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Real Property Acquisitions and Development
3 Months Ended
Mar. 31, 2012
Real Property Acquisitions and Development [Abstract]  
Real Property Acquisitions and Development

3. Real Property Acquisition and Development

  Seniors Housing Triple-net Activity

During the three months ended March 31, 2012, we completed the acquisition of three seniors housing properties operated by Senior Lifestyle Management LLC. The total purchase price for the communities acquired has been allocated to the tangible and identifiable intangible assets and liabilities based upon their respective fair values in accordance with our accounting policies. Also during the three months ended March 31, 2012, we finalized our purchase price allocation of the previously acquired Genesis real estate assets. There were no material changes in the Genesis HealthCare Corporation purchase accounting allocation from those previously disclosed in Note 3 to our Annual Report on Form 10-K for the year ended December 31, 2011. The following is our purchase price allocations and other seniors housing triple-net real property investment activity for the periods presented (in thousands):

  Three Months Ended
  March 31, 2012 March 31, 2011
   Amount  Amount
        
Land and land improvements $ 5,950  $ 8,990
Buildings and improvements   89,333    105,340
Receivables and other assets   -    329
 Total assets acquired   95,283    114,659
Assumed debt   -    (7,054)
Accrued expenses and other liabilities    (232)    (1,655)
 Total liabilities assumed   (232)    (8,709)
 Cash disbursed for acquisitions   95,051    105,950
Construction in progress additions   38,467    31,892
Less: Capitalized interest   (1,242)    (976)
Cash disbursed for construction in progress   37,225    30,916
Capital improvements to existing properties   9,948    3,235
Total cash invested in real property, net of cash acquired $ 142,224  $ 140,101

Seniors Housing Operating Activity

During the three months ended March 31, 2012, we acquired six seniors housing properties which were added to our partnership with Belmont Village, LP to own and operate a portfolio of seniors housing communities. We own a 95% partnership interest and Belmont owns the remaining 5% interest and continues to manage the communities. The total purchase price for the communities acquired has been allocated to the tangible and identifiable intangible assets and liabilities as well as the noncontrolling interests based upon their respective fair values in accordance with our accounting policies. The following is a summary of our seniors housing operating real property investment activity for the periods presented (in thousands):

  Three Months Ended
  March 31, 2012 March 31, 2011
   Amount  Amount
         
Land and land improvements $ 18,980  $ 71,610
Building and improvements   174,467    968,727
Acquired lease intangibles   16,656    88,285
Restricted cash   -    8,185
Investment in unconsolidated entities   -    11,516
Receivables and other assets   1,182    3,455
 Total assets acquired(1)   211,285    1,151,778
Secured debt   -    (585,657)
Accrued expenses and other liabilities    (1,649)    (39,043)
 Total liabilities assumed   (1,649)    (624,700)
Capital in excess of par   -    (6,017)
Noncontrolling interests   (2,054)    (27,559)
Non-cash acquisition related activity   -    (24,646)
Cash disbursed for acquisitions   207,582    468,856
Capital improvements to existing properties   3,040    2,267
Total cash invested in real property, net of cash acquired $ 210,622  $ 471,123
         
(1) Excludes $1,619,000 and $34,973,000 of cash acquired during the three months ended March 31, 2012 and 2011, respectively.

Medical Facilities Activity

During the three months ended March 31, 2012, we acquired 12 medical office buildings and one hospital. The total purchase price for the communities acquired has been allocated to the tangible and identifiable intangible assets and liabilities based upon their respective fair values in accordance with our accounting policies. The following is a summary of our medical facilities real property investment activity for the periods presented (in thousands):

  Three Months Ended
  March 31, 2012(2) March 31, 2011
   Amount  Amount
         
Land and land improvements $ 9,509  $ 6,981
Buildings and improvements   320,481    -
Acquired lease intangibles   39,619    -
Receivables and other assets   4,158    -
 Total assets acquired   373,767    6,981
Secured debt   (172,856)    -
Accrued expenses and other liabilities   (9,255)    -
 Total liabilities assumed    (182,111)     -
Cash disbursed for acquisitions   191,656    6,981
Construction in progress additions:   40,557    82,590
Less: Capitalized interest   (1,178)    (3,689)
 Accruals(1)   (20,752)    (19,130)
Cash disbursed for construction in progress   18,627    59,771
Capital improvements to existing properties   7,071    5,376
Total cash invested in real property $ 217,354  $ 72,128
         
         
(1) Represents non-cash accruals for amounts to be paid in future periods relating to properties that converted in the periods noted above.
(2) Includes acquisitions with an aggregate purchase price of $363,136,000 for which the allocation of the purchase price consideration is preliminary and subject to change.

Development Conversions

 

The following is a summary of the construction projects that were placed into service and began generating revenues during the periods presented:

    Three Months Ended
    March 31, 2012 March 31, 2011
 Development projects:        
  Seniors housing triple-net  $ 23,859  $ 0
  Medical facilities    93,676    105,940
  Total development projects    117,535    105,940
 Expansion projects    240    11,524
Total construction in progress conversions  $ 117,775  $ 117,464

Transaction Costs

 

Transaction costs primarily represent costs incurred with property acquisitions, including due diligence costs, fees for legal and valuation services and termination of pre-existing relationships computed based on the fair value of the assets acquired, lease termination fees and other acquisition-related costs.