RECENT REAL ESTATE ACQUISITIO_4
RECENT REAL ESTATE ACQUISITIONS - Purchase Price Allocation for Recent Real Estate Acquisitions (Details) - Recent Real Estate Acquisitions - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Business Acquisition [Line Items] | ||
Land | $ 917 | $ 4,740 |
Building and improvements | 26,389 | 76,247 |
Total consideration | 28,654 | 83,367 |
Tenant origination and absorption costs intangible assets | ||
Business Acquisition [Line Items] | ||
Tenant intangible assets | 1,338 | 2,156 |
Tenant relationship intangible assets | ||
Business Acquisition [Line Items] | ||
Tenant intangible assets | $ 10 | $ 224 |
INVESTMENT IN REAL ESTATE PRO_3
INVESTMENT IN REAL ESTATE PROPERTIES - Real Estate Properties Held for Investment (Details) $ in Thousands | Mar. 31, 2021USD ($)bedfacility | Dec. 31, 2020USD ($)bedfacility |
Real Estate Properties [Line Items] | ||
Building and improvements | $ 5,153,257 | $ 5,120,598 |
Furniture and equipment | 252,563 | 249,034 |
Land improvements | 2,893 | 2,220 |
Land | 594,649 | 594,843 |
Total Real Estate at Cost | 6,003,362 | 5,966,695 |
Accumulated Depreciation | (723,919) | (681,657) |
Total Real Estate Investments, Net | $ 5,279,443 | $ 5,285,038 |
Operating Segments | ||
Real Estate Properties [Line Items] | ||
Number of Properties | facility | 426 | 426 |
Number of Beds/Units | bed | 42,002 | 42,059 |
Total Real Estate at Cost | $ 6,002,551 | $ 5,965,893 |
Accumulated Depreciation | (723,497) | (681,253) |
Total Real Estate Investments, Net | 5,279,054 | 5,284,640 |
Corporate Level | ||
Real Estate Properties [Line Items] | ||
Total Real Estate at Cost | 811 | 802 |
Accumulated Depreciation | (422) | (404) |
Total Real Estate Investments, Net | $ 389 | $ 398 |
Skilled Nursing/Transitional Care | Operating Segments | ||
Real Estate Properties [Line Items] | ||
Number of Properties | facility | 285 | 287 |
Number of Beds/Units | bed | 31,533 | 31,761 |
Total Real Estate at Cost | $ 3,641,912 | $ 3,644,470 |
Accumulated Depreciation | (409,828) | (385,094) |
Total Real Estate Investments, Net | $ 3,232,084 | $ 3,259,376 |
Senior Housing - Leased | Operating Segments | ||
Real Estate Properties [Line Items] | ||
Number of Properties | facility | 65 | 65 |
Number of Beds/Units | bed | 4,217 | 4,282 |
Total Real Estate at Cost | $ 708,242 | $ 707,634 |
Accumulated Depreciation | (92,704) | (87,600) |
Total Real Estate Investments, Net | $ 615,538 | $ 620,034 |
Senior Housing - Managed | Operating Segments | ||
Real Estate Properties [Line Items] | ||
Number of Properties | facility | 48 | 47 |
Number of Beds/Units | bed | 5,024 | 4,924 |
Total Real Estate at Cost | $ 971,795 | $ 942,996 |
Accumulated Depreciation | (150,495) | (142,538) |
Total Real Estate Investments, Net | $ 821,300 | $ 800,458 |
Specialty Hospitals and Other | Operating Segments | ||
Real Estate Properties [Line Items] | ||
Number of Properties | facility | 28 | 27 |
Number of Beds/Units | bed | 1,228 | 1,092 |
Total Real Estate at Cost | $ 680,602 | $ 670,793 |
Accumulated Depreciation | (70,470) | (66,021) |
Total Real Estate Investments, Net | $ 610,132 | $ 604,772 |
INVESTMENT IN REAL ESTATE PRO_4
INVESTMENT IN REAL ESTATE PROPERTIES - Narrative (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021USD ($)propertyPropertyfacility | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($)facility | |
Real Estate Properties [Line Items] | |||
Weighted-average remaining term of operating leases | 8 years | ||
Security deposit liability | $ 12,600 | $ 17,500 | |
Letters of credit deposited | 91,000 | 85,000 | |
Tenant deposits for future real estate taxes, insurance expenditures, and tenant improvements | 16,300 | 16,900 | |
Variable lease revenue | 4,800 | $ 5,200 | |
Resident fees and services | 36,041 | 39,983 | |
Investment in unconsolidated joint venture | 283,751 | $ 288,761 | |
Skilled Nursing Transitional Care Facilities | |||
Real Estate Properties [Line Items] | |||
Net investment in sales type lease | $ 25,100 | ||
Properties in sales-type | Property | 1 | ||
Total rental payments | $ 4,500 | ||
Estimated purchase price | 25,600 | ||
Unearned lease income | 4,700 | ||
Allowance for credit losses related to sales-type lease | 300 | ||
Lease income | 600 | 700 | |
Reduction in the allowance for credit losses related to sales-type lease | 100 | (16) | |
Future minimum lease payments contractually due under the direct financing lease for the remainder of this year | 1,800 | ||
Future minimum lease payments contractually due under the direct financing lease due for next year | 2,400 | ||
