Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 06, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | MPW | |
Entity Registrant Name | MEDICAL PROPERTIES TRUST INC. | |
Entity Central Index Key | 1,287,865 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 237,837,152 | |
MPT Operating Partnership, L.P. [Member] | ||
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | MPT OPERATING PARTNERSHIP, L.P. | |
Entity Central Index Key | 1,524,607 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Real estate assets | ||
Land, buildings and improvements, and intangible lease assets | $ 3,206,056 | $ 2,172,775 |
Mortgage loans | 762,584 | 397,594 |
Net investment in direct financing leases | 618,493 | 439,516 |
Gross investment in real estate assets | 4,587,133 | 3,009,885 |
Accumulated depreciation and amortization | (239,950) | (202,627) |
Net investment in real estate assets | 4,347,183 | 2,807,258 |
Cash and cash equivalents | 332,235 | 144,541 |
Interest and rent receivables | 47,153 | 41,137 |
Straight-line rent receivables | 73,976 | 59,128 |
Other loans | 710,076 | 573,167 |
Other assets | 122,700 | 122,105 |
Total Assets | 5,633,323 | 3,747,336 |
Liabilities | ||
Debt, net | 3,364,119 | 2,201,654 |
Accounts payable and accrued expenses | 123,888 | 112,623 |
Deferred revenue | 21,594 | 27,207 |
Lease deposits and other obligations to tenants | 11,119 | 23,805 |
Total Liabilities | $ 3,520,720 | $ 2,365,289 |
Commitments and Contingencies | ||
Equity / Capital | ||
Preferred stock, $0.001 par value. Authorized 10,000 shares; no shares outstanding | ||
Common stock, $0.001 par value. Authorized 500,000 shares; issued and outstanding - 236,656 shares at September 30, 2015 and 172,743 shares at December 31, 2014 | $ 236 | $ 172 |
Limited Partners: | ||
Additional paid in capital | 2,591,234 | 1,765,381 |
Distributions in excess of net income | (423,874) | (361,330) |
Accumulated other comprehensive loss | (59,731) | (21,914) |
Treasury shares, at cost | (262) | (262) |
Total Medical Properties Trust, Inc. Stockholders' Equity / MPT Operating Partnership, L.P. capital | 2,107,603 | 1,382,047 |
Non-controlling interests | 5,000 | |
Total Equity / Capital | 2,112,603 | 1,382,047 |
Total Liabilities and Equity / Capital | 5,633,323 | 3,747,336 |
MPT Operating Partnership, L.P. [Member] | ||
Real estate assets | ||
Land, buildings and improvements, and intangible lease assets | 3,206,056 | 2,172,775 |
Mortgage loans | 762,584 | 397,594 |
Net investment in direct financing leases | 618,493 | 439,516 |
Gross investment in real estate assets | 4,587,133 | 3,009,885 |
Accumulated depreciation and amortization | (239,950) | (202,627) |
Net investment in real estate assets | 4,347,183 | 2,807,258 |
Cash and cash equivalents | 332,235 | 144,541 |
Interest and rent receivables | 47,153 | 41,137 |
Straight-line rent receivables | 73,976 | 59,128 |
Other loans | 710,076 | 573,167 |
Other assets | 122,700 | 122,105 |
Total Assets | 5,633,323 | 3,747,336 |
Liabilities | ||
Debt, net | 3,364,119 | 2,201,654 |
Accounts payable and accrued expenses | 71,174 | 74,195 |
Deferred revenue | 21,594 | 27,207 |
Lease deposits and other obligations to tenants | 11,119 | 23,805 |
Payable due to Medical Properties Trust, Inc. | 52,324 | 38,038 |
Total Liabilities | $ 3,520,330 | $ 2,364,899 |
Commitments and Contingencies | ||
Limited Partners: | ||
Accumulated other comprehensive loss | $ (59,731) | $ (21,914) |
Total Medical Properties Trust, Inc. Stockholders' Equity / MPT Operating Partnership, L.P. capital | 2,107,993 | 1,382,437 |
Non-controlling interests | 5,000 | |
Total Equity / Capital | 2,112,993 | 1,382,437 |
Total Liabilities and Equity / Capital | 5,633,323 | 3,747,336 |
MPT Operating Partnership, L.P. [Member] | Common Units [Member] | ||
Limited Partners: | ||
Limited Partners Capital | 2,146,038 | 1,390,296 |
MPT Operating Partnership, L.P. [Member] | General Partner [Member] | ||
Equity / Capital | ||
General Partner - issued and outstanding - 2,362 units at September 30, 2015 and 1,722 units at December 31, 2014 | 21,686 | 14,055 |
MPT Operating Partnership, L.P. [Member] | LTIP Units [Member] | ||
Limited Partners: | ||
Limited Partners Capital | $ 0 | $ 0 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 236,656,000 | 172,743,000 |
Common stock, shares outstanding | 236,656,000 | 172,743,000 |
Common Units [Member] | MPT Operating Partnership, L.P. [Member] | ||
Limited Partners, units issued | 234,294,000 | 171,021,000 |
Limited Partners, units outstanding | 234,294,000 | 171,021,000 |
General Partner [Member] | MPT Operating Partnership, L.P. [Member] | ||
General partner, units issued | 2,362,000 | 1,722,000 |
General partner, units outstanding | 2,362,000 | 1,722,000 |
LTIP Units [Member] | MPT Operating Partnership, L.P. [Member] | ||
LTIP Units, shares issued | 292,000 | 292,000 |
LTIP Units, shares outstanding | 292,000 | 292,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues | ||||
Rent billed | $ 70,358 | $ 48,063 | $ 177,351 | $ 136,952 |
Straight-line rent | 5,023 | 5,282 | 15,003 | 10,648 |
Income from direct financing leases | 14,692 | 12,308 | 40,055 | 36,787 |
Interest and fee income | 24,497 | 15,124 | 77,924 | 46,039 |
Total revenues | 114,570 | 80,777 | 310,333 | 230,426 |
Expenses | ||||
Real estate depreciation and amortization | 20,016 | 13,354 | 49,728 | 39,485 |
Impairment charges | 50,128 | |||
Property-related | 1,727 | 700 | 2,608 | 1,401 |
General and administrative | 10,778 | 8,672 | 32,325 | 25,836 |
Acquisition expenses | 24,949 | 4,886 | 56,997 | 7,933 |
Total operating expenses | 57,470 | 27,612 | 141,658 | 124,783 |
Operating income | 57,100 | 53,165 | 168,675 | 105,643 |
Other income (expense) | ||||
Interest and other income | 1,350 | 75 | 780 | 44 |
Earnings from equity and other interests | 476 | 1,153 | 2,432 | 2,059 |
Interest expense | (31,643) | (25,481) | (84,961) | (71,455) |
Debt refinancing costs | (4,080) | (4,319) | (290) | |
Income tax expense | (80) | (249) | (1,018) | (232) |
Net other expense | (33,977) | (24,502) | (87,086) | (69,874) |
Income from continuing operations | 23,123 | 28,663 | 81,589 | 35,769 |
Loss from discontinued operations | (2) | |||
Net income | 23,123 | 28,663 | 81,589 | 35,767 |
Net income attributable to non-controlling interests | (66) | (126) | (228) | (192) |
Net income attributable to MPT common stockholders | $ 23,057 | $ 28,537 | $ 81,361 | $ 35,575 |
Earnings per common share - basic and diluted | ||||
Income from continuing operations attributable to MPT common stockholders | $ 0.10 | $ 0.16 | $ 0.38 | $ 0.21 |
Loss from discontinued operations attributable to MPT common stockholders | 0 | 0 | 0 | 0 |
Net income attributable to MPT common stockholders | $ 0.10 | $ 0.16 | $ 0.38 | $ 0.21 |
Weighted average shares / units outstanding: | ||||
Basic | 223,948 | 171,893 | 211,659 | 169,195 |
Diluted | 223,948 | 172,639 | 212,068 | 169,852 |
Dividends declared per common share / unit | $ 0.22 | $ 0.21 | $ 0.66 | $ 0.63 |
MPT Operating Partnership, L.P. [Member] | ||||
Revenues | ||||
Rent billed | $ 70,358 | $ 48,063 | $ 177,351 | $ 136,952 |
Straight-line rent | 5,023 | 5,282 | 15,003 | 10,648 |
Income from direct financing leases | 14,692 | 12,308 | 40,055 | 36,787 |
Interest and fee income | 24,497 | 15,124 | 77,924 | 46,039 |
Total revenues | 114,570 | 80,777 | 310,333 | 230,426 |
Expenses | ||||
Real estate depreciation and amortization | 20,016 | 13,354 | 49,728 | 39,485 |
Impairment charges | 50,128 | |||
Property-related | 1,727 | 700 | 2,608 | 1,401 |
General and administrative | 10,778 | 8,672 | 32,325 | 25,836 |
Acquisition expenses | 24,949 | 4,886 | 56,997 | 7,933 |
Total operating expenses | 57,470 | 27,612 | 141,658 | 124,783 |
Operating income | 57,100 | 53,165 | 168,675 | 105,643 |
Other income (expense) | ||||
Interest and other income | 1,350 | 75 | 780 | 44 |
Earnings from equity and other interests | 476 | 1,153 | 2,432 | 2,059 |
Interest expense | (31,643) | (25,481) | (84,961) | (71,455) |
Debt refinancing costs | (4,080) | (4,319) | (290) | |
Income tax expense | (80) | (249) | (1,018) | (232) |
Net other expense | (33,977) | (24,502) | (87,086) | (69,874) |
Income from continuing operations | 23,123 | 28,663 | 81,589 | 35,769 |
Loss from discontinued operations | (2) | |||
Net income | 23,123 | 28,663 | 81,589 | 35,767 |
Net income attributable to non-controlling interests | (66) | (126) | (228) | (192) |
Net income attributable to MPT common stockholders | $ 23,057 | $ 28,537 | $ 81,361 | $ 35,575 |
Earnings per common share - basic and diluted | ||||
Income from continuing operations attributable to MPT common stockholders | $ 0.10 | $ 0.16 | $ 0.38 | $ 0.21 |
Loss from discontinued operations attributable to MPT common stockholders | 0 | 0 | 0 | 0 |
Net income attributable to MPT common stockholders | $ 0.10 | $ 0.16 | $ 0.38 | $ 0.21 |
Weighted average shares / units outstanding: | ||||
Basic | 223,948 | 171,893 | 211,659 | 169,195 |
Diluted | 223,948 | 172,639 | 212,068 | 169,852 |
Dividends declared per common share / unit | $ 0.22 | $ 0.21 | $ 0.66 | $ 0.63 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net income | $ 23,123 | $ 28,663 | $ 81,589 | $ 35,767 |
Other comprehensive income: | ||||
Unrealized gain on interest rate swap | 727 | 1,136 | 2,042 | 2,342 |
Foreign currency translation loss | (573) | (1,319) | (39,859) | (1,273) |
Total comprehensive income | 23,277 | 28,480 | 43,772 | 36,836 |
Comprehensive income attributable to non-controlling interests | (66) | (126) | (228) | (192) |
Comprehensive income attributable to MPT common stockholders (Operating partnership partners) | 23,211 | 28,354 | 43,544 | 36,644 |
MPT Operating Partnership, L.P. [Member] | ||||
Net income | 23,123 | 28,663 | 81,589 | 35,767 |
Other comprehensive income: | ||||
Unrealized gain on interest rate swap | 727 | 1,136 | 2,042 | 2,342 |
Foreign currency translation loss | (573) | (1,319) | (39,859) | (1,273) |
Total comprehensive income | 23,277 | 28,480 | 43,772 | 36,836 |
Comprehensive income attributable to non-controlling interests | (66) | (126) | (228) | (192) |
Comprehensive income attributable to MPT common stockholders (Operating partnership partners) | $ 23,211 | $ 28,354 | $ 43,544 | $ 36,644 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Operating activities | ||
Net income | $ 81,589 | $ 35,767 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation and amortization | 51,149 | 40,403 |
Straight-line rent revenue | (17,815) | (11,599) |
Straight-line rent write-off | 2,812 | 950 |
Impairment charges | 50,128 | |
Direct financing lease interest accretion | (5,286) | (4,954) |
Share / Unit-based compensation | 8,383 | 6,571 |
Gain on sale of real estate | (3,268) | |
Amortization and write-off of deferred financing costs and debt discount | 8,612 | 3,731 |
Other adjustments | (265) | 1,175 |
Changes in | ||
Interest and rent receivable | (5,471) | (12,957) |
Accounts payable and accrued expenses | 11,744 | (13,471) |
Net cash provided by operating activities | 132,184 | 95,744 |
Investing activities | ||
Net cash paid for acquisitions and other related investments | (2,020,198) | (182,982) |
Net proceeds from sale of real estate | 19,175 | 34,649 |
Principal received on loans receivable | 698,040 | 8,381 |
Investment in loans receivable | (354,002) | (9,102) |
Construction in progress and other | (125,503) | (97,002) |
Net cash used for investing activities | (1,782,488) | (246,056) |
Financing activities | ||
Revolving credit facilities, net | 500,415 | (105,000) |
Additions to term debt | 676,877 | 425,000 |
Payments of term debt | (210) | (100,197) |
Distributions paid | (130,841) | (108,026) |
Proceeds from sale of common shares / units, net of offering costs | 817,533 | 128,270 |
Lease deposits and other obligations to tenants | (12,669) | 10,879 |
Debt issuance costs paid and other financing activities | (7,950) | (11,757) |
Net cash provided by financing activities | 1,843,155 | 239,169 |
Increase in cash and cash equivalents for period | 192,851 | 88,857 |
Effect of exchange rate changes | (5,157) | (2,024) |
Cash and cash equivalents at beginning of period | 144,541 | 45,979 |
Cash and cash equivalents at end of period | 332,235 | 132,812 |
Interest paid | 75,415 | 62,826 |
Supplemental schedule of non-cash financing activities: | ||
Distributions declared, unpaid | 52,388 | 36,277 |
Assumption of liabilities (as part of acquisition) | 22,658 | |
MPT Operating Partnership, L.P. [Member] | ||
Operating activities | ||
Net income | 81,589 | 35,767 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation and amortization | 51,149 | 40,403 |
Straight-line rent revenue | (17,815) | (11,599) |
Straight-line rent write-off | 2,812 | 950 |
Impairment charges | 50,128 | |
Direct financing lease interest accretion | (5,286) | (4,954) |
Share / Unit-based compensation | 8,383 | 6,571 |
Gain on sale of real estate | (3,268) | |
Amortization and write-off of deferred financing costs and debt discount | 8,612 | 3,731 |
Other adjustments | (265) | 1,175 |
Changes in | ||
Interest and rent receivable | (5,471) | (12,957) |
Accounts payable and accrued expenses | 11,744 | (13,471) |
Net cash provided by operating activities | 132,184 | 95,744 |
Investing activities | ||
Net cash paid for acquisitions and other related investments | (2,020,198) | (182,982) |
Net proceeds from sale of real estate | 19,175 | 34,649 |
Principal received on loans receivable | 698,040 | 8,381 |
Investment in loans receivable | (354,002) | (9,102) |
Construction in progress and other | (125,503) | (97,002) |
Net cash used for investing activities | (1,782,488) | (246,056) |
Financing activities | ||
Revolving credit facilities, net | 500,415 | (105,000) |
Additions to term debt | 676,877 | 425,000 |
Payments of term debt | (210) | (100,197) |
Distributions paid | (130,841) | (108,026) |
Proceeds from sale of common shares / units, net of offering costs | 817,533 | 128,270 |
Lease deposits and other obligations to tenants | (12,669) | 10,879 |
Debt issuance costs paid and other financing activities | (7,950) | (11,757) |
Net cash provided by financing activities | 1,843,155 | 239,169 |
Increase in cash and cash equivalents for period | 192,851 | 88,857 |
Effect of exchange rate changes | (5,157) | (2,024) |
Cash and cash equivalents at beginning of period | 144,541 | 45,979 |
Cash and cash equivalents at end of period | 332,235 | 132,812 |
Interest paid | 75,415 | 62,826 |
Supplemental schedule of non-cash financing activities: | ||
Distributions declared, unpaid | 52,388 | $ 36,277 |
