Schedule of assisted living portfolio property


		Type	Number		Number		First
Lease		of	of		of		Year		Lease
Commencement	State	Property	Properties		Units		Rent		Term
November 2023	OK	ALF	5	⁽¹⁾	184	$	960		Three years
January 2024	CO, KS, OH, TX	ALF	17	⁽²⁾	738		9,325		Six years
January 2024	NC	ALF	5	⁽³⁾	210		3,300		Six years
			27		1,132	$	13,585

		Type	Number		Number
		of	of		of		Sales		Net
Year sold	State	Property	Properties		Units		Price		Proceeds ⁽⁴⁾
2023	FL	ALF	4		176	$	18,750	$	14,310	⁽⁵⁾
2023	OK	ALF	1		37		800		769
2023	SC	ALF	3		128		8,409		8,153
		ALF	8		341	$	27,959	$	23,232

Total			35		1,473

(1)

These communities were transitioned to an existing LTC operator. The new master lease includes a purchase option that can be exercised starting in November 2027 through October 2029 if the lessee exercises its four-year extension option. Rent increases to $984 in the second year, and $1,150 in the third year.

(2)

These communities were re-leased to Brookdale under a new master lease. Rent escalates by approximately 2.0% annually. The new master lease includes a purchase option that can be exercised in 2029. We also agreed to fund $7,200 for capital expenditures for the first two years of the lease at an initial rate of 8.0% escalating by approximately 2.0% annually thereafter.

(3)	These communities were transitioned to an operator new to us. Rent escalates by approximately 3.0% annually.

(4)	Net of transaction costs and seller financing, if any.

(5)	We provided seller financing collateralized by two of the Florida properties, with a total of 92 units. The $4,000 seller-financed mortgage loan has a two-year term, with a one-year extension, at an interest rate of 8.75%.

Summary of information about purchase options included in our lease agreements

The following table summarizes information about purchase options included in our lease agreements (dollar amounts in thousands):


	Type	Number
	of	of		Gross		Net Book	Option
State	Property	Properties		Investments ⁽¹⁾		Value	Window
California	ALF/MC	2	$	38,895	$	32,542	2023-2029
Colorado/Kansas/Ohio/Texas	ALF/MC	17		58,723		26,089	2029	⁽²⁾
Florida	SNF	3		76,669		76,669	2025-2027
Georgia/South Carolina	ALF/MC	2		31,433		24,682	2027
North Carolina	ALF/MC	11		121,321		121,321	2025-2028	⁽³⁾
North Carolina	ALF	5		14,404		6,844	2029	⁽⁴⁾
Ohio	MC	1		16,161		13,378	2024-2025
Ohio	ILF/ALF/MC	1		54,758		52,946	2025-2027
Oklahoma	ALF/MC	5		11,221		4,332	2027-2029	⁽⁵⁾
Tennessee	SNF	2		5,275		2,227	2023-2024
Texas	SNF	4		52,726		50,036	2027-2029	⁽⁶⁾
Total			$	481,586	$	411,066

(1)	Gross investments include previously recorded impairment losses, if any.

(2)	During 2023, we released 17 ALFs with a total of 738 units to Brookdale under a new six-year master lease. The new master lease commenced in January 2024 and includes a purchase option that can be exercised in 2029. See above for more information.

(3)

During 2023, we entered into a JV that purchased 11 ALFs and MCs with a total of 523 units and leased the communities under a 10-year master lease. The master lease provides the operator with the option to buy up to 50% of the properties at the beginning of the third lease year, and the remaining properties at the beginning of the fourth lease year through the end of the sixth lease year, with an exit IRR of 9.0% on any portion of the properties being purchased. For more information regarding this transaction see Financing Receivables below.

(4)	During 2023, we transferred five ALFs with a total of 210 units from Brookdale to an operator new to us. The new master lease commenced in January 2024 and includes a purchase option that can be exercised in 2029. See above for more information.

(5)

During 2023, we transferred five ALFs in Oklahoma with a total of 184 units from Brookdale to an existing operator. The new master lease commenced in November 2023 and includes a purchase option that can be exercised starting in November 2027 through October 2029 if the lessee exercises its four-year extension option. See above for more information.

(6)

During 2022, we purchased four skilled nursing centers and leased these properties under a 10-year lease with an existing operator. The lease allows the operator to elect either an earn-out payment or purchase option. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the earn-out see Note 8. Commitments and Contingencies.