Future minimum lease payments contractually due under the direct financing lease due for year two | 800 | ||
Skilled Nursing Transitional Care Facilities | Sales-Type Lease | |||
Real Estate Properties [Line Items] | |||
Aggregate net gain (loss) on sale of real estate | $ 1,000 | ||
Enlivant Joint Venture | Senior Housing Facilities | |||
Real Estate Properties [Line Items] | |||
Number of properties | property | 158 | ||
Enlivant Joint Venture | |||
Real Estate Properties [Line Items] | |||
Equity interest in joint venture | 49.00% | ||
Investment in unconsolidated joint venture | $ 283,800 | ||
Ancillary Services | |||
Real Estate Properties [Line Items] | |||
Resident fees and services | $ 300 | $ 300 | |
Minimum | |||
Real Estate Properties [Line Items] | |||
Operating lease expiration term | 1 year | ||
Maximum | |||
Real Estate Properties [Line Items] | |||
Operating lease expiration term | 16 years | ||
Operating Segments | |||
Real Estate Properties [Line Items] | |||
Number of properties | facility | 426 | 426 | |
Operating Segments | Senior Housing - Managed | |||
Real Estate Properties [Line Items] | |||
Number of properties | facility | 48 | 47 |
INVESTMENT IN REAL ESTATE PRO_5
INVESTMENT IN REAL ESTATE PROPERTIES - Future Minimum Rental Payments Receivable for Properties Held for Investment Under Non-Cancelable Operating Leases (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Future minimum rental payments from the Company’s properties held for investment under non-cancelable operating leases: | |
April 1 through December 31, 2021 | $ 325,343 |
2022 | 417,966 |
2023 | 407,895 |
2024 | 408,876 |
2025 | 399,770 |
Thereafter | 1,572,014 |
Total | $ 3,531,864 |
DISPOSITIONS (Details)
DISPOSITIONS (Details) - Skilled Nursing Transitional Care Facilities - Dispositions $ in Millions | 3 Months Ended | |
Mar. 31, 2021USD ($)facility | Mar. 31, 2020USD ($)facility | |
2021 Dispositions | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of facilities sold | facility | 2 | |
Aggregate sale price of facility | $ 5.3 | |
Carrying value of assets and liabilities of facility | 5 | |
Net gain (loss) on sale | 0.3 | |
Net income (loss) from facilities | $ 0.3 | $ (0.4) |
2020 Dispositions | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Number of facilities sold | facility | 3 | |
Aggregate sale price of facility | $ 6.8 | |
Carrying value of assets and liabilities of facility | 7 | |
Net gain (loss) on sale | 0.2 | |
Net income (loss) from facilities | $ (0.2) |
LOANS RECEIVABLE AND OTHER IN_3
LOANS RECEIVABLE AND OTHER INVESTMENTS - Composition of Loans Receivable and Other Investments (Details) $ in Thousands | Mar. 31, 2021USD ($)loaninvestmentpreferredEquityInvestment | Dec. 31, 2020USD ($) |
Loans Receivable: | ||
Quantity | loan | 18 | |
Principal balance | $ 64,692 | $ 65,320 |
Book Value | 60,722 | 61,357 |
Allowance for loan losses | (4,358) | (2,458) |
Book Value | $ 56,364 | 58,899 |
Weighted Average Contractual Interest Rate / Rate of Return | 7.80% | |
Weighted Average Annualized Effective Interest Rate / Rate of Return | 7.90% | |
Other Investments: | ||
Quantity | preferredEquityInvestment | 6 | |
Principal Balance | $ 44,634 | 43,724 |
Book Value | $ 44,861 | 43,940 |
Weighted Average Contractual Interest Rate / Rate of Return | 11.30% | |
Weighted Average Annualized Effective Interest Rate / Rate of Return | 11.30% | |
Total Quantity | investment | 24 | |
Total Principal Balance | $ 109,326 | |
Total Book Value | $ 101,225 | 102,839 |
Total Weighted Average Contractual Interest Rate / Rate of Return | 9.20% | |
Total Weighted Average Annualized Effective Interest Rate / Rate of Return | 9.30% | |
Mortgage | ||
Loans Receivable: | ||
Quantity | loan | 1 | |
Principal balance | $ 19,000 | |
Book Value | $ 19,000 | 19,000 |
Weighted Average Contractual Interest Rate / Rate of Return | 10.00% | |
Weighted Average Annualized Effective Interest Rate / Rate of Return | 10.00% | |
Construction | ||
Loans Receivable: | ||
Quantity | loan | 1 | |
Principal balance | $ 3,343 | |
Book Value | $ 3,350 | 3,352 |
Weighted Average Contractual Interest Rate / Rate of Return | 8.00% | |
Weighted Average Annualized Effective Interest Rate / Rate of Return | 7.80% | |
Other | ||
Loans Receivable: | ||
Quantity | loan | 16 | |
Principal balance | $ 42,349 | |
Book Value | $ 38,372 | $ 39,005 |
Weighted Average Contractual Interest Rate / Rate of Return | 6.80% | |
Weighted Average Annualized Effective Interest Rate / Rate of Return | 6.90% |
LOANS RECEIVABLE AND OTHER IN_4
LOANS RECEIVABLE AND OTHER INVESTMENTS - Narrative (Details) | 3 Months Ended | ||
