Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2020 | Jul. 31, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-37401 | |
Entity Registrant Name | Community Healthcare Trust Inc | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 46-5212033 | |
Entity Address, Address Line One | 3326 Aspen Grove Drive | |
Entity Address, Address Line Two | Suite 150 | |
Entity Address, City or Town | Franklin | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37067 | |
City Area Code | 615 | |
Local Phone Number | 771-3052 | |
Title of 12(b) Security | Common stock, $0.01 par value per share | |
Trading Symbol | CHCT | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 22,726,373 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001631569 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Real estate properties | ||
Land and land improvements | $ 78,999 | $ 68,129 |
Buildings, improvements, and lease intangibles | 585,454 | 534,503 |
Personal property | 234 | 220 |
Total real estate properties | 664,687 | 602,852 |
Less accumulated depreciation | (89,698) | (77,523) |
Total real estate properties, net | 574,989 | 525,329 |
Cash and cash equivalents | 4,896 | 1,730 |
Restricted cash | 351 | 293 |
Other assets, net | 32,068 | 35,179 |
Total assets | 612,304 | 562,531 |
Liabilities | ||
Debt, net | 197,309 | 194,243 |
Accounts payable and accrued liabilities | 5,497 | 3,606 |
Other liabilities | 22,395 | 11,271 |
Total liabilities | 225,201 | 209,120 |
Commitments and contingencies | ||
Stockholders' Equity | ||
Preferred stock, $0.01 par value; 50,000,000 shares authorized; none issued and outstanding | 0 | 0 |
Common stock, $0.01 par value; 450,000,000 shares authorized; 22,726,141 and 21,410,578 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively | 227 | 214 |
Additional paid-in capital | 500,477 | 447,916 |
Cumulative net income | 26,180 | 17,554 |
Accumulated other comprehensive loss | (13,969) | (4,808) |
Cumulative dividends | (125,812) | (107,465) |
Total stockholders’ equity | 387,103 | 353,411 |
Total liabilities and stockholders' equity | $ 612,304 | $ 562,531 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred Stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred Stock, shares issued (in shares) | 0 | 0 |
Preferred Stock, shares outstanding (in shares) | 0 | 0 |
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized (in shares) | 450,000,000 | 450,000,000 |
Common Stock, shares issued (in shares) | 22,726,141 | 21,410,578 |
Common Stock, shares outstanding (in shares) | 22,726,141 | 21,410,578 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
REVENUES | ||||
Rental income | $ 17,830 | $ 13,361 | $ 35,258 | $ 26,259 |
Other operating interest | 450 | 955 | 958 | 1,498 |
Revenues | 18,280 | 14,316 | 36,216 | 27,757 |
EXPENSES | ||||
Property operating | 3,223 | 2,993 | 6,566 | 6,068 |
General and administrative | 1,919 | 1,776 | 4,111 | 3,561 |
Depreciation and amortization | 6,119 | 5,299 | 12,178 | 10,545 |
EXPENSES | 11,261 | 10,068 | 22,855 | 20,174 |
Loss on sale of real estate | (313) | 0 | (313) | 0 |
Interest expense | (2,183) | (2,251) | (4,432) | (4,305) |
Interest and other income, net | 3 | 69 | 10 | 238 |
OTHER INCOME (EXPENSE) | (2,493) | (2,182) | (4,735) | (4,067) |
NET INCOME | $ 4,526 | $ 2,066 | $ 8,626 | $ 3,516 |
NET INCOME PER COMMON SHARE: | ||||
Net income per common share – Basic (in dollars per share) | $ 0.19 | $ 0.09 | $ 0.37 | $ 0.16 |
Net income per common share – Diluted (in dollars per share) | $ 0.19 | $ 0.09 | $ 0.37 | $ 0.16 |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING-BASIC (in shares) | 21,263,575 | 18,245,668 | 20,999,097 | 18,100,973 |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING-DILUTED (in shares) | 21,263,575 | 18,245,668 | 20,999,097 | 18,100,973 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
NET INCOME | $ 4,526 | $ 2,066 | $ 8,626 | $ 3,516 |
Other comprehensive (loss) income: | ||||
Decrease in fair value of cash flow hedges | (1,317) | (4,032) | (10,193) | (5,245) |
Reclassification for amounts recognized as interest expense | 774 | (95) | 1,032 | (157) |
Total other comprehensive loss | (543) | (4,127) | (9,161) | (5,402) |
COMPREHENSIVE INCOME (LOSS) | $ 3,983 | $ (2,061) | $ (535) | $ (1,886) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid in Capital | Cumulative Net Income | Accumulated Other Comprehensive (Loss) Income | Cumulative Dividends |
Beginning Balance (in shares) at Dec. 31, 2018 | 18,634,502 | |||||
Beginning Balance at Dec. 31, 2018 | $ 271,659 | $ 186 | $ 337,180 | $ 9,178 | $ 633 | $ (75,518) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock, net of issuance costs (in shares) | 641,053 | |||||
Issuance of common stock, net of issuance costs | 22,992 | $ 7 | 22,985 | |||
Stock-based compensation (in shares) | 125,689 | |||||
Stock-based compensation | 1,749 | $ 1 | 1,748 | |||
Unrecognized loss on cash flow hedges | (5,245) | (5,245) | ||||
Reclassification adjustment for losses included in net income (interest expense) | (157) | (157) | ||||
Net income | 3,516 | 3,516 | ||||
Dividends to common stockholders | (15,394) | (15,394) | ||||
Ending Balance (in shares) at Jun. 30, 2019 | 19,401,244 | |||||
Ending Balance at Jun. 30, 2019 | 279,120 | $ 194 | 361,913 | 12,694 | (4,769) | (90,912) |
Beginning Balance (in shares) at Dec. 31, 2018 | 18,634,502 | |||||
Beginning Balance at Dec. 31, 2018 | $ 271,659 | $ 186 | 337,180 | 9,178 | 633 | (75,518) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock, net of issuance costs (in shares) | 2,554,247 | |||||
Ending Balance (in shares) at Dec. 31, 2019 | 21,410,578 | |||||
Ending Balance at Dec. 31, 2019 | $ 353,411 | $ 214 | 447,916 | 17,554 | (4,808) | (107,465) |
Beginning Balance (in shares) at Mar. 31, 2019 | 18,862,792 | |||||
Beginning Balance at Mar. 31, 2019 | 269,683 | $ 189 | 342,654 | 10,628 | (642) | (83,146) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock, net of issuance costs (in shares) | 497,453 | |||||
Issuance of common stock, net of issuance costs | 18,368 | $ 5 | 18,363 | |||
Stock-based compensation (in shares) | 40,999 | |||||
Stock-based compensation | 896 | $ 0 | 896 | |||
Unrecognized loss on cash flow hedges | (4,032) | (4,032) | ||||
Reclassification adjustment for losses included in net income (interest expense) | (95) | (95) | ||||
Net income | 2,066 | 2,066 | ||||
Dividends to common stockholders | (7,766) | (7,766) | ||||
Ending Balance (in shares) at Jun. 30, 2019 | 19,401,244 | |||||
Ending Balance at Jun. 30, 2019 | 279,120 | $ 194 | 361,913 | 12,694 | (4,769) | (90,912) |
Beginning Balance (in shares) at Dec. 31, 2019 | 21,410,578 | |||||
Beginning Balance at Dec. 31, 2019 | $ 353,411 | $ 214 | 447,916 | 17,554 | (4,808) | (107,465) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock, net of issuance costs (in shares) | 1,189,545 | 1,189,545 | ||||
Issuance of common stock, net of issuance costs | $ 50,492 | $ 12 | 50,480 | |||
Stock-based compensation (in shares) | 126,018 | |||||
Stock-based compensation | 2,082 | $ 1 | 2,081 | |||
Unrecognized loss on cash flow hedges | (10,193) | (10,193) | ||||
Reclassification adjustment for losses included in net income (interest expense) | 1,032 | 1,032 | ||||
Net income | 8,626 | 8,626 | ||||
Dividends to common stockholders | (18,347) | (18,347) | ||||
Ending Balance (in shares) at Jun. 30, 2020 | 22,726,141 | |||||
Ending Balance at Jun. 30, 2020 | 387,103 | $ 227 | 500,477 | 26,180 | (13,969) | (125,812) |
Beginning Balance (in shares) at Mar. 31, 2020 | 22,125,269 | |||||
Beginning Balance at Mar. 31, 2020 | 367,775 | $ 221 | 475,824 | 21,654 | (13,426) | (116,498) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock, net of issuance costs (in shares) | 578,759 | |||||
Issuance of common stock, net of issuance costs | 23,590 | $ 6 | 23,584 | |||
Stock-based compensation (in shares) | 22,113 | |||||
Stock-based compensation | 1,069 | $ 0 | 1,069 | |||
Unrecognized loss on cash flow hedges | (1,317) | (1,317) | ||||
Reclassification adjustment for losses included in net income (interest expense) | 774 | 774 | ||||
Net income | 4,526 | 4,526 | ||||
Dividends to common stockholders | (9,314) | (9,314) | ||||
Ending Balance (in shares) at Jun. 30, 2020 | 22,726,141 | |||||
Ending Balance at Jun. 30, 2020 | $ 387,103 | $ 227 | $ 500,477 | $ 26,180 | $ (13,969) | $ (125,812) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Equity Condensed Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Cumulative Dividends | ||||
Dividends to common stockholders, per share (in dollars per share) | $ 0.42 | $ 0.41 | $ 0.8375 | $ 0.8175 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
OPERATING ACTIVITIES | ||
Net income | $ 8,626 | $ 3,516 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 12,178 | 10,545 |
Other amortization | (224) | 294 |
Stock-based compensation | 2,082 | 1,749 |
Straight-line rent receivable | (1,604) | (749) |
Loss on sale of real estate | 313 | 0 |
Deferred income tax expense | 20 | 27 |
Changes in operating assets and liabilities: | ||
Other assets | (119) | (1,087) |
Accounts payable and accrued liabilities | 1,089 | 114 |
Other liabilities | 1,386 | (26) |
Net cash provided by operating activities | 23,747 | 14,383 |
INVESTING ACTIVITIES | ||
Acquisitions of real estate | (57,890) | (63,449) |
Proceeds from sale of real estate | 248 | 0 |
Acquisition of note receivable | (1,750) | 0 |
Proceeds from the repayment of notes receivable | 6,910 | 320 |
Capital expenditures on existing real estate properties | (3,081) | (1,654) |
Net cash used in investing activities | (55,563) | (64,783) |
FINANCING ACTIVITIES | ||
Net borrowings (repayments) on revolving credit facility | 3,000 | |
Net borrowings (repayments) on revolving credit facility | (24,000) | |
Term loan borrowings | 0 | 75,000 |
Mortgage note repayments | (53) | (52) |
Dividends paid | (18,347) | (15,394) |
Proceeds from issuance of common stock | 50,579 | 23,172 |
Equity issuance costs | (139) | (180) |
