Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2016 | |
Document and Entity Information | |
Entity Registrant Name | Regional Health Properties,Inc. |
Entity Central Index Key | 1,697,416 |
Document Type | S4 |
Document Period End Date | Sep. 30, 2016 |
Amendment Flag | false |
Entity Filer Category | Smaller Reporting Company |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Current Assets: | |||
Cash and cash equivalents | $ 1,457 | $ 2,720 | $ 10,735 |
Restricted cash and investments | 1,796 | 9,169 | 3,321 |
Accounts receivable, net of allowance of $12,487 and $6,708 | 3,327 | 8,805 | 24,294 |
Prepaid expenses and other | 2,130 | 3,214 | 1,746 |
Deferred tax asset | 0 | 569 | |
Assets of disposal group held for sale | 49,824 | 1,249 | 5,813 |
Assets of disposal group held for use | 0 | 4,592 | |
Assets of variable interest entity held for sale | 0 | 5,924 | |
Total current assets | 58,534 | 25,157 | 56,994 |
Restricted cash and investments | 3,682 | 3,558 | 5,456 |
Property and equipment, net | 79,320 | 126,676 | 130,993 |
Intangible assets—bed licenses | 2,471 | 2,471 | 2,471 |
Intangible assets—lease rights, net | 2,920 | 3,420 | 4,087 |
Goodwill | 2,105 | 4,183 | 4,224 |
Lease deposits | 1,426 | 1,812 | 1,683 |
Deferred financing costs, net | 2,913 | 3,464 | |
Other assets | 3,855 | 1,996 | 590 |
Total assets | 154,313 | 169,273 | 209,962 |
Current Liabilities: | |||
Current portion of notes payable and other debt | 11,464 | 50,960 | 2,436 |
Current portion of convertible debt | 7,700 | 0 | 14,000 |
Revolving credit facilities and lines of credit | 0 | 5,576 | |
Accounts payable | 4,041 | 8,741 | 16,434 |
Accrued expenses | 4,278 | 3,125 | 15,653 |
Liabilities of disposal group held for sale | 32,036 | 958 | 5,197 |
Liabilities of disposal group held for use | 0 | 4,035 | |
Liabilities of variable interest entity held for sale | 0 | 5,956 | |
Accrued Liabilities and Other Liabilities | 6,089 | 3,125 | |
Total current liabilities | 61,330 | 63,784 | 69,287 |
Notes payable and other debt, net of current portion: | |||
Senior debt | 56,174 | 54,742 | 106,089 |
Bonds, net | 6,566 | 6,600 | 7,011 |
Convertible debt | 1,394 | 8,968 | 0 |
Revolving credit facilities and lines of credit | 0 | 1,059 | |
Other debt | 169 | 531 | 0 |
Other liabilities | 4,346 | 3,380 | 2,130 |
Deferred tax liability | 389 | 605 | |
Total liabilities | 130,368 | 138,394 | 186,181 |
Commitments and contingencies (Note 15) | |||
Preferred stock, no par value; 5,000 and 5,000 shares authorized; 2,427 and 950 shares issued and outstanding, redemption amount $60,273 and $23,750 at December 31, 2015 and 2014, respectively | 61,504 | 54,714 | 20,392 |
Stockholders' equity: | |||
Common stock and additional paid-in capital, no par value; 55,000 shares authorized; 19,861 and 19,151 shares issued and outstanding at December 31, 2015 and 2014, respectively | 61,611 | 60,958 | 61,896 |
Accumulated deficit | (99,170) | (84,793) | (56,067) |
Total stockholders' equity (deficit) | (37,559) | (23,835) | 5,829 |
Noncontrolling interest in subsidiary | 0 | (2,440) | |
Total equity (deficit) | (37,559) | (23,835) | 3,389 |
Total liabilities and equity (deficit) | $ 154,313 | $ 169,273 | $ 209,962 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | |||
Preferred Stock, No Par Value | $ 0 | $ 0 | |
Preferred stock, par value (in dollars per share) | $ 0 | $ 0 | |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 2,764,000 | 2,426,930 | 950,000 |
Preferred stock, shares outstanding | 2,763,835 | 2,426,930 | 950,000 |
Redemption amount | $ 69,096 | $ 60,273 | $ 23,750 |
Common Stock, No Par Value | $ 0 | $ 0 | |
Common stock and additional paid-in capital, par value (in dollars per share) | $ 0 | $ 0 | |
Common stock and additional paid-in capital, shares authorized | 55,000,000 | 55,000,000 | 55,000,000 |
Common stock and additional paid-in capital, shares issued | 19,892,000 | 19,861,000 | 16,016,000 |
Common stock and additional paid-in capital, shares outstanding | 19,892,000 | 19,861,000 | 16,016,000 |
Accounts receivable, allowance (in dollars) | $ 10,898 | $ 12,487 | $ 6,708 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | ||||||
Rental revenues | $ 17,254 | $ 1,832 | ||||
Management fee revenues | $ 253 | $ 304 | $ 760 | $ 827 | 910 | 1,493 |
Other revenues | 6,912 | 5,826 | 20,651 | 11,322 | 236 | 0 |
Total revenues | 7,165 | 6,130 | 21,411 | 12,149 | 18,400 | 3,325 |
Expenses: | ||||||
General and administrative expenses | 1,598 | 2,114 | 6,275 | 8,014 | 10,544 | 15,696 |
Facility rent expense | 2,176 | 1,736 | 6,523 | 3,552 | 5,758 | 1,512 |
Depreciation and amortization | 1,124 | 1,911 | 4,176 | 5,384 | 7,345 | 7,393 |
Other operating expenses | 241 | 309 | 1,413 | 530 | 2,394 | 2,922 |
Total expenses | 5,139 | 6,070 | 18,387 | 17,480 | 26,041 | 27,523 |
Loss from operations | 2,026 | 60 | 3,024 | (5,331) | (7,641) | (24,198) |
Other Income (Expense): | ||||||
Interest expense, net | (1,801) | (1,830) | (5,377) | (6,599) | (8,462) | (10,677) |
Loss on extinguishment of debt | 0 | 0 | 0 | (680) | (680) | (1,803) |
Loss on legal settlement | 0 | (600) | ||||
Other expense | 0 | (268) | (51) | (749) | (918) | (779) |
Total other expense, net | (1,801) | (2,098) | (5,428) | (8,028) | (10,060) | (13,859) |
Loss from continuing operations before Income taxes | 225 | (2,038) | (2,404) | (13,359) | (17,701) | (38,057) |
Income tax expense | (3) | 0 | (3) | (20) | (110) | (131) |
Loss from continuing operations | 222 | (2,038) | (2,407) | (13,379) | (17,811) | (38,188) |
Income (loss) from discontinued operations, net of tax | (6,513) | (2,328) | (4,892) | 23,783 | ||
Net Loss | (1,988) | (5,095) | (8,920) | (15,707) | (22,703) | (14,405) |
Net (income) loss attributable to noncontrolling interests | 0 | 284 | 0 | 784 | 815 | (806) |
Net loss attributable to AdCare Health Systems, Inc. | (1,988) | (4,811) | (8,920) | (14,923) | (23,518) | (13,599) |
Preferred stock dividends | (5,208) | (2,584) | ||||
Net loss attributable to AdCare Health Systems, Inc. common stockholders | $ (3,867) | $ (6,310) | $ (14,377) | $ (18,505) | $ (28,726) | $ (16,183) |
Net loss per share of common stock attributable to AdCare Health Systems, Inc | ||||||
Continuing Operations (in dollars per share) | $ (0.08) | $ (0.18) | $ (0.39) | $ (0.86) | $ (1.17) | $ (2.27) |
Discontinued Operations (in dollars per share) | (0.11) | (0.14) | (0.33) | (0.08) | (0.29) | 1.37 |
Net Loss per Common Share-Basic (in dollars per share) | $ (0.19) | $ (0.32) | $ (0.72) | $ (0.94) | $ (1.46) | $ (0.90) |
Weighted average shares of common stock outstanding: | ||||||
Basic and diluted (shares) | 19,917 | 19,838 | 19,909 | 19,617 | 19,680 | 17,930 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Shares | Common Stock and Additional Paid-in Capital | Accumulated Deficit | Noncontrolling Interests |
Balance at Dec. 31, 2013 | $ 6,852 | $ 48,370 | $ (39,884) | $ (1,634) | |
Balance (in shares) at Dec. 31, 2013 | 16,016,000 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Stock-based compensation expense | 1,155 | 1,155 | |||
Exercises of options and warrants | 3,257 | 3,257 | |||
Exercises of options and warrants (in shares) | 1,073,000 | ||||
Stock issued for converted debt and interest | 8,706 | 8,706 | |||
Stock issued from debt conversion and interest (in shares) | 1,861,000 | ||||
Nonemployee warrant cancellation | (321) | (321) | |||
Nonemployee warrants issued in conjunction with debt offering | 87 | 87 | |||
Issuance of restricted stock, net of forfeitures | 0 | 0 | |||
Issuance of restricted stock, net of forfeitures (in shares) | 201,000 | ||||
Preferred stock dividends | (2,584) | (2,584) | |||
Net loss attributable to AdCare Health Systems, Inc. | (13,599) | ||||
Net income (loss) | (14,405) | (806) | |||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (14,405) | ||||
Balance at Dec. 31, 2014 | $ 3,389 | 61,896 | (56,067) | (2,440) | |
Balance (in shares) at Dec. 31, 2014 | 16,016,000 | 19,151,000 | |||
Increase (Decrease) in Stockholders' Equity | |||||
Stock-based compensation expense | $ 942 | 942 | |||
Exercises of options and warrants | 1,791 | 1,791 | |||
Exercises of options and warrants (in shares) | 527,000 | ||||
Nonemployee warrant cancellation | (320) | (320) | |||
Issuance of restricted stock, net of forfeitures | 0 | 0 | |||
Issuance of restricted stock, net of forfeitures (in shares) | 183,000 | ||||
Reclass of share-based award to liability | (75) | (75) | |||
Common stock dividends | (3,276) | (3,276) | |||
Preferred stock dividends | (5,208) | (5,208) | |||
Net loss attributable to AdCare Health Systems, Inc. | (23,518) | ||||
Net income (loss) | (22,703) | (23,518) | 815 | ||
Deconsolidation of noncontrolling interest | 1,625 | 1,625 | |||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (22,703) | ||||
Balance at Dec. 31, 2015 | $ (23,835) | 60,958 | (84,793) | $ 0 | |
Balance (in shares) at Dec. 31, 2015 | 19,861,000 | 19,861,000 | |||
Increase (Decrease) in Stockholders' Equity | |||||
Stock-based compensation expense | $ 890 | 890 | |||
Issuance of restricted stock, net of forfeitures (in shares) | 181,000 | ||||
Preferred stock dividends | (5,457) | (5,457) | |||
Net loss attributable to AdCare Health Systems, Inc. | (8,920) | ||||
Stock Repurchased During Period, Value | $ (312) | (312) | |||
Stock Repurchased During Period, Shares | (150,000) | (150,000) | |||
Stock Issued During Period, Value, New Issues | $ 75 | 75 | |||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (8,920) | (8,920) | |||
Balance at Sep. 30, 2016 | $ (37,559) | $ 61,611 | $ (99,170) | ||
Balance (in shares) at Sep. 30, 2016 | 19,892,000 | 19,892,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | ||||
Net Loss | $ (8,920) | $ (15,707) | $ (22,703) | $ (14,405) |
Loss from discontinued operations | 6,513 | 2,328 | 4,892 | (23,783) |
Loss from continuing operations | (2,407) | (13,379) | (17,811) | (38,188) |
Adjustments to reconcile net loss from continuing operations to net cash used in operating activities: | ||||
Depreciation and amortization | 4,176 | 5,384 | 7,345 | 7,393 |
Warrants (cancelled) issued for services | (320) | 408 | ||
Stock-based compensation expense | 890 | 677 | 942 | 1,155 |
Reclass of restricted stock | (75) | 0 | ||
Rent revenue in excess of cash received | 162 | 209 | ||
Rent revenue in excess of cash received | 721 | (39) | (1,211) | (21) |
Amortization of deferred financing costs | 614 | 949 | 1,149 | 2,122 |
Amortization of debt discounts and premiums | 11 | 11 | 14 | (9) |
Loss on debt extinguishment | 0 | 680 | 680 | 1,803 |
Deferred tax expense | 102 | 98 | ||
Loss on disposal of assets | 0 | 7 | ||
Provision for bad debts | 0 | 203 | 2,132 | 0 |
Increase (Decrease) in Other Noncurrent Liabilities | 630 | 905 | ||
Increase (Decrease) in Billing in Excess of Cost of Earnings | (1,941) | (989) | ||
Changes in certain assets and liabilities, net of acquisitions: | ||||
Accounts receivable | (657) | (383) | (2,220) | 369 |
Prepaid expenses and other | 929 | (1,941) | (2,029) | (653) |
Other assets | 39 | (2,250) | (127) | (554) |
Accounts payable and other liabilities | (199) | (2,328) | (460) | 1,946 |
Net cash used in operating activities—continuing operations | 2,806 | (12,500) | (11,727) | (23,915) |
Net cash (used in) provided by operating activities—discontinued operations | (3,470) | (1,631) | (6,079) | 17,780 |
Net cash used in operating activities | (664) | (14,131) | (17,806) | (6,135) |
Cash flow from investing activities: | ||||
Change in restricted cash and investments | 3,625 | (3,440) | (3,950) | 5,744 |
Purchase of property and equipment | (704) | (1,328) | (1,799) | (4,139) |
Proceeds from Collection of Notes Receivable | 1,546 | 0 | ||
Earnest Deposit | 1,750 | 0 | ||
Net cash (used in) provided by investing activities—continuing operations | 6,217 | (4,768) | (5,749) | 1,605 |
Net cash provided by (used in) investing activities—discontinued operations | 0 | 5,678 | 15,594 | (1,489) |
Net cash provided by investing activities | 6,217 | 910 | 9,845 | 116 |
Cash flows from financing activities: | ||||
Proceeds from debt | 3,940 | 22,757 | 22,757 | 25,716 |
Proceeds from convertible debt | 0 | 2,049 | 2,049 | 6,055 |
Repayment on notes payable | (10,496) | (24,410) | (25,652) | (24,905) |
Repayment on bonds payable | (85) | (35) | 0 | (2,994) |
Repayment on convertible debt | 0 | (6,849) | (6,849) | (4,094) |
Proceeds from lines of credit | 0 | 27,468 | 28,310 | 69,874 |
Repayment on lines of credit | 0 | (33,261) | (34,944) | (71,590) |
Debt issuance costs | (116) | (874) | (598) | (1,044) |
Exercise of options and warrants | 0 | 1,471 | 1,791 | 3,257 |
Proceeds from preferred stock issuances | 6,790 | 29,727 | 34,323 | 0 |
Other | (312) | 0 | 0 | (50) |
Dividends on common stock | 0 | (2,083) | (3,276) | 0 |
Dividends paid on preferred stock | (5,457) | (3,582) | (5,208) | (2,584) |
Net cash provided by (used in) financing activities—continuing operations | (5,736) | 12,378 | 12,703 | (2,359) |
Net cash used in financing activities—discontinued operations | (1,080) | (5,617) | (12,757) | (261) |
Net cash provided by (used in) financing activities | (6,816) | 6,761 | (54) | (2,620) |
Net change in cash | (1,263) | (6,460) | (8,015) | (8,639) |
Cash, Beginning | 2,720 | 10,735 | 10,735 | 19,374 |
Cash, Ending | 1,457 | 4,275 | 2,720 | 10,735 |
Cash paid during the year for: | ||||
Interest | 4,846 | 6,402 | 8,367 | 9,859 |
Income taxes | 3 | 20 | 8 | 33 |
Supplemental Disclosure of Non-Cash Activities: | ||||
Payments for 2015 Notes received from 2014 Note holders | 5,651 | 0 | ||
2011 Notes surrendered and cancelled in payment for 2014 Notes | 0 | 445 | ||
Land received in settlement of note receivable | 0 | 640 | ||
Conversion of debt to equity | 0 | 6,930 | ||
Warrants issued in conjunction with convertible debt offering | 0 | 87 | ||
Notes issued in conjunction with financing of exit fees | 0 | 680 | 680 | 0 |
Non-cash discounts to financed insurance | $ 721 | $ 14 | ||
Cancellation of insurance premium financing | 0 | 250 | ||
Notes Reduction | 0 | 5,651 | ||
Dividends, Common Stock, Stock | $ 0 | $ 1,193 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES See Part II, Item 8, Notes to Consolidated Financial Statements , Note 1 - Organization and Significant Accounting Policies included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 , filed with the Securities and Exchange Commission (the “SEC”) on March 30, 2016 (the “Annual Report”), for a description of all significant accounting policies. Description of Business AdCare Health Systems, Inc. (“AdCare”), through its subsidiaries (together, the “Company” or “we”), is a self-managed real estate investment company that invests primarily in real estate purposed for long-term care and senior living. The Company’s business primarily consists of leasing and subleasing healthcare facilities to third-party tenants, which operate such facilities. The facility operators provide a range of healthcare services, including skilled nursing and assisted living services, social services, various therapy services, and other rehabilitative and healthcare services for both long-term and short-stay patients and residents. As of September 30, 2016 , the Company owned, leased, or managed for third parties 38 facilities primarily in the Southeast. Of the 38 facilities, the Company: (i) leased to third-party operators 22 skilled nursing facilities which it owned and subleased to third-party operators 11 skilled nursing facilities which it leased; (ii) leased to third-party operators two assisted living facilities which it owned; and (iii) managed on behalf of third-party owners two skilled nursing facilities and one independent living facility (see Note 7 - Leases below and Part II, Item 8, Notes to Consolidated Financial Statements , Note 7 - Leases in the Annual Report for a more detailed description of the Company’s leases). On October 6, 2016, the Company completed the sale of nine of its facilities in Arkansas (the “Arkansas Facilities”) (see Note 16 - Subsequent Events). The Company was incorporated in Ohio on August 14, 1991, under the name Passport Retirement, Inc. In 1995, the Company acquired substantially all of the assets and liabilities of AdCare Health Systems, Inc. and changed its name to AdCare Health Systems, Inc. AdCare completed its initial public offering in November 2006. Initially based in Ohio, the Company expanded its portfolio through a series of strategic acquisitions to include properties in a number of other states, primarily in the Southeast. In 2012, the Company relocated its executive offices and accounting operations to Georgia, and AdCare changed its state of incorporation from Ohio to Georgia on December 12, 2013. Historically, the Company’s business focused on owning and operating skilled nursing and assisted living facilities. The Company also managed facilities on behalf of unaffiliated owners with whom the Company entered into management contracts. In July 2014, the Company’s Board of Directors (the “Board”) approved a strategic plan to transition the Company to a healthcare property holding and leasing company through a series of leasing and subleasing transactions (the “Transition”). The Company effected the Transition through: (i) leasing to third-party operators all of the healthcare properties which it owns and previously operated; (ii) subleasing to third-party operators all of the healthcare properties which it leases (but does not own) and previously operated; and (iii) continuing the one remaining management agreement to manage two skilled nursing facilities and one independent living facility for third parties. The Company completed the Transition in December, 2015. The Company leases its currently-owned healthcare properties, and subleases its currently-leased healthcare properties, on a triple-net basis, meaning that the lessee ( i.e ., the third-party operator of the property) is obligated under the lease or sublease, as applicable, for all costs of operating the property including insurance, taxes and facility maintenance, as well as the lease or sublease payments, as applicable. These leases are generally long-term in nature with renewal options and annual rent escalation clauses. As a result of the Transition, the Company has many of the characteristics of a real estate investment trust (“REIT”) and is focused on the ownership, acquisition and leasing of healthcare properties. The Board continues to analyze and consider: (i) whether and, if so, when, the Company could satisfy the requirements to qualify as a REIT under the Internal Revenue Code of 1986, as amended; (ii) the structural and operational complexities which would need to be addressed before the Company could qualify as a REIT, including the disposition of certain assets or the termination of certain operations which may not be REIT compliant; and (iii) if the Company were to qualify as a REIT, whether electing REIT status would be in the best interests of the Company and its shareholders in light of various factors, including our significant consolidated federal net operating loss carryforwards. There is no assurance that the Company will qualify as a REIT in future taxable years or, if it were to so qualify, that the Board would determine that electing REIT status would be in the best interests of the Company and its shareholders. Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Article 8 of Regulations S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results of operations for the periods presented have been included. Operating results for the three and nine months ended September 30, 2016 and 2015 , are not necessarily indicative of the results that may be expected for the fiscal year. The balance sheet at December 31, 2015 , has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. You should read the accompanying unaudited consolidated financial statements together with the historical consolidated financial audited statements of the Company for the year ended December 31, 2015 , included in the Annual Report. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported results of operations during the reporting period. Examples of significant estimates include allowance for doubtful accounts, deferred tax valuation allowance, fair value of employee and nonemployee stock based awards, valuation of goodwill and other long-lived assets, and cash flow projections. Actual results could differ materially from those estimates. Reclassifications Certain items previously reported in the consolidated financial statement captions have been reclassified to conform to the current financial statement presentation with no effect on the Company’s consolidated financial position or results of operations. These reclassifications did not affect total assets, total liabilities or stockholders’deficit. Reclassifications were made to the Consolidated Statements of Operations and Consolidated Statements of Cash Flows for the three and nine months ended September 30, 2015 , to reflect the same facilities in discontinued operations for both periods presented. Revenue Recognition and Allowances Rental Revenues. The Company’s triple-net leases provide for periodic and determinable increases in rent. The Company recognizes rental revenues under these leases on a straight-line basis over the applicable lease term when collectibility is reasonably assured. Recognizing rental income on a straight-line basis generally results in recognized revenues during the first half of a lease term exceeding the cash amounts contractually due from our tenants, creating a straight-line rent receivable that is included in other assets on our consolidated balance sheets. Rent revenues for the Arkansas Facilities previously leased by the Company (see Note 16 - Subsequent Events ) and two facilities in Georgia are recorded on a cash basis. Management Fee Revenues and Other Revenues. The Company recognizes management fee revenues as services are provided. Further, the Company recognizes interest income from lease inducement receivables as other revenues. Allowances. The Company assesses the collectibility of our rent receivables, including straight-line rent receivables. The Company bases its assessment of the collectibility of rent receivables on several factors including payment history, the financial strength of the tenant and any guarantors, the value of the underlying collateral, and current economic conditions. If the Company’s evaluation of these factors indicates it is probable that the Company will be unable to receive the rent payments, then the Company provides an allowance against the recognized rent receivable asset for the portion that we estimate may not be recovered. If the Company changes its assumptions or estimates regarding the collectibility of future rent payments required by a lease, then the Company may adjust its reserve to increase or reduce the rental revenue recognized in the period the Company makes such change in its assumptions or estimates. As of September 30, 2016 and December 31, 2015 , the Company allowed for approximately $10.3 million and $12.5 million , respectively, of gross patient care related receivables arising from our legacy operations. Allowance for patient care receivables are estimated based on an aged bucket method as well as additional analyses of remaining balances incorporating different payor types. Any changes in patient care receivable allowances are recognized as a component of discontinued operations. All patient care receivables exceeding 365 days are fully allowed at September 30, 2016 and December 31, 2015 . Accounts receivable, net totaled $3.3 million at September 30, 2016 and $8.8 million at December 31, 2015 of which $1.6 million and $8.0 million , respectively related to patient care receivables from our legacy operations. Fair Value Measurements and Financial Instruments Accounting guidance establishes a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The categorization of a measurement within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows: Level 1— Quoted market prices in active markets for identical assets or liabilities Level 2— Other observable market-based inputs or unobservable inputs that are corroborated by market data Level 3— Significant unobservable inputs The respective carrying value of certain financial instruments of the Company approximates their fair value. These instruments include cash and cash equivalents, restricted cash and investments, accounts receivable, notes receivable, and accounts payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short-term in nature and their carrying amounts approximate fair values, they are receivable or payable on demand, or the interest rates earned and/or paid approximate current market rates. Recent Accounting Pronouncements Except for rules and interpretive releases of the SEC under authority of federal securities laws, the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company. The Company has reviewed the FASB accounting pronouncements and Accounting Standards Update ("ASU") interpretations that have effectiveness dates during the periods reported and in future periods. In May 2014, the FASB issued ASU 2014-09 guidance which requires revenue to be recognized in an amount that reflects the consideration expected to be received in exchange for those goods and services. The new standard requires the disclosure of sufficient quantitative and qualitative information for financial statement users to understand the nature, amount, timing and uncertainty of revenue and associated cash flows arising from contracts with customers. The new guidance does not affect the recognition of revenue from leases. In August 2015, the FASB delayed the effective date of the new revenue standard by one year. Identifying performance obligations and licensing (ASU 2016-10) and narrow scope improvements (ASU 2016-12) were issued in April and May 2016 respectively. This new revenue standard is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. Early application is permitted under the original effective date of fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. The Company is currently evaluating the impact on the Company’s financial position and results of operations and related disclosures. In August 2014, the FASB issued ASU 2014-15, which provides guidance regarding an entity’s ability to continue as a going concern, which requires management to assess a company’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. Before this new standard, there was minimal guidance in GAAP specific to going concern. Under the new standard, disclosures are required when conditions give rise to substantial doubt about a company’s ability to continue as a going concern within one year from the financial statement issuance date. The guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period, with early adoption permitted. The Company has concluded that changes in its accounting required by this new guidance will not materially impact the Company’s financial position or results of operations and related disclosures. In February 2015, the FASB issued ASU 2015-02, which changes the way reporting enterprises evaluate whether (i) they should consolidate limited partnerships and similar entities, (ii) fees paid to a decision maker or service provider are variable interests in a variable interest entity (“VIE”), and (iii) variable interests in a VIE held by related parties of the reporting enterprise require the reporting enterprise to consolidate the VIE. It also eliminates the VIE consolidation model based on majority exposure to variability that applied to certain investment companies and similar entities. This consolidation guidance is effective for public business entities for annual and interim periods beginning after December 15, 2015. The adoption of this guidance did not have a material impact on the Company’s consolidated financial condition, results of operations or cash flows. In April 2015, the FASB issued ASU 2015-03 , which requires debt issuance costs to be presented as a direct reduction from the carrying amount of the debt liability, consistent with the presentation of debt discounts. The amortization of debt issuance costs will be reported as interest expense. The new standard is to be applied on a retrospective basis and reported as a change in an accounting principle. In August 2015, the FASB released clarifying guidance for debt issuance costs related to line-of-credit arrangements, which permits debt issuance costs to be presented as an asset, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. Debt issuance costs associated with a line of credit can be amortized ratably over the term of the line-of-credit arrangement. This standard is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. Early adoption is permitted for financial statements that have not been previously issued. The Company adopted this standard in the first quarter of 2016 and has retroactively applied it to the December 31, 2015 balance sheet presentation. This change represents a change in accounting principle. The amount of deferred financing costs reclassified against long-term debt was $2.5 million and $2.7 million for March 31, 2016 and December 31, 2015, respectively. The adoption did not materially impact the Company’s results of operations and related disclosures. In September 2015, the FASB issued ASU 2015-16 , which requires that an acquirer in a business combination recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. Under this guidance the acquirer recognizes, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. New disclosures are required to present separately on the face of the income statement or disclose in the notes the portion of the amount recognized in current-period earnings by line item that would have been recognized in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. This guidance is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. At adoption, the new guidance is to be applied prospectively to adjustments to provisional amounts that occur after the effective date with earlier application permitted for financial statements that have not been issued. The adoption of this guidance did not have a material impact on the Company’s consolidated financial condition, results of operations or cash flows. In January 2016, the FASB issued ASU 2016-01, which provides revised accounting guidance related to the accounting for and reporting of financial instruments. This guidance significantly revises an entity’s accounting related to (i) the classification and measurement of investments in equity securities and (ii) the presentation of certain fair value changes for financial liabilities measured at fair value. It also amends certain disclosure requirements associated with the fair value of financial instruments. The ASU is effective for annual periods and interim periods within those annual periods beginning after December 15, 2017; earlier adoption is permitted. The adoption of this guidance is not expected to have a material impact on the Company’s consolidated financial condition, results of operations or cash flows. In February 2016, the FASB issued ASU 2016-02, as a comprehensive new leases standard that amends various aspects of existing guidance for leases and requires additional disclosures about leasing arrangements. It will require companies to recognize lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance, ASC 840, Leases . ASU 2016-02 creates a new Topic, ASC 842, Leases . This new Topic retains a distinction between finance leases and operating leases. The classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous leases guidance. The ASU is effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years; earlier adoption is permitted. In the financial statements in which the ASU is first applied, leases shall be measured and recognized at the beginning of the earliest comparative period presented with an adjustment to equity. The Company is currently evaluating the impact of the adoption of this guidance on its consolidated financial condition, results of operations and cash flows. In March 2016, the FASB issued ASU 2016-09, with the intention to simplify aspects of the accounting for share-based payment transactions, including income tax impacts, classification on the statement of cash flows, and forfeitures. The ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2016. The various amendments within the standard require different approaches to adoption, on a retrospective, modified retrospective or prospective basis. Early adoption is permitted. The Company is currently evaluating the potential impact of this standard as well as the as available transition methods. In June 2016, the FASB issued ASU 2016-13 , which provides for an impairment model that is based on expected losses rather than incurred losses. Under ASU 2016-13, an entity recognizes as an allowance its estimate of expected credit losses. ASU 2016-13 is effective for the Company beginning January 1, 2020, and we do not expect its adoption will have a significant effect on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-1 5, guidance which clarifies the treatment of several cash flow categories. In addition, the guidance clarifies that when cash receipts and cash payments have aspects of more than one class of cash flows and cannot be separated, classification will depend on the predominant source or use. This update is effective for annual periods beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted, including adoption in an interim period. The Company is currently evaluating the impact of the adoption of this guidance on its cash flows. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business AdCare Health Systems, Inc. (“AdCare”), through its subsidiaries (together, the “Company” or “we”), is a self-managed real estate investment company that invests primarily in real estate purposed for long-term healthcare and senior living. Our business primarily consists of leasing and subleasing such facilities to third-party tenants, which operate the facilities. As of December 31, 2015, the Company owned, leased, or managed for third parties 38 facilities primarily in the Southeast. The operators of the Company's facilities provide a range of health care services to patients and residents, including skilled nursing and assisted living services, social services, various therapy services, and other rehabilitative and healthcare services for both long-term and short-stay patients and residents. The Company was incorporated in Ohio on August 14, 1991, under the name Passport Retirement, Inc. In 1995, the Company acquired substantially all of the assets and liabilities of AdCare Health Systems, Inc. and changed its name to AdCare Health Systems, Inc. AdCare completed its initial public offering in November 2006. Initially based in Ohio, the Company expanded its portfolio through a series of strategic acquisitions to include properties in a number of other states, primarily in the Southeast. In 2012, the Company relocated its executive offices and accounting operations to Georgia, and AdCare changed its state of incorporation from the Ohio to Georgia on December 12, 2013. Historically, the Company's business focused on owning and operating skilled nursing and assisted living facilities. The Company also managed facilities on behalf of unaffiliated owners with whom the Company entered into management contracts. In July 2014, the Company's Board of Directors (the “Board”) approved a strategic plan to transition (the “Transition”) the Company to a healthcare property holding and leasing company through a series of leasing and subleasing transactions. As of December 31, 2015, the Company completed the Transition through: (i) leasing to third-party operators all of the healthcare properties which it owns and previously operated; (ii) subleasing to third-party operators all of the healthcare properties which it leases (but does not own) and previously operated; and (iii) continuing the one remaining management agreement to manage two skilled nursing facilities and one independent living facility for third parties. The Company leases its currently-owned healthcare properties, and subleases its currently-leased healthcare properties, on a triple-net basis, meaning that the lessee ( i.e ., the new third-party operator of the property) is obligated under the lease or sublease, as applicable, for all costs of operating the properties including insurance, taxes and facility maintenance, as well as the lease or sublease payments, as applicable. These leases are generally long-term in nature with renewal options and annual escalation clauses. As a result of the Transition, the Company now has many of the characteristics of a real estate investment trust ("REIT") and is now focused on the ownership, acquisition and leasing of healthcare related properties. The Board is analyzing and considering: (i) whether and, if so, when, we could satisfy the requirements to qualify as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”); (ii) the structural and operational complexities which would need to be addressed before we could qualify as a REIT, including the disposition of certain assets or the termination of certain operations which may not be REIT compliant; and (iii) if we were to qualify as a REIT, whether electing REIT status would be in the best interests of the Company and its shareholders in light of various factors, including our significant consolidated Federal net operating loss carryforwards of approximately $58.3 million as of December 31, 2015. There is no assurance that the Company will qualify as a REIT in future taxable years or, if it were to so qualify, that the Board would determine that electing REIT status would be in the best interests of the Company and its shareholders. As of December 31, 2015 , the Company owns, leases, or manages 38 facilities primarily in the Southeast. Of the 38 facilities, the Company: (i) leased 22 owned and subleased 11 leased skilled nursing facilities to third-party operators; (ii) leased two owned assisted living facilities to third-party operators; and (iii) managed on behalf of third-party owners two skilled nursing facilities and one assisted living facility (see Note 7 - Leases for a full description of the Company's leases). Basis of Presentation The accompanying consolidated financial statements are prepared in conformity with U.S. generally accepted accounting principles ("GAAP") in accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC"). Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported results of operations during the reporting period. Examples of significant estimates include allowance for doubtful accounts, contractual allowances for Medicaid, Medicare, and managed care reimbursements, deferred tax valuation allowance, fair value of derivative instruments, fair value of employee and nonemployee stock based awards, fair value estimation methods used to determine the assigned fair value of assets and liabilities acquired in acquisitions, valuation of goodwill and other long-lived assets, and cash flow projections. Actual results could differ materially from those estimates. Principles of Consolidation The consolidated financial statements include the Company's majority owned and controlled subsidiaries. All intercompany transactions and balances have been eliminated through consolidation. For subsidiaries that are not wholly owned by the Company, the portions not controlled by the Company are presented as non-controlling interests in the consolidated financial statements. Arrangements with other business enterprises are evaluated, and those in which AdCare is determined to have controlling financial interest are consolidated. Guidance is provided by FASB ASC Topic 810-10, Consolidation—Overall, which includes consolidation of business enterprises to which the usual condition of consolidation (ownership of a majority voting interest) does not apply. This guidance includes controlling financial interests that may be achieved through arrangements that do not involve voting interests. In absences of clear control through voting interests, a company's exposure (variable interest) to the economic risks and potential rewards from the variable interest entity's assets and activities are the best evidence of control. If an enterprise holds the power to direct and right to receive benefits of an entity, it would be considered the primary beneficiary. The primary beneficiary is required to consolidate the assets, liabilities and results of operations of the variable interest entity in its financial statements. The Company has evaluated and concluded that as of December 31, 2015 , they have no relationship with a variable interest entity ("VIE") in which they are the primary beneficiary required to consolidate the entity. Reclassifications Certain reclassifications have been made to the 2014 financial information to conform to the 2015 presentation with no effect on the Company's consolidated financial position or results of operations. These reclassifications did not affect total assets, total liabilities, or stockholders' equity. Reclassifications were made to the Balance Sheet as of December 31, 2014 and the consolidated statements of operations and consolidated statements of cash flows for the year ended December 31, 2014 to reflect the same facilities in discontinued operations for both periods presented. Cash, Cash Equivalents, and Restricted Cash and Investments The Company considers all unrestricted short-term investments with original maturities less than three months, which are readily convertible into cash, to be cash equivalents. Certain cash, cash equivalents and investment amounts are restricted for specific purposes such as mortgage escrow requirements, reserves for capital expenditures on United States Housing and Urban Development ("HUD") insured facilities and collateral for other debt obligations. Revenue Recognition Triple-Net Leased Properties. The Company's triple-net leases provide for periodic and determinable increases in rent. The Company recognizes rental revenues under these leases on a straight-line basis over the applicable lease term when collectibility is reasonably assured. Recognizing rental income on a straight-line basis generally results in recognized revenues during the first half of a lease term exceeding the cash amounts contractually due from our tenants, creating a straight-line rent receivable that is included in other assets on our consolidated balance sheets. Management Fee Revenue and Other. The Company recognizes management fee revenues as services are provided. Further, the Company recognizes interest income from lease inducements receivables and loans made to tenants. Allowances. The Company assesses the collectibility of our rent receivables, including straight-line rent receivables. The Company bases its assessment of the collectibility of rent receivables on several factors, including, payment history, the financial strength of the tenant and any guarantors, the value of the underlying collateral, and current economic conditions. If the Company's evaluation of these factors indicates it is probable that the Company will be unable to receive the rent payments, the Company provides a reserve against the recognized straight-line rent receivable asset for the portion that we estimate may not be recovered. If the Company changes its assumptions or estimates regarding the collectibility of future rent payments required by a lease, the Company may adjust its reserve to increase or reduce the rental revenue recognized in the period the Company makes such change in its assumptions or estimates. At December 31, 2015, the Company allowed for approximately $12.5 million on approximately $20.9 million of gross patient care related receivables primarily from our operations before completion of our Transition. Allowance for patient care receivables are estimated based on an aged bucket method incorporating different payor types. All patient care receivables exceeding 365 days are fully allowed at December 31, 2015. The increase in the reserves for patient care is primarily included in discontinued operations. Concentrations of Credit Risk Financial instruments which potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, restricted investments, accounts receivable and straight-line rent receivable. Cash and cash equivalents, restricted cash and restricted investments are held with various financial institutions. From time to time, these balances exceed the federally insured limits. These balances are maintained with high quality financial institutions which management believes limits the risk. Accounts receivable are recorded at net realizable value. The Company performs ongoing evaluations of its tenants and significant third-party payors with which they contract, and generally does not require collateral. The Company maintains an allowance for doubtful accounts which management believes is sufficient to cover potential losses. Delinquent accounts receivable are charged against the allowance for doubtful accounts once likelihood of collection has been determined. Accounts receivable are considered to be past due and placed on delinquent status based upon contractual terms, how frequently payments are received, and on an individual account basis. Property and Equipment Property and equipment are stated at cost. Expenditures for major improvements are capitalized. Depreciation commences when the assets are placed in service. Maintenance and repairs which do not improve or extend the life of the respective assets are charged to expense as incurred. Upon disposal of assets, the cost and related accumulated depreciation are removed from the accounts and any gain or loss is recorded. Depreciation is recorded on a straight-line basis over the estimated useful lives of the respective assets. Property and equipment also includes bed license intangibles for states other than Ohio (where the building and bed license are deemed complimentary assets) and are amortized over the life of the building. The Company reviews property and equipment for potential impairment whenever events or changes in circumstances indicate that the carrying amounts of assets may not be recoverable. Leases and Leasehold Improvements The Company leases certain facilities and equipment for use in its day-to-day operations. At the inception of each lease, the Company performs an evaluation to determine whether the lease should be classified as an operating lease or capital lease. As of December 31, 2015 , all of the Company's leased facilities are accounted for as operating leases. For operating leases that contain scheduled rent increases, the Company records rent expense on a straight-line basis over the term of the lease. The lease term is also used to provide the basis for establishing depreciable lives for leasehold improvements. Intangible Assets and Goodwill Intangible assets consist of finite lived and indefinite lived intangibles. The Company's finite lived intangibles include lease rights and certain certificate of need ("CON") and bed licenses that are not separable from the associated buildings. Finite lived intangibles are amortized over their estimated useful lives. For the Company's lease related intangibles, the estimated useful life is based on the terms of the underlying facility leases averaging approximately ten years. For the Company's CON/bed licenses that are not separable from the buildings, the estimated useful life is based on the building life when acquired with an average estimated useful life of approximately 32 years. The Company evaluates the recoverability of the finite lived intangibles whenever an impairment indicator is present. The Company's indefinite lived intangibles consist primarily of values assigned to CON/bed licenses that are separable from the buildings. The Company does not amortize goodwill or indefinite lived intangibles. On an annual basis, the Company evaluates the recoverability of the indefinite lived intangibles and goodwill by performing an impairment test. The Company performs its annual test for impairment during the fourth quarter of each year. For the year ended December 31, 2015, the test results indicated no impairment necessary. Deferred Financing Costs The Company records deferred financing costs associated with debt obligations as an asset. Costs are amortized over the term of the related debt using the straight-line method and are reflected as interest expense. The straight-line method yields results substantially similar to those that would be produced under the effective interest rate method. Income Taxes and Uncertain Tax Positions Deferred tax assets or liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that included the enactment date. Deferred tax assets are also recognized for the future tax benefits from net operating loss and other carry forwards. Valuation allowances are recorded for deferred tax assets when the recoverability of such assets is not deemed more likely than not. Judgment is required in evaluating uncertain tax positions. The Company determines whether it is more likely than not that a tax position will be sustained upon examination. If a tax position meets the more-likely-than-not recognition threshold it is measured to determine the amount of benefit to recognize in the financial statements. The Company classifies unrecognized tax benefits that are not expected to result in payment or receipt of cash within one year as non-current liabilities in the consolidated balance sheets. The Company is subject to income taxes in the U.S. and numerous state and local jurisdictions. In general, the Company's tax returns filed for the 1998 through 2015 tax years are still subject to potential examination by taxing authorities. In early 2014, the Internal Revenue Service ("IRS") initiated an examination of the Company's income tax return for the 2011 income tax year. On May 7, 2014, the IRS completed and closed the examination and no changes were required to the Company's 2011 income tax return. In October 2014, the Georgia Department of Revenue ("GDOR") initiated an examination of the Company's Georgia income tax returns and net worth returns for the 2010, 2011, 2012, and 2013 tax years. To date, the GDOR has not proposed any adjustments. The Company is not currently under examination by any other major income tax jurisdiction. Stock Based Compensation The Company follows the provisions of ASC topic 718 “ Compensation - Stock Compensation ”, which requires the use of the fair-value based method to determine compensation for all arrangements under which employees, non-employees, and others receive shares of stock or equity instruments (options, warrants or restricted shares). All awards are amortized on a straight-line basis over their vesting terms. Fair Value Measurements and Financial Instruments Accounting guidance establishes a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The categorization of a measurement within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows: Level 1— Quoted market prices in active markets for identical assets or liabilities Level 2— Other observable market-based inputs or unobservable inputs that are corroborated by market data Level 3— Significant unobservable inputs The respective carrying value of certain financial instruments of the Company approximates their fair value. These instruments include cash and cash equivalents, restricted cash and investments, accounts receivable, notes receivable, and accounts payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short-term in nature and their carrying amounts approximate fair values, they are receivable or payable on demand, or the interest rates earned and/or paid approximate current market rates. Self-Insurance The Company was self-insured for employee medical claims (in all states except for Oklahoma, where the Company participates in the Oklahoma state subsidy program) and had a large deductible workers' compensation plan (in all states except for Ohio, where workers' compensation is covered under a premium-only policy provided by the Ohio Bureau of Workers' Compensation). Additionally, the Company maintains insurance programs, including general and professional liability, property, casualty, directors' and officers' liability, crime, automobile, employment practices liability and earthquake and flood. In 2015, the insurance program changed with the needs of the company and the transition of operations. The Workers Compensation transitioned from a high deductible to a guaranteed cost program in February 2015. Professional liability insurance was provided to facilities operations up until the date of transfer when new operators insurance substituted for new claims. Claims which were associated with prior operations of the company but not reported as of the transition date were self-insured. The Company's prior facility operations subject it to certain liability risks which may result in malpractice claims being asserted against the Company if its services are alleged to have resulted in patient injury or other adverse effects. The Company is self-insured with respect to such claims (see Note 8 - Accrued Expenses ). The company maintains a running self-insurance reserve accrual based on outstanding claims obtained from quarterly loss runs provided by the carrier. As of December 31, 2015 , claims incurred but not reported or unsettled claims for the legacy self-insured employee medical plan and the large deductible workers' compensation plan are recognized as a liability in the consolidated financial statements. Recently Issued Accounting Pronouncements Except for rules and interpretive releases of the Securities and Exchange Commission ("SEC") under authority of federal securities laws, FASB ASC is the sole source of authoritative GAAP literature applicable to the Company. The Company has reviewed the FASB accounting pronouncements and Accounting Standards Update ("ASU") interpretations that have effectiveness dates during the periods reported and in future periods. In April 2014, the FASB issued ASU 2014-08 , which amends the definition of a discontinued operation to include only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. This ASU should be applied prospectively and is effective for the Company for the 2015 annual and interim reporting periods. Early adoption is permitted for disposals that have not been reported in financial statements previously issued. The Company adopted this ASU January 1, 2015. In May 2014, the FASB issued ASU 2014-09 guidance which requires revenue to be recognized in an amount that reflects the consideration expected to be received in exchange for those goods and services. The new standard requires the disclosure of sufficient quantitative and qualitative information for financial statement users to understand the nature, amount, timing and uncertainty of revenue and associated cash flows arising from contracts with customers. The new guidance does not affect the recognition of revenue from leases. In August 2015, the FASB delayed the effective date of the new revenue standard by one year. As a result, this new revenue standard is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. Early application is permitted under the original effective date of fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. The Company is currently evaluating the impact on the Company's financial position and results of operations and related disclosures. In August 2014, the FASB issued ASU 2014-15 , which provides guidance regarding an entity’s ability to continue as a going concern, which requires management to assess a company’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. Before this new standard, there was minimal guidance in GAAP specific to going concern. Under the new standard, disclosures are required when conditions give rise to substantial doubt about a company’s ability to continue as a going concern within one year from the financial statement issuance date. The guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period, with early adoption permitted. The Company has not yet determined the impact, if any, that the adoption of this new standard will have on its consolidated financial statements. In April 2015, the FASB issued ASU 2015-03 , which requires debt issuance costs to be presented as a direct reduction from the carrying amount of the debt liability, consistent with the presentation of debt discounts. The amortization of debt issuance costs will be reported as interest expense. The new standard is to be applied on a retrospective basis and reported as a change in an accounting principle. In August 2015, the FASB released clarifying guidance for debt issuance costs related to line-of-credit arrangements, which permits debt issuance costs to be presented as an asset, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. Debt issuance costs associated with a line of credit can be amortized ratably over the term of the line-of-credit arrangement. This standard is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. Early adoption is permitted for financial statements that have not been previously issued. The Company has concluded that changes in its accounting required by this new guidance will not materially impact the Company's financial position or results of operations and related disclosures.. In September 2015, the FASB issued ASU 2015-16 , which requires that an acquirer in a business combination recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. Under this guidance the acquirer recognizes, in the same period's financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. New disclosures are required to present separately on the face of the income statement or disclose in the notes the portion of the amount recognized in current-period earnings by line item that would have been recognized in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. This guidance is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. At adoption, the new guidance is to be applied prospectively to adjustments to provisional amounts that occur after the effective date with earlier application permitted for financial statements that have not been issued. The Company is currently evaluating changes in its accounting required by this new standard and the impact to the Company's financial position and related disclosures. In November 2015, the FASB issued ASU 2015 - 17 under the simplification and productivity initiative for presentation of deferred income tax liabilities and assets. This guidance simplifies the presentation of deferred income taxes such that deferred tax liabilities and assets are to be classified as noncurrent in a classified balance sheet. The update does not amend the current requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount. This guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is permitted as of the beginning of an interim or annual reporting period and may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company has elected to early adopt, prospectively, the new guidance as of the balance sheet date. At December 31, 2015, the adoption resulted in a reclassification from current to noncurrent deferred tax assets of $6.2 million before consideration of the related valuation allowance. with the net amount presented as noncurrent deferred tax liability. The Company did not have any reclasses of the deferred tax liability amounts.Prior periods are not retrospectively adjusted under the prospective adoption. In January 2016, the FASB issued ASU 2016-01 which provides revised accounting guidance related to the accounting for and reporting of financial instruments. This guidance significantly revises an entity’s accounting related to (i) the classification and measurement of investments in equity securities and (ii) the presentation of certain fair value changes for financial liabilities measured at fair value. It also amends certain disclosure requirements associated with the fair value of financial instruments. The ASU is effective for annual periods and interim periods within those annual periods beginning after December 15, 2017; earlier adoption is permitted. The adoption of this guidance is not expected to have a material impact on the Company's consolidated financial condition, results of operations or cash flows. In February 2016, the FASB issued ASU 2016-02 as a comprehensive new leases standard that amends various aspects of existing guidance for leases and requires additional disclosures about leasing arrangements. It will require companies to recognize lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance, ASC 840, Leases . ASU 2016-02 creates a new Topic, ASC 842, Leases . This new Topic retains a distinction between finance leases and operating leases. The classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous leases guidance. The ASU is effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years; earlier adoption is permitted. In the financial statements in which the ASU is first applied, leases shall be measured and recognized at the beginning of the earliest comparative period presented with an adjustment to equity. The Company is currently evaluating the impact of the adoption of this guidance on its consolidated financial condition, results of operations and cash flows. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | ||