Mar. 31, 2021USD ($)loan | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($)loan | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Principal balance | $ 64,692,000 | $ 65,320,000 | |
Book value | 56,364,000 | 58,899,000 | |
Increase (decrease) in the allowance for loan losses | 1,900,000 | $ 700,000 | |
Allowance for loan losses | $ 4,358,000 | $ 2,458,000 | |
Nonperforming Financial Instruments | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Number of loans receivable on nonaccrual status | loan | 3 | 2 | |
Book value of loans receivable on nonaccrual status | $ 0 | $ 0 | |
Portfolio-Based Loans Receivable | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Allowance for loan losses | $ 2,500,000 | ||
Receivables Acquired with Deteriorated Credit Quality | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Number of loans receivable considered to be impaired | loan | 4 | 4 | |
Principal balance | $ 2,000,000 | $ 2,100,000 | |
Book value | $ 400,000 | $ 500,000 |
DEBT - Secured Debt (Details)
DEBT - Secured Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Deferred financing costs, net | $ 15,519 | |
Secured Debt | ||
Debt Instrument [Line Items] | ||
Deferred financing costs, net | 1,120 | $ 1,100 |
Secured Debt | Fixed Rate | ||
Debt Instrument [Line Items] | ||
Principal balance | $ 79,682 | $ 80,199 |
Weighted average interest rate | 3.39% |
DEBT - Senior Unsecured Notes (
DEBT - Senior Unsecured Notes (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Premium, net | $ 6,140,000 | |
Deferred financing costs | 15,519,000 | |
Senior Notes | ||
Debt Instrument [Line Items] | ||
Principal balance | 1,250,000,000 | $ 1,250,000,000 |
Premium, net | 6,140,000 | 6,400,000 |
Deferred financing costs | 7,676,000 | 8,000,000 |
Senior Notes | 4.80% senior unsecured notes due 2024 (“2024 Notes”) | ||
Debt Instrument [Line Items] | ||
Principal balance | $ 300,000,000 | 300,000,000 |
Interest rate | 4.80% | |
Senior Notes | 5.125% senior unsecured notes due 2026 (“2026 Notes”) | ||
Debt Instrument [Line Items] | ||
Principal balance | $ 500,000,000 | 500,000,000 |
Interest rate | 5.125% | |
Senior Notes | 5.88% senior unsecured notes due 2027 (“2027 Notes”) | ||
Debt Instrument [Line Items] | ||
Principal balance | $ 100,000,000 | 100,000,000 |
Interest rate | 5.88% | |
Senior Notes | 3.90% senior unsecured notes due 2029 (“2029 Notes”) | ||
Debt Instrument [Line Items] | ||
Principal balance | $ 350,000,000 | $ 350,000,000 |
Interest rate | 3.90% |
DEBT - Narrative (Details)
DEBT - Narrative (Details) | Sep. 09, 2019USD ($)property | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2021CAD ($) | Dec. 31, 2020USD ($) | Sep. 09, 2019CAD ($)property |
Debt Instrument [Line Items] | ||||||
Loss on extinguishment of debt | $ 793,000 | $ 0 | ||||
Interest expense | 24,443,000 | 25,704,000 | ||||
Non-cash interest expense | 1,896,000 | $ 2,233,000 | ||||
Accrued interest | 17,600,000 | $ 16,100,000 | ||||
Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity | $ 1,000,000,000 | |||||
Borrowing capacity in certain foreign currencies (up to) | $ 175,000,000 | |||||
Number of extension options | property | 2 | 2 | ||||
Extension period | 6 months | |||||
Amount outstanding under credit facility | 0 | |||||
Available borrowing capacity | $ 1,000,000,000 | |||||
Interest rate | 1.21% | 1.21% | ||||
Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Annum percent unused borrowing fee | 0.125% | |||||
Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Annum percent unused borrowing fee | 0.30% | |||||
Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | Prime Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.50% | |||||
Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.00% | |||||
Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | Base Rate | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.00% | |||||
Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | Base Rate | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.45% | |||||
Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | LIBOR | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.775% | |||||
Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | LIBOR | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.45% | |||||
Fifth Amended and Restated Credit Agreement | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity | $ 2,750,000,000 | |||||
Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 1,250,000,000 | $ 1,250,000,000 | ||||
Senior Notes | 4.80% senior unsecured notes due 2024 (“2024 Notes”) | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.80% | 4.80% | ||||