Debt issuance costs | 0 | (1,273) |
Net cash provided by financing activities | 35,040 | 57,273 |
Increase in cash and cash equivalents and restricted cash | 3,224 | 6,873 |
Cash and cash equivalents and restricted cash, beginning of period | 2,023 | 2,392 |
Cash and cash equivalents and restricted cash, end of period | 5,247 | 9,265 |
Supplemental Cash Flow Information: | ||
Interest paid | 3,110 | 2,781 |
Invoices accrued for construction, tenant improvement and other capitalized costs | 707 | 29 |
Reclassification between accounts and notes receivable | 0 | 45 |
Reclassification of registration statement costs incurred in prior year to equity issuance costs | 95 | 187 |
Decrease in fair value of cash flow hedges | (10,193) | (5,245) |
Income taxes paid | $ 31 | $ 0 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Business Overview Community Healthcare Trust Incorporated (the ‘‘Company’’, ‘‘we’’, ‘‘our’’) was organized in the State of Maryland on March 28, 2014. The Company is a fully-integrated healthcare real estate company that owns and acquires real estate properties that are leased to hospitals, doctors, healthcare systems or other healthcare service providers. As of June 30, 2020 , the Company had investments of approximately $664.7 million in 131 real estate properties, located in 33 states, totaling approximately 2.8 million square feet in the aggregate. Any references to square footage or occupancy percentages, and any amounts derived from these values in these notes to the condensed consolidated financial statements, are outside the scope of our independent registered public accounting firm's review. Basis of Presentation The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. They do not include all of the information and footnotes required by GAAP for complete financial statements. This interim financial information should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 . Management believes that all adjustments of a normal, recurring nature considered necessary for a fair presentation have been included. This interim financial information does not necessarily represent or indicate what the operating results will be for the year ending December 31, 2020 . All material intercompany accounts and transactions have been eliminated. A novel strain of coronavirus (SARS-CoV-2) was first identified in late 2019, and subsequently declared a global pandemic by the World Health Organization ("COVID-19"). The Company considered the impact of the COVID-19 on the assumptions and estimates used for the three and six months ended June 30, 2020 . The full extent of the future impacts of COVID-19 on the Company's operations is uncertain. A prolonged outbreak could have a material adverse impact on the financial results and business operations of the Company. During the second quarter of 2020, the Company has provided lease concessions to certain tenants in response to the impact of COVID-19, in the form of rent deferrals. The Company has made an election to account for such lease concessions consistent with how those concessions would be accounted for under the current leasing guidance if enforceable rights and obligations for those concessions had already existed in the leases. This election is available for concessions related to the effects of the COVID-19 pandemic that do not result in a substantial increase in our rights as lessor, including concessions that result in the total payments required by the modified lease being substantially the same as or less than total payments required by the original lease. All of the Company’s concessions to date provide for a deferral of payments with no substantive changes to the consideration in the original lease. These deferrals affect the timing, but not the amount, of the lease payments. The Company is accounting for these deferrals as if no changes to the lease were made. Under this accounting, the Company increases its lease receivable as tenant payments accrue and continues to recognize rental income. As of July 31, 2020, the Company has entered into, or anticipates entering into, deferral agreements with up to approximately 20 tenants representing less than one percent of our annualized rent. Pursuant to these agreements, the tenants are generally required to repay the deferred amounts in equal monthly installments during the third and fourth quarters of 2020. Use of Estimates in the Condensed Consolidated Financial Statements Preparation of the Condensed Consolidated Financial Statements in accordance with GAAP requires management to make estimates and assumptions that affect amounts reported in the Condensed Consolidated Financial Statements and accompanying notes. Actual results may materially differ from those estimates. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents includes short-term investments with original maturities of three months or less when purchased. Restricted cash consists of amounts held by the lender of our mortgage note payable to provide for future real estate tax, insurance expenditures and tenant improvements related to one property. The carrying amount approximates fair value due to the short term maturity of these investments. The following table provides a reconciliation of cash and cash equivalents and restricted cash: Balance as of June 30, (Dollars in thousands) 2020 2019 Cash and cash equivalents $ 4,896 $ 9,031 Restricted cash 351 234 Cash, cash equivalents and restricted cash $ 5,247 $ 9,265 Income Taxes The Company has elected to be taxed as a real estate investment trust ("REIT"), as defined under the Internal Revenue Code of 1986, as amended (the "Code"). The Company and one subsidiary have also elected for that subsidiary to be treated as a taxable REIT subsidiary ("TRS"), which is subject to federal and state income taxes. No provision has been made for federal income taxes for the REIT; however, the Company has recorded income tax expense or benefit for the TRS to the extent applicable. The Company also evaluates the realizability of its deferred tax assets and will record valuation allowances if it is determined that more likely than not the asset will not be recovered. The Company intends at all times to qualify as a REIT under the Code. The Company must distribute at least 90% per annum of its REIT taxable income to its stockholders (which is computed without regard to the dividends paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with generally accepted accounting principles) and meet other requirements to continue to qualify as a REIT. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the "CARES" Act) was enacted into law and was immediately effective. The CARES Act includes several tax provisions that allow for the carryback of net operating losses, provides relief from the taxable income limitation on the use of net operating losses carried forward, increases the business interest limitation from 30% to 50%, makes technical corrections to tax depreciation methods for qualified improvement property, and provides payroll tax credits and for the deferral of employer social security payments. The Company does not believe that there have been or will be material impacts to its income taxes related to the CARES Act. The Company will continue to evaluate the tax impact of the CARES Act and any guidance provided by the U.S. Treasury and Internal Revenue Service. New Accounting Pronouncements Recently Adopted Accounting Pronouncements Financial Instruments-Credit Losses In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-13, Measurement of Credit Losses on Financial Instruments , which changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, companies are required to use a new current expected credit loss ("CECL") model that generally results in the earlier recognition of allowances for losses. For available-for-sale debt securities with unrealized losses, companies are required to measure credit losses in a manner similar to prior guidance, except that the losses are recognized as allowances rather than as reductions in the amortized cost of the securities. In November 2018, the FASB amended the ASU to clarify that receivables arising from leases would not be within the scope of the ASU but rather would be accounted for under the leasing standard. Companies have to disclose significantly more information, including information they use to track credit quality by year of origination for most financing receivables. Companies must apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Company adopted ASU No. 2016-13 on January 1, 2020. The Company did not record an adjustment upon adoption as the impact was determined to be immaterial. However, this standard could impact the Company's financial statements and results of operations in future periods. Recently Issued Accounting Pronouncements Reference Rate Reform In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform |
Real Estate Leases
