Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 03, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-32641 | |
Entity Registrant Name | BROOKDALE SENIOR LIVING INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-3068069 | |
Entity Address, Address Line One | 111 Westwood Place, | |
Entity Address, Address Line Two | Suite 400, | |
Entity Address, City or Town | Brentwood, | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37027 | |
City Area Code | 615 | |
Local Phone Number | 221-2250 | |
Title of 12(b) Security | Common Stock, $0.01 Par Value Per Share | |
Entity Trading Symbol | BKD | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 185,362,288 | |
Entity Central Index Key | 0001332349 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 478,509 | $ 380,420 |
Marketable securities | 157,936 | 172,905 |
Restricted cash | 37,722 | 28,059 |
Accounts receivable, net | 52,223 | 109,221 |
Assets held for sale | 11,739 | 16,061 |
Prepaid expenses and other current assets, net | 94,984 | 66,937 |
Total current assets | 833,113 | 773,603 |
Property, plant and equipment and leasehold intangibles, net | 4,940,553 | 5,068,060 |
Operating lease right-of-use assets | 669,158 | 788,138 |
Restricted cash | 61,668 | 56,669 |
Investment in unconsolidated ventures | 103,808 | 4,898 |
Goodwill | 27,321 | 154,131 |
Other assets, net | 18,712 | 56,259 |
Total assets | 6,654,333 | 6,901,758 |
Current liabilities | ||
Current portion of long-term debt | 219,323 | 68,885 |
Current portion of financing lease obligations | 21,634 | 19,543 |
Current portion of operating lease obligations | 146,451 | 146,226 |
Trade accounts payable | 73,810 | 71,233 |
Accrued expenses | 293,920 | 287,851 |
Refundable fees and deferred revenue | 66,778 | 96,995 |
Total current liabilities | 821,916 | 690,733 |
Long-term debt, less current portion | 3,638,136 | 3,847,103 |
Financing lease obligations, less current portion | 534,853 | 543,764 |
Operating lease obligations, less current portion | 726,086 | 819,429 |
Deferred tax liability | 18,069 | 9,557 |
Other liabilities | 121,493 | 188,443 |
Total liabilities | 5,860,553 | 6,099,029 |
Preferred stock, $0.01 par value, 50,000,000 shares authorized at September 30, 2021 and December 31, 2020; no shares issued and outstanding | 0 | 0 |
Common stock, $0.01 par value, 400,000,000 shares authorized at September 30, 2021 and December 31, 2020; 197,486,683 and 198,331,663 shares issued and 186,959,158 and 187,804,138 shares outstanding (including 1,598,510 and 4,349,421 unvested restricted shares), respectively | 1,975 | 1,983 |
Additional paid-in-capital | 4,221,112 | 4,212,409 |
Treasury stock, at cost; 10,527,525 shares at September 30, 2021 and December 31, 2020 | (102,774) | (102,774) |
Accumulated deficit | (3,328,772) | (3,311,184) |
Total Brookdale Senior Living Inc. stockholders' equity | 791,541 | 800,434 |
Noncontrolling interest | 2,239 | 2,295 |
Total equity | 793,780 | 802,729 |
Total liabilities and equity | $ 6,654,333 | $ 6,901,758 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Equity, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 197,486,683 | 198,331,663 |
Common stock, shares outstanding (in shares) | 186,959,158 | 187,804,138 |
Treasury stock, shares (in shares) | 10,527,525 | 10,527,525 |
Unvested Restricted Stock | ||
Equity, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Common stock, shares outstanding (in shares) | 1,598,510 | 4,349,421 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue | ||||
Revenue | $ 641,654 | $ 807,980 | $ 2,114,391 | $ 2,688,028 |
Expense | ||||
General and administrative expense (including non-cash stock-based compensation expense of $3,568, $6,136, $12,878, and $18,212, respectively) | 43,812 | 54,138 | 146,155 | 161,251 |
Facility operating lease expense | 43,226 | 51,620 | 131,508 | 178,480 |
Depreciation and amortization | 84,560 | 87,821 | 252,042 | 271,713 |
Asset impairment | 639 | 8,213 | 13,394 | 96,729 |
Total operating expense | 690,509 | 863,097 | 2,277,331 | 2,788,222 |
Income (loss) from operations | (48,855) | (55,117) | (162,940) | (100,194) |
Interest income | 286 | 607 | 1,048 | 4,305 |
Interest expense: | ||||
Debt | (35,708) | (36,908) | (106,484) | (117,645) |
Financing lease obligations | (11,674) | (11,908) | (34,549) | (37,082) |
Amortization of deferred financing costs and debt discount | (1,979) | (1,730) | (5,992) | (4,601) |
Gain (loss) on debt modification and extinguishment, net | 0 | (7,917) | 0 | 11,107 |
Equity in earnings (loss) of unconsolidated ventures | (1,474) | (293) | 11,941 | (863) |
Gain (loss) on sale of assets, net | 288,375 | 2,209 | 289,408 | 374,019 |
Other non-operating income (loss) | 571 | 948 | 5,163 | 4,598 |
Income (loss) before income taxes | 189,542 | (110,109) | (2,405) | 133,644 |
Benefit (provision) for income taxes | (15,279) | (14,884) | (15,239) | (7,560) |
Net income (loss) | 174,263 | (124,993) | (17,644) | 126,084 |
Net (income) loss attributable to noncontrolling interest | 19 | 18 | 56 | 55 |
Net income (loss) attributable to Brookdale Senior Living Inc. common stockholders | $ 174,282 | $ (124,975) | $ (17,588) | $ 126,139 |
Net income (loss) per share attributable to Brookdale Senior Living Inc. common stockholders: | ||||
Basic (in dollars per share) | $ 0.94 | $ (0.68) | $ (0.10) | $ 0.69 |
Diluted (in dollars per share) | $ 0.89 | $ (0.68) | $ (0.10) | $ 0.69 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 185,317 | 183,244 | 184,841 | 183,535 |
Diluted (in shares) | 196,230 | 183,244 | 184,841 | 183,668 |
Resident fees | ||||
Revenue | ||||
Revenue | $ 600,095 | $ 700,771 | $ 1,938,423 | $ 2,215,107 |
Management fees | ||||
Revenue | ||||
Revenue | 3,621 | 5,669 | 17,185 | 120,460 |
Reimbursed costs incurred on behalf of managed communities | ||||
Revenue | ||||
Revenue | 37,849 | 90,775 | 146,651 | 315,003 |
Expense | ||||
Costs of services | 37,849 | 90,775 | 146,651 | 315,003 |
Other operating income | ||||
Revenue | ||||
Revenue | 89 | 10,765 | 12,132 | 37,458 |
Facility operating expense (excluding facility depreciation and amortization) | ||||
Expense | ||||
Costs of services | $ 480,423 | $ 570,530 | $ 1,587,581 | $ 1,765,046 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Depreciation and amortization | $ 78,756 | $ 81,854 | $ 233,951 | $ 253,126 |
Non-cash stock-based compensation expense | $ 3,568 | $ 6,136 | $ 12,878 | $ 18,212 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Common stock: | Additional paid-in-capital: | Treasury stock: | Accumulated deficit: | Noncontrolling interest: | Cumulative Effect Period Of Adoption AdjustmentAccumulated deficit: |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principle | $ 698,725 | $ 1,996 | $ 4,172,099 | $ (84,651) | $ (3,393,088) | $ 2,369 | $ (115) |
Balance at beginning of period at Dec. 31, 2019 | 698,725 | 1,996 | 4,172,099 | (84,651) | (3,393,088) | 2,369 | (115) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under Associate Stock Purchase Plan | 2 | 468 | |||||
Restricted stock and restricted stock units, net | (8) | 8 | |||||
Shares withheld for employee taxes | (6) | (4,012) | |||||
Non-cash stock-based compensation expense | 18,212 | ||||||
Issuance of warrants | 22,883 | ||||||
Other, net | 52 | ||||||
Purchase of treasury stock | (18,123) | ||||||
Net income (loss) | 126,084 | 126,139 | (55) | ||||
Balance at end of period at Sep. 30, 2020 | 844,170 | $ 1,984 | 4,209,710 | (102,774) | (3,267,064) | 2,314 | |
Balance at beginning of period (in shares) at Dec. 31, 2019 | 192,129,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under Associate Stock Purchase Plan (in shares) | 182,000 | ||||||
Restricted stock and restricted stock units, net (in shares) | (683,000) | ||||||
Shares withheld for employee taxes (in shares) | (650,000) | ||||||
Purchase of treasury stock (in shares) | (3,063,000) | ||||||
Balances at end of period (in shares) at Sep. 30, 2020 | 187,915,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principle | 939,889 | $ 1,984 | 4,180,436 | (102,774) | (3,142,089) | 2,332 | 0 |
Balance at beginning of period at Jun. 30, 2020 | 939,889 | 1,984 | 4,180,436 | (102,774) | (3,142,089) | 2,332 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under Associate Stock Purchase Plan | 1 | 300 | |||||
Restricted stock and restricted stock units, net | (1) | 1 | |||||
Shares withheld for employee taxes | 0 | (61) | |||||
Non-cash stock-based compensation expense | 6,136 | ||||||
Issuance of warrants | 22,883 | ||||||
Other, net | 15 | ||||||
Purchase of treasury stock | 0 | ||||||
Net income (loss) | (124,993) | (124,975) | (18) | ||||
Balance at end of period at Sep. 30, 2020 | 844,170 | $ 1,984 | 4,209,710 | (102,774) | (3,267,064) | 2,314 | |
Balance at beginning of period (in shares) at Jun. 30, 2020 | 187,920,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under Associate Stock Purchase Plan (in shares) | 121,000 | ||||||
Restricted stock and restricted stock units, net (in shares) | (104,000) | ||||||
Shares withheld for employee taxes (in shares) | (22,000) | ||||||
Purchase of treasury stock (in shares) | 0 | ||||||
Balances at end of period (in shares) at Sep. 30, 2020 | 187,915,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principle | 844,170 | $ 1,984 | 4,209,710 | (102,774) | (3,267,064) | 2,314 | |
Cumulative effect of change in accounting principle | 802,729 | 1,983 | 4,212,409 | (102,774) | (3,311,184) | 2,295 | 0 |
Balance at beginning of period at Dec. 31, 2020 | 802,729 | 1,983 | 4,212,409 | (102,774) | (3,311,184) | 2,295 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under Associate Stock Purchase Plan | 0 | 571 | |||||
Restricted stock and restricted stock units, net | (1) | 1 | |||||
Shares withheld for employee taxes | (7) | (4,765) | |||||
Non-cash stock-based compensation expense | 12,878 | ||||||
Issuance of warrants | 0 | ||||||
Other, net | 18 | ||||||
Purchase of treasury stock | 0 | ||||||
Net income (loss) | (17,644) | (17,588) | (56) | ||||
Balance at end of period at Sep. 30, 2021 | $ 793,780 | $ 1,975 | 4,221,112 | (102,774) | (3,328,772) | 2,239 | |
Balance at beginning of period (in shares) at Dec. 31, 2020 | 187,804,138 | 187,804,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under Associate Stock Purchase Plan (in shares) | 97,000 | ||||||
Restricted stock and restricted stock units, net (in shares) | (138,000) | ||||||
Shares withheld for employee taxes (in shares) | (804,000) | ||||||
Purchase of treasury stock (in shares) | 0 | ||||||
Balances at end of period (in shares) at Sep. 30, 2021 | 186,959,158 | 186,959,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principle | $ 616,135 | $ 1,977 | 4,217,728 | (102,774) | (3,503,054) | 2,258 | 0 |
Balance at beginning of period at Jun. 30, 2021 | 616,135 | 1,977 | 4,217,728 | (102,774) | (3,503,054) | 2,258 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under Associate Stock Purchase Plan | 0 | 134 | |||||
Restricted stock and restricted stock units, net | (2) | 2 | |||||
Shares withheld for employee taxes | 0 | (328) | |||||
Non-cash stock-based compensation expense | 3,568 | ||||||
Issuance of warrants | 0 | ||||||
Other, net | 8 | ||||||
Purchase of treasury stock | 0 | ||||||
Net income (loss) | 174,263 | 174,282 | (19) | ||||
Balance at end of period at Sep. 30, 2021 | $ 793,780 | $ 1,975 | 4,221,112 | (102,774) | (3,328,772) | 2,239 | |
Balance at beginning of period (in shares) at Jun. 30, 2021 | 187,139,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under Associate Stock Purchase Plan (in shares) | 24,000 | ||||||
Restricted stock and restricted stock units, net (in shares) | (161,000) | ||||||
Shares withheld for employee taxes (in shares) | (43,000) | ||||||
Purchase of treasury stock (in shares) | 0 | ||||||
Balances at end of period (in shares) at Sep. 30, 2021 | 186,959,158 | 186,959,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of change in accounting principle | $ 793,780 | $ 1,975 | $ 4,221,112 | $ (102,774) | $ (3,328,772) | $ 2,239 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash Flows from Operating Activities | ||
Net income (loss) | $ (17,644) | $ 126,084 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Loss (gain) on debt modification and extinguishment, net | 0 | (11,107) |
Depreciation and amortization, net | 258,034 | 276,314 |
Asset impairment | 13,394 | 96,729 |
Equity in (earnings) loss of unconsolidated ventures | (11,941) | 863 |
Distributions from unconsolidated ventures from cumulative share of net earnings | 6,191 | 766 |
Amortization of entrance fees | (1,320) | (1,606) |
Proceeds from deferred entrance fee revenue | 2,981 | 118 |
Deferred income tax (benefit) provision | 8,512 | (2,727) |
Operating lease expense adjustment | (16,263) | (132,276) |
Loss (gain) on sale of assets, net | (289,408) | (374,019) |
Non-cash stock-based compensation expense | 12,878 | 18,212 |
Other | (4,399) | (1,965) |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (584) | 19,678 |
Prepaid expenses and other assets, net | (7,487) | 27,504 |
Prepaid insurance premiums financed with notes payable | (4,634) | (5,823) |
Trade accounts payable and accrued expenses | 21,878 | 17,002 |
Refundable fees and deferred revenue | (10,492) | 64,763 |
Operating lease assets and liabilities for lessor capital expenditure reimbursements | 27,057 | 13,640 |
Net cash provided by (used in) operating activities | (13,247) | 132,150 |
Cash Flows from Investing Activities | ||
Change in lease security deposits and lease acquisition deposits, net | 19 | 3,399 |
Purchase of marketable securities | (247,847) | (255,373) |
Sale and maturities of marketable securities | 262,995 | 188,750 |
Capital expenditures, net of related payables | (125,817) | (140,690) |
Acquisition of assets, net of related payables and cash received | 0 | (472,193) |
Investment in unconsolidated ventures | (5,359) | (1,809) |
Distributions received from unconsolidated ventures | 2,155 | 0 |
Proceeds from sale of assets, net | 315,583 | 331,103 |
Proceeds from notes receivable | 0 | 2,849 |
Net cash provided by (used in) investing activities | 201,729 | (343,964) |
Cash Flows from Financing Activities | ||
Proceeds from debt | 25,158 | 961,833 |
Repayment of debt and financing lease obligations | (96,065) | (518,700) |
Proceeds from line of credit | 0 | 166,381 |
Repayment of line of credit | 0 | (166,381) |
Purchase of treasury stock, net of related payables | 0 | (18,123) |
Payment of financing costs, net of related payables | (196) | (18,141) |
Payments of employee taxes for withheld shares | (4,772) | (4,012) |
Other | 144 | 335 |
Net cash provided by (used in) financing activities | (75,731) | 403,192 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 112,751 | 191,378 |
Cash, cash equivalents, and restricted cash at beginning of period | 465,148 | 301,697 |
Cash, cash equivalents, and restricted cash at end of period | $ 577,899 | $ 493,075 |
Description of Business
Description of Business | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of BusinessBrookdale Senior Living Inc. ("Brookdale" or the "Company") is an operator of 682 senior living communities throughout the United States. The Company is committed to its mission of enriching the lives of the people it serves with compassion, respect, excellence, and integrity. The Company operates and manages independent living, assisted living, memory care, and continuing care retirement communities ("CCRCs"). The Company's senior living communities and its comprehensive network help to provide seniors with care and services in an environment that feels like home.As of September 30, 2021, the Company has four reportable segments: Independent Living; Assisted Living and Memory Care; CCRCs; and Management Services. On July 1, 2021, the Company sold 80% of its equity in its Health Care Services segment, an additional reportable segment prior to that date, as described in Note 4. The accompanying unaudited condensed consolidated financial statements include the financial position, results of operations, and cash flows of the Health Care Services segment through June 30, 2021. For periods beginning July 1, 2021, the results and financial position of the Health Care Services segment are deconsolidated from the Company's consolidated financial statements and its 20% equity interest in the Health Care Services venture (the "HCS Venture") is accounted for under the equity method of accounting. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for quarterly reports on Form 10-Q. In the opinion of management, these financial statements include all adjustments, which are of a normal and recurring nature, necessary to present fairly the financial position, results of operations, and cash flows of the Company for all periods presented. Certain information and footnote disclosures included in annual financial statements have been condensed or omitted. The Company believes that the disclosures included are adequate and provide a fair presentation of interim period results. Interim financial statements are not necessarily indicative of the financial position or operating results for an entire year. These interim financial statements should be read in conjunction with the audited financial statements and the notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on February 25, 2021. Principles of Consolidation The condensed consolidated financial statements include the accounts of Brookdale and its consolidated subsidiaries. The ownership interest of consolidated entities not wholly-owned by the Company are presented as noncontrolling interests in the accompanying condensed consolidated financial statements. Intercompany balances and transactions have been eliminated in consolidation, and net income (loss) is reduced by the portion of net income (loss) attributable to noncontrolling interests. The Company reports investments in unconsolidated entities over whose operating and financial policies it has the ability to exercise significant influence under the equity method of accounting. The Company continually evaluates its potential variable interest entity ("VIE") relationships under certain criteria as provided for in Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 810, Consolidation ("ASC 810"). ASC 810 broadly defines a VIE as an entity with one or more of the following characteristics: (a) the total equity investment at risk is insufficient to finance the entity's activities without additional subordinated financial support; (b) as a group, the holders of the equity investment at risk lack (i) the ability to make decisions about the entity's activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; or (c) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity's activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights. The Company performs this analysis on an ongoing basis and consolidates any VIEs for which the Company is determined to be the primary beneficiary, as determined by the Company's power to direct the VIE's activities and the obligation to absorb its losses or the right to receive its benefits, which are potentially significant to the VIE. Use of Estimates The preparation of the condensed consolidated financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, revenue, other operating income, asset impairments, self-insurance reserves, performance-based compensation, the allowance for credit losses, depreciation and amortization, leasing transactions, income taxes, and other contingencies. Although these estimates are based on management's best knowledge of current events and actions that the Company may undertake in the future, actual results may differ from the original estimates. Lease Accounting The Company, as lessee, recognizes a right-of-use asset and a lease liability on the Company's condensed consolidated balance sheet for its community, office, and equipment leases. As of the commencement date of a lease, a lease liability and corresponding right-of-use asset is established on the Company's condensed consolidated balance sheet at the present value of future minimum lease payments. The Company's community leases generally contain fixed annual rent escalators or annual rent escalators based on an index, such as the consumer price index. The future minimum lease payments recognized on the condensed consolidated balance sheet include fixed payments (including in-substance fixed payments) and variable payments estimated utilizing the index or rate on the lease commencement date. The Company recognizes lease expense as incurred for additional variable payments. For the Company's leases that do not contain an implicit rate, the Company utilizes its estimated incremental borrowing rate to determine the present value of lease payments based on information available at commencement of the lease. The Company's estimated incremental borrowing rate reflects the fixed rate at which the Company could borrow a similar amount for the same term on a collateralized basis. The Company elected the short-term lease exception policy which permits leases with an initial term of 12 months or less to not be recorded on the Company's condensed consolidated balance sheet and instead to be recognized as lease expense as incurred. The Company, as lessee, makes a determination with respect to each of its community, office, and equipment leases as to whether each should be accounted for as an operating lease or financing lease. The classification criteria is based on estimates regarding the fair value of the leased asset, minimum lease payments, effective cost of funds, economic life of the asset, and certain other terms in the lease agreements. Lease right-of-use assets are reviewed for impairment whenever changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of right-of-use assets are assessed by a comparison of the carrying amount of the asset to the estimated future undiscounted net cash flows expected to be generated by the asset, calculated utilizing the lowest level of identifiable cash flows. If estimated future undiscounted net cash flows are less than the carrying amount of the asset then the fair value of the asset is estimated. The impairment expense is determined by comparing the estimated fair value of the asset to its carrying amount, with any amount in excess of fair value recognized as an expense in the current period. Undiscounted cash flow projections and estimates of fair value amounts are based on a number of assumptions such as revenue and expense growth rates and estimated lease coverage ratios (Level 3). Operating Leases The Company recognizes operating lease expense for actual rent paid, generally plus or minus a straight-line adjustment for estimated minimum lease escalators if applicable. The right-of-use asset is generally reduced each period by an amount equal to the difference between the operating lease expense and the amount of expense on the lease liability utilizing the effective interest method. Subsequent to the impairment of an operating lease right-of-use asset, the Company recognizes operating lease expense consisting of the reduction of the right-of-use asset on a straight-line basis over the remaining lease term and the amount of expense on the lease liability utilizing the effective interest method. Financing Leases Financing lease right-of-use assets are recognized within property, plant and equipment and leasehold intangibles, net on the Company's condensed consolidated balance sheets. The Company recognizes interest expense on the financing lease liabilities utilizing the effective interest method. The right-of-use asset is generally amortized to depreciation and amortization expense on a straight-line basis over the lease term unless the lease contains an option to purchase the underlying asset that the Company is reasonably certain to exercise. If the Company is reasonably certain to exercise the purchase option, the asset is amortized over the useful life. Sale-Leaseback Transactions For transactions in which an owned community is sold and leased back from the buyer (sale-leaseback transactions), the Company recognizes an asset sale and lease accounting is applied if the Company has transferred control of the community. For such transactions, the Company removes the transferred assets from the condensed consolidated balance sheet and a gain or loss on the sale is recognized for the difference between the carrying amount of the asset and the transaction price for the sale transaction. For sale‑leaseback transactions in which the Company has not transferred control of the underlying asset, the Company does not recognize an asset sale or derecognize the underlying asset until control is transferred. For such transactions, the Company recognizes the underlying assets within assets under financing leases as a component of property, plant and equipment and leasehold intangibles, net on the condensed consolidated balance sheets and continues to depreciate the assets over their useful lives. Additionally, the Company accounts for any amounts received as a financing lease liability and the Company recognizes interest expense on the financing lease liability utilizing the effective interest method with the interest expense limited to an amount that is not greater than the cash payments on the financing lease liability over the term of the lease. Property, Plant and Equipment and Leasehold Intangibles, Net Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset group may not be recoverable. Recoverability of an asset group is assessed by comparing its carrying amount to the estimated future undiscounted net cash flows expected to be generated by the asset group through operation or disposition, calculated utilizing the lowest level of identifiable cash flows. If this comparison indicates that the carrying amount of an asset group is not recoverable, the Company is required to recognize an impairment loss. The impairment loss is measured by the amount by which the carrying amount of the asset exceeds its estimated fair value, with any amount in excess of fair value recognized as an expense in the current period. Undiscounted cash flow projections and estimates of fair value amounts are based on a number of assumptions such as revenue and expense growth rates, estimated holding periods, and estimated capitalization rates (Level 3). Recently Adopted Accounting Pronouncements In August 2020, the FASB issued Accounting Standard Update ("ASU") 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity ("ASU 2020-06"), which simplifies the accounting for convertible instruments by reducing the number of accounting models available for convertible debt instruments. This guidance also eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. The Company early adopted the ASU effective January 1, 2021 using the modified retrospective method of adoption and the adoption did not have a material impact on the Company's financial statements. |
COVID-19 Pandemic
COVID-19 Pandemic | 9 Months Ended |
Sep. 30, 2021 | |
Unusual or Infrequent Items, or Both [Abstract] | |
COVID-19 Pandemic | COVID-19 Pandemic The COVID-19 pandemic has significantly disrupted the senior living industry and the Company's business. The health and wellbeing of the Company's residents, patients, and associates is and has been its highest priority as it continues to serve and care for seniors through the COVID-19 pandemic. As of July 31, 2021, all of the Company’s communities were open for visitors, new resident move-ins, and prospective residents. During the three months ended September 30, 2021, several of the Company’s communities experienced restrictions on visitors, new resident move-ins, and prospective residents, with a peak of such restrictions occurring in mid-September 2021. As of October 31, 2021, substantially all of the Company’s communities were open for visitors, new resident move-ins, and prospective residents. The Company may revert to more restrictive measures at its communities, including restrictions on visitors and move-ins, if the pandemic worsens, as necessary to comply with regulatory requirements, or at the direction of state or local health authorities. Pandemic-Related Expenses . For the three and nine months ended September 30, 2021, the Company recognized $7.2 million and $44.3 million, respectively, of facility operating expense for incremental direct costs to respond to the pandemic. For the three and nine months ended September 30, 2020, the Company recognized $24.5 million and $95.1 million, respectively, of such facility operating expense. The direct costs include those for: acquisition of additional personal protective equipment ("PPE"), medical equipment, and cleaning and disposable food service supplies; enhanced cleaning and environmental sanitation; increased employee-related costs, including labor, workers compensation, and health plan expense; increased expense for general liability claims; and COVID-19 testing of residents and associates where not otherwise covered by government payor or third-party insurance sources. On a cumulative basis through September 30, 2021, the Company has incurred $169.8 million of pandemic related facility operating expense since the beginning of fiscal 2020. For the three and nine months ended September 30, 2021, the Company recorded $0.6 million and $13.4 million, respectively, of non-cash impairment charges in its operating results for its operating lease right-of-use assets and property, plant and equipment and leasehold intangibles, primarily due to the COVID-19 pandemic and lower than expected operating performance at communities with impaired assets. For the three and nine months ended September 30, 2020, the Company recorded $8.2 million and $95.2 million, respectively, of such non-cash impairment charges. Liquidity . The Company has taken, and continues to take, actions to enhance and preserve its liquidity in response to the pandemic. As of September 30, 2021, the Company's total liquidity was $645.8 million, consisting of $478.5 million of unrestricted cash and cash equivalents, $157.9 million of marketable securities, and $9.4 million of availability on its secured credit facility. The Company continues to seek opportunities to enhance and preserve its liquidity, including through increasing occupancy and maintaining expense discipline, continuing to evaluate its financing structure and the state of debt markets, and seeking further government-sponsored financial relief related to the pandemic. There is no assurance that debt financing will continue to be available on terms consistent with the Company's expectations or at all, or that its efforts will be successful in seeking further government-sponsored financial relief or regarding the amount of, or conditions required to qualify for, any such relief. Financial Relief . The Coronavirus Aid, Relief, and Economic Security Act of 2020 ("CARES Act"), signed into law on March 27, 2020, and Paycheck Protection Program and Health Care Enhancement Act, signed into law on April 24, 2020, provide liquidity and financial relief to certain businesses, among other things. Certain impacts of such programs are provided below. • During the nine months ended September 30, 2021, the Company accepted $0.8 million of cash from grants from the Public Health and Social Services Emergency Fund ("Provider Relief Fund") administered by the U.S. Department of Health and Human Services ("HHS"), under which grants have been made available to eligible healthcare providers for healthcare related expenses or lost revenues attributable to COVID-19. The grants received in the nine months ended September 30, 2021 represented incentive payments made pursuant to the Nursing Home Infection Control Distribution, which related to the Company's skilled nursing care provided through its CCRCs. In September 2021, HHS announced that it has allocated $17.0 billion for a Phase 4 general distribution from the Provider Relief Fund. According to HHS guidance, it intends to allocate 75% of the Phase 4 general distribution based on eligible applicants’ changes in revenues and operating expenses from patient care attributable to COVID-19 for the second half of 2020 and the first quarter of 2021, with smaller providers to receive a supplement in addition to a base payment. HHS will determine the exact amount of the base payments and supplements after analyzing data from all the applications received. HHS intends to allocate 25% of the Phase 4 general distribution for bonus payments that are based on the amount and type of services provided to Medicaid, Children's Health Insurance Program ("CHIP"), and Medicare patients. The Company applied for the Phase 4 general distribution and intends to pursue any additional funding that may become available. There can be no assurance that the Company will qualify for, or receive, such future grants in the amount it expects, that additional restrictions on the permissible uses or terms and conditions of the grants will not be imposed by HHS, or that future funding programs will be made available for which it qualifies. • During the year ended December 31, 2020, the Company received $87.5 million under the Accelerated and Advance Payment Program administered by the Centers for Medicare & Medicaid Services ("CMS"), $75.2 million of which related to its Health Care Services segment and $12.3 million related to its CCRCs segment and of which $2.5 million and $87.5 million was received in the three and nine months ended September 30, 2020, respectively. Recoupment of advanced payments began one year after payments were issued at a rate of 25% of Medicare payments for the first eleven months following the anniversary of issuance and at a rate of 50% of Medicare payments for the next six months. Any outstanding balance of advanced payments will be due following such recoupment period. During the three and nine months ended September 30, 2021, $3.5 million and $17.8 million, respectively, of the advanced payments were recouped. Pursuant to the sale of 80% of the Company's equity in its Health Care Services segment (as described in Note 4), $63.6 million of such obligations related to its Health Care Services segment were retained by the unconsolidated HCS Venture. As of September 30, 2021, the outstanding balance of advanced payments related to its CCRCs segment was $6.1 million. • During the year ended December 31, 2020, the Company deferred payment of $72.7 million of the employer portion of social security payroll taxes incurred from March 27, 2020 through December 31, 2020 pursuant to the CARES Act. One-half of such deferral amount will become due on each of December 31, 2021 and December 31, 2022. Pursuant to the sale of 80% of the Company's equity in its Health Care Services segment, $9.6 million of such obligations related to its Health Care Services segment were retained by the unconsolidated HCS Venture. The Company expects to pay $31.6 million of the deferred payments in both December 2021 and 2022. • The Company is eligible to claim the employee retention credit for certain of its associates under the CARES Act. The credit for 2020 is available to employers that fully or partially suspended operations during any calendar quarter in 2020 due to orders from an appropriate governmental authority limiting commerce, travel, or group meetings due to COVID-19, and is equal to 50% of qualified wages paid after March 12, 2020 through December 31, 2020 to qualified employees, with a maximum credit of $5,000 per employee. During the nine months ended September 30, 2021, the Company recognized $9.9 million of employee retention credits on wages paid from March 12, 2020 to December 31, 2020 within other operating income, of which none were recognized during the three months ended September 30, 2021. During the three and nine months ended September 30, 2021, the Company received $1.1 million for the employee retention credits, which were previously recognized within other operating income. The credit was modified and extended by subsequent legislation for wages paid from January 1, 2021 through December 31, 2021, and the Company is assessing its eligibility to claim such credit. There can be no assurance that the Company will qualify for, or receive, credits in the amount or on the timing it expects. In addition to the grants described above, during the three and nine months ended September 30, 2021, the Company received and recognized $0.1 million and $1.4 million, respectively, of other operating income from grants from other government sources. The Company cannot predict with reasonable certainty the impacts that COVID-19 ultimately will have on its business, results of operations, cash flow, and liquidity, and its response efforts may continue to delay or negatively impact its strategic initiatives, including plans for future growth. The ultimate impacts of COVID-19 will depend on many factors, some of which cannot be foreseen, including the duration, severity, and breadth of the pandemic and any resurgence or variants of the disease, including the Delta variant; the impact of COVID-19 on the nation’s economy and debt and equity markets and the local economies in the Company's markets; the development, availability, utilization, and efficacy of COVID-19 testing, therapeutic agents, and vaccines and the prioritization of such resources among businesses and demographic groups; government financial and regulatory relief efforts that may become available to business and individuals, including the Company's ability to qualify for and satisfy the terms and conditions of financial relief; perceptions regarding the safety of senior living communities during and after the pandemic; changes in demand for senior living communities and the Company's ability to adapt its sales and marketing efforts to meet that demand; the impact of COVID-19 on the Company's residents’ and their families’ ability to afford its resident fees, including due to changes in unemployment rates, consumer confidence, housing markets, and equity markets caused by COVID-19; changes in the acuity levels of the Company's new residents; the disproportionate impact of COVID-19 on seniors generally and those residing in the Company's communities; the duration and costs of the Company's response efforts, including increased equipment, supplies, labor, litigation, testing, vaccination clinic, and other expenses; potentially greater associate attrition and use of contract labor due to the Company's associate vaccine mandate; the impact of COVID-19 on the Company's ability to complete financings and refinancings of various assets or other transactions or to generate sufficient cash flow to cover required debt, interest, and lease payments and to satisfy financial and other covenants in its debt and lease documents; increased regulatory requirements, including unfunded, mandatory testing; increased enforcement actions resulting from COVID-19; government action that may limit the Company's collection or discharge efforts for delinquent accounts; and the frequency and magnitude of legal actions and liability claims that may arise due to COVID-19 or the Company's response efforts. |