Senior Notes | 3.90% senior unsecured notes due 2029 (“2029 Notes”) | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 3.90% | 3.90% | ||||
Senior Notes | 5.125% senior unsecured notes due 2026 (“2026 Notes”) | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 5.125% | 5.125% | ||||
Senior Notes | 5.88% senior unsecured notes due 2027 (“2027 Notes”) | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 5.88% | 5.88% | ||||
U.S. Dollar Term Loan | Fifth Amended and Restated Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 862,000,000 | |||||
Loss on extinguishment of debt | $ 800,000 | |||||
Interest rate | 1.36% | 1.36% | ||||
U.S. Dollar Term Loan | Fifth Amended and Restated Credit Agreement | Interest Rate Swap | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 845,000,000 | |||||
Fixed interest rate under swap | 1.37% | 1.37% | ||||
U.S. Dollar Term Loan | Fifth Amended and Restated Credit Agreement | Base Rate | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.00% | |||||
U.S. Dollar Term Loan | Fifth Amended and Restated Credit Agreement | Base Rate | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.65% | |||||
U.S. Dollar Term Loan | Fifth Amended and Restated Credit Agreement | LIBOR | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.85% | |||||
U.S. Dollar Term Loan | Fifth Amended and Restated Credit Agreement | LIBOR | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.65% | |||||
U.S. Dollar Term Loan | Fifth Amended and Restated Credit Agreement | Redemption Period One | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 12,000,000 | |||||
U.S. Dollar Term Loan | Fifth Amended and Restated Credit Agreement | Redemption Period Two | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 350,000,000 | |||||
Canadian Dollar Term Loan | Fifth Amended and Restated Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 125,000,000 | $ 125,000,000 | ||||
Interest rate | 1.66% | 1.66% | ||||
Canadian Dollar Term Loan | Fifth Amended and Restated Credit Agreement | Interest Rate Swap | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 125,000,000 | |||||
Fixed interest rate under swap | 1.10% | 1.10% | ||||
Canadian Dollar Term Loan | Fifth Amended and Restated Credit Agreement | CDOR | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.85% | |||||
Canadian Dollar Term Loan | Fifth Amended and Restated Credit Agreement | CDOR | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.65% |
DEBT - Schedule of Maturities f
DEBT - Schedule of Maturities for Outstanding Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
April 1 through December 31, 2021 | $ 17,902 | |
2022 | 14,412 | |
2023 | 352,478 | |
2024 | 901,820 | |
2025 | 2,615 | |
Thereafter | 1,001,730 | |
Total Debt | 2,290,957 | |
Premium, net | 6,140 | |
Deferred financing costs, net | (15,519) | |
Long-term Debt | 2,281,578 | |
Secured Indebtedness | ||
Debt Instrument [Line Items] | ||
April 1 through December 31, 2021 | 17,902 | |
2022 | 2,412 | |
2023 | 2,478 | |
2024 | 2,545 | |
2025 | 2,615 | |
Thereafter | 51,730 | |
Total Debt | 79,682 | |
Premium, net | 0 | |
Deferred financing costs, net | (1,120) | $ (1,100) |
Long-term Debt | 78,562 | |
Term Loans | ||
Debt Instrument [Line Items] | ||
April 1 through December 31, 2021 | 0 | |
2022 | 12,000 | |
2023 | 350,000 | |
2024 | 599,275 | |
2025 | 0 | |
Thereafter | 0 | |
Total Debt | 961,275 | |
Premium, net | 0 | |
Deferred financing costs, net | (6,723) | |
Long-term Debt | 954,552 | |
Senior Notes | ||
Debt Instrument [Line Items] | ||
April 1 through December 31, 2021 | 0 | |
2022 | 0 | |
2023 | 0 | |
2024 | 300,000 | |
2025 | 0 | |
Thereafter | 950,000 | |
Total Debt | 1,250,000 | |
Premium, net | 6,140 | 6,400 |
Deferred financing costs, net | (7,676) | $ (8,000) |
Long-term Debt | $ 1,248,464 |
DERIVATIVE AND HEDGING INSTRU_3
DERIVATIVE AND HEDGING INSTRUMENTS - Narrative (Details) | 1 Months Ended | 3 Months Ended | ||
May 31, 2019USD ($)derivative | Mar. 31, 2021USD ($)derivative | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Derivative [Line Items] | ||||
Fair value of derivatives in a net liability position | $ 25,907,000 | $ 37,018,000 | ||
Forward Starting Interest Rate Swaps | ||||
Derivative [Line Items] | ||||
Number of derivative contracts terminated | derivative | 3 | |||
Payment to counterparties upon termination of derivatives | $ 12,600,000 | |||
Credit Risk | ||||
Derivative [Line Items] | ||||
Fair value of derivatives in a net liability position | 16,900,000 | |||
Termination value | 16,400,000 | |||
Cash Flow Hedges | Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Ineffectiveness on cash flow hedges | 0 | $ 0 | ||
Designated as Hedging Instrument | ||||