Real Estate Leases | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Real Estate Leases | Real Estate Leases The Company’s properties are generally leased pursuant to non-cancelable, fixed-term operating leases with expiration dates through 2035 . The Company’s leases generally require the lessee to pay minimum rent, with fixed rent renewal terms or increases based on a Consumer Price Index and may also include additional rent, which may include taxes (including property taxes), insurance, maintenance and other operating costs associated with the leased property. Some leases provide the lessee, during the term of the lease, with an option or right of first refusal to purchase the leased property. Some leases also allow the lessee to renew or extend their lease term or in some cases terminate their lease, based on conditions provided in the lease. Future minimum lease payments under the non-cancelable operating leases due the Company for the years ending December 31, as of June 30, 2020 , are as follows (in thousands): 2020 (six months ending December 31) $ 30,417 2021 58,659 2022 55,024 2023 49,996 2024 46,867 2025 and thereafter 299,485 $ 540,448 Straight-line rental income Rental income is recognized as earned over the life of the lease agreement on a straight-line basis when collection of rental payments over the term of the lease is probable. Straight-line rent included in rental income was approximately $0.7 million and $0.4 million , respectively, for the three months ended June 30, 2020 and 2019 . Straight-line rent included in rental income was approximately $1.6 million and $0.7 million , respectively, for the six months ended June 30, 2020 and 2019 . Deferred revenue Income received but not yet earned is deferred until such time it is earned. Deferred revenue, included in other liabilities on the Condensed Consolidated Balance Sheet, was approximately $ 2.1 million and $2.0 million , respectively, at June 30, 2020 and December 31, 2019 . Security Deposits As of June 30, 2020 and December 31, 2019 , the Company held approximately $4.1 million and $3.5 million , respectively, in security deposits for the benefit of the Company in the event the obligated tenant fails to perform under the terms of its respective lease. Generally, the Company may, at its discretion and upon notification to the tenant, draw upon the security deposits if there are any defaults under the leases. |
Real Estate Acquisitions and Di
Real Estate Acquisitions and Dispositions | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Real Estate Acquisitions and Dispositions | Real Estate Acquisitions and Dispositions 2020 Real Estate Acquisitions During the second quarter of 2020 , the Company acquired seven real estate properties and a land parcel adjacent to one of our existing properties to be used for additional parking. Upon acquisition, the real estate properties were 100% leased in the aggregate with lease expirations through 2035 . Amounts reflected in revenues and net income for these properties for the three months ended June 30, 2020 were approximately $0.1 million and four thousand dollars, respectively, and transaction costs totaling approximately $0.4 million were capitalized relating to these property acquisitions. During the first quarter of 2020 , the Company acquired six real estate properties. Upon acquisition, the properties were 98.2% leased in the aggregate with lease expirations through 2035 . Amounts reflected in revenues and net income for these properties for the six months ended June 30, 2020 were approximately $1.4 million and $0.8 million , respectively, and transaction costs totaling approximately $0.2 million were capitalized relating to these property acquisitions. Location Property Type (1) Date Acquired Purchase Price Cash Consideration Real Estate Other (2) Square Footage (000's) (000's) (000's) (000's) San Antonio, TX MOB 01/27/20 $ 4,003 $ 4,022 $ 4,036 $ (14 ) 13,500 San Antonio, TX MOB 01/27/20 1,931 1,955 1,961 (6 ) 6,500 Decatur, AL MOB 02/18/20 5,784 5,792 5,777 15 35,943 Ramona, CA SC 03/13/20 4,100 4,124 4,143 (19 ) 11,300 Cuero, TX SC 03/18/20 2,153 2,174 2,207 (33 ) 15,515 Rogers, AR IRF 03/27/20 19,000 18,317 19,042 (725 ) 38,817 Oak Lawn, IL (land) MOB 04/20/20 400 403 421 (18 ) — Germantown, TN SC 04/29/20 3,900 3,949 3,949 — 10,600 Westlake, OH SC 06/05/20 2,443 2,456 2,487 (31 ) 15,057 Columbus, IN (3) SC 06/05/20 1,813 1,828 1,787 41 13,969 Niceville, FL MOB 06/15/20 2,294 2,340 2,344 (4 ) 10,250 Greensburg, PA MOB 06/16/20 3,389 3,484 3,497 (13 ) 15,650 Gardendale, AL MOB 06/24/20 2,948 2,935 2,878 57 12,956 Prattville, AL MOB 06/24/20 4,091 4,111 4,078 33 13,319 $ 58,249 $ 57,890 $ 58,607 $ (717 ) 213,376 (1) MOB - Medical Office Building; SC - Specialty Center; IRF - Inpatient Rehabilitation Facility (2) Includes, but is not limited to, above- and below-market lease intangibles, liabilities assumed, and security deposits. (3) The Company assumed a ground lease in connection with this acquisition that is classified as an operating lease. The present value of future lease payments and the right-of-use asset, each totaling approximately $0.2 million, are included in other liabilities and other assets, respectively, on the Company's Condensed Consolidated Balance Sheets. The following table summarizes the relative fair values of the assets acquired and liabilities assumed in the property acquisitions for the six months ended June 30, 2020 . Relative Fair Value Estimated Useful Life (in thousands) (in years) Land and land improvements $ 11,323 8.5 Building and building improvements 41,709 30.2 Intangibles: At-market lease intangibles 5,575 5.4 Above-market lease intangibles 292 4.8 Below-market lease intangibles (111 ) 3.1 Total intangibles 5,756 Accounts receivable and other assets assumed 247 Accounts payable, accrued liabilities and other liabilities assumed (807 ) Prorated rent, interest and operating expense reimbursement amounts collected (338 ) Total cash consideration $ 57,890 2020 Real Estate Disposition During the second quarter of 2020 , the Company sold a land parcel related to one of its properties for approximately $0.3 million and recognized a loss on sale of approximately $0.3 million . |
Debt, net
Debt, net | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt, net | Debt, net The table below details the Company's debt as of June 30, 2020 and December 31, 2019 . Balance as of (Dollars in thousands) June 30, 2020 December 31, 2019 Maturity Dates Revolving Credit Facility $ 18,000 $ 15,000 3/23 A-1 Term Loan, net 49,871 49,833 3/22 A-2 Term Loan, net 49,801 49,775 3/24 A-3 Term Loan, net 74,479 74,433 3/26 Mortgage Note Payable, net 5,158 5,202 5/24 $ 197,309 $ 194,243 The Company's second amended and restated credit facility (the "Credit Facility") is by and among Community Healthcare OP, LP, the Company, and a syndicate of lenders with Truist Bank (formerly SunTrust Bank) serving as Administrative Agent. The Company’s material subsidiaries are guarantors of the obligations under the Credit Facility. The Credit Facility, as amended, provides for a $150.0 million Revolving Credit Facility and $175.0 million in term loans (the "Term Loans"). The Credit Facility, through the accordion feature, allows borrowings up to a total of $525.0 million including the ability to add and fund additional term loans. The Revolving Credit Facility matures on March 29, 2023 and includes one 12 -month option to extend the maturity date of the Revolving Credit Facility, subject to the satisfaction of certain conditions. The Term Loans include a five -year term loan facility in the aggregate principal amount of $50.0 million (the "A-1 Term Loan"), which matures on March 29, 2022 , a seven -year term loan facility in the aggregate principal amount of $50.0 million (the "A-2 Term Loan"), which matures on March 29, 2024 , and a seven -year, term loan facility in the aggregate principal amount of $75.0 million (the "A-3 Term Loan"), which matures on March 29, 2026 . Amounts outstanding under the Revolving Credit Facility, as amended, bear annual interest at a floating rate that is based, at the Company’s option, on either: (i) LIBOR plus 1.25% to 1.90% or (ii) a base rate plus 0.25% to 0.90% in each case, depending upon the Company’s leverage ratio. In addition, the Company is obligated to pay an annual fee equal to 0.25% of the amount of the unused portion of the Revolving Credit Facility if amounts borrowed are greater than 33.3% of the borrowing capacity under the Revolving Credit Facility and 0.35% of the unused portion of the Revolving Credit Facility if amounts borrowed are less than or equal to 33.3% of the borrowing capacity under the Revolving Credit Facility. The Company had $18.0 million outstanding under the Revolving Credit Facility with a 2.06% weighted average interest rate at June 30, 2020 , and a borrowing capacity remaining of approximately $132.0 million at June 30, 2020 . Amounts outstanding under the Term Loans, as amended, bear annual interest at a floating rate that is based, at the Company’s option, on either: (i) LIBOR plus 1.25% to 2.30% or (ii) a base rate plus 0.25% to 1.30% , in each case, depending upon the Company’s leverage ratio. In addition, the Company is obligated to pay an annual fee equal to 0.35% of the amount of the unused portion of the Term Loans. The Company has entered into interest rate swaps to fix the interest rates on the Term Loans. See Note 5 for more details on the interest rate swaps. At June 30, 2020 , the Company had drawn the full $175.0 million under the Term Loans which had a fixed weighted average interest rate under the swaps of approximately 4.569% . The Company’s ability to borrow under the Credit Facility is subject to its ongoing compliance with a number of customary affirmative and negative covenants, including limitations with respect to liens, indebtedness, distributions, mergers, consolidations, investments, restricted payments and asset sales, as well as financial maintenance covenants. The Company was in compliance with its financial covenants under its Credit Facility as of June 30, 2020 . |
Derivative Financial Instrument