Acquisitions, Dispositions and
Acquisitions, Dispositions and Other Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions, Dispositions and Other Transactions | Acquisitions, Dispositions and Other Transactions Sale of Health Care Services On July 1, 2021, the Company completed the sale of 80% of its equity in its Health Care Services segment to affiliates of HCA Healthcare, Inc. ("HCA Healthcare") for a purchase price of $400.0 million in cash, subject to certain adjustments set forth in the Securities Purchase Agreement (the "Purchase Agreement") dated February 24, 2021, including a reduction for the remaining outstanding balance as of the closing of Medicare advance payments and deferred payroll tax payments related to the Health Care Services segment (the "HCS Sale"). The Company received net cash proceeds of $305.8 million at closing on July 1, 2021. Additionally, the Company received $6.8 million upon completion of the post-closing net working capital adjustment in October 2021; such amount is included within prepaid expenses and other current assets, net in the condensed consolidated balance sheet as of September 30, 2021. The Purchase Agreement also contained certain agreed upon indemnities for the benefit of the purchaser. Pursuant to the Purchase Agreement, at closing of the transaction, the Company retained a 20% equity interest in the HCS Venture. The results and financial position of the Company's Health Care Services segment were deconsolidated from its consolidated financial statements as of July 1, 2021, and its 20% equity interest in the HCS Venture is accounted for under the equity method of accounting subsequent to that date. As of July 1, 2021, the Company recognized a $100.0 million asset within investment in unconsolidated ventures on its condensed consolidated balance sheet for the estimated fair value of its retained 20% noncontrolling interest in the HCS Venture. The Company recognized a $288.2 million gain on sale, net of transaction costs, for the HCS Sale within gain on sale of assets, net within its condensed consolidated statement of operations for the three months ended September 30, 2021. Refer to Note 17 for selected financial data for the Health Care Services segment through June 30, 2021. In September 2021, the HCS Venture entered into a Securities Purchase Agreement with LHC Group Inc., providing for the sale of home health, hospice, and outpatient therapy agencies in areas not served by HCA Healthcare. Upon the completion of the sale on November 1, 2021, the Company received $35.0 million of cash distributions from the HCS Venture from the net sale proceeds, which will decrease its investment in unconsolidated ventures. The Company continues to retain a 20% equity interest in the remaining HCS Venture, which continues to operate home health, hospice, and outpatient therapy agencies in areas served by HCA Healthcare. Community Transactions During the period from January 1, 2020 through September 30, 2021, the Company terminated triple-net lease obligations on an aggregate of 33 communities, including through the acquisition of 27 formerly leased communities, it sold four owned communities, and it sold its ownership interest in its unconsolidated entry fee CCRC venture (the "CCRC Venture") with Healthpeak Properties, Inc. ("Healthpeak"). On July 26, 2020, the Company entered into definitive agreements with Ventas, Inc. ("Ventas") to restructure its 120 community triple-net master lease arrangements. In addition, it conveyed to Ventas five communities and manages the communities following the closing. During the nine months ended September 30, 2021, the Company completed the sale of two owned communities for cash proceeds of $8.5 million, net of transaction costs, for which it recognized a net gain on sale of assets of $0.5 million. In addition to the conveyance of communities to Ventas, during the nine months ended September 30, 2020, the Company completed the sale of two owned communities for cash proceeds of $38.1 million, net of transaction costs, and recognized a net gain on sale of assets of $2.7 million. Three unencumbered communities (one in the CCRCs segment and two in the Assisted Living and Memory Care segment) were classified as held for sale, resulting in $11.7 million being recorded as assets held for sale within the condensed consolidated balance sheet as of September 30, 2021. The closings of the sales of the communities are subject to the satisfaction of various closing conditions, including (where applicable) the receipt of regulatory approvals. There can be no assurance that the transactions will close or, if they do, when the actual closings will occur. Completed Dispositions of Entry Fee CCRCs by Unconsolidated Venture |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Marketable Securities As of September 30, 2021, marketable securities of $157.9 million are stated at fair value based on valuations provided by third-party pricing services and are classified within Level 2 of the valuation hierarchy. Investment in Unconsolidated Venture As of July 1, 2021, the Company recognized a $100.0 million asset within investment in unconsolidated ventures on its condensed consolidated balance sheet for the estimated fair value of its retained 20% noncontrolling interest in the HCS Venture. The initial recognized amount of the Company’s 20% equity interest in the HCS Venture was determined based upon a pro-rata share of the total enterprise value of the HCS Venture considering the $400.0 million purchase price paid by HCA Healthcare, as the Company's 20% interest shares ratably in all of the benefits and losses expected to be generated by the HCS Venture. The fair value measurement is classified within Level 2 of the valuation hierarchy. Debt The Company estimates the fair value of its debt using a discounted cash flow analysis based upon the Company's current borrowing rate for debt with similar maturities and collateral securing the indebtedness. The Company had outstanding long-term debt with a carrying amount of approximately $3.9 billion as of both September 30, 2021 and December 31, 2020. Fair value of the long-term debt approximates carrying amount in all periods presented. The Company's fair value of long-term debt disclosure is classified within Level 2 of the valuation hierarchy. Asset Impairment Expense The following is a summary of asset impairment expense. Three Months Ended Nine Months Ended (in millions) 2021 2020 2021 2020 Operating lease right-of-use assets $ — $ 3.3 $ 10.5 $ 75.6 Property, plant and equipment and leasehold intangibles, net 0.6 4.9 2.9 19.6 Investment in unconsolidated ventures — — — 1.5 Asset impairment $ 0.6 $ 8.2 $ 13.4 $ 96.7 |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue The Company disaggregates its revenue from contracts with customers by payor source as the Company believes it best depicts how the nature, amount, timing, and uncertainty of its revenue and cash flows are affected by economic factors. Resident fee revenue by payor source and reportable segment is as follows: Three Months Ended September 30, 2021 (in thousands) Independent Living Assisted Living and Memory Care CCRCs Total Private pay $ 119,137 $ 385,553 $ 53,366 $ 558,056 Government reimbursement 447 17,068 15,252 32,767 Other third-party payor programs — — 9,272 9,272 Total resident fee revenue $ 119,584 $ 402,621 $ 77,890 $ 600,095 Three Months Ended September 30, 2020 (in thousands) Independent Living Assisted Living and Memory Care CCRCs Health Care Services Total Private pay $ 125,156 $ 391,292 $ 57,129 $ 221 $ 573,798 Government reimbursement 606 17,403 13,440 71,095 102,544 Other third-party payor programs — — 5,842 18,587 24,429 Total resident fee revenue $ 125,762 $ 408,695 $ 76,411 $ 89,903 $ 700,771 Nine Months Ended September 30, 2021 (in thousands) Independent Living Assisted Living and Memory Care CCRCs Health Care Services Total Private pay $ 354,996 $ 1,130,735 $ 159,105 $ 601 $ 1,645,437 Government reimbursement 1,375 50,542 42,165 134,083 228,165 Other third-party payor programs — — 25,341 39,480 64,821 Total resident fee revenue $ 356,371 $ 1,181,277 $ 226,611 $ 174,164 $ 1,938,423 Nine Months Ended September 30, 2020 (in thousands) Independent Living Assisted Living and Memory Care CCRCs Health Care Services Total Private pay $ 390,124 $ 1,246,181 $ 181,812 $ 649 $ 1,818,766 Government reimbursement 1,778 52,149 46,589 215,350 315,866 Other third-party payor programs — — 21,582 58,893 80,475 Total resident fee revenue $ 391,902 $ 1,298,330 $ 249,983 $ 274,892 $ 2,215,107 Contract Balances The payment terms and conditions within the Company's revenue-generating contracts vary by contract type and payor source, although terms generally include payment to be made within 30 days. Resident fee revenue for recurring and routine monthly services is generally billed monthly in advance under the Company's independent living, assisted living, and memory care residency agreements. Resident fee revenue for standalone or certain healthcare services is generally billed monthly in arrears. Additionally, non-refundable community fees are generally billed and collected in advance or upon move-in of a resident under |
Property, Plant and Equipment a
Property, Plant and Equipment and Leasehold Intangibles, Net | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment and Leasehold Intangibles, Net | Property, Plant and Equipment and Leasehold Intangibles, Net As of September 30, 2021 and December 31, 2020, net property, plant and equipment and leasehold intangibles, which include assets under financing leases, consisted of the following: (in thousands) September 30, 2021 December 31, 2020 Land $ 502,918 $ 505,298 Buildings and improvements 5,251,220 5,215,460 Furniture and equipment 973,932 945,783 Resident and leasehold operating intangibles 304,837 307,071 Construction in progress 48,632 61,491 Assets under financing leases and leasehold improvements 1,589,501 1,523,055 Property, plant and equipment and leasehold intangibles 8,671,040 8,558,158 Accumulated depreciation and amortization (3,730,487) (3,490,098) Property, plant and equipment and leasehold intangibles, net $ 4,940,553 $ 5,068,060 Assets under financing leases and leasehold improvements includes $0.3 billion and $0.4 billion of financing lease right-of-use assets, net of accumulated amortization, as of September 30, 2021 and December 31, 2020, respectively. Refer to Note 10 for further information on the Company's financing leases. Long-lived assets with definite useful lives are depreciated or amortized on a straight-line basis over their estimated useful lives (or, in certain cases, the shorter of their estimated useful lives or the lease term) and are tested for impairment whenever indicators of impairment arise. The Company recognized depreciation and amortization expense on its property, plant and equipment and leasehold intangibles of $84.6 million and $87.8 million for the three months ended September 30, 2021 and 2020, respectively, and $252.0 million and $271.7 million for the nine months ended September 30, 2021 and 2020, respectively. |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | GoodwillThe Company's Independent Living segment had a carrying amount of goodwill of $27.3 million as of both September 30, 2021 and December 31, 2020. The Company's Health Care Services segment had a carrying amount of goodwill of $126.8 million as of December 31, 2020, which was derecognized upon completion of the HCS Sale on July 1, 2021. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt Long-term debt consists of the following: (in thousands) September 30, 2021 December 31, 2020 Fixed mortgage notes payable due 2022 through 2047; weighted average interest rate of 4.17% and 4.18% as of September 30, 2021 and December 31, 2020, respectively $ 2,322,629 $ 2,366,996 Variable mortgage notes payable due 2022 through 2030; weighted average interest rate of 2.43% and 2.49% as of September 30, 2021 and December 31, 2020, respectively 1,513,622 1,529,935 Other notes payable due 2021 to 2025; weighted average interest rate of 9.48% and 8.98% as of September 30, 2021 and December 31, 2020, respectively 45,131 46,557 Debt discount and deferred financing costs, net (23,923) (27,500) Total long-term debt 3,857,459 3,915,988 Current portion 219,323 68,885 Total long-term debt, less current portion $ 3,638,136 $ 3,847,103 As of September 30, 2021, 98.3%, or $3.8 billion, of the Company's total debt obligations represented non-recourse property-level mortgage financings. As of September 30, 2021, $70.6 million of letters of credit and no cash borrowings were outstanding under the Company's $80.0 million secured credit facility. The Company also had a separate secured letter of credit facility providing up to $15.0 million of letters of credit as of September 30, 2021 under which $13.6 million had been issued as of that date. Convertible Debt Offering On October 1, 2021, the Company issued $230.0 million principal amount of 2.00% convertible senior notes due 2026 (the "Notes"). The Company received net proceeds of $224.3 million at closing after the deduction of the initial purchasers' discount. The Company used $15.9 million of the net proceeds to pay the Company’s cost of the capped call transactions described below. Additionally, the Company used a portion of the net proceeds to repay a $45.0 million note payable and $29.2 million of mortgage debt and intends to use the remaining net proceeds for general corporate purposes, including refinancing or repaying maturing debt. The Notes were issued pursuant to, and are governed by, the Indenture dated as of October 1, 2021 by and between the Company and American Stock Transfer & Trust Company, LLC, as trustee. The Notes are the Company’s senior unsecured obligations and rank senior in right of payment to any of the Company’s indebtedness that is expressly subordinated in right of payment to the Notes, and equal in right of payment to any of the Company’s indebtedness that is not so subordinated. The Notes are effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) and any preferred equity of current or future subsidiaries of the Company. The Notes bear interest at 2.00% per year, payable semi-annually in arrears in cash on April 15 and October 15 of each year, beginning on April 15, 2022. The Notes will mature on October 15, 2026, unless earlier converted, redeemed, or repurchased in accordance with their terms. Holders of the Notes may convert all or any portion of their Notes at their option at any time prior to the close of business on the business day immediately preceding July 15, 2026, only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on December 31, 2021 (and only during such calendar quarter), if the last reported sale price of the common stock of the Company for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period (the "measurement period") in which the trading price per $1,000 principal amount of Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the common stock of the Company and the conversion rate for the Notes on each such trading day; (3) if the Company calls any or all of the Notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date, but only with respect to the Notes called (or deemed called) for redemption; or (4) upon the occurrence of specified corporate events. On or after July 15, 2026, holders may convert all or any portion of their Notes at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date regardless of the foregoing conditions. Upon conversion, the Company will satisfy its conversion obligation by paying or delivering, as the case may be, cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock at the Company’s election. The conversion rate for the Notes is initially 123.4568 shares of the Company’s common stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $8.10 per share of common stock). The conversion rate will be subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date or following the issuance of a notice of redemption, the Company will increase the conversion rate for a holder who elects to convert its Notes in connection with such a corporate event or who elects to convert any Notes called (or deemed called) for redemption during the related redemption period in certain circumstances. The Company may not redeem the Notes prior to October 21, 2024. The Company may redeem for cash all or (subject to certain limitations) any portion of the Notes, at its option, on or after October 21, 2024 and prior to the 51st scheduled trading day immediately preceding the maturity date if the last reported sale price of its common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the Notes. Capped Call Transactions In connection with the offering of the Notes, the Company entered into privately negotiated capped call transactions ("Capped Call Transactions") with