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Real Estate Investments
6 Months Ended
Jun. 30, 2022
Real Estate Investments  
Real Estate Investments

2.

Real Estate Investments

Assisted living communities, independent living communities, memory care communities and combinations thereof are included in the assisted living property classification (collectively “ALF”).

Any reference to the number of properties or facilities, number of units, number of beds, number of operators and yield on investments in real estate are unaudited and outside the scope of our independent registered public accounting firm’s review of our consolidated financial statements in accordance with the standards of the Public Company Accounting Oversight Board.

Owned Properties. Our owned properties are leased pursuant to non-cancelable operating leases. Each lease is a triple net lease which requires the lessee to pay all taxes, insurance, maintenance and repairs, capital and non-capital expenditures and other costs necessary in the operations of the facilities. Many of the leases contain renewal options. The majority of our leases contain provisions for specified annual increases over the rents of the prior year.

The following table summarizes our investments in owned properties at June 30, 2022 (dollar amounts in thousands):

Average

 

Percentage

Number

Number of

Investment

 

Gross

of

of

SNF

ALF

per

 

Type of Property

Investment

Investment

Properties (1)

Beds

Units

Bed/Unit

 

Assisted Living

$

797,556

56.6

99

5,492

$

145.22

Skilled Nursing

600,701

42.6

%

53

6,348

236

$

91.24

Other (2)

11,680

0.8

1

118

Total

$

1,409,937

100.0

153

6,466

5,728

(1)We own properties in 26 states that are leased to 25 different operators.

(2)Includes three parcels of land held-for-use, and one behavioral health care hospital.

Future minimum base rents receivable under the remaining non-cancelable terms of operating leases excluding the effects of straight-line rent receivable, amortization of lease incentives and renewal options are as follows (in thousands):

    

 Cash

 

Rent (1)

 

2022

$

57,820

2023

 

113,626

2024

 

93,786

2025

 

85,214

2026

 

68,753

Thereafter

 

269,038

(1)Represents contractual cash rent, except for certain master leases which are based on estimated cash payments. Includes rent from subsequent acquisitions and excludes rent from subsequent dispositions. See Footnote 12 for more information.

We monitor the collectability of our receivable balances, including deferred rent receivable balances, on an ongoing basis. We write-off uncollectible operator receivable balances, including straight- line rent receivable and lease incentives balances, as a reduction to rental income in the period such balances are no longer probable of being collected. Therefore, recognition of rental income is limited to the lesser of the amount of cash collected or rental income reflected on a “straight-line” basis for those customer receivable balances deemed uncollectible. We wrote-off straight-line rent receivable and lease incentives balances of $173,000 and $758,000 for the six months ended June 30, 2022 and 2021, respectively.

We continue to take into account the current financial condition of our operators, including consideration of the impact of COVID-19, in our estimation of uncollectible accounts and deferred rents receivable at June 30, 2022. We are closely monitoring the collectability of such rents and will adjust future estimations as appropriate as further information becomes known.

The following table summarizes components of our rental income for the three and six months ended June 30, 2022 and 2021 (in thousands):

Three Months Ended

Six Months Ended

June 30, 

June 30, 

Rental Income

2022

2021

2022

2021

Base cash rental income

$

28,108

(1)

$

26,410

$

55,023

(1)

$

55,033

Variable cash rental income

4,019

(2)

3,529

(2)

8,058

(2)

7,067

(2)

Straight-line rent

(293)

(3)

(19)

(3)

(527)

(3)

663

(3)

Adjustment for collectability of rental income and lease incentives

(173)

(4)

(758)

(5)

Amortization of lease incentives

(206)

(116)

(429)

(228)

Total

$

31,628

$

29,804

$

61,952

$

61,777

(1)Increased primarily due to a $1,181 lease termination fee received in connection with the sale of a 74-unit ALF, rent received from properties transitioned from the former Senior Care Centers, LLC (“Senior Care”) and Senior Lifestyle Corporation (“Senior Lifestyle”) portfolios and rental income from completed development projects and annual rent escalations.

(2)The variable rental income for the three and six months ended June 30, 2022, includes reimbursement of real estate taxes by our lessees of $4,019 and $8,001, respectively and contingent rental income of $0 and $57, respectively. The variable rental income for the three and six months ended June 30, 2021, only includes reimbursement of real estate taxes by our lessees of $3,529 and $7,067. Increased primarily due to properties transitioned from Senior Care and new acquisitions.