Assumption of liabilities (as part of acquisition) | $ 22,658 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Organization | 1. Organization Medical Properties Trust, Inc., a Maryland corporation, was formed on August 27, 2003, under the Maryland General Corporation Law for the purpose of engaging in the business of investing in, owning, and leasing commercial real estate. Our operating partnership subsidiary, MPT Operating Partnership, L.P., (the “Operating Partnership”) through which we conduct all of our operations, was formed in September 2003. Through another wholly-owned subsidiary, Medical Properties Trust, LLC, we are the sole general partner of the Operating Partnership. At present, we directly own substantially all of the limited partnership interests in the Operating Partnership and have elected to report our required disclosures and that of the Operating Partnership on a combined basis except where material differences exist. We have operated as a real estate investment trust (“REIT”) since April 6, 2004, and accordingly, elected REIT status upon the filing in September 2005 of the calendar year 2004 federal income tax return. Accordingly, we will generally not be subject to U.S. federal income tax, provided that we continue to qualify as a REIT and our distributions to our stockholders equal or exceed our taxable income. Certain activities we undertake must be conducted by entities which we elected to be treated as taxable REIT subsidiaries (“TRSs”). Our TRSs are subject to both U.S. federal and state income taxes. For our properties located outside the United States, we are subject to local taxes; however, we do not expect to incur additional taxes in the United States as such income will flow through our REIT. Our primary business strategy is to acquire and develop real estate and improvements, primarily for long-term lease to providers of healthcare services such as operators of general acute care hospitals, inpatient physical rehabilitation hospitals, long-term acute care hospitals, surgery centers, centers for treatment of specific conditions such as cardiac, pulmonary, cancer, and neurological hospitals, and other healthcare-oriented facilities. We also make mortgage and other loans to operators of similar facilities. In addition, we may obtain profits or equity interests in our tenants, from time to time, in order to enhance our overall return. We manage our business as a single business segment. All of our properties are located in the United States and Europe. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Unaudited Interim Condensed Consolidated Financial Statements For information about significant accounting policies, refer to the consolidated financial statements and footnotes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2014. During the nine months ended September 30, 2015, there were no material changes to these policies. Recent Accounting Developments: Revenue from Contracts with Customers In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers.” Under the new standard, revenue is recognized at the time a good or service is transferred to a customer for the amount of consideration received for that specific good or service. Entities may use a full retrospective approach or report the cumulative effect as of the date of adoption. On April 1, 2015, the FASB proposed deferring the effective date of this stand by one year to December 15, 2017, for annual reporting periods beginning after that date. The FASB also proposed permitting early adoption of the standard, but not before the original effective date of December 15, 2016. We do not expect this standard to have a significant impact on our financial results. as a substantial portion of our revenue consists of rental income from leasing arrangements, which are specifically excluded from ASU No. 2014-09. Presentation of Debt Issuance Costs In April 2015, the FASB issued ASU No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” This standard amends existing guidance to require the presentation of debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge. It is effective for annual reporting periods beginning after December 15, 2015, but early adoption is permitted. Amendments to the Consolidation Analysis In February 2015, the FASB issued ASU 2015-02 that modifies the evaluation of whether limited partnerships and similar legal entities are VIEs, eliminates the presumption that a general partner should consolidate a limited partnership and affects the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships. We do not believe this proposed standard will have a significant impact on us. This ASU is guidance is effective for fiscal years beginning after December 15, 2015, but early adoption is permitted. Variable Interest Entities At September 30, 2015, we had loans to and/or equity investments in certain variable interest entities (“VIEs”), which are also tenants of our facilities, including Ernest Health, Inc. (“Ernest”) and Capella Holdings, Inc. (“Capella”). We have determined that we are not the primary beneficiary of these VIEs. The carrying value and classification of the related assets and maximum exposure to loss as a result of our involvement with these VIEs are presented below at September 30, 2015 (in thousands): VIE Type Maximum Loss Asset Type Carrying Loans, net $ 1,046,215 Mortgage and other loans $ 922,385 Equity investments $ 54,353 Other assets $ 6,297 (1) Our maximum loss exposure related to loans with VIEs represents our current aggregate gross carrying value of the loan plus accrued interest and any other related assets (such as rent receivables), less any liabilities. Our maximum loss exposure related to our equity investment in VIEs represents the current carrying values of such investment plus any other related assets (such as rent receivables) less any liabilities. (2) Carrying amount reflects the net book value of our loan or equity interest only in the VIE. For the VIE types above, we do not consolidate the VIE because we do not have the ability to control the activities (such as the day-to-day healthcare operations of our borrower or investees) that most significantly impact the VIE’s economic performance. As of September 30, 2015, we were not required to provide any material financial support through a liquidity arrangement or otherwise to our unconsolidated VIEs, including circumstances in which it could be exposed to further losses (e.g., cash short falls). Typically, our loans are collateralized by assets of the borrower (some assets of which are on the premises of facilities owned by us) and further supported by limited guarantees made by certain principals of the borrower. See Note 3 for additional description of the nature, purpose and activities of our more significant VIEs and interests therein. |
Real Estate and Lending Activit
Real Estate and Lending Activities | 9 Months Ended |
Sep. 30, 2015 | |
Text Block [Abstract] | |
Real Estate and Lending Activities | 3. Real Estate and Lending Activities Acquisitions 2015 Activity Acquisition of Capella Healthcare Hospital Portfolio On August 31, 2015, we closed on our acquisition of Capella. Our investment in the portfolio includes seven acute care hospitals (two properties of which our investment is in the form of mortgage loans), an acquisition loan, and an equity interest in the operator for a combined purchase price and investment of approximately $900 million. The real estate leases and mortgage loans have 15-year terms with four 5-year extension options, plus consumer price-indexed increases, limited to a 2% floor and a 4% ceiling annually. We have closed on six of the seven Capella properties and expect to close on the last property in the fourth quarter of 2015. The remaining investment in the operations of Capella are in the form of an acquisition loan to Capella, which will have a fixed interest rate of 8%, and we have a 49% interest in the equity of the operator, with management owning the remaining 51%. MEDIAN Transaction Update On April 29, 2015, we entered into a series of definitive agreements with Median Kliniken S.à r.l., (“MEDIAN”), a German provider of post-acute and acute rehabilitation services, to acquire the real estate assets of 32 hospitals owned by MEDIAN for an aggregate purchase price of approximately €688 million. Upon acquisition, each property became subject to a master lease between us and MEDIAN providing for the leaseback of the property to MEDIAN. The master lease has an initial term of 27 years and provides for an initial GAAP lease rate of 9.3%, with annual escalators at the greater of one percent or 70% of the German consumer price index. MEDIAN is owned by an affiliate of Waterland Private Equity Fund V C.V. (“Waterland”), which acquired 94.9% of the outstanding equity interests in MEDIAN, and by a subsidiary of our operating partnership, which acquired the remaining 5.1% of the outstanding equity interests in MEDIAN, each in December 2014. In December 2014, we provided interim acquisition loans to affiliates of Waterland and MEDIAN in connection with Waterland’s acquisition of its stake in MEDIAN in an aggregate amount of approximately €425 million. In addition, we made further loans to MEDIAN during the first half of 2015 in an aggregate amount of approximately €240 million, which were used by MEDIAN to repay existing debt on properties we have acquired or expect to acquire. Closing of the sale-leaseback transactions, which began in the second quarter of 2015, is subject to customary real estate, regulatory and other closing conditions, including waiver of any statutory pre-emption rights by local municipalities and antitrust clearance. At each closing, the purchase price for each facility has been reduced and offset against the interim loans made to affiliates of Waterland and MEDIAN as described above and against the amount of any debt assumed or repaid by us in connection with the closing. As of September 30, 2015, we have closed on 30 properties for an aggregate amount of €627 million. At September 30, 2015, we had loans outstanding to MEDIAN and Waterland for an aggregate amount of approximately €37 million. These loans were repaid by MEDIAN and Waterland in October 2015. Other Acquisitions On September 30, 2015, we provided a $100 million mortgage financing (of which $85 million has been funded to-date) to Prime Healthcare Services (“Prime”) for a System consists of three general acute care hospitals and one free-standing emergency department and health center in New Jersey. The loan provides for consumer-priced indexed interest increases, subject to a floor. We expect to purchase these facilities in the 2015 fourth quarter and will reduce the outstanding mortgage loan accordingly. On September 9, 2015, we acquired the real estate of a general acute care hospital under development located in Valencia, Spain The acquisition was effected through a newly-formed joint venture between us and clients of AXA Real Estate, in which we will own a 50% interest. Our expected share of the aggregate purchase and development price to us is €21.4 million. Upon completion, the facility will be leased to a Spanish operator of acute care hospitals, pursuant to a long-term lease. On August 31, 2015, we closed on a $30 million mortgage loan transaction with Prime for the acquisition of Lake Huron Medical Center, a 144-bed general acute care hospital located in Port Huron, Michigan. The mortgage loan has a 5-year term with conversion rights to our standard sale leaseback agreement. The loan provides for consumer-priced indexed interest increases, subject to a floor. On June 16, 2015, we acquired the real estate of two facilities in Lubbock, Texas, a 60-bed inpatient rehabilitation hospital and a 37-bed long term acute care hospital, for an aggregate purchase price of $31.5 million. We entered into a 20-year lease with Ernest for the rehabilitation hospital, which provides for three five-year extension options, and separately entered into a lease with Ernest for the long-term acute care hospital that has a final term ending December 31, 2034. In connection with the transaction, we funded an acquisition loan to Ernest of approximately $12.0 million. Ernest will operate the rehabilitation hospital in a joint venture with Covenant Health System, while the long term acute care hospital will continue to be operated by Fundamental Health under a new sublease with Ernest. On February 27, 2015, we acquired an inpatient rehabilitation hospital in Weslaco, Texas for $10.7 million leased to Ernest pursuant to the 2012 master lease which has a remaining 17-year fixed term and three five year extension options. This lease provides for consumer-priced-indexed annual rent increases, subject to a floor and a cap. In addition we agreed to fund an acquisition loan in the amount of $5 million. On February 13, 2015, we acquired two general acute care hospitals in the Kansas City area for $110 million. Prime is the tenant and operator pursuant to a new master lease that has similar terms and security enhancements as the other master lease agreements entered into in 2013. This master lease has a 10 year initial fixed term with two extension options of five years each. The lease provides for consumer-price-indexed annual rent increases, subject to a specified floor. In addition, we agreed to fund a mortgage loan in the amount of $40 million, which has a 10-year term. 2014 Activity On September 19, 2014, we acquired an acute care hospital in Fairmont, West Virginia for an aggregate purchase price of $15 million from Alecto Healthcare Services. The facility was simultaneously leased back to the seller under a 15-year initial term with three five-year extension options. In addition, we made a $5 million working capital loan to the tenant with a five year term and a commitment to fund up to $5 million in capital improvements. On July 1, 2014, we acquired an acute care hospital in Peasedown St. John, United Kingdom from Circle Health Ltd., through its subsidiary Circle Hospital (Bath) Ltd. The sale/leaseback transaction, excluding any transfer taxes, is valued at approximately £28.3 million (approximately $48.0 million at that time). The lease has an initial term of 15-years with a tenant option to extend the lease for an additional 15 years. The lease includes annual rent increases, which will equal the year-over-year change in the retail price index with a floor of 2% and a cap of 5%. With the transaction, we incurred approximately £1.1 million (approximately $1.9 million at that time) of transfer and other taxes that have been expensed as acquisition costs. On March 31, 2014, we acquired a general acute care hospital and an adjacent parcel of land for an aggregate purchase price of $115 million from a joint venture of LHP Hospital Group, Inc. and Hackensack University Medical Center Mountainside. The facility was simultaneously leased back to the seller under a lease with a 15-year initial term with a 3-year extension option, followed by a further 12-year extension option at fair market value. The lease provides for consumer price-indexed annual rent increases, subject to a specified floor and ceiling. The lease includes a customary right of first refusal with respect to a future sale of the facility. As part of these acquisitions, we acquired the following assets: 2015 2014 Assets Acquired Land and land improvements $ 154,698 $ 13,058 Building 748,854 152,096 Intangible lease assets — subject to amortization (weighted average useful life 15 years) 66,461 12,828 Mortgage loans 365,000 — Net investments in direct financing leases 170,700 — Other loans 514,484 5,000 Total net assets acquired $ 2,022,926 $ 182,982 The majority of the purchase price allocations attributable to the 2015 acquisitions are preliminary. When all relevant information is obtained, resulting changes, if any, to our provisional purchase price allocation will be adjusted to reflect new information obtained about the facts and circumstances that existed as of the respective acquisition dates that, if known, would have affected the measurement of the amounts recognized as of those dates. From the respective acquisition dates, the properties and mortgage loans acquired in 2015 contributed $30.0 million and $13.9 million of revenue and income (excluding related acquisition expenses), respectively, for the three months ended September 30, 2015. From the respective acquisition dates, the properties and mortgage loans acquired in 2015 contributed $59.2 million and $34.3 million of revenue and income (excluding related acquisition expenses), respectively, for the nine months ended September 30, 2015. In addition, we incurred $23.3 million and $51.6 million of acquisition related costs on the 2015 acquisitions for the three and nine months ended September 30, 2015, respectively. From the respective acquisition dates in 2014, the 2014 acquisitions contributed $4.1 million and $3.0 million of revenue and income (excluding related acquisition and financing expenses), respectively, for the three months ended September 30, 2014. From the respective acquisition dates in 2014, the 2014 acquisitions contributed $6.4 million and $4.6 million of revenue and income (excluding related acquisition and financing expenses), respectively, for the nine months ended September 30, 2014. In addition, we incurred $2.3 million and $3.1 million of acquisition related costs on the 2014 acquisitions for the three and nine months ended September 30, 2014, respectively. Pro Forma Information The following unaudited supplemental pro forma operating data is presented for the three and nine months ended September 30, 2015 and 2014, as if each acquisition (including completed development projects) was completed on January 1, 2014. Supplemental pro forma earnings were adjusted to exclude acquisition-related costs on consummated deals. The unaudited supplemental pro forma operating data is not necessarily indicative of what the actual results of operations would have been assuming the transactions had been completed as set forth above, nor do they purport to represent our results of operations for future periods (in thousands, except per share/unit amounts). For the Three Months For the Nine Months 2015 2014 2015 2014 Total revenues $ 134,776 $ 135,734 $ 414,632 $ 404,760 Net income $ 54,332 $ 64,303 $ 193,413 $ 157,910 Net income per share/unit — diluted $ 0.23 $ 0.27 $ 0.81 $ 0.67 Development Activities During the first nine months of 2015, we completed construction and began recording rental income on the following facilities: • First Choice ER (a subsidiary of Adeptus Health) – We completed thirteen acute care facilities for this tenant during 2015. Eleven of these facilities are leased pursuant to the master lease entered into in 2014 and are cross-defaulted with the original master lease executed with First Choice ER in 2013. Two properties are leased pursuant to the master lease entered into in 2015 and is cross-defaulted with the master leases entered into in 2014 and 2013. • UAB Medical West – This acute care facility and medical office building located in Birmingham, Alabama is leased to Medical West, an affiliate of The University of Alabama at Birmingham. On May 5, 2015, we entered into an agreement to finance the development of and lease an inpatient rehabilitation facility in Toledo, Ohio for $19.2 million, which will be leased to Ernest under the 2012 master lease. The facility is expected to be completed in the second quarter of 2016. In April 2015, we executed an agreement with Adeptus Health that provides for the acquisition and development of general acute care hospitals and free standing emergency facilities with an aggregate commitment of $250 million. These facilities will be leased to Adeptus Health pursuant to the terms of the 2014 master lease agreement that has a 15-year initial term with three extension options of five years each that provides for annual rent increases based on changes in the consumer price index with a 2% minimum. See table below for a status update on our current development projects (in thousands): Property Location Property Type Operator Commitment Costs Estimated First Choice ER- Phoenix Phoenix, AZ Acute Care Hospital Adeptus Health $ 5,261 $ 3,076 4Q 2015 First Choice ER- Houston Houston, TX Acute Care Hospital Adeptus Health 5,105 2,400 4Q 2015 First Choice ER- Denver Denver, CO Acute Care Hospital Adeptus Health 6,868 3,109 4Q 2015 First Choice ER- DFW Dallas, TX Acute Care Hospital Adeptus Health 5,124 2,632 1Q 2016 First Choice ER- Houston Houston, TX Acute Care Hospital Adeptus Health 5,257 812 1Q 2016 First Choice ER- Denver Denver, CO Acute Care Hospital Adeptus Health 5,300 208 2Q 2016 First Choice ER- Phoenix Phoenix, AZ Acute Care Hospital Adeptus Health 6,728 1,865 2Q 2016 First Choice ER- San Antonio San Antonio, TX Acute Care Hospital Adeptus Health 7,530 2,376 2Q 2016 Rehabilitation Hospital of Northwest Ohio Toledo, OH Inpatient Rehabilitation Hospital Ernest Health 19,212 8,557 2Q 2016 First Choice ER- Houston Houston, TX Acute Care Hospital Adeptus Health 45,961 14,167 3Q 2016 First Choice Emergency Rooms Various Acute Care Hospital Adeptus Health 214,352 — Various $ 326,698 $ 39,202 Leasing Operations All of our leases are accounted for as operating leases except for the master lease of 15 Ernest facilities, three Capella facilities, and five Prime facilities which are accounted for as direct financing leases (“DFLs”). The components of our net investment in DFLs consisted of the following (dollars in thousands): As of September 30, As of December 31, Minimum lease payments receivable $ 2,442,386 $ 1,607,024 Estimated residual values 387,340 211,888 Less: Unearned income (2,211,233 ) (1,379,396 ) Net investment in direct financing leases $ 618,493 $ 439,516 Hoboken facility In the 2015 third quarter, a subsidiary of the operator of our Hoboken facility acquired 10% of our subsidiary that owns the real estate for $5 million, which is reflected in the non-controlling interest line of our condensed consolidated balance sheet at September 30, 2015. Twelve Oaks facility In the third quarter of 2015, we sent notice of termination of the lease to our tenant at our Twelve Oaks facility. As a result of the lease terminating, we recorded a charge of $1.9 million to reserve against the straight-line rent receivables. In addition, we accelerated the amortization of the related lease intangible asset resulting in $0.5 million of additional expense in the 2015 third quarter. At September 30, 2015, we have less than $1.2 million of exposure outstanding with this tenant and we have a letter of credit for approximately $0.5 million to cover any rent and other monetary payments not paid. In addition, the tenant is continuing to make partial payments on the outstanding obligations. Although no assurances can be made that we will not have any impairment charges or write-offs of receivables in the future, we believe our investment in Twelve Oaks at September 30, 2015 is fully recoverable. Florence facility On March 6, 2013, the tenant of our $26.9 million facility in Phoenix, Arizona filed for Chapter 11 bankruptcy. At September 30, 2015, we have approximately $0.9 million of receivables outstanding but the tenant continues to pay us in accordance with bankruptcy orders. In addition, we have a letter of credit for approximately $1.2 million to cover any rent and other monetary payments not paid. Although no assurances can be made that we will not have any impairment charges in the future, we believe our investment in Florence at September 30, 2015 is fully recoverable. Gilbert facility In the first quarter of 2014, the tenant of our facility in Gilbert, Arizona filed for Chapter 11 bankruptcy; however, we sent notice of termination of the lease prior to the bankruptcy filing. As a result of the lease terminating, we recorded a charge of approximately $1 million to reserve against the straight-line rent receivables. In addition, we accelerated the amortization of the related lease intangible asset resulting in $1.1 million of additional expense in the 2014 first quarter. The tenant has continued to pay its monetary obligations, and we have agreed to the terms of an amended lease upon the tenant’s bankruptcy exit. Although no assurances can be made that we will not have any impairment charges or write-offs of receivables in the future, we believe our real estate investment in Gilbert of $13.8 million at September 30, 2015 is fully recoverable. Loans The following is a summary of our loans (in thousands): As of As of Mortgage loans $ 762,584 $ 397,594 Acquisition loans 645,207 525,136 Working capital and other loans 64,869 48,031 $ 1,472,660 $ 970,761 The increase in our mortgage loans is related to the mortgage loans made on new properties with Prime and Capella. See “ Acquisition Our non-mortgage loans typically consist of loans to our tenants for acquisitions and working capital purposes. At September 30, 2015, acquisition loans includes our $114.4 million loans to Ernest, $41.7 million related to the MEDIAN transaction and $489.1 million to Capella. On March 1, 2012, pursuant to our convertible note agreement, we converted $1.7 million of our $5.0 million convertible note into a 9.9% equity interest in the operator of our Hoboken University Medical Center facility. At September 30, 2015, $3.3 million remains outstanding on the convertible note, and we retain the option, subject to regulatory approvals, to convert this remainder into 15.1% of equity interest in the operator. Disposals On July 30, 2015, we sold a long-term acute care facility in Luling, Texas for approximately $9.7 million, resulting in a gain of $1.5 million. Due to this sale, we wrote off $0.9 million of straight-line receivables. On August 5, 2015, we sold six wellness centers in the United States for total proceeds of approximately $9.5 million (of which $1.5 million is in the form of a note), resulting in a gain of $1.7 million. Due to this sale, we wrote off $0.9 million of billed rent receivables. Concentrations of Credit Risk For the three months ended September 30, 2015 and 2014, revenue from affiliates of Prime (including rent and interest from mortgage loans) accounted for 22.8% and 26.4%, respectively, of total revenue. For the nine months ended September 30, 2015 and 2014, revenue from affiliates of Prime (including rent and interest from mortgage loans) accounted for 24.5% and 27.8%, respectively, of total revenue. From an investment concentration perspective, assets leased and loaned to Prime represented 10.4% and 7.7%, respectively of our total assets, at September 30, 2015. Assets leased and loaned to Prime represented 12.6% and 7.4%, respectively, of our total assets at December 31, 2014. For the three and nine months ended September 30, 2015, revenue from affiliates of Capella accounted for 6.2% and 2.3% of total revenue, respectively. From an investment concentration perspective, Capella represented 17.6% of our total assets at September 30, 2015. For the three and nine months ended September 30, 2015, revenue from affiliates of MEDIAN accounted for 16.1% and 12.4% of total revenue, respectively. From an investment concentration perspective, MEDIAN represented 13.2% and 11.3% of our total assets at September 30, 2015 and December 31, 2014, respectively. For the three months ended September 30, 2015 and 2014, revenue from affiliates of Ernest (including rent and interest from mortgage and acquisition loans) accounted for 14.1% and 18.3%, respectively, of total revenue. For the nine months ended September 30, 2015 and 2014, revenue from affiliates of Ernest (including rent and interest from mortgage and acquisition loans) accounted for 14.8% and 18.7%, respectively, of total revenue. From an investment concentration perspective, assets leased and loaned to Ernest represented 6.0% and 3.8%, respectively, of our total assets at September 30, 2015. Assets leased and loaned to Ernest represented 7.7% and 5.3%, respectively, of our total assets at December 31, 2014. On an individual property basis, we had no investment of any single property greater than 2% of our total assets as of September 30, 2015. From a global geographic perspective, approximately 80% of our total assets are in the United States while 20% reside in Europe (primarily in Germany) as of September 30, 2015 and December 31, 2014. For the three months ended September 30, 2015 and 2014, revenue from our European investments was $25.5 million and $6.5 million, respectively. For the nine months ended September 30, 2015 and 2014, revenue from our European investments was $59.9 million and $17.4 million, respectively. From a United States geographic perspective, investments located in Texas represented 15.9% of our total assets at September 30, 2015, compared to 20.2% at December 31, 2014. Investments located in California represented 9.7% of our total assets at September 30, 2015, compared to 14.6% at December 31, 2014. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | 4. Debt The following is a summary of our debt (dollar amounts in thousands): As of September 30, As of December 31, Balance Interest Rate Balance Interest Rate Revolving credit facility $ 1,091,000 Variable $ 593,490 Variable 2006 Senior Unsecured Notes 125,000 Various 125,000 Various 2011 Senior Unsecured Notes 450,000 6.875 % 450,000 6.875 % 2012 Senior Unsecured Notes: Principal amount 350,000 6.375 % 350,000 6.375 % Unamortized premium 2,256 — 2,522 — 352,256 352,522 2013 Senior Unsecured Notes (A) 223,540 5.750 % 241,960 5.750 % 2014 Senior Unsecured Notes 300,000 5.500 % 300,000 5.500 % 2015 Senior Unsecured Notes (A) 558,850 4.000 % — — Term loans 263,473 Various 138,682 Various $ 3,364,119 $ 2,201,654 (A) These notes are Euro-denominated and reflect the exchange rate at September 30, 2015 and December 31, 2014, respectively. As of September 30, 2015, principal payments due for our debt (which exclude the effects of any premiums recorded) are as follows (in thousands): 2015 $ 73 2016 125,299 2017 320 2018 1,103,781 2019 250,000 Thereafter 1,882,390 Total $ 3,361,863 On July 27, 2015, we received a commitment to provide a senior unsecured bridge loan facility in the original principal amount of $1.0 billion to fund the acquisition of Capella pursuant to a commitment letter from JPMorgan Chase Bank, N.A. and Goldman, Sachs & Co. Funding under the bridge facility was not necessary as we funded the acquisition through a combination of an equity issuance and other borrowings. We incurred and expensed certain customary structuring and underwriting fees of $3.9 million in the third quarter related to the bridge commitment. On August 4, 2015, we entered into an amendment to our revolving credit and term loan agreement to increase the current aggregate committed size to $1.25 billion and amend certain covenants in order to permit us to consummate and finance the acquisition of Capella. On August 19, 2015, we completed a €500 million senior unsecured notes offering (“2015 Senior Unsecured Notes”), proceeds of which were used to repay Euro-denominated borrowings under our credit facility and to fund our European investments. Interest on the notes will be payable annually on August 19 of each year, commencing on August 19, 2016. The 2015 Senior Unsecured Notes will pay interest in cash at a rate of 4.00% per year. The notes mature on August 19, 2022. We may redeem some or all of the 2015 Senior Unsecured Notes at any time. If the notes are redeemed prior to 90 days before maturity, the redemption price will be 100% of their principal amount, plus a make-whole premium, plus accrued and unpaid interest to, but excluding, the applicable redemption date. Within the period beginning on or after 90 days before maturity, the notes may be redeemed, in whole or in part, at a redemption price equal to 100% of their principal amount, plus accrued and unpaid interest to, but excluding, the applicable redemption date. The 2015 Senior Unsecured Notes are fully and unconditionally guaranteed on an unsecured basis by the Company. In the event of a change of control, each holder of the notes may require us to repurchase some or all of our notes at a repurchase price equal to 101% of the aggregate principal amount of the notes plus accrued and unpaid interest to the date of the purchase. On September 30, 2015, we amended our credit facility to, among other things, increase the aggregate commitment under our revolver to $1.3 billion and increase the term loan portion to $250 million. In addition, this amendment includes a new accordion feature that allows us to expand our credit facility by another $400 million for a total commitment of $1.95 billion. This amendment resulted in a $0.1 million expense in the 2015 third quarter. During the second quarter 2010, we entered into an interest rate swap to manage our exposure to variable interest rates by fixing $65 million of our 2006 Senior Unsecured Notes, which started July 31, 2011 (date on which the interest rate turned variable) through the maturity date (or July 2016), at a rate of 5.507%. We also entered into an interest rate swap to fix $60 million of our 2006 Senior Unsecured Notes which started October 31, 2011 (date on which the related interest rate turned variable) through the maturity date (or October 2016) at a rate of 5.675%. The fair value of the interest rate swaps was $4.0 million and $6.0 million as of September 30, 2015 and December 31, 2014, respectively, which is reflected in accounts payable and accrued expenses on the consolidated balance sheets. We account for our interest rate swaps as cash flow hedges. Accordingly, the effective portion of changes in the fair value of our swaps is recorded as a component of accumulated other comprehensive income/loss on the balance sheet and reclassified into earnings in the same period, or periods, during which the hedged transactions effect earnings, while any ineffective portion is recorded through earnings immediately. We did not have any hedge ineffectiveness from inception of our interest rate swaps through September 30, 2015; and therefore, there was no income statement effect recorded during the three or nine month periods ended September 30, 2015 or 2014. At September 30, 2015, we do not expect any of the current losses included in accumulated other comprehensive loss to be reclassified into earnings between now and the maturity of the related debt in July 2016 ($65 million) and in October 2016 ($60 million). At September 30, 2015 and December 31, 2014, we have posted $2.1 million and $3.3 million of collateral related to our interest rate swaps, respectively, which is reflected in other assets on our consolidated balance sheets. Covenants Our debt facilities impose certain restrictions on us, including restrictions on our ability to: incur debts; create or incur liens; provide guarantees in respect of obligations of any other entity; make redemptions and repurchases of our capital stock; prepay, redeem or repurchase debt; engage in mergers or consolidations; enter into affiliated transactions; dispose of real estate or other assets; and change our business. In addition, the credit agreements governing our revolving credit facility and term loan limit the amount of dividends we can pay as a percentage of normalized adjusted funds from operations, as defined in the agreements, on a rolling four quarter basis. At September 30, 2015, the dividend restriction was 95% of normalized adjusted FFO. The indentures governing our senior unsecured notes also limit the amount of dividends we can pay based on the sum of 95% of funds from operations, proceeds of equity issuances and certain other net cash proceeds. Finally, our senior unsecured notes require us to maintain total unencumbered assets (as defined in the related indenture) of not less than 150% of our unsecured indebtedness. In addition to these restrictions, the revolving credit facility and term loan contain customary financial and operating covenants, including covenants relating to our total leverage ratio, fixed charge coverage ratio, mortgage secured leverage ratio, recourse mortgage secured leverage ratio, consolidated adjusted net worth, unsecured leverage ratio, and unsecured interest coverage ratio. This facility also contains customary events of default, including among others, nonpayment of principal or interest, material inaccuracy of representations and failure to comply with our covenants. If an event of default occurs and is continuing under the facility, the entire outstanding balance may become immediately due and payable. At September 30, 2015, we were in compliance with all such financial and operating covenants. |
Common Stock_Partners' Capital
Common Stock/Partners' Capital | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Common Stock/Partners' Capital | 5. Common Stock/Partners’ Capital Medical Properties Trust, Inc. On August 11, 2015, we completed an underwritten public offering of 28.75 million shares (including the exercise of the underwriters’ 30-day option to purchase an additional million shares) of our common stock, resulting in net proceeds of approximately $337 million, after deducting estimated offering expenses. On August 4, 2015, we filed Articles of Amendment to our charter with the Maryland State Department of Assessments and Taxation increasing the number of authorized shares of common stock, par value $0.001 per share available for issuance from 250,000,000 to 500,000,000. On January 14, 2015, we completed an underwritten public offering of 34.5 million shares (including the exercise of the underwriters’ 30-day option to purchase an additional 4.5 million shares) of our common stock, resulting in net proceeds of approximately $480 million, after deducting estimated offering expenses. On March 11, 2014, we completed an underwritten public offering of 7.7 million shares of our common stock, resulting in net proceeds of approximately $100.2 million, after deducting estimated offering expenses. We also granted the underwriters a 30-day option to purchase up to an additional 1.2 million shares of common stock. The option, which was exercised in full, closed on April 8, 2014 and resulted in additional net proceeds of approximately $16 million. In January 2014, we put an at-the-market equity offering program in place, giving us the ability to sell up to $250 million of stock with a commission of 1.25%. During the first quarter of 2014, we sold 0.9 million shares of our common stock under our at-the-market equity offering program, at an average price of $13.21 per share resulting in total proceeds, net of commission, of $12.3 million. MPT Operating Partnership, L.P. At September 30, 2015, the Company has a 99.86% ownership interest in the Operating Partnership with the remainder owned by three other partners, two of whom are employees and one of whom is a director. During the nine months ended September 30, 2015 and 2014, the partnership issued 63.25 million and 9.8 million units, respectively, in direct response to the common stock offerings by Medical Properties Trust, Inc. |
Stock Awards
Stock Awards | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Awards | 6. Stock Awards We adopted the 2013 Equity Incentive Plan (the “Equity Incentive Plan”) during second quarter of 2013, which authorizes the issuance of common stock options, restricted stock, restricted stock units, deferred stock units, stock appreciation rights, performance units and awards of interests in our Operating Partnership. The Equity Incentive Plan is administered by the Compensation Committee of the Board of Directors. We have reserved 7,643,651 shares of common stock for awards under the Equity Incentive Plan for which 5,422,353 shares remain available for future stock awards as of September 30, 2015. We awarded the following stock awards during 2015 and 2014: Time-based awards Performance-based awards Multi-year Performance-based awards |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 7. Fair Value of Financial Instruments We have various assets and liabilities that are considered financial instruments. We estimate that the carrying value of cash and cash equivalents, and accounts payable and accrued expenses approximate their fair values. Included in our accounts payable and accrued expenses are our interest rate swaps, which are recorded at fair value based on Level 2 observable market assumptions using standardized derivative pricing models. We estimate the fair value of our interest and rent receivables using Level 2 inputs such as discounting the estimated future cash flows using the current rates at which similar receivables would be made to others with similar credit ratings and for the same remaining maturities. The fair value of our mortgage loans and working capital loans are estimated by using Level 2 inputs such as discounting the estimated future cash flows using the current rates which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities. We determine the fair value of our senior unsecured notes (excluding our 2006 Senior Unsecured Notes) using Level 2 inputs such as quotes from securities dealers and market makers. We estimate the fair value of our 2006 Senior Unsecured Notes, our revolving credit facility, and term loans using Level 2 inputs based on the present value of future payments, discounted at a rate which we consider appropriate for such debt. Fair value estimates are made at a specific point in time, are subjective in nature, and involve uncertainties and matters of significant judgment. Settlement of such fair value amounts may not be possible and may not be a prudent management decision. The following table summarizes fair value estimates for our financial instruments (in thousands): September 30, 2015 December 31, 2014 Asset (Liability) Book Fair Book Fair Interest and rent receivables $ 47,153 $ 47,060 $ 41,137 $ 41,005 Loans (1) 1,256,793 1,170,396 773,311 803,824 Debt, net (3,364,119 ) (3,431,303 ) (2,201,654 ) (2,285,727 ) (1) Excludes loans related to Ernest since they are recorded at fair value and discussed below. Items Measured at Fair Value on a Recurring Basis Our equity interest in Ernest and related loans, which were acquired in 2012, are being measured at fair value on a recurring basis as we elected to account for these investments using the fair value option method. We have elected to account for these investments at fair value due to the size of the investments and because we believe this method is more reflective of current values. We have not made a similar election for other equity interests or loans made in or prior to 2015. At September 30, 2015, these amounts were as follows (in thousands): Asset Type Fair Cost Asset Type Mortgage loans $ 100,000 $ 100,000 Mortgage loans Acquisition loans 114,367 114,367 Other loans Other loans 1,500 1,500 Other loans Equity investments 3,300 3,300 Other assets $ 219,167 $ 219,167 Our mortgage loans with Ernest are recorded at fair value based on Level 3 inputs by discounting the estimated cash flows using the market rates which similar loans would be made to borrowers with similar credit ratings and the same remaining maturities. Our acquisition loans and equity investments in Ernest are recorded at fair value based on Level 3 inputs, by using a discounted cash flow model, which requires significant estimates of our investee such as projected revenue and expenses and appropriate consideration of the underlying risk profile of the forecast assumptions associated with the investee. We classify these loans and equity investments as Level 3, as we use certain unobservable inputs to the valuation methodology that are significant to the fair value measurement, and the valuation requires management judgment due to the absence of quoted market prices. For these cash flow models, our observable inputs include use of a capitalization rate, discount rate (which is based on a weighted-average cost of capital), and market interest rates, and our unobservable input includes an adjustment for a marketability discount (“DLOM”) on our equity investment of 40% at September 30, 2015. In regards to the underlying projection of revenues and expenses used in the discounted cash flow model, such projections are provided by Ernest. However, we will modify such projections (including underlying assumptions used) as needed based on our review and analysis of Ernest’s historical results, meetings with key members of management, and our understanding of trends and developments within the healthcare industry. In arriving at the DLOM, we started with a DLOM range based on the results of studies supporting valuation discounts for other transactions or structures without a public market. To select the appropriate DLOM within the range, we then considered many qualitative factors including the percent of control, the nature of the underlying investee’s business along with our rights as an investor pursuant to the operating agreement, the size of investment, expected holding period, number of shareholders, access to capital marketplace, etc. To illustrate the effect of movements in the DLOM, we performed a sensitivity analysis below by using basis point variations (dollars in thousands): Basis Point Change in Marketability Discount Estimated Increase (Decrease) +100 basis points $ (56 ) - 100 basis points 56 Because the fair value of Ernest investments noted above approximate their original cost, we did not recognize any unrealized gains/losses during the first nine months of 2015 or 2014. |