Derivative [Line Items] | ||||
Fair value of derivatives in a net liability position | 125,182,000 | $ 135,218,000 | ||
Designated as Hedging Instrument | Cash Flow Hedges | ||||
Derivative [Line Items] | ||||
Losses included in accumulated other comprehensive income expected to be reclassified into retained earnings in the next 12 months | $ 13,000,000 | |||
Not Designated as Hedging Instrument | Cross Currency Interest Rate Swaps | ||||
Derivative [Line Items] | ||||
Number of derivative instruments held | derivative | 1 | |||
Fair value of derivative asset | $ 100,000 | |||
Other income (expense) related to derivatives | $ (44,000) | $ 200,000 |
DERIVATIVE AND HEDGING INSTRU_4
DERIVATIVE AND HEDGING INSTRUMENTS - Notional Amount of Derivatives Instruments (Details) | Jan. 31, 2023USD ($) | Mar. 31, 2021USD ($)derivative | Mar. 31, 2021CAD ($)derivative | Dec. 31, 2020USD ($)derivative | Dec. 31, 2020CAD ($)derivative |
Not Designated as Hedging Instrument | Cross Currency Interest Rate Swaps | |||||
Derivative [Line Items] | |||||
Number of derivative instruments held | derivative | 1 | 1 | |||
Cash Flow Hedges | Designated as Hedging Instrument | |||||
Derivative [Line Items] | |||||
Notional amount | $ 1,095,000,000 | $ 1,340,000,000 | |||
Cash Flow Hedges | Designated as Hedging Instrument | Cross Currency Interest Rate Swaps | |||||
Derivative [Line Items] | |||||
Notional amount | $ 125,000,000 | $ 250,000,000 | |||
Cash Flow Hedges | Designated as Hedging Instrument | Cross Currency Interest Rate Contract with Accreting Balance | Denominated in U.S. Dollars | |||||
Derivative [Line Items] | |||||
Notional amount | 400,000,000 | ||||
Cash Flow Hedges | Designated as Hedging Instrument | Cross Currency Interest Rate Contract with Accreting Balance | Forecast | Denominated in U.S. Dollars | |||||
Derivative [Line Items] | |||||
Notional amount | $ 600,000,000 | ||||
Cash Flow Hedges | Designated as Hedging Instrument | Forward Starting Interest Rate Swaps - Effective January 2021 | Denominated in U.S. Dollars | |||||
Derivative [Line Items] | |||||
Number of derivative instruments held | derivative | 2 | 2 | |||
Cash Flow Hedges | Designated as Hedging Instrument | Forward Starting Interest Rate Swaps - Effective January 2021 | Denominated in Canadian Dollars | |||||
Derivative [Line Items] | |||||
Notional amount | $ 125,000,000 | ||||
Number of derivative instruments held | derivative | 2 | 2 | |||
Cash Flow Hedges | Designated as Hedging Instrument | Forward Starting Interest Rate Collar - Effective January 2021 | Denominated in U.S. Dollars | |||||
Derivative [Line Items] | |||||
Number of derivative instruments held | derivative | 1 | 1 | |||
Cash Flow Hedges | Designated as Hedging Instrument | Forward Starting Interest Rate Swap - Effective May 2024 | Denominated in U.S. Dollars | |||||
Derivative [Line Items] | |||||
Notional amount | $ 250,000,000 | ||||
Number of derivative instruments held | derivative | 6 | 6 | |||
Cash Flow Hedges | Designated as Hedging Instrument | Forward Starting Interest Rate Swaps And Forward Starting Interest Rate Collars | Denominated in U.S. Dollars | |||||
Derivative [Line Items] | |||||
Notional amount | $ 245,000,000 | ||||
Net Investment Hedges | Designated as Hedging Instrument | |||||
Derivative [Line Items] | |||||
Notional amount | $ 125,000,000 | $ 125,000,000 | |||
Net Investment Hedges | Designated as Hedging Instrument | Cross Currency Interest Rate Swaps | |||||
Derivative [Line Items] | |||||
Notional amount | 52,211,000 | 52,778,000 | |||
Net Investment Hedges | Not Designated as Hedging Instrument | Cross Currency Interest Rate Swaps | |||||
Derivative [Line Items] | |||||
Notional amount | $ 4,089,000 | $ 3,522,000 |
DERIVATIVE AND HEDGING INSTRU_5
DERIVATIVE AND HEDGING INSTRUMENTS - Derivative and Financial Instruments Designated as Hedging Instruments (Details) $ in Thousands | Mar. 31, 2021USD ($)instrument | Dec. 31, 2020USD ($) |
Assets: | ||
Fair Value | $ 34,415 | $ 12,802 |
Liabilities: | ||
Fair Value | 25,907 | 37,018 |
Designated as Hedging Instrument | ||
Assets: | ||
Fair Value | 34,415 | 12,802 |
Liabilities: | ||
Fair Value | $ 125,182 | 135,218 |
Designated as Hedging Instrument | Interest rate swaps | Cash flow | Accounts payable and accrued liabilities | ||
Liabilities: | ||
Count | instrument | 11 | |
Fair Value | $ 24,509 | 23,849 |
Designated as Hedging Instrument | Interest rate collar | Cash flow | Accounts payable and accrued liabilities | ||
Liabilities: | ||
Count | instrument | 2 | |
Fair Value | $ 1,398 | 1,626 |