each of Bank of America, N.A., Royal Bank of Canada, Wells Fargo Bank, National Association or their respective affiliates (the "Capped Call Counterparties"). The Capped Call Transactions initially cover, subject to customary anti-dilution adjustments, the number of shares of the Company’s common stock that initially underlie the Notes and initially have an exercise price of $8.10 per share of common stock. The cap price of the Capped Call Transactions is initially approximately $9.90 per share of the Company’s common stock, representing a premium of 65% above the last reported sale price of $6.00 per share of the Company’s common stock on September 28, 2021, and is subject to certain adjustments under the terms of the Capped Call Transactions. The Capped Call Transactions are expected generally to reduce or offset potential dilution to holders of the Company’s common stock upon conversion of the Notes and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount of any converted Notes upon conversion thereof, with such reduction and/or offset subject to a cap based on the cap price. The Capped Call Transactions are separate transactions entered into by the Company with the Capped Call counterparties and are not part of the terms of the Notes. The Capped Call Transactions had a cost of $15.9 million, which was paid on October 1, 2021 from the proceeds of the Notes. The Company will separately account for Capped Call Transactions from the Notes and will recognize the cost as a reduction of additional paid-in capital in the three months ending December 31, 2021 as the Capped Call Transactions are indexed to the Company’s common stock. Financial Covenants Certain of the Company's debt documents contain restrictions and financial covenants, such as those requiring the Company to maintain prescribed minimum liquidity, net worth, and stockholders' equity levels and debt service ratios, in each case on a consolidated, portfolio-wide, multi-community, single-community, and/or entity basis. In addition, the Company's debt documents generally contain non-financial covenants, such as those requiring the Company to comply with Medicare or Medicaid provider requirements and maintain insurance coverage. The Company's failure to comply with applicable covenants could constitute an event of default under the applicable debt documents. Many of the Company's debt documents contain cross-default provisions so that a default under one of these instruments could cause a default under other debt and lease documents (including documents with other lenders and lessors). Furthermore, the Company's debt is secured by its communities and, in certain cases, a guaranty by the Company and/or one or more of its subsidiaries. As of September 30, 2021, the Company is in compliance with the financial covenants of its debt agreements. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Leases | LeasesAs of September 30, 2021, the Company operated 300 communities under long-term leases (234 operating leases and 66 financing leases). The substantial majority of the Company's lease arrangements are structured as master leases. Under a master lease, numerous communities are leased through an indivisible lease. The Company typically guarantees the performance and lease payment obligations of its subsidiary lessees under the master leases. An event of default related to an individual property or limited number of properties within a master lease portfolio may result in a default on the entire master lease portfolio. The leases relating to these communities are generally fixed rate leases with annual escalators that are either fixed or based upon changes in the consumer price index or the leased property revenue. The Company is responsible for all operating costs, including repairs, property taxes, and insurance. The leases generally provide for renewal or extension options from 5 to 20 years and in some instances, purchase options. The community leases contain other customary terms, which may include assignment and change of control restrictions, maintenance and capital expenditure obligations, termination provisions and financial covenants, such as those requiring the Company to maintain prescribed minimum liquidity, net worth, and stockholders' equity levels and lease coverage ratios, in each case on a consolidated, portfolio-wide, multi-community, single-community and/or entity basis. In addition, the Company's lease documents generally contain non-financial covenants, such as those requiring the Company to comply with Medicare or Medicaid provider requirements and maintain insurance coverage. The Company's failure to comply with applicable covenants could constitute an event of default under the applicable lease documents. Many of the Company's debt and lease documents contain cross-default provisions so that a default under one of these instruments could cause a default under other debt and lease documents (including documents with other lenders and lessors). Certain leases contain cure provisions, which generally allow the Company to post an additional lease security deposit if the required covenant is not met. Furthermore, the Company's leases are secured by its communities and, in certain cases, a guaranty by the Company and/or one or more of its subsidiaries. As of September 30, 2021, the Company is in compliance with the financial covenants of its long-term leases. A summary of operating and financing lease expense (including the respective presentation on the condensed consolidated statements of operations) and net cash outflows from leases is as follows: Three Months Ended Nine Months Ended Operating Leases (in thousands) 2021 2020 2021 2020 Facility operating expense $ 1,634 $ 4,755 $ 10,996 $ 14,540 Facility lease expense 43,226 51,620 131,508 178,480 Operating lease expense 44,860 56,375 142,504 193,020 Operating lease expense adjustment (1) 6,273 117,322 16,263 132,276 Changes in operating lease assets and liabilities for lessor capital expenditure reimbursements (11,551) (3,131) (27,057) (13,640) Operating net cash outflows from operating leases $ 39,582 $ 170,566 $ 131,710 $ 311,656 (1) Represents the difference between the amount of cash operating lease payments and the amount of operating lease expense recognized in accordance with ASC 842, Leases . Operating net cash outflows from operating leases for the three and nine months ended September 30, 2020 include the $119.2 million one-time cash lease payment made to Ventas in connection with the Company's lease restructuring transaction effective July 26, 2020. Three Months Ended Nine Months Ended Financing Leases (in thousands) 2021 2020 2021 2020 Depreciation and amortization $ 7,677 $ 7,818 $ 22,901 $ 24,999 Interest expense: financing lease obligations 11,674 11,908 34,549 37,082 Financing lease expense $ 19,351 $ 19,726 $ 57,450 $ 62,081 Operating cash outflows from financing leases $ 11,674 $ 11,908 $ 34,549 $ 37,082 Financing cash outflows from financing leases 5,039 4,548 14,692 14,312 Changes in financing lease assets and liabilities for lessor capital expenditure reimbursement (4,136) (923) (7,583) (4,337) Total net cash outflows from financing leases $ 12,577 $ 15,533 $ 41,658 $ 47,057 The aggregate amounts of future minimum lease payments, including community, office, and equipment leases recognized on the condensed consolidated balance sheet as of September 30, 2021 are as follows (in thousands): Year Ending December 31, Operating Leases Financing Leases 2021 (three months) $ 50,822 $ 16,608 2022 205,262 67,070 2023 193,855 67,791 2024 194,607 68,992 2025 192,345 59,023 Thereafter 284,938 112,922 Total lease payments 1,121,829 392,406 Purchase option liability and non-cash gain on future sale of property — 416,575 Imputed interest and variable lease payments (249,292) (252,494) Total lease obligations $ 872,537 $ 556,487 |
Leases | LeasesAs of September 30, 2021, the Company operated 300 communities under long-term leases (234 operating leases and 66 financing leases). The substantial majority of the Company's lease arrangements are structured as master leases. Under a master lease, numerous communities are leased through an indivisible lease. The Company typically guarantees the performance and lease payment obligations of its subsidiary lessees under the master leases. An event of default related to an individual property or limited number of properties within a master lease portfolio may result in a default on the entire master lease portfolio. The leases relating to these communities are generally fixed rate leases with annual escalators that are either fixed or based upon changes in the consumer price index or the leased property revenue. The Company is responsible for all operating costs, including repairs, property taxes, and insurance. The leases generally provide for renewal or extension options from 5 to 20 years and in some instances, purchase options. The community leases contain other customary terms, which may include assignment and change of control restrictions, maintenance and capital expenditure obligations, termination provisions and financial covenants, such as those requiring the Company to maintain prescribed minimum liquidity, net worth, and stockholders' equity levels and lease coverage ratios, in each case on a consolidated, portfolio-wide, multi-community, single-community and/or entity basis. In addition, the Company's lease documents generally contain non-financial covenants, such as those requiring the Company to comply with Medicare or Medicaid provider requirements and maintain insurance coverage. The Company's failure to comply with applicable covenants could constitute an event of default under the applicable lease documents. Many of the Company's debt and lease documents contain cross-default provisions so that a default under one of these instruments could cause a default under other debt and lease documents (including documents with other lenders and lessors). Certain leases contain cure provisions, which generally allow the Company to post an additional lease security deposit if the required covenant is not met. Furthermore, the Company's leases are secured by its communities and, in certain cases, a guaranty by the Company and/or one or more of its subsidiaries. As of September 30, 2021, the Company is in compliance with the financial covenants of its long-term leases. A summary of operating and financing lease expense (including the respective presentation on the condensed consolidated statements of operations) and net cash outflows from leases is as follows: Three Months Ended Nine Months Ended Operating Leases (in thousands) 2021 2020 2021 2020 Facility operating expense $ 1,634 $ 4,755 $ 10,996 $ 14,540 Facility lease expense 43,226 51,620 131,508 178,480 Operating lease expense 44,860 56,375 142,504 193,020 Operating lease expense adjustment (1) 6,273 117,322 16,263 132,276 Changes in operating lease assets and liabilities for lessor capital expenditure reimbursements (11,551) (3,131) (27,057) (13,640) Operating net cash outflows from operating leases $ 39,582 $ 170,566 $ 131,710 $ 311,656 (1) Represents the difference between the amount of cash operating lease payments and the amount of operating lease expense recognized in accordance with ASC 842, Leases . Operating net cash outflows from operating leases for the three and nine months ended September 30, 2020 include the $119.2 million one-time cash lease payment made to Ventas in connection with the Company's lease restructuring transaction effective July 26, 2020. Three Months Ended Nine Months Ended Financing Leases (in thousands) 2021 2020 2021 2020 Depreciation and amortization $ 7,677 $ 7,818 $ 22,901 $ 24,999 Interest expense: financing lease obligations 11,674 11,908 34,549 37,082 Financing lease expense $ 19,351 $ 19,726 $ 57,450 $ 62,081 Operating cash outflows from financing leases $ 11,674 $ 11,908 $ 34,549 $ 37,082 Financing cash outflows from financing leases 5,039 4,548 14,692 14,312 Changes in financing lease assets and liabilities for lessor capital expenditure reimbursement (4,136) (923) (7,583) (4,337) Total net cash outflows from financing leases $ 12,577 $ 15,533 $ 41,658 $ 47,057 The aggregate amounts of future minimum lease payments, including community, office, and equipment leases recognized on the condensed consolidated balance sheet as of September 30, 2021 are as follows (in thousands): Year Ending December 31, Operating Leases Financing Leases 2021 (three months) $ 50,822 $ 16,608 2022 205,262 67,070 2023 193,855 67,791 2024 194,607 68,992 2025 192,345 59,023 Thereafter 284,938 112,922 Total lease payments 1,121,829 392,406 Purchase option liability and non-cash gain on future sale of property — 416,575 Imputed interest and variable lease payments (249,292) (252,494) Total lease obligations $ 872,537 $ 556,487 |
Investment in Unconsolidated Ve
Investment in Unconsolidated Ventures | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Investment in Unconsolidated Ventures | Investment in Unconsolidated VenturesAs of September 30, 2021, the Company holds a 20% equity interest, and HCA Healthcare owns an 80% interest, in the HCS Venture, and the Company has determined the HCS Venture is a VIE. The Company does not consolidate this VIE because it does not have the ability to control the activities that most significantly impact this VIE's economic performance. The Company's interest in the HCS Venture is accounted for under the equity method of accounting. The carrying amount of the Company's investment in the unconsolidated venture and maximum exposure to loss as a result of the Company's ownership interest in the HCS Venture was $98.8 million as of September 30, 2021. As of September 30, 2021, the Company is not required to provide financial support, through a liquidity arrangement or otherwise, to its unconsolidated VIE. Refer to Note 4 for information on the formation of the HCS Venture. |
Litigation
Litigation | 9 Months Ended |
Sep. 30, 2021 | |
Litigation [Abstract] | |
Litigation | LitigationThe Company has been and is currently involved in litigation and claims incidental to the conduct of its business, which it believes are generally comparable to other companies in the senior living and healthcare industries, including, but not limited to, putative class action claims from time to time regarding staffing at the Company’s communities and compliance with consumer protection laws and the Americans with Disabilities Act. Certain claims and lawsuits allege large damage amounts and may require significant costs to defend and resolve. As a result, the Company maintains general liability, professional liability, and other insurance policies in amounts and with coverage and deductibles the Company believes are appropriate, based on the nature and risks of its business, historical experience, availability, and industry standards. The Company's current policies provide for deductibles for each claim and contain various exclusions from coverage. Accordingly, the Company is, in effect, self-insured for claims that are less than the deductible amounts and for claims or portions of claims that are not covered by such policies and/or exceed the policy limits. Similarly, the senior living and healthcare industries are continuously subject to scrutiny by governmental regulators, which could result in reviews, audits, investigations, enforcement activities or litigation related to regulatory compliance matters. In addition, as a result of the Company's participation in the Medicare and Medicaid programs, the Company is subject to various governmental reviews, audits and investigations, including but not limited to audits under various government programs, such as the Recovery Audit Contractors (RAC), Zone Program Integrity Contractors (ZPIC), and Unified Program Integrity Contractors (UPIC) programs. The costs to respond to and defend such reviews, audits, and investigations may be significant, and an adverse determination could result in citations, sanctions and other criminal or civil fines and penalties, the refund of overpayments, payment suspensions, termination of participation in Medicare and Medicaid programs, and/or damage to the Company's business reputation. In June 2020, the Company and several current and former executive officers were named as defendants in a putative class action lawsuit alleging violations of the federal securities laws filed in the federal court for the Middle District of Tennessee. The lawsuit asserted that the defendants made material misstatements and omissions concerning the Company's business, operational and compliance policies that caused the Company's stock price to be artificially inflated between August 2016 and April 2020. The district court dismissed the lawsuit and entered judgment in favor of the defendants in September 2021, and the plaintiffs did not file an appeal. Between October 2020 and June 2021, alleged stockholders of the Company filed several stockholder derivative lawsuits in the federal courts for the Middle District of Tennessee and the District of Delaware, asserting claims on behalf of the Company against certain current and former officers and directors for alleged breaches of duties owed to the Company. The complaints refer to the securities lawsuit described above and incorporate substantively similar allegations. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Grants of restricted stock and restricted stock units under the Company's 2014 Omnibus Incentive Plan were as follows: (in thousands, except weighted average amounts) Restricted Stock Unit and Stock Award Grants Weighted Average Grant Date Fair Value Total Grant Date Fair Value Three months ended March 31, 2021 1,961 $ 5.09 $ 9,988 Three months ended June 30, 2021 20 $ 6.62 $ 130 Three months ended September 30, 2021 3 $ 7.76 $ 22 |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per ShareBasic earnings per share ("EPS") is calculated by dividing net income (loss) by the weighted average number of shares of common stock outstanding. Diluted EPS includes the components of basic EPS and also gives effect to dilutive common stock equivalents. Under the treasury stock method, diluted EPS reflects the potential dilution that could occur if securities or other instruments that are convertible into common stock were exercised or could result in the issuance of common stock. For the three and nine months ended September 30, 2021 and 2020, potentially dilutive common stock equivalents include unvested restricted stock, restricted stock units, and warrants. Refer to Note 9 for information on the issuance of convertible notes on October 1, 2021. The following table summarizes the computation of basic and diluted earnings (loss) per share amounts presented in the condensed consolidated statement of operations: Three Months Ended Nine Months Ended (in thousands, except for per share amounts) 2021 2020 2021 2020 Income attributable to common stockholders: Net income (loss) $ 174,282 $ (124,975) $ (17,588) $ 126,139 Weighted average shares outstanding - basic 185,317 183,244 184,841 183,535 Effect of dilutive securities 10,913 — — 133 Weighted average shares outstanding - diluted 196,230 183,244 184,841 183,668 Basic earnings (loss) per common share: Net income (loss) per share attributable to common stockholders $ 0.94 $ (0.68) $ (0.10) $ 0.69 Diluted earnings (loss) per common share: Net income (loss) per share attributable to common stockholders $ 0.89 $ (0.68) $ (0.10) $ 0.69 For the purposes of computing diluted EPS, weighted average shares outstanding do not include potentially dilutive securities that are anti-dilutive under the treasury stock method, and performance-based equity awards are included based on the attainment of the applicable performance metrics as of the end of the reporting period. The following potentially dilutive securities were excluded from the computation of diluted EPS: Three Months Ended Nine Months Ended (in millions) 2021 2020 (1) 2021 (1) 2020 Non-performance-based restricted stock and restricted stock units 3.5 7.1 4.9 6.9 Performance-based restricted stock and restricted stock units 0.3 1.9 0.3 1.8 Warrants 6.8 16.3 16.3 16.3 Total 10.6 25.3 21.5 25.0 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The difference between the Company's effective tax rate for the three and nine months ended September 30, 2021 and 2020 was primarily due to the HCS Sale in the three months ended September 30, 2021, and the tax impact of the multi-part transaction with Healthpeak in the nine months ended September 30, 2020. For the three months ended September 30, 2021 the impact represented the tax expense recorded on the gain on the HCS Sale, offset by a decrease in the valuation allowance that was a direct result of the sale. In the nine months ended September 30, 2021 and 2020, the Company recorded tax expense on the gain on the HCS Sale and sale of the Company's interest in the CCRC Venture respectively, offset by a decrease in the valuation allowance. In the nine months ended September 30, 2021, the tax gain from the HCS Sale was offset by operational losses, but in 2020 the tax gain for the sale of the Company's interest in the CCRC Venture was not offset by operational losses resulting in estimated taxable income through the nine months ended September 30, 2020. The Company recorded an aggregate deferred federal, state, and local tax expense of $81.0 million for the three months ended September 30, 2021 and an aggregate deferred federal, state, and local tax expense of $35.0 million for the nine months ended September 30, 2021. The expense included $104.3 million as a result of the gain on the HCS Sale, offset by a benefit of $69.3 million as a result of operating losses (exclusive of the HCS Sale) for the nine months ended September 30, 2021. The expense for the three months ended September 30, 2021 is offset by a reduction to the valuation allowance of $71.8 million. The tax expense for the nine months ended September 30, 2021 is offset by a reduction to the valuation allowance of $26.5 million. The Company recorded an aggregate deferred federal, state, and local tax benefit of $27.4 million for the three months ended September 30, 2020 and an aggregate deferred federal, state, and local tax expense of $36.8 million for the nine months ended September 30, 2020. The expense included $93.1 million as a result of the gain on the sale of the Company's interest in the CCRC Venture offset by a benefit of $56.3 million as a result of the operating losses (exclusive of the CCRC Venture sale) for the nine months ended September 30, 2020. The benefit for the three months ended September 30, 2020 was offset by additional valuation allowance of $40.0 million. The tax expense for the nine months ended September 30, 2020 was offset by a reduction in valuation allowance of $39.5 million. The Company evaluates its deferred tax assets each quarter to determine if a valuation allowance is required based on whether it is more likely than not that some portion of the deferred tax asset would not be realized. The Company's valuation allowance as of September 30, 2021 and December 31, 2020 was $354.5 million and $381.0 million, respectively. The decrease in the valuation allowance for the nine months ended September 30, 2021 is primarily the result of a $95.2 million reduction recorded as a result of the HCS Sale, offset by an increase in the valuation allowance of $68.7 million established against current operating losses during the nine months ended September 30, 2021. The decrease in the valuation allowance for the nine months ended September 30, 2020 is the result of a reduction in the Company’s valuation allowance of $117.6 million as a result of the Healthpeak transaction offset by an increase in the valuation allowance of $78.1 million established against current operating losses during the nine months ended September 30, 2020, and by the anticipated reversal of future tax liabilities offset by future tax deductions. |
Supplemental Disclosure of Cash
Supplemental Disclosure of Cash Flow Information | 9 Months Ended |
Sep. 30, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Disclosure of Cash Flow Information | Supplemental Disclosure of Cash Flow Information Nine Months Ended (in thousands) 2021 2020 Supplemental Disclosure of Cash Flow Information: Interest paid $ 142,268 $ 157,688 Income taxes paid, net of refunds 6,447 4,236 Capital expenditures, net of related payables: Capital expenditures - non-development, net $ 91,438 $ 104,949 Capital expenditures - development, net 2,726 9,913 Capital expenditures - non-development - reimbursable 34,640 17,979 Trade accounts payable (2,987) 7,849 Net cash paid $ 125,817 $ 140,690 Acquisition of communities from Healthpeak: Property, plant and equipment and leasehold intangibles, net $ — $ 286,734 Operating lease right-of-use assets — (63,285) Financing lease obligations — 129,196 Operating lease obligations — 74,335 Loss (gain) on debt modification and extinguishment, net — (19,731) Net cash paid $ — $ 407,249 Master Agreement with Ventas: Property, plant and equipment and leasehold intangibles, net $ — $ (66,444) Operating lease right-of-use assets — (153,213) Other assets, net — (42,354) Long-term debt — 34,053 Financing lease obligations — 7,077 Operating lease obligations — 362,944 Additional paid-in-capital — (22,883) Net cash paid $ — $ 119,180 Proceeds from HCS Sale, net: Accounts receivable, net $ (57,582) $ — Property, plant and equipment and leasehold intangibles, net (1,806) — Operating lease right-of-use assets (8,145) — Investments in unconsolidated ventures 100,000 — Goodwill (126,810) — Prepaid expenses and other assets, net (26,409) — Trade accounts payable 1,387 — Accrued expenses 25,226 — Refundable fees and deferred revenue 57,314 — Operating lease obligations 8,145 — Other liabilities 11,135 — Loss (gain) on sale of assets, net (288,233) — Net cash received $ (305,778) $ — Acquisition of other assets, net of related payables and cash received: Property, plant and equipment and leasehold intangibles, net $ — $ 684 Financing lease obligations — 64,260 Net cash paid $ — $ 64,944 Proceeds from sale of CCRC Venture, net: Investments in unconsolidated ventures $ — $ (14,848) Current portion of long-term debt — 34,706 Other liabilities — 60,748 Loss (gain) on sale of assets, net — (369,831) Net cash received $ — $ (289,225) Proceeds from sale of other assets, net: Prepaid expenses and other assets, net $ — $ (1,318) Assets held for sale (8,040) (34,348) Property, plant and equipment and leasehold intangibles, net (568) (938) Other liabilities (22) (1,086) Loss (gain) on sale of assets, net (1,175) (4,188) Net cash received $ (9,805) $ (41,878) Supplemental Schedule of Non-cash Operating, Investing, and Financing Activities: Assets designated as held for sale: Assets held for sale $ 3,612 $ — Property, plant and equipment and leasehold intangibles, net (3,612) — Net $ — $ — Healthpeak master lease modification: Property, plant and equipment and leasehold intangibles, net $ — $ (57,462) Operating lease right-of-use assets — 88,044 Financing lease obligations — 70,874 Operating lease obligations — (101,456) Net $ — $ — Other non-cash lease transactions, net: Property, plant and equipment and leasehold intangibles, net $ 3,521 $ 13,498 Operating lease right-of-use assets 17,013 7,291 Financing lease obligations (3,521) (15,483) Operating lease obligations (17,013) (5,199) Other liabilities — (107) Net $ — $ — Restricted cash consists principally of deposits for letters of credit, escrow deposits for real estate taxes, property insurance, and capital expenditures, debt service reserve accounts required by certain lenders under mortgage debt agreements, and deposits as security for self-insured retention risk under workers' compensation programs and property insurance programs. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sums to the total of the same such amounts shown in the condensed consolidated statements of cash flows. (in thousands) September 30, 2021 December 31, 2020 Reconciliation of cash, cash equivalents, and restricted cash: Cash and cash equivalents $ 478,509 $ 380,420 Restricted cash 37,722 28,059 Long-term restricted cash 61,668 56,669 Total cash, cash equivalents, and restricted cash $ 577,899 $ 465,148 |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information As of September 30, 2021, the Company has four reportable segments: Independent Living; Assisted Living and Memory Care; CCRCs; and Management Services. Operating segments are defined as components of an enterprise that engage in business activities from which it may earn revenues and incur expenses; for which separate financial information is available; and whose operating results are regularly reviewed by the chief operating decision maker to assess the performance of the individual segment and make decisions about resources to be allocated to the segment. Prior to July 1, 2021, the Company had an additional reportable segment, Health Care Services. On July 1, 2021, the Company sold 80% of its equity in its Health Care Services segment, as described in Note 4. For periods beginning July 1, 2021, the results and financial position of its Health Care Services segment were deconsolidated from the Company's consolidated financial statements and its 20% equity interest in the HCS Venture is accounted for under the equity method of accounting as of that date. Independent Living . The Company's Independent Living segment includes owned or leased communities that are primarily designed for middle to upper income seniors who desire to live in a residential setting that feels like home, without the efforts of ownership. The majority of the Company's independent living communities consist of both independent and assisted living units in a single community, which allows residents to age-in-place by providing them with a broad continuum of senior independent and assisted living services to accommodate their changing needs. Assisted Living and Memory Care. The Company's Assisted Living and Memory Care segment includes owned or leased communities that offer housing and 24-hour assistance with activities of daily living for mid-acuity and frail elderly residents. The Company's assisted living and memory care communities include both freestanding, multi-story communities, as well as smaller freestanding, single story communities. The Company also provides memory care services at freestanding memory care communities that are specially designed for residents with Alzheimer's disease and other dementias. CCRCs. The Company's CCRCs segment includes large owned or leased communities that offer a variety of living arrangements and services to accommodate a broad spectrum of physical ability and healthcare needs. Most of the Company's CCRCs have independent living, assisted living, memory care, and skilled nursing available on one campus or within the immediate area. Management Services. The Company's Management Services segment includes communities operated by the Company pursuant to management agreements. In some of the cases, the ownership of the community is fully held by third parties and, in other cases, the community is owned in a venture structure in which the Company has an ownership interest. Under the management agreements for these communities, the Company receives management fees as well as reimbursed expenses, which represent the reimbursement of expenses it incurs on behalf of the owners. Health Care Services . The Company's Health Care Services segment included the home health, hospice, and outpatient therapy services provided to residents of many of its communities and to seniors living outside its communities. The Health Care Services segment did not include the skilled nursing and inpatient healthcare services provided in the Company's skilled nursing units, which are included in the Company's CCRCs segment. The following table sets forth selected segment financial data: Three Months Ended Nine Months Ended (in thousands) 2021 2020 2021 2020 Revenue and other operating income: Independent Living (1)(2) $ 119,593 $ 125,858 $ 357,855 $ 391,998 Assisted Living and Memory Care (1)(2) 402,696 410,631 1,187,085 1,300,418 CCRCs (1)(2) 77,895 79,252 228,346 262,370 Management Services (3) 41,470 96,444 163,836 435,463 Health Care Services (1)(2) — 95,795 177,269 297,779 Total revenue and other operating income $ 641,654 $ 807,980 $ 2,114,391 $ 2,688,028 Segment operating income: (4) Independent Living $ 36,733 $ 42,438 $ 109,354 $ 134,890 Assisted Living and Memory Care 75,324 87,152 223,819 306,861 CCRCs 7,704 9,954 23,985 43,735 Management Services 3,621 5,669 17,185 120,460 Health Care Services — 1,462 5,816 2,033 Total segment operating income 123,382 146,675 380,159 607,979 General and administrative expense (including non-cash stock-based compensation expense) 43,812 54,138 146,155 161,251 Facility operating lease expense 43,226 51,620 131,508 178,480 Depreciation and amortization 84,560 87,821 252,042 271,713 Asset impairment: Independent Living 150 — 2,034 31,317 Assisted Living and Memory Care 475 8,213 10,596 51,301 CCRCs 14 — 764 12,173 Corporate and Management Services — — — 1,938 Income (loss) from operations $ (48,855) $ (55,117) $ (162,940) $ (100,194) As of (in thousands) September 30, 2021 December 31, 2020 Total assets: Independent Living $ 1,367,177 $ 1,419,838 Assisted Living and Memory Care 3,653,277 3,787,611 CCRCs 715,310 738,121 Corporate and Management Services 918,569 723,010 Health Care Services — 233,178 Total assets $ 6,654,333 $ 6,901,758 (1) All revenue and other operating income is earned from external third parties in the United States. (2) Includes other operating income recognized for the credits or grants pursuant to the employee retention credit, Provider Relief Fund, and other government sources, as described in Note 3. Allocations to the applicable segment generally reflect the credits earned by the segment, the segment’s receipt and acceptance of the grant, or the segment’s proportional utilization of the grant. Other operating income by segment is as follows: Three Months Ended Nine Months Ended (in thousands) 2021 2020 2021 2020 Independent Living $ 9 $ 96 $ 1,484 $ 96 Assisted Living and Memory Care 75 1,936 5,808 2,088 CCRCs 5 2,841 1,735 12,387 Health Care Services — 5,892 3,105 22,887 Total other operating income $ 89 $ 10,765 $ 12,132 $ 37,458 (3) Management services segment revenue includes management fees and reimbursements of costs incurred on behalf of managed communities. (4) Segment operating income is defined as segment revenues and other operating income less segment facility operating expenses (excluding facility depreciation and amortization) and costs incurred on behalf of managed communities. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of PresentationThe accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for quarterly reports on Form 10-Q. In the opinion of management, these financial statements include all adjustments, which are of a normal and recurring nature, necessary to present fairly the financial position, results of operations, and cash flows of the Company for all periods presented. Certain information and footnote disclosures included in annual financial statements have been condensed or omitted. The Company believes that the disclosures included are adequate and provide a fair presentation of interim period results. Interim financial statements are not necessarily indicative of the financial position or operating results for an entire year. These interim financial statements should be read in conjunction with the audited financial statements and the notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on February 25, 2021. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of Brookdale and its consolidated subsidiaries. The ownership interest of consolidated entities not wholly-owned by the Company are presented as noncontrolling interests in the accompanying condensed consolidated financial statements. Intercompany balances and transactions have been eliminated in consolidation, and net income (loss) is reduced by the portion of net income (loss) attributable to noncontrolling interests. The Company reports investments in unconsolidated entities over whose operating and financial policies it has the ability to exercise significant influence under the equity method of accounting. The Company continually evaluates its potential variable interest entity ("VIE") relationships under certain criteria as provided for in Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 810, Consolidation |
Use of Estimates | Use of EstimatesThe preparation of the condensed consolidated financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, revenue, other operating income, asset impairments, self-insurance reserves, performance-based compensation, the allowance for credit losses, depreciation and amortization, leasing transactions, income taxes, and other contingencies. Although these estimates are based on management's best knowledge of current events and actions that the Company may undertake in the future, actual results may differ from the original estimates. |