Derivative Financial Instruments | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments Risk Management Objective of Using Derivatives The Company may use derivative financial instruments, including interest rate swaps, caps, options, floors and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. The principal objective of such arrangements is to minimize the risks and/or costs associated with the Company’s operating and financial structure as well as to hedge specific anticipated transactions. The Company does not intend to utilize derivatives for speculative or other purposes other than interest rate risk management. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, the Company only enters into derivative financial instruments with counterparties with high credit ratings and with major financial institutions with which the Company and its affiliates may also have other financial relationships. The Company does not anticipate that any of the counterparties will fail to meet their obligations. Cash Flow Hedges of Interest Rate Risk The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate caps designated as cash flow hedges involve the receipt of variable-rate amounts if interest rates rise above the cap strike rate on the contract. As of June 30, 2020 , the Company had seven outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk for notional amounts totaling $175.0 million . The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Condensed Consolidated Balance Sheets as of June 30, 2020 and December 31, 2019 . Asset Derivatives Fair Value at Liability Derivatives Fair Value at June 30, 2020 December 31, 2019 Balance Sheet Classification June 30, 2020 December 31, 2019 Balance Sheet Classification Interest rate swaps $ — $ — Other assets $ 13,969 $ 4,808 Other Liabilities The changes in the fair value of derivatives designated and that qualify as cash flow hedges are recorded in accumulated other comprehensive loss ("AOCI") and are subsequently reclassified to interest expense in the period that the hedged forecasted transaction affects earnings. Amounts reported in AOCI related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s Term Loans. During the next twelve months, the Company estimates that an additional $3.7 million will be reclassified from AOCI as an increase to interest expense. The table below details the location in the financial statements of the gain or loss recognized on interest rate derivatives designated as cash flow hedges for the three and six months ended June 30, 2020 and 2019 . Three Months Ended Six Months Ended (Dollars in thousands) 2020 2019 2020 2019 Amount of unrealized loss recognized in OCI on derivative $ (1,317 ) $ (4,032 ) $ (10,193 ) $ (5,245 ) Amount of loss (gain) reclassified from AOCI into interest expense $ 774 $ (95 ) $ 1,032 $ (157 ) Total interest expense presented in the Condensed Consolidated Statements of Income in which the effects of the cash flow hedges are recorded $ 2,183 $ 2,251 $ 4,432 $ 4,305 Credit-risk-related Contingent Feature s As of June 30, 2020 , the fair value of derivatives in a net liability position including accrued interest but excluding any adjustment for nonperformance risk related to these agreements was $14.5 million . As of June 30, 2020 , the Company has not posted any collateral related to these agreements and was not in breach of any agreement provisions. If the Company had breached any of these provisions, it could have been required to settle its obligations under the agreements at their aggregate termination value of approximately $14.5 million at June 30, 2020 . |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Common Stock The following table provides a reconciliation of the beginning and ending common stock balances for the six months ended June 30, 2020 and for the year ended December 31, 2019 : Six Months Ended Year Ended December 31, 2019 Balance, beginning of period 21,410,578 18,634,502 Issuance of common stock 1,189,545 2,554,247 Restricted stock-based awards 126,018 221,829 Balance, end of period 22,726,141 21,410,578 ATM Program On November 5, 2019, the Company entered into an Amended and Restated Sales Agency Agreement ("Amended and Restated Sales Agreement") for its at-the-market offering program ("ATM Program") with Sandler O’Neill & Partners, L.P., Evercore Group L.L.C., SunTrust Robinson Humphrey, Inc., BB&T Capital Markets, a division of BB&T Securities, LLC, Fifth Third Securities, Inc. and Janney Montgomery Scott LLC, as sales agents (collectively, the “Agents”), under which the Company may issue and sell shares of its common stock, having an aggregate gross sales price of up to $360.0 million . The shares of common stock may be sold from time to time through or to one or more of the Agents, as may be determined by the Company in its sole discretion, subject to the terms and conditions of the agreement and applicable law. The Company's activity under the ATM Program for the three and six months ended June 30, 2020 is detailed in the table below. As of June 30, 2020 , the Company had approximately $251.6 million remaining that may be issued under the ATM Program. Three Months Ended Six Months Ended Shares issued 578,759 1,189,545 Net proceeds received (in millions) $ 23.7 $ 50.6 Average gross sales price per share $ 41.70 $ 43.39 |
Net Income Per Common Share
Net Income Per Common Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Income Per Common Share | Net Income Per Common Share The following table sets forth the computation of basic and diluted net income per common share for the three and six months ended June 30, 2020 and 2019 , respectively. Three Months Ended Six Months Ended (Dollars in thousands, except per share data) 2020 2019 2020 2019 Net income $ 4,526 $ 2,066 $ 8,626 $ 3,516 Participating securities' share in earnings (432 ) (351 ) (855 ) (652 ) Net income, less participating securities' share in earnings $ 4,094 $ 1,715 $ 7,771 $ 2,864 Weighted average Common Shares outstanding Weighted average Common Shares outstanding 22,285,565 19,055,110 22,008,998 18,896,274 Unvested restricted shares (1,021,990 ) (809,442 ) (1,009,901 ) (795,301 ) Weighted average Common Shares outstanding–Basic 21,263,575 18,245,668 20,999,097 18,100,973 Dilutive potential common shares — — — — Weighted average Common Shares outstanding –Diluted 21,263,575 18,245,668 20,999,097 18,100,973 Basic Net Income per Common Share $ 0.19 $ 0.09 $ 0.37 $ 0.16 Diluted Net Income per Common Share $ 0.19 $ 0.09 $ 0.37 $ 0.16 |
Incentive Plan
Incentive Plan | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Incentive Plan | Incentive Plan A summary of the activity under the Company's 2014 Incentive Plan, as amended, for the three and six months ended June 30, 2020 and 2019 is included in the table below, as well as compensation expense recognized from the amortization of the value of shares over the applicable vesting periods. Three Months Ended Six Months Ended (Dollars in thousands) 2020 2019 2020 2019 Stock-based awards, beginning of period 1,013,797 794,177 909,892 709,487 Stock in lieu of compensation 5,510 15,004 55,755 57,529 Stock awards 16,603 25,995 70,263 68,160 Total stock granted 22,113 40,999 126,018 125,689 Vested shares (15,910 ) (21,424 ) (15,910 ) (21,424 ) Stock-based awards, end of period 1,020,000 813,752 1,020,000 813,752 Amortization expense $ 1,070 $ 899 $ 2,090 $ 1,752 |
Other Assets, net
Other Assets, net | 6 Months Ended |
Jun. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets, net | Other Assets, net Other assets, net on the Company's Condensed Consolidated Balance Sheets as of June 30, 2020 and December 31, 2019 are detailed in the table below. Balance as of (Dollars in thousands) June 30, 2020 December 31, 2019 Notes receivable $ 18,340 $ 23,500 Lease and interest receivables 2,821 3,021 Straight-line rent receivables 6,885 5,267 Prepaid assets 602 488 Deferred financing costs, net 586 693 Leasing commissions, net 980 875 Deferred tax asset 575 595 Above-market intangible assets, net 414 144 Right-of-use leased asset 385 139 Other 480 457 $ 32,068 $ 35,179 The Company's notes receivable at June 30, 2020 included: • a loan with a borrower totaling $17.8 million which is secured by all assets and ownership interests in the operations of seven long-term acute care hospitals and one inpatient rehabilitation hospital owned by the borrower. The note matures on December 31, 2025 and bear interest at 9% per annum. The Company also has a $3.0 million revolving credit facility with the borrower that they can draw on which matures on January 1, 2026. • a $2.5 million loan, acquired by the Company for $1.75 million , to help facilitate the bankruptcy filing of a borrower. The Company subsequently received a payment of $1.2 million on the note and had a carrying balance of $0.6 million at June 30, 2020 which is secured by all assets and personal property of the borrower. The note is due on demand and bears interest at 10% per annum. The Company identified the borrowers of these notes as variable interest entities ("VIEs"), but management determined that the Company was not the primary beneficiary of the VIEs because we lack either directly or through related parties any material impact in the activities that impact the borrowers' economic performance. We are not obligated to provide support beyond our stated commitment to the borrowers, and accordingly our maximum exposure to loss as a result of this relationship is limited to the amount of our outstanding notes receivable. The VIEs that we have identified at June 30, 2020 are summarized in the table below. Classification Carrying Amount (in millions) Maximum Exposure to Loss (in millions) Note receivable $ 17.8 $ 17.8 Note receivable $ 0.6 $ 0.6 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practical to estimate the fair value. Cash and cash equivalents and restricted cash - The carrying amount approximates the fair value. Notes receivable - The fair value is estimated using cash flow analyses, based on an assumed market rate of interest or at a rate consistent with the rates on notes carried by the Company and are classified as level 2 in the hierarchy. Borrowings under our Credit Facility - The carrying amount approximates the fair value because the borrowings are based on variable market interest rates. Derivative financial instruments - The fair value is estimated using discounted cash flow techniques. These techniques incorporate primarily level 2 inputs. The market inputs are utilized in the discounted cash flow calculation considering the instrument’s term, notional amount, discount rate and credit risk. Significant inputs to the derivative valuation model for interest rate swaps are observable in active markets and are classified as level 2 in the hierarchy. Mortgage note payable - The fair value is estimated using cash flow analyses which