Assets and Associated Liabilities Held For Sale and Discontinued Operations | 5. Assets and Associated Liabilities Held For Sale and Discontinued Operations As part of executing on Possible Strategic Alternatives, the Company committed to a plan to sell a total of 70 properties, including: (1) six skilled nursing facilities located in Arkansas (“Perennial Communities”); (2) a portfolio of 53 MOBs, five post-acute care facilities and five acute care hospitals located across the U.S. (collectively, the “MOB/Healthcare Portfolio”); and (3) a post-acute care property located in Colorado (“ Welbrook Senior Living Grand Junction”). As such, the Company classified a total of 70 properties as held for sale. In December 2018, the Company entered into the MOB Sale Agreement related to the 55 MOBs and related properties within the MOB/Healthcare Portfolio that comprise the MOB Sale, for a gross sales price of $1.25 billion, subject to certain pro-rations and other adjustments as described in the MOB Sale Agreement. In May 2019, the Company completed the MOB Sale and recorded a gain for financial reporting purposes. 5. Assets and Associated Liabilities Held For Sale and Discontinued Operations (continued) In March 2019, the Company entered into the IRF Sale Agreement related to the four post-acute care properties within the MOB/Healthcare Portfolio that comprise the IRF Sale, for a gross sales price of $94 million, subject to certain pro-rations and other adjustments as described in the IRF Sale Agreement. In April 2019, the Company completed the IRF Sale and recorded a gain for financial reporting purposes. As of September 30, 2019, the 11 remaining properties classified as held for sale include: (1) the six Perennial Communities; (2) three acute care hospitals, including the Beaumont property for which the Company entered into the Beaumont Sale Agreement in July 2019, and one post-acute care facility within the MOB/Healthcare Portfolio; and (3) Welbrook Senior Living Grand Junction for which the Company entered into the Grand Junction Sale Agreement in October 2019. As of September 30, 2019, the assets held for sale and the liabilities associated with those assets held for sale consisted of the following (in thousands): As of September 30, 2019 MOB/Healthcare Portfolio Other Total Real estate investment properties, net $ 76,737 $ 51,339 $ 128,076 Intangibles, net 6,252 800 7,052 Deferred rent and lease incentives 3,622 6,040 9,662 Other assets 1,051 647 1,698 Restricted cash 86 145 231 Assets held for sale, net $ 87,748 $ 58,971 $ 146,719 Other liabilities $ 405 $ 634 $ 1,039 Accounts payable and accrued liabilities 37 ― 37 Liabilities associated with assets held for sale $ 442 $ 634 $ 1,076 As of December 31, 2018, the 70 properties classified as assets held for sale and the liabilities associated with those assets held for sale consisted of the following (in thousands): As of December 31, 2018 MOB/Healthcare Portfolio Other Total Real estate held for sale, net $ 952,656 $ 51,339 $ 1,003,995 Real estate under development 3,490 ― 3,490 Intangibles, net 82,417 800 83,217 Deferred rent and lease incentives 36,562 6,501 43,063 Other assets 11,425 182 11,607 Restricted cash 2,013 260 2,273 Assets held for sale, net $ 1,088,563 $ 59,082 $ 1,147,645 Mortgages and other notes payable, net $ 492,701 $ 8,097 $ 500,798 Credit facilities 212,731 34,778 247,509 Other liabilities 16,653 634 17,287 Accounts payable and accrued liabilities 8,425 ― 8,425 Liabilities associated with assets held for sale $ 730,510 $ 43,509 $ 774,019 5. Assets and Associated Liabilities Held For Sale and Discontinued Operations (continued) The Company classified the revenues and expenses related to the 63 properties comprising its MOB/Healthcare Portfolio as discontinued operations in the accompanying condensed consolidated statements of operations, as it believes the sale of these properties represents a strategic shift in the Company’s operations. The following table summarizes the Company’s income (loss) from discontinued operations for the quarter and nine months ended September 30, 2019 and 2018 (in thousands): Quarter Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Revenues: Rental income and related revenues $ 4,256 $ 28,458 $ 48,849 $ 85,345 Operating expenses: Property operating expenses 101 7,800 11,155 22,898 General and administrative 90 295 639 1,057 Asset management fees 254 3,031 4,758 9,094 Property management fees 9 707 1,249 2,899 Financing coordination fees ― ― ― 2,326 Depreciation and amortization ― 10,592 ― 31,956 Total operating expenses 454 22,425 17,801 70,230 Gain on sale of real estate ― ― 331,663 ― Operating income 3,802 6,033 362,711 15,115 Other income (expense): Interest and other income (expense) 22 3 33 107 Interest expense and loan cost amortization (1) (2) ― (8,652) (14,831) (24,678) Total other expense 22 (8,649) (14,798) (24,571) Income (loss) before income taxes 3,824 (2,616) 347,913 (9,456) Income tax expense 53 (18) (192) (55) Income (loss) from discontinued operations $ 3,877 $ (2,634) $ 347,721 $ (9,511) FOOTNOTES: (1) Interest expense and loan cost amortization directly relates to either: (1) expense on mortgages and other notes payable collateralized by properties classified as discontinued operations; or (2) expense on the Company’s credit facilities that is allocated based on the value of the properties, which are classified as discontinued operations and included in the credit facilities’ unencumbered pool of assets, and the related indebtedness is required to be repaid upon sale of the properties. (2) In connection with the IRF Sale and the MOB Sale, the Company wrote off approximately $3.3 million in unamortized loan costs as a loss on the early extinguishment of debt, which is included in interest expense and loan cost amortization herein for the nine months ended September 30, 2019. |