Lease Accounting | Lease Accounting The Company, as lessee, recognizes a right-of-use asset and a lease liability on the Company's condensed consolidated balance sheet for its community, office, and equipment leases. As of the commencement date of a lease, a lease liability and corresponding right-of-use asset is established on the Company's condensed consolidated balance sheet at the present value of future minimum lease payments. The Company's community leases generally contain fixed annual rent escalators or annual rent escalators based on an index, such as the consumer price index. The future minimum lease payments recognized on the condensed consolidated balance sheet include fixed payments (including in-substance fixed payments) and variable payments estimated utilizing the index or rate on the lease commencement date. The Company recognizes lease expense as incurred for additional variable payments. For the Company's leases that do not contain an implicit rate, the Company utilizes its estimated incremental borrowing rate to determine the present value of lease payments based on information available at commencement of the lease. The Company's estimated incremental borrowing rate reflects the fixed rate at which the Company could borrow a similar amount for the same term on a collateralized basis. The Company elected the short-term lease exception policy which permits leases with an initial term of 12 months or less to not be recorded on the Company's condensed consolidated balance sheet and instead to be recognized as lease expense as incurred. The Company, as lessee, makes a determination with respect to each of its community, office, and equipment leases as to whether each should be accounted for as an operating lease or financing lease. The classification criteria is based on estimates regarding the fair value of the leased asset, minimum lease payments, effective cost of funds, economic life of the asset, and certain other terms in the lease agreements. Lease right-of-use assets are reviewed for impairment whenever changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of right-of-use assets are assessed by a comparison of the carrying amount of the asset to the estimated future undiscounted net cash flows expected to be generated by the asset, calculated utilizing the lowest level of identifiable cash flows. If estimated future undiscounted net cash flows are less than the carrying amount of the asset then the fair value of the asset is estimated. The impairment expense is determined by comparing the estimated fair value of the asset to its carrying amount, with any amount in excess of fair value recognized as an expense in the current period. Undiscounted cash flow projections and estimates of fair value amounts are based on a number of assumptions such as revenue and expense growth rates and estimated lease coverage ratios (Level 3). Operating Leases The Company recognizes operating lease expense for actual rent paid, generally plus or minus a straight-line adjustment for estimated minimum lease escalators if applicable. The right-of-use asset is generally reduced each period by an amount equal to the difference between the operating lease expense and the amount of expense on the lease liability utilizing the effective interest method. Subsequent to the impairment of an operating lease right-of-use asset, the Company recognizes operating lease expense consisting of the reduction of the right-of-use asset on a straight-line basis over the remaining lease term and the amount of expense on the lease liability utilizing the effective interest method. Financing Leases Financing lease right-of-use assets are recognized within property, plant and equipment and leasehold intangibles, net on the Company's condensed consolidated balance sheets. The Company recognizes interest expense on the financing lease liabilities utilizing the effective interest method. The right-of-use asset is generally amortized to depreciation and amortization expense on a straight-line basis over the lease term unless the lease contains an option to purchase the underlying asset that the Company is reasonably certain to exercise. If the Company is reasonably certain to exercise the purchase option, the asset is amortized over the useful life. Sale-Leaseback Transactions For transactions in which an owned community is sold and leased back from the buyer (sale-leaseback transactions), the Company recognizes an asset sale and lease accounting is applied if the Company has transferred control of the community. For such transactions, the Company removes the transferred assets from the condensed consolidated balance sheet and a gain or loss on the sale is recognized for the difference between the carrying amount of the asset and the transaction price for the sale transaction. For sale‑leaseback transactions in which the Company has not transferred control of the underlying asset, the Company does not recognize an asset sale or derecognize the underlying asset until control is transferred. For such transactions, the Company recognizes the underlying assets within assets under financing leases as a component of property, plant and equipment and leasehold intangibles, net on the condensed consolidated balance sheets and continues to depreciate the assets over their useful lives. |
Property, Plant and Equipment and Leasehold Intangibles, Net | Property, Plant and Equipment and Leasehold Intangibles, NetLong-lived assets are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset group may not be recoverable. Recoverability of an asset group is assessed by comparing its carrying amount to the estimated future undiscounted net cash flows expected to be generated by the asset group through operation or disposition, calculated utilizing the lowest level of identifiable cash flows. If this comparison indicates that the carrying amount of an asset group is not recoverable, the Company is required to recognize an impairment loss. The impairment loss is measured by the amount by which the carrying amount of the asset exceeds its estimated fair value, with any amount in excess of fair value recognized as an expense in the current period. Undiscounted cash flow projections and estimates of fair value amounts are based on a number of assumptions such as revenue and expense growth rates, estimated holding periods, and estimated capitalization rates (Level 3). |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In August 2020, the FASB issued Accounting Standard Update ("ASU") 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity ("ASU 2020-06"), which simplifies the accounting for convertible instruments by reducing the number of accounting models available for convertible debt instruments. This guidance also eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. The Company early adopted the ASU effective January 1, 2021 using the modified retrospective method of adoption and the adoption did not have a material impact on the Company's financial statements. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of Asset Impairment Expense | The following is a summary of asset impairment expense. Three Months Ended Nine Months Ended (in millions) 2021 2020 2021 2020 Operating lease right-of-use assets $ — $ 3.3 $ 10.5 $ 75.6 Property, plant and equipment and leasehold intangibles, net 0.6 4.9 2.9 19.6 Investment in unconsolidated ventures — — — 1.5 Asset impairment $ 0.6 $ 8.2 $ 13.4 $ 96.7 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Resident fee revenue by payor source and reportable segment is as follows: Three Months Ended September 30, 2021 (in thousands) Independent Living Assisted Living and Memory Care CCRCs Total Private pay $ 119,137 $ 385,553 $ 53,366 $ 558,056 Government reimbursement 447 17,068 15,252 32,767 Other third-party payor programs — — 9,272 9,272 Total resident fee revenue $ 119,584 $ 402,621 $ 77,890 $ 600,095 Three Months Ended September 30, 2020 (in thousands) Independent Living Assisted Living and Memory Care CCRCs Health Care Services Total Private pay $ 125,156 $ 391,292 $ 57,129 $ 221 $ 573,798 Government reimbursement 606 17,403 13,440 71,095 102,544 Other third-party payor programs — — 5,842 18,587 24,429 Total resident fee revenue $ 125,762 $ 408,695 $ 76,411 $ 89,903 $ 700,771 Nine Months Ended September 30, 2021 (in thousands) Independent Living Assisted Living and Memory Care CCRCs Health Care Services Total Private pay $ 354,996 $ 1,130,735 $ 159,105 $ 601 $ 1,645,437 Government reimbursement 1,375 50,542 42,165 134,083 228,165 Other third-party payor programs — — 25,341 39,480 64,821 Total resident fee revenue $ 356,371 $ 1,181,277 $ 226,611 $ 174,164 $ 1,938,423 Nine Months Ended September 30, 2020 (in thousands) Independent Living Assisted Living and Memory Care CCRCs Health Care Services Total Private pay $ 390,124 $ 1,246,181 $ 181,812 $ 649 $ 1,818,766 Government reimbursement 1,778 52,149 46,589 215,350 315,866 Other third-party payor programs — — 21,582 58,893 80,475 Total resident fee revenue $ 391,902 $ 1,298,330 $ 249,983 $ 274,892 $ 2,215,107 |
Property, Plant and Equipment_2
Property, Plant and Equipment and Leasehold Intangibles, Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment and Leasehold Intangibles, Net | As of September 30, 2021 and December 31, 2020, net property, plant and equipment and leasehold intangibles, which include assets under financing leases, consisted of the following: (in thousands) September 30, 2021 December 31, 2020 Land $ 502,918 $ 505,298 Buildings and improvements 5,251,220 5,215,460 Furniture and equipment 973,932 945,783 Resident and leasehold operating intangibles 304,837 307,071 Construction in progress 48,632 61,491 Assets under financing leases and leasehold improvements 1,589,501 1,523,055 Property, plant and equipment and leasehold intangibles 8,671,040 8,558,158 Accumulated depreciation and amortization (3,730,487) (3,490,098) Property, plant and equipment and leasehold intangibles, net $ 4,940,553 $ 5,068,060 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Long-term debt consists of the following: (in thousands) September 30, 2021 December 31, 2020 Fixed mortgage notes payable due 2022 through 2047; weighted average interest rate of 4.17% and 4.18% as of September 30, 2021 and December 31, 2020, respectively $ 2,322,629 $ 2,366,996 Variable mortgage notes payable due 2022 through 2030; weighted average interest rate of 2.43% and 2.49% as of September 30, 2021 and December 31, 2020, respectively 1,513,622 1,529,935 Other notes payable due 2021 to 2025; weighted average interest rate of 9.48% and 8.98% as of September 30, 2021 and December 31, 2020, respectively 45,131 46,557 Debt discount and deferred financing costs, net (23,923) (27,500) Total long-term debt 3,857,459 3,915,988 Current portion 219,323 68,885 Total long-term debt, less current portion $ 3,638,136 $ 3,847,103 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Lease Costs | A summary of operating and financing lease expense (including the respective presentation on the condensed consolidated statements of operations) and net cash outflows from leases is as follows: Three Months Ended Nine Months Ended Operating Leases (in thousands) 2021 2020 2021 2020 Facility operating expense $ 1,634 $ 4,755 $ 10,996 $ 14,540 Facility lease expense 43,226 51,620 131,508 178,480 Operating lease expense 44,860 56,375 142,504 193,020 Operating lease expense adjustment (1) 6,273 117,322 16,263 132,276 Changes in operating lease assets and liabilities for lessor capital expenditure reimbursements (11,551) (3,131) (27,057) (13,640) Operating net cash outflows from operating leases $ 39,582 $ 170,566 $ 131,710 $ 311,656 (1) Represents the difference between the amount of cash operating lease payments and the amount of operating lease expense recognized in accordance with ASC 842, Leases . Operating net cash outflows from operating leases for the three and nine months ended September 30, 2020 include the $119.2 million one-time cash lease payment made to Ventas in connection with the Company's lease restructuring transaction effective July 26, 2020. Three Months Ended Nine Months Ended Financing Leases (in thousands) 2021 2020 2021 2020 Depreciation and amortization $ 7,677 $ 7,818 $ 22,901 $ 24,999 Interest expense: financing lease obligations 11,674 11,908 34,549 37,082 Financing lease expense $ 19,351 $ 19,726 $ 57,450 $ 62,081 Operating cash outflows from financing leases $ 11,674 $ 11,908 $ 34,549 $ 37,082 Financing cash outflows from financing leases 5,039 4,548 14,692 14,312 Changes in financing lease assets and liabilities for lessor capital expenditure reimbursement (4,136) (923) (7,583) (4,337) Total net cash outflows from financing leases $ 12,577 $ 15,533 $ 41,658 $ 47,057 |
Finance Lease, Liability, Maturity | The aggregate amounts of future minimum lease payments, including community, office, and equipment leases recognized on the condensed consolidated balance sheet as of September 30, 2021 are as follows (in thousands): Year Ending December 31, Operating Leases Financing Leases 2021 (three months) $ 50,822 $ 16,608 2022 205,262 67,070 2023 193,855 67,791 2024 194,607 68,992 2025 192,345 59,023 Thereafter 284,938 112,922 Total lease payments 1,121,829 392,406 Purchase option liability and non-cash gain on future sale of property — 416,575 Imputed interest and variable lease payments (249,292) (252,494) Total lease obligations $ 872,537 $ 556,487 |
Lessee, Operating Lease, Liability, Maturity | The aggregate amounts of future minimum lease payments, including community, office, and equipment leases recognized on the condensed consolidated balance sheet as of September 30, 2021 are as follows (in thousands): Year Ending December 31, Operating Leases Financing Leases 2021 (three months) $ 50,822 $ 16,608 2022 205,262 67,070 2023 193,855 67,791 2024 194,607 68,992 2025 192,345 59,023 Thereafter 284,938 112,922 Total lease payments 1,121,829 392,406 Purchase option liability and non-cash gain on future sale of property — 416,575 Imputed interest and variable lease payments (249,292) (252,494) Total lease obligations $ 872,537 $ 556,487 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Grants of Restricted Stock and Stock Units | Grants of restricted stock and restricted stock units under the Company's 2014 Omnibus Incentive Plan were as follows: (in thousands, except weighted average amounts) Restricted Stock Unit and Stock Award Grants Weighted Average Grant Date Fair Value Total Grant Date Fair Value Three months ended March 31, 2021 1,961 $ 5.09 $ 9,988 Three months ended June 30, 2021 20 $ 6.62 $ 130 Three months ended September 30, 2021 3 $ 7.76 $ 22 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table summarizes the computation of basic and diluted earnings (loss) per share amounts presented in the condensed consolidated statement of operations: Three Months Ended Nine Months Ended (in thousands, except for per share amounts) 2021 2020 2021 2020 Income attributable to common stockholders: Net income (loss) $ 174,282 $ (124,975) $ (17,588) $ 126,139 Weighted average shares outstanding - basic 185,317 183,244 184,841 183,535 Effect of dilutive securities 10,913 — — 133 Weighted average shares outstanding - diluted 196,230 183,244 184,841 183,668 Basic earnings (loss) per common share: Net income (loss) per share attributable to common stockholders $ 0.94 $ (0.68) $ (0.10) $ 0.69 Diluted earnings (loss) per common share: Net income (loss) per share attributable to common stockholders $ 0.89 $ (0.68) $ (0.10) $ 0.69 |
Schedule of Potentially Dilutive Securities | The following potentially dilutive securities were excluded from the computation of diluted EPS: Three Months Ended Nine Months Ended (in millions) 2021 2020 (1) 2021 (1) 2020 Non-performance-based restricted stock and restricted stock units 3.5 7.1 4.9 6.9 Performance-based restricted stock and restricted stock units 0.3 1.9 0.3 1.8 Warrants 6.8 16.3 16.3 16.3 Total 10.6 25.3 21.5 25.0 |
Supplemental Disclosure of Ca_2
Supplemental Disclosure of Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Nine Months Ended (in thousands) 2021 2020 Supplemental Disclosure of Cash Flow Information: Interest paid $ 142,268 $ 157,688 Income taxes paid, net of refunds 6,447 4,236 Capital expenditures, net of related payables: Capital expenditures - non-development, net $ 91,438 $ 104,949 Capital expenditures - development, net 2,726 9,913 Capital expenditures - non-development - reimbursable 34,640 17,979 Trade accounts payable (2,987) 7,849 Net cash paid $ 125,817 $ 140,690 Acquisition of communities from Healthpeak: Property, plant and equipment and leasehold intangibles, net $ — $ 286,734 Operating lease right-of-use assets — (63,285) Financing lease obligations — 129,196 Operating lease obligations — 74,335 Loss (gain) on debt modification and extinguishment, net — (19,731) Net cash paid $ — $ 407,249 Master Agreement with Ventas: Property, plant and equipment and leasehold intangibles, net $ — $ (66,444) Operating lease right-of-use assets — (153,213) Other assets, net — (42,354) Long-term debt — 34,053 Financing lease obligations — 7,077 Operating lease obligations — 362,944 Additional paid-in-capital — (22,883) Net cash paid $ — $ 119,180 Proceeds from HCS Sale, net: Accounts receivable, net $ (57,582) $ — Property, plant and equipment and leasehold intangibles, net (1,806) — Operating lease right-of-use assets (8,145) — Investments in unconsolidated ventures 100,000 — Goodwill (126,810) — Prepaid expenses and other assets, net (26,409) — Trade accounts payable 1,387 — Accrued expenses 25,226 — Refundable fees and deferred revenue 57,314 — Operating lease obligations 8,145 — Other liabilities 11,135 — Loss (gain) on sale of assets, net (288,233) — Net cash received $ (305,778) $ — Acquisition of other assets, net of related payables and cash received: Property, plant and equipment and leasehold intangibles, net $ — $ 684 Financing lease obligations — 64,260 Net cash paid $ — $ 64,944 Proceeds from sale of CCRC Venture, net: Investments in unconsolidated ventures $ — $ (14,848) Current portion of long-term debt — 34,706 Other liabilities — 60,748 Loss (gain) on sale of assets, net — (369,831) Net cash received $ — $ (289,225) Proceeds from sale of other assets, net: Prepaid expenses and other assets, net $ — $ (1,318) Assets held for sale (8,040) (34,348) Property, plant and equipment and leasehold intangibles, net (568) (938) Other liabilities (22) (1,086) Loss (gain) on sale of assets, net (1,175) (4,188) Net cash received $ (9,805) $ (41,878) Supplemental Schedule of Non-cash Operating, Investing, and Financing Activities: Assets designated as held for sale: Assets held for sale $ 3,612 $ — Property, plant and equipment and leasehold intangibles, net (3,612) — Net $ — $ — Healthpeak master lease modification: Property, plant and equipment and leasehold intangibles, net $ — $ (57,462) Operating lease right-of-use assets — 88,044 Financing lease obligations — 70,874 Operating lease obligations — (101,456) Net $ — $ — Other non-cash lease transactions, net: Property, plant and equipment and leasehold intangibles, net $ 3,521 $ 13,498 Operating lease right-of-use assets 17,013 7,291 Financing lease obligations (3,521) (15,483) Operating lease obligations (17,013) (5,199) Other liabilities — (107) Net $ — $ — |