Designated as Hedging Instrument | Forward starting interest rate swaps | Cash flow | Accounts receivable, prepaid expenses and other assets, net | ||
Assets: | ||
Count | instrument | 6 | |
Fair Value | $ 32,875 | 10,652 |
Designated as Hedging Instrument | Forward starting interest rate swaps | Cash flow | Accounts payable and accrued liabilities | ||
Liabilities: | ||
Count | instrument | 0 | |
Fair Value | $ 0 | 10,723 |
Designated as Hedging Instrument | Cross currency interest rate swaps | Net investment | Accounts receivable, prepaid expenses and other assets, net | ||
Assets: | ||
Count | instrument | 2 | |
Fair Value | $ 1,540 | 2,150 |
Designated as Hedging Instrument | Forward starting interest rate collars | Cash flow | Accounts payable and accrued liabilities | ||
Liabilities: | ||
Count | instrument | 0 | |
Fair Value | $ 0 | 920 |
Designated as Hedging Instrument | CAD term loan | Net investment | Term loans, net | ||
Liabilities: | ||
Count | instrument | 1 | |
Fair Value | $ 99,275 | $ 98,100 |
DERIVATIVE AND HEDGING INSTRU_6
DERIVATIVE AND HEDGING INSTRUMENTS - Effect of Derivative Financial Instruments on the Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
(Loss) gain in other comprehensive (loss) income, cash flow hedges and net investment hedges | $ 28,868 | $ (28,475) |
Interest rate products | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
(Loss) gain recognized in other comprehensive (loss) income, cash flow hedges | 30,598 | (40,475) |
Interest rate products | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) reclassified from accumulated other comprehensive income into income, cash flow hedges | (3,202) | 237 |
Foreign currency products | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
(Loss) gain recognized in other comprehensive (loss) income, net investment hedges | (555) | 4,187 |
CAD term loan | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
(Loss) gain recognized in other comprehensive (loss) income, net investment hedges | $ (1,175) | $ 7,813 |
DERIVATIVE AND HEDGING INSTRU_7
DERIVATIVE AND HEDGING INSTRUMENTS - Gross Presentation, Effects of Offsetting, and Net Presentation of Derivatives (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Offsetting Assets: | ||
Gross amounts of recognized assets | $ 34,415 | $ 12,802 |
Gross amounts offset in the balance sheet | 0 | 0 |
Net amounts of assets presented in the balance sheet | 34,415 | 12,802 |
Financial instruments | (9,513) | (7,420) |
Cash collateral received | 0 | 0 |
Net amount | 24,902 | 5,382 |
Offsetting Liabilities: | ||
Gross amounts of recognized liabilities | 25,907 | 37,018 |
Gross amounts offset in the balance sheet | 0 | 0 |
Liabilities presented in the balance sheet | 25,907 | 37,018 |
Financial instruments | (9,513) | (7,420) |
Cash collateral received | 0 | 0 |
Net amount, liabilities | $ 16,394 | $ 29,598 |
FAIR VALUE DISCLOSURES - Narrat
FAIR VALUE DISCLOSURES - Narrative (Details) - Discount Rate | Mar. 31, 2021 |
Minimum | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Loans receivable, measurement input | 0.06 |
Preferred equity investments, measurement input | 0.10 |
Minimum | Secured Indebtedness | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt, measurement input | 0.03 |
Maximum | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Loans receivable, measurement input | 0.11 |
Preferred equity investments, measurement input | 0.15 |
Maximum | Secured Indebtedness | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt, measurement input | 0.04 |
Weighted Average | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Loans receivable, measurement input | 0.09 |
Preferred equity investments, measurement input | 0.11 |
Weighted Average | Secured Indebtedness | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt, measurement input | 0.03 |
FAIR VALUE DISCLOSURES - Face V
FAIR VALUE DISCLOSURES - Face Values, Carrying Amounts and Fair Values of Financial Instruments (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Financial assets: | ||
Loans receivable | $ 64,692,000 | $ 65,320,000 |
Preferred equity investments | 44,634,000 | 43,724,000 |
Senior Notes | ||
Financial liabilities: | ||
Financial liabilities | 1,250,000,000 | 1,250,000,000 |
Secured Indebtedness | ||
Financial liabilities: | ||
Financial liabilities | 79,682,000 | 80,199,000 |
Carrying Amount | ||
Financial assets: | ||
Loans receivable | 56,364,000 | 58,899,000 |
Preferred equity investments | 44,861,000 | 43,940,000 |
Carrying Amount | Senior Notes | ||
Financial liabilities: | ||
Financial liabilities | 1,248,464,000 | 1,248,393,000 |
Carrying Amount | Secured Indebtedness | ||
Financial liabilities: | ||