EARNINGS PER SHARE | EARNINGS PER SHARE Basic earnings per share is computed by dividing net income or loss attributable to common stockholders by the weighted average number of shares of common stock outstanding during the respective period. Diluted earnings per share is similar to basic earnings per share except: (i) net income or loss is adjusted by the impact of the assumed conversion of convertible debt into shares of common stock; and (ii) the weighted average number of shares of common stock outstanding includes potentially dilutive securities (such as options, warrants and additional shares of common stock issuable under convertible debt outstanding during the period) when such securities are not anti-dilutive. Potentially dilutive securities from options and warrants are calculated in accordance with the treasury stock method, which assumes that proceeds from the exercise of all options and warrants with exercise prices exceeding the average market value are used to repurchase common stock at market value. The incremental shares remaining after the proceeds are exhausted represent the potentially dilutive effect of the securities. Potentially dilutive securities from convertible debt are calculated based on the assumed issuance at the beginning of the period, as well as any adjustment to income that would result from their assumed issuance. For the three and nine months ended September 30, 2016 and 2015 , approximately 4.5 million and 5.0 million shares, respectively, of potentially dilutive securities were excluded from the diluted income (loss) per share calculation because including them would have been anti-dilutive for such periods. The following tables provide a reconciliation of net loss for continuing and discontinued operations and the number of shares of common stock used in the computation of both basic and diluted earnings per share: Three Months Ended Nine Months Ended (Amounts in 000’s, except per share data) 2016 2015 2016 2015 Numerator: Income (loss) from continuing operations $ 222 $ (2,038 ) $ (2,407 ) $ (13,379 ) Preferred stock dividends (1,879 ) (1,499 ) (5,457 ) (3,582 ) Basic and diluted loss from continuing operations (1,657 ) (3,537 ) (7,864 ) (16,961 ) Loss from discontinued operations, net of tax (2,210 ) (3,057 ) (6,513 ) (2,328 ) Net loss attributable to noncontrolling interests — 284 — 784 Basic and diluted loss from discontinued operations (2,210 ) (2,773 ) (6,513 ) (1,544 ) Basic and diluted loss from continuing operations attributable to AdCare Health Systems, Inc common stockholders $ (3,867 ) $ (6,310 ) $ (14,377 ) $ (18,505 ) Denominator: Basic - weighted average shares 19,917 19,838 19,909 19,617 Diluted - adjusted weighted average shares (a) 19,917 19,838 19,909 19,617 Basic and diluted loss per share: Loss from continuing operations attributable to AdCare $ (0.08 ) $ (0.18 ) $ (0.39 ) $ (0.86 ) Loss income from discontinuing operations (0.11 ) (0.14 ) (0.33 ) (0.08 ) Loss attributable to to AdCare Health Systems, Inc. common stockholders $ (0.19 ) $ (0.32 ) $ (0.72 ) $ (0.94 ) (a) Securities outstanding that were excluded from the computation, prior to the use of the treasury stock method, because they would have been anti-dilutive are as follows: September 30, (Share amounts in 000’s) 2016 2015 Stock options 355 744 Warrants - employee 1,559 1,559 Warrants - non employee 437 567 Convertible notes 2,165 2,165 Total anti-dilutive securities 4,516 5,035 | EARNINGS PER SHARE Basic earnings per share is computed by dividing net income or loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is similar to basic earnings per share except net income or loss is adjusted by the impact of the assumed issuance of convertible shares and the weighted-average number of shares of common stock outstanding (which includes potentially dilutive securities, such as options, warrants, non-vested shares, and additional shares issuable under convertible notes outstanding during the period when such potentially dilutive securities are not anti-dilutive). Potentially dilutive securities from options, warrants and unvested restricted shares are calculated in accordance with the treasury stock method, which assumes that proceeds from the exercise of all options and warrants with exercise prices exceeding the average market value are used to repurchase common stock at market value. The incremental shares remaining after the proceeds are exhausted represent the potentially dilutive effect of the securities. Potentially dilutive securities from convertible promissory notes are calculated based on the assumed issuance at the beginning of the period, as well as any adjustment to income that would result from their assumed issuance. For 2015 and 2014 , potentially dilutive securities of 4.5 million and 7.0 million , respectively, were excluded from the diluted loss per share calculation because including them would have been anti-dilutive in both periods. The following table provides a reconciliation of net loss for continuing and discontinued operations and the number of shares used in the computation of both basic and diluted earnings per share: Year Ended December 31, 2015 2014 (Amounts in 000's, except per share data) Loss Shares Per (Loss) Income Shares Per Continuing Operations: Loss from continuing operations $ (17,811 ) $ (38,188 ) Preferred stock dividends (5,208 ) (2,584 ) Basic loss from continuing operations $ (23,019 ) 19,680 $ (1.17 ) $ (40,772 ) 17,930 $ (2.27 ) Diluted loss from continuing operations $ (23,019 ) 19,680 $ (1.17 ) $ (40,772 ) 17,930 $ (2.27 ) Discontinued Operations: Income (loss) from discontinued operations $ (4,892 ) $ 23,783 Net (income) loss attributable to noncontrolling interests (815 ) 806 Basic (loss) income from discontinued operations attributable to the Company $ (5,707 ) 19,680 $ (0.29 ) $ 24,589 17,930 $ 1.37 Diluted (loss) income from discontinued operations attributable to the Company $ (5,707 ) 19,680 $ (0.29 ) $ 24,589 17,930 $ 1.37 Net Loss Attributable to AdCare: Basic loss $ (28,726 ) 19,680 $ (1.46 ) $ (16,183 ) 17,930 $ (0.90 ) Diluted loss $ (28,726 ) 19,680 $ (1.46 ) $ (16,183 ) 17,930 $ (0.90 ) (1) Securities outstanding that were excluded from the computation, prior to the use of the treasury stock method, because they would have been anti-dilutive are as follows: December 31, (Amounts in 000’s) 2015 2014 Stock options 267 934 Common stock warrants - employee 1,887 1,689 Common stock warrants - nonemployee 164 1,028 Shares issuable upon conversion of convertible debt 2,165 3,334 Total shares 4,483 6,985 |
LIQUIDITY AND PROFITABILITY
LIQUIDITY AND PROFITABILITY | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
LIQUIDITY AND PROFITABILITY [Abstract] | ||
LIQUIDITY AND PROFITABILITY | LIQUIDITY AND PROFITABILITY Sources of Liquidity The Company continues to undertake measures to improve its operations and streamline its cost infrastructure in connection with its new business model, including: (i) increasing future lease revenue; (ii) refinancing or repaying debt to reduce interest costs and reducing mandatory principal repayments; and (iii) reducing general and administrative expenses. At September 30, 2016 , the Company had $1.5 million in cash and cash equivalents as well as restricted cash of $5.5 million . Over the next twelve months, the Company anticipates both access to and receipt of several sources of liquidity. The Company routinely has discussions with existing and new potential lenders to refinance current debt on a long-term basis and, in recent periods, has refinanced short-term acquisition-related debt with traditional long-term mortgage notes, some of which have been executed under government guaranteed lending programs such as those operated by the United States (“U.S.”) Department of Housing and Urban Development (“HUD”). On July 21, 2015, the Company entered into separate At Market Issuance Sales Agreements with each of MLV & Co. LLC and JMP Securities LLC (“JMP”), regarding the Company’s sale, from time to time, of up to 800,000 shares of the Company’s 10.875% Series A Cumulative Redeemable Preferred Stock, (the “Series A Preferred Stock”), through an “at-the-market” offering program (“ATM”). The Company subsequently announced that the Series A Preferred Stock offered and sold through the ATM will be sold exclusively through JMP on and after June 7, 2016. During the quarter ended September 30, 2016 , the Company sold 106,796 shares of Series A Preferred Stock generating net proceeds to the Company of approximately $2.2 million . Since the inception of the ATM in July 2015 and through September 30, 2016 , the Company sold 650,600 shares of Series A Preferred Stock under the ATM, generating net proceeds to the Company of approximately $13.5 million (see Note 11 - Common and Preferred Stock ). The Company ceased sales under the ATM in September 2016, and will not engage in any additional sales of the Series A Preferred Stock until the Company’s recently announced preferred stock repurchase program has terminated or expired (See Note 16 - Subsequent Events ). On March 24, 2016 , the Company obtained a lender commitment to extend the maturity date of the credit facility entered into on January 30, 2015, (the “Sumter Credit Facility”), between a certain-wholly owned subsidiary of the Company and The PrivateBank and Trust Company (the “PrivateBank”), from September 2016 to June 2017, subject to definitive documentation and certain closing conditions, which commitment expires on November 30, 2016. On June 13, 2016, the Company received a commitment to refinance the Sumter Credit Facility, subject to definitive documentation and certain closing conditions. The Company expects to close on such financing arrangement with HUD in the fourth quarter of 2016. On September 19, 2016, the Company obtained an option to extend the maturity date of the credit facility entered into in September 2013, between a certain wholly-owned subsidiary of the Company and Housing & Healthcare Funding, LLC (the “Quail Creek Credit Facility”), from September 2017 to September 2018, which option management intends exercise. On September 29, 2016, the Company closed on HUD-guaranteed financing in the amount of $3.7 million , which refinanced approximately $3.1 million in debt previously owed to the PrivateBank with respect to the Company’s facility located in Georgetown, South Carolina (the “Georgetown Facility”). On September 30, 2016 , total outstanding debt, net of deferred financing costs and restricted cash with respect to the Arkansas Facilities was approximately $28.4 million , included within “Liabilities of disposal group held for sale” in the Company’s unaudited consolidated balance sheet at September 30, 2016 . All such debt and restricted cash was current at September 30, 2016 . Proceeds to the Company from the sale of the Arkansas Facilities exceeded related obligations by approximately $23.0 million , less routine closing costs and the Skyline Note in the amount of $3.0 million . The cash impact of the sale of the Arkansas Facilities consisted of total sales proceeds of $55.0 million , payment of associated liabilities held for sale of $32.2 million (excluding deferred loan costs of $0.2 million ), the Skyline Note in the amount of $3.0 million , payments for property taxes of $0.4 million , and release of restricted cash of $3.6 million , for total net cash to seller of $23.0 million . On October 6, 2016, the Company completed the sale of the Arkansas Facilities for a total sale price of $55.0 million ,which sale price consisted of: (i) a non-refundable deposit of $1.8 million ; (ii) cash consideration of $50.3 million paid at closing; and (iii) a promissory note in the amount of $3.0 million (the “Skyline Note”) (see Note 16 - Subsequent Events ). On June 18, 2016, ADK Georgia, LLC, a wholly-owned subsidiary of the Company (“ADK Georgia”), entered into a new master sublease agreement (the “Peach Health Sublease”) with affiliates (collectively, “Peach Health Sublessee”) of Peach Health Group, LLC (“Peach Health”), providing that Peach Health Sublessee would take possession of the facilities (the “Peach Facilities”) subleased by ADK Georgia to affiliates of New Beginnings Care, LLC (“New Beginnings”) and operate them as a subtenant (see Note 7 - Leases ). The Peach Facilities are comprised of: (i) an 85-bed skilled nursing facility located in Tybee Island, Georgia (the “Oceanside Facility”); (ii) a 50-bed skilled nursing facility located in Tybee Island, Georgia (the “Savannah Beach Facility”); and (iii) a 131-bed skilled nursing facility located in Jeffersonville,Georgia (the “Jeffersonville Facility”). Rent for the Oceanside Facility and the Jeffersonville Facility is $0.4 million and $0.6 million per annum, respectively; but such rent is only $1 per month for the Oceanside and Jeffersonville Facilities until the date such facilities are recertified by U.S. Department of Health and Human Services Center for Medicare and Medicaid Services (“CMS”) or April 1, 2017, whichever first occurs (the “Rent Commencement Date”). In addition, with respect to the Oceanside and Jeffersonville Facilities, Peach Health Sublessee is entitled to three months of $1 per month rent following the Rent Commencement Date and, following such three -month period, five months of rent discounted by 50% . In the event that the Savannah Beach Facility is decertified due to any previous non-compliance attributable to New Beginnings, rent for such facility will revert to $1 a month until it is recertified along with the other facilities. Under the terms of the Peach Health Sublease, Peach Health Sublessee agrees to use its best efforts to pursue recertification of the Jeffersonville and Oceanside Facilities with CMS as soon as possible. However if recertification fails to occur, then it could have an adverse effect on our business, financial condition and results of operations. Cash Requirements At September 30, 2016 , the Company had $115.5 million in indebtedness of which the current portion is $51.2 million . This current portion is comprised of the following components: (i) debt of held for sale entities of approximately $32.0 million , primarily senior debt and mortgage indebtedness; and (ii) convertible debt of $7.7 million ; and (iii) remaining debt of approximately $11.5 million which includes senior debt - bond and mortgage indebtedness (see Note 9 - Notes Payable and Other Debt ). As indicated previously, the Company routinely has ongoing discussions with existing and potential new lenders to refinance current debt on a longer term basis and, in recent periods, has refinanced shorter term acquisition debt with traditional longer term mortgage notes, some of which have been executed under government guaranteed lending programs. The Company anticipates, during the next twelve months, net principal disbursements of approximately $43.5 million (including $32.0 million of liabilities held for sale and repaid upon sale of the Arkansas Facilities, approximately $0.9 million of payments on short term vendor notes, $1.4 million of routine debt service amortization, and $0.7 million payment of other debt) which is inclusive of anticipated proceeds on refinancing of approximately $8.3 million . The Company anticipates operating cash requirements for the next twelve months as being substantially less than the previous twelve months due to the Transition. Based on the described sources of liquidity, the Company expects sufficient funds for its operations and scheduled debt service, at least through the next twelve months. On a longer term basis, at September 30, 2016 , the Company had approximately $60.2 million of debt maturities due over the next two year period ending September 30, 2018 , inclusive of $32.2 million of liabilities held for sale (gross of deferred financing costs). These debt maturities include $9.2 million of convertible promissory notes, which are convertible into shares of common stock. The Company believes its long-term liquidity needs will be satisfied by these same sources, as well as borrowings as required to refinance indebtedness. During the three and nine months ended September 30, 2016 , the Company generated negative cash flows, and anticipates positive cash flow starting in 2017, due to anticipated continued reductions in operating overhead primarily impacting general and administrative expenses . In order to satisfy the Company’s capital needs, the Company seeks to: (i) continue improving operating results through its leasing and subleasing transactions executed with favorable terms and consistent and predictable cash flow; (ii) expand borrowing arrangements with certain lenders; (iii) refinance current debt, where possible, to obtain more favorable terms; and (iv) raise capital through the issuance of debt securities. The Company anticipates that these actions, if successful, will provide the opportunity to maintain liquidity on a short and long-term basis, thereby permitting the Company to meet its operating and financing obligations for the next twelve months. However, there is no guarantee that such actions will be successful or that anticipated operating results of the Transition will be realized. If the Company is unable to expand existing borrowing agreements, refinance current debt, or raise capital through the issuance of securities, then the Company may be required to restructure its outstanding indebtedness, implement further cost reduction initiatives or sell additional assets, or suspend payment of preferred dividends. . | LIQUIDITY AND PROFITABILITY Sources of Liquidity The Company continues to undertake measures to streamline its operations and cost infrastructure in connection with its new business model, including: (i) eliminating patient care services and related costs; (ii) increasing future minimum lease revenue; (iii) refinancing or repaying current maturities to reduce interest costs and reducing mandatory principal repayments through refinancing transactions with HUD or other lending sources; and (iv) reducing general and administrative expenses. At December 31, 2015 , the Company had $2.7 million in cash and cash equivalents as well as restricted cash of $12.7 million . Over the next twelve months, the Company anticipates both access to and receipt of several sources of liquidity. At December 31, 2015 , the Company had three office buildings held for sale. The Company completed the sale of one of its office spaces on February 12, 2015 for $0.3 million and expects to sell its other two office spaces by the third quarter of 2016. The office space sold on February 12, 2015 was unencumbered and the Company anticipates that the sale of the other two spaces will approximate the related obligations. The Company routinely has discussions with existing and new potential lenders to refinance current debt on a long-term basis and, in recent periods, has refinanced short-term acquisition-related debt with traditional long-term mortgage notes, some of which have been executed under government guaranteed lending programs. On July 21, 2015, the Company entered into separate At Market Issuance Sales Agreements (together, the “Sales Agreements”) with each of MLV & Co. LLC and JMP Securities LLC (each, an “Agent” and together, the “Agents”), pursuant to which the Company may offer and sell, from time to time, up to 800,000 shares of the Company’s 10.875% Series A Cumulative Redeemable Preferred Stock, no par value per share and liquidation preference of $25.00 per share (the "Series A Preferred Stock"), through an “at-the-market” offering program ("ATM"). As of December 31, 2015, the Company sold 313,695 shares of Series A Preferred Stock under the ATM, generating net proceeds to the Company of approximately $6.7 million . (see Note 12 - Dividends and Preferred Stock ). On July 30, 2015, the Company amended the terms of that certain 8% subordinated convertible note, issued by the Company to Cantone Asset Management, LLC ("CAM") and due July 31, 2015, with a principal payment amount as of such date of $4.8 million to: (i) extend the maturity date with respect to $1.5 million of the principal amount of the such note to October 31, 2017; (ii) increase the interest rate from 8.0% to 10.0% per annum; and (iii) increase the conversion price from $3.97 to $4.25 per share (see Note 9 - Notes Payable and Other Debt ). Cash Requirements At December 31, 2015, the Company had $125.5 million in indebtedness of which the current portion is $51.9 million . This current portion is comprised of the following components: (i) debt of held for sale entities of approximately $1.0 million , which includes senior debt - mortgage indebtedness; and (ii) remaining debt of approximately $51.1 million which includes senior debt - mortgage indebtedness (for a complete listing of our debt , see Note 9 - Notes Payable and Other Debt ). As indicated previously, the Company routinely has discussions with existing and potential new lenders to refinance current debt on a longer term basis and, in recent periods, has refinanced shorter term acquisition debt with traditional longer term mortgage notes, some of which have been executed under government guaranteed lending programs. The Company anticipates net principal disbursements of approximately $46.4 million (including a debt pay-down of approximately $5.5 million using current restricted cash, $1.4 million of payments on shorter term vendor notes, $3.1 million of routine debt service amortization, and a $0.7 million payment of other debt) which reflect the offset of anticipated proceeds on refinancing of approximately $38.5 million . On March 24, 2016, the Company received a lender commitment to refinance approximately $25.4 million and to extend $9.1 million of current maturities, subject to definitive documentation and certain closing conditions. On March 29, 2016, the Company received a lender commitment to extend approximately $5.0 million of current maturities, subject to definitive documentation and certain closing conditions. The Company anticipates operating cash requirements in 2016 as being substantially less than in 2015 due to the Transition. Based on the described sources of liquidity, the Company expects sufficient funds for its operations and scheduled debt service, at least through the next twelve months. On a longer term basis, at December 31, 2015, the Company has approximately $64.5 million of debt maturities due over the next two year period ending December 31, 2017. These debt maturities include $9.2 million of convertible promissory notes, which are convertible into shares of the common stock. The Company has been successful in recent years in raising new equity capital and believes based on recent discussions that these markets will continue to be available for raising capital in the future. The Company believes its long-term liquidity needs will be satisfied by these same sources, as well as borrowings as required to refinance indebtedness. The Company has absorbed negative cash flows from operations in the past but anticipates a reversal to a positive cash flow from operations during 2016. In order to satisfy the Company's capital needs, the Company seeks to: (i) continue improving operating results through its leasing and subleasing transactions executed with favorable terms and consistent and predictable cash flow; (ii) re-lease Arkansas facilities with a new leasing arrangement made with a new operator (iii) expand borrowing arrangements with certain lenders; (iv) refinance current debt where possible to obtain more favorable terms; and (v) raise capital through the issuance of debt or equity securities. The Company anticipates that these actions, if successful, will provide the opportunity to maintain liquidity on a short and long-term basis, thereby permitting the Company to meet our operating and financing obligations for the next twelve months. However, there is no guarantee that such actions will be successful or that anticipated operating results of the Transition. If the Company is unable to expand existing borrowing agreements, refinance current debt, or raise capital through the issuance of securities, then the Company may be required to restructure its outstanding indebtedness, implement further cost reduction initiatives or sell assets. |
RESTRICTED CASH AND INVESTMENTS
RESTRICTED CASH AND INVESTMENTS | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Restricted Cash and Investments [Abstract] | ||
RESTRICTED CASH AND INVESTMENTS | RESTRICTED CASH The following table sets forth the Company’s various restricted cash, escrow deposits and related financial instruments excluding $3.6 million classified as assets held for sale: (Amounts in 000’s) September 30, 2016 December 31, 2015 Cash collateral and certificates of deposit $ 245 $ 7,687 Replacement reserves 836 950 Escrow deposits 715 532 Total current portion 1,796 9,169 Restricted investments for other debt obligations 2,279 2,264 HUD and other replacement reserves 1,403 1,294 Total noncurrent portion 3,682 3,558 Total restricted cash $ 5,478 $ 12,727 | RESTRICTED CASH AND INVESTMENTS The following presents the Company's various restricted cash, escrow deposits and investments: December 31, Amounts in (000's) 2015 2014 Collateral cash and certificates of deposit $ 7,687 $ 2,302 Current replacement reserves 950 646 Escrow deposits 532 338 Other restricted cash — 35 Total current portion 9,169 3,321 Restricted investments for other debt obligations 2,264 3,446 HUD replacement reserves 1,174 1,074 Reserves for capital improvements 120 936 Total noncurrent portion 3,558 5,456 Total restricted cash and investments $ 12,727 $ 8,777 Collateral cash and certificates of deposit —In securing mortgage financing from certain lending institutions, the Company and certain wholly-owned subsidiaries of the Company are required to deposit cash and/or certificates of deposit to be held as collateral in accordance with the terms of the loan agreements. Current replacement reserves —Cash reserves set aside for non-critical building repairs to be completed within the next 12 months. Escrow deposits —In connection with financing secured through our lenders, several wholly-owned subsidiaries of the Company are required to make monthly escrow deposits for taxes and insurance. Restricted investments for other debt obligations —In compliance with certain financing and insurance agreements, the Company and certain wholly-owned subsidiaries of the Company are required to deposit cash held as collateral by the lender or in escrow with certain designated financial institutions. HUD replacement reserves —The regulatory agreements entered into in connection with the financing secured through HUD require monthly escrow deposits for replacement and improvement of the HUD project assets. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | ||
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT The following table sets forth the Company’s property and equipment excluding $44.1 million and $1.2 million classified as assets held for sale at September 30, 2016 and December 31, 2015, respectively : (Amounts in 000’s) Estimated Useful Lives (Years) September 30, 2016 December 31, 2015 Buildings and improvements 5-40 $ 83,481 $ 128,912 Equipment 2-10 9,194 13,470 Land — 3,988 7,128 Computer related 2-10 2,894 2,999 Construction in process — 627 390 100,184 152,899 Less: accumulated depreciation and amortization (20,864 ) (26,223 ) Property and equipment, net $ 79,320 $ 126,676 Buildings and improvements includes the capitalization of costs incurred for the respective certificates of need (the “CON”). For additional information on the CON amortization, see Note 6 - Intangible Assets and Goodwill . For the three months ended September 30, 2016 and 2015 , total depreciation and amortization expense was $1.1 million and $1.9 million , respectively. For the nine months ended September 30, 2016 and 2015 , total depreciation and amortization expense was $4.2 million and $5.4 million , respectively. There were no amounts of total depreciation and amortization expense recognized in Loss from discontinued operations, net of tax in the three and nine month periods ended September 30, 2016 nor the three month period ended September 30, 2015 . Total depreciation and amortization expense excludes $0.1 million for the nine months ended September 30, 2015 that is recognized in Loss from discontinued operations, net of tax. | PROPERTY AND EQUIPMENT Property and Equipment consist of the following: December 31, (Amounts in 000's) Estimated Useful Lives (Years) 2015 2014 Buildings and improvements 5 - 40 $ 128,912 $ 128,136 Equipment 2 - 10 13,470 13,294 Land — 7,128 7,127 Computer related 2 - 10 2,999 2,908 Construction in process — 390 52 152,899 151,517 Less: accumulated depreciation and amortization 26,223 20,524 Property and equipment, net $ 126,676 $ 130,993 For the twelve months ended December 31, 2015 and 2014 , total depreciation and amortization expense was $7.3 million and $7.4 million , respectively. Total depreciation and amortization expense excludes $0.1 million and $2.1 million in 2015 and 2014 , respectively, that is recognized in Loss from Discontinued Operations, net of tax. During the twelve months ended December 31, 2014 , the Company recorded an impairment of $ 1.8 million related to an adjustment to the fair value less the cost to sell Companions 102 -bed nursing facility located in Tulsa, Oklahoma. The assets and liabilities of Companions were included in Assets and Liabilities Held for Sale as of December 31, 2014 . On October 30, 2015, the Company completed the sale of Companions (see Note 11 - Discontinued Operations ). During the twelve months ended December 31, 2015 , the Company recognized impairment charges of approximately $0.5 million and $0.1 million to write down the carrying value of its two office buildings located in Roswell, Georgia and one office building located in Rogers, Arkansas, respectively. The assets and liabilities of the office buildings are included in Assets and Liabilities Held for Sale as of December 31, 2015 (see Note 11 - Discontinued Operations ). |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
