Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 12, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 000-55775 | |
Entity Registrant Name | AMERICAN HEALTHCARE REIT, INC. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 47-2887436 | |
Entity Address, Address Line One | 18191 Von Karman Avenue | |
Entity Address, Address Line Two | Suite 300 | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92612 | |
City Area Code | 949 | |
Local Phone Number | 270-9200 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001632970 | |
Current Fiscal Year End Date | --12-31 | |
Common Class T | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 77,888,698 | |
Common Class I | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 186,275,536 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | |
ASSETS | |||
Real estate investments, net | $ 3,491,845 | $ 3,514,686 | |
Debt security investment, net | 81,167 | 79,315 | |
Cash and cash equivalents | 59,101 | 81,597 | |
Restricted cash | 45,075 | 43,889 | |
Accounts and other receivables, net | 136,843 | 122,778 | |
Identified intangible assets, net | 234,914 | 248,871 | |
Goodwill | 212,714 | 209,898 | |
Operating lease right-of-use assets, net | 114,489 | 158,157 | |
Other assets, net | 147,752 | 121,148 | |
Total assets | 4,523,900 | 4,580,339 | |
Liabilities: | |||
Mortgage loans payable, net | [1] | 1,134,059 | 1,095,594 |
Lines of credit and term loans, net | [1] | 1,266,691 | 1,226,634 |
Accounts payable and accrued liabilities | [1] | 174,179 | 187,254 |
Accounts payable due to affiliates | [1] | 0 | 866 |
Identified intangible liabilities, net | 11,663 | 12,715 | |
Financing obligations | [1] | 21,568 | 33,653 |
Operating lease liabilities | [1] | 104,193 | 145,485 |
Security deposits, prepaid rent and other liabilities | [1] | 46,450 | 48,567 |
Total liabilities | 2,758,803 | 2,750,768 | |
Commitments and contingencies | |||
Redeemable noncontrolling interests | 75,337 | 72,725 | |
Stockholders’ equity: | |||
Preferred stock, $0.01 par value per share; 200,000,000 shares authorized; none issued and outstanding | 0 | 0 | |
Additional paid-in capital | 2,541,504 | 2,531,940 | |
Accumulated deficit | (1,024,328) | (951,303) | |
Accumulated other comprehensive loss | (2,653) | (1,966) | |
Total stockholders’ equity | 1,517,158 | 1,581,293 | |
Noncontrolling interests | 172,602 | 175,553 | |
Total equity | 1,689,760 | 1,756,846 | |
Total liabilities, redeemable noncontrolling interests and equity | 4,523,900 | 4,580,339 | |
Common Class T | |||
Stockholders’ equity: | |||
Common stock | 770 | 763 | |
Common Class I | |||
Stockholders’ equity: | |||
Common stock | $ 1,865 | $ 1,859 | |
[1]Such liabilities of American Healthcare REIT, Inc. represented liabilities of American Healthcare REIT Holdings, LP or its consolidated subsidiaries as of June 30, 2022 and December 31, 2021. American Healthcare REIT Holdings, LP is a variable interest entity, or VIE, and a consolidated subsidiary of American Healthcare REIT, Inc. The creditors of American Healthcare REIT Holdings, LP or its consolidated subsidiaries do not have recourse against American Healthcare REIT, Inc., except for the 2022 Credit Facility, as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $962,900,000 as of June 30, 2022 and the 2018 Credit Facility and 2019 Credit Facility, each as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $441,900,000 and $480,000,000, respectively, as of December 31, 2021, which were guaranteed by American Healthcare REIT, Inc. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | |
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 | |
Preferred stock, shares authorized | 200,000,000 | 200,000,000 | |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Lines of credit and term loans, net | [1] | $ 1,266,691 | $ 1,226,634 |
Common Class T | |||
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 | |
Common Stock, shares authorized | 200,000,000 | 200,000,000 | |
Common stock, shares issued | 77,864,724 | 77,176,406 | |
Common stock, shares outstanding | 77,864,724 | 77,176,406 | |
Common Class I | |||
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 | |
Common Stock, shares authorized | 800,000,000 | 800,000,000 | |
Common stock, shares issued | 186,499,872 | 185,855,625 | |
Common stock, shares outstanding | 186,499,872 | 185,855,625 | |
2019 Corporate Line of Credit [Member] | Line of Credit [Member] | |||
Lines of credit and term loans, net | $ 480,000 | ||
2018 Corporate Line of Credit | Line of Credit [Member] | |||
Lines of credit and term loans, net | $ 441,900 | ||
2022 Credit Agreement | Revolving Credit Facility [Member] | |||
Lines of credit and term loans, net | $ 962,900 | ||
[1]Such liabilities of American Healthcare REIT, Inc. represented liabilities of American Healthcare REIT Holdings, LP or its consolidated subsidiaries as of June 30, 2022 and December 31, 2021. American Healthcare REIT Holdings, LP is a variable interest entity, or VIE, and a consolidated subsidiary of American Healthcare REIT, Inc. The creditors of American Healthcare REIT Holdings, LP or its consolidated subsidiaries do not have recourse against American Healthcare REIT, Inc., except for the 2022 Credit Facility, as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $962,900,000 as of June 30, 2022 and the 2018 Credit Facility and 2019 Credit Facility, each as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $441,900,000 and $480,000,000, respectively, as of December 31, 2021, which were guaranteed by American Healthcare REIT, Inc. |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenues and grant income: | ||||
Resident fees and services | $ 326,225 | $ 276,352 | $ 645,199 | $ 529,378 |
Real estate revenue | 51,105 | 30,642 | 103,048 | 60,665 |
Grant income | 10,969 | 1,099 | 16,183 | 9,328 |
Total revenues and grant income | 388,299 | 308,093 | 764,430 | 599,371 |
Expenses: | ||||
Property operating expenses | 296,059 | 250,426 | 583,219 | 495,568 |
Rental expenses | 14,663 | 8,119 | 29,950 | 16,174 |
General and administrative | 10,928 | 7,343 | 22,047 | 14,600 |
Business acquisition expenses | 1,757 | 2,750 | 1,930 | 3,998 |
Depreciation and amortization | 39,971 | 26,357 | 82,282 | 52,080 |
Total expenses | 363,378 | 294,995 | 719,428 | 582,420 |
Other income (expense): | ||||
Interest expense (including amortization of deferred financing costs, debt discount/premium and gain/loss on debt extinguishments) | (20,345) | (18,490) | (43,670) | (38,855) |
Gain in fair value of derivative financial instruments | 0 | 1,775 | 500 | 3,596 |
(Loss) gain on dispositions of real estate investments | (73) | (42) | 683 | (377) |
Impairment of real estate investments | (17,340) | (3,335) | (17,340) | (3,335) |
Income (loss) from unconsolidated entities | 638 | (901) | 2,024 | (2,672) |
Foreign currency (loss) gain | (3,607) | 238 | (4,994) | 653 |
Other income | 469 | 191 | 1,729 | 463 |
Total net other expense | (40,258) | (20,564) | (61,068) | (40,527) |
Loss before income taxes | (15,337) | (7,466) | (16,066) | (23,576) |
Income tax expense | (205) | (495) | (373) | (658) |
Net loss | (15,542) | (7,961) | (16,439) | (24,234) |
Net (income) loss attributable to noncontrolling interests | (1,768) | 283 | (3,827) | 4,709 |
Net loss attributable to controlling interest | $ (17,310) | $ (7,678) | $ (20,266) | $ (19,525) |
Net loss per Class T and Class I common share attributable to controlling interest — basic (in dollars per share) | $ (0.07) | $ (0.04) | $ (0.08) | $ (0.11) |
Net loss per Class T and Class I common share attributable to controlling interest — diluted (in dollars per share) | $ (0.07) | $ (0.04) | $ (0.08) | $ (0.11) |
Weighted average number of Class T and Class I common shares outstanding — basic (in shares) | 263,017,692 | 179,628,847 | 262,768,637 | 179,628,315 |
Weighted average number of Class T and Class I common shares outstanding — diluted (in shares) | 263,017,692 | 179,628,847 | 262,768,637 | 179,628,315 |
Other comprehensive (loss) income: | ||||
Foreign currency translation adjustments | $ (493) | $ 42 | $ (687) | $ 111 |
Total other comprehensive (loss) income | (493) | 42 | (687) | 111 |
Comprehensive loss | (16,035) | (7,919) | (17,126) | (24,123) |
Comprehensive (income) loss attributable to noncontrolling interests | (1,768) | 283 | (3,827) | 4,709 |
Comprehensive loss attributable to controlling interest | $ (17,803) | $ (7,636) | $ (20,953) | $ (19,414) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Total Stockholders' Equity | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Noncontrolling Interests |
Beginning balance, shares at Dec. 31, 2020 | 179,658,367 | ||||||
Beginning balance Stockholders' Equity at Dec. 31, 2020 | $ 1,034,483 | $ 866,108 | $ 1,798 | $ 1,730,589 | $ (864,271) | $ (2,008) | $ 168,375 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Offering costs — common stock | (1) | (1) | (1) | ||||
Amortization of nonvested restricted common stock and stock units | 53 | 53 | 53 | ||||
Stock based compensation | (14) | (14) | |||||
Distributions to noncontrolling interests | (355) | (355) | |||||
Reclassification of noncontrolling interests to mezzanine equity | 0 | ||||||
Adjustment to value of redeemable noncontrolling interests | (899) | (639) | (639) | (260) | |||
Distributions declared | (3,187) | (3,187) | (3,187) | ||||
Net (loss) income | (23,720) | (19,525) | (19,525) | (4,195) | |||
Other comprehensive income (loss) | 111 | 111 | 111 | ||||
Ending balance, shares at Jun. 30, 2021 | 179,658,367 | ||||||
Ending balance Stockholders' Equity at Jun. 30, 2021 | 1,006,471 | 842,920 | $ 1,798 | 1,730,002 | (886,983) | (1,897) | 163,551 |
Beginning balance, shares at Mar. 31, 2021 | 179,658,367 | ||||||
Beginning balance Stockholders' Equity at Mar. 31, 2021 | 1,018,073 | 853,978 | $ 1,798 | 1,730,237 | (876,118) | (1,939) | 164,095 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Amortization of nonvested restricted common stock and stock units | 26 | 26 | 26 | ||||
Distributions to noncontrolling interests | (179) | (179) | |||||
Adjustment to value of redeemable noncontrolling interests | (373) | (261) | (261) | (112) | |||
Distributions declared | (3,187) | (3,187) | (3,187) | ||||
Net (loss) income | (7,931) | (7,678) | (7,678) | (253) | |||
Other comprehensive income (loss) | 42 | 42 | 42 | ||||
Ending balance, shares at Jun. 30, 2021 | 179,658,367 | ||||||
Ending balance Stockholders' Equity at Jun. 30, 2021 | 1,006,471 | 842,920 | $ 1,798 | 1,730,002 | (886,983) | (1,897) | 163,551 |
Beginning balance, shares at Dec. 31, 2021 | 263,032,031 | ||||||
Beginning balance Stockholders' Equity at Dec. 31, 2021 | 1,756,846 | 1,581,293 | $ 2,622 | 2,531,940 | (951,303) | (1,966) | 175,553 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Offering costs — common stock | (2) | (2) | (2) | ||||
Issuance of common stock under the DRIP, shares | 2,425,500 | ||||||
Issuance of common stock under the DRIP | 22,447 | 22,447 | $ 24 | 22,423 | |||
Issuance of nonvested restricted common stock, shares | 54,900 | ||||||
Issuance of nonvested restricted common stock | 0 | 0 | $ 1 | (1) | |||
Amortization of nonvested restricted common stock and stock units | 1,791 | 1,791 | 1,791 | ||||
Stock based compensation | 42 | 42 | |||||
Repurchase of common stock, shares | (1,147,835) | ||||||
Repurchase of common stock | (10,583) | (10,583) | $ (12) | (10,571) | |||
Distributions to noncontrolling interests | (7,052) | (7,052) | |||||
Adjustment to noncontrolling interest in connection with the Merger | 0 | (1,173) | (1,173) | 1,173 | |||
Reclassification of noncontrolling interests to mezzanine equity | (42) | (42) | |||||
Adjustment to value of redeemable noncontrolling interests | (3,833) | (2,903) | (2,903) | (930) | |||
Distributions declared | (52,759) | (52,759) | (52,759) | ||||
Net (loss) income | (16,408) | (20,266) | (20,266) | 3,858 | |||
Other comprehensive income (loss) | (687) | (687) | (687) | ||||
Ending balance, shares at Jun. 30, 2022 | 264,364,596 | ||||||
Ending balance Stockholders' Equity at Jun. 30, 2022 | 1,689,760 | 1,517,158 | $ 2,635 | 2,541,504 | (1,024,328) | (2,653) | 172,602 |
Beginning balance, shares at Mar. 31, 2022 | 263,809,729 | ||||||
Beginning balance Stockholders' Equity at Mar. 31, 2022 | 1,730,821 | 1,556,667 | $ 2,629 | 2,536,811 | (980,613) | (2,160) | 174,154 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Offering costs — common stock | 1 | 1 | 1 | ||||
Issuance of common stock under the DRIP, shares | 1,199,427 | ||||||
Issuance of common stock under the DRIP | 11,143 | 11,143 | $ 12 | 11,131 | |||
Issuance of nonvested restricted common stock, shares | 54,900 | ||||||
Issuance of nonvested restricted common stock | 0 | $ 1 | (1) | ||||
Amortization of nonvested restricted common stock and stock units | 980 | 980 | 980 | ||||
Stock based compensation | 21 | 21 | |||||
Repurchase of common stock, shares | (699,460) | ||||||
Repurchase of common stock | (6,449) | (6,449) | $ (7) | (6,442) | |||
Distributions to noncontrolling interests | (3,537) | (3,537) | |||||
Reclassification of noncontrolling interests to mezzanine equity | (21) | (21) | |||||
Adjustment to value of redeemable noncontrolling interests | (977) | (976) | (976) | (1) | |||
Distributions declared | (26,405) | (26,405) | (26,405) | ||||
Net (loss) income | (15,324) | (17,310) | (17,310) | 1,986 | |||
Other comprehensive income (loss) | (493) | (493) | (493) | ||||
Ending balance, shares at Jun. 30, 2022 | 264,364,596 | ||||||
Ending balance Stockholders' Equity at Jun. 30, 2022 | $ 1,689,760 | $ 1,517,158 | $ 2,635 | $ 2,541,504 | $ (1,024,328) | $ (2,653) | $ 172,602 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement of Stockholders' Equity [Abstract] | ||||
Distribution per share (in usd per share) | $ 0.10 | $ 0.02 | $ 0.20 | $ 0.02 |
Net income (loss) attributable to redeemable noncontrolling interest | $ (218) | $ (30) | $ (31) | $ (514) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (16,439) | $ (24,234) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 82,293 | 52,080 |
Other amortization | 12,178 | 11,622 |
Deferred rent | (3,542) | (1,771) |
Stock based compensation | 1,779 | 39 |
(Income) loss from unconsolidated entities | (2,024) | 2,672 |
Impairment of real estate investments | 17,340 | 3,335 |
(Gain) loss on dispositions of real estate investments | (683) | 377 |
Foreign currency loss (gain) | 4,848 | (622) |
Loss on extinguishments of debt | 4,410 | 2,293 |
Change in fair value of derivative financial instruments | (500) | (3,596) |
Other adjustments | 0 | 850 |
Changes in operating assets and liabilities: | ||
Accounts and other receivables | (14,474) | (2,835) |
Other assets | (5,277) | (1,869) |
Accounts payable and accrued liabilities | (5,231) | (8,679) |
Accounts payable due to affiliates | (184) | (5,158) |
Operating lease liabilities | (8,617) | (8,326) |
Security deposits, prepaid rent and other liabilities | (9,739) | (12,599) |
Net cash provided by operating activities | 56,138 | 3,579 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Acquisitions of real estate investments | (75,125) | (78,546) |
Developments and capital expenditures | (35,508) | (46,177) |
Proceeds from dispositions of real estate investments | 14,002 | 1,400 |
Investments in unconsolidated entities | (200) | (650) |
Real estate and other deposits | (533) | (192) |
Net cash used in investing activities | (97,364) | (124,165) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Borrowings under mortgage loans payable | 89,712 | 111,442 |
Payments on mortgage loans payable | (40,662) | (7,215) |
Borrowings under the lines of credit and term loan | 1,009,900 | 16,600 |
Payments on the lines of credit and term loan | (968,900) | (23,000) |
Deferred financing costs | (5,617) | (833) |
Debt extinguishment costs | (2,790) | (125) |
Payments on financing obligations | (12,141) | (9,609) |
Distributions paid to common stockholders | (30,247) | 0 |
Repurchase of common stock | (10,583) | 0 |
Distributions to noncontrolling interests in total equity | (7,052) | (355) |
Contribution from redeemable noncontrolling interest | 173 | 0 |
Distributions to redeemable noncontrolling interests | (1,405) | (551) |
Security deposits and other | (464) | 117 |
Net cash provided by financing activities | 19,924 | 86,471 |
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (21,302) | (34,115) |
EFFECT OF FOREIGN CURRENCY TRANSLATION ON CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (8) | (27) |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH — Beginning of period | 125,486 | 152,190 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH — End of period | 104,176 | 118,048 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 104,176 | 118,048 |
Cash and cash equivalents at beginning of period | 81,597 | 113,212 |
Restricted cash at beginning of period | 43,889 | 38,978 |
Cash and cash equivalents at end of period | 59,101 | 76,659 |
Restricted cash at end of period | 45,075 | 41,389 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Cash paid for: Interest | 36,348 | 32,984 |
Cash paid for: Income taxes | 382 | 861 |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES | ||
Accrued developments and capital expenditures | 14,055 | 18,074 |
Tenant improvement overage | 568 | 177 |
Issuance of common stock under the DRIP | 22,447 | 0 |
Distributions declared but not paid to common stockholders | 8,812 | 3,187 |
Distributions declared but not paid — limited partnership units | 467 | 0 |
Distributions declared but not paid to restricted stock units | 37 | 0 |
Capital expenditures from financing obligations | 0 | 136 |
The following represents the net (decrease) increase in certain assets and liabilities in connection with our acquisitions and dispositions of investments: | ||
Accounts and other receivables | (262) | 4 |
Other assets, net | 5,480 | (748) |
Mortgage loan payable, net | (12,059) | 0 |
Accounts payable and accrued liabilities | 1,672 | (22) |
Financing obligations | 56 | 0 |
Security deposits | $ 8,129 | $ 0 |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business Overview and Background American Healthcare REIT, Inc., a Maryland corporation, owns a diversified portfolio of clinical healthcare real estate properties, focusing primarily on medical office buildings, skilled nursing facilities, senior housing, hospitals and other healthcare-related facilities. We also operate healthcare-related facilities utilizing the structure permitted by the REIT Investment Diversification and Empowerment Act of 2007, which is commonly referred to as a “RIDEA” structure (the provisions of the Internal Revenue Code of 1986, as amended, or the Code, authorizing the RIDEA structure were enacted as part of the Housing and Economic Recovery Act of 2008). Our healthcare facilities operated under a RIDEA structure include our senior housing operating properties, or SHOP (formerly known as senior housing — RIDEA), and our integrated senior health campuses. We have originated and acquired secured loans and may also originate and acquire other real estate-related investments on an infrequent and opportunistic basis. We generally seek investments that produce current income; however, we have selectively developed, and may continue to selectively develop, healthcare real estate properties. We qualified to be taxed as a real estate investment trust, or REIT, under the Code for federal income tax purposes, and we intend to continue to qualify to be taxed as a REIT. Merger of Griffin-American Healthcare REIT III, Inc. and Griffin-American Healthcare REIT IV, Inc. On October 1, 2021, pursuant to an Agreement and Plan of Merger dated June 23, 2021, or the Merger Agreement, GAHR III merged with and into Continental Merger Sub, LLC, a Maryland limited liability company and newly formed wholly owned subsidiary of GAHR IV, or Merger Sub, with Merger Sub being the surviving company, or the REIT Merger. On October 1, 2021, also pursuant to the Merger Agreement, Griffin-American Healthcare REIT IV Holdings, LP, a Delaware limited partnership and subsidiary and operating partnership of GAHR IV, or GAHR IV Operating Partnership, merged with and into Griffin-American Healthcare REIT III Holdings, LP, a Delaware limited partnership, or our operating partnership, with our operating partnership being the surviving entity, or the Partnership Merger. We collectively refer to the REIT Merger and the Partnership Merger as the Merger. Following the Merger on October 1, 2021, our company, or the Combined Company, was renamed American Healthcare REIT, Inc. and our operating partnership, also referred to as the surviving partnership, was renamed American Healthcare REIT Holdings, LP. The REIT Merger qualified as a reorganization under, and within the meaning of, Section 368(a) of the Code. As a result of and at the effective time of the Merger, the separate corporate existence of GAHR III and GAHR IV Operating Partnership ceased. At the effective time of the REIT Merger, each issued and outstanding share of GAHR III’s common stock, $0.01 par value per share, converted into the right to receive 0.9266 shares of GAHR IV’s Class I common stock, $0.01 par value per share. At the effective time of the Partnership Merger, (i) each unit of limited partnership interest in our operating partnership outstanding as of immediately prior to the effective time of the Partnership Merger was converted automatically into the right to receive 0.9266 of a Partnership Class I Unit, as defined in the agreement of limited partnership, as amended, of the surviving partnership and (ii) each unit of limited partnership interest in GAHR IV Operating Partnership outstanding as of immediately prior to the effective time of the Partnership Merger was converted automatically into the right to receive one unit of limited partnership interest of the surviving partnership of like class. AHI Acquisition Also on October 1, 2021, immediately prior to the consummation of the Merger, GAHR III acquired a newly formed entity, American Healthcare Opps Holdings, LLC, or NewCo, which we refer to as the AHI Acquisition, pursuant to a contribution and exchange agreement dated June 23, 2021, or the Contribution Agreement, between GAHR III; our operating partnership; American Healthcare Investors, LLC, or AHI; Griffin Capital Company, LLC, or Griffin Capital; Platform Healthcare Investor T-II, LLC; Flaherty Trust; and Jeffrey T. Hanson, our former Chief Executive Officer and current Chairman of the Board of Directors, Danny Prosky, our former Chief Operating Officer and current Chief Executive Officer and President, and Mathieu B. Streiff, our former Executive Vice President, General Counsel and Chief Operating Officer and current Executive Vice President, or collectively, the AHI Principals. NewCo owned substantially all of the business and operations of AHI, as well as all of the equity interests in (i) Griffin-American Healthcare REIT IV Advisor, LLC, or GAHR IV Advisor, a subsidiary of AHI that served as the external advisor of GAHR IV, and (ii) Griffin-American Healthcare REIT III Advisor, LLC, or GAHR III Advisor, also referred to as our former advisor, a subsidiary of AHI that served as the external advisor of GAHR III. See “Operating Partnership and Former Advisor” below for a further discussion. Pursuant to the Contribution Agreement, AHI contributed substantially all of its business and operations to the surviving partnership, including its interest in GAHR III Advisor and GAHR IV Advisor, and Griffin Capital contributed its then-current ownership interest in GAHR III Advisor and GAHR IV Advisor to the surviving partnership. In exchange for these contributions, the surviving partnership issued limited partnership units, or surviving partnership OP units. Subject to working capital and other customary adjustments, the total approximate value of these surviving partnership OP units at the time of consummation of the transactions contemplated by the Contribution Agreement was approximately $131,674,000, with a reference value for purposes thereof of $8.71 per unit, such that the surviving partnership issued 15,117,529 surviving partnership OP units as consideration, or the Closing Date Consideration. Following the consummation of the Merger and the AHI Acquisition, the Combined Company became self-managed. Such surviving partnership OP units are owned by AHI Group Holdings, LLC, or AHI Group Holdings, which is owned and controlled by the AHI Principals, Platform Healthcare Investor T-II, LLC, Flaherty Trust and a wholly owned subsidiary of Griffin Capital, or collectively, the NewCo Sellers. The AHI Acquisition was treated as a business combination for accounting purposes, with GAHR III as both the legal and accounting acquiror of NewCo. While GAHR IV was the legal acquiror of GAHR III in the REIT Merger, GAHR III was determined to be the accounting acquiror in the REIT Merger in accordance with Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, Topic 805, Business Combinations , after considering the relative share ownership and the composition of the governing body of the Combined Company. Thus, the financial information set forth herein subsequent to the consummation of the Merger and the AHI Acquisition reflects results of the Combined Company, and the financial information set forth herein prior to the Merger and the AHI Acquisition reflects GAHR III’s results. For this reason, period to period comparisons may not be meaningful. Operating Partnership and Former Advisor We conduct substantially all of our operations through our operating partnership. Through September 30, 2021, we were externally advised by our former advisor pursuant to an advisory agreement, as amended, or the Advisory Agreement, between us and our former advisor. Our former advisor used its best efforts, subject to the oversight and review of our board of directors, or our board, to, among other things, provide asset management, property management, acquisition, disposition and other advisory services on our behalf consistent with our investment policies and objectives. Following the Merger and the AHI Acquisition, we became self-managed and are no longer externally advised. As a result, any fees that would have otherwise been payable to our former advisor are no longer being paid. Also, on October 1, 2021 and in connection with the AHI Acquisition, we redeemed all 22,222 shares of our common stock owned by our former advisor and the 20,833 shares of our Class T common stock owned by GAHR IV Advisor in GAHR IV. Prior to the Merger and the AHI Acquisition, our former advisor was 75.0% owned and managed by wholly owned subsidiaries of AHI, and 25.0% owned by a wholly owned subsidiary of Griffin Capital, or collectively, our former co-sponsors. Prior to the AHI Acquisition, AHI was 47.1% owned by AHI Group Holdings, 45.1% indirectly owned by Digital Bridge Group, Inc. (NYSE: DBRG), or Digital Bridge, and 7.8% owned by James F. Flaherty III. We were not affiliated with Griffin Capital, Digital Bridge or Mr. Flaherty; however, we were affiliated with our former advisor, AHI and AHI Group Holdings. Please see the “Merger of Griffin-American Healthcare REIT III, Inc. and Griffin-American Healthcare REIT IV, Inc.” and “AHI Acquisition” sections above for a further discussion of our operations effective October 1, 2021. See Note 13, Redeemable Noncontrolling Interests, and Note 14, Equity — Noncontrolling Interests in Total Equity, for a further discussion of the ownership in our operating partnership. Public Offering Prior to the Merger, we raised $1,842,618,000 through a best efforts initial public offering that commenced on February 26, 2014, or the GAHR III initial offering, and issued 184,930,598 shares of our common stock. In addition, during the GAHR III initial offering, we issued 1,948,563 shares of our common stock pursuant to our initial distribution reinvestment plan, or the Initial DRIP, for a total of $18,511,000 in distributions reinvested. Following the deregistration of the GAHR III initial offering on April 22, 2015, we continued issuing shares of our common stock pursuant to subsequent distribution reinvestment plan offerings. See Note 14, Equity — Common Stock, and Note 14, Equity — Distribution Reinvestment Plan, for a further discussion of our public offerings. Our Real Estate Investments Portfolio We currently operate through six reportable business segments: integrated senior health campuses, medical office buildings, skilled nursing facilities, SHOP, senior housing — leased and hospitals. As of June 30, 2022, we owned and/or operated 313 buildings and integrated senior health campuses, or approximately 19,461,000 square feet of gross leasable area, or GLA, for an aggregate contract purchase price of $4,370,459,000, including the fair value of the properties acquired in the Merger. In addition, as of June 30, 2022, we also owned a real estate-related debt investment purchased for $60,429,000. COVID-19 Our residents, tenants, operating partners and managers, our industry and the U.S. economy continue to be adversely affected by the COVID-19 pandemic and related supply chain disruptions and labor shortages. The timing and extent of the economic recovery from the COVID-19 pandemic is dependent upon many factors, including the emergence and severity of COVID-19 variants, the continued effectiveness and frequency of booster vaccinations and the duration and implications of continued restrictions and safety measures. As the COVID-19 pandemic is still impacting the healthcare system to a certain extent, it continues to present challenges for us as an owner and operator of healthcare facilities, making it difficult to ascertain the long-term impact the COVID-19 pandemic will have on real estate markets in which we own and/or operate properties and our portfolio of investments. We have evaluated the impacts of the COVID-19 pandemic on our business thus far and incorporated information concerning such impacts into our assessments of liquidity, impairment and collectability from tenants and residents as of June 30, 2022. We will continue to monitor such impacts and will adjust our estimates and assumptions based on the best available information. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Summary of Significant Accounting Policies The summary of significant accounting policies presented below is designed to assist in understanding our accompanying condensed consolidated financial statements. Such condensed consolidated financial statements and the accompanying notes thereto are the representations of our management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America, or GAAP, in all material respects, and have been consistently applied in preparing our accompanying condensed consolidated financial statements. Basis of Presentation Our accompanying condensed consolidated financial statements include our accounts and those of our operating partnership, the wholly owned subsidiaries of our operating partnership and all non-wholly owned subsidiaries in which we have control, as well as any VIEs, in which we are the primary beneficiary. The portion of equity in any subsidiary that is not wholly owned by us is presented in our accompanying condensed consolidated financial statements as a noncontrolling interest. We evaluate our ability to control an entity, and whether the entity is a VIE and we are the primary beneficiary, by considering substantive terms of the arrangement and identifying which enterprise has the power to direct the activities of the entity that most significantly impacts the entity’s economic performance. We operate and intend to continue to operate in an umbrella partnership REIT structure in which our operating partnership, or wholly owned subsidiaries of our operating partnership and all non-wholly owned subsidiaries of which we have control, will own substantially all of the interests in properties acquired on our behalf. We are the sole general partner of our operating partnership and as of June 30, 2022 and December 31, 2021, we owned an approximately 95.0% and 94.9% general partnership interest therein, respectively, and the remaining 5.0% and 5.1%, respectively, was owned by the NewCo Sellers. Prior to the Merger on October 1, 2021, we owned greater than a 99.99% general partnership interest in our operating partnership and our former advisor was a limited partner that owned less than a 0.01% noncontrolling limited partnership interest in our operating partnership. On October 1, 2021, in connection with the AHI Acquisition, our operating partnership redeemed our former advisor’s 222 limited partnership units in our operating partnership and the 208 limited partnership units owned by GAHR IV Advisor in GAHR IV Operating Partnership. The accounts of our operating partnership are consolidated in our accompanying condensed consolidated financial statements because we are the sole general partner of our operating partnership and have unilateral control over its management and major operating decisions (even if additional limited partners are admitted to our operating partnership). All intercompany accounts and transactions are eliminated in consolidation. Interim Unaudited Financial Data Our accompanying condensed consolidated financial statements have been prepared by us in accordance with GAAP in conjunction with the rules and regulations of the United States Securities and Exchange Commission, or SEC. Certain information and footnote disclosures required for annual financial statements have been condensed or excluded pursuant to the SEC’s rules and regulations. Accordingly, our accompanying condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. Our accompanying condensed consolidated financial statements reflect all adjustments which are, in our view, of a normal recurring nature and necessary for a fair presentation of our financial position, results of operations and cash flows for the interim period. Interim results of operations are not necessarily indicative of the results to be expected for the full year; such full year results may be less favorable. In preparing our accompanying condensed consolidated financial statements, management has evaluated subsequent events through the financial statement issuance date. We believe that although the disclosures contained herein are adequate to prevent the information presented from being misleading, our accompanying condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and the notes thereto included in our 2021 Annual Report on Form 10-K, as filed with the SEC on March 25, 2022. Use of Estimates The preparation of our accompanying condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as the disclosure of contingent assets and liabilities, at the date of our condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates and assumptions include, but are not limited to, the initial and recurring valuation of certain assets acquired and liabilities assumed through property acquisitions, including through business combinations, goodwill and its impairment, revenues and grant income, allowance for credit losses, impairment of long-lived and intangible assets and contingencies. These estimates are made and evaluated on an on-going basis using information that is currently available as well as various other assumptions believed to be reasonable under the circumstances. Actual results could differ from those estimates, perhaps in material adverse ways, and those estimates could be different under different assumptions or conditions. Revenue Recognition — Resident Fees and Services Revenue Disaggregation of Resident Fees and Services Revenue The following tables disaggregate our resident fees and services revenue by line of business, according to whether such revenue is recognized at a point in time or over time: Three Months Ended June 30, 2022 2021 Integrated SHOP(1) Total Integrated SHOP(1) Total Over time $ 232,839,000 $ 37,891,000 $ 270,730,000 $ 204,729,000 $ 20,039,000 $ 224,768,000 Point in time 54,743,000 752,000 55,495,000 51,086,000 498,000 51,584,000 Total resident fees and services $ 287,582,000 $ 38,643,000 $ 326,225,000 $ 255,815,000 $ 20,537,000 $ 276,352,000 Six Months Ended June 30, 2022 2021 Integrated SHOP(1) Total Integrated SHOP(1) Total Over time $ 463,373,000 $ 75,107,000 $ 538,480,000 $ 392,987,000 $ 39,498,000 $ 432,485,000 Point in time 105,221,000 1,498,000 106,719,000 96,054,000 839,000 96,893,000 Total resident fees and services $ 568,594,000 $ 76,605,000 $ 645,199,000 $ 489,041,000 $ 40,337,000 $ 529,378,000 The following tables disaggregate our resident fees and services revenue by payor class: Three Months Ended June 30, 2022 2021 Integrated SHOP(1) Total Integrated SHOP(1) Total Private and other payors $ 137,419,000 $ 35,632,000 $ 173,051,000 $ 112,747,000 $ 20,257,000 $ 133,004,000 Medicare 93,680,000 — 93,680,000 87,885,000 — 87,885,000 Medicaid 56,483,000 3,011,000 59,494,000 55,183,000 280,000 55,463,000 Total resident fees and services $ 287,582,000 $ 38,643,000 $ 326,225,000 $ 255,815,000 $ 20,537,000 $ 276,352,000 Six Months Ended June 30, 2022 2021 Integrated SHOP(1) Total Integrated SHOP(1) Total Private and other payors $ 269,222,000 $ 70,669,000 $ 339,891,000 $ 218,857,000 $ 39,676,000 $ 258,533,000 Medicare 188,197,000 — 188,197,000 172,168,000 — 172,168,000 Medicaid 111,175,000 5,936,000 117,111,000 98,016,000 661,000 98,677,000 Total resident fees and services $ 568,594,000 $ 76,605,000 $ 645,199,000 $ 489,041,000 $ 40,337,000 $ 529,378,000 ___________ (1) Includes fees for basic housing and assisted living care. We record revenue when services are rendered at amounts billable to individual residents. Residency agreements are generally for a term of 30 days, with resident fees billed monthly in advance. For patients under reimbursement arrangements with Medicaid, revenue is recorded based on contractually agreed-upon amounts or rates on a per resident, daily basis or as services are rendered. Accounts Receivable, Net — Resident Fees and Services Revenue The beginning and ending balances of accounts receivable, net — resident fees and services are as follows: Private Medicare Medicaid Total Beginning balance — January 1, 2022 $ 42,056,000 $ 35,953,000 $ 16,922,000 $ 94,931,000 Ending balance — June 30, 2022 45,514,000 35,844,000 19,678,000 101,036,000 Increase/(decrease) $ 3,458,000 $ (109,000) $ 2,756,000 $ 6,105,000 Deferred Revenue — Resident Fees and Services Revenue The beginning and ending balances of deferred revenue — resident fees and services, almost all of which relates to private and other payors, are as follows: Total Beginning balance — January 1, 2022 $ 14,673,000 Ending balance — June 30, 2022 16,405,000 Increase $ 1,732,000 In addition to the deferred revenue above, as of December 31, 2021, we had approximately $12,969,000 remaining in Medicare advance payments that were received during 2020 through an expanded program of the Centers for Medicare & Medicaid Services. Such amounts were included in security deposits, prepaid rent and other liabilities in our accompanying condensed consolidated balance sheet as of December 31, 2021, and were fully applied to Medicare claims and recognized as resident fees and services revenue for the six months ended June 30, 2022. Tenant and Resident Receivables and Allowances Resident receivables, which are related to resident fees and services revenue, are carried net of an allowance for credit losses. An allowance is maintained for estimated losses resulting from the inability of residents and payors to meet the contractual obligations under their lease or service agreements. Substantially all of such allowances are recorded as direct reductions of resident fees and services revenue as contractual adjustments provided to third-party payors or implicit price concessions in our accompanying condensed consolidated statements of operations and comprehensive loss. Our determination of the adequacy of these allowances is based primarily upon evaluations of historical loss experience, the residents’ financial condition, security deposits, cash collection patterns by payor and by state, current economic conditions, future expectations in estimating credit losses and other relevant factors. Tenant receivables, which are related to real estate revenue, and unbilled deferred rent receivables are reduced for uncollectible amounts, which are recognized as direct reductions of real estate revenue in our accompanying condensed consolidated statements of operations and comprehensive loss. As of June 30, 2022 and December 31, 2021, we had $14,798,000 and $12,378,000, respectively, in allowances, which were determined necessary to reduce receivables by our expected future credit losses. For the six months ended June 30, 2022 and 2021, we increased allowances by $9,581,000 and $5,121,000, respectively, and reduced allowances for collections or adjustments by $3,643,000 and $2,960,000, respectively. For the six months ended June 30, 2022 and 2021, $3,518,000 and $3,740,000, respectively, of our receivables were written off against the related allowances. Accounts Payable and Accrued Liabilities As of June 30, 2022 and December 31, 2021, accounts payable and accrued liabilities primarily include insurance reserves of $35,606,000 and $36,440,000, respectively, reimbursement of payroll-related costs to the managers of our SHOP and integrated senior health campuses of $30,622,000 and $31,101,000, respectively, accrued property taxes of $21,979,000 and $22,102,000, respectively, accrued developments and capital expenditures to unaffiliated third parties of $14,055,000 and $22,852,000, respectively, and accrued distributions to common stockholders of $8,812,000 and $8,768,000, respectively. Statement of Cash Flows For the six months ended June 30, 2021, amounts totaling $101,734,000 have been removed from borrowings under mortgage loans payable and early payoff of mortgage loans payable to properly reflect only actual cash flows resulting from borrowings and payments of mortgage loans compared to amounts previously presented. There was no net change in previously disclosed net cash provided by financing activities. Recently Issued Accounting Pronouncements In July 2021, the FASB issued Accounting Standard Update, or ASU, 2021-05, Leases (Topic 842): Lessors — Certain Leases with Variable Lease Payments , or ASU 2021-05, which amends the lease classification requirements for lessors to align them with practice under the previous lease accounting standard, ASC Topic 840, Leases . Lessors should classify and account for a lease with variable lease payments that do not depend on a reference index or a rate as an operating lease if both of the following criteria are met: (1) the lease would have been classified as a sales-type lease or a direct financing lease; and (2) the lessor would have otherwise recognized a day-one loss. ASU 2021-05 was effective for fiscal years beginning after December 15, 2021. Early adoption was permitted. We adopted such accounting pronouncement on January 1, 2022, which did not have a |
Real Estate Investments, Net
Real Estate Investments, Net | 6 Months Ended |
Jun. 30, 2022 | |
Real Estate [Abstract] | |
Real Estate Investments, Net | 3. Real Estate Investments, Net Our real estate investments, net consisted of the following as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, Building, improvements and construction in process $ 3,536,965,000 $ 3,505,786,000 Land and improvements 335,330,000 334,562,000 Furniture, fixtures and equipment 208,194,000 198,224,000 4,080,489,000 4,038,572,000 Less: accumulated depreciation (588,644,000) (523,886,000) $ 3,491,845,000 $ 3,514,686,000 Depreciation expense for the three months ended June 30, 2022 and 2021 was $34,328,000 and $24,663,000, respectively, and for the six months ended June 30, 2022 and 2021 was $68,750,000 and $48,853,000, respectively. For the three months ended June 30, 2022, we incurred capital expenditures of $8,530,000 for our integrated senior health campuses, $4,144,000 for our medical office buildings and $1,597,000 for our SHOP. We did not incur any capital expenditures for our properties within our skilled nursing facilities, senior housing — leased or hospitals segments for the three months ended June 30, 2022. For the six months ended June 30, 2022, we incurred capital expenditures of $16,778,000 for our integrated senior health campuses, $6,578,000 for our medical office buildings and $3,051,000 for our SHOP. We did not incur any capital expenditures for our properties within our skilled nursing facilities, senior housing — leased or hospitals segments for the six months ended June 30, 2022. During both the three and six months ended June 30, 2022, we determined that four of our SHOP were impaired and recognized an aggregate impairment charge of $17,340,000, which reduced the total carrying value of such assets to $19,325,000. The fair value of one SHOP was determined by the sales price from an executed purchase and sale agreement with a third-party buyer, which was considered a Level 2 measurement within the fair value hierarchy. The fair value of the remaining three SHOP were based on their projected sales prices, which were considered Level 2 measurements within the fair value hierarchy. During both the three and six months ended June 30, 2021, we determined that one medical office building was impaired and recognized an impairment charge of $3,335,000, which reduced the carrying value of such asset to $2,880,000. The fair value of such property was determined by the sales price from an executed purchase and sale agreement with a third-party buyer, and adjusted for anticipated selling costs, which was considered a Level 2 measurement within the fair value hierarchy. We disposed of such impaired medical office building in July 2021 for a contract sales price of $3,000,000 and recognized a net gain on sale of $346,000. Included in the capital expenditure amounts above are costs for the development and expansion of our integrated senior health campuses. For the six months ended June 30, 2022, we exercised our right to purchase a leased property that cost $15,462,000 to develop. During the six months ended June 30, 2022, we, through a majority-owned subsidiary of Trilogy Investors, LLC, or Trilogy, acquired a land parcel in Indiana for a contract purchase price of $320,000, plus closing costs. In April and May 2022, we, through a majority-owned subsidiary of Trilogy, of which we owned 72.9% at the time of acquisition, exercised the purchase options to acquire four previously leased real estate investments located in Indiana and Kentucky for an aggregate contract purchase price of $54,805,000, which investments are included in our integrated senior health campuses segment. We financed such acquisitions with cash on hand and a mortgage loan payable with a principal balance of $52,725,000. We accounted for our acquisitions of land and previously leased real estate investments completed during the six months ended June 30, 2022 as asset acquisitions. We incurred and capitalized direct acquisition related expenses of $292,000. The following table summarizes the purchase price of such assets acquired, adjusted for $37,464,000 operating lease right-of-use assets and $36,326,000 operating lease liabilities, and based on their relative fair values: 2022 Building and improvements $ 49,645,000 Land and improvements 8,173,000 Total assets acquired $ 57,818,000 Sale of Controlling Interests in Real Estate Investments |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | 4. Business Combinations On January 3, 2022, we, through a majority-owned subsidiary of Trilogy, acquired an integrated senior health campus in Kentucky from an unaffiliated third party. The contract purchase price for such property acquisition was $27,790,000 plus immaterial closing costs. We acquired such property using cash on hand and placed a mortgage loan payable of $20,800,000 on the property at the time of acquisition. Further, on April 1, 2022, we, through a majority-owned subsidiary of Trilogy, acquired a 50.0% interest in a pharmaceutical business in Florida from an unaffiliated third party and incurred transaction costs of $938,000. Prior to such pharmaceutical business acquisition, we, through a majority-owned subsidiary of Trilogy, owned the other 50.0% interest in such business, which investment was included in investments in unconsolidated entities within other assets, net in our accompanying condensed consolidated balance sheet as of December 31, 2021. Therefore, through March 31, 2022, our 50.0% interest in the net earnings or losses of such unconsolidated entity was included in income (loss) from unconsolidated entities in our accompanying condensed consolidated statements of operations and comprehensive loss. We accounted for the two acquisitions for the six months ended June 30, 2022 above as business combinations, which are included within our integrated senior health campuses segment. Based on quantitative and qualitative considerations, such business combinations were not material to us individually or in the aggregate and, therefore, pro forma financial information is not provided. We did not complete any acquisitions accounted for as business combinations for the six months ended June 30, 2021. The table below summarizes the acquisition date fair values of the assets acquired and liabilities assumed of our 2022 property acquisitions accounted for as business combinations. The fair values of the assets acquired and liabilities assumed during 2022 were preliminary estimates. Any necessary adjustments will be finalized within one year from the date of acquisition. 2022 Building and improvements $ 17,273,000 Land 3,060,000 In-place leases 3,420,000 Goodwill 2,816,000 Furniture, fixtures and equipment 1,936,000 Cash 971,000 Certificates of need 690,000 Operating lease right-of-use assets 646,000 Other assets 457,000 Accounts receivable 427,000 Total assets acquired 31,696,000 Security deposits (8,129,000) Accounts payable and accrued liabilities (1,802,000) Operating lease liabilities (646,000) Financing obligations (56,000) Total liabilities assumed (10,633,000) Net assets acquired $ 21,063,000 |
Debt Security Investment, Net
Debt Security Investment, Net | 6 Months Ended |
Jun. 30, 2022 | |
Debt Security Investment [Abstract] | |
Debt Security Investment, Net | 5. Debt Security Investment, Net On October 15, 2015, we acquired a commercial mortgage-backed debt security, or debt security, from an unaffiliated third party. The debt security bears an interest rate on the stated principal amount thereof equal to 4.24% per annum, the terms of which security provide for monthly interest-only payments. The debt security matures on August 25, 2025 at a stated amount of $93,433,000, resulting in an anticipated yield-to-maturity of 10.0% per annum. The debt security was issued by an unaffiliated mortgage trust and represents a 10.0% beneficial ownership interest in such mortgage trust. The debt security is subordinate to all other interests in the mortgage trust and is not guaranteed by a government-sponsored entity. As of June 30, 2022 and December 31, 2021, the carrying amount of the debt security investment was $81,167,000 and $79,315,000, respectively, net of unamortized closing costs of $890,000 and $1,004,000, respectively. Accretion on the debt security for the three months ended June 30, 2022 and 2021 was $986,000 and $907,000, respectively, and for the six months ended June 30, 2022 and 2021 was $1,966,000 and $1,788,000, respectively, which is recorded as an increase to real estate revenue in our accompanying condensed consolidated statements of operations and comprehensive loss. Amortization expense of closing costs for the three months ended June 30, 2022 and 2021 was $58,000 and $49,000, respectively, and for the six months ended June 30, 2022 and 2021 was $114,000 and $96,000, respectively, which is recorded as a decrease to real estate revenue in our accompanying condensed consolidated statements of operations and comprehensive loss. We evaluated credit quality indicators such as the agency ratings and the underlying collateral of such investment in order to determine expected future credit loss. No credit loss was recorded for the three and six months ended June 30, 2022 and 2021. |
Identified Intangible Assets, N
Identified Intangible Assets, Net | 6 Months Ended |
Jun. 30, 2022 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Identified Intangible Assets, Net | 6. Identified Intangible Assets, Net Identified intangible assets, net consisted of the following as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, Intangible assets subject to amortization: In-place leases, net of accumulated amortization of $31,132,000 and $28,120,000 as of June 30, 2022 and December 31, 2021, respectively (with a weighted average remaining life of 8.1 years and 8.2 years as of June 30, 2022 and December 31, 2021, respectively) $ 72,431,000 $ 81,538,000 Above-market leases, net of accumulated amortization of $4,306,000 and $2,082,000 as of June 30, 2022 and December 31, 2021, respectively (with a weighted average remaining life of 9.4 years and 9.7 years as of June 30, 2022 and December 31, 2021, respectively) 32,849,000 35,106,000 Customer relationships, net of accumulated amortization of $710,000 and $635,000 as of June 30, 2022 and December 31, 2021, respectively (with a weighted average remaining life of 14.2 years and 14.7 years as of June 30, 2022 and December 31, 2021, respectively) 2,130,000 2,205,000 Internally developed technology and software, net of accumulated amortization of $446,000 and $399,000 as of June 30, 2022 and December 31, 2021, respectively (with a weighted average remaining life of 0.2 years and 0.7 years as of June 30, 2022 and December 31, 2021, respectively) 24,000 70,000 Intangible assets not subject to amortization: Certificates of need 96,693,000 99,165,000 Trade names 30,787,000 30,787,000 $ 234,914,000 $ 248,871,000 Amortization expense on identified intangible assets for the three months ended June 30, 2022 and 2021 was $6,121,000 and $1,501,000, respectively, which included $1,113,000 and $257,000, respectively, of amortization recorded as a decrease to real estate revenue for above-market leases in our accompanying condensed consolidated statements of operations and comprehensive loss. Amortization expense on identified intangible assets for the six months ended June 30, 2022 and 2021 was $14,360,000 and $2,697,000, respectively, which included $2,227,000 and $340,000, respectively, of amortization recorded as a decrease to real estate revenue for above-market leases in our accompanying condensed consolidated statements of operations and comprehensive loss. The aggregate weighted average remaining life of the identified intangible assets was 8.6 years and 8.8 years as of June 30, 2022 and December 31, 2021, respectively. As of June 30, 2022, estimated amortization expense on the identified intangible assets for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter was as follows: Year Amount 2022 $ 10,892,000 2023 17,148,000 2024 13,657,000 2025 11,018,000 2026 9,848,000 Thereafter 44,871,000 $ 107,434,000 |
Other Assets, Net
Other Assets, Net | 6 Months Ended |
Jun. 30, 2022 | |
Other Assets [Abstract] | |
Other Assets, Net | 7. Other Assets, Net Other assets, net consisted of the following as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, Deferred rent receivables $ 44,290,000 $ 41,061,000 Prepaid expenses, deposits, other assets and deferred tax assets, net 36,281,000 22,484,000 Investments in unconsolidated entities 23,326,000 15,615,000 Inventory 18,649,000 18,929,000 Lease commissions, net of accumulated amortization of $5,460,000 and $4,911,000 as of June 30, 2022 and December 31, 2021, respectively 16,758,000 16,120,000 Deferred financing costs, net of accumulated amortization of $4,340,000 and $8,469,000 as of June 30, 2022 and December 31, 2021, respectively 5,466,000 3,781,000 Lease inducement, net of accumulated amortization of $2,018,000 and $1,842,000 as of June 30, 2022 and December 31, 2021, respectively (with a weighted average remaining life of 8.4 years and 8.9 years as of June 30, 2022 and December 31, 2021, respectively) 2,982,000 3,158,000 $ 147,752,000 $ 121,148,000 Deferred financing costs included in other assets were related to the 2018 Credit Facility, 2019 Credit Facility, 2019 Trilogy Credit Facility and the senior unsecured revolving credit facility portion of the 2022 Credit Facility. See Note 9, Lines of Credit and Term Loans, for a further discussion. Amortization expense on lease inducement for both the three and six months ended June 30, 2022 and 2021 was $88,000 and $176,000, respectively, and is recorded as a decrease to real estate revenue in our accompanying condensed consolidated statements of operations and comprehensive loss. |
Mortgage Loans Payable, Net
Mortgage Loans Payable, Net | 6 Months Ended |
Jun. 30, 2022 | |
Mortgage Loans Payable, Net [Abstract] | |
Mortgage Loans Payable, Net | 8. Mortgage Loans Payable, Net As of June 30, 2022 and December 31, 2021, mortgage loans payable were $1,152,998,000 ($1,134,059,000, net of discount/premium and deferred financing costs) and $1,116,216,000 ($1,095,594,000, net of discount/premium and deferred financing costs), respectively. As of June 30, 2022, we had 66 fixed-rate mortgage loans payable and 12 variable-rate mortgage loans payable with effective interest rates ranging from 2.21% to 5.25% per annum based on interest rates in effect as of June 30, 2022 and a weighted average effective interest rate of 3.35%. As of December 31, 2021, we had 66 fixed-rate mortgage loans payable and 12 variable-rate mortgage loans payable with effective interest rates ranging from 2.21% to 5.25% per annum based on interest rates in effect as of December 31, 2021 and a weighted average effective interest rate of 3.21%. We are required by the terms of certain loan documents to meet certain reporting requirements and covenants, such as net worth ratios, fixed charge coverage ratios and leverage ratios. Mortgage loans payable, net consisted of the following as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, Total fixed-rate debt $ 826,465,000 $ 845,504,000 Total variable-rate debt 326,533,000 270,712,000 Total fixed- and variable-rate debt 1,152,998,000 1,116,216,000 Less: deferred financing costs, net (8,525,000) (8,680,000) Add: premium 314,000 397,000 Less: discount (10,728,000) (12,339,000) Mortgage loans payable, net $ 1,134,059,000 $ 1,095,594,000 The following table reflects the changes in the carrying amount of mortgage loans payable, net for the six months ended June 30, 2022 and 2021: Six Months Ended June 30, 2022 2021 Beginning balance $ 1,095,594,000 $ 810,478,000 Additions: Borrowings under mortgage loans payable 155,882,000 213,176,000 Amortization of deferred financing costs 1,191,000 3,012,000 Amortization of discount/premium on mortgage loans payable, net 1,528,000 405,000 Deductions: Scheduled principal payments on mortgage loans payable (40,662,000) (7,215,000) Early payoff of mortgage loans payable (78,437,000) (101,734,000) Deferred financing costs (1,037,000) (1,001,000) Ending balance $ 1,134,059,000 $ 917,121,000 For the three and six months ended June 30, 2022, we incurred an aggregate gain (loss) on the extinguishment of mortgage loans payable of $181,000 and $(1,249,000), respectively, which is recorded as a decrease (increase), respectively, to interest expense in our accompanying condensed consolidated statements of operations and comprehensive loss. Such aggregate net loss on debt extinguishment was primarily related to the write-off of unamortized loan discount related to eight mortgage loans payable that we refinanced on January 1, 2022 that were due to mature in 2044 through 2052. For the three and six months ended June 30, 2021, we incurred an aggregate loss on the extinguishment of mortgage loans payable of $5,000 and $2,293,000, respectively, which is recorded as an increase to interest expense in our accompanying condensed consolidated statements of operations and comprehensive loss. Such loss was primarily related to the write-off of unamortized deferred financing costs of 10 mortgage loans payable that we refinanced on January 29, 2021 that were due to mature in 2053. As of June 30, 2022, the principal payments due on our mortgage loans payable for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter were as follows: Year Amount 2022 $ 25,728,000 2023 182,678,000 2024 229,721,000 2025 29,463,000 2026 155,297,000 Thereafter 530,111,000 $ 1,152,998,000 |