are based on an assumed market rate of interest or at a rate consistent with the rates on mortgage notes assumed by the Company and are classified as level 2 in the hierarchy. The table below details the fair values and carrying values for our notes receivable, interest rate swaps, and mortgage note payable at June 30, 2020 and December 31, 2019 , using level 2 inputs. June 30, 2020 December 31, 2019 (Dollars in thousands) Carrying Value Fair Value Carrying Value Fair Value Notes receivable $ 18,340 $ 17,940 $ 23,500 $ 23,399 Interest rate swap liability $ 13,969 $ 13,969 $ 4,808 $ 4,808 Mortgage note payable $ 5,235 $ 5,524 $ 5,288 $ 5,351 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Dividend Declared On August 3, 2020 , the Company’s Board of Directors declared a quarterly common stock dividend in the amount of $0.4225 per share. The dividend is payable on August 28, 2020 to stockholders of record on August 17, 2020 . Highland Update On July 1, 2020, the bankruptcy sale of Highland Hospital was completed and the operator who had been managing the facility acquired its operations and entered into a lease with the Company. The Company provided debtor in possession financing (the “DIP”) to facilitate the sale and, as of the closing of the sale, had an approximately $1.2 million net payable. In addition, the Company continued to have a net investment of $550,000 in a separate note (the “Note”), secured by all assets of Highland Hospital. As of the date of this filing, the DIP and the Note have been combined into a single net receivable balance of approximately $1.4 million . |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. They do not include all of the information and footnotes required by GAAP for complete financial statements. This interim financial information should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 . Management believes that all adjustments of a normal, recurring nature considered necessary for a fair presentation have been included. This interim financial information does not necessarily represent or indicate what the operating results will be for the year ending December 31, 2020 . All material intercompany accounts and transactions have been eliminated. A novel strain of coronavirus (SARS-CoV-2) was first identified in late 2019, and subsequently declared a global pandemic by the World Health Organization ("COVID-19"). The Company considered the impact of the COVID-19 on the assumptions and estimates used for the three and six months ended June 30, 2020 . The full extent of the future impacts of COVID-19 on the Company's operations is uncertain. A prolonged outbreak could have a material adverse impact on the financial results and business operations of the Company. During the second quarter of 2020, the Company has provided lease concessions to certain tenants in response to the impact of COVID-19, in the form of rent deferrals. The Company has made an election to account for such lease concessions consistent with how those concessions would be accounted for under the current leasing guidance if enforceable rights and obligations for those concessions had already existed in the leases. This election is available for concessions related to the effects of the COVID-19 pandemic that do not result in a substantial increase in our rights as lessor, including concessions that result in the total payments required by the modified lease being substantially the same as or less than total payments required by the original lease. All of the Company’s concessions to date provide for a deferral of payments with no substantive changes to the consideration in the original lease. These deferrals affect the timing, but not the amount, of the lease payments. The Company is accounting for these deferrals as if no changes to the lease were made. Under this accounting, the Company increases its lease receivable as tenant payments accrue and continues to recognize rental income. As of July 31, 2020, the Company has entered into, or anticipates entering into, deferral agreements with up to approximately 20 tenants representing less than one percent of our annualized rent. Pursuant to these agreements, the tenants are generally required to repay the deferred amounts in equal monthly installments during the third and fourth quarters of 2020. |
Use of Estimates in the Condensed Consolidated Financial Statements | Use of Estimates in the Condensed Consolidated Financial Statements Preparation of the Condensed Consolidated Financial Statements in accordance with GAAP requires management to make estimates and assumptions that affect amounts reported in the Condensed Consolidated Financial Statements and accompanying notes. Actual results may materially differ from those estimates. |
Cash and Cash Equivalents | Cash, Cash Equivalents and Restricted Cash |
Restricted Cash | Restricted cash consists of amounts held by the lender of our mortgage note payable to provide for future real estate tax, insurance expenditures and tenant improvements related to one property. The carrying amount approximates fair value due to the short term maturity of these investments. |
Income Taxes | Income Taxes The Company has elected to be taxed as a real estate investment trust ("REIT"), as defined under the Internal Revenue Code of 1986, as amended (the "Code"). The Company and one subsidiary have also elected for that subsidiary to be treated as a taxable REIT subsidiary ("TRS"), which is subject to federal and state income taxes. No provision has been made for federal income taxes for the REIT; however, the Company has recorded income tax expense or benefit for the TRS to the extent applicable. The Company also evaluates the realizability of its deferred tax assets and will record valuation allowances if it is determined that more likely than not the asset will not be recovered. The Company intends at all times to qualify as a REIT under the Code. The Company must distribute at least 90% per annum of its REIT taxable income to its stockholders (which is computed without regard to the dividends paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with generally accepted accounting principles) and meet other requirements to continue to qualify as a REIT. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the "CARES" Act) was enacted into law and was immediately effective. The CARES Act includes several tax provisions that allow for the carryback of net operating losses, provides relief from the taxable income limitation on the use of net operating losses carried forward, increases the business interest limitation from 30% to 50%, makes technical corrections to tax depreciation methods for qualified improvement property, and provides payroll tax credits and for the deferral of employer social security payments. The Company does not believe that there have been or will be material impacts to its income taxes related to the CARES Act. The Company will continue to evaluate the tax impact of the CARES Act and any guidance provided by the U.S. Treasury and Internal Revenue Service. |
New Accounting Pronouncements | New Accounting Pronouncements Recently Adopted Accounting Pronouncements Financial Instruments-Credit Losses In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-13, Measurement of Credit Losses on Financial Instruments , which changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, companies are required to use a new current expected credit loss ("CECL") model that generally results in the earlier recognition of allowances for losses. For available-for-sale debt securities with unrealized losses, companies are required to measure credit losses in a manner similar to prior guidance, except that the losses are recognized as allowances rather than as reductions in the amortized cost of the securities. In November 2018, the FASB amended the ASU to clarify that receivables arising from leases would not be within the scope of the ASU but rather would be accounted for under the leasing standard. Companies have to disclose significantly more information, including information they use to track credit quality by year of origination for most financing receivables. Companies must apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Company adopted ASU No. 2016-13 on January 1, 2020. The Company did not record an adjustment upon adoption as the impact was determined to be immaterial. However, this standard could impact the Company's financial statements and results of operations in future periods. Recently Issued Accounting Pronouncements Reference Rate Reform In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Restrictions on Cash and Cash Equivalents | The following table provides a reconciliation of cash and cash equivalents and restricted cash: Balance as of June 30, (Dollars in thousands) 2020 2019 Cash and cash equivalents $ 4,896 $ 9,031 Restricted cash 351 234 Cash, cash equivalents and restricted cash $ 5,247 $ 9,265 |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash and cash equivalents and restricted cash: Balance as of June 30, (Dollars in thousands) 2020 2019 Cash and cash equivalents $ 4,896 $ 9,031 Restricted cash 351 234 Cash, cash equivalents and restricted cash $ 5,247 $ 9,265 |
Real Estate Leases (Tables)
Real Estate Leases (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Schedule of future minimum lease payments for operating leases | Future minimum lease payments under the non-cancelable operating leases due the Company for the years ending December 31, as of June 30, 2020 , are as follows (in thousands): 2020 (six months ending December 31) $ 30,417 2021 58,659 2022 55,024 2023 49,996 2024 46,867 2025 and thereafter 299,485 $ 540,448 |
Real Estate Acquisitions and _2