(3)Decreased primarily due to the impact of prior year’s 50% reduction of 2021 rent escalations for those leases accounted for on a straight-line basis.

(4)Represents a lease incentive balance write-off related to a closed property and subsequent lease termination.

(5)Represents a straight-line rent receivable write-off due to transitioning rental revenue recognition to cash basis for one lease in accordance with Accounting Standard Codification Topic 842, Leases.

Some of our lease agreements provide purchase options allowing the lessees to purchase the properties they currently lease from us. The following table summarizes information about purchase options included in our lease agreements (dollar amounts in thousands):

Type

Number

of

of

Gross

Carrying

Option

State

Property

Properties

Investments

Value

Window

California

ALF/MC

2

$

38,895

$

34,189

2024-2029

Florida

MC

1

15,201

12,728

2029

Kentucky and Ohio

MC

2

30,421

26,191

2025

Nebraska

ALF

3

7,633

3,067

TBD

(1)

South Carolina

ALF/MC

1

11,680

9,341

2029

Texas

SNF

4

51,815

51,485

2027-2029

(2)

Total

$

155,645

$

137,001

(1)Subject to the properties achieving certain coverage ratios.

(2)During the second quarter of 2022, we purchased four skilled nursing centers and leased these properties under a 10-year lease with an existing operator. The lease provides either an earn-out payment or purchase option but not both. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the earn-out see Footnote 8.

On March 11, 2020, the World Health Organization declared the outbreak of COVID-19 as a pandemic, and on March 13, 2020, the United States declared a national emergency with regard to COVID-19. At June 30, 2022, in conjunction with the continued levels of uncertainty related to the adverse effects of COVID-19, we assessed the probability of collecting substantially all of our lease payments through maturity and concluded that we did not have sufficient information available to evaluate the impact of COVID-19 on the collectability of our lease payments. The extent to which COVID-19 could impact our operators and the collectability of our future lease payments will depend on

the future developments including the financial impact significance, government support and subsidies and the duration of the pandemic.

In recognition of the pandemic’s ongoing impact affecting our operators, we have agreed to rent abatements totaling $1,891,000 and rent deferrals for certain operators totaling $1,987,000, net of repayments of $124,000, during the six months ended June 30, 2022. The $3,878,000 in rent abatements and deferrals, net of repayments during the six months ended June 30, 2022, represented approximately 5.2% of our contractual rent for the six months ended June 30, 2022.

Acquisitions and Improvements: The following table summarizes our acquisitions for the six months ended June 30, 2022 and 2021 (dollar amounts in thousands):

Total

Number

Number

Purchase

Transaction

Acquisition

of

of

Year

Type of Property

Price

Costs

Costs

Properties

Beds/Units

2022

SNF (1)

$

51,534

$

281

$

51,815

4

339

2021

n/a

$

$

$

(1)The properties are located in Texas and are leased to an affiliate of an existing operator under a 10-year lease with two 5-year renewal options. Additionally, the lease provides either an earn-out payment or purchase option but not both. If neither option is elected within the timeframe defined in the lease, both elections are terminated. The earn-out payment is available, contingent on achieving certain thresholds per the lease, beginning at the end of the second lease year through the end of the fifth lease year. The purchase option is available beginning in the sixth lease year through the end of the seventh lease year. The initial cash yield is 8% for the first year, increasing to 8.25% for the second year, then increases annually by 2.0% to 4.0% based on the change in the Medicare Market Basket Rate. In connection with the transaction, we provided the lessee a 10-year working capital loan for up to $2,000, of which $1,867 has been funded, at 8% for first year, increasing to 8.25% for the second year, then increasing annually with the lease rate.

During the six months ended June 30, 2022 and 2021, we invested the following in improvement projects (in thousands):

Type of Property

2022

2021

Assisted Living Communities

$

1,964

$

2,046

Skilled Nursing Centers

620

Other

321

Total

$

2,905

$

2,046

Properties Sold. The following table summarizes property sales during the six months ended June 30, 2022 and 2021 (dollar amounts in thousands):

Type

Number

Number

of

of

of

Sales

Carrying

Net

Year

State

Properties

Properties

Beds/Units

Price

Value

Gain (loss) (1)

2022

California

ALF

2

232

$

43,715

$

17,832

$

25,867

California

SNF

1

121

13,250

1,846

10,849

Virginia

ALF

1

74

16,895

15,549

1,336

(2)

n/a

n/a

144

(3)

Total 2022

4

427

$

73,860

$

35,227

$

38,196

2021

Florida

ALF

1

$

2,000

$

2,625

$

(858)

Nebraska

ALF

1

40

900

1,079

(205)

Wisconsin

ALF

3

263

35,000

28,295

5,594

n/a

n/a

159

(3)

Total 2021

5

303

$

37,900

$

31,999

$

4,690

(

(1)Calculation of net gain (loss) includes cost of sales.