Lines of Credit and Term Loan
Lines of Credit and Term Loan | 6 Months Ended |
Jun. 30, 2022 | |
Line of Credit Facility [Abstract] | |
Lines Of Credit and Term Loan | 9. Lines of Credit and Term Loans 2018 Credit Facility In order to accommodate the Merger, we amended GAHR IV and its operating partnership's credit agreement, as amended, or the 2018 Credit Agreement, with Bank of America, N.A., or Bank of America; KeyBank, National Association, or KeyBank; Citizens Bank, National Association, or Citizens Bank; Merrill Lynch, Pierce, Fenner & Smith Incorporated; KeyBanc Capital Markets, Inc., or KeyBanc Capital Markets; and the lenders named therein, for a credit facility with an aggregate maximum principal amount of $530,000,000, or the 2018 Credit Facility. The 2018 Credit Facility, which was further amended on October 1, 2021 to provide for updates regarding the Combined Company subsequent to the Merger, consisted of a senior unsecured revolving credit facility in the amount of $235,000,000 and senior unsecured term loan facilities in the aggregate amount of $295,000,000. At our option, the 2018 Credit Facility bore interest at per annum rates equal to (a)(i) the Eurodollar Rate, as defined in the 2018 Credit Agreement, plus (ii) a margin ranging from 1.70% to 2.20% based on our Consolidated Leverage Ratio, as defined in the 2018 Credit Agreement, or (b)(i) the greater of: (1) the prime rate publicly announced by Bank of America, (2) the Federal Funds Rate, as defined in the 2018 Credit Agreement, plus 0.50%, (3) the one-month Eurodollar Rate plus 1.00%, and (4) 0.00%, plus (ii) a margin ranging from 0.70% to 1.20% based on our Consolidated Leverage Ratio. The 2018 Credit Facility was due to mature on November 19, 2021; however, pursuant to the terms of the 2018 Credit Agreement, at such time we extended the maturity date for an additional 12 months and paid an extension fee of $795,000. As of December 31, 2021, borrowings outstanding totaled $441,900,000 and the weighted average interest rate on such borrowings outstanding was 2.27% per annum. On January 19, 2022, we terminated the 2018 Credit Agreement and entered into the 2022 Credit Agreement, as defined and discussed below. 2019 Credit Facility On October 1, 2021, upon consummation of the Merger, we, through the surviving partnership, were subject to GAHR III’s credit agreement, as amended, or the 2019 Corporate Credit Agreement, with Bank of America; KeyBank; Citizens Bank; and a syndicate of other banks, as lenders, for a credit facility with an aggregate maximum principal amount of $630,000,000, or the 2019 Credit Facility. The 2019 Credit Facility consisted of a senior unsecured revolving credit facility in an aggregate amount of $150,000,000 and a senior unsecured term loan facility in an aggregate amount of $480,000,000. On October 1, 2021, upon consummation of the Merger, the previously available $150,000,000 senior unsecured revolving credit facility was cancelled and a ratable amendment to certain financial covenants was made to account for the Combined Company. At our option, the 2019 Credit Facility bore interest at per annum rates equal to (a) (i) the Eurodollar Rate, as defined in the 2019 Corporate Credit Agreement, plus (ii) a margin ranging from 1.85% to 2.80% based on our Consolidated Leverage Ratio, as defined in the 2019 Corporate Credit Agreement, or (b) (i) the greater of: (1) the prime rate publicly announced by Bank of America, (2) the Federal Funds Rate, as defined in the 2019 Corporate Credit Agreement, plus 0.50%, (3) the one-month Eurodollar Rate plus 1.00%, and (4) 0.00%, plus (ii) a margin ranging from 0.85% to 1.80% based on our Consolidated Leverage Ratio. As of December 31, 2021, borrowings outstanding under the 2019 Credit Facility totaled $480,000,000 and the weighted average interest rate on such borrowings outstanding was 2.60% per annum. The 2019 Corporate Credit Agreement was due to mature on January 25, 2022. On January 19, 2022, we, through our operating partnership, entered into an agreement that amended and restated the 2019 Corporate Credit Agreement in its entirety, or the 2022 Credit Agreement. See below for a further discussion. 2022 Credit Facility On January 19, 2022 , we, through our operating partnership, as borrower, and certain of our subsidiaries, or the subsidiary guarantors, collectively as guarantors, entered into the 2022 Credit Agreement that amended, restated, superseded and replaced the 2019 Corporate Credit Agreement and the 2018 Credit Agreement for a credit facility with an aggregate maximum principal amount up to $1,050,000,000, or the 2022 Credit Facility. The 2022 Credit Facility consists of a senior unsecured revolving credit facility in the initial aggregate amount of $500,000,000 and a senior unsecured term loan facility in the initial aggregate amount of $550,000,000. The proceeds of loans made under the 2022 Credit Facility may be used for refinancing existing indebtedness and for general corporate purposes including for working capital, capital expenditures and other corporate purposes not inconsistent with obligations under the 2022 Credit Agreement. We may also obtain up to $25,000,000 in the form of standby letters of credit pursuant to the 2022 Credit Facility. Unless defined herein, all capitalized terms under this “2022 Credit Facility” subsection are defined in the 2022 Credit Agreement. Under the terms of the 2022 Credit Agreement, the revolving loans mature on January 19, 2026, and may be extended for one 12-month period, subject to the satisfaction of certain conditions, including payment of an extension fee. The term loan matures on January 19, 2027, and may not be extended. The maximum principal amount of the 2022 Credit Facility may be increased by an aggregate incremental amount of $700,000,000, subject to: (i) the terms of the 2022 Credit Agreement; and (ii) at least five The 2022 Credit Facility bears interest at varying rates based upon, at our option, (i) the Daily Simple Secured Overnight Financing Rate, or Daily SOFR, plus the Applicable Rate for Daily SOFR Rate Loans or (ii) the Term Secured Overnight Financing Rate, or the Term SOFR, plus the Applicable Rate for Term SOFR Rate Loans. If, under the terms of the 2022 Credit Agreement, there is an inability to determine the Daily SOFR or the Term SOFR then the 2022 Credit Facility will bear interest at a rate per annum equal to the Base Rate plus the Applicable Rate for Base Rate Loans. The loans may be repaid in whole or in part without prepayment premium or penalty, subject to certain conditions. The 2022 Credit Agreement requires us to add additional subsidiaries as guarantors in the event the value of the assets owned by the subsidiary guarantors falls below a certain threshold as set forth in the 2022 Credit Agreement. In the event of default, Bank of America has the right to terminate the commitment of each Lender to make Loans and any obligation of the L/C Issuer to make L/C Credit Extensions under the 2022 Credit Agreement, and to accelerate the payment on any unpaid principal amount of all outstanding loans and interest thereon. As of June 30, 2022, our aggregate borrowing capacity under the 2022 Credit Facility was $1,050,000,000, excluding the $25,000,000 in standby letters of credit described above. As of June 30, 2022, borrowings outstanding under the 2022 Credit Facility totaled $962,900,000 ($961,957,000, net of deferred financing costs related to the senior unsecured term loan facility portion of the 2022 Credit Facility) and the weighted average interest rate on such borrowings outstanding was 3.22% per annum. In January 2022, in connection with the 2022 Credit Agreement, we incurred an aggregate $3,161,000 loss on the extinguishment of a portion of senior unsecured term loans which formed part of the 2018 Credit Facility and the 2019 Credit Facility. Such loss on extinguishment of debt is recorded as an increase to interest expense in our accompanying condensed consolidated statements of operations and comprehensive loss, and primarily consisted of lender fees we paid to obtain the 2022 Credit Facility. 2019 Trilogy Credit Facility On October 1, 2021, upon consummation of the Merger, through Trilogy RER, LLC, we became subject to an amended and restated loan agreement, or the 2019 Trilogy Credit Agreement, among certain subsidiaries of Trilogy OpCo, LLC, Trilogy RER, LLC, and Trilogy Pro Services, LLC; KeyBank; CIT Bank, N.A.; Regions Bank; KeyBanc Capital Markets, Inc.; Regions Capital Markets; Bank of America; The Huntington National Bank; and a syndicate of other banks, as lenders named therein, with respect to a senior secured revolving credit facility with an aggregate maximum principal amount of $360,000,000, consisting of: (i) a $325,000,000 secured revolver supported by real estate assets and ancillary business cash flow and (ii) a $35,000,000 accounts receivable revolving credit facility supported by eligible accounts receivable, or the 2019 Trilogy Credit Facility. The proceeds of the 2019 Trilogy Credit Facility may be used for acquisitions, debt repayment and general corporate purposes. The maximum principal amount of the 2019 Trilogy Credit Facility may be increased by up to $140,000,000, for a total principal amount of $500,000,000, subject to certain conditions. The 2019 Trilogy Credit Facility matures on September 5, 2023 and may be extended for one 12-month period during the term of the 2019 Trilogy Credit Agreement, subject to the satisfaction of certain conditions, including payment of an extension fee. At our option, the 2019 Trilogy Credit Facility bears interest at per annum rates equal to (a) the London Inter-bank Offered Rate, or LIBOR, plus 2.75% for LIBOR Rate Loans, as defined in the 2019 Trilogy Credit Agreement, and (b) for Base Rate Loans, as defined in the 2019 Trilogy Credit Agreement, 1.75% plus the greater of: (i) the fluctuating annual rate of interest announced from time to time by KeyBank as its prime rate, (ii) 0.50% above the Federal Funds Effective Rate, as defined in the 2019 Trilogy Credit Agreement, and (iii) 1.00% above the one-month LIBOR. As of both June 30, 2022 and December 31, 2021, our aggregate borrowing capacity under the 2019 Trilogy Credit Facility was $360,000,000. As of both June 30, 2022 and December 31, 2021, borrowings outstanding under the 2019 Trilogy Credit Facility totaled $304,734,000, and the weighted average interest rate on such borrowings outstanding was 4.39% and 2.85% per annum, respectively. |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | 10. Derivative Financial Instruments We have used derivative financial instruments to manage interest rate risk associated with variable-rate debt. We recorded such derivative financial instruments in our accompanying condensed consolidated balance sheets as either an asset or a liability measured at fair value. We did not have any derivative financial instruments as of June 30, 2022. The following table lists the derivative financial instruments held by us as of December 31, 2021, which were included in security deposits, prepaid rent and other liabilities in our accompanying condensed consolidated balance sheets: Instrument Notional Amount Index Interest Rate Maturity Date Fair Value Swap $ 250,000,000 one month LIBOR 2.10% 01/25/22 $ 332,000 Swap $ 130,000,000 one month LIBOR 1.98% 01/25/22 162,000 Swap $ 100,000,000 one month LIBOR 0.20% 01/25/22 6,000 $ 500,000 As of December 31, 2021, none of our derivative financial instruments were designated as hedges. Derivative financial instruments not designated as hedges are not speculative and are used to manage our exposure to interest rate movements, but do not meet the strict hedge accounting requirements. On January 25, 2022, our interest rate swap contracts matured. For the three months ended June 30, 2022 and 2021, we recorded $0 and $1,775,000, respectively, and for the six months ended June 30, 2022 and 2021, we recorded $500,000 and $3,596,000, respectively, as a decrease to interest expense in our accompanying condensed consolidated statements of operations and comprehensive loss related to the change in the fair value of our derivative financial instruments. See Note 16, Fair Value Measurements, for a further discussion of the fair value of our derivative financial instruments. |
Identified Intangible Liabiliti
Identified Intangible Liabilities, Net | 6 Months Ended |
Jun. 30, 2022 | |
Identified Intangible Liabilities [Abstract] | |
Identified Intangible Liabilities, Net | 11. Identified Intangible Liabilities, Net As of June 30, 2022 and December 31, 2021, identified intangible liabilities, net consisted of below-market leases of $11,663,000 and $12,715,000, respectively, net of accumulated amortization of $1,699,000 and $1,047,000, respectively. Amortization expense on below-market leases for the three months ended June 30, 2022 and 2021 was $414,000 and $45,000, respectively, and for the six months ended June 30, 2022 and 2021 was $1,023,000 and $92,000, respectively, which is recorded as an increase to real estate revenue in our accompanying condensed consolidated statements of operations and comprehensive loss. The weighted average remaining life of below-market leases was 8.8 years and 9.1 years as of June 30, 2022 and December 31, 2021, respectively. As of June 30, 2022, estimated amortization expense on below-market leases for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter was as follows: Year Amount 2022 $ 825,000 2023 1,596,000 2024 1,475,000 2025 1,347,000 2026 1,198,000 Thereafter 5,222,000 $ 11,663,000 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies Litigation We are not presently subject to any material litigation nor, to our knowledge, is any material litigation threatened against us, which if determined unfavorably to us, would have a material adverse effect on our consolidated financial position, results of operations or cash flows. Environmental Matters We follow a policy of monitoring our properties for the presence of hazardous or toxic substances. While there can be no assurance that a material environmental liability does not exist at our properties, we are not currently aware of any environmental liability with respect to our properties that would have a material effect on our consolidated financial position, results of operations or cash flows. Further, we are not aware of any material environmental liability or any unasserted claim or assessment with respect to an environmental liability that we believe would require additional disclosure or the recording of a loss contingency. Other Our other commitments and contingencies include the usual obligations of real estate owners and operators in the normal course of business, which include calls/puts to sell/acquire properties. In our view, these matters are not expected to have a material adverse effect on our consolidated financial position, results of operations or cash flows. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests | 6 Months Ended |
Jun. 30, 2022 | |
Temporary Equity [Abstract] | |
Redeemable Noncontrolling Interests | 13. Redeemable Noncontrolling Interests As a result of the Merger and the AHI Acquisition, as of June 30, 2022 and December 31, 2021, we, through our direct and indirect subsidiaries, own an approximately 95.0% and 94.9% general partnership interest, respectively, in our operating partnership and the remaining approximate 5.0% and 5.1% limited partnership interest, respectively, in our operating partnership is owned by the NewCo Sellers. Some of the limited partnership units outstanding, which account for approximately 1.0% of our total operating partnership units outstanding, have redemption features outside of our control and are accounted for as redeemable noncontrolling interests presented outside of permanent equity in our accompanying condensed consolidated balance sheets. As of both June 30, 2022 and December 31, 2021, we, through Trilogy REIT Holdings LLC, or Trilogy REIT Holdings, in which we indirectly hold a 76.0% ownership interest, owned 95.9% of the outstanding equity interests of Trilogy. As of both June 30, 2022 and December 31, 2021, certain members of Trilogy’s management and certain members of an advisory committee to Trilogy’s board of directors owned approximately 4.1% of the outstanding equity interests of Trilogy. The noncontrolling interests held by such members have redemption features outside of our control and are accounted for as redeemable noncontrolling interests in our accompanying condensed consolidated balance sheets. As a result of the Merger and through our operating partnership, as of June 30, 2022 and December 31, 2021, we own approximately 98.0% of the joint ventures with an affiliate of Meridian Senior Living, LLC, or Meridian, that own Central Florida Senior Housing Portfolio, Pinnacle Beaumont ALF and Pinnacle Warrenton ALF. Also as a result of the Merger, as of June 30, 2022 and December 31, 2021, we also own approximately 90.0% of the joint venture with Avalon Health Care, Inc., or Avalon, that owns Catalina West Haven ALF and Catalina Madera ALF. The noncontrolling interests held by Meridian and Avalon have redemption features outside of our control and are accounted for as redeemable noncontrolling interests in our accompanying condensed consolidated balance sheets. Both of our joint ventures with an affiliate of Meridian and with Avalon described above were acquired on October 1, 2021, upon consummation of the Merger. We record the carrying amount of redeemable noncontrolling interests at the greater of: (i) the initial carrying amount, increased or decreased for the noncontrolling interests’ share of net income or loss and distributions or (ii) the redemption value. The changes in the carrying amount of redeemable noncontrolling interests consisted of the following for the six months ended June 30, 2022 and 2021: Six Months Ended June 30, 2022 2021 Beginning balance $ 72,725,000 $ 40,340,000 Additional redeemable noncontrolling interest 173,000 — Reclassification from equity 42,000 — Distributions (1,405,000) (551,000) Adjustment to redemption value 3,833,000 899,000 Net loss attributable to redeemable noncontrolling interests (31,000) (514,000) Ending balance $ 75,337,000 $ 40,174,000 |
Equity
Equity | 100 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Equity | 14. Equity Preferred Stock Pursuant to our charter, we are authorized to issue 200,000,000 shares of our preferred stock, par value $0.01 per share. As of both June 30, 2022 and December 31, 2021, no shares of preferred stock were issued and outstanding. Common Stock On March 12, 2015, we terminated the primary portion of our initial public offering. We continued to offer shares of our common stock in the GAHR III initial offering pursuant to the Initial DRIP, until the termination of the distribution reinvestment plan portion of the GAHR III initial offering and deregistration of the GAHR III initial offering on April 22, 2015. On March 25, 2015, we filed a Registration Statement on Form S-3 under the Securities Act of 1933, as amended, or the Securities Act, to register a maximum of $250,000,000 of additional shares of our common stock pursuant to the Initial DRIP through a subsequent offering, or the 2015 GAHR III DRIP Offering, and we commenced offering shares following the deregistration of the GAHR III initial offering until the termination and deregistration of the 2015 GAHR III DRIP Offering on March 29, 2019. Effective October 5, 2016, we amended and restated the Initial DRIP, or the GAHR III Amended and Restated DRIP, to amend the price at which shares of our common stock were issued pursuant to the 2015 GAHR III DRIP Offering. On January 30, 2019, we filed a Registration Statement on Form S-3 under the Securities Act to register a maximum of $200,000,000 of additional shares of our common stock to be issued pursuant to the GAHR III Amended and Restated DRIP, or the 2019 GAHR III DRIP Offering, which we commenced offering on April 1, 2019, following the deregistration of the 2015 GAHR III DRIP Offering. On May 29, 2020, our board authorized the suspension of the 2019 GAHR III DRIP Offering, and consequently, ceased issuing shares pursuant to such offering following the distributions paid in June 2020 to stockholders of record on or prior to the close of business on May 31, 2020. As a result of the Merger, we deregistered the 2019 GAHR III DRIP Offering on October 4, 2021. Further, on October 4, 2021, our board authorized the reinstatement of our distribution reinvestment plan, as amended, or the AHR DRIP. We continue to offer up to $100,000,000 of shares of our common stock to be issued pursuant to the AHR DRIP under an existing Registration Statement on Form S-3 under the Securities Act filed by GAHR IV, or the AHR DRIP Offering. We collectively refer to the Initial DRIP portion of the GAHR III initial offering, the 2015 GAHR III DRIP Offering, the 2019 GAHR III DRIP Offering and the AHR DRIP Offering as our DRIP Offerings. See Note 1, Organization and Description of Business — Public Offering and the “Distribution Reinvestment Plan” section below for a further discussion. At the effective time of the REIT Merger, on October 1, 2021, each issued and outstanding share of GAHR III’s common stock, $0.01 par value per share, was converted into the right to receive 0.9266 shares of GAHR IV’s Class I common stock, $0.01 par value per share, resulting in the issuance of 179,637,776 shares of Class I common stock to GAHR III’s stockholders. Also, on October 1, 2021, we filed the Fourth Articles of Amendment and Restatement to our charter, or the Charter Amendment, which among other things, amended the common stock we are authorized to issue. The Charter Amendment authorized us to issue 1,000,000,000 shares of our common stock, par value $0.01 per share, whereby 200,000,000 shares are classified as Class T common stock and 800,000,000 shares are classified as Class I common stock. Distribution Reinvestment Plan Following the deregistration of the Initial DRIP on April 22, 2015, we continued to offer shares of our common stock pursuant to the 2015 GAHR III DRIP Offering and 2019 GAHR III DRIP Offering which resulted in a total of $308,501,000 in distributions being reinvested that resulted in 33,110,893 shares of common stock being issued. As a result of the Merger, we deregistered the 2019 GAHR III DRIP Offering on October 4, 2021. Further, on October 4, 2021, our board reinstated distributions and authorized the reinstatement of the AHR DRIP Offering. We continue to offer up to $100,000,000 of shares of our common stock to be issued pursuant to the AHR DRIP under the AHR DRIP Offering. As a result, beginning with the October 2021 distribution, which was paid in November 2021, stockholders who previously enrolled as participants in the AHR DRIP received or will receive distributions in shares of our common stock pursuant to the terms of the AHR DRIP, instead of cash distributions. As of June 30, 2022, a total of $77,083,000 in distributions were reinvested that resulted in 8,180,513 shares of common stock being issued pursuant to the AHR DRIP Offering. Since October 5, 2016, our board had approved and established an estimated per share net asset value, or NAV, annually. Commencing with the distribution payment to stockholders paid in the month following such board approval, shares of our common stock issued pursuant to our distribution reinvestment plan are issued at the current estimated per share NAV until such time as our board determined an updated estimated per share NAV. The following is a summary of the historical estimated per share NAV for GAHR III and the Combined Company, as applicable: Approval Date by our Board Estimated Per Share NAV 10/03/19 $ 9.40 03/18/21 $ 8.55 03/24/22 $ 9.29 For the three and six months ended June 30, 2022, $11,143,000 and $22,447,000, respectively, in distributions were reinvested and 1,199,427 and 2,425,500 shares of our common stock, respectively, were issued pursuant to our DRIP Offerings. For both the three and six months ended June 30, 2021, there were no distributions reinvested pursuant to our DRIP Offerings. Share Repurchase Plan Our share repurchase plan allows for repurchases of shares of our common stock by us when certain criteria are met. Share repurchases are made at the sole discretion of our board. Subject to the availability of the funds for share repurchases and other certain conditions, we generally limit the number of shares of our common stock repurchased during any calendar year to 5.0% of the weighted average number of shares of our common stock outstanding during the prior calendar year; provided however, that shares subject to a repurchase requested upon the death or “qualifying disability,” as defined in our share repurchase plan, of a stockholder are not subject to this cap. Funds for the repurchase of shares of our common stock come from the cumulative proceeds we receive from the sale of shares of our common stock pursuant to our DRIP Offerings. Pursuant to our share repurchase plan, the repurchase price is equal to the lesser of (i) the amount per share that a stockholder paid for their shares of our common stock, or (ii) the most recent estimated value of one share of our common stock, as determined by our board, except that the repurchase price with respect to repurchases resulting from the death or qualifying disability of stockholders is equal to the most recently published estimated per share NAV. On October 4, 2021, as a result of the Merger, our board authorized the partial reinstatement of our share repurchase plan with respect to requests to repurchase shares resulting from the death or qualifying disability of stockholders, effective with respect to qualifying repurchases for the fiscal quarter ending December 31, 2021. All share repurchase requests other than those requests resulting from the death or qualifying disability of stockholders were and shall be rejected. During the three and six months ended June 30, 2022, we repurchased 699,460 and 1,147,835 shares of our common stock, respectively, for an aggregate of $6,449,000 and $10,583,000, respectively, at a repurchase price of $9.22 per share. During the three and six months ended June 30, 2021, we did not repurchase any shares of common stock. In July 2022, we repurchased 608,138 shares of our common stock, for an aggregate of $5,650,000, at a repurchase price of $9.29 per share. All shares were repurchased using the cumulative proceeds we received from the sale of shares of our common stock pursuant to our DRIP Offerings. Noncontrolling Interests in Total Equity As of both June 30, 2022 and December 31, 2021, Trilogy REIT Holdings owned approximately 95.9% of Trilogy. Prior to October 1, 2021, we were the indirect owner of a 70.0% interest in Trilogy REIT Holdings pursuant to an amended joint venture agreement with an indirect, wholly owned subsidiary of NorthStar Healthcare Income, Inc., or NHI, and a wholly owned subsidiary of GAHR IV Operating Partnership. We serve as the managing member of Trilogy REIT Holdings. As part of the Merger on October 1, 2021, the wholly owned subsidiary of GAHR IV Operating Partnership sold its 6.0% interest in Trilogy REIT Holdings to GAHR III, thereby increasing our indirect ownership in Trilogy REIT Holdings to 76.0%. Through September 30, 2021, 30.0% of the net earnings of Trilogy REIT Holdings were allocated to noncontrolling interests, and since October 1, 2021, 24.0% of the net earnings of Trilogy REIT Holdings were allocated to a noncontrolling interest. In connection with our acquisition and operation of Trilogy, profit interest units in Trilogy, or the Profit Interests, were issued to Trilogy Management Services, LLC and an independent director of Trilogy, both unaffiliated third parties that manage or direct the day-to-day operations of Trilogy. The Profit Interests consisted of time-based or performance-based commitments. The time-based Profit Interests were measured at their grant date fair value and vest in increments of 20.0% on each anniversary of the respective grant date over a five year period. We amortized the time-based Profit Interests on a straight-line basis over the vesting periods, which are recorded to general and administrative in our accompanying condensed consolidated statements of operations and comprehensive loss. The performance-based Profit Interests were subject to a performance commitment and would have vested upon liquidity events as defined in the Profit Interests agreements. The performance-based Profit Interests were measured at their fair value on the adoption date of ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting , using a modified retrospective approach. The nonvested awards were presented as noncontrolling interests in total equity in our accompanying condensed consolidated balance sheets, and were re-classified to redeemable noncontrolling interests upon vesting as they had redemption features outside of our control similar to the common stock units held by Trilogy’s management. See Note 13, Redeemable Noncontrolling Interests, for a further discussion. In December 2021, we redeemed a part of the time-based Profit Interests, and all of the performance-based Profit Interests that were included in noncontrolling interests in total equity. We redeemed such Profit Interests in cash and through the issuance of additional equity interests in Trilogy that are classified as redeemable noncontrolling interests in our accompanying condensed consolidated balance sheets. There were no canceled, expired or exercised Profit Interests during the three and six months ended June 30, 2022 and 2021. For the three months ended June 30, 2022 and 2021, we recognized stock compensation expense related to the Profit Interests of $21,000 and $0, respectively, and for the six months ended June 30, 2022 and 2021, we recognized stock compensation expense related to the Profit Interests of $42,000 and $(14,000), respectively. One of our consolidated subsidiaries issued non-voting preferred shares of beneficial interests to qualified investors for total proceeds of $125,000. These preferred shares of beneficial interests are entitled to receive cumulative preferential cash dividends at the rate of 12.5% per annum. We classify the value of the subsidiary’s preferred shares of beneficial interests as noncontrolling interests in our accompanying condensed consolidated balance sheets and the dividends of the preferred shares of beneficial interests in net income or loss attributable to noncontrolling interests in our accompanying condensed consolidated statements of operations and comprehensive loss. As of both June 30, 2022 and December 31, 2021, we owned an 86.0% interest in a consolidated limited liability company that owns Lakeview IN Medical Plaza. As such, 14.0% of the net earnings of Lakeview IN Medical Plaza were allocated to noncontrolling interests for the three and six months ended June 30, 2022 and 2021. As of both June 30, 2022 and December 31, 2021, we owned a 90.6% membership interest in a consolidated limited liability company that owns Southlake TX Hospital. As such, 9.4% of the net earnings of Southlake TX Hospital were allocated to noncontrolling interests for the three and six months ended June 30, 2022 and 2021. On October 1, 2021, upon consummation of the Merger, through our operating partnership, we acquired an approximate 90.0% interest in a joint venture that owns the Louisiana Senior Housing Portfolio. As such, 10.0% of the net earnings of the joint venture were allocated to noncontrolling interests in our accompanying condensed consolidated statements of operations and comprehensive loss during the three and six months ended June 30, 2022. As discussed in Note 1, Organization and Description of Business, as a result of the Merger and the AHI Acquisition, as of June 30, 2022 and December 31, 2021, we, through our direct and indirect subsidiaries, own an approximately 95.0% and 94.9% general partnership interest, respectively, in our operating partnership and the remaining approximately 5.0% and 5.1% limited partnership interest, respectively, in our operating partnership is owned by the NewCo Sellers. As of June 30, 2022 and December 31, 2021, approximately 4.0% and 4.1% of our total operating partnership units outstanding, respectively, is presented in total equity in our accompanying condensed consolidated balance sheets. See Note 13, Redeemable Noncontrolling Interests, for a further discussion. 