Real Estate Acquisitions and Dispositions (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of acquisitions | Location Property Type (1) Date Acquired Purchase Price Cash Consideration Real Estate Other (2) Square Footage (000's) (000's) (000's) (000's) San Antonio, TX MOB 01/27/20 $ 4,003 $ 4,022 $ 4,036 $ (14 ) 13,500 San Antonio, TX MOB 01/27/20 1,931 1,955 1,961 (6 ) 6,500 Decatur, AL MOB 02/18/20 5,784 5,792 5,777 15 35,943 Ramona, CA SC 03/13/20 4,100 4,124 4,143 (19 ) 11,300 Cuero, TX SC 03/18/20 2,153 2,174 2,207 (33 ) 15,515 Rogers, AR IRF 03/27/20 19,000 18,317 19,042 (725 ) 38,817 Oak Lawn, IL (land) MOB 04/20/20 400 403 421 (18 ) — Germantown, TN SC 04/29/20 3,900 3,949 3,949 — 10,600 Westlake, OH SC 06/05/20 2,443 2,456 2,487 (31 ) 15,057 Columbus, IN (3) SC 06/05/20 1,813 1,828 1,787 41 13,969 Niceville, FL MOB 06/15/20 2,294 2,340 2,344 (4 ) 10,250 Greensburg, PA MOB 06/16/20 3,389 3,484 3,497 (13 ) 15,650 Gardendale, AL MOB 06/24/20 2,948 2,935 2,878 57 12,956 Prattville, AL MOB 06/24/20 4,091 4,111 4,078 33 13,319 $ 58,249 $ 57,890 $ 58,607 $ (717 ) 213,376 (1) MOB - Medical Office Building; SC - Specialty Center; IRF - Inpatient Rehabilitation Facility (2) Includes, but is not limited to, above- and below-market lease intangibles, liabilities assumed, and security deposits. (3) The Company assumed a ground lease in connection with this acquisition that is classified as an operating lease. The present value of future lease payments and the right-of-use asset, each totaling approximately $0.2 million, are included in other liabilities and other assets, respectively, on the Company's Condensed Consolidated Balance Sheets. |
Schedule of assets acquired and liabilities assumed | The following table summarizes the relative fair values of the assets acquired and liabilities assumed in the property acquisitions for the six months ended June 30, 2020 . Relative Fair Value Estimated Useful Life (in thousands) (in years) Land and land improvements $ 11,323 8.5 Building and building improvements 41,709 30.2 Intangibles: At-market lease intangibles 5,575 5.4 Above-market lease intangibles 292 4.8 Below-market lease intangibles (111 ) 3.1 Total intangibles 5,756 Accounts receivable and other assets assumed 247 Accounts payable, accrued liabilities and other liabilities assumed (807 ) Prorated rent, interest and operating expense reimbursement amounts collected (338 ) Total cash consideration $ 57,890 |
Debt, net (Tables)
Debt, net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of debt | The table below details the Company's debt as of June 30, 2020 and December 31, 2019 . Balance as of (Dollars in thousands) June 30, 2020 December 31, 2019 Maturity Dates Revolving Credit Facility $ 18,000 $ 15,000 3/23 A-1 Term Loan, net 49,871 49,833 3/22 A-2 Term Loan, net 49,801 49,775 3/24 A-3 Term Loan, net 74,479 74,433 3/26 Mortgage Note Payable, net 5,158 5,202 5/24 $ 197,309 $ 194,243 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of fair value of derivative instruments on balance sheet | The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Condensed Consolidated Balance Sheets as of June 30, 2020 and December 31, 2019 . Asset Derivatives Fair Value at Liability Derivatives Fair Value at June 30, 2020 December 31, 2019 Balance Sheet Classification June 30, 2020 December 31, 2019 Balance Sheet Classification Interest rate swaps $ — $ — Other assets $ 13,969 $ 4,808 Other Liabilities |
Schedule of derivative gain (loss) | The table below details the location in the financial statements of the gain or loss recognized on interest rate derivatives designated as cash flow hedges for the three and six months ended June 30, 2020 and 2019 . Three Months Ended Six Months Ended (Dollars in thousands) 2020 2019 2020 2019 Amount of unrealized loss recognized in OCI on derivative $ (1,317 ) $ (4,032 ) $ (10,193 ) $ (5,245 ) Amount of loss (gain) reclassified from AOCI into interest expense $ 774 $ (95 ) $ 1,032 $ (157 ) Total interest expense presented in the Condensed Consolidated Statements of Income in which the effects of the cash flow hedges are recorded $ 2,183 $ 2,251 $ 4,432 $ 4,305 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Schedule of reconciliation of common stock | The following table provides a reconciliation of the beginning and ending common stock balances for the six months ended June 30, 2020 and for the year ended December 31, 2019 : Six Months Ended Year Ended December 31, 2019 Balance, beginning of period 21,410,578 18,634,502 Issuance of common stock 1,189,545 2,554,247 Restricted stock-based awards 126,018 221,829 Balance, end of period 22,726,141 21,410,578 |
Schedule of ATM Program | As of June 30, 2020 , the Company had approximately $251.6 million remaining that may be issued under the ATM Program. Three Months Ended Six Months Ended Shares issued 578,759 1,189,545 Net proceeds received (in millions) $ 23.7 $ 50.6 Average gross sales price per share $ 41.70 $ 43.39 |
Net Income Per Common Share (Ta
Net Income Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share | The following table sets forth the computation of basic and diluted net income per common share for the three and six months ended June 30, 2020 and 2019 , respectively. Three Months Ended Six Months Ended (Dollars in thousands, except per share data) 2020 2019 2020 2019 Net income $ 4,526 $ 2,066 $ 8,626 $ 3,516 Participating securities' share in earnings (432 ) (351 ) (855 ) (652 ) Net income, less participating securities' share in earnings $ 4,094 $ 1,715 $ 7,771 $ 2,864 Weighted average Common Shares outstanding Weighted average Common Shares outstanding 22,285,565 19,055,110 22,008,998 18,896,274 Unvested restricted shares (1,021,990 ) (809,442 ) (1,009,901 ) (795,301 ) Weighted average Common Shares outstanding–Basic 21,263,575 18,245,668 20,999,097 18,100,973 Dilutive potential common shares — — — — Weighted average Common Shares outstanding –Diluted 21,263,575 18,245,668 20,999,097 18,100,973 Basic Net Income per Common Share $ 0.19 $ 0.09 $ 0.37 $ 0.16 Diluted Net Income per Common Share $ 0.19 $ 0.09 $ 0.37 $ 0.16 |
Incentive Plan (Tables)
Incentive Plan (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of nonvested restricted stock activity | A summary of the activity under the Company's 2014 Incentive Plan, as amended, for the three and six months ended June 30, 2020 and 2019 is included in the table below, as well as compensation expense recognized from the amortization of the value of shares over the applicable vesting periods. Three Months Ended Six Months Ended (Dollars in thousands) 2020 2019 2020 2019 Stock-based awards, beginning of period 1,013,797 794,177 909,892 709,487 Stock in lieu of compensation 5,510 15,004 55,755 57,529 Stock awards 16,603 25,995 70,263 68,160 Total stock granted 22,113 40,999 126,018 125,689 Vested shares (15,910 ) (21,424 ) (15,910 ) (21,424 ) Stock-based awards, end of period 1,020,000 813,752 1,020,000 813,752 Amortization expense $ 1,070 $ 899 $ 2,090 $ 1,752 |
Other Assets, net (Tables)
Other Assets, net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | Other assets, net on the Company's Condensed Consolidated Balance Sheets as of June 30, 2020 and December 31, 2019 are detailed in the table below. Balance as of (Dollars in thousands) June 30, 2020 December 31, 2019 Notes receivable $ 18,340 $ 23,500 Lease and interest receivables 2,821 3,021 Straight-line rent receivables 6,885 5,267 Prepaid assets 602 488 Deferred financing costs, net 586 693 Leasing commissions, net 980 875 Deferred tax asset 575 595 Above-market intangible assets, net 414 144 Right-of-use leased asset 385 139 Other 480 457 $ 32,068 $ 35,179 |
Schedule of VIEs | The VIEs that we have identified at June 30, 2020 are summarized in the table below. Classification Carrying Amount (in millions) Maximum Exposure to Loss (in millions) Note receivable $ 17.8 $ 17.8 Note receivable $ 0.6 $ 0.6 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping | The table below details the fair values and carrying values for our notes receivable, interest rate swaps, and mortgage note payable at June 30, 2020 and December 31, 2019 , using level 2 inputs. June 30, 2020 December 31, 2019 (Dollars in thousands) Carrying Value Fair Value Carrying Value Fair Value Notes receivable $ 18,340 $ 17,940 $ 23,500 $ 23,399 Interest rate swap liability $ 13,969 $ 13,969 $ 4,808 $ 4,808 Mortgage note payable $ 5,235 $ 5,524 $ 5,288 $ 5,351 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands, ft² in Millions | Jul. 31, 2020tenant | Jun. 30, 2020USD ($)ft²statereal_estate_property | Dec. 31, 2019USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2018USD ($) |
Accounting Policies [Abstract] | |||||
Total real estate properties | $ 664,687 | $ 602,852 | |||
Number of real estate properties | real_estate_property | 131 | ||||
Number of states | state | 33 | ||||
Area of real estate property (in square feet) | ft² | 2.8 | ||||
Cash and cash equivalents | $ 4,896 | 1,730 | $ 9,031 | ||
Restricted cash | 351 | 293 | 234 | ||
Cash, cash equivalents and restricted cash | $ 5,247 | $ 2,023 | $ 9,265 | $ 2,392 | |
COVID-19 | Subsequent Event | |||||
Unusual or Infrequent Item, or Both [Line Items] | |||||
Number of tenants with deferral agreements | tenant | 20 | ||||
Percentage of annualized rent with deferral agreements | 1.00% |
Real Estate Leases Real Estate
Real Estate Leases Real Estate Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Real Estate [Line Items] | |||||
2020 (six months ending December 31) | $ 30,417 | $ 30,417 | |||
2021 | 58,659 | 58,659 | |||
2022 | 55,024 | 55,024 | |||
2023 | 49,996 | 49,996 | |||
2024 | 46,867 | 46,867 | |||
2025 and thereafter | 299,485 | 299,485 | |||
Total | 540,448 | 540,448 | |||
Straight line rent | 700 | $ 400 | 1,604 | $ 749 | |
Security deposit | 4,100 | 4,100 | $ 3,500 | ||
Other Liabilities | |||||
Real Estate [Line Items] | |||||
Deferred revenue | $ 2,100 | $ 2,100 | $ 2,000 |
Real Estate Acquisitions and _3
Real Estate Acquisitions and Dispositions Real Estate Acquisitions and Dispositions - Real Estate Acquisitions (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020USD ($)real_estate_property | Mar. 31, 2020real_estate_property | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2019 | |
