Investments in Unconsolidated Ventures |
Investments in Unconsolidated Ventures All investments in unconsolidated ventures are accounted for under the equity method. The following tables present the Company’s investments in unconsolidated ventures as of March 31, 2019 and December 31, 2018 and activity for the three months ended March 31, 2019 and 2018 (dollars in thousands): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Properties as of March 31, 2019 | Portfolio | | Partner | | Acquisition Date | | Ownership | | Purchase Price(1) | | Equity Investment(2) | | Senior Housing Facilities | | MOB | | SNF | | Hospitals | | Total | Eclipse | | Colony Capital/Formation Capital, LLC | | May-2014 | | 5.6 | % | | $ | 1,048,000 |
| | $ | 23,400 |
| | 44 |
| | — |
| | 32 |
| | — |
| | 76 |
| Griffin-American | | Colony Capital | | Dec-2014 | | 14.3 | % | | 3,238,547 |
| | 206,143 |
| | 92 |
| | 108 |
| | 41 |
| | 14 |
| | 255 |
| Espresso | | Formation Capital, LLC/Safanad Management Limited | | Jul-2015 | | 36.7 | % | | 870,000 |
| | 55,146 |
| | 6 |
| | — |
| | 150 |
| | — |
| | 156 |
| Trilogy | | Griffin-American Healthcare REIT III & IV /Management Team of Trilogy Investors, LLC | | Dec-2015 | | 23.2 | % | | 1,162,613 |
| | 189,032 |
| | 9 |
| | — |
| | 68 |
| | — |
| | 77 |
| Subtotal | | | | | | | | $ | 6,319,160 |
| | $ | 473,721 |
| | 151 |
| | 108 |
| | 291 |
| | 14 |
| | 564 |
| Operator Platform(3) | | Jul-2017 | | 20.0 | % | | 2 |
| | 2 |
| | — |
| | — |
| | — |
| | — |
| | — |
| Total | | | | | | | | $ | 6,319,162 |
| | $ | 473,723 |
| | 151 |
| | 108 |
| | 291 |
| | 14 |
| | 564 |
|
_______________________________________ | | (1) | Purchase price represents the actual or implied gross purchase price for the joint venture on the acquisition date. Purchase price is not adjusted for subsequent acquisitions or dispositions of interest. |
| | (2) | Represents initial and subsequent contributions to the underlying joint venture through March 31, 2019. During the three months ended March 31, 2019, the Company funded an additional capital contribution of $2.4 million into the Trilogy joint venture. The additional funding related to certain business initiatives, including the development of additional senior housing and SNFs. In October 2018, the Company sold 20.0% of our ownership interest in the Trilogy joint venture, which reduced its ownership interest in the joint venture from approximately 29% to 23%. |
| | (3) | Represents the Company’s investment in Solstice Senior Living, LLC (“Solstice”), the manager of the Winterfell portfolio. Solstice is a joint venture between affiliates of Integral Senior Living, LLC (“ISL”), a leading management company of ILF, ALF and MCF founded in 2000, which owns 80.0%, and the Company, which owns 20.0%. |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Three Months Ended March 31, 2019 | | Three Months Ended March 31, 2018 | | Carrying Value(2) | | | | | Select Revenues and Expenses, net(1) | | | | | | Select Revenues and Expenses, net(1) | | | | | | | Portfolio | | Equity in Earnings (Losses) | | | Cash Distributions | | Equity in Earnings (Losses) | | | Cash Distributions | | March 31, 2019 (Unaudited) | | December 31, 2018 | Eclipse | | $ | (100 | ) | | $ | (530 | ) | | $ | 79 |
| | $ | 5 |
| | $ | (400 | ) | | $ | 254 |
| | $ | 11,586 |
| | $ | 11,765 |
| Envoy(3) | | 96 |
| | (810 | ) | | 4,301 |
| | (2 | ) | | (1 | ) | | — |
| | 512 |
| | 4,717 |
| Griffin-American | | (595 | ) | | (3,583 | ) | | 1,116 |
| | (44 | ) | | (3,686 | ) | | 716 |
| | 112,472 |
| | 113,982 |
| Espresso(4) | | (596 | ) | | (1,833 | ) | | — |
| | (8,904 | ) | | (9,892 | ) | | — |
| | — |
| | — |
| Trilogy(5) | | 995 |
| | (3,328 | ) | | 1,451 |
| | 258 |
| | (3,806 | ) | | 1,915 |
| | 135,708 |
| | 133,764 |
| Subtotal | | $ | (200 | ) | | $ | (10,084 | ) | | $ | 6,947 |
| | $ | (8,687 | ) | | $ | (17,785 | ) | | $ | 2,885 |
| | $ | 260,278 |
| | $ | 264,228 |
| Operator Platform(6) | | (24 | ) | | — |
| | — |
| | 61 |
| | — |
| | — |
| | 67 |
| | 91 |
| Total | | $ | (224 | ) | | $ | (10,084 | ) | | $ | 6,947 |
| | $ | (8,626 | ) | | $ | (17,785 | ) | | $ | 2,885 |
| | $ | 260,345 |
| | $ | 264,319 |
|
_______________________________________ | | (1) | Represents the net amount of the Company’s proportionate share of the following revenues and expenses: straight-line rental income (expense), (above)/below market lease and in-place lease amortization, (above)/below market debt and deferred financing costs amortization, depreciation and amortization expense, acquisition fees and transaction costs, loan loss reserves, liability extinguishment gains, impairment, as well as unrealized and realized gain (loss) from sales of real estate and investments. |
| | (2) | Includes $1.3 million, $13.4 million, $7.6 million, and $9.8 million of capitalized acquisition costs for the Company’s investments in the Eclipse, Griffin-American, Espresso and Trilogy joint ventures, respectively. |
| | (3) | In March 2019, the Envoy joint venture completed the sale of its remaining 11 properties, for a sales price of $118.0 million. |
| | (4) | As a result of impairments and other non-cash reserves recorded by the joint venture, the Company’s carrying value of its Espresso unconsolidated investment was reduced to zero as of March 31, 2019. The Company has recorded the excess equity in losses related to its unconsolidated venture as a reduction to the carrying value of its mezzanine loan, which was originated to a subsidiary of the Espresso joint venture. |
| | (5) | In October 2018, the Company sold 20.0% of its ownership interest in the Trilogy joint venture, which generated gross proceeds of $48.0 million and reduced the Company’s ownership interest in the joint venture from approximately 29% to 23%. |
| | (6) | Represents the Company’s investment in Solstice. |
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