2015 Incentive Plan Upon consummation of the Merger, we adopted the 2015 Incentive Plan, as amended and restated, or our incentive plan, pursuant to which our board (with respect to options and restricted shares of common stock granted to independent directors), or our compensation committee (with respect to any other award), may make grants of options, restricted shares of common stock, stock purchase rights, stock appreciation rights or other awards to our independent directors, officers, employees and consultants. The maximum number of shares of our common stock that may be issued pursuant to our incentive plan is 4,000,000 shares. Through June 30, 2022, we granted an aggregate of 1,137,355 shares of our restricted common stock under our incentive plan. Such amount includes: (i) 215,214 shares of our restricted Class T common stock, at a weighted average grant date fair value of $9.53 per share, to our independent directors; (ii) 477,901 time-based shares of our restricted Class T common stock, at a grant date fair value of $9.22 per share, to certain executive officers and key employees; (iii) 319,149 shares of our restricted Class T common stock, at a grant date fair value of $9.22 per share, to certain of our key employees; and (iv) 125,091 shares of our restricted Class I common stock issued upon the conversion of restricted common stock that GAHR III granted prior to the Merger. Also, through June 30, 2022, we granted 113,205 performance-based restricted stock units pursuant to our incentive plan to certain executive officers representing the right to receive shares of our Class T common stock upon vesting, at a grant date fair value of $9.29 per unit, net of 46,096 performance-based restricted stock units that were forfeited during the six months ended June 30, 2022. Further, for the six months ended June 30, 2022, we granted 76,800 time-based restricted stock units under our incentive plan, at a grant date fair value of $9.29 per share, to certain employees representing the right to receive shares of our Class T common stock upon vesting. For the three months ended June 30, 2022 and 2021, we recognized stock based compensation expense related to awards granted pursuant to our incentive plan of $980,000 and $26,000, respectively. For the six months ended June 30, 2022 and 2021, we recognized stock based compensation expense related to awards granted pursuant to our incentive plan of $1,791,000 and $53,000, respectively. Such stock based compensation expense was included in general and administrative in our accompanying condensed consolidated statements of operations and comprehensive loss. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 15. Related Party Transactions Fees and Expenses Paid to Affiliates Prior to the closing of the AHI Acquisition on October 1, 2021, our former advisor used its best efforts, subject to the oversight and review of our board, to, among other things, provide asset management, property management, acquisition, disposition and other advisory services on our behalf consistent with our investment policies and objectives. Our former advisor performed its duties and responsibilities under the Advisory Agreement as our fiduciary. Until September 30, 2021, all of our executive officers were officers of our former advisor and officers, limited partners and/or members of one of our former co-sponsors and other affiliates of our former advisor. On December 20, 2021, the Advisory Agreement was assigned to NewCo and as a result, any fees that would have otherwise been payable to our former advisor are now eliminated in consolidation. Following the consummation of the Merger, we became self-managed and as a result, we no longer incur to our former advisor and its affiliates any fees or expense reimbursements arising from the Advisory Agreement. Fees and expenses incurred to our former advisor or its affiliates for the three and six months ended June 30, 2021 were as follows: Three Months Ended Six Months Ended Asset management fees(1) $ 5,401,000 $ 10,763,000 Property management fees(2) 681,000 1,335,000 Development fees(3) 357,000 640,000 Lease fees(4) 120,000 385,000 Construction management fees(5) 68,000 80,000 Operating expenses(6) 53,000 116,000 Acquisition fees(7) 10,000 1,344,000 $ 6,690,000 $ 14,663,000 ___________ (1) Asset management fees were included in general and administrative in our accompanying condensed consolidated statements of operations and comprehensive loss. (2) Property management fees were included in rental expenses or general and administrative expenses in our accompanying condensed consolidated statements of operations and comprehensive loss, depending on the property type from which the fee was incurred. (3) Development fees were capitalized as part of the associated investments in our accompanying condensed consolidated balance sheets. (4) Lease fees were capitalized as costs of entering into new leases and included in other assets, net in our accompanying condensed consolidated balance sheets. (5) Construction management fees were capitalized as part of the associated asset and included in real estate investments, net in our accompanying condensed consolidated balance sheets. (6) We reimbursed our former advisor or its affiliates for operating expenses incurred in rendering services to us, subject to certain limitations. For the 12 months ended June 30, 2021, our operating expenses did not exceed such limitations. Operating expenses were generally included in general and administrative in our accompanying condensed consolidated statements of operations and comprehensive loss. (7) Acquisition fees in connection with the acquisition of properties accounted for as asset acquisitions or the acquisition of real estate-related investments were capitalized as part of the associated investments in our accompanying condensed consolidated balance sheets. Accounts Payable Due to Affiliates We did not have any amounts outstanding to our affiliates as of June 30, 2022 . The following amounts were outstanding to our affiliates as of December 31, 2021: Fee December 31, 2021 Lease commissions $ 245,000 Development fees 229,000 Construction management fees 152,000 Operating expenses 100,000 Asset and property management fees 83,000 Acquisition fees 57,000 $ 866,000 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 16. Fair Value Measurements Assets and Liabilities Reported at Fair Value The table below presents our assets and liabilities measured at fair value on a recurring basis as of June 30, 2022, aggregated by the level in the fair value hierarchy within which those measurements fall: Quoted Prices in Significant Other Significant Total Liabilities: Warrants $ — $ — $ 733,000 $ 733,000 Total liabilities at fair value $ — $ — $ 733,000 $ 733,000 The table below presents our assets and liabilities measured at fair value on a recurring basis as of December 31, 2021, aggregated by the level in the fair value hierarchy within which those measurements fall: Quoted Prices in Significant Other Significant Total Liabilities: Derivative financial instruments $ — $ 500,000 $ — $ 500,000 Warrants — — 786,000 786,000 Total liabilities at fair value $ — $ 500,000 $ 786,000 $ 1,286,000 There were no transfers into and out of fair value measurement levels during the six months ended June 30, 2022 and 2021. Warrants As of June 30, 2022 and December 31, 2021, we have recorded $733,000 and $786,000, respectively, related to warrants in Trilogy common units held by certain members of Trilogy’s management, which is included in security deposits, prepaid rent and other liabilities in our accompanying condensed consolidated balance sheets. Once exercised, these warrants have redemption features similar to the common units held by members of Trilogy’s management. See Note 13, Redeemable Noncontrolling Interests, for a further discussion. As of June 30, 2022 and December 31, 2021, the carrying value is a reasonable estimate of fair value. Derivative Financial Instruments We used interest rate swaps and interest rate caps to manage interest rate risk associated with variable-rate debt. The valuation of these instruments was determined using widely accepted valuation techniques including a discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflected the contractual terms of the derivatives, including the period to maturity, and used observable market-based inputs, including interest rate curves, as well as option volatility. The fair values of interest rate swaps were determined by netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts were based on an expectation of future interest rates derived from observable market interest rate curves. We incorporated credit valuation adjustments to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts and guarantees. Although we determined that the majority of the inputs used to value our derivative financial instruments fell within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with these instruments utilized Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by us and our counterparty. However, as of December 31, 2021, we assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivative positions and determined that the credit valuation adjustments were not significant to the overall valuation of our derivatives. As a result, we determined that our derivative valuations in their entirety were classified in Level 2 of the fair value hierarchy. As of June 30, 2022, we did not have any derivative financial instruments. Financial Instruments Disclosed at Fair Value Our accompanying condensed consolidated balance sheets include the following financial instruments: debt security investment, cash and cash equivalents, restricted cash, accounts and other receivables, accounts payable and accrued liabilities, accounts payable due to affiliates, mortgage loans payable and borrowings under our lines of credit and term loans. We consider the carrying values of cash and cash equivalents, restricted cash, accounts and other receivables and accounts payable and accrued liabilities to approximate the fair value for these financial instruments based upon an evaluation of the underlying characteristics, market data and because of the short period of time between origination of the instruments and their expected realization. The fair value of accounts payable due to affiliates is not determinable due to the related party nature of the accounts payable. The fair values of the other financial instruments are classified in Level 2 of the fair value hierarchy. The fair value of our debt security investment is estimated using a discounted cash flow analysis using interest rates available to us for investments with similar terms and maturities. The fair values of our mortgage loans payable and our lines of credit and term loans are estimated using discounted cash flow analyses using borrowing rates available to us for debt instruments with similar terms and maturities. We have determined that the valuations of our debt security investment, mortgage loans payable and lines of credit and term loans are classified in Level 2 within the fair value hierarchy. The carrying amounts and estimated fair values of such financial instruments as of June 30, 2022 and December 31, 2021 were as follows: June 30, 2022 December 31, Carrying Fair Carrying Fair Financial Assets: Debt security investment $ 81,167,000 $ 93,470,000 $ 79,315,000 $ 93,920,000 Financial Liabilities: Mortgage loans payable $ 1,134,059,000 $ 1,020,652,000 $ 1,095,594,000 $ 1,075,729,000 Lines of credit and term loans $ 1,261,225,000 $ 1,270,330,000 $ 1,222,853,000 $ 1,226,636,000 ___________ (1) Carrying amount is net of any discount/premium and unamortized deferred financing costs. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 17. Income Taxes As a REIT, we generally will not be subject to federal income tax on taxable income that we distribute to our stockholders. We have elected to treat certain of our consolidated subsidiaries as taxable REIT subsidiaries, or TRS, pursuant to the Code. TRS may participate in services that would otherwise be considered impermissible for REITs and are subject to federal and state income tax at regular corporate tax rates. Current Income Tax Federal and state income taxes are generally a function of the level of income recognized by our TRS. Foreign income taxes are generally a function of our income on our real estate located in the United Kingdom, or UK, and Isle of Man. Deferred Taxes Deferred income tax is generally a function of the period’s temporary differences (primarily basis differences between tax and financial reporting for real estate assets and equity investments) and generation of tax net operating loss that may be realized in future periods depending on sufficient taxable income. We recognize the financial statement effects of an uncertain tax position when it is more likely than not, based on the technical merits of the tax position, that such a position will be sustained upon examination by the relevant tax authorities. If the tax benefit meets the “more likely than not” threshold, the measurement of the tax benefit will be based on our estimate of the ultimate tax benefit to be sustained if audited by the taxing authority. As of both June 30, 2022 and December 31, 2021, we did not have any tax benefits or liabilities for uncertain tax positions that we believe should be recognized in our accompanying condensed consolidated financial statements. We assess the available positive and negative evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets. A valuation allowance is established if we believe it is more likely than not that all or a portion of the deferred tax assets are not realizable. As of June 30, 2022 and December 31, 2021, our valuation allowance fully reserves the net deferred tax assets due to historical losses and inherent uncertainty of future income. We will continue to monitor industry and economic conditions, and our ability to generate taxable income based on our business plan and available tax planning strategies, which would allow us to utilize the tax benefits of the net deferred tax assets and thereby allow us to reverse all, or a portion of, our valuation allowance in the future. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Lessee, Finance Leases | 18. Leases Lessor We have operating leases with tenants that expire at various dates through 2050. For the three months ended June 30, 2022 and 2021, we recognized $50,060,000 and $29,271,000, respectively, of revenues related to operating lease payments, of which $9,663,000 and $5,304,000, respectively, was for variable lease payments. For the six months ended June 30, 2022 and 2021, we recognized $100,790,000 and $57,938,000, respectively, of revenues related to operating lease payments, of which $20,076,000 and $9,654,000, respectively, was for variable lease payments. As of June 30, 2022, the following table sets forth the undiscounted cash flows for future minimum base rents due under operating leases for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter for properties that we wholly own: Year Amount 2022 $ 77,361,000 2023 150,031,000 2024 139,441,000 2025 125,062,000 2026 114,401,000 Thereafter 624,329,000 Total $ 1,230,625,000 Lessee We lease certain land, buildings, furniture, fixtures, campus equipment, office equipment and automobiles. We have lease agreements with lease and non-lease components, which are generally accounted for separately. Most leases include one or more options to renew, with renewal terms that generally can extend at various dates through 2107, excluding extension options. The exercise of lease renewal options is at our sole discretion. Certain leases also include options to purchase the leased property. As of June 30, 2022, we had future lease payments of $27,229,000 for an operating lease that had not yet commenced. Such operating lease will commence in fiscal year 2022 with a lease term of 15 years. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Certain of our lease agreements include rental payments that are adjusted periodically based on the United States Bureau of Labor Statistics’ Consumer Price Index, and may also include other variable lease costs (i.e., common area maintenance, property taxes and insurance). Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease costs were as follows: Three Months Ended June 30, Lease Cost Classification 2022 2021 Operating lease cost(1) Property operating expenses, rental expenses or general and administrative expenses $ 5,408,000 $ 5,498,000 Finance lease cost: Amortization of leased assets Depreciation and amortization 316,000 381,000 Interest on lease liabilities Interest expense 66,000 74,000 Sublease income Resident fees and services revenue or other income (234,000) (6,000) Total lease cost $ 5,556,000 $ 5,947,000 Six Months Ended June 30, Lease Cost Classification 2022 2021 Operating lease cost(1) Property operating expenses, rental expenses or general and administrative expenses $ 11,764,000 $ 11,835,000 Finance lease cost: Amortization of leased assets Depreciation and amortization 629,000 793,000 Interest on lease liabilities Interest expense 140,000 192,000 Sublease income Resident fees and services revenue or other income (382,000) (6,000) Total lease cost $ 12,151,000 $ 12,814,000 ___________ (1) Includes short-term leases and variable lease costs, which are immaterial. Additional information related to our leases for the periods presented below was as follows: Lease Term and Discount Rate June 30, 2022 December 31, Weighted average remaining lease term (in years): Operating leases 19.9 16.9 Finance leases 2.9 3.6 Weighted average discount rate: Operating leases 5.53 % 5.52 % Finance leases 7.59 % 7.68 % Six Months Ended June 30, Supplemental Disclosure of Cash Flows Information 2022 2021 Operating cash outflows related to finance leases $ 140,000 $ 192,000 Financing cash outflows related to finance leases $ 26,000 $ 117,000 Leased assets obtained in exchange for finance lease liabilities $ 56,000 $ 136,000 Right-of-use assets obtained in exchange for operating lease liabilities $ — $ 105,000 Operating Leases As of June 30, 2022, the following table sets forth the undiscounted cash flows of our scheduled obligations for future minimum payments for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter, as well as the reconciliation of those cash flows to operating lease liabilities on our accompanying condensed consolidated balance sheet: Year Amount 2022 $ 7,116,000 2023 14,022,000 2024 12,836,000 2025 11,627,000 2026 11,045,000 Thereafter 144,289,000 Total undiscounted operating lease payments 200,935,000 Less: interest 96,742,000 Present value of operating lease liabilities $ 104,193,000 Finance Leases As of June 30, 2022, the following table sets forth the undiscounted cash flows of our scheduled obligations for future minimum payments for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter, as well as a reconciliation of those cash flows to finance lease liabilities: Year Amount 2022 $ 34,000 2023 61,000 2024 75,000 2025 31,000 2026 — Thereafter — Total undiscounted finance lease payments 201,000 Less: interest 23,000 Present value of finance lease liabilities $ 178,000 |
Lessor, Operating Leases | 18. Leases Lessor We have operating leases with tenants that expire at various dates through 2050. For the three months ended June 30, 2022 and 2021, we recognized $50,060,000 and $29,271,000, respectively, of revenues related to operating lease payments, of which $9,663,000 and $5,304,000, respectively, was for variable lease payments. For the six months ended June 30, 2022 and 2021, we recognized $100,790,000 and $57,938,000, respectively, of revenues related to operating lease payments, of which $20,076,000 and $9,654,000, respectively, was for variable lease payments. As of June 30, 2022, the following table sets forth the undiscounted cash flows for future minimum base rents due under operating leases for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter for properties that we wholly own: Year Amount 2022 $ 77,361,000 2023 150,031,000 2024 139,441,000 2025 125,062,000 2026 114,401,000 Thereafter 624,329,000 Total $ 1,230,625,000 Lessee We lease certain land, buildings, furniture, fixtures, campus equipment, office equipment and automobiles. We have lease agreements with lease and non-lease components, which are generally accounted for separately. Most leases include one or more options to renew, with renewal terms that generally can extend at various dates through 2107, excluding extension options. The exercise of lease renewal options is at our sole discretion. Certain leases also include options to purchase the leased property. As of June 30, 2022, we had future lease payments of $27,229,000 for an operating lease that had not yet commenced. Such operating lease will commence in fiscal year 2022 with a lease term of 15 years. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Certain of our lease agreements include rental payments that are adjusted periodically based on the United States Bureau of Labor Statistics’ Consumer Price Index, and may also include other variable lease costs (i.e., common area maintenance, property taxes and insurance). Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease costs were as follows: Three Months Ended June 30, Lease Cost Classification 2022 2021 Operating lease cost(1) Property operating expenses, rental expenses or general and administrative expenses $ 5,408,000 $ 5,498,000 Finance lease cost: Amortization of leased assets Depreciation and amortization 316,000 381,000 Interest on lease liabilities Interest expense 66,000 74,000 Sublease income Resident fees and services revenue or other income (234,000) (6,000) Total lease cost $ 5,556,000 $ 5,947,000 Six Months Ended June 30, Lease Cost Classification 2022 2021 Operating lease cost(1) Property operating expenses, rental expenses or general and administrative expenses $ 11,764,000 $ 11,835,000 Finance lease cost: Amortization of leased assets Depreciation and amortization 629,000 793,000 Interest on lease liabilities Interest expense 140,000 192,000 Sublease income Resident fees and services revenue or other income (382,000) (6,000) Total lease cost $ 12,151,000 $ 12,814,000 ___________ (1) Includes short-term leases and variable lease costs, which are immaterial. Additional information related to our leases for the periods presented below was as follows: Lease Term and Discount Rate June 30, 2022 December 31, Weighted average remaining lease term (in years): Operating leases 19.9 16.9 Finance leases 2.9 3.6 Weighted average discount rate: Operating leases 5.53 % 5.52 % Finance leases 7.59 % 7.68 % Six Months Ended June 30, Supplemental Disclosure of Cash Flows Information 2022 2021 Operating cash outflows related to finance leases $ 140,000 $ 192,000 Financing cash outflows related to finance leases $ 26,000 $ 117,000 Leased assets obtained in exchange for finance lease liabilities $ 56,000 $ 136,000 Right-of-use assets obtained in exchange for operating lease liabilities $ — $ 105,000 Operating Leases As of June 30, 2022, the following table sets forth the undiscounted cash flows of our scheduled obligations for future minimum payments for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter, as well as the reconciliation of those cash flows to operating lease liabilities on our accompanying condensed consolidated balance sheet: Year Amount 2022 $ 7,116,000 2023 14,022,000 2024 12,836,000 2025 11,627,000 2026 11,045,000 Thereafter 144,289,000 Total undiscounted operating lease payments 200,935,000 Less: interest 96,742,000 Present value of operating lease liabilities $ 104,193,000 Finance Leases As of June 30, 2022, the following table sets forth the undiscounted cash flows of our scheduled obligations for future minimum payments for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter, as well as a reconciliation of those cash flows to finance lease liabilities: Year Amount 2022 $ 34,000 2023 61,000 2024 75,000 2025 31,000 2026 — Thereafter — Total undiscounted finance lease payments 201,000 Less: interest 23,000 Present value of finance lease liabilities $ 178,000 |
