OTHER REAL ESTATE RELATED AND OTHER INVESTMENTS | OTHER REAL ESTATE RELATED AND OTHER INVESTMENTS As of September 30, 2024 and December 31, 2023, the Company’s other real estate related investments, inclusive of accrued interest, consisted of the following (dollars in thousands): Facility Count and Type As of September 30, 2024 Loans Receivable, at Fair Value: SNF Campus ALF ILF Principal Balance as of September 30, 2024 Fair Value as of September 30, 2024 Fair Value as of December 31, 2023 Weighted Average Contractual Interest Rate (1), (2) Maturity Date Mortgage secured loans receivable (3) 59 4 19 2 $ 617,872 $ 611,627 $ 156,769 8.8 % 5/31/2025 - 6/29/2033 Mezzanine loans receivable (3) 40 3 2 — 77,165 74,822 21,799 12.8 % 7/25/2027 - 6/30/2032 $ 695,037 $ 686,449 $ 178,568 As of September 30, 2024 Other Investments: Principal Balance as of September 30, 2024 Book Value as of September 30, 2024 Book Value as of December 31, 2023 Weighted Average Contractual Interest Rate Maturity Date Preferred equity $ 53,782 $ 54,281 $ 1,801 11.1 % N/A Total $ 53,782 $ 54,281 $ 1,801 (1) Rates are net of subservicing fee, if applicable. The following table summarizes the Company’s other real estate related investments activity for the nine months ended September 30, 2024 and 2023 (dollars in thousands): Nine Months Ended September 30, 2024 2023 Origination of other real estate related investments $ 556,951 $ 47,534 Accrued interest, net 4,099 129 Unrealized loss on other real estate related investments, net (689) (7,856) Prepayments of other real estate related investments — (15,000) Net change in other real estate related investments $ 560,361 $ 24,807 2024 Other Real Estate Related Investment Transactions On January 1, 2024, the Company closed on the sale of one ALF. In connection with the sale, the Company provided affiliates of the purchaser of the property with a $1.0 million mortgage loan which bears interest at a rate of 9.0%. The mortgage loan is s ecured by the ALF and is set to mature on January 1, 2027. The mortgage loan may be prepaid in whole before the maturity date. The Company elected the fair value option for the mortgage loan. On January 25, 2024, the Company extended a $9.8 million mezzanine loan for a portfolio of ten SNFs located in Missouri secured by a pledge of membership interests in an up-tier holding company of the borrower group. The Company participated in the loan alongside a co-lender pursuant to a participation agreement entered into between the Company and the co-lender. Pursuant to such agreement, the Company provided $9.8 million in mezzanine loan proceeds and the co-lender provided the remaining $10.2 million of loan proceeds. As a participant in the loan, and subject to limited exceptions, the Company is entitled to receive its proportionate share of loan payments made by the borrower with each co-lender’s proportionate share being given equal weight. The loan bears interest at term SOFR plus 8.75%, with a term SOFR floor of 6%, payable monthly and net of a 0.75% subservicing fee. Commencing on February 1, 2026, monthly principal payments shall be due. The mezzanine loan is set to mature on July 25, 2027, with two six-month extension options and may (subject to certain restrictions) be prepaid in whole before the maturity date for an exit fee ranging from 1% to 2% of the loan plus unpaid interest payments equal to 24 months (less the amount of monthly interest payments made by the borrower through the date of prepayment). The Company elected the fair value option for the mezzanine loan. On February 1, 2024, the Company extended a $7.4 million mezzanine loan for one SNF located in California secured by a pledge of membership interests in an up-tier holding company of the borrower group. The loan bears interest at 11.5%, payable monthly. The mezzanine loan is set to mature on January 31, 2029, and may not (subject to certain limited exceptions) be prepaid prior to the date that is 18 months following the loan closing. The Company elected the fair value option for the mezzanine loan. On February 2, 2024, the Company extended a $35.0 million mezzanine loan for a portfolio of 15 SNFs located in Virginia secured by a pledge of membership interests in an up-tier holding company of the borrower group. The Company participated in the loan alongside a co-lender pursuant to a participation agreement entered into between the Company and the co-lender. Pursuant to such agreement, the Company provided $35.0 million in mezzanine loan proceeds and the co-lender provided the remaining $50.0 million of loan proceeds. As a participant in the loan, and subject to limited exceptions, the Company is entitled to receive its proportionate share of loan payments made by the borrower with each co-lender’s proportionate share being given equal weight. The loan bears interest at term SOFR plus 8.75%, with a term SOFR floor of 6%, payable monthly and net of a 0.75% subservicing fee. Commencing on February 2, 2026, monthly principal payments shall be due. The mezzanine loan is set to mature on August 1, 2027, with two six-month extension options and may (subject to certain restrictions) be prepaid in whole before the maturity date for an exit fee ranging from 1% to 2% of the loan plus unpaid interest payments equal to 18 months (less the amount of monthly interest payments made by the borrower through the date of