Earnings Per Share_Common Unit
Earnings Per Share/Common Unit | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share/Common Unit | 8. Earnings Per Share/Common Unit Medical Properties Trust, Inc. Our earnings per share were calculated based on the following (amounts in thousands): For the Three Months 2015 2014 Numerator: Income from continuing operations $ 23,123 $ 28,663 Non-controlling interests’ share in continuing operations (66 ) (126 ) Participating securities’ share in earnings (265 ) (179 ) Income from continuing operations, less participating securities’ share in earnings 22,792 28,358 Income from discontinued operations attributable to MPT common stockholders — — Net income, less participating securities’ share in earnings $ 22,792 $ 28,358 Denominator: Basic weighted-average common shares 223,948 171,893 Dilutive potential common shares — 746 Dilutive weighted-average common shares 223,948 172,639 For the Nine Months 2015 2014 Numerator: Income from continuing operations $ 81,589 $ 35,769 Non-controlling interests’ share in continuing operations (228 ) (192 ) Participating securities’ share in earnings (781 ) (584 ) Income from continuing operations, less participating securities’ share in earnings 80,580 34,993 Loss from discontinued operations attributable to MPT common stockholders — (2 ) Net income, less participating securities’ share in earnings $ 80,580 $ 34,991 Denominator: Basic weighted-average common shares 211,659 169,195 Dilutive potential common shares 409 657 Dilutive weighted-average common shares 212,068 169,852 MPT Operating Partnership, L.P. Our earnings per common unit were calculated based on the following (amounts in thousands): For the Three Months 2015 2014 Numerator: Income from continuing operations $ 23,123 $ 28,663 Non-controlling interests’ share in continuing operations (66 ) (126 ) Participating securities’ share in earnings (265 ) (179 ) Income from continuing operations, less participating securities’ share in earnings 22,792 28,358 Income from discontinued operations attributable to MPT Operating Partnership partners — — Net income (loss), less participating securities’ share in earnings $ 22,792 $ 28,358 Denominator: Basic weighted-average units 223,948 171,893 Dilutive potential units — 746 Dilutive weighted-average units 223,948 172,639 For the Nine Months 2015 2014 Numerator: Income from continuing operations $ 81,589 $ 35,769 Non-controlling interests’ share in continuing operations (228 ) (192 ) Participating securities’ share in earnings (781 ) (584 ) Income from continuing operations, less participating securities’ share in earnings 80,580 34,993 Loss from discontinued operations attributable to MPT Operating Partnership partners — (2 ) Net income, less participating securities’ share in earnings $ 80,580 $ 34,991 Denominator: Basic weighted-average units 211,659 169,195 Dilutive potential units 409 657 Dilutive weighted-average units 212,068 169,852 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Contingencies We are a party to various legal proceedings incidental to our business. In the opinion of management, after consultation with legal counsel, the ultimate liability, if any, with respect to those proceedings is not presently expected to materially affect our financial position, results of operations or cash flows. On July 31, 2015, we entered into definitive agreements to acquire several acute care hospitals and a freestanding clinic in northern Italy for an aggregate purchase price to us of approximately €90 million. The acquisition will be effected through a newly-formed joint venture between us and affiliates of AXA Real Estate, in which we will own a 50% interest. Upon closing, the facilities will be leased to an Italian acute care hospital operator, pursuant to a long-term master lease. Closing of the transaction, which is expected during the fourth quarter of 2015, is subject to customary real estate, regulatory and other closing conditions. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 10. Subsequent Events On October 30, 2015, we acquired an acute hospital in Camden, South Carolina for an aggregate purchase price of $25.8 million leased to Capella pursuant to the 2015 master lease which has a 15-year term with four 5-year extension options, plus consumer price-indexed |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Unaudited Interim Condensed Consolidated Financial Statements | Unaudited Interim Condensed Consolidated Financial Statements For information about significant accounting policies, refer to the consolidated financial statements and footnotes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2014. During the nine months ended September 30, 2015, there were no material changes to these policies. |
Recent Accounting Developments | Recent Accounting Developments: Revenue from Contracts with Customers In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers.” Under the new standard, revenue is recognized at the time a good or service is transferred to a customer for the amount of consideration received for that specific good or service. Entities may use a full retrospective approach or report the cumulative effect as of the date of adoption. On April 1, 2015, the FASB proposed deferring the effective date of this stand by one year to December 15, 2017, for annual reporting periods beginning after that date. The FASB also proposed permitting early adoption of the standard, but not before the original effective date of December 15, 2016. We do not expect this standard to have a significant impact on our financial results. as a substantial portion of our revenue consists of rental income from leasing arrangements, which are specifically excluded from ASU No. 2014-09. Presentation of Debt Issuance Costs In April 2015, the FASB issued ASU No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” This standard amends existing guidance to require the presentation of debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge. It is effective for annual reporting periods beginning after December 15, 2015, but early adoption is permitted. Amendments to the Consolidation Analysis In February 2015, the FASB issued ASU 2015-02 that modifies the evaluation of whether limited partnerships and similar legal entities are VIEs, eliminates the presumption that a general partner should consolidate a limited partnership and affects the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships. We do not believe this proposed standard will have a significant impact on us. This ASU is guidance is effective for fiscal years beginning after December 15, 2015, but early adoption is permitted. |
Variable Interest Entities | Variable Interest Entities At September 30, 2015, we had loans to and/or equity investments in certain variable interest entities (“VIEs”), which are also tenants of our facilities, including Ernest Health, Inc. (“Ernest”) and Capella Holdings, Inc. (“Capella”). We have determined that we are not the primary beneficiary of these VIEs. The carrying value and classification of the related assets and maximum exposure to loss as a result of our involvement with these VIEs are presented below at September 30, 2015 (in thousands): VIE Type Maximum Loss Asset Type Carrying Loans, net $ 1,046,215 Mortgage and other loans $ 922,385 Equity investments $ 54,353 Other assets $ 6,297 (1) Our maximum loss exposure related to loans with VIEs represents our current aggregate gross carrying value of the loan plus accrued interest and any other related assets (such as rent receivables), less any liabilities. Our maximum loss exposure related to our equity investment in VIEs represents the current carrying values of such investment plus any other related assets (such as rent receivables) less any liabilities. (2) Carrying amount reflects the net book value of our loan or equity interest only in the VIE. For the VIE types above, we do not consolidate the VIE because we do not have the ability to control the activities (such as the day-to-day healthcare operations of our borrower or investees) that most significantly impact the VIE’s economic performance. As of September 30, 2015, we were not required to provide any material financial support through a liquidity arrangement or otherwise to our unconsolidated VIEs, including circumstances in which it could be exposed to further losses (e.g., cash short falls). Typically, our loans are collateralized by assets of the borrower (some assets of which are on the premises of facilities owned by us) and further supported by limited guarantees made by certain principals of the borrower. See Note 3 for additional description of the nature, purpose and activities of our more significant VIEs and interests therein. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Carrying Value and Classification of Related Assets and Maximum Exposure to Loss | The carrying value and classification of the related assets and maximum exposure to loss as a result of our involvement with these VIEs are presented below at September 30, 2015 (in thousands): VIE Type Maximum Loss Asset Type Carrying Loans, net $ 1,046,215 Mortgage and other loans $ 922,385 Equity investments $ 54,353 Other assets $ 6,297 (1) Our maximum loss exposure related to loans with VIEs represents our current aggregate gross carrying value of the loan plus accrued interest and any other related assets (such as rent receivables), less any liabilities. Our maximum loss exposure related to our equity investment in VIEs represents the current carrying values of such investment plus any other related assets (such as rent receivables) less any liabilities. (2) Carrying amount reflects the net book value of our loan or equity interest only in the VIE. |
Real Estate and Lending Activ19
Real Estate and Lending Activities (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Text Block [Abstract] | |
Assets Acquired | As part of these acquisitions, we acquired the following assets: 2015 2014 Assets Acquired Land and land improvements $ 154,698 $ 13,058 Building 748,854 152,096 Intangible lease assets — subject to amortization (weighted average useful life 15 years) 66,461 12,828 Mortgage loans 365,000 — Net investments in direct financing leases 170,700 — Other loans 514,484 5,000 Total net assets acquired $ 2,022,926 $ 182,982 |
Schedule of Unaudited Supplemental Pro Forma Operating Data | The following unaudited supplemental pro forma operating data is presented for the three and nine months ended September 30, 2015 and 2014, as if each acquisition (including completed development projects) was completed on January 1, 2014. Supplemental pro forma earnings were adjusted to exclude acquisition-related costs on consummated deals. The unaudited supplemental pro forma operating data is not necessarily indicative of what the actual results of operations would have been assuming the transactions had been completed as set forth above, nor do they purport to represent our results of operations for future periods (in thousands, except per share/unit amounts). For the Three Months For the Nine Months 2015 2014 2015 2014 Total revenues $ 134,776 $ 135,734 $ 414,632 $ 404,760 Net income $ 54,332 $ 64,303 $ 193,413 $ 157,910 Net income per share/unit — diluted $ 0.23 $ 0.27 $ 0.81 $ 0.67 |
Summary of Status Update on Current Development Projects | See table below for a status update on our current development projects (in thousands): Property Location Property Type Operator Commitment Costs Estimated First Choice ER- Phoenix Phoenix, AZ Acute Care Hospital Adeptus Health $ 5,261 $ 3,076 4Q 2015 First Choice ER- Houston Houston, TX Acute Care Hospital Adeptus Health 5,105 2,400 4Q 2015 First Choice ER- Denver Denver, CO Acute Care Hospital Adeptus Health 6,868 3,109 4Q 2015 First Choice ER- DFW Dallas, TX Acute Care Hospital Adeptus Health 5,124 2,632 1Q 2016 First Choice ER- Houston Houston, TX Acute Care Hospital Adeptus Health 5,257 812 1Q 2016 First Choice ER- Denver Denver, CO Acute Care Hospital Adeptus Health 5,300 208 2Q 2016 First Choice ER- Phoenix Phoenix, AZ Acute Care Hospital Adeptus Health 6,728 1,865 2Q 2016 First Choice ER- San Antonio San Antonio, TX Acute Care Hospital Adeptus Health 7,530 2,376 2Q 2016 Rehabilitation Hospital of Northwest Ohio Toledo, OH Inpatient Rehabilitation Hospital Ernest Health 19,212 8,557 2Q 2016 First Choice ER- Houston Houston, TX Acute Care Hospital Adeptus Health 45,961 14,167 3Q 2016 First Choice Emergency Rooms Various Acute Care Hospital Adeptus Health 214,352 — Various $ 326,698 $ 39,202 |