Lessee, Operating Leases | 18. Leases Lessor We have operating leases with tenants that expire at various dates through 2050. For the three months ended June 30, 2022 and 2021, we recognized $50,060,000 and $29,271,000, respectively, of revenues related to operating lease payments, of which $9,663,000 and $5,304,000, respectively, was for variable lease payments. For the six months ended June 30, 2022 and 2021, we recognized $100,790,000 and $57,938,000, respectively, of revenues related to operating lease payments, of which $20,076,000 and $9,654,000, respectively, was for variable lease payments. As of June 30, 2022, the following table sets forth the undiscounted cash flows for future minimum base rents due under operating leases for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter for properties that we wholly own: Year Amount 2022 $ 77,361,000 2023 150,031,000 2024 139,441,000 2025 125,062,000 2026 114,401,000 Thereafter 624,329,000 Total $ 1,230,625,000 Lessee We lease certain land, buildings, furniture, fixtures, campus equipment, office equipment and automobiles. We have lease agreements with lease and non-lease components, which are generally accounted for separately. Most leases include one or more options to renew, with renewal terms that generally can extend at various dates through 2107, excluding extension options. The exercise of lease renewal options is at our sole discretion. Certain leases also include options to purchase the leased property. As of June 30, 2022, we had future lease payments of $27,229,000 for an operating lease that had not yet commenced. Such operating lease will commence in fiscal year 2022 with a lease term of 15 years. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Certain of our lease agreements include rental payments that are adjusted periodically based on the United States Bureau of Labor Statistics’ Consumer Price Index, and may also include other variable lease costs (i.e., common area maintenance, property taxes and insurance). Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease costs were as follows: Three Months Ended June 30, Lease Cost Classification 2022 2021 Operating lease cost(1) Property operating expenses, rental expenses or general and administrative expenses $ 5,408,000 $ 5,498,000 Finance lease cost: Amortization of leased assets Depreciation and amortization 316,000 381,000 Interest on lease liabilities Interest expense 66,000 74,000 Sublease income Resident fees and services revenue or other income (234,000) (6,000) Total lease cost $ 5,556,000 $ 5,947,000 Six Months Ended June 30, Lease Cost Classification 2022 2021 Operating lease cost(1) Property operating expenses, rental expenses or general and administrative expenses $ 11,764,000 $ 11,835,000 Finance lease cost: Amortization of leased assets Depreciation and amortization 629,000 793,000 Interest on lease liabilities Interest expense 140,000 192,000 Sublease income Resident fees and services revenue or other income (382,000) (6,000) Total lease cost $ 12,151,000 $ 12,814,000 ___________ (1) Includes short-term leases and variable lease costs, which are immaterial. Additional information related to our leases for the periods presented below was as follows: Lease Term and Discount Rate June 30, 2022 December 31, Weighted average remaining lease term (in years): Operating leases 19.9 16.9 Finance leases 2.9 3.6 Weighted average discount rate: Operating leases 5.53 % 5.52 % Finance leases 7.59 % 7.68 % Six Months Ended June 30, Supplemental Disclosure of Cash Flows Information 2022 2021 Operating cash outflows related to finance leases $ 140,000 $ 192,000 Financing cash outflows related to finance leases $ 26,000 $ 117,000 Leased assets obtained in exchange for finance lease liabilities $ 56,000 $ 136,000 Right-of-use assets obtained in exchange for operating lease liabilities $ — $ 105,000 Operating Leases As of June 30, 2022, the following table sets forth the undiscounted cash flows of our scheduled obligations for future minimum payments for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter, as well as the reconciliation of those cash flows to operating lease liabilities on our accompanying condensed consolidated balance sheet: Year Amount 2022 $ 7,116,000 2023 14,022,000 2024 12,836,000 2025 11,627,000 2026 11,045,000 Thereafter 144,289,000 Total undiscounted operating lease payments 200,935,000 Less: interest 96,742,000 Present value of operating lease liabilities $ 104,193,000 Finance Leases As of June 30, 2022, the following table sets forth the undiscounted cash flows of our scheduled obligations for future minimum payments for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter, as well as a reconciliation of those cash flows to finance lease liabilities: Year Amount 2022 $ 34,000 2023 61,000 2024 75,000 2025 31,000 2026 — Thereafter — Total undiscounted finance lease payments 201,000 Less: interest 23,000 Present value of finance lease liabilities $ 178,000 |
Segment Reporting
Segment Reporting | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting | 19. Segment Reporting As of June 30, 2022, we evaluated our business and made resource allocations based on six reportable business segments: integrated senior health campuses, medical office buildings, skilled nursing facilities, SHOP, senior housing — leased and hospitals. Our medical office buildings are typically leased to multiple tenants under separate leases, thus requiring active management and responsibility for many of the associated operating expenses (much of which are, or can effectively be, passed through to the tenants). Our integrated senior health campuses include a range of assisted living, memory care, independent living, skilled nursing services and certain ancillary businesses that are owned and operated utilizing a RIDEA structure. Our skilled nursing and senior housing facilities are single-tenant properties for which we lease the facilities to unaffiliated tenants under triple-net and generally master leases that transfer the obligation for all facility operating costs (including maintenance, repairs, taxes, insurance and capital expenditures) to the tenant. In addition, our senior housing —leased segment includes our debt security investment. Our hospital investments are similarly structured to our leased skilled nursing and senior housing facilities. Our SHOP segment includes senior housing facilities that are owned and operated utilizing a RIDEA structure. While we believe that net income (loss), as defined by GAAP, is the most appropriate earnings measurement, we evaluate our segments’ performance based upon segment net operating income, or NOI. We define segment NOI as total revenues and grant income, less property operating expenses and rental expenses, which excludes depreciation and amortization, general and administrative expenses, business acquisition expenses, interest expense, gain or loss on dispositions of real estate investments, impairment of real estate investments, income or loss from unconsolidated entities, foreign currency gain or loss, other income and income tax benefit or expense for each segment. We believe that segment NOI serves as an appropriate supplemental performance measure to net income (loss) because it allows investors and our management to measure unlevered property-level operating results and to compare our operating results to the operating results of other real estate companies and between periods on a consistent basis. Interest expense, depreciation and amortization and other expenses not attributable to individual properties are not allocated to individual segments for purposes of assessing segment performance. Non-segment assets primarily consist of corporate assets including cash and cash equivalents, other receivables, deferred financing costs and other assets not attributable to individual properties. On October 1, 2021, as part of the Merger, we acquired 92 buildings, or approximately 4,799,000 square feet of GLA, which expanded our portfolio of real estate properties and SHOP within the segments as outlined above. Summary information for the reportable segments during the three and six months ended June 30, 2022 and 2021 was as follows: Integrated SHOP Medical Senior Skilled Hospitals Three Months Ended June 30, 2022 Revenues and grant income: Resident fees and services $ 287,582,000 $ 38,643,000 $ — $ — $ — $ — $ 326,225,000 Real estate revenue — — 36,833,000 5,262,000 6,599,000 2,411,000 51,105,000 Grant income 10,969,000 — — — — — 10,969,000 Total revenues and grant income 298,551,000 38,643,000 36,833,000 5,262,000 6,599,000 2,411,000 388,299,000 Expenses: Property operating expenses 258,934,000 37,125,000 — — — — 296,059,000 Rental expenses — — 13,791,000 212,000 521,000 139,000 14,663,000 Segment net operating income $ 39,617,000 $ 1,518,000 $ 23,042,000 $ 5,050,000 $ 6,078,000 $ 2,272,000 $ 77,577,000 Expenses: General and administrative $ 10,928,000 Business acquisition expenses 1,757,000 Depreciation and amortization 39,971,000 Other income (expense): Interest expense (including amortization of deferred financing costs, debt discount/premium and gain on debt extinguishments) (20,345,000) Loss on dispositions of real estate investments (73,000) Impairment of real estate investments (17,340,000) Income from unconsolidated entities 638,000 Foreign currency loss (3,607,000) Other income 469,000 Total net other expense (40,258,000) Loss before income taxes (15,337,000) Income tax expense (205,000) Net loss $ (15,542,000) Integrated SHOP Medical Senior Skilled Hospitals Three Months Ended June 30, 2021 Revenues and grant income: Resident fees and services $ 255,815,000 $ 20,537,000 $ — $ — $ — $ — $ 276,352,000 Real estate revenue — — 20,635,000 3,606,000 3,661,000 2,740,000 30,642,000 Grant income 898,000 201,000 — — — — 1,099,000 Total revenues and grant income 256,713,000 20,738,000 20,635,000 3,606,000 3,661,000 2,740,000 308,093,000 Expenses: Property operating expenses 232,991,000 17,435,000 — — — — 250,426,000 Rental expenses — — 7,588,000 30,000 375,000 126,000 8,119,000 Segment net operating income $ 23,722,000 $ 3,303,000 $ 13,047,000 $ 3,576,000 $ 3,286,000 $ 2,614,000 $ 49,548,000 Expenses: General and administrative $ 7,343,000 Business acquisition expenses 2,750,000 Depreciation and amortization 26,357,000 Other income (expense): Interest expense: Interest expense (including amortization of deferred financing costs, debt discount/premium and loss on debt extinguishment) (18,490,000) Gain in fair value of derivative financial instruments 1,775,000 Loss on disposition of real estate investment (42,000) Impairment of real estate investment (3,335,000) Loss from unconsolidated entities (901,000) Foreign currency gain 238,000 Other income 191,000 Total net other expense (20,564,000) Loss before income taxes (7,466,000) Income tax expense (495,000) Net loss $ (7,961,000) Integrated SHOP Medical Senior Skilled Hospitals Six Months Ended June 30, 2022 Revenues and grant income: Resident fees and services $ 568,594,000 $ 76,605,000 $ — $ — $ — $ — $ 645,199,000 Real estate revenue — — 74,670,000 10,560,000 12,992,000 4,826,000 103,048,000 Grant income 16,065,000 118,000 — — — — 16,183,000 Total revenues and grant income 584,659,000 76,723,000 74,670,000 10,560,000 12,992,000 4,826,000 764,430,000 Expenses: Property operating expenses 512,084,000 71,135,000 — — — — 583,219,000 Rental expenses — — 28,104,000 391,000 1,207,000 248,000 29,950,000 Segment net operating income $ 72,575,000 $ 5,588,000 $ 46,566,000 $ 10,169,000 $ 11,785,000 $ 4,578,000 $ 151,261,000 Expenses: General and administrative $ 22,047,000 Business acquisition expenses 1,930,000 Depreciation and amortization 82,282,000 Other income (expense): Interest expense: Interest expense (including amortization of deferred financing costs, debt discount/premium and loss on debt extinguishments) (43,670,000) Gain in fair value of derivative financial instruments 500,000 Gain on dispositions of real estate investments 683,000 Impairment of real estate investments (17,340,000) Income from unconsolidated entities 2,024,000 Foreign currency loss (4,994,000) Other income 1,729,000 Total net other expense (61,068,000) Loss before income taxes (16,066,000) Income tax expense (373,000) Net loss $ (16,439,000) Integrated SHOP Medical Senior Skilled Hospitals Six Months Ended June 30, 2021 Revenues and grant income: Resident fees and services $ 489,041,000 $ 40,337,000 $ — $ — $ — $ — $ 529,378,000 Real estate revenue — — 40,658,000 7,176,000 7,328,000 5,503,000 60,665,000 Grant income 9,127,000 201,000 — — — — 9,328,000 Total revenues and grant income 498,168,000 40,538,000 40,658,000 7,176,000 7,328,000 5,503,000 599,371,000 Expenses: Property operating expenses 461,630,000 33,938,000 — — — — 495,568,000 Rental expenses — — 15,125,000 45,000 744,000 260,000 16,174,000 Segment net operating income $ 36,538,000 $ 6,600,000 $ 25,533,000 $ 7,131,000 $ 6,584,000 $ 5,243,000 $ 87,629,000 Expenses: General and administrative $ 14,600,000 Business acquisition expenses 3,998,000 Depreciation and amortization 52,080,000 Other income (expense): Interest expense: Interest expense (including amortization of deferred financing costs, debt discount/premium and loss on debt extinguishment) (38,855,000) Gain in fair value of derivative financial instruments 3,596,000 Loss on dispositions of real estate investment (377,000) Impairment of real estate investments (3,335,000) Loss from unconsolidated entities (2,672,000) Foreign currency gain 653,000 Other income 463,000 Total net other expense (40,527,000) Loss before income taxes (23,576,000) Income tax expense (658,000) Net loss $ (24,234,000) Total assets by reportable segment as of June 30, 2022 and December 31, 2021 were as follows: June 30, 2022 December 31, Integrated senior health campuses $ 1,911,026,000 $ 1,896,608,000 Medical office buildings 1,385,279,000 1,412,247,000 SHOP 599,528,000 625,164,000 Skilled nursing facilities 250,019,000 252,869,000 Senior housing — leased 249,499,000 255,555,000 Hospitals 107,488,000 109,834,000 Other 21,061,000 28,062,000 Total assets $ 4,523,900,000 $ 4,580,339,000 In connection with the AHI Acquisition, we recorded goodwill of $134,589,000, which was allocated across our reporting segments. As discussed in Note 4, Business Combinations, in connection with the acquisitions we completed during the six months ended June 30, 2022 that were accounted for as business combinations, we recorded an aggregate goodwill of $2,816,000, which was allocated to our integrated senior health campuses segment. As of June 30, 2022, goodwill of $122,672,000, $47,812,000, $23,277,000, $8,640,000, $5,924,000 and $4,389,000 was allocated to our integrated senior health campuses, medical office buildings, SHOP, skilled nursing facilities, senior housing — leased and hospitals segments, respectively. As of December 31, 2021, goodwill of $119,856,000, $47,812,000, $23,277,000, $8,640,000, $5,924,000 and $4,389,000 was allocated to our integrated senior health campuses, medical office buildings, SHOP, skilled nursing facilities, senior housing — leased and hospitals segments, respectively. Our portfolio of properties and other investments are located in the United States, the UK and Isle of Man. Revenues and grant income and assets are attributed to the country in which the property is physically located. The following is a summary of geographic information for our operations for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Revenues and grant income: United States $ 387,120,000 $ 306,786,000 $ 761,999,000 $ 596,772,000 International 1,179,000 1,307,000 2,431,000 2,599,000 $ 388,299,000 $ 308,093,000 $ 764,430,000 $ 599,371,000 The following is a summary of real estate investments, net by geographic regions as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, Real estate investments, net: United States $ 3,448,793,000 $ 3,466,019,000 International 43,052,000 48,667,000 $ 3,491,845,000 $ 3,514,686,000 |
Concentration of Credit Risk
Concentration of Credit Risk | 6 Months Ended |
Jun. 30, 2022 | |
Concentration of Credit Risk [Abstract] | |
Concentration of Credit Risk | 20. Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk are primarily our debt security investment, cash and cash equivalents, restricted cash and accounts and other receivables. We are exposed to credit risk with respect to our debt security investment, but we believe collection of the outstanding amount is probable. Cash and cash equivalents are generally invested in investment-grade, short-term instruments with a maturity of three months or less when purchased. We have cash and cash equivalents in financial institutions that are insured by the Federal Deposit Insurance Corporation, or FDIC. As of June 30, 2022 and December 31, 2021, we had cash and cash equivalents in excess of FDIC insured limits. We believe this risk is not significant. Concentration of credit risk with respect to accounts receivable from tenants is limited. We perform credit evaluations of prospective tenants and security deposits are obtained at the time of property acquisition and upon lease execution. Based on leases in effect as of June 30, 2022, properties in one state in the United States accounted for 10.0% or more of our total property portfolio’s annualized base rent or annualized NOI. Properties located in Indiana accounted for 32.8% of our total property portfolio’s annualized base rent or annualized NOI. Accordingly, there is a geographic concentration of risk subject to fluctuations in such state’s economy. Based on leases in effect as of June 30, 2022, our six reportable business segments, integrated senior health campuses, medical office buildings, skilled nursing facilities, SHOP, senior housing — leased and hospitals accounted for 41.6%, 38.3%, 8.0%, 5.0%, 4.0% and 3.1%, respectively, of our total property portfolio’s annualized base rent or annualized NOI. As of June 30, 2022, none of our tenants at our properties accounted for 10.0% or more of our total property portfolio’s annualized base rent or annualized NOI, which is based on contractual base rent from leases in effect for our non-RIDEA properties and annualized NOI for our SHOP and integrated senior health campuses operations as of June 30, 2022. |
Per Share Data
Per Share Data | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Per Share Data | 21. Per Share Data Basic earnings (loss) per share for all periods presented are computed by dividing net income (loss) applicable to common stock by the weighted average number of shares of our common stock outstanding during the period. Net income (loss) applicable to common stock is calculated as net income (loss) attributable to controlling interest less distributions allocated to participating securities of $1,498,000 and $1,000, respectively, for the three months ended June 30, 2022 and 2021, and $2,988,000 and $1,000, respectively, for the six months ended June 30, 2022 and 2021. Diluted earnings (loss) per share are computed based on the weighted average number of shares of our common stock and all potentially dilutive securities, if any. Time-based restricted stock units, nonvested shares of our restricted common stock and limited partnership units of our operating partnership are participating securities and give rise to potentially dilutive shares of our common stock. As of June 30, 2022 and 2021, there were 886,959 and 27,000 nonvested shares, respectively, of our restricted common stock outstanding, but such shares were excluded from the computation of diluted earnings (loss) per share because such shares were anti-dilutive during these periods. As of June 30, 2022 and 2021, there were 14,007,903 and 222 limited partnership units, respectively, of our operating partnership outstanding, but such units were also excluded from the computation of diluted earnings (loss) per share because such units were anti-dilutive during these periods. As of June 30, 2022, there were 76,800 nonvested time-based restricted stock units outstanding, which were granted on April 1, 2022, but such units were excluded from the computation of diluted earnings (loss) per share because such restricted stock units were anti-dilutive during the period. As of June 30, 2022, there were 113,205 nonvested performance-based restricted stock units outstanding, which were awarded in October 2021, with a grant date in April 2022, and treated as contingently issuable shares pursuant to ASC Topic 718, Compensation — Stock Compensation . Such contingently issuable shares were excluded from the computation of diluted earnings (loss) per share because they were anti-dilutive during the period. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Our accompanying condensed consolidated financial statements include our accounts and those of our operating partnership, the wholly owned subsidiaries of our operating partnership and all non-wholly owned subsidiaries in which we have control, as well as any VIEs, in which we are the primary beneficiary. The portion of equity in any subsidiary that is not wholly owned by us is presented in our accompanying condensed consolidated financial statements as a noncontrolling interest. We evaluate our ability to control an entity, and whether the entity is a VIE and we are the primary beneficiary, by considering substantive terms of the arrangement and identifying which enterprise has the power to direct the activities of the entity that most significantly impacts the entity’s economic performance. We operate and intend to continue to operate in an umbrella partnership REIT structure in which our operating partnership, or wholly owned subsidiaries of our operating partnership and all non-wholly owned subsidiaries of which we have control, will own substantially all of the interests in properties acquired on our behalf. We are the sole general partner of our operating partnership and as of June 30, 2022 and December 31, 2021, we owned an approximately 95.0% and 94.9% general partnership interest therein, respectively, and the remaining 5.0% and 5.1%, respectively, was owned by the NewCo Sellers. Prior to the Merger on October 1, 2021, we owned greater than a 99.99% general partnership interest in our operating partnership and our former advisor was a limited partner that owned less than a 0.01% noncontrolling limited partnership interest in our operating partnership. On October 1, 2021, in connection with the AHI Acquisition, our operating partnership redeemed our former advisor’s 222 limited partnership units in our operating partnership and the 208 limited partnership units owned by GAHR IV Advisor in GAHR IV Operating Partnership. |
Interim Unaudited Financial Data | Interim Unaudited Financial Data Our accompanying condensed consolidated financial statements have been prepared by us in accordance with GAAP in conjunction with the rules and regulations of the United States Securities and Exchange Commission, or SEC. Certain information and footnote disclosures required for annual financial statements have been condensed or excluded pursuant to the SEC’s rules and regulations. Accordingly, our accompanying condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. Our accompanying condensed consolidated financial statements reflect all adjustments which are, in our view, of a normal recurring nature and necessary for a fair presentation of our financial position, results of operations and cash flows for the interim period. Interim results of operations are not necessarily indicative of the results to be expected for the full year; such full year results may be less favorable. |
Use of Estimates | Use of Estimates The preparation of our accompanying condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as the disclosure of contingent assets and liabilities, at the date of our condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates and assumptions include, but are not limited to, the initial and recurring valuation of certain assets acquired and liabilities assumed through property acquisitions, including through business combinations, goodwill and its impairment, revenues and grant income, allowance for credit losses, impairment of long-lived and intangible assets and contingencies. These estimates are made and evaluated on an on-going basis using information that is currently available as well as various other assumptions believed to be reasonable under the circumstances. Actual results could differ from those estimates, perhaps in material adverse ways, and those estimates could be different under different assumptions or conditions. |
Tenant and Resident Receivables and Allowances | Tenant and Resident Receivables and Allowances Resident receivables, which are related to resident fees and services revenue, are carried net of an allowance for credit losses. An allowance is maintained for estimated losses resulting from the inability of residents and payors to meet the contractual obligations under their lease or service agreements. Substantially all of such allowances are recorded as direct reductions of resident fees and services revenue as contractual adjustments provided to third-party payors or implicit price concessions in our accompanying condensed consolidated statements of operations and comprehensive loss. Our determination of the adequacy of these allowances is based primarily upon evaluations of historical loss experience, the residents’ financial condition, security deposits, cash collection patterns by payor and by state, current economic conditions, future expectations in estimating credit losses and other relevant factors. Tenant receivables, which are related to real estate revenue, and unbilled deferred rent receivables are reduced for uncollectible amounts, which are recognized as direct reductions of real estate revenue in our accompanying condensed consolidated statements of operations and comprehensive loss. |
Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities As of June 30, 2022 and December 31, 2021, accounts payable and accrued liabilities primarily include insurance reserves of $35,606,000 and $36,440,000, respectively, reimbursement of payroll-related costs to the managers of our SHOP and integrated senior health campuses of $30,622,000 and $31,101,000, respectively, accrued property taxes of $21,979,000 and $22,102,000, respectively, accrued developments and capital expenditures to unaffiliated third parties of $14,055,000 and $22,852,000, respectively, and accrued distributions to common stockholders of $8,812,000 and $8,768,000, respectively. |
Statement of Cash Flows | Statement of Cash Flows For the six months ended June 30, 2021, amounts totaling $101,734,000 have been removed from borrowings under mortgage loans payable and early payoff of mortgage loans payable to properly reflect only actual cash flows resulting from borrowings and payments of mortgage loans compared to amounts previously presented. There was no net change in previously disclosed net cash provided by financing activities. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In July 2021, the FASB issued Accounting Standard Update, or ASU, 2021-05, Leases (Topic 842): Lessors — Certain Leases with Variable Lease Payments , or ASU 2021-05, which amends the lease classification requirements for lessors to align them with practice under the previous lease accounting standard, ASC Topic 840, Leases . Lessors should classify and account for a lease with variable lease payments that do not depend on a reference index or a rate as an operating lease if both of the following criteria are met: (1) the lease would have been classified as a sales-type lease or a direct financing lease; and (2) the lessor would have otherwise recognized a day-one loss. ASU 2021-05 was effective for fiscal years beginning after December 15, 2021. Early adoption was permitted. We adopted such accounting pronouncement on January 1, 2022, which did not have a |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Disaggregation of Revenue | The following tables disaggregate our resident fees and services revenue by line of business, according to whether such revenue is recognized at a point in time or over time: Three Months Ended June 30, 2022 2021 Integrated SHOP(1) Total Integrated SHOP(1) Total Over time $ 232,839,000 $ 37,891,000 $ 270,730,000 $ 204,729,000 $ 20,039,000 $ 224,768,000 Point in time 54,743,000 752,000 55,495,000 51,086,000 498,000 51,584,000 Total resident fees and services $ 287,582,000 $ 38,643,000 $ 326,225,000 $ 255,815,000 $ 20,537,000 $ 276,352,000 Six Months Ended June 30, 2022 2021 Integrated SHOP(1) Total Integrated SHOP(1) Total Over time $ 463,373,000 $ 75,107,000 $ 538,480,000 $ 392,987,000 $ 39,498,000 $ 432,485,000 Point in time 105,221,000 1,498,000 106,719,000 96,054,000 839,000 96,893,000 Total resident fees and services $ 568,594,000 $ 76,605,000 $ 645,199,000 $ 489,041,000 $ 40,337,000 $ 529,378,000 The following tables disaggregate our resident fees and services revenue by payor class: Three Months Ended June 30, 2022 2021 Integrated SHOP(1) Total Integrated SHOP(1) Total Private and other payors $ 137,419,000 $ 35,632,000 $ 173,051,000 $ 112,747,000 $ 20,257,000 $ 133,004,000 Medicare 93,680,000 — 93,680,000 87,885,000 — 87,885,000 Medicaid 56,483,000 3,011,000 59,494,000 55,183,000 280,000 55,463,000 Total resident fees and services $ 287,582,000 $ 38,643,000 $ 326,225,000 $ 255,815,000 $ 20,537,000 $ 276,352,000 Six Months Ended June 30, 2022 2021 Integrated SHOP(1) Total Integrated SHOP(1) Total Private and other payors $ 269,222,000 $ 70,669,000 $ 339,891,000 $ 218,857,000 $ 39,676,000 $ 258,533,000 Medicare 188,197,000 — 188,197,000 172,168,000 — 172,168,000 Medicaid 111,175,000 5,936,000 117,111,000 98,016,000 661,000 98,677,000 Total resident fees and services $ 568,594,000 $ 76,605,000 $ 645,199,000 $ 489,041,000 $ 40,337,000 $ 529,378,000 ___________ (1) Includes fees for basic housing and assisted living care. We record revenue when services are rendered at amounts billable to individual residents. Residency agreements are generally for a term of 30 days, with resident fees billed monthly in advance. For patients under reimbursement arrangements with Medicaid, revenue is recorded based on contractually agreed-upon amounts or rates on a per resident, daily basis or as services are rendered. |
Receivables and Deferred Revenue - Resident Fees and Services | Accounts Receivable, Net — Resident Fees and Services Revenue The beginning and ending balances of accounts receivable, net — resident fees and services are as follows: Private Medicare Medicaid Total Beginning balance — January 1, 2022 $ 42,056,000 $ 35,953,000 $ 16,922,000 $ 94,931,000 Ending balance — June 30, 2022 45,514,000 35,844,000 19,678,000 101,036,000 Increase/(decrease) $ 3,458,000 $ (109,000) $ 2,756,000 $ 6,105,000 Deferred Revenue — Resident Fees and Services Revenue The beginning and ending balances of deferred revenue — resident fees and services, almost all of which relates to private and other payors, are as follows: Total Beginning balance — January 1, 2022 $ 14,673,000 Ending balance — June 30, 2022 16,405,000 Increase $ 1,732,000 |