prepayment). The Company elected the fair value option for the mezzanine loan. On May 1, 2024, the Company extended a $26.7 million mortgage loan to a skilled nursing real estate owner. The mortgage loan is secured by two SNFs and bears interest at a rate of 9.1%, payable monthly. The mortgage loan is set to mature on May 1, 2031 and includes a one year extension option. The mortgage loan may not be prepaid prior to July 31, 2029, subject to certain limited exceptions. The mortgage loan includes a purchase option with an exercise window that opens during the initial 90-day period of each of the 4th, 5th and 6th loan years, with the purchase option price for the facilities being calculated by dividing the amount of the then annual base rent by an agreed upon lease yield. The Company elected the fair value option for the mortgage loan. On June 3, 2024, the Company extended a $165.0 million mortgage loan to a regional health care real estate owner. The mortgage loan is secured by eight SNFs located in North Carolina and bears interest at a rate of SOFR plus 4.25%, with a term SOFR floor of 5.15%, payable monthly and net of a 0.25% subservicing fee. Commencing on June 1, 2027, monthly principal payments will be due. The mortgage loan is set to mature on June 1, 2029, and includes two six-month extension options. The mortgage loan may not be prepaid prior to June 1, 2026, subject to certain limited exceptions. The Company elected the fair value option for the mortgage loan. Concurrently with closing, KeyBank National Association purchased a $75.0 million participation in the mortgage loan from the Company. On July 30, 2024, the Company exercised the call option on the $75.0 million secured borrowing at a call purchase price equal to the principal amount plus accrued and unpaid interest and an exit fee of $0.4 million. See Note 7, Debt , for additional information. In addition, on June 3, 2024, the Company funded a $9.0 million preferred equity investment in an uptier parent entity of the borrower under the $165.0 million mortgage loan described above. The Company's initial contractual yield on its preferred equity investment is 11%. Prepayment of the preferred equity investment is restricted, subject to certain carveouts, prior to the senior mortgage loan being paid off in full. On August 1, 2024, the Company extended a $260.0 million mortgage loan to a skilled nursing real estate owner. The loan is secured by a first priority mortgage lien on a real estate portfolio of 37 SNFs, ALFs and multi-service campuses located in various states and bears interest at a fixed rate of 8.4%, payable monthly. The mortgage loan is set to mature on August 1, 2029 and has a 24-month lockout period on prepayment subject to certain exceptions. The mortgage loan may otherwise be prepaid in part or in whole after the 24-month lockout period with agreed upon exit fees, as applicable. In addition, on August 1, 2024, the Company funded a $43.0 million preferred equity investment in an uptier holding company of the 37-property skilled nursing and assisted living portfolio. The Company's initial contractual yield on its preferred equity investment is 11%. Other Loans Receivables As of September 30, 2024 and December 31, 2023, the Company’s other loans receivable, included in prepaid expenses and other assets, net on the Company’s condensed consolidated balance sheets, consisted of the following (dollars in thousands): As of September 30, 2024 Investment Principal Balance as of September 30, 2024 Book Value as of September 30, 2024 Book Value as of December 31, 2023 Weighted Average Contractual Interest Rate Maturity Date Other loans receivable $ 17,979 $ 18,046 $ 17,156 8.8 % 6/30/2024 (1) - 4/26/2027 Expected credit loss — (2,094) (2,094) Total $ 17,979 $ 15,952 $ 15,062 (1) One other loan receivable with a principal balance of $4.9 million matured on June 30, 2024. The Company and the borrower are in the process of negotiating terms for an extension of the maturity date. The other loan receivable is considered collectible as of September 30, 2024. The following table summarizes the Company’s other loans receivable activity for the nine months ended September 30, 2024 and 2023 (dollars in thousands): Nine Months Ended September 30, 2024 2023 Origination of other loans receivable $ 985 $ 5,160 Principal payments (100) (703) Accrued interest, net 5 33 Net change in other loans receivable $ 890 $ 4,490 Expected credit losses and recoveries are recorded in provision for loan losses, net in the condensed consolidated income statements. During both the nine months ended September 30, 2024 and 2023, the Company had no additional expected credit loss and did not consider any loan receivable investments to be impaired. The following table sum marizes the interest and other income recognized from the Company’s loans receivable and other investments during the three and nine months ended September 30, 2024 and 2023 (dollars in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, Investment 2024 2023 2024 2023 Mortgage secured loans receivable $ 12,054 $ 3,741 $ 21,370 $ 9,207 Mezzanine loans receivable 2,522 702 6,911 2,980 Preferred equity investment 1,110 — 1,322 — Other loans receivable 354 216 1,023 532 Other (1) 4,188 — 12,654 191 Total $ 20,228 $ 4,659 $ 43,280 $ 12,910 (1) Other income is comprised of interest income on money market funds. |