Components of Net Investment in Direct Financing Leases | The components of our net investment in DFLs consisted of the following (dollars in thousands): As of September 30, As of December 31, Minimum lease payments receivable $ 2,442,386 $ 1,607,024 Estimated residual values 387,340 211,888 Less: Unearned income (2,211,233 ) (1,379,396 ) Net investment in direct financing leases $ 618,493 $ 439,516 |
Summary of Loans | The following is a summary of our loans (in thousands): As of As of Mortgage loans $ 762,584 $ 397,594 Acquisition loans 645,207 525,136 Working capital and other loans 64,869 48,031 $ 1,472,660 $ 970,761 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The following is a summary of our debt (dollar amounts in thousands): As of September 30, As of December 31, Balance Interest Rate Balance Interest Rate Revolving credit facility $ 1,091,000 Variable $ 593,490 Variable 2006 Senior Unsecured Notes 125,000 Various 125,000 Various 2011 Senior Unsecured Notes 450,000 6.875 % 450,000 6.875 % 2012 Senior Unsecured Notes: Principal amount 350,000 6.375 % 350,000 6.375 % Unamortized premium 2,256 — 2,522 — 352,256 352,522 2013 Senior Unsecured Notes (A) 223,540 5.750 % 241,960 5.750 % 2014 Senior Unsecured Notes 300,000 5.500 % 300,000 5.500 % 2015 Senior Unsecured Notes (A) 558,850 4.000 % — — Term loans 263,473 Various 138,682 Various $ 3,364,119 $ 2,201,654 (A) These notes are Euro-denominated and reflect the exchange rate at September 30, 2015 and December 31, 2014, respectively. |
Principal Payments Due for Debt | As of September 30, 2015, principal payments due for our debt (which exclude the effects of any premiums recorded) are as follows (in thousands): 2015 $ 73 2016 125,299 2017 320 2018 1,103,781 2019 250,000 Thereafter 1,882,390 Total $ 3,361,863 |
Fair Value of Financial Instr21
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value Information of Financial Instruments | The following table summarizes fair value estimates for our financial instruments (in thousands): September 30, 2015 December 31, 2014 Asset (Liability) Book Fair Book Fair Interest and rent receivables $ 47,153 $ 47,060 $ 41,137 $ 41,005 Loans (1) 1,256,793 1,170,396 773,311 803,824 Debt, net (3,364,119 ) (3,431,303 ) (2,201,654 ) (2,285,727 ) (1) Excludes loans related to Ernest since they are recorded at fair value and discussed below. |
Equity Interest in Ernest and Related Loans Measured at Fair Value on Recurring Basis | At September 30, 2015, these amounts were as follows (in thousands): Asset Type Fair Cost Asset Type Mortgage loans $ 100,000 $ 100,000 Mortgage loans Acquisition loans 114,367 114,367 Other loans Other loans 1,500 1,500 Other loans Equity investments 3,300 3,300 Other assets $ 219,167 $ 219,167 |
Summary Showing Sensitivity Analysis by Using Basis Point Variations | To illustrate the effect of movements in the DLOM, we performed a sensitivity analysis below by using basis point variations (dollars in thousands): Basis Point Change in Marketability Discount Estimated Increase (Decrease) +100 basis points $ (56 ) - 100 basis points 56 |
Earnings Per Share_Common Unit
Earnings Per Share/Common Unit (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Calculation of Earnings Per Share | Medical Properties Trust, Inc. Our earnings per share were calculated based on the following (amounts in thousands): For the Three Months 2015 2014 Numerator: Income from continuing operations $ 23,123 $ 28,663 Non-controlling interests’ share in continuing operations (66 ) (126 ) Participating securities’ share in earnings (265 ) (179 ) Income from continuing operations, less participating securities’ share in earnings 22,792 28,358 Income from discontinued operations attributable to MPT common stockholders — — Net income, less participating securities’ share in earnings $ 22,792 $ 28,358 Denominator: Basic weighted-average common shares 223,948 171,893 Dilutive potential common shares — 746 Dilutive weighted-average common shares 223,948 172,639 For the Nine Months 2015 2014 Numerator: Income from continuing operations $ 81,589 $ 35,769 Non-controlling interests’ share in continuing operations (228 ) (192 ) Participating securities’ share in earnings (781 ) (584 ) Income from continuing operations, less participating securities’ share in earnings 80,580 34,993 Loss from discontinued operations attributable to MPT common stockholders — (2 ) Net income, less participating securities’ share in earnings $ 80,580 $ 34,991 Denominator: Basic weighted-average common shares 211,659 169,195 Dilutive potential common shares 409 657 Dilutive weighted-average common shares 212,068 169,852 MPT Operating Partnership, L.P. Our earnings per common unit were calculated based on the following (amounts in thousands): For the Three Months 2015 2014 Numerator: Income from continuing operations $ 23,123 $ 28,663 Non-controlling interests’ share in continuing operations (66 ) (126 ) Participating securities’ share in earnings (265 ) (179 ) Income from continuing operations, less participating securities’ share in earnings 22,792 28,358 Income from discontinued operations attributable to MPT Operating Partnership partners — — Net income (loss), less participating securities’ share in earnings $ 22,792 $ 28,358 Denominator: Basic weighted-average units 223,948 171,893 Dilutive potential units — 746 Dilutive weighted-average units 223,948 172,639 For the Nine Months 2015 2014 Numerator: Income from continuing operations $ 81,589 $ 35,769 Non-controlling interests’ share in continuing operations (228 ) (192 ) Participating securities’ share in earnings (781 ) (584 ) Income from continuing operations, less participating securities’ share in earnings 80,580 34,993 Loss from discontinued operations attributable to MPT Operating Partnership partners — (2 ) Net income, less participating securities’ share in earnings $ 80,580 $ 34,991 Denominator: Basic weighted-average units 211,659 169,195 Dilutive potential units 409 657 Dilutive weighted-average units 212,068 169,852 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies - Carrying Value and Classification of Related Assets and Maximum Exposure to Loss (Detail) | Sep. 30, 2015USD ($) |
Mortgage and other loans [Member] | |
Variable Interest Entity [Line Items] | |
Carrying Amount | $ 922,385,000 |
Loans, net [Member] | |
Variable Interest Entity [Line Items] | |
Maximum Loss Exposure | 1,046,215,000 |
Other assets [Member] | |
Variable Interest Entity [Line Items] | |
Carrying Amount | 6,297,000 |
Equity investments [Member] | |
Variable Interest Entity [Line Items] | |
Maximum Loss Exposure | $ 54,353,000 |
Real Estate and Lending Activ24
Real Estate and Lending Activities - 2015 Activity - Additional Information (Detail) € in Millions, $ in Millions | Sep. 09, 2015EUR (€) | Aug. 31, 2015USD ($)InvestmentBed | Jun. 30, 2015EUR (€)Property | Jun. 16, 2015USD ($)PropertyBed | Apr. 29, 2015EUR (€)Hospital | Feb. 27, 2015USD ($)Leases | Feb. 13, 2015USD ($)RenewalOptionsFacility | Aug. 31, 2015USD ($)InvestmentPropertyLeases | Sep. 30, 2015USD ($)HospitalHealth_Center | Sep. 30, 2015EUR (€) | Aug. 01, 2015EUR (€) | Jul. 31, 2015EUR (€) | Dec. 31, 2014EUR (€) |
Acute Care Hospital [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Ownership interest in equity | 50.00% | ||||||||||||
Purchase price of acquisition | € | € 90 | ||||||||||||
Capella Healthcare Inc [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Combined purchase price and investment amount | $ 900 | $ 900 | |||||||||||
Term of lease, years | 15 years | ||||||||||||
Number of lease extension options | Leases | 4 | ||||||||||||
Term of lease extension, years | 5 years | ||||||||||||
Number of properties closed | Property | 6 | ||||||||||||
Increase in consumer price-index, floor rate | 2.00% | ||||||||||||
Increase in consumer price-index, ceiling rate | 4.00% | ||||||||||||
Ownership interests acquired | 49.00% | 49.00% | |||||||||||
Capella Healthcare Inc [Member] | Acute Care Hospital [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of portfolio investments | Investment | 7 | 7 | |||||||||||
Number of investment in form of mortgage loan | Investment | 5 | 5 | |||||||||||
Joint Venture Partner [Member] | Capella Healthcare Inc [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Ownership interests acquired | 51.00% | 51.00% | |||||||||||
Fixed interest rate | 8.00% | ||||||||||||
2015 [Member] | Acute Care Hospital [Member] | Kansas [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Term of lease, years | 10 years | ||||||||||||
Term of lease extension, years | 5 years | ||||||||||||
Mortgage financing | $ 40 | ||||||||||||
Mortgage financing term | 10 years | ||||||||||||
Number of facilities acquired | Facility | 2 | ||||||||||||
Purchase price of acquisition | $ 110 | ||||||||||||
Number of lease extension options in current lease contract | RenewalOptions | 2 | ||||||||||||
2015 [Member] | General Acute Care Hospital and Healthcare System [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Mortgage financing | $ 100 | ||||||||||||
Mortgage financing funded | $ 85 | ||||||||||||
Number of licensed hospitals | Hospital | 3 | ||||||||||||
Number of free-standing emergency department and health center | Health_Center | 1 | ||||||||||||
2015 [Member] | Lake Huron Medical Center [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Mortgage financing | $ 30 | ||||||||||||
Mortgage financing term | 5 years | ||||||||||||
2015 [Member] | Lake Huron Medical Center [Member] | General Acute Care Hospital [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of beds acquired | Bed | 144 | ||||||||||||
2015 [Member] | Ernest Health, Inc [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Term of lease, years | 20 years | ||||||||||||
Acquisition costs | $ 31.5 | ||||||||||||
Loans provided for acquisition | $ 12 | ||||||||||||
Number of properties acquired | Property | 2 | ||||||||||||
2015 [Member] | Ernest Health, Inc [Member] | Minimum [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Term of lease extension, years | 3 years | ||||||||||||
2015 [Member] | Ernest Health, Inc [Member] | Maximum [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Term of lease extension, years | 5 years | ||||||||||||
2015 [Member] | Ernest Health, Inc [Member] | Rehabilitation Hospital with Covenant Health System [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of beds acquired | Bed | 60 | ||||||||||||
2015 [Member] | Ernest Health, Inc [Member] | Acute Care Hospital [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of beds acquired | Bed | 37 | ||||||||||||
2015 [Member] | Ernest Health, Inc [Member] | Inpatient Rehabilitation Hospital [Member] | Weslaco Texas [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of lease extension options | Leases | 3 | ||||||||||||
Term of lease extension, years | 5 years | ||||||||||||
Acquisition costs | $ 10.7 | ||||||||||||
Payments to fund long-term loans to related parties | $ 5 | ||||||||||||
Lease remaining term | 17 years | ||||||||||||
2015 [Member] | Median Kliniken [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Term of lease, years | 27 years | ||||||||||||
Number of properties closed | Property | 30 | ||||||||||||
Ownership interests acquired | 5.10% | ||||||||||||
Number of hospitals acquired | Hospital | 32 | ||||||||||||
Acquisition costs | € | € 688 | ||||||||||||
Lease rate | 9.30% | ||||||||||||
Lease rent increase percentage | 70.00% | ||||||||||||
Loans provided for acquisition | € | € 240 | € 425 | |||||||||||
Value of properties closed | € | € 627 | ||||||||||||
2015 [Member] | Median Kliniken [Member] | Waterland Private Equity Fund [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Ownership interests acquired | 94.90% | ||||||||||||
2015 [Member] | Median and Waterland [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Loan amount outstanding | € | € 37 | ||||||||||||
Development Activities [Member] | Axa Real Estate [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Ownership interest in equity | 50.00% | ||||||||||||
Development Activities [Member] | Axa Real Estate [Member] | Acute Care Hospital [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Estimated total development cost | € | € 21.4 |
Real Estate and Lending Activ25
Real Estate and Lending Activities - 2014 Activity - Additional Information (Detail) $ in Thousands, £ in Millions | Sep. 19, 2014USD ($)RenewalOptions | Jul. 01, 2014USD ($) | Jul. 01, 2014GBP (£) | Mar. 31, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Jul. 01, 2014GBP (£) |
Business Acquisition [Line Items] | |||||||||
Acquisition related costs | $ 24,949 | $ 4,886 | $ 56,997 | $ 7,933 | |||||
Income contributed by the acquired entity | 54,332 | 64,303 | 193,413 | 157,910 | |||||
2014 [Member] | Circle Health Ltd. [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired facility, carrying value of sale/leaseback transaction | $ 48,000 | £ 28.3 | |||||||
Sale/leaseback transaction, initial term period | 15 years | 15 years | |||||||
Sale/leaseback transaction, additional term period | 15 years | 15 years | |||||||
Percentage change in annual retail price index, floor rate | 2.00% | 2.00% | |||||||
Percentage change in annual retail price index, cap rate | 5.00% | 5.00% | |||||||
Acquisition related costs | $ 1,900 | £ 1.1 | |||||||
2014 [Member] | Acute Care Hospital [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquisition costs | $ 115,000 | ||||||||
Term of lease, years | 15 years | ||||||||
Term of lease extension, years | 3 years | ||||||||
2014 [Member] | Acute Care Hospital [Member] | Alecto Healthcare Services [Member] | Fairmont West Virginia [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquisition costs | $ 15,000 | ||||||||
Term of lease, years | 15 years | ||||||||
Term of lease extension, years | 5 years | ||||||||
Number of lease extension options in current lease contract | RenewalOptions | 3 | ||||||||
Working capital loan to the tenant | $ 5,000 | ||||||||
Additional lease period | 5 years | ||||||||
Additional fund committed to the tenant for capital improvements | $ 5,000 | ||||||||
2014 [Member] | Acute Care Hospital [Member] | Fair value market [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Term of lease extension, years | 12 years | ||||||||
2014 [Member] | Business Acquisitions [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquisition related costs | 2,300 | 3,100 | |||||||
Revenue contributed by the acquired entity | 4,100 | 6,400 | |||||||
Income contributed by the acquired entity | $ 3,000 | $ 4,600 | |||||||