Real Estate Investments, Net (T
Real Estate Investments, Net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Real Estate [Abstract] | |
Real Estate Investments, Net | Our real estate investments, net consisted of the following as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, Building, improvements and construction in process $ 3,536,965,000 $ 3,505,786,000 Land and improvements 335,330,000 334,562,000 Furniture, fixtures and equipment 208,194,000 198,224,000 4,080,489,000 4,038,572,000 Less: accumulated depreciation (588,644,000) (523,886,000) $ 3,491,845,000 $ 3,514,686,000 |
Asset Acquisition | The following table summarizes the purchase price of such assets acquired, adjusted for $37,464,000 operating lease right-of-use assets and $36,326,000 operating lease liabilities, and based on their relative fair values: 2022 Building and improvements $ 49,645,000 Land and improvements 8,173,000 Total assets acquired $ 57,818,000 |
Business Combinations and Asset
Business Combinations and Asset Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The table below summarizes the acquisition date fair values of the assets acquired and liabilities assumed of our 2022 property acquisitions accounted for as business combinations. The fair values of the assets acquired and liabilities assumed during 2022 were preliminary estimates. Any necessary adjustments will be finalized within one year from the date of acquisition. 2022 Building and improvements $ 17,273,000 Land 3,060,000 In-place leases 3,420,000 Goodwill 2,816,000 Furniture, fixtures and equipment 1,936,000 Cash 971,000 Certificates of need 690,000 Operating lease right-of-use assets 646,000 Other assets 457,000 Accounts receivable 427,000 Total assets acquired 31,696,000 Security deposits (8,129,000) Accounts payable and accrued liabilities (1,802,000) Operating lease liabilities (646,000) Financing obligations (56,000) Total liabilities assumed (10,633,000) Net assets acquired $ 21,063,000 |
Identified Intangible Assets,_2
Identified Intangible Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Identified Intangible Assets, Net | Identified intangible assets, net consisted of the following as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, Intangible assets subject to amortization: In-place leases, net of accumulated amortization of $31,132,000 and $28,120,000 as of June 30, 2022 and December 31, 2021, respectively (with a weighted average remaining life of 8.1 years and 8.2 years as of June 30, 2022 and December 31, 2021, respectively) $ 72,431,000 $ 81,538,000 Above-market leases, net of accumulated amortization of $4,306,000 and $2,082,000 as of June 30, 2022 and December 31, 2021, respectively (with a weighted average remaining life of 9.4 years and 9.7 years as of June 30, 2022 and December 31, 2021, respectively) 32,849,000 35,106,000 Customer relationships, net of accumulated amortization of $710,000 and $635,000 as of June 30, 2022 and December 31, 2021, respectively (with a weighted average remaining life of 14.2 years and 14.7 years as of June 30, 2022 and December 31, 2021, respectively) 2,130,000 2,205,000 Internally developed technology and software, net of accumulated amortization of $446,000 and $399,000 as of June 30, 2022 and December 31, 2021, respectively (with a weighted average remaining life of 0.2 years and 0.7 years as of June 30, 2022 and December 31, 2021, respectively) 24,000 70,000 Intangible assets not subject to amortization: Certificates of need 96,693,000 99,165,000 Trade names 30,787,000 30,787,000 $ 234,914,000 $ 248,871,000 |
Amortization Expense on Identified Intangible Assets | As of June 30, 2022, estimated amortization expense on the identified intangible assets for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter was as follows: Year Amount 2022 $ 10,892,000 2023 17,148,000 2024 13,657,000 2025 11,018,000 2026 9,848,000 Thereafter 44,871,000 $ 107,434,000 |
Other Assets, Net (Tables)
Other Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Other Assets [Abstract] | |
Other Assets, Net | Other assets, net consisted of the following as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, Deferred rent receivables $ 44,290,000 $ 41,061,000 Prepaid expenses, deposits, other assets and deferred tax assets, net 36,281,000 22,484,000 Investments in unconsolidated entities 23,326,000 15,615,000 Inventory 18,649,000 18,929,000 Lease commissions, net of accumulated amortization of $5,460,000 and $4,911,000 as of June 30, 2022 and December 31, 2021, respectively 16,758,000 16,120,000 Deferred financing costs, net of accumulated amortization of $4,340,000 and $8,469,000 as of June 30, 2022 and December 31, 2021, respectively 5,466,000 3,781,000 Lease inducement, net of accumulated amortization of $2,018,000 and $1,842,000 as of June 30, 2022 and December 31, 2021, respectively (with a weighted average remaining life of 8.4 years and 8.9 years as of June 30, 2022 and December 31, 2021, respectively) 2,982,000 3,158,000 $ 147,752,000 $ 121,148,000 |
Mortgage Loans Payable, Net (Ta
Mortgage Loans Payable, Net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Mortgage Loans Payable, Net [Abstract] | |
Mortgage Loans Payable, Net | Mortgage loans payable, net consisted of the following as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, Total fixed-rate debt $ 826,465,000 $ 845,504,000 Total variable-rate debt 326,533,000 270,712,000 Total fixed- and variable-rate debt 1,152,998,000 1,116,216,000 Less: deferred financing costs, net (8,525,000) (8,680,000) Add: premium 314,000 397,000 Less: discount (10,728,000) (12,339,000) Mortgage loans payable, net $ 1,134,059,000 $ 1,095,594,000 |
Schedule of Activity Related to Mortgage Loans Payable | The following table reflects the changes in the carrying amount of mortgage loans payable, net for the six months ended June 30, 2022 and 2021: Six Months Ended June 30, 2022 2021 Beginning balance $ 1,095,594,000 $ 810,478,000 Additions: Borrowings under mortgage loans payable 155,882,000 213,176,000 Amortization of deferred financing costs 1,191,000 3,012,000 Amortization of discount/premium on mortgage loans payable, net 1,528,000 405,000 Deductions: Scheduled principal payments on mortgage loans payable (40,662,000) (7,215,000) Early payoff of mortgage loans payable (78,437,000) (101,734,000) Deferred financing costs (1,037,000) (1,001,000) Ending balance $ 1,134,059,000 $ 917,121,000 |
Principal Payments Due on Mortgage Loans Payable | As of June 30, 2022, the principal payments due on our mortgage loans payable for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter were as follows: Year Amount 2022 $ 25,728,000 2023 182,678,000 2024 229,721,000 2025 29,463,000 2026 155,297,000 Thereafter 530,111,000 $ 1,152,998,000 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Financial Instruments | The following table lists the derivative financial instruments held by us as of December 31, 2021, which were included in security deposits, prepaid rent and other liabilities in our accompanying condensed consolidated balance sheets: Instrument Notional Amount Index Interest Rate Maturity Date Fair Value Swap $ 250,000,000 one month LIBOR 2.10% 01/25/22 $ 332,000 Swap $ 130,000,000 one month LIBOR 1.98% 01/25/22 162,000 Swap $ 100,000,000 one month LIBOR 0.20% 01/25/22 6,000 $ 500,000 |
Identified Intangible Liabili_2
Identified Intangible Liabilities, Net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Identified Intangible Liabilities [Abstract] | |
Summary of Amortization Expense on Below Market Leases | As of June 30, 2022, estimated amortization expense on below-market leases for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter was as follows: Year Amount 2022 $ 825,000 2023 1,596,000 2024 1,475,000 2025 1,347,000 2026 1,198,000 Thereafter 5,222,000 $ 11,663,000 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interests (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Temporary Equity [Abstract] | |
Redeemable Noncontrolling Interests | The changes in the carrying amount of redeemable noncontrolling interests consisted of the following for the six months ended June 30, 2022 and 2021: Six Months Ended June 30, 2022 2021 Beginning balance $ 72,725,000 $ 40,340,000 Additional redeemable noncontrolling interest 173,000 — Reclassification from equity 42,000 — Distributions (1,405,000) (551,000) Adjustment to redemption value 3,833,000 899,000 Net loss attributable to redeemable noncontrolling interests (31,000) (514,000) Ending balance $ 75,337,000 $ 40,174,000 |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share | The following is a summary of the historical estimated per share NAV for GAHR III and the Combined Company, as applicable: Approval Date by our Board Estimated Per Share NAV 10/03/19 $ 9.40 03/18/21 $ 8.55 03/24/22 $ 9.29 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Fees and expenses incurred to our former advisor or its affiliates for the three and six months ended June 30, 2021 were as follows: Three Months Ended Six Months Ended Asset management fees(1) $ 5,401,000 $ 10,763,000 Property management fees(2) 681,000 1,335,000 Development fees(3) 357,000 640,000 Lease fees(4) 120,000 385,000 Construction management fees(5) 68,000 80,000 Operating expenses(6) 53,000 116,000 Acquisition fees(7) 10,000 1,344,000 $ 6,690,000 $ 14,663,000 ___________ (1) Asset management fees were included in general and administrative in our accompanying condensed consolidated statements of operations and comprehensive loss. (2) Property management fees were included in rental expenses or general and administrative expenses in our accompanying condensed consolidated statements of operations and comprehensive loss, depending on the property type from which the fee was incurred. (3) Development fees were capitalized as part of the associated investments in our accompanying condensed consolidated balance sheets. (4) Lease fees were capitalized as costs of entering into new leases and included in other assets, net in our accompanying condensed consolidated balance sheets. (5) Construction management fees were capitalized as part of the associated asset and included in real estate investments, net in our accompanying condensed consolidated balance sheets. (6) We reimbursed our former advisor or its affiliates for operating expenses incurred in rendering services to us, subject to certain limitations. For the 12 months ended June 30, 2021, our operating expenses did not exceed such limitations. Operating expenses were generally included in general and administrative in our accompanying condensed consolidated statements of operations and comprehensive loss. (7) Acquisition fees in connection with the acquisition of properties accounted for as asset acquisitions or the acquisition of real estate-related investments were capitalized as part of the associated investments in our accompanying condensed consolidated balance sheets. Accounts Payable Due to Affiliates We did not have any amounts outstanding to our affiliates as of June 30, 2022 . The following amounts were outstanding to our affiliates as of December 31, 2021: Fee December 31, 2021 Lease commissions $ 245,000 Development fees 229,000 Construction management fees 152,000 Operating expenses 100,000 Asset and property management fees 83,000 Acquisition fees 57,000 $ 866,000 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | The table below presents our assets and liabilities measured at fair value on a recurring basis as of June 30, 2022, aggregated by the level in the fair value hierarchy within which those measurements fall: Quoted Prices in Significant Other Significant Total Liabilities: Warrants $ — $ — $ 733,000 $ 733,000 Total liabilities at fair value $ — $ — $ 733,000 $ 733,000 The table below presents our assets and liabilities measured at fair value on a recurring basis as of December 31, 2021, aggregated by the level in the fair value hierarchy within which those measurements fall: Quoted Prices in Significant Other Significant Total Liabilities: Derivative financial instruments $ — $ 500,000 $ — $ 500,000 Warrants — — 786,000 786,000 Total liabilities at fair value $ — $ 500,000 $ 786,000 $ 1,286,000 |
Fair Value, by Balance Sheet Grouping | The carrying amounts and estimated fair values of such financial instruments as of June 30, 2022 and December 31, 2021 were as follows: June 30, 2022 December 31, Carrying Fair Carrying Fair Financial Assets: Debt security investment $ 81,167,000 $ 93,470,000 $ 79,315,000 $ 93,920,000 Financial Liabilities: Mortgage loans payable $ 1,134,059,000 $ 1,020,652,000 $ 1,095,594,000 $ 1,075,729,000 Lines of credit and term loans $ 1,261,225,000 $ 1,270,330,000 $ 1,222,853,000 $ 1,226,636,000 ___________ (1) Carrying amount is net of any discount/premium and unamortized deferred financing costs. |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Schedule of Lease Payments to be Received | As of June 30, 2022, the following table sets forth the undiscounted cash flows for future minimum base rents due under operating leases for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter for properties that we wholly own: Year Amount 2022 $ 77,361,000 2023 150,031,000 2024 139,441,000 2025 125,062,000 2026 114,401,000 Thereafter 624,329,000 Total $ 1,230,625,000 |
Schedule of Lease Costs | The components of lease costs were as follows: Three Months Ended June 30, Lease Cost Classification 2022 2021 Operating lease cost(1) Property operating expenses, rental expenses or general and administrative expenses $ 5,408,000 $ 5,498,000 Finance lease cost: Amortization of leased assets Depreciation and amortization 316,000 381,000 Interest on lease liabilities Interest expense 66,000 74,000 Sublease income Resident fees and services revenue or other income (234,000) (6,000) Total lease cost $ 5,556,000 $ 5,947,000 Six Months Ended June 30, Lease Cost Classification 2022 2021 Operating lease cost(1) Property operating expenses, rental expenses or general and administrative expenses $ 11,764,000 $ 11,835,000 Finance lease cost: Amortization of leased assets Depreciation and amortization 629,000 793,000 Interest on lease liabilities Interest expense 140,000 192,000 Sublease income Resident fees and services revenue or other income (382,000) (6,000) Total lease cost $ 12,151,000 $ 12,814,000 ___________ (1) Includes short-term leases and variable lease costs, which are immaterial. Additional information related to our leases for the periods presented below was as follows: Lease Term and Discount Rate June 30, 2022 December 31, Weighted average remaining lease term (in years): Operating leases 19.9 16.9 Finance leases 2.9 3.6 Weighted average discount rate: Operating leases 5.53 % 5.52 % Finance leases 7.59 % 7.68 % Six Months Ended June 30, Supplemental Disclosure of Cash Flows Information 2022 2021 Operating cash outflows related to finance leases $ 140,000 $ 192,000 Financing cash outflows related to finance leases $ 26,000 $ 117,000 Leased assets obtained in exchange for finance lease liabilities $ 56,000 $ 136,000 Right-of-use assets obtained in exchange for operating lease liabilities $ — $ 105,000 |
Schedule of Operating Lease Liabilities | As of June 30, 2022, the following table sets forth the undiscounted cash flows of our scheduled obligations for future minimum payments for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter, as well as the reconciliation of those cash flows to operating lease liabilities on our accompanying condensed consolidated balance sheet: Year Amount 2022 $ 7,116,000 2023 14,022,000 2024 12,836,000 2025 11,627,000 2026 11,045,000 Thereafter 144,289,000 Total undiscounted operating lease payments 200,935,000 Less: interest 96,742,000 Present value of operating lease liabilities $ 104,193,000 |
Schedule of Finance Lease Liabilities | As of June 30, 2022, the following table sets forth the undiscounted cash flows of our scheduled obligations for future minimum payments for the six months ending December 31, 2022 and for each of the next four years ending December 31 and thereafter, as well as a reconciliation of those cash flows to finance lease liabilities: Year Amount 2022 $ 34,000 2023 61,000 2024 75,000 2025 31,000 2026 — Thereafter — Total undiscounted finance lease payments 201,000 Less: interest 23,000 Present value of finance lease liabilities $ 178,000 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Summary Information by Reportable Segment | Summary information for the reportable segments during the three and six months ended June 30, 2022 and 2021 was as follows: Integrated SHOP Medical Senior Skilled Hospitals Three Months Ended June 30, 2022 Revenues and grant income: Resident fees and services $ 287,582,000 $ 38,643,000 $ — $ — $ — $ — $ 326,225,000 Real estate revenue — — 36,833,000 5,262,000 6,599,000 2,411,000 51,105,000 Grant income 10,969,000 — — — — — 10,969,000 Total revenues and grant income 298,551,000 38,643,000 36,833,000 5,262,000 6,599,000 2,411,000 388,299,000 Expenses: Property operating expenses 258,934,000 37,125,000 — — — — 296,059,000 Rental expenses — — 13,791,000 212,000 521,000 139,000 14,663,000 Segment net operating income $ 39,617,000 $ 1,518,000 $ 23,042,000 $ 5,050,000 $ 6,078,000 $ 2,272,000 $ 77,577,000 Expenses: General and administrative $ 10,928,000 Business acquisition expenses 1,757,000 Depreciation and amortization 39,971,000 Other income (expense): Interest expense (including amortization of deferred financing costs, debt discount/premium and gain on debt extinguishments) (20,345,000) Loss on dispositions of real estate investments (73,000) Impairment of real estate investments (17,340,000) Income from unconsolidated entities 638,000 Foreign currency loss (3,607,000) Other income 469,000 Total net other expense (40,258,000) Loss before income taxes (15,337,000) Income tax expense (205,000) Net loss $ (15,542,000) Integrated SHOP Medical Senior Skilled Hospitals Three Months Ended June 30, 2021 Revenues and grant income: Resident fees and services $ 255,815,000 $ 20,537,000 $ — $ — $ — $ — $ 276,352,000 Real estate revenue — — 20,635,000 3,606,000 3,661,000 2,740,000 30,642,000 Grant income 898,000 201,000 — — — — 1,099,000 Total revenues and grant income 256,713,000 20,738,000 20,635,000 3,606,000 3,661,000 2,740,000 308,093,000 Expenses: Property operating expenses 232,991,000 17,435,000 — — — — 250,426,000 Rental expenses — — 7,588,000 30,000 375,000 126,000 8,119,000 Segment net operating income $ 23,722,000 $ 3,303,000 $ 13,047,000 $ 3,576,000 $ 3,286,000 $ 2,614,000 $ 49,548,000 Expenses: General and administrative $ 7,343,000 Business acquisition expenses 2,750,000 Depreciation and amortization 26,357,000 Other income (expense): Interest expense: Interest expense (including amortization of deferred financing costs, debt discount/premium and loss on debt extinguishment) (18,490,000) Gain in fair value of derivative financial instruments 1,775,000 Loss on disposition of real estate investment (42,000) Impairment of real estate investment (3,335,000) Loss from unconsolidated entities (901,000) Foreign currency gain 238,000 Other income 191,000 Total net other expense (20,564,000) Loss before income taxes (7,466,000) Income tax expense (495,000) Net loss $ (7,961,000) Integrated SHOP Medical Senior Skilled Hospitals Six Months Ended June 30, 2022 Revenues and grant income: Resident fees and services $ 568,594,000 $ 76,605,000 $ — $ — $ — $ — $ 645,199,000 Real estate revenue — — 74,670,000 10,560,000 12,992,000 4,826,000 103,048,000 Grant income 16,065,000 118,000 — — — — 16,183,000 Total revenues and grant income 584,659,000 76,723,000 74,670,000 10,560,000 12,992,000 4,826,000 764,430,000 Expenses: Property operating expenses 512,084,000 71,135,000 — — — — 583,219,000 Rental expenses — — 28,104,000 391,000 1,207,000 248,000 29,950,000 Segment net operating income $ 72,575,000 $ 5,588,000 $ 46,566,000 $ 10,169,000 $ 11,785,000 $ 4,578,000 $ 151,261,000 Expenses: General and administrative $ 22,047,000 Business acquisition expenses 1,930,000 Depreciation and amortization 82,282,000 Other income (expense): Interest expense: Interest expense (including amortization of deferred financing costs, debt discount/premium and loss on debt extinguishments) (43,670,000) Gain in fair value of derivative financial instruments 500,000 Gain on dispositions of real estate investments 683,000 Impairment of real estate investments (17,340,000) Income from unconsolidated entities 2,024,000 Foreign currency loss (4,994,000) Other income 1,729,000 Total net other expense (61,068,000) Loss before income taxes (16,066,000) Income tax expense (373,000) Net loss $ (16,439,000) Integrated SHOP Medical Senior Skilled Hospitals Six Months Ended June 30, 2021 Revenues and grant income: Resident fees and services $ 489,041,000 $ 40,337,000 $ — $ — $ — $ — $ 529,378,000 Real estate revenue — — 40,658,000 7,176,000 7,328,000 5,503,000 60,665,000 Grant income 9,127,000 201,000 — — — — 9,328,000 Total revenues and grant income 498,168,000 40,538,000 40,658,000 7,176,000 7,328,000 5,503,000 599,371,000 Expenses: Property operating expenses 461,630,000 33,938,000 — — — — 495,568,000 Rental expenses — — 15,125,000 45,000 744,000 260,000 16,174,000 Segment net operating income $ 36,538,000 $ 6,600,000 $ 25,533,000 $ 7,131,000 $ 6,584,000 $ 5,243,000 $ 87,629,000 Expenses: General and administrative $ 14,600,000 Business acquisition expenses 3,998,000 Depreciation and amortization 52,080,000 Other income (expense): Interest expense: Interest expense (including amortization of deferred financing costs, debt discount/premium and loss on debt extinguishment) (38,855,000) Gain in fair value of derivative financial instruments 3,596,000 Loss on dispositions of real estate investment (377,000) Impairment of real estate investments (3,335,000) Loss from unconsolidated entities (2,672,000) Foreign currency gain 653,000 Other income 463,000 Total net other expense (40,527,000) Loss before income taxes (23,576,000) Income tax expense (658,000) Net loss $ (24,234,000) |
Assets by Reportable Segment | Total assets by reportable segment as of June 30, 2022 and December 31, 2021 were as follows: June 30, 2022 December 31, Integrated senior health campuses $ 1,911,026,000 $ 1,896,608,000 Medical office buildings 1,385,279,000 1,412,247,000 SHOP 599,528,000 625,164,000 Skilled nursing facilities 250,019,000 252,869,000 Senior housing — leased 249,499,000 255,555,000 Hospitals 107,488,000 109,834,000 Other 21,061,000 28,062,000 Total assets $ 4,523,900,000 $ 4,580,339,000 |
Revenues and Grant Income and Real Estate Investments by Geographical Areas | The following is a summary of geographic information for our operations for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Revenues and grant income: United States $ 387,120,000 $ 306,786,000 $ 761,999,000 $ 596,772,000 International 1,179,000 1,307,000 2,431,000 2,599,000 $ 388,299,000 $ 308,093,000 $ 764,430,000 $ 599,371,000 The following is a summary of real estate investments, net by geographic regions as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, Real estate investments, net: United States $ 3,448,793,000 $ 3,466,019,000 International 43,052,000 48,667,000 $ 3,491,845,000 $ 3,514,686,000 |
Organization and Description _2
Organization and Description of Business (Detail) $ / shares in Units, ft² in Thousands | 6 Months Ended | 14 Months Ended | 114 Months Ended | |||
Jun. 30, 2022 ft² segment $ / shares | Oct. 01, 2021 USD ($) $ / shares shares | Jun. 30, 2022 ft² segment $ / shares | Apr. 21, 2015 USD ($) shares | Jun. 30, 2022 USD ($) ft² $ / shares | Dec. 31, 2021 $ / shares | |
Schedule of Capitalization, Equity [Line Items] | ||||||
Number of reportable segments | segment | 6 | 6 | ||||
GLA (Sq Ft) | ft² | 19,461 | 19,461 | 19,461 | |||
Acquisition aggregate cost of acquired properties purchase price, net of dispositions | $ | $ 4,370,459,000 | |||||
Common stock, par value (usd per share) | $ / shares | $ 0.01 | |||||
Acquisition aggregated cost of acquired real estate related investment purchase price | $ | $ 60,429,000 | |||||
OP Units | AHI | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Value of shares issued | $ | $ 131,674,000 | |||||
Shares issued | 15,117,529 | |||||
Stock Issued During Period, Value, New Issues, Per Share | $ / shares | $ 8.71 | |||||
Common Class I | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Common stock, par value (usd per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |
Shares issued | 179,637,776 | |||||
Business Combination, Consideration Transferred, Equity Interests Issuable Per Acquiree Share | 0.9266 | |||||
Common Stock | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Stock Redeemed or Called During Period, Shares | 22,222 | |||||
Common Class T | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Common stock, par value (usd per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||
Stock Redeemed or Called During Period, Shares | 20,833 | |||||
AHI Group Holdings, LLC [Member] | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Ownership percentage in affiliate | 47.10% | |||||
Digital Bridge Group Inc. | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Ownership percentage in affiliate | 45.10% | |||||
James F. Flaherty III [Member] | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Ownership percentage in affiliate | 7.80% | |||||
Griffin-American Healthcare REIT IV, Inc. [Member] | Common Class I | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Common stock, par value (usd per share) | $ / shares | $ 0.01 | |||||
Griffin-American Healthcare REIT III | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Common stock, par value (usd per share) | $ / shares | $ 0.01 | |||||
Griffin-American Healthcare REIT III | Partnership Class I Unit | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Business Combination, Consideration Transferred, Equity Interests Issuable Per Acquiree Share | 0.9266 | |||||
American Healthcare Investors [Member] | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Ownership percentage in affiliate | 75% | |||||
Griffin Capital Company [Member] | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Ownership percentage in affiliate | 25% | |||||
Common Stock | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Subscriptions in offering of common stock received and accepted value | $ | $ 1,842,618,000 | |||||
Subscriptions in offering of common stock received and accepted shares | 184,930,598 | |||||
Initial DRIP [Member] | ||||||
Schedule of Capitalization, Equity [Line Items] | ||||||
Subscriptions in offering of common stock received and accepted value | $ | $ 18,511,000 | |||||
Subscriptions in offering of common stock received and accepted shares | 1,948,563 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Detail) - USD ($) $ in Thousands | 6 Months Ended | 105 Months Ended | |||||
Jun. 30, 2022 | Dec. 31, 2021 | Oct. 01, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Sep. 30, 2021 | Jan. 01, 2021 | |
Accounting Policies [Line Items] | |||||||
Accounts receivable, allowance for credit loss | $ 14,798 | $ 12,378 | $ 14,798 | ||||
Accounts receivable, allowance for credit loss, increase | 9,581 | $ 5,121 | |||||
Accounts receivable, allowance for credit loss, decrease from collections or adjustments | 3,643 | 2,960 | |||||
Accounts receivable, allowance for credit loss, writeoff | 3,518 | 3,740 | |||||
Payroll related costs to the managers of our SHOP and integrated senior health campuses | 30,622 | 31,101 | 30,622 | ||||
Insurance reserves | 35,606 | 36,440 | 35,606 | ||||
Accrued property taxes | 21,979 | 22,102 | 21,979 | ||||
Accrued developments and capital expenditures | 14,055 | 22,852 | 14,055 | ||||
Distributions declared but not paid to common stockholders | 8,812 | 8,768 | 8,812 | 3,187 | |||
Early payoff of mortgage loans payable | 78,437 | $ 101,734 | |||||
Medicare [Member] | Government Assistance, CARES Act [Member] | |||||||
Accounting Policies [Line Items] | |||||||
Accounts Receivable, Net - Resident Fees and Services | $ 12,969 | ||||||
Resident Fees and Services [Member] | |||||||
Accounting Policies [Line Items] | |||||||
Accounts Receivable, Net - Resident Fees and Services | 101,036 | 101,036 | $ 94,931 | ||||
Resident Fees and Services [Member] | Medicare [Member] | |||||||
Accounting Policies [Line Items] | |||||||
Accounts Receivable, Net - Resident Fees and Services | $ 35,844 | $ 35,844 | $ 35,953 | ||||
General Partnership [Member] | |||||||
Accounting Policies [Line Items] | |||||||
Percentage of ownership in operating partnership | 95% | 94.90% | 99.99% | ||||
Limited Partnership [Member] | |||||||
Accounting Policies [Line Items] | |||||||
Percentage of limited partnership interest | 0.01% | ||||||
Stock Redeemed or Called During Period, Shares | 222 | ||||||
Limited Partnership [Member] | GAHR IV | |||||||
Accounting Policies [Line Items] | |||||||
Stock Redeemed or Called During Period, Shares | 208 | ||||||
NewCo Sellers | |||||||
Accounting Policies [Line Items] | |||||||
Percentage of limited partnership interest | 5% | 5.10% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | $ 326,225 | $ 276,352 | $ 645,199 | $ 529,378 |
Integrated Senior Health Campuses [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 287,582 | 255,815 | 568,594 | 489,041 |
SHOP | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 38,643 | 20,537 | 76,605 | 40,337 |