INTANGIBLE ASSETS AND GOODWILL | INTANGIBLE ASSETS AND GOODWILL Intangible assets consist of the following: (Amounts in 000’s) CON (included in property and equipment) Bed Licenses - Separable Lease Rights Total Balances, December 31, 2015 Gross $ 35,690 $ 2,471 $ 6,881 $ 45,042 Accumulated amortization (4,760 ) — (3,461 ) (8,221 ) Net carrying amount $ 30,930 $ 2,471 $ 3,420 $ 36,821 Transfers -Assets of disposal group held for sale Gross (12,879 ) — — (12,879 ) Accumulated amortization 2,123 — — 2,123 Amortization expense (676 ) — (500 ) (1,176 ) Balances, September 30, 2016 Gross 22,811 2,471 6,881 32,163 Accumulated amortization (3,313 ) — (3,961 ) (7,274 ) Net carrying amount $ 19,498 $ 2,471 $ 2,920 $ 24,889 Amortization expense for the CON included in property and equipment was approximately $0.2 million and $0.7 million for the three and nine month periods ended September 30, 2016 and was approximately $0.3 million and $0.9 million for the three and nine month periods ended September 30, 2015 , respectively. Amortization expense for lease rights was approximately $0.2 million and $0.5 million for the three and nine month periods ended September 30, 2016 and was approximately $0.2 million and $0.5 million for the three and nine month periods ended September 30, 2015 , respectively. Expected amortization expense for all definite-lived intangibles for each of the years ended December 31 , is as follows: (Amounts in 000’s) Bed Licenses Lease Rights 2016 (a) $ 171 $ 166 2017 683 667 2018 683 667 2019 683 667 2020 683 482 Thereafter 16,595 271 Total expected amortization expense $ 19,498 $ 2,920 (a) Estimated amortization expense for the year ending December 31, 2016 , includes only amortization to be recorded after September 30, 2016 . The following table summarizes the carrying amount of goodwill: (Amounts in 000’s) September 30, 2016 December 31, 2015 Goodwill $ 5,023 $ 5,023 Transfers - Assets of disposal group held for sale (2,078 ) — Accumulated impairment losses (840 ) (840 ) Net carrying amount $ 2,105 $ 4,183 The Company does not amortize indefinite-lived intangibles, which consist of separable bed licenses and goodwill. | INTANGIBLE ASSETS AND GOODWILL Intangible assets consist of the following: (Amounts in 000's) Bed Licenses Bed Licenses— Lease Total Balances, December 31, 2013 Gross $ 37,220 $ 2,471 $ 8,824 $ 48,515 Accumulated amortization (2,482 ) — (3,935 ) (6,417 ) Net carrying amount $ 34,738 $ 2,471 $ 4,889 $ 42,098 Dispositions Gross — — (1,418 ) (1,418 ) Accumulated amortization — — 1,418 1,418 Amortization expense (1,173 ) — (802 ) (1,975 ) Reclass to held for sale Gross (1,530 ) — — (1,530 ) Accumulated amortization 68 — — 68 Balances, December 31, 2014 Gross 35,690 2,471 7,406 45,567 Accumulated amortization (3,587 ) — (3,319 ) (6,906 ) Net carrying amount 32,103 2,471 4,087 38,661 Dispositions Gross — — (525 ) (525 ) Accumulated amortization — — 525 525 Amortization expense (1,173 ) — (667 ) (1,840 ) Balances, December 31, 2015 Gross $ 35,690 $ 2,471 $ 6,881 $ 45,042 Accumulated amortization (4,760 ) — (3,461 ) (8,221 ) Net carrying amount $ 30,930 $ 2,471 $ 3,420 $ 36,821 Amortization expense for bed licenses is included in property and equipment depreciation and amortization expense (see Note 5 - Property and Equipment ). Estimated amortization expense for all finite-lived intangibles for each of the future years ending December 31 is as follows: Amounts in (000's) Bed Licenses Lease Rights 2016 $ 1,173 $ 667 2017 1,173 667 2018 1,173 667 2019 1,173 667 2020 1,173 482 Thereafter 25,065 270 Total $ 30,930 $ 3,420 The following table summarizes the changes in the carrying amount of goodwill for the years ended December 31, 2015 and 2014 . (Amounts in 000's) Balances, December 31, 2013 Goodwill $ 5,023 Accumulated impairment losses (799 ) Total $ 4,224 Balances, December 31, 2014 Goodwill $ 5,023 Accumulated impairment losses (799 ) Total $ 4,224 Impairment loss (41 ) Net change during year (41 ) Balances, December 31, 2015 Goodwill $ 5,023 Accumulated impairment losses (840 ) Total $ 4,183 On July 1, 2015, the Company completed the sale of its Bentonville Manor Nursing Home, 83 -bed skilled nursing facility located in Bentonville, Arkansas ("Bentonville") for approximately $3.4 million net of closing costs. The Company wrote off the remaining goodwill of $0.04 million at the time of sale. For the year ended December 31, 2015 , the Company determined that no other impairment adjustments were necessary for goodwill. The Company does not amortize goodwill or indefinite lived intangibles, which consist of separable bed licenses. |
LEASES
LEASES | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Leases [Abstract] | ||
LEASES | LEASES Operating Leases The Company leases a total of eleven skilled nursing facilities from unaffiliated owners under non-cancelable leases, most of which have rent escalation clauses and provisions for payments of real estate taxes, insurance and maintenance costs. Each of the skilled nursing facilities that are leased by the Company are subleased to and operated by third-party operators. The Company also leases certain office space located in Suwanee, Georgia. The Company has also entered into lease agreements for various equipment previously used in the facilities. These leases are included in future minimum lease payments below. As of September 30, 2016 , the Company is in compliance with all operating lease financial and administrative covenants. Future Minimum Lease Payments Future minimum lease payments for each of the next five years ending December 31, are as follows: (Amounts in 2016 (a) $ 2,048 2017 8,149 2018 8,313 2019 8,492 2020 8,671 Thereafter 55,260 Total $ 90,933 (a) Estimated minimum lease payments for the year ending December 31, 2016 include only payments to be recorded after September 30, 2016 . Leased and Subleased Facilities to Third-Party Operators As a result of the completion of the Transition, the Company leases or subleases to third-party operators 35 facilities ( 24 owned by the Company and 11 leased to the Company) on a triple net basis, meaning that the lessee (i.e., the new third-party operator of the property) is obligated under the lease or sublease, as applicable, for all costs of operating the property, including insurance, taxes and facility maintenance, as well as the lease or sublease payments, as applicable. On October 6, 2016, the Company completed the sale of the Arkansas Facilities (see Note 16 - Subsequent Events). Termination of Arkansas Leases . Until February 3, 2016, the Company subleased through its subsidiaries (the “Aria Sublessors”) the Arkansas Facilities to affiliates (the “Aria Sublessees”) of Aria Health Group, LLC (“Aria”) pursuant to separate sublease agreements (the “Aria Subleases”). Effective February 3, 2016, the Company terminated each Aria Sublease due to the applicable Aria Sublessee’s failure to pay rent pursuant to the terms of such sublease. The term of each Aria Sublease was approximately fifteen (15) years, and the annual aggregate base and special rent payable to the Company under the Aria Subleases was approximately $4.2 million in the first year of such subleases and the base rent was subject to specified annual rent escalators. On July 17, 2015, the Company made a short-term loan to Highlands Arkansas Holdings, LLC, an affiliate of Aria (“HAH”), for working capital purposes, and, in connection therewith, HAH executed a promissory note (the “ HAH Note”) in favor of the Company. Since July 17, 2015, the HAH Note has been amended from time to time and at September 30, 2016, had an outstanding principal amount of $1.0 million and matured on December 31, 2015. The Company received $0.7 million in partial repayment of the HAH Note during the second quarter of 2016. The Company is currently seeking the repayment of the remaining balance of the HAH Note in accordance with its terms and expects full repayment. Lease of Arkansas Facilities. From February 5, 2016, to October 6, 2016, nine wholly-owned subsidiaries of the Company (each, a “Skyline Lessor”) leased the Arkansas Facilities to Skyline Healthcare LLC (“Skyline”), or an affiliate of Skyline (the “Skyline Lessee”), pursuant to a Master Lease Agreement, dated February 5, 2016 (the “Skyline Lease”). The term of the Skyline Lease commenced on April 1, 2016. The initial lease term of the Skyline Lease was fifteen (15) years with two (2) separate renewal terms of five (5) years each. The Skyline Lease provided for annual rent in the first year of $5.4 million , and an annual rent escalator of 2.5% each year during the initial term and any subsequent renewal terms. Skyline guaranteed the obligations of its affiliates. Sale of Arkansas Facilities. In connection with the Skyline Lease, the Skyline Lessors entered into an Option Agreement, dated February 5, 2016, with Joseph Schwartz, the manager of Skyline, pursuant to which Mr. Schwartz, or an entity designated by Mr. Schwartz (the “Purchaser”), had an exclusive and irrevocable option to purchase the Arkansas Facilities at a purchase price of $55.0 million , which the Purchaser could exercise in accordance with such agreement until May 1, 2016. On April 22, 2016, the Purchaser delivered notice to the Company of its intent to exercise its option to purchase the Arkansas Facilities. Pursuant to such purchase option, on May 10, 2016, the Skyline Lessors and the Purchaser entered into a Purchase and Sale Agreement (the “Purchase Agreement”) whereby the Skyline Lessors agreed to sell, and the Purchaser agreed to buy, the Arkansas Facilities, together with all improvements, fixtures, furniture and equipment pertaining to such facilities (except for certain leased business equipment) and the Skyline Lessors’ intangible assets (including intellectual property) relating to the operation of the nursing home business at such facilities, for an aggregate purchase price of $55.0 million . Pursuant to the Purchase Agreement the purchase price consisted of: (i) a deposit of $1.0 million deposited by the Purchaser with an escrow agent at the time of the Purchaser’s exercise of the purchase option; (ii) cash consideration of $51.0 million to be paid at closing; and (iii) the Skyline Note from the Purchaser in favor of the Skyline Lessors with a principal amount of $3.0 million , to be executed and delivered at closing. On July 14, 2016, August 26, 2016 and September 29, 2016, the Skyline Lessors entered into separate letter agreements with Skyline and the Purchaser, which in the aggregate amended the Purchase Agreement to extend the date by which the purchase and sale of the Arkansas Facilities was required to close from August 1, 2016 to October 6, 2016 and increased the deposit payable by the Purchaser from $1.0 million to $1.8 million . On October 6, 2016, the Company completed the sale of the Arkansas Facilities to the Purchaser pursuant to the Purchase Agreement, as amended (see Note 16 - Subsequent Events ). New Beginnings. On January 22, 2016, New Beginnings filed petitions to reorganize its finances under the U.S. Bankruptcy Code. New Beginnings operated the Oceanside Facility, the Savannah Beach Facility and the Jeffersonville Facility (collectively, the “New Beginnings Facilities”) pursuant to a master lease dated November 3, 2015, with the Company. The Jeffersonville Facility was decertified by CMS in February 2016 for deficiencies related to its operations and maintenance of the facility. From January 1, 2016 until June 4, 2016, New Beginnings paid de minimis rent for the Oceanside and Savannah Beach Facilities and did not pay rent for the Jeffersonville Facility. On March 4, 2016, due to defaults by New Beginnings, the Company petitioned the Bankruptcy Court to lift the automatic stay to enable the Company to regain possession of the New Beginnings Facilities. Prior to the court ruling on the motion, the Company entered into a consent order (the “Consent Order”) with New Beginnings, the debtors’ creditors’ committee, which represents the unsecured creditors in the proceedings, and Gemino Healthcare Finance, LLC (the debtors’ secured lender), in which the Company agreed to give the creditors’ committee until June 4, 2016 to sell all of New Beginnings’ assets, including the leasehold interests and personal property for the New Beginnings Facilities. The Consent Order further provided that if the creditors’ committee was unable to sell the assets by such date, the automatic stay would be lifted and the Company would be allowed to reclaim possession of the New Beginnings Facilities. The court signed the Consent Order on May 9, 2016, and it was entered on the docket on May 10, 2016. The automatic stay was lifted as of June 4, 2016, thereby allowing the Company to take possession of the New Beginnings Facilities from New Beginnings. The Oceanside Facility was cited for deficiencies during a state survey on November 6, 2015 and had six months, or until May 5, 2016, to meet the pertinent provisions of Section 1819 and 1919 of the Social Security Act and be deemed in substantial compliance with each of the requirements for long term care facilities established by the Secretary of Health and Human Services in 42 CFR Section 483.1 et seq. (collectively, “CMS Requirements”) with regard to the facility. As of May 3, 2016, out of concern that decertification of the Oceanside Facility was imminent, New Beginnings obtained a preliminary injunction against the Georgia Department of Community Health and CMS and their officers, agents, servants, employees and attorneys prohibiting the termination of the facility’s Medicare and Medicaid provider agreements until the earlier of (i) July 1, 2016; (ii) the completion of the administrative review process pursuant to 42 U.S.C. § 405(g); or (iii) the full administration of the bankruptcy estate pursuant to Title 11 of the U.S. Code, in part in order to give New Beginnings time to market its leasehold interests and assets to potential buyers pursuant to the Consent Order. On May 9, 2016, a Notice of Involuntary Termination from CMS was issued to New Beginnings indicating that its operations at the Oceanside Facility were not in substantial compliance with CMS Requirements and that its provider agreements with CMS were terminated as of such date. The letter noted that the effectuation of the involuntary termination was stayed by the terms of the Bankruptcy Court’s order. Peach Health. On June 18, 2016, ADK Georgia, entered into the Peach Health Sublease with Peach Health Sublessee, providing that Peach Health Sublessee would take possession of the Peach Facilities and operate them as a subtenant. The Peach Health Sublease became effective for the Jeffersonville Facility, on June 18, 2016 and for the Savannah Beach and Oceanside Facilities on July, 13, 2016, (the date on which ADK Georgia accepted possession of the facilities from New Beginnings). ADK Georgia shall be responsible for payment of all outstanding bed/provider taxes to the State of Georgia relating to the operation of the Savannah Beach Facility prior to the effective date of the Peach Health Sublease. The Peach Health Sublease is structured as a triple net lease, except that ADK Georgia assumes responsibility for the cost of certain deferred maintenance at the Savannah Beach Facility and capital improvements that may be necessary for Peach Health Sublessee to recertify the Oceanside and Jeffersonville Facilities with CMS so they are eligible for Medicare and Medicaid reimbursement. The term of the Peach Health Sublease for all three Peach Facilities expires on August 31, 2027. Rent for the Savannah Beach Facility, the Oceanside Facility and the Jeffersonville Facility is $0.3 million , $0.4 million and $0.6 million per annum, respectively; provided, however, that rent is only $1 per month for the Oceanside and Jeffersonville Facilities until the Rent Commencement Date. In addition, with respect to the Oceanside and Jeffersonville Facilities, Peach Health Sublessee is entitled to three months of $1 per month rent following the Rent Commencement Date and, following such three -month period, five months of rent discounted by 50% . In addition, in the event that the Savannah Beach Facility is decertified due to any previous non-compliance attributable to New Beginnings, rent for such facility will revert to $1 a month until it is recertified along with the other facilities. The annual rent for each of the Peach Facilities will escalate at a rate of 3% each year pursuant to the Peach Health Sublease. Under the terms of the Peach Health Sublease, Peach Health Sublessee agrees to use its best efforts to pursue recertification of the Jeffersonville and Oceanside Facilities with CMS as soon as possible. In connection therewith, Peach Health Sublessee created an operating plan for such recertification, including a timetable and estimate of funds required from ADK Georgia for capital improvements for each such facility and submitted such plan to ADK Georgia for approval within sixty days of the commencement date of the Peach Health Sublease (a “Recertification Plan”). During the third quarter of 2016, the parties reached agreement on the terms of the Recertification Plan for both facilities. In connection with the Peach Health Sublease, the Company has extended to Peach Health Sublessee a working capital line of credit of up to $1.0 million for operations at the Peach Facilities (the “LOC”), with interest accruing on the unpaid balance under the LOC at an interest rate of 13.5% per annum. The entire principal amount due under the LOC, together with all accrued and unpaid interest thereunder, shall be due one year from the date of the first disbursement. The LOC is secured by a first priority security interest in Peach Health Sublessee’s assets and accounts receivable pursuant to a security agreement executed by Peach Health Sublessee. At September 30, 2016 , there was a $0.4 million outstanding balance on the LOC. Future minimum lease receivables from the Company’s facilities leased and subleased to third party operators for each of the next five years ending December 31, are as follows: (Amounts in (b) (c) 2016 (a) $ 5,082 2017 20,564 2018 21,825 2019 22,298 2020 22,329 Thereafter 152,652 Total $ 244,750 (a) Estimated minimum lease receivables for the year ending December 31, 2016 , include only payments to be received after September 30, 2016 . (b) Excludes estimated minimum lease receivables for the nine Arkansas Facilities sold to the Purchaser on October 6, 2016. (c) Assumes recertification of the Oceanside and Jeffersonville Facilities on April 1, 2017. For further details regarding the Company’s leased and subleased facilities to third-party operators, see Part II, Item 8, Notes to Consolidated Financial Statements, Note 7 - Leases included in the Annual Report. | LEASES Operating Leases The Company leases a total of eleven skilled nursing facilities from unaffiliated owners under non-cancelable leases, most of which have rent escalation clauses and provisions for payments of real estate taxes, insurance and maintenance costs; each of the skilled nursing facilities that are leased by the Company are subleased to and operated by third-party operators. The Company also leases certain office space located in Atlanta, Georgia. Foster Prime Lease. Eight of the Company's skilled nursing facilities (collectively, the "Georgia Facilities") are leased under a single master indivisible arrangement, by and between ADK Georgia, LLC, a Georgia limited liability company and subsidiary of the Company (“ADK”), and William M. Foster ("Lessor"), as landlord (the "Prime Lease"). Under the Prime Lease, a breach at a single facility could subject one or more of the other facilities covered by the same master lease to the same default risk. In addition, other potential defaults related to an individual facility may cause a default of the entire Prime Lease. With an indivisible lease, it is difficult to restructure the composition of the portfolio or economic terms of the lease without the consent of the landlord. On August 14, 2015, ADK and Lessor entered into an amendment to the Prime Lease (the “Second Amendment”) whereby the parties amended the Prime Lease to extend its initial term by seven years, resulting in a new lease termination date of August 31, 2027. In consideration for the extension, among other things, the Company agreed to: (i) pay to Lessor a fee of $575,000 ; (ii) release to Lessor upon the earlier of January 1, 2016 or the termination of the Prime Lease one month of pre-paid rent in the amount of $398,000 ; (iii) release to Lessor upon the earlier of January 1, 2017 or the termination of the Prime Lease the security deposit paid under the Prime Lease in the amount of $500,000 ; and (iv) pay to Lessor within ten days of the end of each quarter a payment of $26,000 . The annual base rent due in the first year immediately following the execution of the Second Amendment is approximately $5.3 million . Under the Second Amendment, the Company (and not Lessor) is responsible for the cost of maintaining the Georgia Facilities, including the cost to repair or replace all structural or capital items due to ordinary wear and tear. Pursuant to the Second Amendment: (i) Lessor consented to ADK’s sublease of the Georgia Facilities to third-party operators and ADK agreed to obtain Lessor’s consent prior to any future sublease of any of the Georgia Facilities; and (ii) the Company executed a Lease Guaranty for the benefit of Lessor whereby the Company guaranteed the performance of all of ADK’s obligations under the Prime Lease. In connection with such guaranty, the Company also consented to being primarily responsible for all of ADK’s obligations under the Prime Lease, thereby allowing Lessor to proceed directly against the Company, without having taken any prior action against ADK, should ADK be in default under the Prime Lease. On September 9, 2015 ADK and Lessor entered into a third amendment to the Prime Lease whereby commencing on July 1, 2016 and continuing during lease years two through five, rent increases at 2% annually then increase at 2.5% annually for the remainder of the lease term. As of December 31, 2015 , the Company was in compliance with all financial and administrative covenants of this lease agreement. Bonterra/Parkview Master Lease. Two of the Company's facilities are leased under a single indivisible agreement (the "Bonterra/Parkview Master Lease"); therefore, a breach at a single facility could subject the second facility to the same default risk. On September 1, 2015, the Bonterra/Parkview Master Lease was amended (the "Bonterra/Parkview Master Lease Amendment"), whereby the parties agreed to: (i) extend its initial term by three years, resulting in a new lease termination date of August 31, 2025; (ii) provide consent to the sublease of the two facilities to a third-party operator; and (iii) extend the optional renewal terms to two separate twelve -year renewal periods. In consideration for the amended terms, among other things, the Company agreed to a monthly increase in base rent equal to 37.5% of the difference between the base rent owed by the Company under the Bonterra/Parkview Master Lease and the base rent owed to the Company by the new sublease operator. The annual base rent due in the first year immediately following the execution of the Bonterra/Parkview Master Lease Amendment is approximately $1.9 million . As of December 31, 2015 , the Company was in compliance with all financial and administrative covenants of this lease agreement. Covington Prime Lease. One of the Company's facilities is leased under an agreement dated August 26, 2002, as subsequently amended (the "Covington Prime Lease"), by and between the Company and Covington Realty, LLC. On August 1, 2015, the Covington Prime Lease was amended (the "Covington Prime Lease Amendment"), whereby the parties agreed to: (i) provide consent to the sublease of the facility to a third-party operator; (ii) extend the term of the lease to expire on April 30, 2025; and (iii) set the annual base rent, effective May 1, 2015 and continuing throughout the lease term, equal to 102% of the immediately preceding lease year's base rent. The annual base rent due in the first year immediately following the execution of the Covington Prime Lease Amendment is approximately $0.6 million . As of December 31, 2015 , the Company was in compliance with all financial and administrative covenants of this lease agreement. Future Minimum Lease Payments Future minimum lease payments for each of the next five years ending December 31 are as follows: (Amounts in 2016 $ 8,083 2017 8,181 2018 8,346 2019 8,526 2020 8,697 Thereafter 55,320 Total $ 97,153 The Company has also entered into lease agreements for various equipment used in its day-to-day operations. These leases are included in future minimum lease payments above. Leased and Subleased Facilities to Third-Party Operators In connection with the Company's transition to a self-managed real estate investment company, thirty-five facilities ( twenty-four owned by us and eleven leased to us) are leased or subleased on a triple net basis, meaning that the lessee (i.e., the new third-party operator of the property) is obligated under the lease or sublease, as applicable, for all costs of operating the property, including insurance, taxes and facility maintenance, as well as the lease or sublease payments, as applicable. Future Minimum Lease Receivables Future minimum lease receivables for each of the next five years ending December 31 are as follows: (Amounts in 2016 $ 26,052 2017 26,845 2018 27,474 2019 28,082 2020 27,634 Thereafter 204,913 Total $ 341,000 The following is a summary of the Company's specific leases to third-parties and which comprise the future minimum lease receivable of the Company. The terms of each lease are structured in a similar manner as "triple-net" leases. Each lease contains specific rent escalation amounts ranging from 2.0% to 3.5% annually. Further, each lease has one or more renewal options. For those facilities where the Company subleases, the renewal option in the sublease agreement is dependent on the Company renewal of its lease agreement. Generally, the the sublease agreements are cross-defaulted where applicable for subleases of multiple facilities by the same lessee. Initial Lease Term Commencement Expiration Initial Facility Name Operator Affiliation Date Date Annual Rent (Thousands) Owned Cumberland H&R Aria Health Group LLC 5/1/2015 4/30/2030 $ 540 Heritage Park Aria Health Group LLC 5/1/2015 4/30/2030 240 Homestead Manor Aria Health Group LLC 5/1/2015 4/30/2030 120 Little Rock H&R Aria Health Group LLC 5/1/2015 4/30/2030 1,602 Northridge Health Aria Health Group LLC 5/1/2015 4/30/2030 420 River Valley Health Aria Health Group LLC 11/1/2015 4/30/2030 480 Stone County ALF Aria Health Group LLC 5/1/2015 4/30/2030 60 Stone County Nursing Aria Health Group LLC 5/1/2015 4/30/2030 838 Woodland Hills Aria Health Group LLC 5/1/2015 4/30/2030 480 Eaglewood ALF Beacon Health Management 8/1/2015 7/31/2025 720 Eaglewood Care Center Beacon Health Management 8/1/2015 7/31/2025 720 H&C of Greenfield Beacon Health Management 8/1/2015 7/31/2025 360 Southland Healthcare Beacon Health Management 11/1/2014 10/31/2024 900 The Pavilion Care Center Beacon Health Management 8/1/2015 7/31/2025 360 Attalla Health Care C.R. Management 12/1/2014 8/31/2030 1,080 Autumn Breeze C.R. Management 9/30/2015 9/30/2025 840 College Park C.R. Management 4/1/2015 3/31/2020 600 Coosa Valley Health Care C.R. Management 12/1/2014 8/31/2030 900 Glenvue H&R C.R. Management 7/1/2015 6/30/2025 1,140 NW Nursing Center Southwest LTC 12/31/2015 11/30/2025 300 Quail Creek Southwest LTC 12/31/2015 11/30/2025 660 Georgetown Health Symmetry Healthcare 4/1/2015 3/31/2030 288 Mountain Trace Rehab Symmetry Healthcare 6/1/2015 5/31/2030 648 Sumter Valley Nursing Symmetry Healthcare 4/1/2015 3/31/2030 770 Subtotal Owned Facilities (24) $ 15,066 Leased Covington Care Beacon Health Management 8/1/2015 4/30/2025 $ 780 Lumber City Beacon Health Management 11/1/2014 8/31/2027 840 LaGrange C.R. Management 4/1/2015 8/31/2027 960 Thomasville N&R C.R. Management 7/1/2014 8/31/2027 324 Jeffersonville (a) New Beginnings Care 11/1/2015 7/31/2020 648 Oceanside (a) New Beginnings Care 11/1/2015 7/31/2020 421 Savannah Beach (a) New Beginnings Care 11/1/2015 7/31/2020 247 Bonterra Wellington Health Services 9/1/2015 8/31/2025 1,020 Parkview Manor/Legacy Wellington Health Services 9/1/2015 8/31/2025 1,020 Powder Springs Wellington Health Services 4/1/2015 8/31/2027 2,100 Tara Wellington Health Services 4/1/2015 8/31/2027 1,800 Subtotal Leased Facilities (11) $ 10,160 Total (35) $ 25,226 (a) On November 3, 2015, the Company entered into a single master sublease agreement (the "Master Sublease Agreement") with the affiliates of New Beginnings Care, LLC to sublease the Jeffersonville, Savannah Beach and Oceanside facilities, commencing on November 1, 2015. The Master Sublease Agreement replaced the previously executed sublease agreements entered into November 30, 2012 and June 30, 2013 to sublease the Jeffersonville, Savannah Beach and Oceanside facilities, which were terminated on October 15, 2015. The annual rent due under the Master Sublease Agreement in the first year is approximately $1.3 million in the aggregate, which is reflected in the table above. All facilities are skilled nursing facilities except for Stone County and Eaglewood which are assisted living facilities and Spring Meade Residence which is an independent living facility. All facilities have renewal provisions of one term of five years except facilities (Mountain Trace, Quail Creek, NW Nursing, Sumter Valley, and Georgetown) which have two renewal terms with each being five years. The leases also contain standard rent escalations that range from 2% to 3.5% annually. As indicated above, the Company subleased through its subsidiaries (the "Aria Sublessors") nine facilities located in Arkansas (the "Aria Sublessees") to affiliates of Aria Health Group, LLC ("Aria") pursuant to separate sublease agreements (the "Aria Subleases"). Eight of the Aria Subleases commenced on May 1, 2015 and the remaining sublease commenced on November 1, 2015. Effective February 3, 2016, each Aria Sublease was terminated due to the failure to pay rent pursuant to the terms of such sublease. Subsequently, on February 5, 2016, the Company entered into a Master Lease Agreement, as amended, with Skyline Healthcare LLC ("Skyline") to lease the facilities commencing April 1, 2016 (see Note 19 - Subsequent Events ). On January 22, 2016, New Beginnings Care LLC and its affiliates ("New Beginnings") filed a petition to reorganize their finances under the U.S. Federal Bankruptcy Code (the "Bankruptcy Code"). To date, New Beginnings has neither affirmed nor rejected the Master Sublease Agreement entered into on November 3, 2015 with respect to the Jeffersonville, Oceanside, and Savannah Beach facilities. The Company is in discussions with New Beginnings and other potential operators about leasing such facilities. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Payables and Accruals [Abstract] | ||