Financial liabilities | 78,562,000 | 79,065,000 |
Fair Value | ||
Financial assets: | ||
Loans receivable | 57,045,000 | 60,421,000 |
Preferred equity investments | 45,487,000 | 44,597,000 |
Fair Value | Senior Notes | ||
Financial liabilities: | ||
Financial liabilities | 1,357,113,000 | 1,362,678,000 |
Fair Value | Secured Indebtedness | ||
Financial liabilities: | ||
Financial liabilities | $ 76,052,000 | $ 79,326,000 |
FAIR VALUE DISCLOSURES - Fair V
FAIR VALUE DISCLOSURES - Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Total | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | $ 57,045 | $ 60,421 |
Preferred equity investments | 45,487 | 44,597 |
Total | Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 1,357,113 | 1,362,678 |
Total | Secured Indebtedness | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 76,052 | $ 79,326 |
Measured on a Recurring Basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | 0 | |
Preferred equity investments | 0 | |
Measured on a Recurring Basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Measured on a Recurring Basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Secured Indebtedness | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Measured on a Recurring Basis | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | 0 | |
Preferred equity investments | 0 | |
Measured on a Recurring Basis | Significant Other Observable Inputs (Level 2) | Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 1,357,113 | |
Measured on a Recurring Basis | Significant Other Observable Inputs (Level 2) | Secured Indebtedness | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Measured on a Recurring Basis | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | 57,045 | |
Preferred equity investments | 45,487 | |
Measured on a Recurring Basis | Significant Unobservable Inputs (Level 3) | Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Measured on a Recurring Basis | Significant Unobservable Inputs (Level 3) | Secured Indebtedness | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 76,052 | |
Measured on a Recurring Basis | Total | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans receivable | 57,045 | |
Preferred equity investments | 45,487 | |
Measured on a Recurring Basis | Total | Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 1,357,113 | |
Measured on a Recurring Basis | Total | Secured Indebtedness | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | $ 76,052 |
FAIR VALUE DISCLOSURES - Items
FAIR VALUE DISCLOSURES - Items Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | $ 34,415 | $ 12,802 |
Financial liabilities | 25,907 | $ 37,018 |
Measured on a Recurring Basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Measured on a Recurring Basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Cross currency interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 0 | |
Measured on a Recurring Basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Forward starting interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 0 | |
Measured on a Recurring Basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Interest rate collar | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Measured on a Recurring Basis | Significant Other Observable Inputs (Level 2) | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 24,509 | |
Measured on a Recurring Basis | Significant Other Observable Inputs (Level 2) | Cross currency interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 1,540 | |
Measured on a Recurring Basis | Significant Other Observable Inputs (Level 2) | Forward starting interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 32,875 | |
Measured on a Recurring Basis | Significant Other Observable Inputs (Level 2) | Interest rate collar | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 1,398 | |
Measured on a Recurring Basis | Significant Unobservable Inputs (Level 3) | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Measured on a Recurring Basis | Significant Unobservable Inputs (Level 3) | Cross currency interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 0 | |
Measured on a Recurring Basis | Significant Unobservable Inputs (Level 3) | Forward starting interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 0 | |
Measured on a Recurring Basis | Significant Unobservable Inputs (Level 3) | Interest rate collar | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 0 | |
Measured on a Recurring Basis | Total | Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | 24,509 | |
Measured on a Recurring Basis | Total | Cross currency interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 1,540 | |
