Assets and Associated Liabilities Held For Sale and Discontinued Operations | 6. Assets and Associated Liabilities Held For Sale and Discontinued Operations As part of executing on Possible Strategic Alternatives, during 2018, the Company committed to a plan to sell a total of 70 properties, including: (1) the 63 property MOB/Healthcare Portfolio, (2) the six properties comprising the Perennial Communities and (3) Welbrook Senior Living Grand Junction. As such, the Company classified the 70 properties as held for sale. During the year ended December 31, 2019, the Company sold 61 of the 70 properties and as of December 31, 2019, had entered into purchase and sale agreements for its acute care property in New Orleans (the “New Orleans Sale Agreement”) and for the Perennial Communities (the “Perennial Sale Agreement”) with unrelated third party buyers. During the nine months ended September 30, 2020, the Company sold the seven properties in accordance with the New Orleans Sale Agreement and the Perennial Sale Agreement and recorded gain on sale of $1.1 million for financial reporting purposes. As described in Note 4, “Real Estate Assets, Net”, in September 2020, the Company decided to discontinue marketing for sale one of its two remaining acute care properties that it had previously classified as assets held for sale. As a result of discontinued marketing efforts, this acute care property no longer met the assets held for sale criteria. The Company recorded all operating results from this acute care property as income or loss from continuing operations for all periods presented. As of September 30, 2020 and December 31, 2019, the Company had one acute care property and eight properties, respectively, classified as assets held for sale. The one asset held for sale, and the liabilities associated with those assets held for sale, consisted of the following (in thousands): As of September 30, 2020 MOB/Healthcare Portfolio Other Total Real estate investment properties, net $ 5,922 $ — $ 5,922 Intangibles, net 1,583 ― 1,583 Other assets 22 ― 22 Assets held for sale, net $ 7,527 $ — $ 7,527 Accounts payable and accrued liabilities $ 6 $ — $ 6 Other liabilities 87 ― 87 Liabilities associated with assets held for sale $ 93 $ — $ 93 As of December 31, 2019, the eight 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, 2019 MOB/Healthcare Portfolio Other Total Real estate held for sale, net $ 28,307 $ 46,908 $ 75,215 Intangibles, net 6,252 800 7,052 Deferred rent and lease incentives 1,345 4,952 6,297 Other assets 6 68 74 Restricted cash 94 72 166 Assets held for sale, net $ 36,004 $ 52,800 $ 88,804 Accounts payable and accrued liabilities $ 4 $ 3 $ 7 Other liabilities ― 684 684 Liabilities associated with assets held for sale $ 4 $ 687 $ 691 The Company classified the revenues and expenses related to the Company’s MOB/Healthcare Portfolio, which consisted of 62 properties, as discontinued operations in the accompanying condensed consolidated statements of operations, as it believed the sale of these properties represented a strategic shift in the Company’s operations. The following table is a summary of the Company’s income from discontinued operations for the quarter and nine months ended September 30, 2020 and 2019 (in thousands): Quarter Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 Revenues: Rental income and related revenues $ 256 $ 1,707 $ 1,112 $ 45,174 Operating expenses: Property operating expenses ― ― 6 11,116 General and administrative expenses 6 42 178 658 Asset management fees 25 180 114 4,537 Property management fees 7 9 23 1,249 Total operating expenses 38 231 321 17,560 Gain on sale of real estate ― ― ― 331,663 Operating income 218 1,476 791 359,277 Other income (expense): Interest and other income ― 22 7 33 Interest expense and loan cost amortization (1)(2) ― ― ― (14,618) Total other income (expense) ― 22 7 (14,585) Income before income taxes 218 1,498 798 344,692 Income tax benefit (expense) ― 59 ― (172) Income from discontinued operations $ 218 $ 1,557 $ 798 $ 344,520 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. |