ACCRUED EXPENSES | ACCRUED EXPENSES AND OTHER Accrued expenses and other consist of the following: (Amounts in 000’s) September 30, 2016 December 31, 2015 Accrued employee benefits and payroll related $ 622 $ 1,332 Real estate and other taxes 1,113 411 Self-insured reserve 1,530 221 Accrued interest 438 484 Other accrued expenses 575 677 Total accrued expenses 4,278 3,125 Earnest deposit 1,750 — Prepaid sublease rent 61 — Total accrued expenses and other $ 6,089 $ 3,125 | ACCRUED EXPENSES Accrued expenses consist of the following: December 31, Amounts in (000's) 2015 2014 Accrued payroll related $ 684 $ 6,915 Accrued employee benefits 648 3,405 Real estate and other taxes 411 1,335 Self-insured reserve 221 — Other accrued expenses 1,161 3,998 Total $ 3,125 $ 15,653 |
Common and Preferred Stock
Common and Preferred Stock | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
COMMON AND PREFERRED STOCK | COMMON AND PREFERRED STOCK Common Stock Repurchase Activity and Dividends In the nine months ended September 30, 2016 , the Company repurchased 150,000 shares of common stock pursuant to the share repurchase program announced on November 12, 2015 (the “Repurchase Program”) at an average purchase price of approximately $2.05 per share, exclusive of commissions and related fees. Pursuant to the Repurchase Program, the Company was authorized to repurchase up to 500,000 shares of its outstanding common stock during a twelve -month period. The Repurchase Program expired in accordance with its terms upon completion of such twelve-month period on November 12, 2016. During the quarter ended September 30, 2016 , the Company made no repurchases of common stock. For information on the Company’s new share repurchase programs, see Note 16 - Subsequent Events . There were no cash dividends paid to shareholders of common stock of record during the three and nine month periods ended September 30, 2016 . On March 31, 2015 , the Board declared a cash dividend of $0.05 per share to shareholders of common stock of record as of April 15, 2015 . The cash dividend was paid on April 30, 2015 . On June 30, 2015 , the Board declared a cash dividend of $0.055 per share to shareholders of common stock of record as of July 15, 2015 . The cash dividend was paid on July 31, 2015 . On September 29, 2015 , the Board declared a cash dividend of $0.06 per share to shareholders of common stock of record as of October 15, 2015 . The $1.2 million dividend payable is recorded as part of accrued expenses at September 30, 2015 . The cash dividend was paid on October 31, 2015 . Preferred Stock The liquidation preference of the Series A Preferred Stock is $25 per share. Cumulative dividends accrue and are paid in the amount of $2.72 per share each year, which is equivalent to 10.875% of the $25 liquidation preference per share. The dividend rate may increase under certain circumstances. Holders of the Series A Preferred Stock generally have no voting rights but have limited voting rights under certain circumstances. The Company may not redeem the Series A Preferred Stock before December 1, 2017, except the Company is required to redeem the Series A Preferred Stock following a “Change of Control,” as defined in the Company’s Articles of Incorporation. On and after December 1, 2017, the Company may, at its option, redeem the Series A Preferred Stock, in whole or in part, by paying $25 per share, plus any accrued and unpaid dividends to the redemption date. The change-in-control provision requires the Series A Preferred Stock to be classified as temporary equity because, although deemed a remote possibility, a purchaser could acquire a majority of the voting power of the outstanding common stock without company approval, thereby triggering redemption. FASB ASC Topic 480-10-S99-3A, SEC Staff Announcement: Classification and Measurement of Redeemable Securities , requires classification outside of permanent equity for redeemable instruments for which the redemption triggers are outside of the issuer’s control. The assessment of whether the redemption of an equity security could occur outside of the issuer’s control is required to be made without regard to the probability of the event or events that may result in the instrument becoming redeemable. Preferred Stock Offerings and Dividends The following table summarizes the shares of the Series A Preferred Stock issued by the Company and net proceeds received from issuance of the Series A Preferred Stock for the periods shown below: Shares Issued and Outstanding Net Proceeds Received (in 000's) Dividends Paid (in 000’s) Balance, December 31, 2015 2,426,930 $ 54,714 $ — Activity for the three months ended : March 31, 2016 186,905 3,677 1,777 June 30, 2016 43,204 870 1,801 September 30, 2016 106,796 2,243 1,879 Total 336,905 6,790 5,457 Balance, September 30, 2016 2,763,835 $ 61,504 $ — |
NOTES PAYABLE AND OTHER DEBT
NOTES PAYABLE AND OTHER DEBT | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Debt Disclosure [Abstract] | ||
NOTES PAYABLE AND OTHER DEBT | NOTES PAYABLE AND OTHER DEBT See Part II, Item 8, Notes to Consolidated Financial Statements, Note 9 - Notes Payable and Other Debt included in the Annual Report for a detailed description of all the Company’s debt facilities. Notes payable and other debt consists of the following (a) : (Amounts in 000’s) September 30, 2016 December 31, 2015 Senior debt—guaranteed by HUD $ 28,767 $ 25,469 Senior debt—guaranteed by USDA 25,929 26,463 Senior debt—guaranteed by SBA 3,427 3,548 Senior debt—bonds, net of discount 6,950 7,025 Senior debt—other mortgage indebtedness 41,862 51,128 Other debt 1,624 2,638 Convertible debt 9,200 9,200 Deferred financing costs (2,256 ) (2,712 ) Total debt $ 115,503 $ 122,759 Current debt 19,164 50,960 Debt included in liabilities of disposal group held for sale (b) 32,036 958 Notes payable and other debt, net of current portion $ 64,303 $ 70,841 (a) HUD, U.S. Department of Agriculture (“USDA”), U.S. Small Business Administration (“SBA”). (b) Includes $0.2 million and no deferred financing costs at September 30, 2016 and December 31, 2015, respectively. The following is a detailed listing of the debt facilities that comprise each of the above categories: (Amounts in 000’s) Facility Lender Maturity Interest Rate (a) September 30, 2016 December 31, 2015 Senior debt - guaranteed by HUD The Pavilion Care Center Red Mortgage 12/01/2027 Fixed 4.16% $ 1,459 $ 1,534 Hearth and Care of Greenfield Red Mortgage 08/01/2038 Fixed 4.20% 2,206 2,251 Woodland Manor Midland State Bank 10/01/2044 Fixed 3.75% 5,475 5,556 Glenvue Midland State Bank 10/01/2044 Fixed 3.75% 8,501 8,628 Autumn Breeze KeyBank 01/01/2045 Fixed 3.65% 7,390 7,500 Georgetown Midland State Bank 01/10/2046 Fixed 2.98% 3,736 — Total $ 28,767 $ 25,469 Senior debt - guaranteed by USDA Attalla Metro City 09/30/2035 Prime + 1.50% 5.50% $ 7,244 $ 7,400 Coosa Metro City 09/30/2035 Prime + 1.50% 5.50% 6,531 6,671 Mountain Trace Community B&T 01/24/2036 Prime + 1.75% 5.75% 4,414 4,507 Southland Bank of Atlanta 07/27/2036 Prime + 1.50% 6.00% 4,491 4,576 Homestead (b) Square 1 10/14/2036 Prime + 1.00% 5.75% 3,249 3,309 Total $ 25,929 $ 26,463 Senior debt - guaranteed by SBA College Park CDC 10/01/2031 Fixed 2.81% $ 1,633 $ 1,697 Stone County (b) CDC 07/01/2032 Fixed 2.42% 1,081 1,123 Southland Bank of Atlanta 07/27/2036 Prime + 2.25% 5.75% 713 728 Total $ 3,427 $ 3,548 (a) Represents cash interest rates as of September 30, 2016 as adjusted for applicable interest rate floor limitations, if applicable. The rates exclude amortization of deferred financing costs which range from 0.08% to 1.92% per annum. (b) Debt included in liabilities of disposal group held for sale. On October 6, 2016, the Company completed the sale of the Arkansas Facilities (see Note 16 - Subsequent Events). (Amounts in 000’s) Facility Lender Maturity Interest Rate (a) September 30, 2016 December 31, 2015 Senior debt - bonds, net of discount Eaglewood Bonds Series A City of Springfield, Ohio 05/01/2042 Fixed 7.65% $ 6,452 $ 6,449 Eaglewood Bonds Series B City of Springfield, Ohio 05/01/2021 Fixed 8.50% 498 576 Total $ 6,950 $ 7,025 (a) Represents cash interest rates as of September 30, 2016 as adjusted for applicable interest rate floor limitations, if applicable. The rates exclude amortization of deferred financing costs which range from 0.08% to 1.92% per annum. (Amounts in 000’s) September 30, December 31, Facility Lender Maturity Interest Rate (a) 2016 2015 Senior debt - other mortgage indebtedness Sumter Valley (c) PrivateBank 09/01/2016 LIBOR + 4.25% 4.71% $ 5,866 $ 5,123 Georgetown (g) PrivateBank 09/01/2016 LIBOR + 4.25% 4.71% — 4,026 Northridge (b) PrivateBank (d) 09/01/2016 LIBOR + 4.25% 5.50% 3,627 4,230 Woodland Hills (b) PrivateBank (d) 09/01/2016 LIBOR + 4.25% 5.50% 3,050 3,557 Abington/Cumberland (b) PrivateBank (d) 09/01/2016 LIBOR + 4.25% 5.50% 3,455 4,029 Heritage Park (b) PrivateBank (d) 09/01/2016 LIBOR + 3.50% 6.00% 2,853 3,370 River Valley (b) PrivateBank (d) 09/01/2016 LIBOR + 3.50% 6.00% 3,472 3,989 Little Rock/West Markham (b), (f) PrivateBank (d) 12/31/2016 LIBOR + 4.00% 6.00% 9,788 11,399 Quail Creek (e) Congressional Bank 09/30/2017 LIBOR + 4.75% 5.75% 4,462 5,000 Northwest First Commercial 12/31/2017 Prime 5.00% 1,227 1,285 Stone County (b) Metro City 06/08/2022 Prime + 2.25% 6.25% 1,669 1,697 College Park (f) Bank of Las Vegas 05/01/2031 Prime + 2.00% 6.25% 2,393 2,465 Hembree Rd. Building Fidelity Bank 12/01/2017 Fixed 5.50% — 958 Total $ 41,862 $ 51,128 (a) Represents cash interest rates as of September 30, 2016 as adjusted for applicable interest rate floor limitations, if applicable. The rates exclude amortization of deferred financing costs which range from 0.08% to 1.92% per annum. (b) Debt included in liabilities of disposal group held for sale. On October 6, 2016, the Company completed the sale of the Arkansas Facilities (see Note 16 - Subsequent Events). (c) On March 24, 2016 , the Company obtained a lender commitment to extend the maturity date of the Sumter Credit Facility from September 2016 to June 2017, subject to definitive documentation and certain closing conditions, which commitment expires on November 30, 2016. On June 13, 2016, the Company received a commitment to refinance the Sumter Credit Facility, subject to definitive documentation and certain closing conditions. The Company expects to close on such financing arrangement with HUD in the fourth quarter of 2016. (d) On March 24, 2016, the Company obtained the release of approximately $3.9 million of restricted cash funds and applied the amounts as additional principal payments related to certain of the above debt facilities with the PrivateBank. (e) On September 19, 2016, the Company obtained an option to extend the maturity date of the Quail Creek Credit Facility from September 2017 to September 2018, which management intends to exercise. (f) On October 6, 2016, the related debt was repaid as part of the sale of the Arkansas Facilities (see Note 16 - Subsequent Events ). (g) On September 29, 2016, the Company closed a HUD-guaranteed financing in the amount of $3.7 million , which refinanced approximately $3.1 million in debt previously owed to the PrivateBank with respect to the Georgetown Facility. (Amounts in 000’s) Lender Maturity Interest Rate September 30, 2016 December 31, 2015 Other debt First Insurance Funding 02/28/2017 Fixed 3.99% $ 80 $ 14 Key Bank 10/17/2017 Fixed 0.00% 680 680 Reliant Rehabilitation 11/15/2016 Fixed 7.00% 193 944 Pharmacy Care of Arkansas 02/08/2018 Fixed 2.00% 671 1,000 Total $ 1,624 $ 2,638 (Amounts in 000’s) Facility Maturity Interest Rate (a) September 30, 2016 December 31, 2015 Convertible debt Issued July 2012 10/31/2017 Fixed 10.00% $ 1,500 $ 1,500 Issued March 2015 04/30/2017 Fixed 10.00% 7,700 7,700 Total $ 9,200 $ 9,200 (a) Represents cash interest rates as of September 30, 2016 . The rates exclude amortization of deferred financing costs which range from 0.08% to 1.92% per annum. Debt Covenant Compliance As of September 30, 2016 , the Company had approximately 38 credit related instruments (credit facilities, mortgage notes, bonds and other credit obligations) outstanding that include various financial and administrative covenant requirements. Covenant requirements include, but are not limited to, fixed charge coverage ratios, debt service coverage ratios, minimum EBITDA or EBITDAR, current ratios and tangible net worth requirements. Certain financial covenant requirements are based on consolidated financial measurements whereas others are based on measurements at the subsidiary level (i.e., facility, multiple facilities or a combination of subsidiaries). The subsidiary level requirements are as follows: (i) financial covenants measured against subsidiaries of the Company; and (ii) financial covenants measured against third-party operator performance. Some covenants are based on annual financial metric measurements whereas others are based on quarterly financial metric measurements. The Company routinely tracks and monitors its compliance with its covenant requirements. In recent periods, the Company has not been in compliance with certain financial covenants. For each instance of such non-compliance, the Company has obtained waivers or amendments to such requirements including, as necessary, modifications to future covenant requirements or the elimination of certain requirements in future periods. The Company’s credit-related instruments were all in compliance as of September 30, 2016 . Scheduled Maturities The schedule below summarizes the scheduled maturities for the twelve months ended September 30 of the respective year (not adjusted for commitments to refinance or extend the maturities of debt as noted above). For the twelve months ended September 30, (Amounts in 000’s) 2017 $ 51,408 2018 8,779 2019 1,708 2020 1,796 2021 1,883 Thereafter 52,380 Subtotal $ 117,954 Less: unamortized discounts (195 ) Less: deferred financing costs (2,256 ) Total notes and other debt $ 115,503 | NOTES PAYABLE AND OTHER DEBT Notes payable and other debt consists of the following: December 31, Amounts in (000's) 2015 2014 Revolving credit facilities and lines of credit $ — $ 6,832 Senior debt—guaranteed by HUD (a) 25,469 26,022 Senior debt—guaranteed by USDA (a) 26,463 27,128 Senior debt—guaranteed by SBA (a) 3,548 3,703 Senior debt—bonds, net of discount (b) 7,025 12,967 Senior debt—other mortgage indebtedness (c) (d) 51,128 60,277 Other debt 2,638 430 Convertible debt 9,200 14,000 Total 125,471 151,359 Less current portion 50,960 22,012 Less: portion included in liabilities of variable interest entity held for sale (b) — 5,956 Less: portion included in liabilities of disposal group held for sale (c) 958 5,197 Less: portion included in liabilities of disposal group held for use (d) — 4,035 Notes payable and other debt, net of current portion $ 73,553 $ 114,159 (a) United States Department of Housing and Urban Development ("HUD"), United States Department of Agriculture ("USDA"), Small Business Administration ("SBA") (b) The senior debt - bonds, net of discount included $6.0 million at December 31, 2014 related to revenue bonds issued by the Medical Clinical Board of the City of Hoover in the State of Alabama to the Company's consolidated VIE,Riverchase Village ADK, LLC ("Riverchase"). On November 20, 2015, the Riverchase facility financed with such bonds was sold to a third-party unrelated to the Company. (c) At December 31, 2014 , the senior debt - other mortgage indebtedness included $5.0 million related to the outstanding loan entered into in conjunction with the acquisition of Companions, a skilled nursing facility located in Tulsa, Oklahoma, as well as a related $0.2 million outstanding line of credit balance. On October 30, 2015 , the Company completed the sale of Companions. At December 31, 2015 , the senior debt - other mortgage indebtedness includes $1.0 million related to the outstanding loan on one of the two office buildings located in Roswell, Georgia. (d) At December 31, 2014 , the senior debt - other mortgage indebtedness included $4.0 million related to the outstanding loans entered into in conjunction with the acquisition of a skilled nursing facility located in Bentonville, Arkansas and one of the two office buildings located in Roswell, Georgia. During the twelve months ended December 31, 2015 , the Bentonville, Arkansas facility was sold and the outstanding loan on the office building in Roswell, Georgia was reclassified to liabilities held for sale. Scheduled Maturities The schedule below summarizes the scheduled maturities as of December 31, 2015 for each of the next five years and thereafter. The 2016 maturities include $1.0 million related to the outstanding loan on one of the two office buildings located in Roswell, Georgia classified as liabilities of disposal group held for sale. Amounts in (000's) 2016 $ 51,918 2017 12,580 2018 1,800 2019 1,848 2020 1,945 Thereafter 55,585 Subtotal 125,676 Less: unamortized discounts (205 ) Total notes and other debt $ 125,471 Debt Covenant Compliance As of December 31, 2015 , the Company has approximately thirty-eight credit related instruments (credit facilities, mortgage notes, bonds and other credit obligations) outstanding that include various financial and administrative covenant requirements. Covenant requirements include, but are not limited to, fixed charge coverage ratios, debt service coverage ratios, minimum EBITDA or EBITDAR, current ratios and tangible net worth requirements. Certain financial covenant requirements are based on consolidated financial measurements whereas others are based on subsidiary level (i.e. facility, multiple facilities or a combination of subsidiaries comprising less than the Company's consolidated financial measurements). Some covenants are based on annual financial metric measurements whereas others are based on quarterly financial metric measurements. The Company routinely tracks and monitors its compliance with its covenant requirements. In recent periods, including as of December 31, 2015 , the Company has not been in compliance with certain financial and administrative covenants. For each instance of such non-compliance, the Company has obtained waivers or amendments to such requirements including as necessary modifications to future covenant requirements or the elimination of certain requirements in future periods. The table below indicates which of the Company's credit-related instruments are out of compliance as of December 31, 2015 : Credit Facility Balance at Consolidated or Financial Covenant Measurement Min/Max Financial Future Community Bank - Mountain Trace Nursing ADK, LLC - USDA $ 4,507 Subsidiary Minimum Debt Service Coverage Ratio Quarterly 1.0 0.50 * 1.00 PrivateBank - Mortgage Note - Valley River Nursing, LLC; Park Heritage Nursing, LLC; Benton Nursing, LLC $ 7,359 Operator Minimum EBITDAR (000s) Quarterly $ 265 $ 36 * $ 265 Guarantor Minimum Debt Service Coverage Ratio Annual 1.0 0.4 * 1.0 Private Bank - Mortgage Note - Little Rock HC&R Nursing, LLC $ 11,399 Operator Minimum EBITDAR (000s) Quarterly $ 450 $ 23 * $ 450 Guarantor Minimum Debt Service Coverage Ratio Annual 1.0 0.4 * 1.0 Guarantor Maximum Annual Leverage Ratio Annual 11 222 * 11 PrivateBank - Mortgage Note - Georgetown HC&R Property Holdings, LLC; Sumter Valley HC&R Property Holdings, LLC $ 9,149 Operator Minimum Debt Service Coverage Ratio Quarterly 1.8 1.1 * 1.8 Guarantor Minimum Debt Service Coverage Ratio Annual 1.0 0.4 * 1.0 Guarantor Maximum Annual Leverage Ratio Annual 11 222 * 11 PrivateBank - Mortgage Note - APH&R Property Holdings, LLC; Northridge HC&R Property Holdings, LLC; Woodland Hills HC Property Holdings, LLC $ 11,816 Operator Minimum EBITDAR Quarterly $ 495 $ (601 ) * $ 495 Guarantor Minimum Debt Service Coverage Ratio Annual 1.0 0.4 * 1.0 Guarantor Maximum Annual Leverage Ratio Annual 11.0 222 * 11.0 Congressional Bank - Mortgage Note - QC Property Holdings, LLC $ 5,000 Subsidiary Minimum Fixed Charge Coverage Ratio Quarterly 1.1 (0.5 ) * 1.1 Subsidiary Minimum Debt Service Coverage Ratio Annual 1.5 (1.1 ) * 1.5 * Waiver or amendment for violation of covenant obtained for the next twelve months. Revolving Credit Facilities and Lines of Credit Contemporary Healthcare On August 17, 2012, in conjunction with the acquisition of Companions, a wholly owned subsidiary of the Company entered into a Loan Agreement with Contemporary Healthcare Capital LLC ("Contemporary") and issued a promissory note in favor of Contemporary with a principal amount of $0.6 million ("Contemporary $0.6 million Loan"). The Contemporary $0.6 million Loan matured on August 20, 2015 and interest accrues on the principal balance at an annual rate of 9.0% . Payments for the interest and a portion of the principal in excess of the borrowing base are payable monthly, commencing on September 20, 2012. On May 14, 2015, the outstanding principal amount of $0.2 million under the Contemporary $0.6 million Loan was repaid in full, thus releasing all liens and security interests as well as terminating all indebtedness on the Contemporary $0.6 million Loan. Gemino-Northwest Credit Facility On May 30, 2013, NW 61 st Nursing, LLC (“Northwest”), a wholly owned subsidiary of the Company, entered into a Credit Agreement (the “Northwest Credit Facility”) with Gemino Healthcare Finance, LLC ("Gemino"). The Northwest Credit Facility provided for a $1.0 million principal amount senior-secured revolving credit facility. Interest accrued on the principal balance thereof at an annual rate of 4.75% plus the current LIBOR rate. Northwest also paid to Gemino: (i) a collateral monitoring fee equal to 1.0% per annum of the daily outstanding balance of the Northwest Credit Facility; and (ii) a fee equal to 0.5% per annum of the unused portion of the Northwest Credit Facility. The Northwest Credit Facility was secured by a security interest in the accounts receivable and the collections and proceeds thereof relating to the Company’s skilled nursing facility located in Oklahoma City, Oklahoma known as the Northwest Nursing Center. AdCare had unconditionally guaranteed all amounts owing under the Northwest Credit Facility. On April 30, 2015, the outstanding principal amount of $1.0 million under the Northwest Credit Facility was repaid in full. Gemino-Bonterra Credit Facility On April 27, 2011, ADK Bonterra/Parkview, LLC, a wholly owned subsidiary of the Company entered into a Credit Agreement, as amended (the "Gemino-Bonterra Credit Facility") with Gemino. The Gemino-Bonterra Credit Facility was a secured credit facility for borrowings up to $2.0 million . Interest accrued on the principal balance outstanding at an annual rate equal to the LIBOR rate plus the applicable margin of 4.75% to 5.00% , which fluctuated depending upon the principal amount outstanding. On July 1, 2015, the outstanding principal amount of $0.4 million under the Gemino-Bonterra Credit Facility was repaid in full. PrivateBank Credit Facility On April 1, 2015, certain wholly owned subsidiaries (the “PrivateBank Borrowers”) the Company entered into a Eighth Modification Agreement (the “Eighth Modification”) with The PrivateBank and Trust Company (“PrivateBank”), which modified that certain Loan Agreement, dated September 20, 2012, between the PrivateBank Borrowers, PrivateBank and the Company, as guarantor (as amended, the “PrivateBank Credit Facility”). Under the Eighth Modification:(i) PrivateBank consented to the transfer of operations to new operators and the amendment of the related leases; (ii) the outstanding amount owing under the PrivateBank Credit Facility was reduced from $8.8 million to $6.0 million , effective April 1, 2015; and (iii) the outstanding amount owing under the PrivateBank Credit Facility was reduced from $6.0 million to $5.8 million , effective August 1, 2015. On May 1, 2015, the PrivateBank Borrowers entered into a Ninth Modification Agreement (the “Ninth Modification”) with PrivateBank, which modified the PrivateBank Credit Facility. Under the Ninth Modification: (i) PrivateBank consented to the transfer of operations to new operators and the amendment of the related leases; and (ii) the outstanding amount owing under the PrivateBank Credit Facility was reduced from $5.8 million to $3.8 million . On July 30, 2015, the PrivateBank Borrowers entered into a Tenth Modification Agreement (the “Tenth Modification”) with PrivateBank, which modified the PrivateBank Credit Facility. Under the Tenth Modification: (i) the outstanding amount owing under the PrivateBank Credit Facility was reduced to $3.8 million , effective July 30, 2015; and (ii) the PrivateBank Borrowers shall not have the right to receive any additional cash borrowings under the PrivateBank Credit Facility. On September 2, 2015, the PrivateBank Borrowers entered into a Eleventh Modification Agreement (the “Eleventh Modification”) with PrivateBank, which modified the PrivateBank Credit Facility. Under the Eleventh Modification: (i) the outstanding amount owing under the PrivateBank Credit Facility was reduced to $1.8 million , effective September 2, 2015; and (ii) the face value of one of the two letters of credit outstanding under the PrivateBank Credit Facility was reduced by $2.0 million . As of December 31, 2015 : (i) there were no cash borrowings outstanding under the PrivateBank Credit Facility; (ii) the Company had $0.4 million of outstanding letters of credit related to this credit facility; and (iii) the Company was in compliance with all covenants contained in the PrivateBank Credit Facility. PrivateBank-Woodland Nursing and Glenvue Nursing Credit Facility On September 24, 2014, certain wholly-owned subsidiaries of the Company entered into a Loan and Security Agreement (the “Woodland Nursing and Glenvue Nursing Credit Facility”) with PrivateBank. The Woodland Nursing and Glenvue Nursing Credit Facility provided for a $1.5 million principal amount senior secured revolving credit facility. In the fourth quarter of 2015, the Woodland Nursing and Glenvue Nursing Credit Facility was paid in full. Subsequently, the Company terminated and closed the facility. Senior Debt—Guaranteed by HUD Autumn Breeze On December 17, 2014 , Mt. Kenn Property Holdings, LLC (“Mt. Kenn”), a wholly owned subsidiary of the Company, entered into a Mortgage and Deed of Trust Agreement (the “Mt. Kenn Credit Facility”), with KeyBank National Association ("KeyBank"). The Mt. Kenn Credit Facility provides for a $7.6 million principal amount secured credit facility. The Mt. Kenn Credit Facility matures on January 1, 2045 . Interest on the Mt. Kenn Credit Facility accrues on the principal balance thereof at an annual rate of 3.65% . The Mt. Kenn Credit Facility is secured by, among other things, an assignment of all rents paid under any existing or future leases and rental agreements with respect to the Mt. Kenn Credit Facility. HUD has insured all amounts owing under the Mt. Kenn Credit Facility. The Mt. Kenn Credit Facility contains customary events of default, including fraud or material misrepresentations or material omission, the commencement of a forfeiture action or proceeding, failure to make required payments, and failure to perform or comply with certain agreements. Upon the occurrence of certain events of default, KeyBank may, after receiving the prior written approval of HUD, terminate the Mt. Kenn Credit Facility and all amounts under the Mt. Kenn Credit Facility will become immediately due and payable. In connection with entering into the Mt. Kenn Credit Facility, Mt. Kenn entered into a healthcare regulatory agreement and a promissory note, each containing customary terms and conditions. The term loan is 75% insured by the SBA, an agency of the United States of America, was repaid in conjunction with this financing. As of December 31, 2015 , $7.5 million was outstanding under the Mt. Kenn Credit Facility. The Company has $0.9 million of restricted assets related