(2)In connection with this sale, the former operator paid us a lease termination fee of $1,181 which is not included in the gain on sale.

(3)We recognized additional gain due to the reassessment adjustment of the holdbacks related to properties sold during 2019 and 2020, under the expected value model per Accounting Standard Codification (“ASC”) Topic 606, Contracts with Customers (“ASC 606”).

Mortgage Loans. The following table summarizes our investments in mortgage loans secured by first mortgages at June 30, 2022 (dollar amounts in thousands):

Type

Percentage

Number of

Investment

Gross

of

of

SNF

ALF

per

Interest Rate

Maturity

State

Investment

Property

Investment

Loans (1)

Properties (2)

Beds

Units

Bed/Unit

7.5%

2022

MO

$

1,780

OTH

0.5

%

1

(3)

$

n/a

7.5%

2024

LA

27,347

SNF

7.1

%

1

1

189

$

144.69

7.8%

2025

FL

12,779

ALF

3.3

%

1

1

68

$

187.93

7.3% (4)

2025

NC/SC

50,889

ALF

13.3

%

1

13

523

$

97.30

7.3%

2026

NC

31,539

ALF

8.2

%

1

4

217

$

145.34

7.3%

2026

NC

766

OTH

0.2

%

1

(5)

$

10.4% (6)

2043

MI

184,854

SNF

48.2

%

1

15

1,875

$

98.59

9.5% (6)

2045

MI

39,068

SNF

10.2

%

1

4

501

  

$

77.98

9.8% (6)

2045

MI

 

19,750

SNF

5.1

%

1

2

205

 

$

96.34

10% (6)

2045

MI

14,875

SNF

3.9

%

1

1

146

$

101.88

Total

$

383,647

100.0

%

10

41

2,916

 

808

$

103.02

(1)Some loans contain certain guarantees and provide for certain facility fees.

(2)Our mortgage loans are secured by properties located in six states with five borrowers.

(3)Represents a mortgage loan secured by a parcel of land for the future development of a 91-bed post-acute SNF.

(4)Represents the initial rate. This loan has an IRR of 8%.

(5)Represents a mortgage loan secured by a parcel of land in North Carolina held for future development of a seniors housing community.

(6)Mortgage loans provide for 2.25% annual increases in the interest rate after a certain time period.

The following table summarizes our mortgage loan activity for the six months ended June 30, 2022 and 2021 (in thousands):

Six Months Ended June 30,

2022

2021

Originations and funding under mortgage loans receivable

$

33,910

(1)

$

426

Application of interest reserve

2,451

Scheduled principal payments received

(625)

(625)

Mortgage loan premium amortization

(3)

(3)

(Provision) recovery for loan loss reserve

(358)

2

Net increase (decrease) in mortgage loans receivable

$

35,375

$

(200)

(1)We originated two senior mortgage loans, secured by four ALFs operated by an existing operator, as well as a land parcel in North Carolina. The communities have a combined total of 217 units, with an average age of less than four years. The land parcel is approximately 7.6 acres adjacent to one of the ALFs and is being held for the future development of a seniors housing community. The mortgage loans have a four-year term, an interest rate of 7.25% and an IRR of 8%.

We apply ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) and the “expected loss” model to estimate our loan losses on our mortgage loans and notes receivable. In determining the expected losses on these receivables, we utilize the probability of default and discounted cash flow methods. Further, we stress-test the results to reflect the impact of unknown adverse future events including recessions.

As of June 30, 2022, the accrued interest receivable of $42,713,000 was not included in the measurement of expected credit losses on the mortgage loan receivable and notes receivable (see Note 4). We elected not to measure an allowance for expected credit losses on the related accrued interest receivable using the expected credit loss standard. Rather, we have elected to write-off accrued interest receivable by reversing interest income and/or recognizing credit loss expense as incurred. We review the collectability of the accrued interest receivable quarterly as part of our review of the mortgage loan or notes receivables including the performance of the underlying collateral and net worth of the borrower. For the six months ended June 30, 2022 and 2021, the Company did not write-off any accrued interest receivable.