Business Acquisition [Line Items] | ||||||
Proceeds from sale of land | $ 300 | |||||
Loss on sale of land | $ (313) | $ 0 | $ (313) | $ 0 | ||
Operating Lease, Liability, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilities | us-gaap:OtherLiabilities | ||||
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssets | us-gaap:OtherAssets | us-gaap:OtherAssets | |||
Acquisition Of Properties During 2nd Quarter 2020 | ||||||
Business Acquisition [Line Items] | ||||||
Number of real estate properties acquired | real_estate_property | 7 | |||||
Percentage of properties that were leased at acquisition | 100.00% | |||||
Pro forma information, revenue of acquiree since acquisition date, actual | $ 100 | |||||
Pro forma information, earnings or loss of acquiree since acquisition date, actual | 4,000 | |||||
Transaction costs | 400 | $ 400 | ||||
Acquisition Of Properties During 1st Quarter 2020 | ||||||
Business Acquisition [Line Items] | ||||||
Number of real estate properties acquired | real_estate_property | 6 | |||||
Percentage of properties that were leased at acquisition | 98.20% | |||||
Pro forma information, revenue of acquiree since acquisition date, actual | 1,400 | |||||
Pro forma information, earnings or loss of acquiree since acquisition date, actual | 800 | |||||
Transaction costs | $ 200 | $ 200 |
Real Estate Acquisitions and _4
Real Estate Acquisitions and Dispositions Real Estate Acquisitions and Dispositions - Real Estate Acquisitions - Additional Information (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020USD ($)ft² | Dec. 31, 2019USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Square footage (in square feet) | ft² | 2,800,000 | |
ROU asset | $ 385 | $ 139 |
Columbus, IN | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
ROU asset | 200 | |
Future lease payments | 200 | |
Acquisition Of Properties In 2020 | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | 58,249 | |
Cash Consideration | 57,890 | |
Real Estate | 58,607 | |
Other | $ (717) | |
Square footage (in square feet) | ft² | 213,376 | |
Acquisition Of Properties During 1st Quarter 2020 | San Antonio, TX | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 4,003 | |
Cash Consideration | 4,022 | |
Real Estate | 4,036 | |
Other | $ (14) | |
Square footage (in square feet) | ft² | 13,500 | |
Acquisition Of Properties During 1st Quarter 2020 | San Antonio, TX | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 1,931 | |
Cash Consideration | 1,955 | |
Real Estate | 1,961 | |
Other | $ (6) | |
Square footage (in square feet) | ft² | 6,500 | |
Acquisition Of Properties During 1st Quarter 2020 | Decatur, AL | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 5,784 | |
Cash Consideration | 5,792 | |
Real Estate | 5,777 | |
Other | $ 15 | |
Square footage (in square feet) | ft² | 35,943 | |
Acquisition Of Properties During 1st Quarter 2020 | Ramona, CA | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 4,100 | |
Cash Consideration | 4,124 | |
Real Estate | 4,143 | |
Other | $ (19) | |
Square footage (in square feet) | ft² | 11,300 | |
Acquisition Of Properties During 1st Quarter 2020 | Cuero, TX | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 2,153 | |
Cash Consideration | 2,174 | |
Real Estate | 2,207 | |
Other | $ (33) | |
Square footage (in square feet) | ft² | 15,515 | |
Acquisition Of Properties During 1st Quarter 2020 | Rogers, AR | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 19,000 | |
Cash Consideration | 18,317 | |
Real Estate | 19,042 | |
Other | $ (725) | |
Square footage (in square feet) | ft² | 38,817 | |
Acquisition Of Properties During 2nd Quarter 2020 | Oak Lawn, IL (land) | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 400 | |
Cash Consideration | 403 | |
Real Estate | 421 | |
Other | $ (18) | |
Square footage (in square feet) | ft² | 0 | |
Acquisition Of Properties During 2nd Quarter 2020 | Germantown, TN | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 3,900 | |
Cash Consideration | 3,949 | |
Real Estate | 3,949 | |
Other | $ 0 | |
Square footage (in square feet) | ft² | 10,600 | |
Acquisition Of Properties During 2nd Quarter 2020 | Westlake, OH | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 2,443 | |
Cash Consideration | 2,456 | |
Real Estate | 2,487 | |
Other | $ (31) | |
Square footage (in square feet) | ft² | 15,057 | |
Acquisition Of Properties During 2nd Quarter 2020 | Columbus, IN | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 1,813 | |
Cash Consideration | 1,828 | |
Real Estate | 1,787 | |
Other | $ 41 | |
Square footage (in square feet) | ft² | 13,969 | |
Acquisition Of Properties During 2nd Quarter 2020 | Niceville, FL | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 2,294 | |
Cash Consideration | 2,340 | |
Real Estate | 2,344 | |
Other | $ (4) | |
Square footage (in square feet) | ft² | 10,250 | |
Acquisition Of Properties During 2nd Quarter 2020 | Greensburg, PA | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 3,389 | |
Cash Consideration | 3,484 | |
Real Estate | 3,497 | |
Other | $ (13) | |
Square footage (in square feet) | ft² | 15,650 | |
Acquisition Of Properties During 2nd Quarter 2020 | Gardendale, AL | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 2,948 | |
Cash Consideration | 2,935 | |
Real Estate | 2,878 | |
Other | $ 57 | |
Square footage (in square feet) | ft² | 12,956 | |
Acquisition Of Properties During 2nd Quarter 2020 | Prattville, AL | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Purchase Price | $ 4,091 | |
Cash Consideration | 4,111 | |
Real Estate | 4,078 | |
Other | $ 33 | |
Square footage (in square feet) | ft² | 13,319 |
Real Estate Acquisitions and _5
Real Estate Acquisitions and Dispositions Real Estate Acquisitions and Dispositions - Assets Acquired and Liabilities Assumed (Details) - Series of Individually Immaterial Asset Acquisitions $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Business Acquisition [Line Items] | |
Land and land improvements | $ 11,323 |
Building and building improvements | 41,709 |
Below-market lease intangibles | $ (111) |
Below market lease useful life (in years) | 3 years 1 month 6 days |
Total intangibles | $ 5,756 |
Accounts receivable and other assets assumed | 247 |
Accounts payable, accrued liabilities and other liabilities assumed | (807) |
Prorated rent, interest and operating expense reimbursement amounts collected | (338) |
Total cash consideration | 57,890 |
At-market lease intangibles | |
Business Acquisition [Line Items] | |
Lease intangibles | $ 5,575 |
Intangibles useful life (in years) | 5 years 4 months 24 days |
Above-market lease intangibles | |
Business Acquisition [Line Items] | |
Lease intangibles | $ 292 |
Intangibles useful life (in years) | 4 years 9 months 18 days |
Land and land improvements | |
Business Acquisition [Line Items] | |
Useful life (in years) | 8 years 6 months |
Building and building improvements | |
Business Acquisition [Line Items] | |
Useful life (in years) | 30 years 2 months 12 days |
Debt, net Debt, net - Schedule
Debt, net Debt, net - Schedule of Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Debt, net | $ 197,309 | $ 194,243 |
Term Loan | Third Amended And Restated Credit Facility | ||
Debt Instrument [Line Items] | ||
Debt, net | 175,000 | |
Mortgage Note Payable, net | ||
Debt Instrument [Line Items] | ||
Debt, net | 5,158 | 5,202 |
Revolving Credit Facility | Line of Credit | Third Amended And Restated Credit Facility | ||
Debt Instrument [Line Items] | ||
Debt, net | 18,000 | 15,000 |
A-1 Term Loan, net | Term Loan | Third Amended And Restated Credit Facility | ||
Debt Instrument [Line Items] | ||
Debt, net | 49,871 | 49,833 |
A-2 Term Loan, net | Term Loan | Third Amended And Restated Credit Facility | ||
Debt Instrument [Line Items] | ||
Debt, net | 49,801 | 49,775 |
A-3 Term Loan, net | Term Loan | Third Amended And Restated Credit Facility | ||
Debt Instrument [Line Items] | ||
Debt, net | $ 74,479 | $ 74,433 |
Debt, net Debt, net - Narrative
Debt, net Debt, net - Narrative (Details) | Mar. 29, 2019USD ($)option | Jun. 30, 2020USD ($) | Dec. 31, 2019USD ($) |
Line of Credit Facility [Line Items] | |||
Amount outstanding | $ 197,309,000 | $ 194,243,000 | |
Third Amended And Restated Credit Facility | Term Loan | |||
Line of Credit Facility [Line Items] | |||
Face amount | $ 175,000,000 | ||
Unused borrowing commitment fee percentage | 0.35% | ||
Amount outstanding | $ 175,000,000 | ||
Weighted average interest rate percentage | 4.569% | ||
Third Amended And Restated Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | Term Loan | |||
Line of Credit Facility [Line Items] | |||
Variable rate percentage | 1.25% | ||
Third Amended And Restated Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | Term Loan | |||
Line of Credit Facility [Line Items] | |||
Variable rate percentage | 2.30% | ||
Third Amended And Restated Credit Facility | Base Rate | Minimum | Term Loan | |||
Line of Credit Facility [Line Items] | |||
Variable rate percentage | 0.25% | ||
Third Amended And Restated Credit Facility | Base Rate | Maximum | Term Loan | |||
Line of Credit Facility [Line Items] | |||
Variable rate percentage | 1.30% | ||
Third Amended And Restated Credit Facility | Revolving Credit Facility | Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 150,000,000 | ||
Number of options to extend | option | 1 | ||
Length of extension | 12 months | ||
Amount outstanding | $ 18,000,000 | 15,000,000 | |
Remaining borrowing capacity | $ 132,000,000 | ||
Weighted average interest rate percentage | 2.06% | ||
Third Amended And Restated Credit Facility | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Variable rate percentage | 1.25% | ||
Third Amended And Restated Credit Facility | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Variable rate percentage | 1.90% | ||
Third Amended And Restated Credit Facility | Revolving Credit Facility | Base Rate | Minimum | Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Variable rate percentage | 0.25% | ||