Resident Fees and Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 326,225 | 276,352 | 645,199 | 529,378 |
Resident Fees and Services [Member] | Over Time [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 270,730 | 224,768 | 538,480 | 432,485 |
Resident Fees and Services [Member] | Point in Time [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 55,495 | 51,584 | 106,719 | 96,893 |
Resident Fees and Services [Member] | Private and Other Payors [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 173,051 | 133,004 | 339,891 | 258,533 |
Resident Fees and Services [Member] | Medicare [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 93,680 | 87,885 | 188,197 | 172,168 |
Resident Fees and Services [Member] | Medicaid [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 59,494 | 55,463 | 117,111 | 98,677 |
Resident Fees and Services [Member] | Integrated Senior Health Campuses [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 287,582 | 255,815 | 568,594 | 489,041 |
Resident Fees and Services [Member] | Integrated Senior Health Campuses [Member] | Over Time [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 232,839 | 204,729 | 463,373 | 392,987 |
Resident Fees and Services [Member] | Integrated Senior Health Campuses [Member] | Point in Time [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 54,743 | 51,086 | 105,221 | 96,054 |
Resident Fees and Services [Member] | Integrated Senior Health Campuses [Member] | Private and Other Payors [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 137,419 | 112,747 | 269,222 | 218,857 |
Resident Fees and Services [Member] | Integrated Senior Health Campuses [Member] | Medicare [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 93,680 | 87,885 | 188,197 | 172,168 |
Resident Fees and Services [Member] | Integrated Senior Health Campuses [Member] | Medicaid [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 56,483 | 55,183 | 111,175 | 98,016 |
Resident Fees and Services [Member] | SHOP | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 38,643 | 20,537 | 76,605 | 40,337 |
Resident Fees and Services [Member] | SHOP | Over Time [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 37,891 | 20,039 | 75,107 | 39,498 |
Resident Fees and Services [Member] | SHOP | Point in Time [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 752 | 498 | 1,498 | 839 |
Resident Fees and Services [Member] | SHOP | Private and Other Payors [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 35,632 | 20,257 | 70,669 | 39,676 |
Resident Fees and Services [Member] | SHOP | Medicare [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | 0 | 0 | 0 | 0 |
Resident Fees and Services [Member] | SHOP | Medicaid [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Resident fees and services | $ 3,011 | $ 280 | $ 5,936 | $ 661 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Accounts Receivable and Deferred Revenue (Details) - Resident Fees and Services [Member] - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jan. 01, 2021 | |
Accounts Receivable, Net - Resident Fees and Services | ||
Accounts Receivable, Net - Resident Fees and Services | $ 101,036 | $ 94,931 |
Increase/(decrease) | 6,105 | |
Deferred Revenue - Resident fees and Services | ||
Deferred Revenue | 16,405 | 14,673 |
Increase | 1,732 | |
Private and Other Payors [Member] | ||
Accounts Receivable, Net - Resident Fees and Services | ||
Accounts Receivable, Net - Resident Fees and Services | 45,514 | 42,056 |
Increase/(decrease) | 3,458 | |
Medicare [Member] | ||
Accounts Receivable, Net - Resident Fees and Services | ||
Accounts Receivable, Net - Resident Fees and Services | 35,844 | 35,953 |
Increase/(decrease) | (109) | |
Medicaid [Member] | ||
Accounts Receivable, Net - Resident Fees and Services | ||
Accounts Receivable, Net - Resident Fees and Services | 19,678 | $ 16,922 |
Increase/(decrease) | $ 2,756 |
Real Estate Investments, Net -
Real Estate Investments, Net - Investments in Consolidated Properties (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Real Estate Properties [Line Items] | ||
Real estate investment, at cost | $ 4,080,489 | $ 4,038,572 |
Less: accumulated depreciation | (588,644) | (523,886) |
Real estate investments, net | 3,491,845 | 3,514,686 |
Building, improvements and construction in process | ||
Real Estate Properties [Line Items] | ||
Real estate investment, at cost | 3,536,965 | 3,505,786 |
Land and improvements | ||
Real Estate Properties [Line Items] | ||
Real estate investment, at cost | 335,330 | 334,562 |
Furniture, fixtures and equipment [Member] | ||
Real Estate Properties [Line Items] | ||
Real estate investment, at cost | $ 208,194 | $ 198,224 |
Real Estate Investments, Net _2
Real Estate Investments, Net - Additional Information (Detail) $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 5 Months Ended | 6 Months Ended | |||
Feb. 08, 2022 USD ($) | Jul. 31, 2021 USD ($) | May 31, 2022 USD ($) realEstate | Jun. 30, 2022 USD ($) realEstate | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) realEstate | Jun. 30, 2022 USD ($) realEstate | Jun. 30, 2021 USD ($) | |
Real Estate Properties [Line Items] | ||||||||
Depreciation | $ 34,328 | $ 24,663 | $ 68,750 | $ 48,853 | ||||
Gain on sale of building | $ 346 | |||||||
Proceeds from sale of buildings | $ 3,000 | |||||||
Contract purchase price of land | 320 | |||||||
Total purchase consideration | 57,818 | |||||||
Sale of Ownership Interest in Real Estate, Percent | 77% | |||||||
Contract sales price of disposition | $ 19,622 | |||||||
(Loss) gain on dispositions of real estate investments | (73) | (42) | 683 | (377) | ||||
Ownership Interest in Real Estate, Percent | 23% | 23% | ||||||
Impairment of real estate investments | 17,340 | $ 3,335 | 17,340 | $ 3,335 | ||||
Payments to acquire and develop real estate | $ 15,462 | |||||||
April And May 2022 Acquisitions | ||||||||
Real Estate Properties [Line Items] | ||||||||
Ownership percentage | 72.90% | |||||||
Asset acquisition, number of leased real estate investments | realEstate | 4 | |||||||
Total purchase consideration | $ 54,805 | |||||||
Loans payable | $ 52,725 | |||||||
2022 Acquisitions | ||||||||
Real Estate Properties [Line Items] | ||||||||
Asset acquisition, acquisition related costs | $ 292 | |||||||
Integrated Senior Health Campuses [Member] | ||||||||
Real Estate Properties [Line Items] | ||||||||
Capital expenditures incurred | 8,530 | 16,778 | ||||||
Medical Office Building [Member] | ||||||||
Real Estate Properties [Line Items] | ||||||||
Capital expenditures incurred | $ 4,144 | $ 6,578 | ||||||
Impairment of real estate, number | realEstate | 1 | 1 | ||||||
Impairment of real estate, carrying value | $ 2,880 | $ 2,880 | $ 2,880 | |||||
SHOP | ||||||||
Real Estate Properties [Line Items] | ||||||||
Capital expenditures incurred | $ 1,597 | $ 3,051 | ||||||
Impairment of real estate, number | realEstate | 4 | 4 | ||||||
Impairment of real estate, carrying value | $ 19,325 | $ 19,325 | $ 19,325 | |||||
Impairment Of Real Estate, Number, Fair Value Determined By Sales Price | realEstate | 1 | 1 | 1 | |||||
Impairment Of Real Estate, Number, Fair Value Based On Projected Sales Prices | realEstate | 3 | 3 | 3 | |||||
Impairment of real estate investments | $ 17,340 | $ 17,340 | ||||||
Hospitals | ||||||||
Real Estate Properties [Line Items] | ||||||||
Capital expenditures incurred | 0 | |||||||
Senior Housing - Leased | ||||||||
Real Estate Properties [Line Items] | ||||||||
Capital expenditures incurred | 0 | |||||||
Skilled Nursing Facilities | ||||||||
Real Estate Properties [Line Items] | ||||||||
Capital expenditures incurred | $ 0 |
Real Estate Investments, Net _3
Real Estate Investments, Net - Schedule of Asset Acquisitions (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2022 | Dec. 31, 2021 | ||
Asset Acquisition [Line Items] | |||
Total purchase consideration | $ 57,818 | ||
Operating lease right-of-use assets, net | 114,489 | $ 158,157 | |
Operating lease liabilities | [1] | 104,193 | $ 145,485 |
2022 Acquisitions | |||
Asset Acquisition [Line Items] | |||
Operating lease right-of-use assets, net | 37,464 | ||
Operating lease liabilities | 36,326 | ||
2022 Acquisitions | Building and improvements | |||
Asset Acquisition [Line Items] | |||
Total purchase consideration | 49,645 | ||
2022 Acquisitions | Land and improvements | |||
Asset Acquisition [Line Items] | |||
Total purchase consideration | $ 8,173 | ||
[1]Such liabilities of American Healthcare REIT, Inc. represented liabilities of American Healthcare REIT Holdings, LP or its consolidated subsidiaries as of June 30, 2022 and December 31, 2021. American Healthcare REIT Holdings, LP is a variable interest entity, or VIE, and a consolidated subsidiary of American Healthcare REIT, Inc. The creditors of American Healthcare REIT Holdings, LP or its consolidated subsidiaries do not have recourse against American Healthcare REIT, Inc., except for the 2022 Credit Facility, as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $962,900,000 as of June 30, 2022 and the 2018 Credit Facility and 2019 Credit Facility, each as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $441,900,000 and $480,000,000, respectively, as of December 31, 2021, which were guaranteed by American Healthcare REIT, Inc. |
Business Combinations - Narrati
Business Combinations - Narrative (Details) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2022 USD ($) Acquisition | Jun. 30, 2021 Acquisition | Apr. 01, 2022 USD ($) | Mar. 31, 2022 | |
Business Acquisitions [Line Items] | ||||
Number of business acquisition | Acquisition | 2 | 0 | ||
January 3, 2022 Acquisition | ||||
Business Acquisitions [Line Items] | ||||
Total purchase consideration | $ 27,790 | |||
Mortgage Loans Payable Related to Acquisition of Properties | $ 20,800 | |||
April 1, 2022 Acquisition | ||||
Business Acquisitions [Line Items] | ||||
Percentage of interests acquired | 50% | |||
Acquisition-related costs | $ 938 | |||
Equity interest in acquiree, percentage | 50% |
Business Combinations - Schedul
Business Combinations - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Business Acquisitions [Line Items] | ||
Goodwill | $ 212,714 | $ 209,898 |
2022 Acquisitions | ||
Business Acquisitions [Line Items] | ||
Building and improvements | 17,273 | |
Land | 3,060 | |
In-place leases | 3,420 | |
Goodwill | 2,816 | |
Furniture, fixtures and equipment | 1,936 | |
Certificates of need | 690 | |
Operating lease right-of-use assets | 646 | |
Other assets | 457 | |
Accounts receivable | 427 | |
Cash | 971 | |
Total assets acquired | 31,696 | |
Security deposits | (8,129) | |
Accounts payable and accrued liabilities | (1,802) | |
Operating lease liabilities | (646) | |
Financing obligations | (56) | |
Total liabilities assumed | (10,633) | |
Net assets acquired | $ 21,063 |
Debt Security Investment, Net -
Debt Security Investment, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Oct. 15, 2015 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Debt Security Investment, Net | ||||||
Debt security investment, net | $ 81,167 | $ 81,167 | $ 79,315 | |||
Held-to-Maturity, debt securities, unamortized closing costs | 890 | $ 1,004 | ||||
Accretion on debt security | 986 | $ 907 | 1,966 | $ 1,788 | ||
Amortization of closing costs | $ 58 | $ 49 | $ 114 | $ 96 | ||
Debt security investment [Member] | ||||||
Debt Security Investment, Net | ||||||
Stated interest rate | 4.24% | |||||
Debt security investment maturity date | Aug. 25, 2025 | |||||
Stated amount after maturity | $ 93,433 | |||||
Yield to maturity interest rate | 10% | |||||
Beneficial ownership interest in mortgage trust | 10% |
Identified Intangible Assets,_3
Identified Intangible Assets, Net - Summary of Identified Intangibles, Net (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Identified intangible assets, net | $ 234,914 | $ 248,871 |
Weighted average remaining life | 8 years 7 months 6 days | 8 years 9 months 18 days |
Certificates Of Need [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Unamortized intangible assets | $ 96,693 | $ 99,165 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Unamortized intangible assets | 30,787 | 30,787 |
In-Place Leases [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortized intangible assets | 72,431 | 81,538 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 31,132 | $ 28,120 |
Weighted average remaining life | 8 years 1 month 6 days | 8 years 2 months 12 days |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortized intangible assets | $ 2,130 | $ 2,205 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 710 | $ 635 |
Weighted average remaining life | 14 years 2 months 12 days | 14 years 8 months 12 days |
Above-Market Leases [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortized intangible assets | $ 32,849 | $ 35,106 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 4,306 | $ 2,082 |
Weighted average remaining life | 9 years 4 months 24 days | 9 years 8 months 12 days |
Internally Developed Technology and Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortized intangible assets | $ 24 | $ 70 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 446 | $ 399 |
Weighted average remaining life | 2 months 12 days | 8 months 12 days |
Identified Intangible Assets,_4
Identified Intangible Assets, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization expense | $ 6,121 | $ 1,501 | $ 14,360 | $ 2,697 |
Above-Market Leases [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization expense | $ 1,113 | $ 257 | $ 2,227 | $ 340 |
Identified Intangible Assets,_5
Identified Intangible Assets, Net - Summary of Amortization Expense on Identified Intangible Assets, Net (Detail) $ in Thousands | Jun. 30, 2022 USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2022 | $ 10,892 |
2023 | 17,148 |
2024 | 13,657 |
2025 | 11,018 |
2026 | 9,848 |
Thereafter | 44,871 |
Finite-lived intangible assets, gross | $ 107,434 |
Other Assets, Net - Other Asset
Other Assets, Net - Other Assets, Net (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Other Assets [Abstract] | ||
Deferred rent receivables | $ 44,290 | $ 41,061 |
Prepaid expenses, deposits, other assets and deferred tax assets, net | 36,281 | 22,484 |
Investments in unconsolidated entities | 23,326 | 15,615 |
Inventory | 18,649 | 18,929 |
Lease commissions, net of accumulated amortization of $5,460,000 and $4,911,000 as of June 30, 2022 and December 31, 2021, respectively | 16,758 | 16,120 |
Deferred financing costs, net of accumulated amortization of $4,340,000 and $8,469,000 as of June 30, 2022 and December 31, 2021, respectively | 5,466 | 3,781 |
Lease inducement, net of accumulated amortization of $2,018,000 and $1,842,000 as of June 30, 2022 and December 31, 2021, respectively (with a weighted average remaining life of 8.4 years and 8.9 years as of June 30, 2022 and December 31, 2021, respectively) | 2,982 | 3,158 |
Other assets, net | 147,752 | 121,148 |
Accumulated amortization of lease commissions | 5,460 | 4,911 |
Accumulated amortization of deferred financing costs | 4,340 | 8,469 |
Accumulated amortization of lease inducement | $ 2,018 | $ 1,842 |
Lease inducement, weighted average remaining life | 8 years 4 months 24 days | 8 years 10 months 24 days |
Other Assets, Net - Additional
Other Assets, Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Other Assets [Abstract] | ||||
Amortization of deferred lease inducement | $ 88 | $ 176 | $ 88 | $ 176 |
Mortgage Loans Payable, Net - A
Mortgage Loans Payable, Net - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||||||
Jan. 01, 2022 MortgageLoan | Jan. 29, 2021 MortgageLoan | Jun. 30, 2022 USD ($) MortgageLoan | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) MortgageLoan | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) MortgageLoan | Dec. 31, 2020 USD ($) | ||||
Mortgage Loans Payable, Net [Line Items] | |||||||||||
Mortgage loans payable, gross | $ 1,152,998 | $ 1,152,998 | $ 1,116,216 | ||||||||
Mortgage loans payable, net | $ 1,134,059 | [1] | $ 917,121 | $ 1,134,059 | [1] | $ 917,121 | $ 1,095,594 | [1] | $ 810,478 | ||
Number of fixed-rate mortgage loans payable | MortgageLoan | 66 | 66 | 66 | ||||||||
Number of variable-rate mortgage loans payable | MortgageLoan | 12 | 12 | 12 | ||||||||
Number of debt instruments extinguished | MortgageLoan | 8 | 10 | |||||||||
Loss on extinguishments of debt | $ (4,410) | (2,293) | |||||||||
Secured Debt [Member] | |||||||||||
Mortgage Loans Payable, Net [Line Items] | |||||||||||
Loss on extinguishments of debt | $ 181 | $ (5) | $ (1,249) | $ (2,293) | |||||||
Mortgage Loans Payable, Net | |||||||||||
Mortgage Loans Payable, Net [Line Items] | |||||||||||
Debt, weighted average interest rate | 3.35% | 3.35% | 3.21% | ||||||||
Minimum [Member] | |||||||||||
Mortgage Loans Payable, Net [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.21% | 2.21% | 2.21% | ||||||||
Maximum [Member] | |||||||||||
Mortgage Loans Payable, Net [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.25% | 5.25% | 5.25% | ||||||||
[1]Such liabilities of American Healthcare REIT, Inc. represented liabilities of American Healthcare REIT Holdings, LP or its consolidated subsidiaries as of June 30, 2022 and December 31, 2021. American Healthcare REIT Holdings, LP is a variable interest entity, or VIE, and a consolidated subsidiary of American Healthcare REIT, Inc. The creditors of American Healthcare REIT Holdings, LP or its consolidated subsidiaries do not have recourse against American Healthcare REIT, Inc., except for the 2022 Credit Facility, as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $962,900,000 as of June 30, 2022 and the 2018 Credit Facility and 2019 Credit Facility, each as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $441,900,000 and $480,000,000, respectively, as of December 31, 2021, which were guaranteed by American Healthcare REIT, Inc. |
Mortgage Loans Payable, Net - M
Mortgage Loans Payable, Net - Mortgage Loans Payable (Detail) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | ||
Debt Instrument: | ||||
Total debt | $ 1,152,998 | $ 1,116,216 | ||
Add: premium | 314 | 397 | ||
Less: discount | (10,728) | (12,339) | ||
Borrowings under mortgage loans payable | 155,882 | $ 213,176 | ||
Change in Carrying Amount of Mortgage Loans Payable [Roll Forward] | ||||
Beginning balance | 1,095,594 | [1] | 810,478 | |
Borrowings on mortgage loans payable | 155,882 | 213,176 | ||
Amortization of deferred financing costs | 1,191 | 3,012 | ||
Amortization of discount/premium on mortgage loans payable, net | 1,528 | 405 | ||
Scheduled principal payments on mortgage loans payable | (40,662) | (7,215) | ||
Early payoff of mortgage loans payable | (78,437) | (101,734) | ||
Deferred financing costs | (1,037) | (1,001) | ||
Ending balance | 1,134,059 | [1] | $ 917,121 | |
Fixed-Rate Debt | ||||
Debt Instrument: | ||||
Total debt | 826,465 | 845,504 | ||
Variable-Rate Debt | ||||
Debt Instrument: | ||||
Total debt | 326,533 | 270,712 | ||
Mortgage Loans Payable, Net | ||||
Debt Instrument: | ||||
Deferred financing costs, net | $ (8,525) | $ (8,680) | ||
[1]Such liabilities of American Healthcare REIT, Inc. represented liabilities of American Healthcare REIT Holdings, LP or its consolidated subsidiaries as of June 30, 2022 and December 31, 2021. American Healthcare REIT Holdings, LP is a variable interest entity, or VIE, and a consolidated subsidiary of American Healthcare REIT, Inc. The creditors of American Healthcare REIT Holdings, LP or its consolidated subsidiaries do not have recourse against American Healthcare REIT, Inc., except for the 2022 Credit Facility, as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $962,900,000 as of June 30, 2022 and the 2018 Credit Facility and 2019 Credit Facility, each as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $441,900,000 and $480,000,000, respectively, as of December 31, 2021, which were guaranteed by American Healthcare REIT, Inc. |
Mortgage Loans Payable - Princi
Mortgage Loans Payable - Principal Payments Due on Mortgage Loans Payable (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Mortgage Loans Payable, Net [Abstract] | ||
2022 | $ 25,728 | |
2023 | 182,678 | |
2024 | 229,721 | |
2025 | 29,463 | |
2026 | 155,297 | |
Thereafter | 530,111 | |
Total debt | $ 1,152,998 | $ 1,116,216 |
Lines of Credit and Term Loan (
Lines of Credit and Term Loan (Detail) | 6 Months Ended | |||||||||
Jan. 19, 2022 USD ($) Extension | Nov. 19, 2021 USD ($) | Sep. 05, 2019 USD ($) Extension | Jan. 25, 2019 USD ($) | Nov. 20, 2018 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Nov. 01, 2019 USD ($) | ||
Line of Credit Facility [Line Items] | ||||||||||
Lines of credit and term loan | [1] | $ 1,266,691,000 | $ 1,226,634,000 | |||||||
Loss on extinguishments of debt | 4,410,000 | $ 2,293,000 | ||||||||
Line of Credit [Member] | Federal Funds Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 0.50% | |||||||||
Line of Credit [Member] | One-Month Eurodollar [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1% | |||||||||
Line of Credit [Member] | Base Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt Instrument, Base Rate, Percent | 0% | |||||||||
Line of Credit [Member] | Minimum [Member] | Eurodollar [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1.70% | |||||||||
Line of Credit [Member] | Minimum [Member] | Base Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 0.70% | |||||||||
Line of Credit [Member] | Maximum [Member] | Eurodollar [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 2.20% | |||||||||
Line of Credit [Member] | Maximum [Member] | Base Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1.20% | |||||||||
2018 Line of Credit | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 295,000,000 | $ 530,000,000 | ||||||||
Debt Instrument, Extension Fee | $ 795,000 | |||||||||
2019 Corporate Line of Credit [Member] | Line of Credit [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 630,000,000 | |||||||||
2019 Corporate Line of Credit [Member] | Line of Credit [Member] | Federal Funds Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 0.50% | |||||||||
2019 Corporate Line of Credit [Member] | Line of Credit [Member] | One-Month Eurodollar [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1% | |||||||||
2019 Corporate Line of Credit [Member] | Line of Credit [Member] | Base Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt Instrument, Base Rate, Percent | 0% | |||||||||
2019 Corporate Line of Credit [Member] | Line of Credit [Member] | Minimum [Member] | Eurodollar [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1.85% | |||||||||
2019 Corporate Line of Credit [Member] | Line of Credit [Member] | Minimum [Member] | Base Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 0.85% | |||||||||
2019 Corporate Line of Credit [Member] | Line of Credit [Member] | Maximum [Member] | Eurodollar [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 2.80% | |||||||||
2019 Corporate Line of Credit [Member] | Line of Credit [Member] | Maximum [Member] | Base Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1.80% | |||||||||
2019 Corporate Line of Credit [Member] | Line of Credit [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Current borrowing capacity | 480,000,000 | |||||||||
Lines of credit and term loan | $ 480,000,000 | |||||||||
Debt, weighted average interest rate | 2.60% | |||||||||
2019 Corporate Line of Credit [Member] | Revolving Credit Facility [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 150,000,000 | |||||||||
2019 Corporate Line of Credit [Member] | Term Loan [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 480,000,000 | |||||||||
2019 Trilogy Credit Facility [Member] | Line of Credit [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line Of Credit Facility, Number Of Potential Extensions | Extension | 1 | |||||||||
Line Of Credit Facility, Potential Extension Term | 12 months | |||||||||
2019 Trilogy Credit Facility [Member] | Line of Credit [Member] | Base Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1.75% | |||||||||
2019 Trilogy Credit Facility [Member] | Line of Credit [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 2.75% | |||||||||
2019 Trilogy Credit Facility [Member] | Line of Credit [Member] | Federal Funds Effective Rate [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 0.50% | |||||||||
2019 Trilogy Credit Facility [Member] | Line of Credit [Member] | One-Month LIBOR [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Variable rate | 1% | |||||||||
2019 Trilogy Credit Facility [Member] | Revolving Credit Facility [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Current borrowing capacity | 360,000,000 | $ 360,000,000 | ||||||||
Lines of credit and term loan | $ 304,734,000 | $ 304,734,000 | ||||||||
Debt, weighted average interest rate | 4.39% | 2.85% | ||||||||
2019 Trilogy Credit Facility [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 360,000,000 | |||||||||
Increase to maximum borrowing capacity | 140,000,000 | |||||||||
Potential maximum borrowing capacity | 500,000,000 | |||||||||
2022 Credit Agreement | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 1,050,000,000 | |||||||||
Increase to maximum borrowing capacity | $ 700,000,000 | |||||||||
Line of Credit Facility, Number of Extensions | Extension | 1 | |||||||||
Line of Credit Facility, Extension Period | 12 months | |||||||||
Line of Credit Facility, Number of Business Days | 5 days | |||||||||
2022 Credit Agreement | Revolving Credit Facility [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 500,000,000 | |||||||||
Current borrowing capacity | $ 1,050,000,000 | |||||||||
Lines of credit and term loan | $ 962,900,000 | |||||||||
Debt, weighted average interest rate | 3.22% | |||||||||
Long-term Debt | $ 961,957,000 | |||||||||
Loss on extinguishments of debt | 3,161,000 | |||||||||
2022 Credit Agreement | Letter of Credit | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 25,000,000 | |||||||||
2022 Credit Agreement | Term Loan Facility | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 550,000,000 | |||||||||
2018 Line of Credit | Revolving Credit Facility [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 235,000,000 | |||||||||
2018 Corporate Line of Credit | Line of Credit [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Lines of credit and term loan | $ 441,900,000 | |||||||||
Line of Credit [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Debt, weighted average interest rate | 2.27% | |||||||||
Real Estate Assets and Ancillary Business Cash Flow [Member] | 2019 Trilogy Credit Facility [Member] | Revolving Credit Facility [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | 325,000,000 | |||||||||
Eligible Accounts Receivable [Member] | 2019 Trilogy Credit Facility [Member] | Revolving Credit Facility [Member] | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 35,000,000 | |||||||||
[1]Such liabilities of American Healthcare REIT, Inc. represented liabilities of American Healthcare REIT Holdings, LP or its consolidated subsidiaries as of June 30, 2022 and December 31, 2021. American Healthcare REIT Holdings, LP is a variable interest entity, or VIE, and a consolidated subsidiary of American Healthcare REIT, Inc. The creditors of American Healthcare REIT Holdings, LP or its consolidated subsidiaries do not have recourse against American Healthcare REIT, Inc., except for the 2022 Credit Facility, as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $962,900,000 as of June 30, 2022 and the 2018 Credit Facility and 2019 Credit Facility, each as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $441,900,000 and $480,000,000, respectively, as of December 31, 2021, which were guaranteed by American Healthcare REIT, Inc. |
Derivative Financial Instrume_3
Derivative Financial Instruments (Detail) - Not Designated as Hedging Instrument - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Jun. 30, 2022 | |
Derivative [Line Items] | ||
Fair Value December 31, 2021 | $ 500,000 | $ 0 |
Swap, 2.10% Interest Rate [Member] | ||
Derivative [Line Items] | ||
Instrument | Swap | |
Derivative, Notional Amount | $ 250,000,000 | |
Index | one month LIBOR | |
Interest Rate | 2.10% | |
Maturity Date | Jan. 25, 2022 | |
Fair Value December 31, 2021 | $ 332,000 | |
Swap, 1.98% Interest Rate [Member] | ||
Derivative [Line Items] | ||
Instrument | Swap | |
Derivative, Notional Amount | $ 130,000,000 | |
Index | one month LIBOR | |
Interest Rate | 1.98% | |
Maturity Date | Jan. 25, 2022 | |
Fair Value December 31, 2021 | $ 162,000 | |
Swap, 0.20% Interest Rate | ||
Derivative [Line Items] | ||
Instrument | Swap | |
Derivative, Notional Amount | $ 100,000,000 | |
Index | one month LIBOR | |
Interest Rate | 0.20% | |
Maturity Date | Jan. 25, 2022 | |
Fair Value December 31, 2021 | $ 6,000 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Additional Information (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) instrument | |
Derivative [Line Items] | |||||
Gain in fair value of derivative financial instruments | $ 0 | $ 1,775,000 | $ 500,000 | $ 3,596,000 | |
Not Designated as Hedging Instrument | |||||
Derivative [Line Items] | |||||
Fair Value December 31, 2021 | $ 0 | $ 0 | $ 500,000 | ||
Number of derivative financial instruments | instrument | 0 |
Identified Intangible Liabili_3
Identified Intangible Liabilities, Net - Summary of Identified Intangibles, Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Finite Lived Intangible Liabilities [Line Items] | |||||
Identified intangible liabilities, net | $ 11,663 | $ 11,663 | $ 12,715 | ||
Below-Market Lease [Member] | |||||
Finite Lived Intangible Liabilities [Line Items] | |||||