2015 [Member] | Business Acquisitions [Member] | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquisition related costs | 23,300 | 51,600 | |||||||
Revenue contributed by the acquired entity | 30,000 | 59,200 | |||||||
Income contributed by the acquired entity | $ 13,900 | $ 34,300 |
Real Estate and Lending Activ26
Real Estate and Lending Activities - Assets Acquired (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Business Acquisition [Line Items] | ||
Total assets acquired | $ 2,022,926 | $ 182,982 |
Land and Land Improvements [Member] | ||
Business Acquisition [Line Items] | ||
Total assets acquired | 154,698 | 13,058 |
Building [Member] | ||
Business Acquisition [Line Items] | ||
Total assets acquired | 748,854 | 152,096 |
Intangible lease assets - subject to amortization [Member] | ||
Business Acquisition [Line Items] | ||
Total assets acquired | 66,461 | 12,828 |
Net investments in direct financing leases [Member] | ||
Business Acquisition [Line Items] | ||
Total assets acquired | 170,700 | |
Other loans [Member] | ||
Business Acquisition [Line Items] | ||
Total assets acquired | 514,484 | $ 5,000 |
Mortgage loans [Member] | ||
Business Acquisition [Line Items] | ||
Total assets acquired | $ 365,000 |
Real Estate and Lending Activ27
Real Estate and Lending Activities - Assets Acquired (Parenthetical) (Detail) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Intangible lease assets - subject to amortization [Member] | ||
Business Acquisition [Line Items] | ||
Weighted average useful life of acquired intangible lease assets (in years) | 15 years | 15 years |
Real Estate and Loans Receivabl
Real Estate and Loans Receivable - Schedule of Unaudited Supplemental Pro Forma Operating Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Business Acquisition, Pro Forma Information [Abstract] | ||||
Total revenues | $ 134,776 | $ 135,734 | $ 414,632 | $ 404,760 |
Net income | $ 54,332 | $ 64,303 | $ 193,413 | $ 157,910 |
Net income per share/unit - diluted | $ 0.23 | $ 0.27 | $ 0.81 | $ 0.67 |
Real Estate and Lending Activ29
Real Estate and Lending Activities - Development Activities - Additional Information (Detail) $ in Thousands | Apr. 30, 2015USD ($)Leases | Sep. 30, 2015USD ($)FacilityProperty | May. 05, 2015USD ($) |
Business Acquisition [Line Items] | |||
Estimated total development cost | $ 326,698 | ||
Ernest Health, Inc [Member] | Rehabilitation Hospital of Northwest Ohio [Member] | Toledo, OH [Member] | Inpatient Rehabilitation Hospital [Member] | |||
Business Acquisition [Line Items] | |||
Estimated total development cost | $ 19,212 | $ 19,212 | |
Adeptus Health [Member] | |||
Business Acquisition [Line Items] | |||
Aggregate commitment amount | $ 250,000 | ||
Lease agreement term | 15 years | ||
Term of lease extension, years | 5 years | ||
Number of lease extension options | Leases | 3 | ||
Percentage of increase in annual rent | 2.00% | ||
Development Activities [Member] | First Choice [Member] | |||
Business Acquisition [Line Items] | |||
Number of property leased | Property | 2 | ||
Development Activities [Member] | First Choice [Member] | 2015 Master Lease [Member] | |||
Business Acquisition [Line Items] | |||
Number of facilities leased | Facility | 13 | ||
Development Activities [Member] | First Choice [Member] | 2014 Master Lease [Member] | |||
Business Acquisition [Line Items] | |||
Number of facilities leased | Facility | 11 |
Real Estate and Lending Activ30
Real Estate and Lending Activities - Summary of Status Update on Current Development Projects (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | May. 05, 2015 | |
Business Acquisition [Line Items] | ||
Commitment | $ 326,698 | |
Costs Incurred as of 09/30/2015 | 39,202 | |
First Choice ER- Phoenix [Member] | Phoenix, AZ [Member] | Acute Care Hospital [Member] | Adeptus Health [Member] | ||
Business Acquisition [Line Items] | ||
Commitment | 5,261 | |
Costs Incurred as of 09/30/2015 | $ 3,076 | |
Estimated Completion Date | 4Q 2015 | |
First Choice ER- Houston [Member] | Houston, TX [Member] | Acute Care Hospital [Member] | Adeptus Health [Member] | ||
Business Acquisition [Line Items] | ||
Commitment | $ 5,105 | |
Costs Incurred as of 09/30/2015 | $ 2,400 | |
Estimated Completion Date | 4Q 2015 | |
First Choice ER- Denver [Member] | Denver, CO [Member] | Acute Care Hospital [Member] | Adeptus Health [Member] | ||
Business Acquisition [Line Items] | ||
Commitment | $ 6,868 | |
Costs Incurred as of 09/30/2015 | $ 3,109 | |
Estimated Completion Date | 4Q 2015 | |
First Choice ER- DFW [Member] | Dallas, TX [Member] | Acute Care Hospital [Member] | Adeptus Health [Member] | ||
Business Acquisition [Line Items] | ||
Commitment | $ 5,124 | |
Costs Incurred as of 09/30/2015 | $ 2,632 | |
Estimated Completion Date | 1Q 2016 | |
First Choice ER- Houston [Member] | Houston, TX [Member] | Acute Care Hospital [Member] | Adeptus Health [Member] | ||
Business Acquisition [Line Items] | ||
Commitment | $ 5,257 | |
Costs Incurred as of 09/30/2015 | $ 812 | |
Estimated Completion Date | 1Q 2016 | |
First Choice ER- Denver [Member] | Denver, CO [Member] | Acute Care Hospital [Member] | Adeptus Health [Member] | ||
Business Acquisition [Line Items] | ||
Commitment | $ 5,300 | |
Costs Incurred as of 09/30/2015 | $ 208 | |
Estimated Completion Date | 2Q 2016 | |
First Choice ER- Phoenix [Member] | Phoenix, AZ [Member] | Acute Care Hospital [Member] | Adeptus Health [Member] | ||
Business Acquisition [Line Items] | ||
Commitment | $ 6,728 | |
Costs Incurred as of 09/30/2015 | $ 1,865 | |
Estimated Completion Date | 2Q 2016 | |
First Choice ER- San Antonio [Member] | San Antonio, TX [Member] | Acute Care Hospital [Member] | Adeptus Health [Member] | ||
Business Acquisition [Line Items] | ||
Commitment | $ 7,530 | |
Costs Incurred as of 09/30/2015 | $ 2,376 | |
Estimated Completion Date | 2Q 2016 | |
Rehabilitation Hospital of Northwest Ohio [Member] | Toledo, OH [Member] | Inpatient Rehabilitation Hospital [Member] | Ernest Health, Inc [Member] | ||
Business Acquisition [Line Items] | ||
Commitment | $ 19,212 | $ 19,212 |
Costs Incurred as of 09/30/2015 | $ 8,557 | |
Estimated Completion Date | 2Q 2016 | |
First Choice ER- Houston [Member] | Houston, TX [Member] | Acute Care Hospital [Member] | Adeptus Health [Member] | ||
Business Acquisition [Line Items] | ||
Commitment | $ 45,961 | |
Costs Incurred as of 09/30/2015 | $ 14,167 | |
Estimated Completion Date | 3Q 2016 | |
First Choice Emergency Rooms [Member] | Various [Member] | Acute Care Hospital [Member] | Adeptus Health [Member] | ||
Business Acquisition [Line Items] | ||
Commitment | $ 214,352 | |
Estimated Completion Date | Various |
Real Estate and Lending Activ31
Real Estate and Lending Activities - Leasing Operations - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2015Leases | |
Ernest Health, Inc [Member] | |
Business Acquisition [Line Items] | |
Number of direct financing leases | 15 |
Prime Facilities [Member] | |
Business Acquisition [Line Items] | |
Number of direct financing leases | 5 |
Capella Healthcare Inc [Member] | |
Business Acquisition [Line Items] | |
Number of direct financing leases | 3 |
Real Estate and Lending Activ32
Real Estate and Lending Activities - Components of Net Investment in Direct Financing Leases (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Business Combinations [Abstract] | ||
Minimum lease payments receivable | $ 2,442,386 | $ 1,607,024 |
Estimated residual values | 387,340 | 211,888 |
Less: Unearned income | (2,211,233) | (1,379,396) |
Net investment in direct financing leases | $ 618,493 | $ 439,516 |
Real Estate and Lending Activ33
Real Estate and Lending Activities - Hoboken Facility - Additional Information (Detail) - Hoboken Facility [Member] $ in Millions | Sep. 30, 2015USD ($) |
Business Acquisition [Line Items] | |
Percentage of ownership in subsidiary | 10.00% |
Real estate investment | $ 5 |
Real Estate and Lending Activ34
Real Estate and Lending Activities - Florence Facility - Additional Information (Detail) - Florence Acute Care Facility [Member] - USD ($) $ in Millions | Sep. 30, 2015 | Mar. 06, 2013 |
Business Acquisition [Line Items] | ||
Real estate investment | $ 26.9 | |
Outstanding rent receivables | $ 0.9 | |
Letter of credit outstanding | $ 1.2 |
Real Estate and Lending Activ35
Real Estate and Lending Activities - Gilbert Facility - Additional Information (Detail) - Gilbert, AZ [Member] - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2014 | Sep. 30, 2015 | |
Business Acquisition [Line Items] | ||
Amortization of the related lease intangible asset | $ 1 | |
Straight line rent receivables write-off | $ 1.1 | |
Real estate investment | $ 13.8 |
Real Estate and Lending Activ36
Real Estate and Lending Activities - Twelve Oaks facility - Additional Information (Detail) - Twelve Oaks Facility [Member] $ in Millions | 3 Months Ended |
Sep. 30, 2015USD ($) | |
Business Acquisition [Line Items] | |
Amortization of the related lease intangible asset | $ 1.9 |
Straight line rent receivables write-off | 0.5 |
Outstanding amount receivable from tenant | 1.2 |
Letter of credit outstanding | $ 0.5 |
Real Estate and Lending Activ37
Real Estate and Lending Activities - Summary of Loans (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Loans [Line Items] | ||
Loans, Balance | $ 1,472,660 | $ 970,761 |
Mortgage loans [Member] | ||
Loans [Line Items] | ||
Loans, Balance | 762,584 | 397,594 |
Acquisition loans [Member] | ||
Loans [Line Items] | ||
Loans, Balance | 645,207 | 525,136 |
Working capital and other loans [Member] | ||
Loans [Line Items] | ||
Loans, Balance | $ 64,869 | $ 48,031 |
Real Estate and Lending Activ38
Real Estate and Lending Activities - Loans - Additional Information (Detail) - USD ($) $ in Millions | Mar. 01, 2012 | Sep. 30, 2015 |
Business Acquisition [Line Items] | ||
Amount of convertible note converted into equity interest | $ 1.7 | |
Convertible note | $ 5 | |
Percentage of equity shares from convertible debt | 9.90% | 15.10% |
Remaining convertible debt after conversion of part of debt | $ 3.3 | |
Capella Healthcare Inc [Member] | ||
Business Acquisition [Line Items] | ||
Existing mortgage loans | 489.1 | |
Ernest Transaction and Other Acquisitions [Member] | ||
Business Acquisition [Line Items] | ||
Existing mortgage loans | 114.4 | |
Median Kliniken [Member] | ||
Business Acquisition [Line Items] | ||
Existing mortgage loans | $ 41.7 |
Real Estate and Lending Activ39
Real Estate and Lending Activities - Disposals - Additional Information (Detail) $ in Thousands | Aug. 05, 2015USD ($)Hospital | Jul. 30, 2015USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) |
Debt Instrument [Line Items] | ||||
Proceeds from sale of real estate | $ 19,175 | $ 34,649 | ||
Texas [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from sale of real estate | $ 9,700 | |||
Gain (loss) on sale of real estate | 1,500 | |||
Straight line rent receivables write-off | $ 900 | |||
United States [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from sale of real estate | $ 9,500 | |||
Number of hospitals sold | Hospital | 6 | |||
Gain (loss) on sale of real estate | $ 1,700 | |||
Consideration received as note receivable | 1,500 | |||
Billed rent receivables write-off | $ 900 |
Real Estate and Lending Activ40
Real Estate and Lending Activities - Concentrations of Credit Risk - Additional Information (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015USD ($)Investment | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)Investment | Sep. 30, 2014USD ($) | Dec. 31, 2014 | |
Business Acquisition [Line Items] | |||||
Revenue | $ 114,570 | $ 80,777 | $ 310,333 | $ 230,426 | |
Assets, Total [Member] | Customer Concentration Risk [Member] | |||||
Business Acquisition [Line Items] | |||||
Number of investment in property | Investment | 0 | 0 | |||
Maximum percentage of entity's total assets invested on single property | 2.00% | 2.00% | |||
Assets, Total [Member] | Customer Concentration Risk [Member] | Median Kliniken [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 13.20% | 11.30% | |||
Assets, Total [Member] | Customer Concentration Risk [Member] | Capella Healthcare Inc [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 17.60% | ||||
Assets, Total [Member] | Geographic Concentration Risk [Member] | United States [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 80.00% | 80.00% | |||
Assets, Total [Member] | Geographic Concentration Risk [Member] | European [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 20.00% | 20.00% | |||
Assets, Total [Member] | Geographic Concentration Risk [Member] | California [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 9.70% | 14.60% | |||
Assets, Total [Member] | Geographic Concentration Risk [Member] | Texas [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 15.90% | 20.20% | |||
Sales Revenue, Net [Member] | European [Member] | |||||
Business Acquisition [Line Items] | |||||
Revenue | $ 25,500 | $ 6,500 | $ 59,900 | $ 17,400 | |
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Median Kliniken [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 16.10% | 12.40% | |||
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Capella Healthcare Inc [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 6.20% | 2.30% | |||
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Ernest Health, Inc [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 14.10% | 18.30% | 14.80% | 18.70% | |
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Prime Health Care Services [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 22.80% | 26.40% | 24.50% | 27.80% | |
Asset Leased [Member] | Customer Concentration Risk [Member] | Ernest Health, Inc [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 6.00% | 7.70% | |||
Asset Leased [Member] | Customer Concentration Risk [Member] | Prime Health Care Services [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 10.40% | 12.60% | |||
Loaned To Ernest [Member] | Customer Concentration Risk [Member] | Ernest Health, Inc [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 3.80% | 5.30% | |||
Loaned to Prime [Member] | Customer Concentration Risk [Member] | Prime Health Care Services [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of entity revenue from affiliates | 7.70% | 7.40% |
Debt - Summary of Debt (Detail)
Debt - Summary of Debt (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | Aug. 19, 2015 | |
Debt Instrument [Line Items] | |||
Principal amount | $ 3,361,863 | ||
Debt | $ 3,364,119 | $ 2,201,654 | |
2011 Senior Unsecured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Senior unsecured notes, interest rate | 6.875% | 6.875% | |