to this loan. At December 31, 2015 , the Company was in compliance with covenants contained in the Mt. Kenn Credit Facility. Glenvue On September 24, 2014 , a wholly owned subsidiary of the Company entered into a Mortgage and Deed of Trust Agreement (the “Glenvue Credit Facility”), with Housing & Healthcare Finance, LLC ("H&H") in connection with the refinancing of the skilled nursing facility known as Glenvue Health and Rehabilitation ("Glenvue"). The Glenvue Credit Facility provides for an $8.8 million principal amount secured credit facility. The Glenvue Credit Facility matures on October 1, 2044 . Interest on the Glenvue Credit Facility accrues on the principal balance thereof at an annual rate of 3.75% . The Glenvue Credit Facility is secured by, among other things, an assignment of all rents paid under any existing or future leases and rental agreements with respect to the Glenvue Credit Facility. HUD has insured all amounts owing under the Glenvue Credit Facility. The Glenvue Credit Facility contains customary events of default, including fraud or material misrepresentations or material omission, the commencement of a forfeiture action or proceeding, failure to make required payments, failure to perform or comply with certain agreements and certain events of bankruptcy and insolvency. Upon the occurrence of certain events of default, H&H may, after receiving the prior written approval of HUD, terminate the Glenvue Credit Facility and all amounts under the Glenvue Credit Facility will become immediately due and payable. In connection with entering into the Glenvue Credit Facility, Glenvue entered into a healthcare regulatory agreement and a promissory note, each containing customary terms and conditions. As of December 31, 2015 , $8.6 million was outstanding under the Glenvue Credit Facility. The Company has $0.4 million of restricted assets related to this loan. At December 31, 2015 , the Company was in compliance with covenants contained in the Glenvue Credit Facility. Hearth and Care of Greenfield On October 1, 2014, a certain wholly-owned subsidiary of the Company entered into a Modification Agreement with Red Mortgage Capital, Inc. ("Red Capital") and HUD which modified the loan agreement, dated July 29, 2008, by and between a wholly-owned subsidiary of the Company and Red Capital (the "Hearth and Care of Greenfield Loan Agreement"), which matures in 2038. The modification, among other things: (i) reduced the rate of interest therein provided from 6.50% per annum to 4.20% per annum, effective as of November 1, 2014; (ii) revised the amount of monthly installments of interest and principal payable on and after December 1, 2014, so as to re-amortize in full the loan over the remaining term thereof; and (iii) modified the prepayment provision of the loan. As of December 31, 2015 , the outstanding balance on the loan was $2.3 million . Additionally, the Company has $0.3 million in restricted assets related to this loan. At December 31, 2015 , the Company was in compliance with covenants contained in the Hearth and Care of Greenfield Loan Agreement. The Pavilion Care Center On October 1, 2014, a certain wholly-owned subsidiary of the Company entered into a Modification Agreement with Red Mortgage Capital, LLC ("Red Capital") and HUD which modified the loan agreement, dated November 27, 2007, by and between a wholly-owned subsidiary of the Company and Red Mortgage (the "Pavilion Care Center Loan Agreement"), which matures in 2027. The modification, among other things: (i) reduced the rate of interest therein provided from 5.95% per annum to 4.16% per annum, effective as of November 1, 2014; (ii) revised the amount of monthly installments of interest and principal payable on and after December 1, 2014, so as to re-amortize in full the loan over the remaining term thereof; and (iii) modified the prepayment provision of the loan. As of December 31, 2015 , the outstanding balance on the loan was $1.5 million . Additionally, the Company had $0.3 million in restricted assets related to this loan. At December 31, 2015 , the Company was in compliance with covenants contained in the Pavilion Care Center Loan Agreement. Woodland Manor On September 24, 2014 , a wholly owned subsidiary of the Company ("Woodland"), entered into a Mortgage and Deed of Trust Agreement (the “Woodland Credit Facility”), with H&H in connection with the refinancing of the skilled nursing facility known as Eaglewood Care Center ("Eaglewood") located in Springfield, Ohio. The Woodland Credit Facility provides for a $5.7 million principal amount secured credit facility. The Woodland Credit Facility matures on October 1, 2044 . Interest on the Woodland Credit Facility accrues on the principal balance thereof at an annual rate of 3.75% . The Woodland Credit Facility is secured by, among other things, an assignment of all rents paid under any existing or future leases and rental agreements with respect to the Woodland Credit Facility. HUD has insured all amounts owing under the Woodland Credit Facility. The Woodland Credit Facility contains customary events of default, including fraud or material misrepresentations or material omission, the commencement of a forfeiture action or proceeding, failure to make required payments, failure to perform or comply with certain agreements and certain events of bankruptcy and insolvency. Upon the occurrence of certain events of default, H&H may, after receiving the prior written approval of HUD, terminate the Woodland Credit Facility and all amounts under the Woodland Credit Facility will become immediately due and payable. In connection with entering into the Woodland Credit Facility, Woodland entered into a healthcare regulatory agreement and a promissory note, each containing customary terms and conditions. As of December 31, 2015 , $5.6 million was outstanding under the Woodland Credit Facility. The Company has $0.4 million of restricted assets related to this loan. At December 31, 2015 , the Company was in compliance with covenants contained in the Woodland Credit Facility. Senior Debt—Guaranteed by USDA For five skilled nursing facilities, the Company has term loans insured 70% to 80% by the United States Department of Agriculture ("USDA") with financial institutions that totaled approximately $26.5 million at December 31, 2015 . The Company has $1.8 million of restricted assets related to these loans. The combined USDA loans require monthly principal and interest payments of approximately $0.2 million adjusted quarterly with a variable interest rate of prime plus 1% to 1.75% , with floors of 5.50% to 6.00% . The loans mature at various dates starting in 2035 through 2036 . Deferred financing costs incurred on these loans amounted to approximately $0.8 million and are being amortized to interest expense over the life of the loans. In addition, the loans have an annual renewal fee for the USDA guarantee of 0.25% of the guaranteed portion. The loans have prepayment penalties of 6% to 8% through 2014 , which decline 1% each year capped at 1% for the remainder of the term. At December 31, 2015 , the Company was not in compliance with covenants contained in one of the five USDA loans and has obtained waivers with the USDA. Senior Debt—Guaranteed by SBA Stone County In June 2012, Mt. V Property Holdings, LLC ("Stone County"), a wholly owned subsidiary of AdCare, entered into a loan agreement with the Economic Development Corporation of Fulton County (the "CDC"), an economic development corporation working with the SBA, in the amount of $1.3 million . The CDC loan matures in July 2032 and accrues interest at a rate of 2.42% per annum. The CDC loan is payable in equal monthly installments of principal and interest based on a twenty ( 20 ) year amortization schedule. The CDC loan may be prepaid, subject to prepayment premiums, during the first ten years. There are also annual fees associated with the CDC loan, including an SBA guarantee fee. The CDC loan is secured by a second in priority security deed on the Stone County Nursing and Rehabilitation facility and guarantees from AdCare, the SBA and a wholly owned subsidiary of AdCare. As of December 31, 2015 , $1.1 million was outstanding under the CDC loan. At December 31, 2015 , the Company was in compliance with covenants contained in the Stone County loan agreement. Other Senior Debt—Guaranteed by SBA For two facilities, the Company has term loans insured 75% by the SBA with a financial institution that totaled approximately $2.4 million at December 31, 2015 . The combined SBA mortgage notes require monthly principal and interest payments of approximately $16,000 with an interest rate of 2.81% to 5.5% . The notes mature at various dates starting in 2031 through 2036. Deferred financing costs incurred on these loans amounted to approximately $0.2 million and are being amortized to interest expense over the life of the note. One of the loans has a prepayment penalty of 2.2% declining each year until year ten . For one facility, a term loan in an amount of $2.0 million insured 75% by the SBA with a financial institution was paid off in 2014 in connection with a refinancing by HUD. At December 31, 2015 , the Company was in compliance with covenants contained in the SBA term loans. Senior Debt—Bonds, net of Discount Eaglewood Village Bonds In April 2012, a wholly-owned subsidiary of the Company entered into a loan agreement with the City of Springfield,Ohio pursuant to which City of Springfield lent to such subsidiary the proceeds from the sale of City of Springfield's Series 2012 Bonds. The Series 2012 Bonds consist of $6.6 million in Series 2012A First Mortgage Revenue Bonds and $0.6 million in Taxable Series 2012B First Mortgage Revenue Bonds.The Series 2012A Bonds mature in May 2042 and accrue interest at a fixed rate of 7.65% per annum. The Series 2012B Bonds mature in May 2021 and accrue interest at a fixed rate of 8.5% per annum. Deferred financing costs incurred on the loan amounted to $0.6 million and are being amortized to interest expense over the life of the loan. The bonds are secured by the Company's assisted living facility located in Springfield, Ohio known as Eaglewood Village and guaranteed by AdCare. There is an original issue discount of $0.3 million and restricted assets of $0.4 million related to this loan. As of December 31, 2015 , $6.6 million was outstanding under the Series 2012A First Mortgage Revenue Bonds and $0.6 million was outstanding under the Taxable Series 2012B First Mortgage Revenue Bonds. The unamortized discount on the bonds was $0.2 million at December 31, 2015 . At December 31, 2015 , the Company was in compliance with covenants contained in the Series 2012 Bonds and has obtained a waiver from the City of Springfield. Quail Creek In July 2012, a wholly owned subsidiary of the Company financed the purchase of a skilled nursing facility located in Oklahoma City, Oklahoma known as Quail Creek Nursing & Rehabilitation Center ("Quail Creek") by the assumption of existing indebtedness issued by The Bank of New York Mellon Global Corporate Trust, as assignee of The Liberty National Bank and Trust. The indebtedness under the Loan Agreement and Indenture consisted of a principal amount of $2.8 million . In July of 2012, the purchase price allocation of fair value totaling $3.2 million was assigned to this indebtedness resulting in a $0.4 million premium that was being amortized to maturity. The loan was originally scheduled to mature in August 2016 and accrued interest at a fixed rate of 10.25% per annum. The loan was secured by the Quail Creek facility. On September 27, 2013 , the outstanding principal and accrued interest in the amount of $3.1 million was deposited into a restricted defeased bonds escrow account. Pursuant to the Loan Agreement and Indenture, the outstanding loan was prepaid on March 3, 2014 , at par plus accrued interest in the amount of $3.1 million from the funds that were previously deposited into a restricted defeased bonds escrow account. Riverchase Riverchase, a consolidated VIE of the Company, financed its acquisition of the Riverchase Village facility, an assisted living facility located in Hoover, Alabama, using the proceeds of revenue bonds (the “Riverchase Bonds”) issued in two series by the Medical Clinical Board of the City of Hoover in the State of Alabama, as to which the Company was a guarantor. The Series 2010A portion of the Riverchase Bonds of $5.8 million was scheduled to mature on June 1, 2039. The Series 2010B portion of $0.5 million was scheduled to mature serially beginning on June 1, 2012 through June 1, 2017, with annual redemption amounts ranging from $75,000 to $100,000 . The Series 2010A and 2010B bonds were subject to redemption beginning on June 1, 2012 through May 31, 2015 at a redemption price ranging from 101% to 103% of the principal amount plus accrued interest. Any early redemption after May 31, 2015 is at a redemption price of 100% of the principal amount plus accrued interest. The Riverchase Bonds require monthly payments of fixed interest of $41,000 at a weighted average effective interest rate of 7.9% . As of December 31, 2014 , the liabilities of Riverchase were classified as Liabilities of Variable Interest Entity Held for Sale. On November 20, 2015, Riverchase completed the previously announced sale to an unrelated third party of the Riverchase Village facility for a purchase price (as subsequently amended) of $6.9 million . In connection with the sale of the Riverchase Village facility: (i) the Riverchase Bonds were repaid in full; and (ii) the Company was released from its guaranty of Riverchase’s obligations thereunder. Senior Debt—Other Mortgage Indebtedness Bentonville, Heritage Park and River Valley On May 1, 2015, certain wholly-owned subsidiaries of the Company (collectively, the “Benton Borrower Group”), entered into a Loan Modification Agreement with PrivateBank, which modified that certain Loan Agreement, dated September 1, 2011, as amended, between the Benton Borrower Group and PrivateBank (the "Bentonville, Heritage Park and River Valley Credit Facility"). The Loan Modification, among other things: (i) provided for PrivateBank's consent to the sublease of the Company’s Heritage Park Nursing Center to an affiliate of Aria; and (ii) amended the minimum EBITDA covenant described in the Bentonville, Heritage Park and River Valley Credit Facility to (a) reflect a new facility operator, and (b) change the minimum EBITDA covenant to a “Minimum EBITDAR/Management Fee” covenant, which modifies minimum EBITDAR to take into account management fees equal to the greater of the operator’s actual management fees for such period or imputed management fees equal to 5% of such operator’s gross income for such period, as determined in accordance with generally accepted accounting principles. On July 1, 2015, the Company completed the sale of its Bentonville, Arkansas skilled nursing facility consisting of 83 licensed beds for $3.4 million net of customary closing and certain real property apportionments. Net proceeds were used to repay certain mortgage indebtedness under the Bentonville, Heritage Park and River Valley Credit Facility. On October 30, 2015, Benton Borrower Group entered into a Second Modification Agreement with PrivateBank, which modified the Bentonville, Heritage Park and River Valley Credit Facility to, among other things establish a single cash collateral account to combine and collectively share the restricted cash reserves related to the following loans: (a) the Northridge, Woodland Hills and Abington Credit Facility (as defined below); (b) the Little Rock Credit Facility (as defined below); and (c) Bentonville, Heritage Park and River Valley Credit Facility. As of December 31, 2015 , $8.0 million was outstanding at an interest rate of 6.0% per annum under the Bentonville, Heritage Park and River Valley Credit Facility. Interest accrues at LIBOR plus 3.5% with a floor of 6.0% . The $8.0 million principal outstanding under the loan is included in the current portion of debt disclosed in the table above. At December 31, 2015 , the Company was not in compliance with a covenant contained in the loan agreement and has obtained a waiver from PrivateBank. The Bentonville, Heritage Park and River Valley Credit Facility matures in September 2016. On March 24, 2016, the Company received a commitment to refinance the Bentonville, Heritage Park and River Valley Credit Facility, the Little Rock Credit Facility, and the Northridge, Woodland Hills and Abington Credit Facility for a combined total of $25.4 million of debt. Companions Specialized Care In August 2012, a wholly owned subsidiary of the Company financed the acquisition of Companions by entering into a loan agreement for $5.0 million (the "Contemporary Loan") with Contemporary Healthcare Capital ("Contemporary"). The loan was scheduled to mature in August 2015 with a required final payment of $5.0 million and accrues interest at a fixed rate of 8.5% per annum. Deferred financing costs incurred on the loan amounted to $0.2 million and were amortized to interest expense over the life of the loan. The loan had a prepayment penalty of 5% during the first year of the term and 1% during the second year of the term. The loan is secured by Companions and guaranteed by AdCare. On August 12, 2015, a wholly owned subsidiary of the Company entered into a First Amendment with Contemporary, which modified the Contemporary Loan. Under the First Amendment: (i) the outstanding amount owing under the Contemporary Loan was reduced from $5.0 million to $3.0 million ; (ii) restricted assets related to the loan of $2.0 million were used to reduce the outstanding amount owing under the Contemporary Loan, thus eliminating all restricted assets related to the loan; and (iii) the maturity date of the Contemporary Loan was extended to November 20, 2015. On October 30, 2015, the Company completed the sale of Companions and repaid in full the outstanding balance under the Contemporary Loan. Georgetown and Sumter Valley In December 2013 , the Company entered into a Note, Mortgage and Loan Agreement Modification Agreement with Metro City Bank (the "Georgetown and Sumter Valley Modification Agreement") which modified the loan agreement, dated December 31, 2012 , by and between Sumter Valley Property Holdings, LLC ("Sumter"), Georgetown HC&R Property Holdings, LLC ("Georgetown") and Metro City Bank. Interest on the loan accrues on the principal balance thereof at an annual rate of 1.5% per annum plus the prime interest rate, to be adjusted quarterly (but in no event shall the total interest be less than 5.50% per annu |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS The Company had no acquisitions during the years ended December 31, 2015 or 2014 . |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS For the discontinued operations, the patient care revenue, related cost of services, and facility rental expense prior to the commencement of subleasing are classified in the activities below. For a historical listing and description of the Company’s discontinued entities, see Part II, Item 8, Notes to Consolidated Financial Statements, Note 11 - Discontinued Operations included in the Annual Report. The following table summarizes certain activity of discontinued operations for the three and nine months ended September 30, 2016 and 2015 : Three Months Ended September 30, Nine Months Ended September 30, (Amounts in 000’s) 2016 2015 2016 2015 Total revenues $ — $ 12,447 $ — $ 84,357 Cost of services 2,247 14,949 6,030 83,572 Net loss (2,210 ) (3,057 ) (6,513 ) (2,328 ) Interest expense, net 11 266 36 882 Assets and liabilities of the disposal group held for sale at September 30, 2016 and December 31, 2015 , are as follows: Actual Actual Comparative (a) (Amounts in 000’s) September 30, 2016 December 31, 2015 December 31, 2015 Restricted cash $ 3,624 $ — $ 5,887 Buildings and improvements, net 38,583 1,249 40,407 Land, net 2,813 — 2,814 Equipment and other, net 2,686 — 2,866 Goodwill 2,078 — 2,078 Other assets 40 — 35 Assets of disposal group held for sale $ 49,824 $ 1,249 $ 54,087 Notes payable $ 32,036 $ 958 $ 37,187 Liabilities of disposal group held for sale $ 32,036 $ 958 $ 37,187 (a) Balance as of December 31, 2015 for the assets and liabilities of the disposal group held for sale at September 30, 2016, inclusive of the Arkansas and Roswell office buildings sold as detailed below and included in the actual balance at December 31, 2015. On February 9, 2016, the Company sold an office building in Arkansas for $0.3 million . The office space was unencumbered. On April 25, 2016, the Company completed the sale of an owned office building located in Roswell, Georgia for $0.7 million . Debt obligations on the transaction exceeded proceeds by $0.2 million . On July 28, 2016, the Company completed the sale of one of its unencumbered office buildings located in Roswell, Georgia for $0.2 million . On October 6, 2016, the Company completed the sale of the Arkansas Facilities (see Note 16 - Subsequent Events). | DISCONTINUED OPERATIONS Disposition of Facility Operations The following table summarizes the disposition of operations by facility for the years ended December 31, 2015 and 2014 : Facility Name State Relationship to Property Type of Disposition Date of Disposition 2014 Thomasville GA Leased Sublease 7/1/2014 Red Rose MO Leased Termination of Lease 9/30/2014 Southland GA Owned Lease 11/1/2014 Lumber City GA Leased Sublease 11/1/2014 Coosa Valley AL Owned Lease 12/1/2014 Attalla AL Owned Lease 12/1/2014 2015 College Park GA Owned Lease 4/1/2015 LaGrange GA Leased Sublease 4/1/2015 Sumter Valley SC Owned Lease 4/1/2015 Georgetown SC Owned Lease 4/1/2015 Powder Springs GA Leased Sublease 4/1/2015 Tara GA Leased Sublease 4/1/2015 Heritage Park AR Owned Lease 5/1/2015 Homestead Manor AR Owned Lease 5/1/2015 Stone County SNF AR Owned Lease 5/1/2015 Stone County ALF AR Owned Lease 5/1/2015 Northridge AR Owned Lease 5/1/2015 West Markham AR Owned Lease 5/1/2015 Woodland Hills AR Owned Lease 5/1/2015 Cumberland AR Owned Lease 5/1/2015 Mountain Trace NC Owned Lease 6/1/2015 Glenvue GA Owned Lease 7/1/2015 Bentonville Manor AR Owned Sale 7/1/2015 Hearth & Care of Greenfield OH Owned Lease 8/1/2015 The Pavilion Care Center OH Owned Lease 8/1/2015 Eaglewood ALF OH Owned Lease 8/1/2015 Eaglewood Care Center OH Owned Lease 8/1/2015 Covington Care Center OH Leased Sublease 8/1/2015 Bonterra GA Leased Sublease 9/1/2015 Parkview GA Leased Sublease 9/1/2015 Autumn Breeze GA Owned Lease 9/30/2015 Companions Specialized Care OK Owned Sale 10/30/2015 River Valley AR Owned Lease 11/1/2015 Quail Creek OK Owned Lease 12/31/2015 Northwest OK Owned Lease 12/31/2015 For the discontinued operations, the patient care revenue, related cost of services, and facility rental expense prior to the commencement of leasing are classified in the activities below. The following table summarizes the activity of discontinued operations for the years ended December 31, 2015 and 2014 : Year Ending December 31, (Amounts in 000’s) 2015 2014 Total revenues $ 87,920 $ 222,104 Cost of services $ 89,783 $ 188,952 Net (loss) income $ (4,892 ) $ 23,783 Interest expense, net $ (1,510 ) $ (1,152 ) Income tax benefit (expense) $ (251 ) $ 253 Gain on disposal of assets $ 1,251 $ — Disposition of Assets Companions. On April 29, 2015, a wholly-owned subsidiary of the Company entered into an asset purchase agreement with Gracewood Manor, LLC, an Oklahoma limited liability company, to sell Companions for a sale price of $3.5 million . On October 30, 2015, the Company completed the sale of Companions for $3.5 million less customary closing and certain real property apportionments. The Company received $0.4 million net cash from the sale and proceeds were used for working capital purposes. The Company recorded a gain of $0.1 million on the sale. Bentonville. On May 15, 2015, a wholly-owned subsidiary of the Company entered into an asset purchase agreement with Bozeman Development, LLC, a Texas limited liability company, to sell Bentonville. The transaction closed on July 1, 2015 and the net sales proceeds of $3.4 million were remitted to Bentonville Property Holdings, LLC. The Company recorded a gain of $0.3 million on the sale. Riverchase. On June 11, 2015, Riverchase entered into an asset purchase agreement, as subsequently amended with Omega Communities, LLC ("Omega") to sell the Riverchase Village facility, a 105 -bed assisted living facility located in Hoover, Alabama. The transaction closed on November 20, 2015 for a purchase price of $6.9 million . The Company recorded a gain of $0.8 million on the sale, net of intercompany receivables (see Note 18 - Related Party Transactions ). Assets and Liabilities Held for Sale Assets and liabilities of the disposal groups held for sale at December 31, 2015 and 2014 are as follows: December 31, Amounts in (000's) 2015 2014 Property and equipment, net $ 1,249 $ 3,777 Other assets — 2,036 Assets of disposal group held for sale $ 1,249 $ 5,813 Notes payable $ 987 $ 5,197 Liabilities of disposal group held for sale $ 987 $ 5,197 |
PREFERRED STOCK AND DIVIDENDS
PREFERRED STOCK AND DIVIDENDS | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |
PREFERRED STOCK AND DIVIDENDS | PREFERRED STOCK AND DIVIDENDS Preferred Stock The liquidation preference of the Company's Series A Preferred Stock is $25 per share. Cumulative dividends accrue and are paid in the amount of $2.72 per share each year, which is equivalent to 10.875% of the $25 liquidation preference per share. The dividend rate may increase under certain circumstances. Holders of the Series A Preferred Stock generally have no voting rights but have limited voting rights under certain circumstances. The Company may not redeem the Series A Preferred Stock before December 1, 2017, except the Company is required to redeem the Series A Preferred Stock following a "Change of Control," as defined in the Company's Articles of Incorporation. On and after December 1, 2017, the Company may, at its option, redeem the Series A Preferred Stock, in whole or in part, by paying $25 per share, plus any accrued and unpaid dividends to the redemption date. The change-in-control provision requires the Series A Preferred Stock to be classified as temporary equity because, although deemed a remote possibility, a purchaser could acquire a majority of the voting power of the outstanding common stock without company approval, thereby triggering redemption. FASB ASC Topic 480-10-S99-3A, SEC Staff Announcement: Classification and Measurement of Redeemable Securities , requires classification outside of permanent equity for redeemable instruments for which the redemption triggers are outside of the issuer's control. The assessment of whether the redemption of an equity security could occur outside of the issuer's control is required to be made without regard to the probability of the event or events that may result in the instrument becoming redeemable. Preferred Stock Offerings The following table summarizes the shares of preferred stock issued by the Company and net proceeds received from issuance for the years ended December 31, 2015 and 2014 : Shares Issued & Outstanding Net Proceeds from Issuance (in 000's) Balances, December 31, 2013 950,000 $ 20,392 Balances, December 31, 2014 950,000 $ 20,392 Issuance of Preferred Stock: April 13, 2015 offering (1) 575,000 $ 13,481 June 2, 2015 offering (2) 588,235 14,105 At-The-Market offering (3) 313,695 6,736 Balances, December 31, 2015 2,426,930 $ 54,714 (1) On April 13, 2015 , the Company issued and sold 575,000 shares of Series A Preferred Stock in a “best efforts” registered public offering for a public offering price of $25.75 per share. In connection therewith, the Company received net proceeds of approximately $13.5 million , after payment of underwriting commissions and discounts and all other offering expenses incurred by the Company. (2) On June 2, 2015 , the Company issued and sold 588,235 shares of Series A Preferred Stock in a “best efforts” registered public offering for a public offering price of $25.50 per share. In connection therewith, the Company received net proceeds of approximately $14.1 million , after payment of underwriting commissions and discounts and all other offering expenses incurred by the Company. (3) On July 21, 2015 , the Company entered into separate At Market Issuance Sales Agreements (together, the “Sales Agreements”) with each of MLV & Co. LLC (“MLV”) and JMP Securities LLC (each, an “Agent” and together, the “Agents”), pursuant to which the Company may offer and sell, from time to time, up to 800,000 shares of Series A Preferred Stock under its At-The-Market offering ("ATM") through the Agents. The Company will instruct each Agent as to the number of shares to be sold by it. Additionally, the Company may instruct the Agents not to sell the shares if the sales cannot be effected at or above the price designated by the Company in its instructions to the Agents. For the year ended December 31, 2015 , the Company sold 313,695 shares of Series A Preferred Stock under its ATM at an average sale price of $22.11 per share. In connection therewith, the Company received net proceeds of approximately $6.7 million , after payment of sales commissions and discounts and all other expenses incurred by the Company. Dividends The following table summarizes the common stock and preferred stock dividends paid by the Company for the years ended December 31, 2015 and 2014 : Date of Payment Dividends Paid (in 000's) Dividends Per Share Common Stock Dividends: 4/30/2015 $ 990 $ 0.050 7/31/2015 1,093 0.055 10/31/2015 1,193 0.060 For the year ended December 31, 2015 $ 3,276 $ 0.165 Preferred Stock Dividends: 3/31/2014 $ 646 $ 0.68 6/30/2014 646 0.68 9/30/2014 646 0.68 12/31/2014 646 0.68 For the year ended December 31, 2014 $ 2,584 $ 2.72 3/31/2015 $ 646 $ 0.68 6/30/2015 1,437 0.68 9/30/2015 1,498 0.68 12/31/2015 1,627 0.68 For the year ended December 31, 2015 $ 5,208 $ 2.72 |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