Identified intangible liabilities, net | 11,663 | 11,663 | 12,715 | ||
Net of accumulated amortization | 1,699 | 1,699 | $ 1,047 | ||
Amortization expense | $ 414 | $ 45 | $ 1,023 | $ 92 | |
Weighted average remaining life | 8 years 9 months 18 days | 9 years 1 month 6 days |
Identified Intangible Liabili_4
Identified Intangible Liabilities, Net - Summary of Amortization Expense on Below-Market Leases (Detail) $ in Thousands | Jun. 30, 2022 USD ($) |
Intangible Liabilities [Abstract] | |
2022 | $ 825 |
2023 | 1,596 |
2024 | 1,475 |
2025 | 1,347 |
2026 | 1,198 |
Thereafter | 5,222 |
Finite Lived Intangible Liabilities Net | $ 11,663 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interests (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 105 Months Ended | ||||
Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Sep. 30, 2021 | |
Redeemable Noncontrolling Interests [Line Items] | |||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest With Redemption Features Outstanding | 1% | ||||||
Changes in the carrying amount of redeemable noncontrolling interests [Roll Forward] | |||||||
Beginning balance | $ 72,725 | $ 40,340 | |||||
Additional redeemable noncontrolling interest | 173 | 0 | |||||
Reclassification from equity | $ 21 | 42 | 0 | ||||
Distributions | (1,405) | (551) | |||||
Adjustment to redemption value | 977 | $ 373 | 3,833 | 899 | |||
Net income (loss) attributable to redeemable noncontrolling interest | (218) | (30) | (31) | (514) | |||
Ending balance | $ 75,337 | $ 72,725 | $ 75,337 | $ 40,174 | $ 75,337 | $ 40,174 | |
Trilogy REIT Holdings, LLC [Member] | |||||||
Redeemable Noncontrolling Interests [Line Items] | |||||||
Joint venture ownership interest | 76% | 76% | 76% | 76% | 70% | ||
Trilogy Investors, LLC [Member] | |||||||
Redeemable Noncontrolling Interests [Line Items] | |||||||
Ownership percentage equity interest | 95.90% | 95.90% | 95.90% | 95.90% | |||
General Partnership [Member] | |||||||
Redeemable Noncontrolling Interests [Line Items] | |||||||
Percentage of ownership in operating partnership | 95% | 94.90% | 99.99% | ||||
Trilogy Investors, LLC [Member] | |||||||
Redeemable Noncontrolling Interests [Line Items] | |||||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 4.10% | 4.10% | 4.10% | 4.10% | |||
NewCo Sellers | |||||||
Redeemable Noncontrolling Interests [Line Items] | |||||||
Percentage of limited partnership interest | 5% | 5.10% | |||||
Meridan | |||||||
Redeemable Noncontrolling Interests [Line Items] | |||||||
Joint Venture Acquired, Percent | 98% | 98% | |||||
Avalon | |||||||
Redeemable Noncontrolling Interests [Line Items] | |||||||
Joint Venture Acquired, Percent | 90% | 90% |
Equity (Detail)
Equity (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 100 Months Ended | 105 Months Ended | |||||||||||
Jun. 30, 2022 | Dec. 31, 2021 | Oct. 01, 2021 | Dec. 01, 2015 | Feb. 26, 2014 | Jul. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Jun. 30, 2022 | Sep. 30, 2021 | Jan. 30, 2019 | Jan. 18, 2019 | Jan. 06, 2016 | Mar. 25, 2015 | |
Number of shares of preferred stock, authorized to be issued | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | |||||||||||
Par value of preferred stock, authorized to be issued | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||
Preferred stock, shares issued (in shares) | 0 | 0 | 0 | 0 | 0 | 0 | |||||||||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | 0 | 0 | 0 | 0 | |||||||||||
Number of shares of common stock, authorized to be issued | 1,000,000,000 | ||||||||||||||||
Par value of common stock to be offered and sold to the public | $ 0.01 | ||||||||||||||||
Preferred Stock, Value, Subscriptions | $ 125,000 | ||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 12.50% | ||||||||||||||||
Issuance of common stock under the DRIP | $ 11,143,000 | $ 22,447,000 | |||||||||||||||
Maximum percentage of common stock repurchased during period | 5% | ||||||||||||||||
Repurchase price of common stock | $ 6,449,000 | $ 10,583,000 | |||||||||||||||
Stock acquired average cost per share | $ 9.22 | $ 9.22 | |||||||||||||||
Amortization of nonvested restricted common stock and stock units | $ 980,000 | $ 26,000 | $ 1,791,000 | $ 53,000 | |||||||||||||
Maximum Amount Of Common Stock Issuable Under Public Offering - Reserved, Shares | 33,110,893 | 33,110,893 | 33,110,893 | 33,110,893 | |||||||||||||
Operating Partnership Units Outstanding Presented in Total Equity, Percent | 4% | 4.10% | 4% | 4% | 4.10% | 4% | |||||||||||
Subsequent Event [Member] | |||||||||||||||||
Repurchase price of common stock | $ 5,650,000 | ||||||||||||||||
Stock acquired average cost per share | $ 9.29 | ||||||||||||||||
Common Stock | |||||||||||||||||
Stock Repurchased During Period, Shares | 699,460 | 1,147,835 | 0 | ||||||||||||||
Common Stock | Two Thousand Fifteen Incentive Plan | |||||||||||||||||
Share-based compensation arrangement by share-based payment award, number of shares authorized | 4,000,000 | 4,000,000 | 4,000,000 | 4,000,000 | |||||||||||||
Common Stock | Subsequent Event [Member] | |||||||||||||||||
Stock Repurchased During Period, Shares | 608,138 | ||||||||||||||||
Common Class I | |||||||||||||||||
Number of shares of common stock, authorized to be issued | 800,000,000 | 800,000,000 | 800,000,000 | 800,000,000 | 800,000,000 | 800,000,000 | 800,000,000 | ||||||||||
Par value of common stock to be offered and sold to the public | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||
Business Combination, Consideration Transferred, Equity Interests Issuable Per Acquiree Share | 0.9266 | ||||||||||||||||
Shares issued | 179,637,776 | ||||||||||||||||
Common Class T | |||||||||||||||||
Number of shares of common stock, authorized to be issued | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | 200,000,000 | ||||||||||
Par value of common stock to be offered and sold to the public | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||
Profits Interests [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 0 | 0 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Exercised | 0 | 0 | |||||||||||||||
Restricted Stock [Member] | |||||||||||||||||
Granted (in shares) | 1,137,355 | ||||||||||||||||
Restricted Stock [Member] | Independent Director | Two Thousand Fifteen Incentive Plan | |||||||||||||||||
Granted (in shares) | 215,214 | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 9.53 | ||||||||||||||||
Restricted Stock [Member] | Common Class I | Independent Director | |||||||||||||||||
Granted (in shares) | 125,091 | ||||||||||||||||
Restricted Stock [Member] | Common Class T | Executive Officers And Key Employees | |||||||||||||||||
Granted (in shares) | 477,901 | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 9.22 | ||||||||||||||||
Restricted Stock [Member] | Common Class T | Key Employees | |||||||||||||||||
Granted (in shares) | 319,149 | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 9.22 | ||||||||||||||||
Restricted Stock Units (RSUs) | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 46,096 | ||||||||||||||||
Restricted Stock Units (RSUs) | Common Class T | |||||||||||||||||
Granted (in shares) | 76,800 | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 9.29 | ||||||||||||||||
Restricted Stock Units (RSUs) | Common Class T | Executive Officer | |||||||||||||||||
Granted (in shares) | 113,205 | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 9.29 | ||||||||||||||||
2015 DRIP Offering [Member] | |||||||||||||||||
Maximum dollar amount of common stock issuable under public offering | $ 250,000,000 | ||||||||||||||||
Issuance of common stock under the DRIP | $ 11,143,000 | $ 22,447,000 | |||||||||||||||
2019 DRIP Offering [Member] | |||||||||||||||||
Maximum dollar amount of common stock issuable under public offering | $ 200,000,000 | ||||||||||||||||
2015 and 2019 GAHR III DRIP Offering | |||||||||||||||||
Maximum amount of common stock issuable under public offering | $ 308,501,000 | $ 308,501,000 | 308,501,000 | $ 308,501,000 | |||||||||||||
DRIP S-3 Public Offering | |||||||||||||||||
Maximum dollar amount of common stock issuable under public offering | $ 100,000,000 | ||||||||||||||||
Issuance of common stock under the DRIP | $ 77,083,000 | ||||||||||||||||
Common Stock | |||||||||||||||||
Issuance of common stock under the DRIP, shares | 1,199,427 | 2,425,500 | |||||||||||||||
Stock Repurchased During Period, Shares | 699,460 | 1,147,835 | |||||||||||||||
Issuance of common stock under the DRIP | $ 12,000 | $ 24,000 | |||||||||||||||
Repurchase price of common stock | $ 7,000 | $ 12,000 | |||||||||||||||
Common Stock | DRIP S-3 Public Offering | |||||||||||||||||
Issuance of common stock under the DRIP, shares | 8,180,513 | ||||||||||||||||
Trilogy Investors, LLC [Member] | |||||||||||||||||
Ownership percentage equity interest | 95.90% | 95.90% | 95.90% | 95.90% | 95.90% | 95.90% | |||||||||||
Trilogy Joint Venture [Member] | |||||||||||||||||
Joint venture ownership interest | 76% | 76% | 76% | 76% | 76% | 76% | 70% | ||||||||||
Net earning of joint venture allocated to noncontrolling interest | 30% | ||||||||||||||||
Griffin-American Healthcare REIT III | |||||||||||||||||
Par value of common stock to be offered and sold to the public | $ 0.01 | ||||||||||||||||
Lakeview IN Medical Plaza [Member] | |||||||||||||||||
Joint venture ownership interest | 86% | 86% | 86% | 86% | 86% | 86% | |||||||||||
Net earning of joint venture allocated to noncontrolling interest | 14% | 14% | |||||||||||||||
MetSL Property Investor, LLC [Member] | |||||||||||||||||
Joint venture ownership interest | 90.60% | 90.60% | 90.60% | 90.60% | 90.60% | 90.60% | |||||||||||
Net earning of joint venture allocated to noncontrolling interest | 9.40% | 9.40% | |||||||||||||||
Louisiana Senior Housing Portfolio | |||||||||||||||||
Joint venture ownership interest | 90% | ||||||||||||||||
Net earning of joint venture allocated to noncontrolling interest | 10% | ||||||||||||||||
Trilogy Joint Venture [Member] | Profits Interests [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 20% | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | ||||||||||||||||
Stock based compensation | $ 0 | $ 42,000 | $ (14,000) | ||||||||||||||
NorthStar Healthcare Income, Inc. [Member] | Trilogy Joint Venture [Member] | |||||||||||||||||
Joint venture ownership interest | 24% | 24% | 24% | 24% | 24% | 24% | |||||||||||
Griffin-American Healthcare REIT IV, Inc. [Member] | Trilogy Joint Venture [Member] | |||||||||||||||||
Joint venture ownership interest | 6% | 6% | 6% | 6% | 6% | 6% | |||||||||||
General Partnership [Member] | |||||||||||||||||
Percentage of ownership in operating partnership | 95% | 94.90% | 99.99% | ||||||||||||||
NewCo Sellers | |||||||||||||||||
Percentage of limited partnership interest | 5% | 5.10% |
Equity - Estimated Per Share NA
Equity - Estimated Per Share NAV (Details) - $ / shares | Mar. 24, 2022 | Mar. 18, 2021 | Oct. 03, 2019 |
Initial DRIP [Member] | |||
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items] | |||
Share price | $ 9.29 | $ 8.55 | $ 9.40 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021 | Jun. 30, 2021 | |
Related Party Transaction [Line Items] | ||
Related party transaction, expenses from transactions with related party | $ 6,690 | $ 14,663 |
Asset Management Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Related party transaction, expenses from transactions with related party | 5,401 | 10,763 |
Acquistion Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Related party transaction, expenses from transactions with related party | 10 | 1,344 |
Property Management Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Related party transaction, expenses from transactions with related party | 681 | 1,335 |
Development Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Related party transaction, expenses from transactions with related party | 357 | 640 |
Lease Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Related party transaction, expenses from transactions with related party | 120 | 385 |
Operating Expenses [Member] | ||
Related Party Transaction [Line Items] | ||
Related party transaction, expenses from transactions with related party | 53 | 116 |
Construction Management Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Related party transaction, expenses from transactions with related party | $ 68 | $ 80 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Amount Outstanding to Affiliates (Detail) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Related Party Transaction [Line Items] | ||
Due to affiliates | $ 0 | $ 866,000 |
Lease Commissions [Member] | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | 245,000 | |
Development Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | 229,000 | |
Construction Management Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | 152,000 | |
Operating Expenses [Member] | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | 100,000 | |
Asset and Property Management Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | 83,000 | |
Acquistion Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | $ 57,000 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Liabilities: | ||
Derivative financial instruments | $ 500 | |
Warrants | $ 733 | 786 |
Total liabilities at fair value | 733 | 1,286 |
Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1) [Member] | ||
Liabilities: | ||
Derivative financial instruments | 0 | |
Warrants | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Liabilities: | ||
Derivative financial instruments | 500 | |
Warrants | 0 | 0 |
Total liabilities at fair value | 0 | 500 |
Significant Unobservable Inputs (Level 3) [Member] | ||
Liabilities: | ||
Derivative financial instruments | 0 | |
Warrants | 733 | 786 |
Total liabilities at fair value | $ 733 | $ 786 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Business Acquisitions [Line Items] | ||
Warrants | $ 733 | $ 786 |
Significant Unobservable Inputs (Level 3) [Member] | ||
Business Acquisitions [Line Items] | ||
Warrants | $ 733 | $ 786 |
Fair Value Measurements Fair Va
Fair Value Measurements Fair Value by Balance Sheet Grouping (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | ||
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | ||||||
Debt security investment, net | $ 81,167 | $ 79,315 | ||||
Debt security investment, fair value | 93,470 | 93,920 | ||||
Financial Instruments, Financial Liabilities, Balance Sheet Groupings [Abstract] | ||||||
Mortgage loans payable, net | 1,134,059 | [1] | 1,095,594 | [1] | $ 917,121 | $ 810,478 |
Mortgage loans payable, net fair value | 1,020,652 | 1,075,729 | ||||
Lines of credit and term loan, net | 1,261,225 | 1,222,853 | ||||
Lines of credit and term loan, net fair value | $ 1,270,330 | $ 1,226,636 | ||||
[1]Such liabilities of American Healthcare REIT, Inc. represented liabilities of American Healthcare REIT Holdings, LP or its consolidated subsidiaries as of June 30, 2022 and December 31, 2021. American Healthcare REIT Holdings, LP is a variable interest entity, or VIE, and a consolidated subsidiary of American Healthcare REIT, Inc. The creditors of American Healthcare REIT Holdings, LP or its consolidated subsidiaries do not have recourse against American Healthcare REIT, Inc., except for the 2022 Credit Facility, as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $962,900,000 as of June 30, 2022 and the 2018 Credit Facility and 2019 Credit Facility, each as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $441,900,000 and $480,000,000, respectively, as of December 31, 2021, which were guaranteed by American Healthcare REIT, Inc. |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Lessee, Lease, Description [Line Items] | ||||
Real estate revenue | $ 50,060 | $ 29,271 | $ 100,790 | $ 57,938 |
Variable lease payments | 9,663 | $ 5,304 | 20,076 | $ 9,654 |
Lessee, operating leases, leases not yet commenced | $ 27,229 | $ 27,229 | ||
Maximum [Member] | ||||
Lessee, Lease, Description [Line Items] | ||||
Leases not yet commenced, term of contract | 15 years | 15 years |
Leases - Lessor, Future Minimum
Leases - Lessor, Future Minimum Rents Due (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Future Minimum Rent [Abstract] | |
2022 | $ 77,361 |
2023 | 150,031 |
2024 | 139,441 |
2025 | 125,062 |
2026 | 114,401 |
Thereafter | 624,329 |
Total | $ 1,230,625 |
Leases - Components of Lease Co
Leases - Components of Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Leases [Abstract] | ||||
Operating lease cost | $ 5,408 | $ 5,498 | $ 11,764 | $ 11,835 |
Amortization of leased assets | 316 | 381 | 629 | 793 |
Interest on lease liabilities | 66 | 74 | 140 | 192 |
Sublease income | (234) | (6) | (382) | (6) |
Total lease cost | $ 5,556 | $ 5,947 | $ 12,151 | $ 12,814 |
Leases - Lease Term and Discoun
Leases - Lease Term and Discount Rate (Details) | Jun. 30, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Operating leases, weighted average remaining lease term | 19 years 10 months 24 days | 16 years 10 months 24 days |
Finance leases, weighted average remaining lease term | 2 years 10 months 24 days | 3 years 7 months 6 days |
Operating leases, weighted average discount rate | 5.53% | 5.52% |
Finance leases, weighted average discount rate | 7.59% | 7.68% |
Leases - Supplemental Disclosur
Leases - Supplemental Disclosure of Cash Flows Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Leases [Abstract] | ||
Operating cash outflows related to finance leases | $ 140 | $ 192 |
Financing cash outflows related to finance leases | 26 | 117 |
Leased assets obtained in exchange for finance lease liabilities | 56 | 136 |
Right-of-use assets obtained in exchange for operating lease liabilities | $ 0 | $ 105 |
Leases - Future Minimum Rent Pa
Leases - Future Minimum Rent Payments, Operating Leases (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | |
Lessee, Operating Lease, Description [Abstract] | |||
2022 | $ 7,116 | ||
2023 | 14,022 | ||
2024 | 12,836 | ||
2025 | 11,627 | ||
2026 | 11,045 | ||
Thereafter | 144,289 | ||
Total undiscounted operating lease payments | 200,935 | ||
Less: interest | 96,742 | ||
Present value of operating lease liabilities | [1] | $ 104,193 | $ 145,485 |
[1]Such liabilities of American Healthcare REIT, Inc. represented liabilities of American Healthcare REIT Holdings, LP or its consolidated subsidiaries as of June 30, 2022 and December 31, 2021. American Healthcare REIT Holdings, LP is a variable interest entity, or VIE, and a consolidated subsidiary of American Healthcare REIT, Inc. The creditors of American Healthcare REIT Holdings, LP or its consolidated subsidiaries do not have recourse against American Healthcare REIT, Inc., except for the 2022 Credit Facility, as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $962,900,000 as of June 30, 2022 and the 2018 Credit Facility and 2019 Credit Facility, each as defined in Note 9, held by American Healthcare REIT Holdings, LP in the amount of $441,900,000 and $480,000,000, respectively, as of December 31, 2021, which were guaranteed by American Healthcare REIT, Inc. |
Leases - Future Minimum Rent _2
Leases - Future Minimum Rent Payments, Finance Leases (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Lessee, Finance Lease, Description [Abstract] | |
2022 | $ 34 |
2023 | 61 |
2024 | 75 |
2025 | 31 |
2026 | 0 |
Thereafter | 0 |
Total undiscounted finance lease payments | 201 |
Less: interest | 23 |
Present value of finance lease liabilities | $ 178 |
Segment Reporting - Summary Inf
Segment Reporting - Summary Information for Reportable Segments (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2022 USD ($) segment | Oct. 01, 2021 ft² Building | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) segment | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Segment Reporting [Abstract] | |||||||
Number of reportable segments | segment | 6 | 6 | |||||
Number of Buildings Acquired | Building | 92 | ||||||
Number of Square Feet of Property Acquired | ft² | 4,799,000 | ||||||
Revenues and grant income: | |||||||
Resident fees and services | $ 326,225 | $ 276,352 | $ 645,199 | $ 529,378 | |||
Real estate revenue | 51,105 | 30,642 | 103,048 | 60,665 | |||
Grant income | 10,969 | 1,099 | 16,183 | 9,328 | |||
Total revenues and grant income | 388,299 | 308,093 | 764,430 | 599,371 | |||
Expenses: | |||||||
Property operating expenses | 296,059 | 250,426 | 583,219 | 495,568 | |||
Rental expenses | 14,663 | 8,119 | 29,950 | 16,174 | |||
Segment net operating income | 77,577 | 49,548 | 151,261 | 87,629 | |||
Operating Expenses | |||||||
General and administrative | 10,928 | 7,343 | 22,047 | 14,600 | |||
Business acquisition expenses | 1,757 | 2,750 | 1,930 | 3,998 | |||
Depreciation and amortization | 39,971 | 26,357 | 82,282 | 52,080 | |||
Other income (expense): | |||||||
Interest expense (including amortization of deferred financing costs, debt discount/premium and gain/loss on debt extinguishments) | (20,345) | (18,490) | (43,670) | (38,855) | |||
Gain in fair value of derivative financial instruments | 0 | 1,775 | 500 | 3,596 | |||
(Loss) gain on dispositions of real estate investments | (73) | (42) | 683 | (377) | |||
Impairment of real estate investments | (17,340) | (3,335) | (17,340) | (3,335) | |||
Income (loss) from unconsolidated entities | 638 | (901) | 2,024 | (2,672) | |||
Foreign currency (loss) gain | (3,607) | 238 | (4,994) | 653 | |||
Other income | 469 | 191 | 1,729 | 463 | |||
Total net other expense | (40,258) | (20,564) | (61,068) | (40,527) | |||
Loss before income taxes | (15,337) | (7,466) | (16,066) | (23,576) | |||
Income tax expense | (205) | (495) | (373) | (658) | |||
Net loss | (15,542) | (7,961) | (16,439) | (24,234) | |||
Assets by Reportable Segment | |||||||
Total assets | $ 4,523,900 | 4,523,900 | 4,523,900 | $ 4,580,339 | |||
Goodwill | 212,714 | 212,714 | 212,714 | 209,898 | |||
Segments, Geographical Areas | |||||||
Real estate investments, net | 3,491,845 | 3,491,845 | 3,491,845 | 3,514,686 | |||
United States [Member] | |||||||
Revenues and grant income: | |||||||
Total revenues and grant income | 387,120 | 306,786 | 761,999 | 596,772 | |||
Segments, Geographical Areas | |||||||
Real estate investments, net | 3,448,793 | 3,448,793 | 3,448,793 | 3,466,019 | |||
International [Member] | |||||||
Revenues and grant income: | |||||||
Total revenues and grant income | 1,179 | 1,307 | 2,431 | 2,599 | |||
Segments, Geographical Areas | |||||||
Real estate investments, net | 43,052 | 43,052 | 43,052 | 48,667 | |||
Integrated Senior Health Campuses [Member] | |||||||
Revenues and grant income: | |||||||
Resident fees and services | 287,582 | 255,815 | 568,594 | 489,041 | |||
Real estate revenue | 0 | 0 | 0 | 0 | |||
Grant income | 10,969 | 898 | 16,065 | 9,127 | |||
Total revenues and grant income | 298,551 | 256,713 | 584,659 | 498,168 | |||
Expenses: | |||||||
Property operating expenses | 258,934 | 232,991 | 512,084 | 461,630 | |||
Rental expenses | 0 | 0 | 0 | 0 | |||
Segment net operating income | 39,617 | 23,722 | 72,575 | 36,538 | |||
Assets by Reportable Segment | |||||||
Total assets | 1,911,026 | 1,911,026 | 1,911,026 | 1,896,608 | |||
SHOP | |||||||
Revenues and grant income: | |||||||
Resident fees and services | 38,643 | 20,537 | 76,605 | 40,337 | |||
Real estate revenue | 0 | 0 | 0 | 0 | |||
Grant income | 0 | 201 | 118 | 201 | |||
Total revenues and grant income | 38,643 | 20,738 | 76,723 | 40,538 | |||
Expenses: | |||||||
Property operating expenses | 37,125 | 17,435 | 71,135 | 33,938 | |||
Rental expenses | 0 | 0 | 0 | 0 | |||
Segment net operating income | 1,518 | 3,303 | 5,588 | 6,600 | |||
Other income (expense): | |||||||
Impairment of real estate investments | (17,340) | (17,340) | |||||
Assets by Reportable Segment | |||||||
Total assets | 599,528 | 599,528 | 599,528 | 625,164 | |||
Medical Office Building [Member] | |||||||
Revenues and grant income: | |||||||
Resident fees and services | 0 | 0 | 0 | 0 | |||
Real estate revenue | 36,833 | 20,635 | 74,670 | 40,658 | |||
Grant income | 0 | 0 | 0 | 0 | |||
Total revenues and grant income | 36,833 | 20,635 | 74,670 | 40,658 | |||
Expenses: | |||||||
Property operating expenses | 0 | 0 | 0 | 0 | |||
Rental expenses | 13,791 | 7,588 | 28,104 | 15,125 | |||
Segment net operating income | 23,042 | 13,047 | 46,566 | 25,533 | |||
Assets by Reportable Segment | |||||||
Total assets | 1,385,279 | 1,385,279 | 1,385,279 | 1,412,247 | |||
Senior Housing - Leased | |||||||
Revenues and grant income: | |||||||
Resident fees and services | 0 | 0 | 0 | 0 | |||
Real estate revenue | 5,262 | 3,606 | 10,560 | 7,176 | |||
Grant income | 0 | 0 | 0 | 0 | |||
Total revenues and grant income | 5,262 | 3,606 | 10,560 | 7,176 | |||
Expenses: | |||||||
Property operating expenses | 0 | 0 | 0 | 0 | |||
Rental expenses | 212 | 30 | 391 | 45 | |||
Segment net operating income | 5,050 | 3,576 | 10,169 | 7,131 | |||
Assets by Reportable Segment | |||||||
Total assets | 249,499 | 249,499 | 249,499 | 255,555 | |||
Skilled Nursing Facilities | |||||||
Revenues and grant income: | |||||||
Resident fees and services | 0 | 0 | 0 | 0 | |||
Real estate revenue | 6,599 | 3,661 | 12,992 | 7,328 | |||
Grant income | 0 | 0 | 0 | 0 | |||
Total revenues and grant income | 6,599 | 3,661 | 12,992 | 7,328 | |||
Expenses: | |||||||
Property operating expenses | 0 | 0 | 0 | 0 | |||
Rental expenses | 521 | 375 | 1,207 | 744 | |||
Segment net operating income | 6,078 | 3,286 | 11,785 | 6,584 | |||
Assets by Reportable Segment | |||||||
Total assets | 250,019 | 250,019 | 250,019 | 252,869 | |||
Hospitals | |||||||
Revenues and grant income: | |||||||
Resident fees and services | 0 | 0 | 0 | 0 | |||
Real estate revenue | 2,411 | 2,740 | 4,826 | 5,503 | |||
Grant income | 0 | 0 | 0 | 0 | |||
Total revenues and grant income | 2,411 | 2,740 | 4,826 | 5,503 | |||
Expenses: | |||||||
Property operating expenses | 0 | 0 | 0 | 0 | |||
Rental expenses | 139 | 126 | 248 | 260 | |||
Segment net operating income | 2,272 | $ 2,614 | 4,578 | $ 5,243 | |||
Assets by Reportable Segment | |||||||
Total assets | 107,488 | 107,488 | 107,488 | 109,834 | |||
Other Segments [Member] | |||||||
Assets by Reportable Segment | |||||||
Total assets | $ 21,061 | $ 21,061 | $ 21,061 | $ 28,062 |
Segment Reporting - Narrative (
Segment Reporting - Narrative (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | Oct. 01, 2021 |
Segment Reporting Information Line Items | |||
Goodwill | $ 212,714 | $ 209,898 | |
AHI | |||
Segment Reporting Information Line Items | |||
Goodwill | $ 134,589 | ||
AHI | Medical Office Building [Member] | |||
Segment Reporting Information Line Items | |||
Goodwill | 47,812 | 47,812 | |
AHI | Skilled Nursing Facilities | |||
Segment Reporting Information Line Items | |||
Goodwill | 8,640 | 8,640 | |
AHI | Hospitals | |||
Segment Reporting Information Line Items | |||
Goodwill | 4,389 | 4,389 | |
AHI | SHOP | |||
Segment Reporting Information Line Items | |||
Goodwill | 23,277 | 23,277 | |
AHI | Senior Housing - Leased | |||
Segment Reporting Information Line Items | |||
Goodwill | 5,924 | 5,924 | |
AHI | Integrated Senior Health Campuses [Member] | |||
Segment Reporting Information Line Items | |||
Goodwill | 122,672 | $ 119,856 | |
2022 Acquisitions | |||
Segment Reporting Information Line Items | |||
Goodwill | $ 2,816 |
Concentration of Credit Risk -
Concentration of Credit Risk - Additional Information (Detail) | 6 Months Ended | |
Jun. 30, 2022 tenant segment State | Jun. 30, 2022 segment tenant State | |
Concentration of Credit Risk | ||
Number of states that generated at least 10% of annualized base rent | State | 1 | 1 |
Minimum percent share of each state annualized base rent that company owned | 10% | 10% |
Number of reportable segments | segment | 6 | 6 |
Number Of Tenants With More Than Ten Percent Of Annual Base Rent | tenant | 0 | 0 |
Minimum percent share of annualized base rent accounted by tenants | 10% | 10% |
Integrated Senior Health Campuses [Member] | ||
Concentration of Credit Risk | ||
Percentage of annual base rent | 41.60% | 41.60% |
Medical Office Building [Member] | ||
Concentration of Credit Risk | ||
Percentage of annual base rent | 38.30% | 38.30% |
SHOP | ||
Concentration of Credit Risk | ||
Percentage of annual base rent | 5% | 5% |
Skilled Nursing Facilities | ||
Concentration of Credit Risk | ||
Percentage of annual base rent | 8% | 8% |
Hospitals | ||
Concentration of Credit Risk | ||
Percentage of annual base rent | 3.10% | 3.10% |
Senior Housing - Leased | ||
Concentration of Credit Risk | ||
Percentage of annual base rent | 4% | 4% |
Indiana [Member] | ||
Concentration of Credit Risk | ||
Percentage of annual base rent | 32.80% | 32.80% |
Per Share Data (Detail)
Per Share Data (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Oct. 01, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Anti-dilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Participating securities, distributed and undistributed earnings (loss), basic | $ 1,498 | $ 1 | $ 2,988 | $ 1 | |
Limited Partnership [Member] | |||||
Anti-dilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Stock Redeemed or Called During Period, Shares | 222 | ||||
Restricted Common Stock [Member] | |||||
Anti-dilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Anti-dilutive securities excluded from computation of earnings per share | 886,959 | 27,000 | |||
Redeemable Limited Partnership Units [Member] | |||||
Anti-dilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Anti-dilutive securities excluded from computation of earnings per share | 14,007,903 | 222 | |||
Restricted Stock Units (RSUs) | |||||
Anti-dilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Anti-dilutive securities excluded from computation of earnings per share | 76,800 | 113,205 |