Measured on a Recurring Basis | Total | Forward starting interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets | 32,875 | |
Measured on a Recurring Basis | Total | Interest rate collar | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial liabilities | $ 1,398 |
EQUITY - Common Stock (Details)
EQUITY - Common Stock (Details) - USD ($) | Dec. 11, 2019 | Mar. 31, 2021 | Mar. 31, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Tax withholding obligations incurred on behalf of employees | $ 1,900,000 | $ 900,000 | |
Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares issued upon vesting (in shares) | 200,000 | ||
ATM Program | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate gross proceeds possible from sales of common stock under equity distribution agreement (up to) | $ 400,000,000 | ||
Shares sold under the ATM Program (in shares) | 1,100,000 | ||
Sale of stock, average price per share (in dollars per share) | $ 17.64 | ||
Gross proceeds from issuance of common stock | $ 20,200,000 | ||
Payments for stock issuance commissions | 300,000 | ||
Amount available under ATM Program | $ 139,800,000 | ||
ATM Program - Forward Feature | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares sold under the ATM Program (in shares) | 4,000,000 | ||
Gross proceeds from issuance of common stock | $ 70,200,000 | ||
Shares sold under the forward feature of the ATM Program (in shares) | 4,200,000 | ||
Initial weighted average price (in dollars per share) | $ 17.67 | ||
Forward sale agreements term | 1 year | ||
Amount available for issuance (in shares) | 1,300,000 | ||
Initial weighted average price (in dollars per share) | $ 17.94 | ||
ATM Program - Forward Feature | Weighted Average | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Price per share (in dollars per share) | $ 17.42 |
EQUITY - Cash Dividends on Comm
EQUITY - Cash Dividends on Common Stock Declared and Paid (Details) - $ / shares | Feb. 02, 2021 | Mar. 31, 2021 | Mar. 31, 2020 |
Equity [Abstract] | |||
Common dividends (in dollars per share) | $ 0.30 | $ 0.30 | $ 0.45 |
EQUITY - Accumulated Other Comp
EQUITY - Accumulated Other Comprehensive (Loss) Income (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive (loss) income | $ 3,503,404 | $ 3,409,228 | $ 3,395,213 | $ 3,488,460 |
Total accumulated other comprehensive loss | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive (loss) income | (6,373) | (39,911) | $ (51,373) | $ (12,388) |
Foreign currency translation loss | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive (loss) income | (2,082) | (1,831) | ||
Unrealized loss on cash flow hedges | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Accumulated other comprehensive (loss) income | $ (4,291) | $ (38,080) |
EARNINGS PER COMMON SHARE - Com
EARNINGS PER COMMON SHARE - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Numerator | ||
Net income attributable to common stockholders | $ 33,447 | $ 35,217 |
Denominator | ||
Basic weighted average common shares and common equivalents (in shares) | 211,450,699 | 205,395,330 |
Diluted weighted average common shares (in shares) | 212,624,305 | 206,006,285 |
Net income, per: | ||
Basic common share (in dollars per share) | $ 0.16 | $ 0.17 |
Diluted common share (in dollars per share) | $ 0.16 | $ 0.17 |
Restricted Stock Units | ||
Denominator | ||
Dilutive restricted stock units (in shares) | 1,141,455 | 610,955 |
Shares under Forward Sale Agreements | ||
Denominator | ||
Dilutive restricted stock units (in shares) | 32,151 | 0 |
EARNINGS PER COMMON SHARE - Nar
EARNINGS PER COMMON SHARE - Narrative (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Restricted Stock Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities not included in computation of diluted earnings per share (in shares) | 30,100 | 6,300 |
Shares Related To Forward Equity Sale Agreements | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities not included in computation of diluted earnings per share (in shares) | 4,100 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - $ / shares | May 05, 2021 | Feb. 02, 2021 | Mar. 31, 2021 | Mar. 31, 2020 |
Subsequent Event [Line Items] | ||||
Quarterly cash dividend declared on common stock (in dollars per share) | $ 0.30 | $ 0.30 | $ 0.45 | |
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Quarterly cash dividend declared on common stock (in dollars per share) | $ 0.30 |
Uncategorized Items - sbra-2021
Label | Element | Value |
Accounting Standards Update [Extensible List] | us-gaap_AccountingStandardsUpdateExtensibleList | us-gaap:AccountingStandardsUpdate201613Member |