STOCK BASED COMPENSATION | STOCK BASED COMPENSATION For the three and nine months ended September 30, 2016 and 2015 , the Company recognized stock-based compensation expense as follows: Three Months Ended September 30, Nine Months Ended September 30, (Amounts in 000’s) 2016 2015 2016 2015 Employee compensation: Restricted stock $ — $ 110 $ 112 $ 301 Stock options 62 11 213 56 Warrants 118 54 494 139 Total employee stock-based compensation expense $ 180 $ 175 $ 819 $ 496 Non-employee compensation: Board restricted stock (23 ) 57 $ 34 $ 144 Board stock options 13 13 37 37 Total non-employee stock-based compensation expense $ (10 ) $ 70 $ 71 $ 181 Total stock-based compensation expense $ 170 $ 245 $ 890 $ 677 Stock Incentive Plan The 2011 Stock Incentive Plan, which expires March 28, 2021, provides for a maximum of 2,152,500 shares of common stock to be issued. The 2011 Stock Incentive Plan permits the granting of incentive or nonqualified stock options and the granting of restricted stock. The plan is administered by the Compensation Committee of the Board (the “Compensation Committee), pursuant to authority delegated to it by the Board. The Compensation Committee is responsible for determining the employees to whom awards will be made, the amounts of the awards, and the other terms and conditions of the awards. The number of securities remaining available for future issuance is 671,469 , which includes 45,075 of pending forfeitures and excludes 59,258 pending issuances from a warrant exercise. In addition to the Company’s stock option plan, the Company grants stock warrants to officers, directors, employees and certain consultants to the Company from time to time as determined by the Board and, when appropriate, the Compensation Committee. The assumptions used in calculating the fair value of employee common stock options and warrants granted during the nine months ended September 30, 2016 and September 30, 2015 , using the Black-Scholes-Merton option-pricing model, are set forth in the following table: Nine Months Ended September 30, 2016 * 2015 Dividend yield — % 4.76 % Expected volatility 41 % 39 % Risk-free interest rate 1.43 % 1.09 % Expected term in years 5.0 years 3.9 years * No outstanding issuances during the current period. Common Stock Options The following table summarizes the Company’s common stock option activity for the nine months ended September 30, 2016 : Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in 000's) Outstanding, December 31, 2015 266,514 $ 3.96 Granted 141,507 $ 2.07 Forfeited (8,334 ) $ 4.06 Expired (44,905 ) $ 3.86 Outstanding, September 30, 2016 354,782 $ 3.21 5.8 $ — Vested at September 30, 2016 285,628 $ 3.05 5.2 $ — On January 27, 2016, the Board granted 77,186 and 64,321 common stock options to its Chief Executive Officer and Chief Financial Officer, respectively, as part of their 2015 performance bonuses. The options vested immediately upon grant and are exercisable at $2.07 per share. The weighted-average grant date fair value for the options granted was approximately $0.78 per option. The following table summarizes the common stock options outstanding and exercisable as of September 30, 2016 : Stock Options Outstanding Options Exercisable Exercise Price Number of Shares Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Vested at September 30, 2016 Weighted Average Exercise Price $1.31 - $3.99 289,337 5.5 $ 3.01 220,183 $ 2.73 $4.00 - $4.30 65,445 7.0 $ 4.12 65,445 $ 4.12 Total 354,782 5.8 $ 3.21 285,628 $ 3.05 For options unvested at September 30, 2016 , $0.1 million in compensation expense will be recognized over the next 1.2 years. Common Stock Warrants The following table summarizes the Company’s common stock warrant activity for the nine months ended September 30, 2016 : Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in 000's) Outstanding, December 31, 2015 2,051,475 $ 3.46 Expired (55,125 ) $ 4.08 Outstanding, September 30, 2016 1,996,350 $ 3.44 4.1 $ 170 Vested at September 30, 2016 1,613,017 $ 3.22 3.2 $ 170 The following table summarizes the common stock warrants outstanding and exercisable as of September 30, 2016 : Warrants Outstanding Warrants Exercisable Exercise Price Number of Shares Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Vested at September 30, 2016 Weighted Average Exercise Price $0 - $1.99 327,664 1.1 $ 1.56 327,664 $ 1.56 $2.00 - $2.99 335,354 1.8 $ 2.58 335,354 $ 2.58 $3.00 - $3.99 500,355 3.1 $ 3.59 500,355 $ 3.59 $4.00 - $4.99 809,644 6.9 $ 4.39 426,311 $ 4.41 $5.00 - $5.90 23,333 6.6 $ 5.90 23,333 $ 5.90 Total 1,996,350 4.1 $ 3.44 1,613,017 $ 3.22 For warrants unvested at September 30, 2016 , $0.3 million in compensation expense will be recognized over the next 1.2 years. Restricted Stock The following table summarizes the Company’s restricted stock activity for the nine months ended September 30, 2016 : Number of Shares Weighted Avg. Grant Date Fair Value Unvested at December 31, 2015 294,021 $ 4.19 Granted 196,251 $ 2.14 Vested (94,808 ) $ 3.01 Forfeited (11,688 ) $ 2.49 Unvested at September 30, 2016 383,776 $ 3.49 On January 1, 2016, the Company granted to its Chief Accounting Officer and certain employees 7,792 and 26,622 shares of restricted stock, respectively, with a weighted average grant-date fair value of $2.49 per share, as part of their 2015 performance bonuses. The restricted shares vest as to one-third of the total shares granted on December 31, 2016, December 31, 2017 and December 31, 2018. On January 27, 2016, the Board granted to the Company’s Chief Executive Officer and Chief Financial Officer 28,986 and 24,155 shares of restricted stock, respectively, with a weighted average grant-date fair value of $2.07 per share, as part of their 2015 performance bonuses. The restricted shares vested immediately upon grant. On January 27, 2016, three non-management members of the Board were each granted 36,232 shares of restricted stock with a weighted average grant-date fair value of $2.07 per share, as compensation for their services as Directors. The restricted shares vest on the following schedule: (i) 12,077 shares on January 27, 2017; (ii) 12,077 shares of January 27, 2018; and (iii) 12,078 shares on January 27, 2019. For restricted stock unvested at September 30, 2016 , $0.8 million in compensation expense will be recognized over the next 2.2 years. | STOCK BASED COMPENSATION The following table summarizes employee and nonemployee stock based compensation for the years ended December 31, 2015 and 2014 : Year Ending December 31, Amounts in (000's) 2015 2014 Employee compensation: Stock options $ 42 $ 305 Warrants 196 149 Restricted stock 431 139 Total employee stock-based compensation expense $ 669 $ 593 Non-employee compensation: Stock options $ 49 $ 236 Warrants — 11 Restricted stock 224 315 Total non-employee stock-based compensation expense $ 273 $ 562 Total stock-based compensation expense $ 942 $ 1,155 The assumptions used in calculating the fair value of employee stock options and warrants granted for the years ended December 31, 2015 and 2014 , using the Black-Scholes-Merton option-pricing model, are set forth in the following table: Year Ending December 31, 2015 2014 Dividend Yield 4.8 % — % Expected Volatility 38.6 % 40.9% - 51.0% Risk-Free Interest Rate 1.1 % 0.9% - 1.7% Expected Term (in years) 3.9 5.2 years No stock-based compensation awards were granted to non-employees for the year ended December 31, 2015 . The assumptions used in calculating the fair value of non-employee stock options and warrants granted for the year ended December 31, 2014 , using the Black-Scholes-Merton option-pricing model, are set forth in the following table: 2014 Dividend Yield — % Expected Volatility 38.9% - 39.7% Risk-Free Interest Rate 0.7% - 1.1% Expected Term (in years) 2 - 10 Common Stock Options The Company has three stock option plans: • The 2004 Stock Incentive Plan, which expired March 31, 2014 . • The 2005 Stock Incentive Plan, which expired September 30, 2015 . • The 2011 Stock Incentive Plan, which expires March 28, 2021 and provides for a maximum of 2,152,500 shares of common stock to be issued. All three plans permit the granting of incentive or nonqualified stock options. The 2011 Stock Incentive Plan also permits the granting of restricted stock. The plans are administered by the Board which has the authority to determine to whom awards will be made, the amounts of the awards, and the other terms and conditions of the awards. The number of securities remaining available for future issuance under the 2011 Stock Incentive Plan as of December 31, 2015 is 937,558 . The following summarizes the Company's employee and non-employee stock option activity for the years ended December 31, 2015 and 2014 : Number of Weighted Weighted Average Aggregate (a) Outstanding at December 31, 2013 1,804 $ 4.54 Granted 159 $ 4.01 Exercised (251 ) $ 3.83 Forfeited (581 ) $ 4.17 Expired (196 ) $ 4.35 Outstanding at December 31, 2014 935 $ 4.91 7.3 $ 61 Vested at December 31, 2014 647 $ 5.28 6.7 $ 48 Vested or Expected to Vest at December 31, 2014 (b) 893 $ 4.94 7.3 $ 61 Outstanding at December 31, 2014 935 $ 4.91 Granted — $ — Exercised (13 ) $ 2.35 Forfeited (535 ) $ 5.63 Expired (120 ) $ 4.10 Outstanding at December 31, 2015 267 $ 3.96 6.9 $ 2 Vested at December 31, 2015 184 $ 3.96 6.1 $ 2 Vested or Expected to Vest at December 31, 2015 (b) 264 $ 3.96 6.9 $ 2 (a) Represents the aggregate gain on exercise for vested in-the-money options as of December 31, 2015. (b) Includes forfeiture adjusted unvested shares. The weighted average grant date fair value of options granted during the year ended December 31, 2014 was $1.61 per option; no options were granted during the year ended December 31, 2015 . At December 31, 2015 , the Company has approximately $0.1 million of unrecognized compensation expense related to unvested options. Assuming no pre-vesting forfeitures, this expense will be recognized as a charge to earnings over a weighted-average remaining service period of 1.1 years. The total intrinsic value of options exercised during the years ended December 31, 2015 and 2014 , was $0.02 million and $0.1 million , respectively. The following summary information reflects stock options outstanding, vested and related details as of December 31, 2015 : Stock Options Outstanding Stock Options Exercisable Exercise Price Number Outstanding (000's) Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Vested and Exercisable (000's) Weighted Average Exercise Price $1.30 2 0.4 $ 1.30 2 $ 1.30 $1.31 - $3.99 174 6.5 $ 3.91 105 $ 3.92 $4.00 - $4.30 91 7.8 $ 4.10 77 $ 4.09 Total 267 6.9 $ 3.96 184 $ 3.96 Common Stock Warrants The Company grants stock warrants to officers, directors, employees and certain consultants to the Company from time to time as determined by the Board and, when appropriate, the Compensation Committee of the Board. The Board administers the granting of warrants, determines the persons to whom awards will be made, the amount of the awards, and the other terms and conditions of the awards. The following summarizes the Company's employee and non-employee common stock warrant activity for the years ended December 31, 2015 and 2014 : Number of Warrants (000's) Weighted Average Exercise Price Weighted Aggregate Intrinsic Value (000's) (a) Outstanding at December 31, 2013 3,865 $ 3.48 Granted 573 $ 4.31 Exercised (1,275 ) $ 3.55 Forfeited (82 ) $ 5.33 Expired (365 ) $ 4.29 Outstanding at December 31, 2014 2,716 $ 3.45 3.9 $ 1,820 Vested at December 31, 2014 2,192 $ 3.25 3.0 $ 1,820 Vested or Expected to Vest at December 31, 2014 (b) 2,670 $ 3.25 3.8 $ 1,820 Outstanding at December 31, 2014 2,716 $ 3.45 Granted 275 $ 4.25 Exercised (519 ) $ 3.43 Forfeited (225 ) $ 4.04 Expired (196 ) $ 3.91 Outstanding at December 31, 2015 2,051 $ 3.46 4.7 $ 305 Vested at December 31, 2015 1,576 $ 3.19 3.5 $ 305 Vested or Expected to Vest at December 31, 2015 (b) 1,998 $ 3.43 4.7 $ 305 (a) Represents the aggregate gain on exercise for vested in-the-money warrants as of December 31, 2015. (b) Includes forfeiture adjusted unvested shares. The weighted average grant date fair value of common stock warrants granted during the year ended December 31, 2015 and 2014 , was $0.85 and $1.58 , respectively. The Company has approximately $0.8 million of unrecognized compensation expense related to unvested common stock warrants as of December 31, 2015 . Assuming no pre-vesting forfeitures, this expense will be recognized as a charge to earnings over a weighted-average remaining service period of 2.5 years. The total intrinsic value of common stock warrants exercised during the years ended December 31, 2015 and 2014 was $0.4 million and $1.3 million , respectively. The following summary information reflects warrants outstanding, vested and related details as of December 31, 2015 : Warrants Outstanding Warrants Exercisable Exercise Price Number Outstanding (000's) Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Vested and Exercisable (000's) Weighted Average Exercise Price $1.04 - $1.99 328 1.9 $ 1.56 328 $ 1.56 $2.00 - $2.99 335 2.5 $ 2.58 335 $ 2.58 $3.00 - $3.99 500 3.8 $ 3.59 500 $ 3.59 $4.00 - $4.99 865 7.2 $ 4.37 390 $ 4.40 $5.00 - $5.90 23 7.4 $ 5.90 23 $ 5.90 Total 2,051 4.8 $ 3.46 1,576 $ 3.19 Restricted Stock The following summarizes the Company's restricted stock activity for the year ended December 31, 2015 and 2014 : Number Weighted Average Unvested at December 31, 2013 314 $ 3.31 Granted 221 $ 4.30 Vested (11 ) $ 4.34 Forfeited (20 ) $ 4.34 Unvested at December 31, 2014 504 $ 3.68 Granted 204 $ 4.05 Vested (393 ) $ 3.51 Forfeited (21 ) $ 3.20 Unvested at December 31, 2015 294 $ 4.19 The weighted average grant date fair value of restricted stock awards granted during the years ended December 31, 2015 and 2014 was $4.05 and $4.30 , respectively. The Company has approximately $1.0 million of unrecognized compensation expense related to unvested restricted stock awards as of December 31, 2015 . Assuming no pre-vesting forfeitures, this expense will be recognized as a charge to earnings over a weighted-average remaining service period of 2.06 years. |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | ||
VARIABLE INTEREST ENTITIES | VARIABLE INTEREST ENTITIES Non-consolidated Variable Interest Entities Aria. On April 30, 2015, the Company entered into a lease inducement (the “Aria Lease Inducement”) with Aria Health Consulting, LLC with respect to the Aria Subleases. The Aria Lease Inducement provided for a one-time payment from the Company to Aria Health Consulting, LLC equal to $2.0 million minus the security deposits and first month’s base and special rent for all Aria Subleases. On April 30, 2015, in connection with the Aria Lease Inducement, eight of the Aria Sublessees were amended to, among other things, provide that the Aria Sublessees shall, collectively, pay to the Aria Sublessors special rent in the amount of $29,500 per month payable in advance on or before the first day of each month (except for the first special rent payment, which was subtracted from the lease inducement fee paid by the Company under the Aria Lease Inducement). On July 17, 2015, the Company made a short-term loan to HAH, for working capital purposes, and, in connection therewith, HAH executed the HAH Note in favor of the Company. Since July 17, 2015, the HAH Note has been amended from time to time and currently has an outstanding principal amount of $ 1.0 million and matured on December 31, 2015 . On October 6, 2015, HAH and the Company entered into a security agreement, whereby HAH granted the Company a security interest in all accounts arising from the business of HAH and the Aria Sublessees, and all rights to payment from patients, residents, private insurers and others arising from the business of HAH and the Aria Sublessees (including any proceeds thereof), as security for payment of the HAH Note, as amended, and certain rent and security deposit obligations of the Aria Sublessees under Aria Subleases. The Company is currently seeking the repayment of the Note in accordance with its terms and expects full repayment. For further information, see Note 7 - Leases . The Aria Lease Inducement and HAH Note entered into by the Company create a variable interest that may absorb some or all of the VIE’s expected losses. The Company does not consolidate the operating activities of the Aria Sublessees as the Company does not have the power to direct the activities that most significantly impact the VIE’s economic performance. Effective February 3, 2016, each Aria Sublessor terminated the applicable Aria Sublease due to the applicable Aria Sublessee’s failure to pay rent pursuant to the terms of such sublease. Beacon. On August 1, 2015, the Company entered into a Lease Inducement Fee Agreement with certain affiliates of Beacon Health Management, LLC (“Beacon”), pursuant to which the Company paid a fee of $1.0 million as a lease inducement for certain affiliates of Beacon (the “Beacon Sublessees”) to enter into sublease agreements and to commence such subleases and transfer operations thereunder (the “Beacon Lease Inducement”). The inducement fee was paid net of certain other fees and costs owed by the affiliates of, including the first month of base rent for all of the Beacon facilities and the first month of special rent pertaining to the four of such facilities. On August 1, 2015, the Company made a short-term loan to certain affiliates of Beacon (collectively, the “Beacon Affiliates”) and, in connection therewith, the Beacon Affiliates executed a promissory note maturing on May 31, 2016 in the amount $0.6 million (the “Beacon Note”), as amended, in favor of the Company. Interest accrues on the unpaid principal balance of the note at a rate of 18% per annum. Until all amounts due and owing under the note have been paid, the Beacon Sublessees will not pledge, as security, any of the accounts receivable relating to the respective facilities that such entities sublease from affiliates of the Company. As of June 30, 2016, $0.6 million outstanding principal on the Beacon Note was re-paid in full. The Beacon Lease Inducement and Beacon Note create a variable interest that may absorb some or all of a VIE’s expected losses. The Company does not consolidate the operating activities of the Beacon Sublessees as the Company does not have the power to direct the activities that most significantly impact the VIE’s economic performance. Peach Health. In connection with the Peach Health Sublease, the Company extended the LOC to Peach Health Sublessee in an amount of up to $1.0 million , with interest accruing on the unpaid balance under the LOC at a rate of 13.5% per annum. The entire principal amount due under the LOC, together with all accrued and unpaid interest thereunder, shall be due one year from the date of the first disbursement. The LOC is secured by a first priority security interest in Peach Health Sublessee’s assets and accounts receivable pursuant to a security agreement executed by Peach Health Sublessee. As of September 30, 2016 , $0.4 million was outstanding on the LOC. For further information on the Peach Health Sublease, see Note 7 - Leases . The LOC creates a variable interest that may absorb some or all of a VIE’s expected losses. The Company does not consolidate the operating activities of the affiliates of Peach Health as the Company does not have the power to direct the activities that most significantly impact the VIE’s economic performance. | VARIABLE INTEREST ENTITIES Consolidated Variable Interest Entity The Company has one variable interest entity that was required to be consolidated because AdCare had control as primary beneficiary. A "primary beneficiary" is the party in a VIE that has both of the following characteristics: (i) the power to direct the activities of the VIE that most significantly impact the VIE's economic performance and (ii) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. For a further description of the VIE, see Note 18 - Related Party Transactions - "Riverchase" . On March 3, 2014 , the Company and certain of its subsidiaries entered into a letter agreement, dated as of February 28, 2014 (the "Letter Agreement"), with Christopher Brogdon (a then director of the Company and a greater than 5% beneficial owner of the common stock) and entities controlled by Mr. Brogdon, which: (i) amended the Company's previously-existing option to acquire all of the issued and outstanding membership interests in Riverchase, the Company's consolidated VIE, until June 22, 2015 ; and (ii) reduced the purchase price for the exercise of such option to $1.00 . Furthermore, the Letter Agreement provides that, upon the closing of the sale of the Riverchase Village facility, a 105 -bed assisted living facility located in Hoover, Alabama and owned by Riverchase, to an arms-length third party purchaser, regardless of whether the Company has exercised its option to purchase Riverchase, the net sales proceeds from such sale shall be distributed as follows: (a) one-half of the net sales proceeds will be paid to the Company; (b) the remaining net sales proceeds will be paid to the Company to satisfy the outstanding principal balance and interest (if any) then due under the promissory note issued by Mr. Brogdon in favor of the Company with an original principal amount of $523,663 , with such payment to be applied in the order of scheduled amortization under the note; and (c) the balance of net sales proceeds will be paid to the Company. On May 15, 2014 , the Company and certain of its subsidiaries entered into an Amendment to the Letter Agreement (the "Letter Agreement First Amendment"), pursuant to which the Company agreed to pay $92,323 (the "Tax Payment") to the appropriate governmental authorities of Jefferson County, Alabama, such amount representing outstanding real property taxes due on the Riverchase Village facility. The Company determined that it was in its best interest to make the Tax Payment in order to preserve the Company's interest in the sale of the Riverchase Village facility. In connection with the Tax Payment, the parties also agreed to amend and restate the promissory note issued by Mr. Brogdon in favor of the Company to reflect a new principal amount of $615,986 , which amount represents the original principal amount of the note plus the Tax Payment. Furthermore, the Letter Agreement First Amendment amended the Letter Agreement to provide that, if the closing of the sale of the Riverchase Village facility does not occur on or before December 31, 2014 , then a payment of principal under the amended and restated promissory note equal to the Tax Payment will be due and payable to the Company on or before January 31, 2015 . On October 10, 2014 , AdCare and certain of its subsidiaries entered into a second amendment to the Letter Agreement, as amended (the “Letter Agreement Second Amendment”), with Mr. Brogdon and entities controlled by Mr. Brogdon, pursuant to which the Company reduced the principal amount of the note issued by Mr. Brogdon by the amount equal to $92,323 (which represents the amount of the Tax Payment) plus $255,000 (which represents an offset of amounts owed by the Company to Mr. Brogdon under his Consulting Agreement with the Company). The Letter Agreement Second Amendment also amended the Letter Agreement, as amended, to provide that upon the closing of the sale of the Riverchase Village facility to a third party purchaser, the net sales proceeds from such sale shall be distributed so that any net sales proceeds shall first be paid to the Company to satisfy the $177,323 outstanding under the note issued by Riverchase to the Company, which note is discussed below. AdCare was a guarantor of Riverchase’s obligations with respect to the Riverchase Bonds, and in order to preserve the Company's interest in the sale of the Riverchase Village facility, the Company made a payment in the amount of $85,000 (the "Principal Obligation") on behalf of Riverchase with respect to its obligations under the bonds. On October 10, 2014 , Riverchase issued a promissory note in favor of the Company in the principal amount of $177,323 , which represented the amount of Tax Payment plus the Principal Obligation. The note did not bear interest and was due upon the closing of the sale of the Riverchase Village facility. On March 25, 2015 , AdCare and certain of its subsidiaries entered into a third amendment to the Letter Agreement, as amended (the “Letter Agreement Third Amendment”), with Mr. Brogdon and entities controlled by him, pursuant to which Riverchase and the Company agreed to amend the promissory notes issued by Riverchase to the Company to: (i) increase the principal amount due under the promissory note issued by Riverchase to the Company by any additional real property tax payments made by the Company with respect to the Riverchase Village facility and (ii) to state that such promissory note would not bear interest. The Letter Agreement Third Amendment amended the Letter Agreement to provide a schedule for the payment to the Company of the net sales proceeds resulting from a sale of the Riverchase Village facility to a third-party purchaser. The net sales proceeds from such sale shall be distributed to the Company as follows: (i) an amount sufficient to satisfy all amounts due and owing under the promissory note issued by Riverchase to the Company; (ii) one-half of the then remaining net sales proceeds; (iii) an amount sufficient to satisfy the amounts due and owing under the promissory note issued by Mr. Brogdon to the Company; and (iv) the then remaining balance of net sales proceeds. In connection with the Letter Agreement Third Amendment, the Company and Mr. Brogdon agreed to amend the promissory note issued by Mr. Brogdon to the Company. Pursuant to this amendment, the principal balance plus any accrued interest under the promissory note issued by Mr. Brogdon to the Company would be due and payable on the earlier of: (i) December 31, 2015; or (ii) the closing of the sale of the Riverchase Village facility. On June 11, 2015, Omega executed an Asset Purchase Agreement (the “Purchase Agreement”) for $6.75 million and had a closing deadline of August 31, 2015. The Purchase Agreement was later amended on August 6, 2015 to, among other things, extend the closing deadline from August 31, 2015 to September 30, 2015 as well as increase the purchase price from $6.75 million to $6.85 million . The Purchase Agreement was later amended for a second time on September 30, 2015 to, among other things, extend the closing deadline from September 30, 2015 to November 30, 2015. Riverchase completed the sale of the Riverchase facility effective November 20, 2015. As of November 20, 2015, proceeds to repay the full balance of the facility’s senior debt were deposited with the lender/bond trustee. On November 23, 2015, the Company announced that Christopher Brogdon had informed the Company’s Board of his decision to accelerate his resignation from the Board to be effective as of November 20, 2015. As of December 31, 2016, principal due and payable under the promissory note issued by Riverchase was $95,000 . This note was fully allowed at December 31 2015. The facility assets were sold while the VIE was still consolidated and, as such, the sale of the Riverchase Village facility is reflected in the Company's financial statements. The accounting for the operations and the sale are reflected in discontinued operations. As a result of the Riverchase sale and resulting payoff of the Riverchase Bonds, the Company was no longer the guarantor of the underlying debt. In consideration of this and the fact that the Company no longer holds a purchase option for Riverchase, the Company determined it was no longer the primary beneficiary and determined it should deconsolidate the Riverchase variable interest entity. As part of the deconsolidation of the Riverchase VIE, an eliminated intercompany balance of approximately $1.6 million consisting of operating losses sustained from 2010-2013, which were funded by AdCare and recognized in AdCare’s consolidated statements of operations from 2010-2013 attributable to the non-controlling interest in 2010-2013, were re-attributed to the Company’s shareholders. Non-consolidated Variable Interest Entities Aria. On April 30, 2015, the Company entered into a lease inducement (the "Aria Lease Inducement") with Aria Health Consulting, LLC with respect to the Aria Subleases. The Aria Lease Inducement provided for a one-time payment from the Company to Aria Health Consulting, LLC equal to $2.0 million minus the security deposits and first month's base and special rent for all Aria Sublessees. On April 30, 2015, in connection with the Aria Lease Inducement, eight sublease agreements with Aria Sublessees were amended to, among other things, provide that the Aria Sublessees shall, collectively, pay to the Aria Sublessors special rent in the amount of $29,500 per month payable in advance on or before the first day of each month (except for the first special rent payment, which shall be subtracted from the lease inducement fee paid by the Company under the Aria Lease Inducement). On July 17, 2015, the Company made a short-term loan to Highlands Arkansas Holdings, LLC, an affiliate of Aria (“HAH”) and, in connection therewith, HAH executed a promissory note (the "Aria Note"), as subsequently amended, in favor of the Company. The principal amount owing under the Aria Note is $1.8 million , which accrues at an annual interest rate of 13.5% and was due on December 31, 2015. The Aria Note, pursuant to a security agreement, executed October 6, 2015, by and between the Company and HAH, is secured by the accounts receivable of the Aria Sublessees. As of December 31, 2015 , the principal amount outstanding on the Aria Note was $1.8 million . The Company is currently in discussions with the HAH concerning repayment of the Aria Note. The Aria Lease Inducement and Aria Note entered into by the Company create a variable interest that may absorb some or all of a VIE’s expected losses. The Company does not consolidate the operating activities of the Aria Sublessees as the Company does not have the power to direct the activities that most significantly impact the VIE’s economic performance (see Note 7 - Leases and Note 19 - Subsequent Events ). Beacon. On