Third Amended And Restated Credit Facility | Revolving Credit Facility | Base Rate | Maximum | Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Variable rate percentage | 0.90% | ||
Third Amended And Restated Credit Facility | Credit Facility, Accordion Feature | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 525,000,000 | ||
Third Amended And Restated Credit Facility | A-1 Term Loan, net | Term Loan | |||
Line of Credit Facility [Line Items] | |||
Face amount | $ 50,000,000 | ||
Debt term | 5 years | ||
Amount outstanding | $ 49,871,000 | 49,833,000 | |
Third Amended And Restated Credit Facility | A-2 Term Loan, net | Term Loan | |||
Line of Credit Facility [Line Items] | |||
Face amount | $ 50,000,000 | ||
Debt term | 7 years | ||
Amount outstanding | 49,801,000 | 49,775,000 | |
Third Amended And Restated Credit Facility | A-3 Term Loan, net | Term Loan | |||
Line of Credit Facility [Line Items] | |||
Face amount | $ 75,000,000 | ||
Debt term | 7 years | ||
Amount outstanding | $ 74,479,000 | $ 74,433,000 | |
Third Amended And Restated Credit Facility | Revolving Credit Facility, Unused Borrowing Capacity Rate 1 | Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Unused borrowing commitment fee percentage | 0.25% | ||
Percentage of borrowing capacity outstanding | 33.30% | ||
Third Amended And Restated Credit Facility | Revolving Credit Facility, Unused Borrowing Capacity Rate 2 | Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Unused borrowing commitment fee percentage | 0.35% | ||
Percentage of borrowing capacity outstanding | 33.30% |
Derivative Financial Instrume_3
Derivative Financial Instruments Derivative Financial Instruments - Narrative (Details) | 6 Months Ended |
Jun. 30, 2020USD ($)derivative_instrument | |
Derivative [Line Items] | |
Cash flow hedges reclassified to interest expense | $ 3,700,000 |
Cash Flow Hedging | Interest Rate Contract | |
Derivative [Line Items] | |
Number outstanding interest rate derivatives | derivative_instrument | 7 |
Notional amount | $ 175,000,000 |
Termination value | 14,500,000 |
Cash Flow Hedging | Interest Rate Swap | Designated as Hedging Instrument | |
Derivative [Line Items] | |
Interest rate swap liability | $ 14,500,000 |
Derivative Financial Instrume_4
Derivative Financial Instruments Derivative Financial Instruments - Fair Value Balance Sheet (Details) - Cash Flow Hedging - Interest rate swaps - Designated as Hedging Instrument - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Derivatives, Fair Value [Line Items] | ||
Derivative liability | $ 14,500 | |
Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 0 | $ 0 |
Other Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | $ 13,969 | $ 4,808 |
Derivative Financial Instrume_5
Derivative Financial Instruments Derivative Financial Instruments- Cash Flow Hedging (Details) - Interest Rate Contract - Cash Flow Hedging - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of unrealized loss recognized in OCI on derivative | $ (1,317) | $ (4,032) | $ (10,193) | $ (5,245) |
Interest Expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of loss (gain) reclassified from AOCI into interest expense | 774 | (95) | 1,032 | (157) |
Total interest expense presented in the Condensed Consolidated Statements of Income in which the effects of the cash flow hedges are recorded | $ 2,183 | $ 2,251 | $ 4,432 | $ 4,305 |
Stockholders' Equity Stockholde
Stockholders' Equity Stockholders' Equity - Reconciliation of Common Stock (Details) - shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Balance, beginning of period (in shares) | 21,410,578 | 18,634,502 |
Issuance of common stock (in shares) | 1,189,545 | 2,554,247 |
Restricted stock-based awards (in shares) | 126,018 | 221,829 |
Balance, end of period (in shares) | 22,726,141 | 21,410,578 |
Stockholders' Equity Stockhol_2
Stockholders' Equity Stockholders' Equity - Equity Offering (Details) - At The Market Offering Program - Common Stock - USD ($) $ / shares in Units, $ in Millions | Nov. 05, 2019 | Jun. 30, 2020 | Jun. 30, 2020 |
Subsidiary, Sale of Stock [Line Items] | |||
Value of shares authorized | $ 360 | ||
Remaining availability under ATM program | $ 251.6 | $ 251.6 | |
Shares issued (in shares) | 578,759 | 1,189,545 | |
Net proceeds received | $ 23.7 | $ 50.6 | |
Average gross sales price per share (in dollars per share) | $ 41.70 | $ 43.39 |
Net Income Per Common Share Net
Net Income Per Common Share Net Income Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 4,526 | $ 2,066 | $ 8,626 | $ 3,516 |
Participating securities' share in earnings | (432) | (351) | (855) | (652) |
Net income, less participating securities' share in earnings | $ 4,094 | $ 1,715 | $ 7,771 | $ 2,864 |
Weighted average Common Shares outstanding | ||||
Weighted average Common Shares outstanding (in shares) | 22,285,565 | 19,055,110 | 22,008,998 | 18,896,274 |
Unvested restricted shares (in shares) | (1,021,990) | (809,442) | (1,009,901) | (795,301) |
Weighted average Common Shares outstanding–Basic (in shares) | 21,263,575 | 18,245,668 | 20,999,097 | 18,100,973 |
Dilutive potential common share (in shares) | 0 | 0 | 0 | 0 |
Weighted average Common Shares outstanding –Diluted (in shares) | 21,263,575 | 18,245,668 | 20,999,097 | 18,100,973 |
Basic Net Income per Common Share (in dollars per share) | $ 0.19 | $ 0.09 | $ 0.37 | $ 0.16 |
Diluted Net Income per Common Share (in dollars per share) | $ 0.19 | $ 0.09 | $ 0.37 | $ 0.16 |
Incentive Plan Incentive Plan -
Incentive Plan Incentive Plan - Restricted Stock Activity (Details) - 2014 Incentive Plan - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Restricted Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Stock-based awards, beginning of period (in shares) | 1,013,797 | 794,177 | 909,892 | 709,487 |
Granted (in shares) | 22,113 | 40,999 | 126,018 | 125,689 |
Vested (in shares) | (15,910) | (21,424) | (15,910) | (21,424) |
Stock-based awards, end of period (in shares) | 1,020,000 | 813,752 | 1,020,000 | 813,752 |
Amortization expense | $ 1,070 | $ 899 | $ 2,090 | $ 1,752 |
Restricted Common Stock, Stock in Lieu of Compensation | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Granted (in shares) | 5,510 | 15,004 | 55,755 | 57,529 |
Restricted Common Stock, Stock Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Granted (in shares) | 16,603 | 25,995 | 70,263 | 68,160 |
Other Assets, net Other Assets,
Other Assets, net Other Assets, net - Other Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Notes receivable | $ 18,340 | $ 23,500 |
Lease and interest receivables | 2,821 | 3,021 |
Straight-line rent receivables | 6,885 | 5,267 |
Prepaid assets | 602 | 488 |
Deferred financing costs, net | 586 | 693 |
Leasing commissions, net | 980 | 875 |
Deferred tax asset | 575 | 595 |
Above-market intangible assets, net | 414 | 144 |
Right-of-use leased asset | 385 | 139 |
Other | 480 | 457 |
Other assets, net | $ 32,068 | $ 35,179 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssets | us-gaap:OtherAssets |
Other Assets, net Other Asset_2
Other Assets, net Other Assets, net - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2020USD ($) | Jun. 30, 2020USD ($)hospital | Dec. 31, 2019USD ($) | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Notes receivable | $ 18,340 | $ 23,500 | |
Long-Term Acute Care Hospitals | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Number of properties used to secure notes by borrower | hospital | 7 | ||
Inpatient Rehabilitation Facilities | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Number of properties used to secure notes by borrower | hospital | 1 | ||
Note Receivable 1 | Notes Receivable | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Notes receivable | $ 17,800 | ||
Note receivable interest rate | 9.00% | ||
Revolving Credit Facility | Notes Receivable | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Notes receivable | $ 3,000 | ||
DIP Financing | Highland Hospital | Notes Receivable | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Notes receivable | $ 2,500 | $ 600 | |
Note receivable interest rate | 10.00% | ||
Payment to acquire finance receivable | 1,750 | ||
Payment received | $ 1,200 |
Other Assets, net Other Asset_3
Other Assets, net Other Assets, net - VIEs (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Variable Interest Entity [Line Items] | ||
Carrying Amount | $ 18,340 | $ 23,500 |
VIEs | Note receivable | ||
Variable Interest Entity [Line Items] | ||
Carrying Amount | 17,800 | |
Maximum Exposure to Loss | 17,800 | |
VIEs | Note receivable | ||
Variable Interest Entity [Line Items] | ||
Carrying Amount | 600 | |
Maximum Exposure to Loss | $ 600 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes receivable | $ 18,340 | $ 23,500 |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes receivable | 18,340 | 23,500 |
Mortgage note payable | 5,235 | 5,288 |
Carrying Value | Interest rate swap liability | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate swap liability | 13,969 | 4,808 |
Fair Value | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes receivable | 17,940 | 23,399 |
Mortgage note payable | 5,524 | 5,351 |
Fair Value | Interest rate swap liability | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Interest rate swap liability | $ 13,969 | $ 4,808 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 03, 2020 | Jul. 01, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Subsequent Event [Line Items] | ||||
Financing receivable | $ 18,340 | $ 23,500 | ||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Dividend declared (in dollars per share) | $ 0.4225 | |||
Highland Hospital | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Financing receivable | $ 1,400 | |||
Highland Hospital | DIP Financing | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Financing receivable | 1,200 | |||
Highland Hospital | Notes Receivable | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Financing receivable | $ 550 |