Summary of the carrying amount of intangible assets

The following is a summary of the carrying amount of intangible assets as of March 31, 2024 and December 31, 2023 (in thousands):


	March 31, 2024								December 31, 2023
					Accumulated								Accumulated
Assets		Cost			Amortization			Net		Cost			Amortization			Net
In-place leases	$	11,155	⁽¹⁾	$	(6,218)	⁽²⁾	$	4,937	$	11,348	⁽¹⁾	$	(6,109)	⁽²⁾	$	5,239
Tax abatement intangible	$	8,309	⁽³⁾	$	(578)	⁽³⁾	$	7,731	$	8,309	⁽³⁾	$	(405)	⁽³⁾	$	7,904

(1)	Included in the Buildings and improvements line item in our Consolidated Balance Sheets.

(2)	Included in the Accumulated depreciation and amortization line item in our Consolidated Balance Sheets.

(3)	Included in the Prepaid expenses and other assets line item in our Consolidated Balance Sheets.

Schedule of property sold

The following table summarizes property sales during the three months ended March 31, 2024 and 2023 (dollar amounts in thousands):


		Type	Number	Number
		of	of	of		Sales			Carrying		Net
Year	State	Properties	Properties	Beds/Units		Price			Value		(Loss) Gain ⁽¹⁾
2024	Florida	ALF	1	60	$	4,500		$	4,579	$	(319)
	Texas	ALF	5	208		1,600			1,282		(356)
	Wisconsin	ALF	1	110		20,193	⁽²⁾		16,195		3,986
	n/a	n/a	—	—		—			—		(60)	⁽³⁾
Total			7	378	$	26,293		$	22,056	$	3,251

2023	Kentucky	ALF	1	60	$	11,000		$	10,710	$	72
	New Mexico	SNF	2	235		21,250			5,379		15,301
Total			3	295	$	32,250		$	16,089	$	15,373

(

(1)	Calculation of net gain includes cost of sales and write-off of straight-line receivable and lease incentives, when applicable.

(2)	Represents the price to sell our portion of interest in a JV, net of the JV partner’s $2,305 contributions in the joint venture.

(3)	We recognized additional loss due to additional incurred costs related to properties sold during 2023.

Summary of investments in mortgage loans secured by first mortgages


					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%	2024	MO	$	2,013	OTH	0.4	%	1	—	⁽³⁾	—	—	$	n/a
7.5%	2024	LA		29,346	SNF	6.0	%	1	1		189	—	$	155.27
7.5%	2024	GA		51,111	ALF	10.5	%	1	1		—	203	$	251.78
8.8%	2025	FL		4,000	ALF	0.8	%	1	2		—	92	$	43.48
7.8%	2025	FL		16,706	ALF	3.5	%	1	1		—	112	$	149.16
7.3%	2025	NC		10,750	ALF	2.2	%	1	1		—	45	$	238.89
7.3% ⁽⁴⁾	2025	NC/SC		58,519	ALF	12.1	%	1	13		—	523	$	111.89
7.3% ⁽⁴⁾	2026	NC		34,043	ALF	7.0	%	1	4		—	217	$	156.88
7.3% ⁽⁴⁾	2026	NC		826	OTH	0.2	%	1	—	⁽⁵⁾	—	—	$	n/a
8.8% ⁽⁶⁾	2026	MI		2,940	UDP	0.6	%	1	—	⁽⁶⁾	—	—	$	n/a
8.8%	2028	IL		16,500	SNF	3.4	%	1	1		150	—	$	110.00
10.8% ⁽⁷⁾	2043	MI		183,966	SNF	37.9	%	1	15		1,875	—	$	98.12
9.8% ⁽⁷⁾	2045	MI		39,850	SNF	8.2	%	1	4		480	—	$	83.02
10.1% ⁽⁷⁾	2045	MI		19,700	SNF	4.1	%	1	2		201	—	$	98.01
10.5% ⁽⁷⁾	2045	MI		14,825	SNF	3.1	%	1	1		146	—	$	101.54
Total			$	485,095		100.0	%	15	46		3,041	1,192	$	114.60

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

(2)	Our mortgage loans are secured by properties located in eight states with nine 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 with 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)

During the third quarter of 2023, we committed to fund a $19,500 mortgage loan for the construction of an 85-unit ALF and MC in Michigan. The borrower contributed $12,100 of equity, which initially funded the construction. In 2024, once all of the borrower’s equity was drawn, we began funding the commitment. Our remaining commitment is $16,600. The interest-only loan term is approximately three years at a rate of 8.75%, and includes two, one-year extensions, each of which is contingent on certain coverage thresholds.

(7)	Mortgage loans provide for 2.25% annual increases in the interest rate.