Schedule of Cash, Cash Equivalents, and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sums to the total of the same such amounts shown in the condensed consolidated statements of cash flows. (in thousands) September 30, 2021 December 31, 2020 Reconciliation of cash, cash equivalents, and restricted cash: Cash and cash equivalents $ 478,509 $ 380,420 Restricted cash 37,722 28,059 Long-term restricted cash 61,668 56,669 Total cash, cash equivalents, and restricted cash $ 577,899 $ 465,148 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information | The following table sets forth selected segment financial data: Three Months Ended Nine Months Ended (in thousands) 2021 2020 2021 2020 Revenue and other operating income: Independent Living (1)(2) $ 119,593 $ 125,858 $ 357,855 $ 391,998 Assisted Living and Memory Care (1)(2) 402,696 410,631 1,187,085 1,300,418 CCRCs (1)(2) 77,895 79,252 228,346 262,370 Management Services (3) 41,470 96,444 163,836 435,463 Health Care Services (1)(2) — 95,795 177,269 297,779 Total revenue and other operating income $ 641,654 $ 807,980 $ 2,114,391 $ 2,688,028 Segment operating income: (4) Independent Living $ 36,733 $ 42,438 $ 109,354 $ 134,890 Assisted Living and Memory Care 75,324 87,152 223,819 306,861 CCRCs 7,704 9,954 23,985 43,735 Management Services 3,621 5,669 17,185 120,460 Health Care Services — 1,462 5,816 2,033 Total segment operating income 123,382 146,675 380,159 607,979 General and administrative expense (including non-cash stock-based compensation expense) 43,812 54,138 146,155 161,251 Facility operating lease expense 43,226 51,620 131,508 178,480 Depreciation and amortization 84,560 87,821 252,042 271,713 Asset impairment: Independent Living 150 — 2,034 31,317 Assisted Living and Memory Care 475 8,213 10,596 51,301 CCRCs 14 — 764 12,173 Corporate and Management Services — — — 1,938 Income (loss) from operations $ (48,855) $ (55,117) $ (162,940) $ (100,194) As of (in thousands) September 30, 2021 December 31, 2020 Total assets: Independent Living $ 1,367,177 $ 1,419,838 Assisted Living and Memory Care 3,653,277 3,787,611 CCRCs 715,310 738,121 Corporate and Management Services 918,569 723,010 Health Care Services — 233,178 Total assets $ 6,654,333 $ 6,901,758 (1) All revenue and other operating income is earned from external third parties in the United States. (2) Includes other operating income recognized for the credits or grants pursuant to the employee retention credit, Provider Relief Fund, and other government sources, as described in Note 3. Allocations to the applicable segment generally reflect the credits earned by the segment, the segment’s receipt and acceptance of the grant, or the segment’s proportional utilization of the grant. Other operating income by segment is as follows: Three Months Ended Nine Months Ended (in thousands) 2021 2020 2021 2020 Independent Living $ 9 $ 96 $ 1,484 $ 96 Assisted Living and Memory Care 75 1,936 5,808 2,088 CCRCs 5 2,841 1,735 12,387 Health Care Services — 5,892 3,105 22,887 Total other operating income $ 89 $ 10,765 $ 12,132 $ 37,458 (3) Management services segment revenue includes management fees and reimbursements of costs incurred on behalf of managed communities. (4) Segment operating income is defined as segment revenues and other operating income less segment facility operating expenses (excluding facility depreciation and amortization) and costs incurred on behalf of managed communities. |
Description of Business (Detail
Description of Business (Details) | Sep. 30, 2021communitysegment | Jul. 01, 2021 | Sep. 30, 2021segmentcommunity |
Segment Reporting Information [Line Items] | |||
Number of senior living communities | community | 682 | 682 | |
Number of reportable segments | segment | 4 | 4 | |
Securities Purchase Agreement | HCA Healthcare, Inc. | Health Care Services | |||
Segment Reporting Information [Line Items] | |||
Sale of stock, percentage of ownership sold in transaction | 80.00% | ||
Sale of stock, percentage of ownership after transaction | 20.00% |
COVID-19 Pandemic - Narrative (
COVID-19 Pandemic - Narrative (Details) - USD ($) | Jul. 01, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Sep. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 |
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Facility operating expense | $ 7,200,000 | $ 24,500,000 | $ 44,300,000 | $ 95,100,000 | $ 169,800,000 | ||||
Total liquidity | 645,800,000 | 645,800,000 | 645,800,000 | ||||||
Cash and cash equivalents | 478,509,000 | 478,509,000 | $ 380,420,000 | 478,509,000 | |||||
Marketable securities | 157,936,000 | 157,936,000 | 172,905,000 | 157,936,000 | |||||
Revenue from government grants | 100,000 | 1,400,000 | |||||||
Level 2 | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Marketable securities | 157,900,000 | 157,900,000 | 157,900,000 | ||||||
Letter of Credit | Fifth Amended and Restated Credit Agreement | Line of Credit | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Line of credit facility, remaining borrowing capacity | 9,400,000 | 9,400,000 | $ 9,400,000 | ||||||
CARES Act | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Non-cash asset impairment charges | 600,000 | 8,200,000 | 13,400,000 | 95,200,000 | |||||
Proceeds from recoupment of accelerated/advanced payments | $ 3,500,000 | $ 17,800,000 | |||||||
Employer portion of payroll taxes delayed | 72,700,000 | ||||||||
Employee retention credit, percent of wages | 50.00% | 50.00% | 50.00% | ||||||
Maximum credit amount per employee | $ 5,000 | ||||||||
Employee retention credit, amount recognized | $ 0 | 9,900,000 | |||||||
Employee retention credit, amount received | 1,100,000 | 1,100,000 | |||||||
CARES Act | Forecast | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Employer portion of payroll taxes delayed | $ 31,600,000 | $ 31,600,000 | |||||||
CARES Act | Accelerated and Advance Payment Program | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Amount received from Accelerated and Advance Payment Program | $ 2,500,000 | $ 6,100,000 | $ 87,500,000 | 87,500,000 | |||||
CARES Act | The Continuing Appropriations Act, 2021 and Other Extensions Act | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Recoupment of accelerated/advanced payments start | 1 year | ||||||||
CARES Act | The Continuing Appropriations Act, 2021 and Other Extensions Act | Period One | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Payments for recoupment of accelerated/advanced payments rate | 25.00% | ||||||||
Recoupment of accelerated/advanced payments period | 11 months | ||||||||
CARES Act | The Continuing Appropriations Act, 2021 and Other Extensions Act | Period Two | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Payments for recoupment of accelerated/advanced payments rate | 50.00% | ||||||||
Loans Insured or Guaranteed by US Government Authorities | CARES Act | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Relief received from Provider Relief Fund | $ 800,000 | ||||||||
Health Care Services | CARES Act | Accelerated and Advance Payment Program | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Amount received from Accelerated and Advance Payment Program | 75,200,000 | ||||||||
CCRC Ventures, LLC | CARES Act | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Medicare advance payments | $ 6,100,000 | $ 6,100,000 | $ 6,100,000 | ||||||
CCRC Ventures, LLC | CARES Act | Accelerated and Advance Payment Program | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Amount received from Accelerated and Advance Payment Program | $ 12,300,000 | ||||||||
Securities Purchase Agreement | HCA Healthcare, Inc. | Health Care Services | |||||||||
Unusual or Infrequent Item, or Both [Line Items] | |||||||||
Sale of stock, percentage of ownership sold in transaction | 80.00% | ||||||||
Medicare advance payments | $ 63,600,000 | ||||||||
Employer portion of payroll taxes delayed | $ 9,600,000 |
Acquisitions, Dispositions an_2
Acquisitions, Dispositions and Other Transactions - Additional Information (Details) $ in Thousands | Nov. 01, 2021USD ($) | Jul. 01, 2021USD ($) | Oct. 31, 2021USD ($) | Sep. 30, 2021USD ($)lease | Jun. 30, 2021USD ($)community | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)communitylease | Sep. 30, 2020USD ($)community | Sep. 30, 2021USD ($)communitylease | Dec. 31, 2020USD ($) | Jul. 26, 2020community | Jan. 30, 2020community |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Investment in unconsolidated ventures | $ 103,808 | $ 103,808 | $ 103,808 | $ 4,898 | ||||||||
Cash distributions received | $ 6,191 | $ 766 | ||||||||||
Number of communities leased | lease | 234 | 234 | 234 | |||||||||
Gain on sale of assets | $ 288,375 | $ 2,209 | $ 289,408 | 374,019 | ||||||||
Equity in earnings (loss) of unconsolidated ventures | (1,474) | $ (293) | $ 11,941 | $ (863) | ||||||||
CCRC Ventures, LLC | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Number of communities moved to unconsolidated entry fee venture | community | 2 | |||||||||||
Securities Purchase Agreement | HCA Healthcare, Inc. | Health Care Services | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Sale of stock, percentage of ownership sold in transaction | 80.00% | |||||||||||
Sale of stock, consideration received on transaction | $ 400,000 | |||||||||||
Net cash proceeds | $ 305,800 | |||||||||||
Sale of stock, percentage of ownership after transaction | 20.00% | |||||||||||
Investment in unconsolidated ventures | $ 100,000 | |||||||||||
Gain on sale of equity method investee | 288,200 | |||||||||||
Securities Purchase Agreement | HCA Healthcare, Inc. | Health Care Services | Subsequent Event | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Proceeds from post closing working capital adjustment | $ 6,800 | |||||||||||
Cash distributions received | $ 35,000 | |||||||||||
Communities Disposed of Through Lease Terminations | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Number of communities disposed of | community | 33 | |||||||||||
Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations | Communities Disposed of Through Sale | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Number of communities disposed of | community | 2 | 2 | 4 | |||||||||
Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations | Communities Disposed of Through Sale | CCRC Ventures, LLC | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Net cash proceeds | $ 14,000 | |||||||||||
Cash distributions received | 3,000 | $ 5,400 | ||||||||||
Number of entry fee communities sold | community | 2 | |||||||||||
Equity in earnings (loss) of unconsolidated ventures | $ 13,900 | |||||||||||
Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations | Sale of 2 communities | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Net cash proceeds | $ 8,500 | $ 38,100 | ||||||||||
Gain on sale of assets | $ 500 | $ 2,700 | ||||||||||
Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations | One Community Held For Sale | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Number of communities classified as held for sale | community | 3 | |||||||||||
Assets held for sale | $ 11,700 | $ 11,700 | $ 11,700 | |||||||||
Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations | One Community Held For Sale | CCRC Ventures, LLC | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Number of communities classified as held for sale | community | 1 | |||||||||||
Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations | One Community Held For Sale | Assisted Living and Memory Care | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Number of communities classified as held for sale | community | 2 | |||||||||||
Communities Acquired Previously Leased Or Managed | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Number of communities acquired | community | 27 | |||||||||||
Ventas, Inc | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Number of communities leased | community | 120 | |||||||||||
Number of owned communities transferred | community | 5 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | Jul. 01, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Marketable securities | $ 157,936 | $ 172,905 | |
Fair value noncontrolling interest in HCS Venture | 103,808 | 4,898 | |
Total long-term debt | 3,857,459 | 3,915,988 | |
Securities Purchase Agreement | HCA Healthcare, Inc. | Health Care Services | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value noncontrolling interest in HCS Venture | $ 100,000 | ||
Sale of stock, percentage of ownership after transaction | 20.00% | ||
Sale of stock, consideration received on transaction | $ 400,000 | ||
Long-term debt and lines of credit | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total long-term debt | 3,900,000 | $ 3,900,000 | |
Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Marketable securities | $ 157,900 |
Fair Value Measurements - Asset
Fair Value Measurements - Asset Impairment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Asset impairment | $ 639 | $ 8,213 | $ 13,394 | $ 96,729 |
Nonrecurring | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Operating lease right-of-use assets | 0 | 3,300 | 10,500 | 75,600 |
Property, plant and equipment and leasehold intangibles, net | 600 | 4,900 | 2,900 | 19,600 |
Investment in unconsolidated ventures | 0 | 0 | 0 | 1,500 |
Asset impairment | $ 600 | $ 8,200 | $ 13,400 | $ 96,700 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 641,654 | $ 807,980 | $ 2,114,391 | $ 2,688,028 |
Total resident fee revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 600,095 | 700,771 | 1,938,423 | 2,215,107 |
Private pay | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 558,056 | 573,798 | 1,645,437 | 1,818,766 |
Government reimbursement | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 32,767 | 102,544 | 228,165 | 315,866 |
Other third-party payor programs | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 9,272 | 24,429 | 64,821 | 80,475 |
Independent Living | Total resident fee revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 119,584 | 125,762 | 356,371 | 391,902 |
Independent Living | Private pay | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 119,137 | 125,156 | 354,996 | 390,124 |
Independent Living | Government reimbursement | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 447 | 606 | 1,375 | 1,778 |
Independent Living | Other third-party payor programs | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
Assisted Living and Memory Care | Total resident fee revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 402,621 | 408,695 | 1,181,277 | 1,298,330 |
Assisted Living and Memory Care | Private pay | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 385,553 | 391,292 | 1,130,735 | 1,246,181 |
Assisted Living and Memory Care | Government reimbursement | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 17,068 | 17,403 | 50,542 | 52,149 |
Assisted Living and Memory Care | Other third-party payor programs | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 0 | 0 | 0 | 0 |
CCRCs | Total resident fee revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 77,890 | 76,411 | 226,611 | 249,983 |
CCRCs | Private pay | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 53,366 | 57,129 | 159,105 | 181,812 |
CCRCs | Government reimbursement | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 15,252 | 13,440 | 42,165 | 46,589 |
CCRCs | Other third-party payor programs | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 9,272 | 5,842 | 25,341 | 21,582 |
Health Care Services | Total resident fee revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 89,903 | 174,164 | 274,892 | |
Health Care Services | Private pay | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 221 | 601 | 649 | |
Health Care Services | Government reimbursement | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 71,095 | 134,083 | 215,350 | |
Health Care Services | Other third-party payor programs | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 18,587 | $ 39,480 | $ 58,893 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Jul. 01, 2021 | |
Disaggregation of Revenue [Line Items] | |||||
Monthly resident fees | $ 25 | $ 21.1 | |||
Revenue recognized | 56.2 | $ 59.3 | |||
Securities Purchase Agreement | HCA Healthcare, Inc. | Health Care Services | |||||
Disaggregation of Revenue [Line Items] | |||||
Medicare advance payments | $ 63.6 | ||||
Deferred Revenue and Credits | |||||
Disaggregation of Revenue [Line Items] | |||||
Contract with customer, liability | 67.1 | 138.3 | |||
CARES Act | Accelerated and Advance Payment Program | |||||
Disaggregation of Revenue [Line Items] | |||||
Amount received from Accelerated and Advance Payment Program | $ 2.5 | $ 6.1 | $ 87.5 | 87.5 | |
CARES Act | Accelerated and Advance Payment Program | Health Care Services | |||||
Disaggregation of Revenue [Line Items] | |||||
Amount received from Accelerated and Advance Payment Program | $ 75.2 |
Property, Plant and Equipment_3
Property, Plant and Equipment and Leasehold Intangibles, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment and leasehold intangibles | $ 8,671,040 | $ 8,671,040 | $ 8,558,158 | ||
Accumulated depreciation and amortization | (3,730,487) | (3,730,487) | (3,490,098) | ||
Property, plant and equipment and leasehold intangibles, net | 4,940,553 | 4,940,553 | 5,068,060 | ||
Finance lease, right-of-use asset | 300,000 | 300,000 | 400,000 | ||
Depreciation and amortization expense | 84,600 | $ 87,800 | 252,000 | $ 271,700 | |
Land | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment and leasehold intangibles | 502,918 | 502,918 | 505,298 | ||
Buildings and improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment and leasehold intangibles | 5,251,220 | 5,251,220 | 5,215,460 | ||
Furniture and equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment and leasehold intangibles | 973,932 | 973,932 | 945,783 | ||
Resident and leasehold operating intangibles | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment and leasehold intangibles | 304,837 | 304,837 | 307,071 | ||
Construction in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment and leasehold intangibles | 48,632 | 48,632 | 61,491 | ||