Debt | $ 450,000 | $ 450,000 | |
Revolving credit facility [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate | Variable | Variable | |
Debt | $ 1,091,000 | $ 593,490 | |
2006 Senior Unsecured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate | Various | Various | |
Debt | $ 125,000 | $ 125,000 | |
2012 Senior Unsecured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 350,000 | $ 350,000 | |
Senior unsecured notes, interest rate | 6.375% | 6.375% | |
Unamortized premium | $ 2,256 | $ 2,522 | |
Debt | $ 352,256 | $ 352,522 | |
2013 Senior Unsecured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Senior unsecured notes, interest rate | 5.75% | 5.75% | |
Debt | $ 223,540 | $ 241,960 | |
2014 Senior Unsecured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Senior unsecured notes, interest rate | 5.50% | 5.50% | |
Debt | $ 300,000 | $ 300,000 | |
2015 Senior Unsecured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Senior unsecured notes, interest rate | 4.00% | 4.00% | |
Debt | $ 558,850 | ||
Term Loans [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate | Various | Various | |
Debt | $ 263,473 | $ 138,682 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Sep. 30, 2015 | Aug. 04, 2015 | Jul. 27, 2015 | |
Debt Instrument [Line Items] | |||
Aggregate committed amount of credit facility | $ 1,950,000,000 | ||
Revolving credit facility [Member] | |||
Debt Instrument [Line Items] | |||
Aggregate committed amount of credit facility | 1,300,000,000 | $ 1,250,000,000 | |
Capella Healthcare Inc [Member] | |||
Debt Instrument [Line Items] | |||
Underwriting fees | $ 3,900,000 | ||
Capella Healthcare Inc [Member] | Bridge Loan [Member] | |||
Debt Instrument [Line Items] | |||
Aggregate committed amount of credit facility | $ 1,000,000,000 |
Debt - Principal Payments Due f
Debt - Principal Payments Due for Debt (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Debt Disclosure [Abstract] | |
2,015 | $ 73 |
2,016 | 125,299 |
2,017 | 320 |
2,018 | 1,103,781 |
2,019 | 250,000 |
Thereafter | 1,882,390 |
Total | $ 3,361,863 |
Debt - 2015 Senior Unsecured No
Debt - 2015 Senior Unsecured Notes - Additional Information (Detail) - 2015 Senior Unsecured Notes [Member] - EUR (€) € in Millions | Aug. 19, 2015 | Sep. 30, 2015 |
Debt Instrument [Line Items] | ||
Senior unsecured notes face amount | € 500 | |
Senior unsecured notes, payable term | Interest on the Notes will be payable annually on August 19 of each year | |
Senior unsecured notes commencing date of payment | Aug. 19, 2016 | |
Senior unsecured notes, interest rate | 4.00% | 4.00% |
Senior unsecured notes, maturity date | Aug. 19, 2022 | |
Senior unsecured notes, redemption period | 90 days | |
Senior unsecured notes, redemption price percentage | 101.00% | |
Senior unsecured notes, redemption description | Notes are redeemed prior to 90 days before maturity, the redemption price will be 100% of their principal amount, plus a make-whole premium, plus accrued and unpaid interest to, but excluding, the applicable redemption date. Within the period beginning on or after 90 days before maturity, the Notes may be redeemed, in whole or in part, at a redemption price equal to 100% of their principal amount, plus accrued and unpaid interest to, but excluding, the applicable redemption date. The 2015 Senior Unsecured Notes are fully and unconditionally guaranteed on an unsecured basis by the Company. In the event of a change of control, each holder of the Notes may require us to repurchase some or all of our Notes at a repurchase price equal to 101% of the aggregate principal amount of the Notes plus accrued and unpaid interest to the date of the purchase. | |
Redeemed Prior to 90 Days [Member] | ||
Debt Instrument [Line Items] | ||
Senior unsecured notes, redemption price percentage | 100.00% | |
Redeemed Beginning on or After 90 Days [Member] | ||
Debt Instrument [Line Items] | ||
Senior unsecured notes, redemption price percentage | 100.00% |
Debt - Revolving Credit Facilit
Debt - Revolving Credit Facility - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Aug. 04, 2015 | |
Debt Instrument [Line Items] | ||
Aggregate committed amount of credit facility | $ 1,950,000,000 | |
Credit facility, amendment fees incurred | 100,000 | |
Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
Aggregate committed amount of credit facility | 250,000,000 | |
Revolving credit facility [Member] | ||
Debt Instrument [Line Items] | ||
Aggregate committed amount of credit facility | 1,300,000,000 | $ 1,250,000,000 |
Accordion to credit facility | $ 400,000,000 |
Debt - Interest Rate Swap - Add
Debt - Interest Rate Swap - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2010 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Oct. 31, 2011 | |
Interest Rate Contract [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Fair value of the interest rate swaps | $ 4,000,000 | $ 4,000,000 | $ 6,000,000 | ||||
Interest Rate Contract One [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate of interest rate derivative instrument | 5.507% | 5.507% | |||||
Maturity date of interest rate swap | July 2,016 | ||||||
Interest Rate Contract Two [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Maturity date of interest rate swap | October 2,016 | ||||||
Interest rate swap, amount fixed | $ 60,000,000 | ||||||
Interest rate of derivative instrument | 5.675% | ||||||
Interest Rate Swap [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Hedge ineffectiveness and income statement effect in period | $ 0 | $ 0 | $ 0 | $ 0 | |||
Other assets, collateral | $ 2,100,000 | $ 2,100,000 | $ 3,300,000 | ||||
2006 Senior Unsecured Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Portion of debt instrument face amount | $ 65,000,000 |
Debt - Covenants - Additional I
Debt - Covenants - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Percentage of dividends which could be paid from adjusted operating funds | 95.00% |
Percentage of dividends which could be paid from operation funds | 95.00% |
Maximum percentage of total unencumbered assets | 150.00% |
Common Stock_Partners' Capital
Common Stock/Partners' Capital - Additional Information (Detail) $ / shares in Units, $ in Thousands | Aug. 11, 2015USD ($)shares | Jan. 14, 2015USD ($)shares | Mar. 11, 2014USD ($)shares | Jan. 31, 2014USD ($) | Mar. 31, 2014USD ($)$ / sharesshares | Sep. 30, 2015USD ($)DirectorEmployeePartner$ / sharesshares | Sep. 30, 2014USD ($)shares | Aug. 04, 2015$ / sharesshares | Jun. 30, 2015$ / sharesshares | Dec. 31, 2014$ / sharesshares |
Class of Stock [Line Items] | ||||||||||
Common stock, shares issued | shares | 236,656,000 | 172,743,000 | ||||||||
Proceeds from sale of common shares / units, net of offering costs | $ 817,533 | $ 128,270 | ||||||||
Common stock, shares authorized | shares | 500,000,000 | 500,000,000 | 250,000,000 | 500,000,000 | ||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||
MPT Operating Partnership, L.P. [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Proceeds from sale of common shares / units, net of offering costs | $ 817,533 | $ 128,270 | ||||||||
Ownership interest in equity | 99.86% | |||||||||
Number of units sold | shares | 63,250,000 | 9,800,000 | ||||||||
Number of other partners | Partner | 3 | |||||||||
Market Equity Offering Program [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock, shares issued | shares | 900,000 | |||||||||
Proceeds from sale of common shares / units, net of offering costs | $ 12,300 | |||||||||
Sales commission percentage | 1.25% | |||||||||
Market Equity Offering Program [Member] | IPO [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Public offering price for common stock per share | $ / shares | $ 13.21 | |||||||||
Market Equity Offering Program [Member] | Maximum [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of shares can be sold out | $ 250,000 | |||||||||
Employee [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of partners shared remaining ownership percentage | Employee | 2 | |||||||||
Director [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of partners shared remaining ownership percentage | Director | 1 | |||||||||
Public Offering [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock, shares issued | shares | 28,750,000 | 34,500,000 | 7,700,000 | |||||||
Proceeds from sale of common shares / units, net of offering costs | $ 337,000 | $ 480,000 | $ 100,200 | |||||||
Additional shares purchased by underwriters | shares | 4,500,000 | 1,200,000 | ||||||||
Time granted to underwriters to purchase shares | 30 days | |||||||||
Net proceeds from additional issuance of shares | $ 16,000 |
Stock Awards - Additional Infor
Stock Awards - Additional Information (Detail) - shares | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Time-Based Awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation, multi-year performance-based awards | 390,748 | 406,055 |
Stock awards vesting period in years | 3 years | |
Performance Shares [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation, multi-year performance-based awards | 349,617 | 384,823 |
Stock awards vesting period in years | 3 years | |
Multi-year performance-based awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation, multi-year performance-based awards | 505,050 | 500,000 |
Stock awards vesting period in years | 3 years | |
Equity Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Reserved shares of common stock for awards under the Equity Incentive Plan | 7,643,651 | |
Common stock remaining for future stock awards transferred to the equity incentive plan | 5,422,353 |
Fair Value of Financial Instr50
Fair Value of Financial Instruments - Summary of Fair Value Information of Financial Instruments (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Fair Value Disclosures [Abstract] | ||
Interest and rent receivables, Book value | $ 47,153 | $ 41,137 |
Loans, Book value | 1,256,793 | 773,311 |
Debt, net Book value | (3,364,119) | (2,201,654) |
Interest and rent receivables, Fair value | 47,060 | 41,005 |
Loans, Fair value | 1,170,396 | 803,824 |
Debt, net Fair value | $ (3,431,303) | $ (2,285,727) |
Fair Value of Financial Instr51
Fair Value of Financial Instruments - Equity Interest in Ernest and Related Loans Measured at Fair Value on Recurring Basis (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Financial Instruments Measured At Fair Value On Recurring Basis [Line Items] | |
Fair Value | $ 219,167 |
Cost | 219,167 |
Fair Value Measurements, Recurring [Member] | Equity investments [Member] | Other assets [Member] | |
Financial Instruments Measured At Fair Value On Recurring Basis [Line Items] | |
Fair Value | 3,300 |
Cost | 3,300 |
Fair Value Measurements, Recurring [Member] | Acquisition loans [Member] | Other loans [Member] | |
Financial Instruments Measured At Fair Value On Recurring Basis [Line Items] | |
Fair Value | 114,367 |
Cost | 114,367 |
Fair Value Measurements, Recurring [Member] | Other real estate loans [Member] | Other loans [Member] | |
Financial Instruments Measured At Fair Value On Recurring Basis [Line Items] | |
Fair Value | 1,500 |
Cost | 1,500 |
Fair Value Measurements, Recurring [Member] | Mortgage loans [Member] | Mortgage loans [Member] | |
Financial Instruments Measured At Fair Value On Recurring Basis [Line Items] | |
Fair Value | 100,000 |
Cost | $ 100,000 |
Fair Value of Financial Instr52
Fair Value of Financial Instruments - Additional information (Detail) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Adjustment for marketability discount | 40.00% |
Fair Value of Financial Instr53
Fair Value of Financial Instruments - Summary Showing Sensitivity Analysis by Using Basis Point Variations (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
+100 basis points [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Estimated Increase (Decrease) In Fair Value of Financial Instruments | $ (56) |
- 100 basis points [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Estimated Increase (Decrease) In Fair Value of Financial Instruments | $ 56 |
Earnings Per Share_Common Uni54
Earnings Per Share/Common Unit - Calculation of Earnings Per Share (Detail) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Income from continuing operations | $ 23,123 | $ 28,663 | $ 81,589 | $ 35,769 |
Non-controlling interests' share in continuing operations | (66) | (126) | (228) | (192) |
Participating securities' share in earnings | (265) | (179) | (781) | (584) |
Income from continuing operations, less participating securities' share in earnings | 22,792 | 28,358 | 80,580 | 34,993 |
Income (loss) from discontinued operations attributable to MPT common stockholders | (2) | |||
Net income (loss), less participating securities' share in earnings | $ 22,792 | $ 28,358 | $ 80,580 | $ 34,991 |
Basic weighted-average common shares | 223,948 | 171,893 | 211,659 | 169,195 |
Dilutive potential common shares | 746 | 409 | 657 | |
Dilutive weighted-average common shares | 223,948 | 172,639 | 212,068 | 169,852 |
MPT Operating Partnership, L.P. [Member] | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Income from continuing operations | $ 23,123 | $ 28,663 | $ 81,589 | $ 35,769 |
Non-controlling interests' share in continuing operations | (66) | (126) | (228) | (192) |
Participating securities' share in earnings | (265) | (179) | (781) | (584) |
Income from continuing operations, less participating securities' share in earnings | 22,792 | 28,358 | 80,580 | 34,993 |
Income (loss) from discontinued operations attributable to MPT common stockholders | (2) | |||
Net income (loss), less participating securities' share in earnings | $ 22,792 | $ 28,358 | $ 80,580 | $ 34,991 |
Basic weighted-average common shares | 223,948 | 171,893 | 211,659 | 169,195 |
Dilutive potential common shares | 746 | 409 | 657 | |
Dilutive weighted-average common shares | 223,948 | 172,639 | 212,068 | 169,852 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - Acute Care Hospital [Member] € in Millions | Jul. 31, 2015EUR (€) |
Commitment And Contingencies [Line Items] | |
Purchase price of acquisition | € 90 |
Ownership interest in equity | 50.00% |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] $ in Millions | Oct. 30, 2015USD ($) |
Subsequent Event [Line Items] | |
Acquisition costs | $ 25.8 |
Term of lease, years | 15 years |
Term of lease extension, years | 5 years |
Increase in consumer price-index, floor rate | 2.00% |
Increase in consumer price-index, ceiling rate | 4.00% |
Merger consideration in the form of acquisition loan | $ 9.2 |