Assets under financing leases and leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment and leasehold intangibles | $ 1,589,501 | $ 1,589,501 | $ 1,523,055 |
Goodwill - Additional Informati
Goodwill - Additional Information (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Goodwill [Line Items] | ||
Goodwill | $ 27,321 | $ 154,131 |
Independent Living | ||
Goodwill [Line Items] | ||
Goodwill | $ 27,300 | 27,300 |
Health Care Services | ||
Goodwill [Line Items] | ||
Goodwill | $ 126,800 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Long-Term Debt, Capital and Financing Leases and Financing Obligations [Line Items] | ||
Debt discount and deferred financing costs, net | $ (23,923) | $ (27,500) |
Total long-term debt | 3,857,459 | 3,915,988 |
Current portion | 219,323 | 68,885 |
Long-term debt, less current portion | 3,638,136 | 3,847,103 |
Mortgage notes payable | ||
Long-Term Debt, Capital and Financing Leases and Financing Obligations [Line Items] | ||
Total long-term debt | $ 2,322,629 | $ 2,366,996 |
Weighted average interest rate | 4.17% | 4.18% |
Variable Mortgages | ||
Long-Term Debt, Capital and Financing Leases and Financing Obligations [Line Items] | ||
Total long-term debt | $ 1,513,622 | $ 1,529,935 |
Weighted average interest rate | 2.43% | 2.49% |
Other notes payable | ||
Long-Term Debt, Capital and Financing Leases and Financing Obligations [Line Items] | ||
Total long-term debt | $ 45,131 | $ 46,557 |
Weighted average interest rate | 9.48% | 8.98% |
Debt - Narrative (Details)
Debt - Narrative (Details) | Oct. 01, 2021USD ($)day$ / shares | Sep. 30, 2021USD ($) | Sep. 28, 2021$ / shares | Dec. 31, 2020USD ($) |
Credit Facilities [Line Items] | ||||
Percentage of total debt | 98.30% | |||
Debt | $ 3,857,459,000 | $ 3,915,988,000 | ||
Subsequent Event | ||||
Credit Facilities [Line Items] | ||||
Repayments of notes payable | $ 45,000,000 | |||
Mortgages | ||||
Credit Facilities [Line Items] | ||||
Mortgage debt | 3,800,000,000 | |||
Debt | 2,322,629,000 | $ 2,366,996,000 | ||
Mortgages | Subsequent Event | ||||
Credit Facilities [Line Items] | ||||
Repayments of long-term debt | 29,200,000 | |||
Convertible Debt | Convertible Senior Notes Due 2026 | ||||
Credit Facilities [Line Items] | ||||
Share price (in dollars per share) | $ / shares | $ 6 | |||
Convertible Debt | Convertible Senior Notes Due 2026 | Subsequent Event | ||||
Credit Facilities [Line Items] | ||||
Debt face amount | $ 230,000,000 | |||
Interest rate, stated percentage | 2.00% | |||
Net proceeds received | $ 224,300,000 | |||
Cost of the capped call transactions | $ 15,900,000 | |||
Threshold trading days | day | 20 | |||
Threshold consecutive trading days | day | 30 | |||
Threshold percentage of stock price trigger | 130.00% | |||
Threshold business days | day | 5 | |||
Threshold consecutive trading days, measurement period | day | 10 | |||
Percentage of product of the last reported sale price of the common stock and the conversion rate | 98.00% | |||
Debt instrument, convertible, conversion ratio | 0.1234568 | |||
Debt instrument, convertible, conversion price (in dollars per share) | $ / shares | $ 8.10 | |||
Scheduled trading day | day | 51 | |||
Redemption price percentage | 100.00% | |||
Derivative, exercise price (in dollars per share) | $ / shares | $ 8.10 | |||
Derivative, cap price (in dollars per share) | $ / shares | $ 9.90 | |||
Share price, premium percentage | 65.00% | |||
Fifth Amended and Restated Credit Agreement | Line of Credit | Letter of Credit Sublimit | ||||
Credit Facilities [Line Items] | ||||
Letters of credit issued | 70,600,000 | |||
Fifth Amended and Restated Credit Agreement | Line of Credit | Letter of Credit | ||||
Credit Facilities [Line Items] | ||||
Letters of credit issued | 13,600,000 | |||
Credit facility, maximum borrowing capacity | 15,000,000 | |||
Credit Agreement With Capital One, National Association | Line of Credit | Revolving Credit Facility | ||||
Credit Facilities [Line Items] | ||||
Debt | 0 | |||
Credit facility, maximum borrowing capacity | $ 80,000,000 |
Leases (Details)
Leases (Details) | 9 Months Ended |
Sep. 30, 2021communitylease | |
Lessee, Lease, Description [Line Items] | |
Operating and financing leases, number of communities | community | 300 |
Operating lease, number of communities | 234 |
Financing leases, number of communities | 66 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Finance and operating lease, renewal term | 5 years |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Finance and operating lease, renewal term | 20 years |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Leases [Abstract] | ||||
Facility operating expense | $ 1,634 | $ 4,755 | $ 10,996 | $ 14,540 |
Facility lease expense | 43,226 | 51,620 | 131,508 | 178,480 |
Operating lease expense | 44,860 | 56,375 | 142,504 | 193,020 |
Operating lease expense adjustment | 6,273 | 117,322 | 16,263 | 132,276 |
Changes in operating lease assets and liabilities for lessor capital expenditure reimbursements | (11,551) | (3,131) | (27,057) | (13,640) |
Operating net cash outflows from operating leases | 39,582 | 170,566 | 131,710 | 311,656 |
Payments for lease restructuring | 119,200 | 119,200 | ||
Depreciation and amortization | 7,677 | 7,818 | 22,901 | 24,999 |
Interest expense: financing lease obligations | 11,674 | 11,908 | 34,549 | 37,082 |
Financing lease expense | 19,351 | 19,726 | 57,450 | 62,081 |
Operating cash outflows from financing leases | 11,674 | 11,908 | 34,549 | 37,082 |
Financing cash outflows from financing leases | 5,039 | 4,548 | 14,692 | 14,312 |
Changes in financing lease assets and liabilities for lessor capital expenditure reimbursement | (4,136) | (923) | (7,583) | (4,337) |
Total net cash outflows from financing leases | $ 12,577 | $ 15,533 | $ 41,658 | $ 47,057 |
Leases - Maturity ASC 842 (Deta
Leases - Maturity ASC 842 (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Operating Leases | |
2021 (three months) | $ 50,822 |
2022 | 205,262 |
2023 | 193,855 |
2024 | 194,607 |
2025 | 192,345 |
Thereafter | 284,938 |
Total lease payments | 1,121,829 |
Purchase option liability and non-cash gain on future sale of property | 0 |
Imputed interest and variable lease payments | (249,292) |
Total lease obligations | 872,537 |
Financing Leases | |
2021 (three months) | 16,608 |
2022 | 67,070 |
2023 | 67,791 |
2024 | 68,992 |
2025 | 59,023 |
Thereafter | 112,922 |
Total lease payments | 392,406 |
Purchase option liability and non-cash gain on future sale of property | 416,575 |
Imputed interest and variable lease payments | (252,494) |
Total lease obligations | $ 556,487 |
Investment in Unconsolidated _2
Investment in Unconsolidated Ventures (Details) - Healthcare Services Venture - Variable Interest Entity, Not Primary Beneficiary $ in Millions | Sep. 30, 2021USD ($) |
Investments in and Advances to Affiliates [Line Items] | |
Ownership percentage | 20.00% |
Maximum exposure to loss | $ 98.8 |
HCA Healthcare, Inc. | |
Investments in and Advances to Affiliates [Line Items] | |
Ownership percentage | 80.00% |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - Unvested Restricted Stock - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | ||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted Stock Unit and Stock Award Grants (in shares) | 3 | 20 | 1,961 |
Weighted Average Grant Date Fair Value (in dollars per share) | $ 7.76 | $ 6.62 | $ 5.09 |
Total Grant Date Fair Value | $ 22 | $ 130 | $ 9,988 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings Per Share [Abstract] | ||||
Net income (loss) | $ 174,282 | $ (124,975) | $ (17,588) | $ 126,139 |
Weighted average common shares outstanding: | ||||
Weighted average shares outstanding - basic | 185,317 | 183,244 | 184,841 | 183,535 |
Effect of dilutive securities (in shares) | 10,913 | 0 | 0 | 133 |
Weighted average shares outstanding - diluted | 196,230 | 183,244 | 184,841 | 183,668 |
Basic earnings (loss) per common share: | ||||
Net income (loss) per share attributable to common stockholders (in dollars per share) | $ 0.94 | $ (0.68) | $ (0.10) | $ 0.69 |
Net income (loss) per share attributable to common stockholders (in dollars per share) | $ 0.89 | $ (0.68) | $ (0.10) | $ 0.69 |
Earnings Per Share - Schedule_2
Earnings Per Share - Schedule of Potentially Dilutive Securities (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (shares) | 10.6 | 25.3 | 21.5 | 25 |
Non-performance-based restricted stock and restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (shares) | 3.5 | 7.1 | 4.9 | 6.9 |
Performance-based restricted stock and restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (shares) | 0.3 | 1.9 | 0.3 | 1.8 |
Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (shares) | 6.8 | 16.3 | 16.3 | 16.3 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Valuation Allowance [Line Items] | |||||
Gross deferred federal, state and local tax expense (benefit) | $ 81,000 | $ (27,400) | $ 35,000 | $ 36,800 | |
Deferred tax expense | 8,512 | (2,727) | |||
Deferred federal, state and local tax benefit | 69,300 | 56,300 | |||
Increase (decrease) in valuation allowance | (71,800) | 40,000 | (26,500) | (39,500) | |
Gain on sale of assets | 288,375 | $ 2,209 | 289,408 | 374,019 | |
Valuation allowance | $ 354,500 | 354,500 | $ 381,000 | ||
Securities Purchase Agreement | Health Care Services | HCA Healthcare, Inc. | |||||
Valuation Allowance [Line Items] | |||||
Gross deferred federal, state and local tax expense (benefit) | 104,300 | ||||
Increase (decrease) in valuation allowance | (95,200) | ||||
Current operating loss | |||||
Valuation Allowance [Line Items] | |||||
Increase (decrease) in valuation allowance | $ 68,700 | 78,100 | |||
CCRC Ventures, LLC | |||||
Valuation Allowance [Line Items] | |||||
Gain on sale of assets | 93,100 | ||||
Healthpeak | |||||
Valuation Allowance [Line Items] | |||||
Increase (decrease) in valuation allowance | $ (117,600) |
Supplemental Disclosure of Ca_3
Supplemental Disclosure of Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Supplemental Disclosure of Cash Flow Information: | ||||
Interest paid | $ 142,268 | $ 157,688 | ||
Income taxes paid, net of refunds | 6,447 | 4,236 | ||
Net cash paid | 125,817 | 140,690 | ||
Loss (gain) on debt modification and extinguishment, net | $ 0 | $ (7,917) | 0 | 11,107 |
Accounts receivable, net | 584 | (19,678) | ||
Investments in unconsolidated ventures | 5,359 | 1,809 | ||
Prepaid expenses and other assets, net | (7,487) | 27,504 | ||
Refundable fees and deferred revenue | (10,492) | 64,763 | ||
Loss (gain) on sale of assets, net | $ (288,375) | $ (2,209) | (289,408) | (374,019) |
Capital expenditures, net of related payables | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Net cash paid | 125,817 | 140,690 | ||
Trade accounts payable | 2,987 | (7,849) | ||
Acquisition of communities from Healthpeak | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Property, plant and equipment and leasehold intangibles, net | 0 | (286,734) | ||
Operating lease right-of-use assets | 0 | (63,285) | ||
Financing lease obligations | 0 | 129,196 | ||
Operating lease obligations | 0 | 74,335 | ||
Loss (gain) on debt modification and extinguishment, net | 0 | (19,731) | ||
Net cash paid | 0 | 407,249 | ||
Ventas master lease and debt modification | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Property, plant and equipment and leasehold intangibles, net | 0 | (66,444) | ||
Operating lease right-of-use assets | 0 | (153,213) | ||
Financing lease obligations | 0 | 7,077 | ||
Operating lease obligations | 0 | 362,944 | ||
Net cash paid | 0 | 119,180 | ||
Other assets, net | 0 | (42,354) | ||
Long-term debt | 0 | 34,053 | ||
Additional paid-in-capital | 0 | (22,883) | ||
Proceeds from HCS Sale, net | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Trade accounts payable | 1,387 | 0 | ||
Property, plant and equipment and leasehold intangibles, net | (1,806) | 0 | ||
Operating lease right-of-use assets | (8,145) | 0 | ||
Operating lease obligations | 8,145 | 0 | ||
Accounts receivable, net | (57,582) | 0 | ||
Investments in unconsolidated ventures | 100,000 | 0 | ||
Goodwill | (126,810) | 0 | ||
Prepaid expenses and other assets, net | (26,409) | 0 | ||
Accrued expenses | 25,226 | 0 | ||
Refundable fees and deferred revenue | 57,314 | 0 | ||
Other liabilities | 11,135 | 0 | ||
Loss (gain) on sale of assets, net | (288,233) | 0 | ||
Net cash received | (305,778) | 0 | ||
Acquisition of other assets, net of related payables and cash received | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Property, plant and equipment and leasehold intangibles, net | 0 | (684) | ||
Financing lease obligations | 0 | 64,260 | ||
Net cash paid | 0 | 64,944 | ||
Proceeds from sale of CCRC Venture, net | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Investments in unconsolidated ventures | 0 | 14,848 | ||
Loss (gain) on sale of assets, net | 0 | (369,831) | ||
Net cash received | 0 | (289,225) | ||
Current portion of long-term debt | 0 | 34,706 | ||
Other liabilities | 0 | 60,748 | ||
Proceeds from sale of other assets, net | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Property, plant and equipment and leasehold intangibles, net | (568) | (938) | ||
Prepaid expenses and other assets, net | 0 | (1,318) | ||
Loss (gain) on sale of assets, net | (1,175) | (4,188) | ||
Other liabilities | (22) | (1,086) | ||
Assets held for sale | 8,040 | 34,348 | ||
Net cash received | (9,805) | (41,878) | ||
Assets designated as held for sale | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Property, plant and equipment and leasehold intangibles, net | 3,612 | 0 | ||
Assets held for sale | 3,612 | 0 | ||
Net | 0 | 0 | ||
Healthpeak master lease modification | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Property, plant and equipment and leasehold intangibles, net | 0 | 57,462 | ||
Operating lease right-of-use assets | 0 | 88,044 | ||
Financing lease obligations | 0 | 70,874 | ||
Operating lease obligations | 0 | (101,456) | ||
Net | 0 | 0 | ||
Other non-cash lease transactions, net | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Property, plant and equipment and leasehold intangibles, net | (3,521) | (13,498) | ||
Operating lease right-of-use assets | 17,013 | 7,291 | ||
Financing lease obligations | (3,521) | (15,483) | ||
Operating lease obligations | (17,013) | (5,199) | ||
Other liabilities | 0 | (107) | ||
Net | 0 | 0 | ||
Non-development | Capital expenditures, net of related payables | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Net cash paid | 91,438 | 104,949 | ||
Development | Capital expenditures, net of related payables | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Net cash paid | 2,726 | 9,913 | ||
Non-development - reimbursable | Capital expenditures, net of related payables | ||||
Supplemental Disclosure of Cash Flow Information: | ||||
Net cash paid | $ 34,640 | $ 17,979 |
Supplemental Disclosure of Ca_4
Supplemental Disclosure of Cash Flow Information - Schedule of cash, cash equivalents, and restricted cash (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Supplemental Cash Flow Elements [Abstract] | ||||
Cash and cash equivalents | $ 478,509 | $ 380,420 | ||
Restricted cash | 37,722 | 28,059 | ||
Long-term restricted cash | 61,668 | 56,669 | ||
Total cash, cash equivalents, and restricted cash | $ 577,899 | $ 465,148 | $ 493,075 | $ 301,697 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | Sep. 30, 2021USD ($)segment | Jul. 01, 2021 | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)segment | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) |
Segment Reporting Information [Line Items] | |||||||
Number of reportable segments | segment | 4 | 4 | |||||
Revenue | $ 641,654 | $ 807,980 | $ 2,114,391 | $ 2,688,028 | |||
Segment operating income | 123,382 | 146,675 | 380,159 | 607,979 | |||
General and administrative expense (including non-cash stock-based compensation expense) | 43,812 | 54,138 | 146,155 | 161,251 | |||
Facility lease expense | 43,226 | 51,620 | 131,508 | 178,480 | |||
Depreciation and amortization | 84,560 | 87,821 | 252,042 | 271,713 | |||
Asset impairment | 639 | 8,213 | 13,394 | 96,729 | |||
Income (loss) from operations | (48,855) | (55,117) | (162,940) | (100,194) | |||
Total assets | $ 6,654,333 | 6,654,333 | 6,654,333 | $ 6,901,758 | |||
Other operating income | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 89 | 10,765 | 12,132 | 37,458 | |||
Independent Living | Other operating income | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 9 | 96 | 1,484 | 96 | |||
Assisted Living and Memory Care | Other operating income | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 75 | 1,936 | 5,808 | 2,088 | |||
CCRCs | Other operating income | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 5 | 2,841 | 1,735 | 12,387 | |||
Health Care Services | HCA Healthcare, Inc. | Securities Purchase Agreement | |||||||
Segment Reporting Information [Line Items] | |||||||
Sale of stock, percentage of ownership sold in transaction | 80.00% | ||||||
Sale of stock, percentage of ownership after transaction | 20.00% | ||||||
Health Care Services | Other operating income | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 0 | 5,892 | 3,105 | 22,887 | |||
Operating Segments | Independent Living | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 119,593 | 125,858 | 357,855 | 391,998 | |||
Segment operating income | 36,733 | 42,438 | 109,354 | 134,890 | |||
Asset impairment | 150 | 0 | 2,034 | 31,317 | |||
Total assets | 1,367,177 | 1,367,177 | 1,367,177 | 1,419,838 | |||
Operating Segments | Assisted Living and Memory Care | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 402,696 | 410,631 | 1,187,085 | 1,300,418 | |||
Segment operating income | 75,324 | 87,152 | 223,819 | 306,861 | |||
Asset impairment | 475 | 8,213 | 10,596 | 51,301 | |||
Total assets | 3,653,277 | 3,653,277 | 3,653,277 | 3,787,611 | |||
Operating Segments | CCRCs | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 77,895 | 79,252 | 228,346 | 262,370 | |||
Segment operating income | 7,704 | 9,954 | 23,985 | 43,735 | |||
Asset impairment | 14 | 0 | 764 | 12,173 | |||
Total assets | 715,310 | 715,310 | 715,310 | 738,121 | |||
Operating Segments | Management Services | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 41,470 | 96,444 | 163,836 | 435,463 | |||
Segment operating income | 3,621 | 5,669 | 17,185 | 120,460 | |||
Asset impairment | 0 | 0 | 0 | 1,938 | |||
Total assets | 918,569 | 918,569 | 918,569 | 723,010 | |||
Operating Segments | Health Care Services | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 0 | 95,795 | 177,269 | 297,779 | |||
Segment operating income | 0 | $ 1,462 | 5,816 | $ 2,033 | |||
Total assets | $ 0 | $ 0 | $ 0 | $ 233,178 |