August 1, 2015, the Company entered into a Lease Inducement Fee Agreement with certain affiliates of Beacon Health Management, LLC ("Beacon"), pursuant to which the Company paid a fee of $0.6 million as a lease inducement for certain affiliates of Beacon (the "Beacon Sublessees") to enter into sublease agreements and to commence such subleases and transfer operations thereunder (see Note 7 - Leases ). The inducement fee was paid net of certain other fees and costs owed by the affiliates of, including the first month of base rent for all of the Beacon facilities and the first month of special rent pertaining to the four of such facilities. On August 1, 2015, the Company made a short-term loan to certain affiliates of Beacon (collectively, the "Beacon Affiliates") and, in connection therewith, Beacon Affiliates executed a promissory note maturing on May 31, 2016 in the amount $0.6 million (the "Beacon Note"), as amended, in favor of the Company. Interest accrues on the unpaid principal balance of the note at a rate of 18% per annum. Until all amounts due and owing under the note have been paid, the Beacon Sublessees will not pledge, as security, any of the accounts receivable relating to the respective facilities that such entities sublease from affiliates of the Company. As of December 31, 2015 , the principal amount outstanding on the Beacon Note was $0.6 million . The Beacon Lease Inducement and Beacon Note entered into by the Company create a variable interest that may absorb some or all of a VIE’s expected losses. The Company does not consolidate the operating activities of the Beacon Sublessees as the Company does not have the power to direct the activities that most significantly impact the VIE’s economic performance (see Note 7 - Leases and Note 19 - Subsequent Events ). |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Regulatory Matters Laws and regulations governing federal Medicare and state Medicaid programs are complex and subject to interpretation. Compliance with such laws and regulations can be subject to future governmental review and interpretation as well as significant regulatory action including fines, penalties, and exclusion from certain governmental programs. In February and May 2016, CMS decertified the Jeffersonville and Oceanside Facilities respectively, meaning the facilities can no longer accept Medicare or Medicaid patients. For further information, see Note 7 - Leases . Legal Matters The Company is party to various legal actions and administrative proceedings and is subject to various claims arising in the ordinary course of business, including claims that the services the Company provided during the time it operated skilled nursing facilities resulted in injury or death to the patients of the Company’s facilities and claims related to professional and general negligence, employment, staffing requirements and commercial matters. Although the Company intends to vigorously defend itself in these matters, there is no assurance that the outcomes of these matters will not have a material adverse effect on the Company’s business, results of operations and financial condition. The Company previously operated, and the Company’s tenants now operate, in an industry that is extremely regulated. As such, in the ordinary course of business, the Company’s tenants are continuously subject to state and federal regulatory scrutiny, supervision and control. Such regulatory scrutiny often includes inquiries, investigations, examinations, audits, site visits and surveys, some of which are non-routine. In addition, we believe that there has been, and will continue to be, an increase in governmental investigations of long-term care providers, particularly in the area of Medicare/Medicaid false claims, as well as an increase in enforcement actions resulting from these investigations. Adverse determinations in legal proceedings or governmental investigations against or involving the Company, for the Company’s prior operations, or the Company’s tenants, whether currently asserted or arising in the future, could have a material adverse effect on the Company’s business, results of operations and financial condition. Professional and General Liability Claims . The Company was a defendant in a purported class action lawsuit captioned Amy Cleveland et. al. v. APHR&R Nursing, LLC et al filed on March 4, 2015 with the Circuit Court of Pulaski County, Arkansas, 16th Division, 6th Circuit (the “Amy Cleveland Class Action”). On December 16, 2015, the Company’s insurance carrier reached a settlement with each of the individual plaintiffs on behalf of the Company and all other defendants pursuant to which separate payments were to be made by the Company’s insurance carrier to the plaintiffs. The individual settlements were contingent on approval by the probate courts having jurisdiction over the deceased plaintiffs’ respective estates, if applicable. As of June 30, 2016, all of the individual settlement agreements had been approved and the settlement consideration paid to the plaintiffs. As of September 30, 2016, the Company was a defendant in a total of 33 professional and general liability cases, (some of which may be covered by the Company’s insurance) from current or former patients, including 16 cases recently filed in the State of Arkansas by the same plaintiff attorney who represented the plaintiffs in the Amy Cleveland Class Action. The claims generally seek unspecified compensatory and punitive damages for former patients of the Company who were allegedly injured while patients of facilities operated by the Company due to professional negligence and/or understaffing. The Company self-insures against these risks and uses a third party administrator and outside counsel to manage and defend the claims. The cases are in various stages of discovery, and the Company intends to vigorously litigate the claims. The Company established a self-insurance reserve for these professional and general liability claims, included within “Accrued expenses and other” in the Company’s unaudited consolidated balance sheets of $1.5 million and $0.2 million at September 30, 2016 , and December 31, 2015 , respectively. Ohio Attorney General Action. On October 27, 2016, the Attorney General of Ohio (the “OAG”) filed in the Court of Common Pleas, Franklin County, Ohio a complaint against The Pavilion Care Center, LLC, Hearth & Home of Greenfield, LLC (each a subsidiary of the Company), and certain other parties (including parties for which the Company provides or provided management services). The lawsuit alleges that defendants submitted improper Medicaid claims for independent laboratory services for glucose blood tests and capillary blood draws and further alleges that defendants (i) engaged in deception, (ii) willfully received Medicaid payments to which they were not entitled or in a greater amount than that to which they were entitled, and (iii) obtained payments under the Medicaid program to which they were not entitled pursuant to their provider agreements and applicable Medicaid rules and regulations. The OAG is seeking, among other things, triple the amount of damages proven at trial (plus interest) and not less than $5,000 and not more than $10,000 for each deceptive claim or falsification. As previously disclosed, the Company received a letter from the OAG in February 2014 demanding repayment of allegedly improper Medicaid claims related to glucose blood tests and capillary blood draws and penalties of approximately $1.0 million , and the Company responded to such letter in July 2014 denying all claims. Although there is no assurance as to the ultimate outcome of this matter or its impact on the Company’s business or its financial condition or results of operations, the Company believes it has meritorious defenses and intends to defend the OAG’s allegations vigorously. | COMMITMENTS AND CONTINGENCIES Regulatory Matters Laws and regulations governing federal Medicare and state Medicaid programs are complex and subject to interpretation. Compliance with such laws and regulations can be subject to future governmental review and interpretation as well as significant regulatory action including fines, penalties, and exclusion from certain governmental programs. The Company believes that it is in compliance in all material respects with all applicable laws and regulations. Legal Matters The Company is party to various legal actions and administrative proceedings and are subject to various claims arising in the ordinary course of business, including claims that the services the Company provides during the time it operated skilled nursing facilities resulted in injury or death to the residents of the Company's facilities and claims related to employment, staffing requirements and commercial matters. Although the Company intends to vigorously defend itself in these matters, there is no assurance that the outcomes of these matters will not have a material adverse effect on the Company's business, results of operations and financial condition. The Company previously operated, and the Company's tenants now operate, in an industry that is extremely regulated. As such, in the ordinary course of business, the Company's tenants are continuously subject to state and federal regulatory scrutiny, supervision and control. Such regulatory scrutiny often includes inquiries, investigations, examinations, audits, site visits and surveys, some of which are non-routine. In addition, we believe that there has been, and will continue to be, an increase in governmental investigations of long-term care providers, particularly in the area of Medicare/Medicaid false claims, as well as an increase in enforcement actions resulting from these investigations. Adverse determinations in legal proceedings or governmental investigations against or involving the Company, for the Company's prior operations, or the Company's tenants, whether currently asserted or arising in the future, could have a material adverse effect on the Company's business, results of operations and financial condition. The Company is a defendant in a purported class action lawsuit captioned Amy Cleveland et. al. v. APHR&R Nursing, LLC et al filed on March 4, 2015 with the Circuit Court of Pulaski County, Arkansas, 16 th Division, 6th Circuit. On December 16, 2015, the Company's insurance carrier reached a settlement with each of the individual plaintiffs on behalf of the Company and all other defendants pursuant to which separate payments are to be made by the Company's carrier to the plaintiffs. The individual settlements are contingent on approval by the probate courts having jurisdiction over the deceased plaintiffs' respective estates, if applicable. As of March 28, 2016, all but three of the individual settlement agreements had been approved and the settlement consideration paid to the plaintiffs. On June 24, 2013, South Star Services, Inc. (“SSSI”), Troy Clanton and Rose Rabon (collectively, the “Plaintiffs”) filed a complaint in the District Court of Oklahoma County, State of Oklahoma against: (i) AdCare, certain of its wholly owned subsidiaries and AdCare’s former Chief Executive Officer (collectively, the “AdCare Defendants”); (ii) Christopher Brogdon (a director of the Company, owner of greater than 5% of the outstanding shares of AdCare Health Systems, Inc. common stock and former Chief Acquisition Officer of the Company) and his wife; and (iii) five entities controlled by Mr. and Mrs. Brogdon, which entities own five skilled-nursing facilities located in Oklahoma that were previously managed by an AdCare subsidiary (the "Oklahoma Facilities"). On February 10, 2015, Plaintiffs and the defendants participated in a voluntary mediation in an attempt to resolve the case. Although the case did not settle at the mediation, Plaintiffs and defendants continued to negotiate over the following weeks and executed a settlement agreement on March 30, 2015 (the "Clanton Settlement Agreement") to settle all claims for a lump sum payment of $2.0 million . In April 2015, under the Clanton Settlement Agreement, the Company paid $0.6 million to the Plaintiffs with the balance paid by two of the Company's insurance carriers. The Company and the other defendants in the matter deny all of the Plaintiff's claims and any wrongdoing but agreed to settle the matter to avoid the continued expense and unpredictability of litigation. Special Termination Benefits In 2014 , the Company incurred certain salary retirement and continuation costs of approximately $2.4 million related to separation agreements with certain of the Company's former officers, an amendment to the consulting agreement with Mr. Brogdon (a former Director), and future severance due to certain employees resulting from the Company's transition from an owner and operator of healthcare properties to lessor and sublessor of healthcare properties. The benefits include wage continuation and fringe benefits which are to be paid out to these former officers and employees over various future periods. During the year ended December 31, 2015, the Company incurred periodic consulting expenses paid to former Company employees. Such expenses were incurred on an hourly contracted basis and were largely non-substantial during the year. Such consulting expenses are not expected to be substantial on a going forward basis. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The provision for income taxes attributable to continuing operations for the years ended December 31, 2015 and 2014 are presented below: Year Ended December 31, (Amounts in 000's) 2015 2014 Current Tax Expense: Federal $ 8 $ 33 State — — $ 8 $ 33 Deferred Tax Expense: Federal $ 102 $ 98 State — — $ 102 $ 98 Total income tax expense $ 110 $ 131 The income tax expense applicable to continuing and discontinued operations is presented below: Year Ended December 31, (Amounts in 000's) 2015 2014 Income tax expense on continuing operations $ 110 $ 131 Income tax (benefit) expense on discontinued operations 251 (253 ) Total income tax (benefit) expense $ 361 $ (122 ) At December 31, 2015 and 2014 , the tax effect of significant temporary differences representing deferred tax assets and liabilities are as follows: Year Ended December 31, (Amounts in 000's) 2015 2014 Net deferred tax asset (liability): Allowance for doubtful accounts $ 5,839 $ 2,513 Accrued expenses 1,047 807 Net operating loss carry forwards 21,521 14,172 Property, equipment & intangibles (4,526 ) (2,363 ) Stock based compensation 125 725 Convertible debt adjustments 206 785 Total deferred tax assets 24,212 16,639 Valuation allowance (24,601 ) (16,675 ) Net deferred tax liability $ (389 ) $ (36 ) In accordance with ASU No. 2015-17, the Company has prospectively adopted the early application of ASU No. 2015-17, thereby classifying all deferred taxes as noncurrent assets and noncurrent liabilities as of December 31, 2015. The reason for the change is to simplify the reporting of all deferred tax assets and liabilities on the balance sheet. The prior periods were not retrospectively adjusted. The items accounting for the differences between income taxes computed at the federal statutory rate and the provision for income taxes are as follows: Year Ended December 31, 2015 2014 Federal income tax at statutory rate 34.0 % 34.0 % State and local taxes 2.4 % 6.9 % Consolidated VIE LLC 1.0 % (1.5 )% Nondeductible expenses (7.3 )% (9.7 )% Other (2.6 )% (0.2 )% Change in valuation allowance (28.8 )% (28.8 )% Effective tax rate (1.3 )% 0.7 % As of December 31, 2015 , the Company had consolidated federal net operating loss ("NOL") carry forwards of $58.3 million . These NOLs begin to expire in 2018 through 2035 and currently are offset by a full valuation allowance. As of December 31, 2015 , the Company had consolidated state NOL carry forwards of $43.7 million . These NOLs begin to expire in 2016 through 2035 and currently are offset by a full valuation allowance. Given the Company's historical net operating losses, a full valuation allowance has been established on the Company's net deferred tax assets. The Company has generated additional deferred tax liabilities related to its tax amortization of certain acquired indefinite lived intangible assets because these assets are not amortized for book purposes. The tax amortization in current and future years gives rise to a deferred tax liability which will only reverse at the time of ultimate sale or book impairment. Due to the uncertain timing of this reversal, the temporary differences associated with indefinite lived intangibles cannot be considered a source of future taxable income for purposes of determining a valuation allowance. As such, the deferred tax liability cannot be used to support an equal amount of the deferred tax asset related to the NOL carry forward. This resulted in recognizing deferred federal and state tax expense of $0.1 million and $0.1 million for the years ended December 31, 2015 and 2014 , respectively, and a deferred tax liability of $0.4 million and $0.04 million for the years ended December 31, 2015 and 2014 , respectively. In early 2014 , the IRS initiated an examination of the Company's income tax return for the 2011 income tax year. On May 7, 2014 , the IRS completed and closed the examination and no changes were required to the Company's 2011 income tax return. In October 2014 , the GDOR initiated an examination of the Company's Georgia income tax returns and net worth returns for the 2010 , 2011 , 2012 , and 2013 income tax years. To date, the GDOR has not proposed any adjustments. The Company is not currently under examination by any other major income tax jurisdiction. |
BENEFIT PLANS
BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
BENEFIT PLANS | BENEFIT PLANS The Company sponsors a 401(k) plan, which provides retirement benefits to eligible employees. All employees are eligible once they reach age 21 years and complete one year of eligible service. The Company's plan allowed eligible employees to contribute up to 20% of their eligible compensation, subject to applicable annual Internal Revenue Code limits. The Company provides 50% matching on employee contributions, up to 2% of the employee's salary. Total matching contributions during the years ended December 31, 2015 and 2014 were approximately $0.04 million and $0.1 million , respectively. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Related Party Transactions [Abstract] | ||
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Personal Guarantor on Loan Agreements Christopher Brogdon, a former director of the Company and a greater than 5% beneficial owner of the common stock, serves as personal guarantor on certain loan agreements, entered into by the Company prior to 2015, related to the following properties: (i) a previously owned office buildings located in Roswell, Georgia, which loan was repaid during the third quarter of 2016; (ii) College Park, a 95 -bed skilled nursing facility located in College Park, Georgia; (iii) Attalla, a 182 -bed skilled nursing facility located in Attalla, Alabama; and (iv) Coosa Valley, 122 -bed skilled nursing facility located in Glencoe, Alabama. At September 30, 2016 , the total outstanding principal owed under the loans was approximately $17.9 million , including $2.4 million of senior debt related to the College Park facility, which was repaid on October 6, 2016 (see Note 16 - Subsequent Events). Consulting Agreement The Company had a Consulting Agreement (as amended, the “Consulting Agreement”) with Mr. Brogdon pursuant to which Mr. Brogdon was compensated by the Company for providing consulting services related to the acquisition and financing of skilled nursing facilities. On March 21, 2016, the Company and Mr. Brogdon entered into a letter agreement whereby the Company and Mr. Brogdon agreed that the Consulting Agreement was terminated as of November 20, 2015. As of September 30, 2016 , there was an outstanding balance of $0.3 million with respect to a promissory note by Mr. Brogdon in favor of the Company. For information on an amendment to such note, (see Note 16 - Subsequent Events) . | RELATED PARTY TRANSACTIONS Riverchase On April 9, 2010 , Riverchase, then a wholly owned subsidiary of the Company, entered into a Purchase Agreement with an Oklahoma limited liability company controlled by a bank ("Riverchase Seller") to acquire the assets of Riverchase Village, a 105 -bed assisted living facility located in Hoover, Alabama, for a purchase price of approximately $5.0 million . On June 22, 2010 , the Company assigned to Christopher Brogdon 100% of the membership interests in Riverchase. On June 25, 2010 , Riverchase, then owned by Mr. Brogdon, purchased Riverchase Village pursuant to the terms of the Purchase Agreement. In connection with financing of the acquisition of Riverchase Village, Riverchase borrowed from the Medical Clinic Board of the City of Hoover the proceeds from the issuance of $5.9 million First Mortgage Healthcare Facility Revenue Bonds (Series 2010 A) and $0.5 million First Mortgage Revenue Bonds (Series B), which proceeds were used to acquire Riverchase Village, pay the cost of certain repairs and improvements to Riverchase Village, fund certain services and pay the cost of the issuance of the bonds. As part of the financing, AdCare guaranteed Riverchase's obligations under the bonds. As consideration for the assignment of 100% of the membership interests in Riverchase to Mr. Brogdon and AdCare's guaranteeing the bonds, Mr. Brogdon granted to Hearth & Home of Ohio, Inc. ("Hearth & Home"), a wholly owned subsidiary of AdCare, an exclusive and irrevocable option pursuant to an Option Agreement to acquire Riverchase (the "Riverchase Option") through June 22, 2012 for an exercise price of $100,000 and otherwise under the same terms and conditions set forth in the Purchase Agreement. In addition, a wholly owned subsidiary of AdCare entered into a five -year year Management Agreement with Riverchase pursuant to which such subsidiary supervised the management of the Riverchase Village facility for a monthly fee equal to 5% of the monthly gross revenues of the Riverchase Village facility. On June 22, 2013 , the Management Agreement was mutually terminated by Riverchase and the Company. As of December 31, 2016, principal due and payable under the promissory note issued by Riverchase was $95,000 . This note was fully allowed at December 31 2015. Hearth & Home and Mr. Brogdon have entered into a series of amendments to: (i) extend the last date on which the Riverchase Option may be exercised through June 22, 2015 ; and (ii) reduce the purchase price for the Riverchase Option to $1.00 . Riverchase was a consolidated VIE owned by Mr. Brogdon, which was sold in 2015 (see Note 11 - Discontinued Operations and Note 14 - Variable Interest Entities ). Personal Guarantor on Loan Agreements Mr. Brogdon serves as personal guarantor on certain loan agreements, entered into by the Company prior to 2015, related to the following properties: (i) one of the two office buildings located in Roswell, Georgia; (ii) College Park, a 95 -bed skilled nursing facility located in College Park, Georgia; (iii) Attalla, a 182 -bed skilled nursing facility located in Attalla, Alabama; and (iv) Coosa Valley, 122 -bed skilled nursing facility located in Glencoe, Alabama. At December 31, 2015 , the total outstanding principal owed under the loans was approximately $17.5 million . Termination of Sublease On May 6, 2014 , ADK Administrative Property, LLC, a wholly owned subsidiary of the Company (“ADK Admin”), and Winter Haven Homes, Inc. (“Winter Haven”), an entity controlled by Mr. Brogdon, entered into a Sublease Termination Agreement, pursuant to which ADK Admin and Winter Haven terminated that certain Sublease Agreement between them dated as of May 1, 2011 . Pursuant to the Sublease Agreement, ADK Admin subleased from Winter Haven certain office space located at Two Buckhead Plaza, Atlanta, Georgia, with rent of approximately $5,000 payable monthly through November 2018 . The sublease termination agreement terminated, as of May 31, 2014 , all obligations of ADK Admin under the Sublease Agreement, including all obligations to pay rent. Winter Haven agreed to the termination of the sublease agreement in consideration for a portion of the amounts payable to Mr. Brogdon pursuant to the Amended Consulting Agreement. Harrah, McLoud and Meeker-Management Agreement On July 26, 2013 , a wholly-owned subsidiary of the Company entered into management agreements with entities owned and controlled by Mr. Brogdon, which entities own the skilled-nursing facilities located in Oklahoma known as Harrah Nursing Center, McLoud Nursing Center and Meeker Nursing Center. Pursuant to the management agreements, the AdCare subsidiary agreed to manage the operations of these facilities. The management agreements had initial terms of five years and would renew automatically for one -year terms thereafter. Pursuant to the management agreements, the entities owned and controlled by Mr. Brogdon paid to the AdCare subsidiary a fee equal to 5% of the monthly gross revenues of the facilities. Effective March 1, 2014 , the Company terminated the management agreements with respect to Harrah Nursing Center, McLoud Nursing Center and Meeker Nursing Center. Oklahoma Owners Effective August 1, 2011 , the Oklahoma Owners, who are controlled by Mr. Brogdon and his spouse, acquired the Oklahoma Facilities. In connection with the closing of this acquisition: (i) the Company paid closing costs on behalf of the Oklahoma Owners in the amount of $56,894 (which amount was refunded to the Company in February 2012 ); and (ii) AdCare Oklahoma Management, LLC, a wholly-owned subsidiary of the Company ("AdCare Oklahoma"), entered into a five -year Management Agreement with the Oklahoma Owners pursuant to which AdCare Oklahoma supervised the management of the Oklahoma facilities for a monthly fee equal to 5% of the monthly gross revenues of the Oklahoma Facilities. In December 2012 : (i) the Oklahoma Owners entered into a $1.0 million senior secured credit agreement with Gemino; and (ii) AdCare Oklahoma entered into a Management Fee Subordination Agreement pursuant to which AdCare Oklahoma agreed to subordinate its right to payment of all management fees owed to AdCare Oklahoma by the Oklahoma Owners to such credit agreement with Gemino. However, AdCare Oklahoma could continue to accept such management fees owed to it under the Management Agreements, so long as no event of default has occurred under the credit agreement entered into among the third-party lender and the Oklahoma Owners. Effective as of March 1, 2014 , the Company terminated the Management Agreements with respect to the Oklahoma Facilities. On March 3, 2014 , the Company, Mr. Brogdon and entities controlled by Mr. Brogdon entered into an agreement to provide for the orderly transition of the management of the Oklahoma Facilities from the Company to a third-party. Red Rose Facility In October 2011 , pursuant to the terms of an Assignment of Lease and Landlord's Consent, Rose Missouri Nursing, LLC, a wholly owned subsidiary of the Company, became the tenant and operator of the Red Rose facility, a 90 -bed skilled nursing facility located in Cassville, Missouri ("Red Rose"). In connection with this transaction, Mr. Brogdon and his spouse, each guaranteed the performance of the Company's obligations, including payment obligations, under the Lease. In consideration of these guarantees, the Company paid to Mr. Brogdon the amount of $25,000 as a guaranty fee. On September 30, 2014, the operating lease for Red Rose expired, releasing Mr. Brogdon and his spouse from all related obligations. Consulting Agreements In December 2012 , the Company entered into a Consulting Agreement with Mr. Brogdon pursuant to which Mr. Brogdon would be compensated by the Company for providing consulting services related to the acquisition and financing of skilled nursing facilities. If it is not terminated prior to December 31, 2015, the Consulting Agreement would renew automatically for successive one -year terms until terminated. As compensation for his services under the Consulting Agreement, Mr. Brogdon shall receive: (i) $10,000 per month in year one; (ii) $15,000 per month in year two; and (iii) $20,000 per month in year three of the Consulting Agreement. In addition, Mr. Brogdon shall receive a success fee of $20,000 for each completed transaction; provided, however, unless approved by a majority vote of the Board of Directors of the Company, such success fees on a one -year basis shall not exceed $80,000 in year one, $120,000 in year two and $160,000 in year three of the Consulting Agreement. In addition, no success fee shall be paid for transactions involving leased facilities or transactions in which the overall consideration is less than $2,500,000 . In the event the Consulting Agreement is terminated by the Company without cause, the Company shall provide severance pay to Mr. Brogdon in an amount equal to 18 months of Mr. Brogdon's maximum total compensation (including success fees). On May 6, 2014 , the Company and Mr. Brogdon entered into an Amendment to Consulting Agreement (the "Amended Consulting Agreement"), which amended that certain Consulting Agreement, dated December 31, 2012 , between the Company and Mr. Brogdon (the "Original Consulting Agreement"), to restructure amounts payable to Mr. Brogdon thereunder. The Amended Consulting Agreement eliminated the monthly payments to Mr. Brogdon and instead provides for an aggregate consulting fee equal to $400,000 (the "Consulting Fee"), paid or payable as described below: • Under the Amended Consulting Agreement, Mr. Brogdon is entitled to receive a success fee of $25,000 for each potential acquisition identified by Mr. Brogdon which the Company completes (the “Success Fee”); provided, however, that the Success Fee shall not exceed $160,000 in any calendar year without a majority vote of the Board of Directors. • The fee originally payable to Mr. Brogdon upon termination of the Original Consulting Agreement without cause was eliminated. Instead, Mr. Brogdon will receive a fee of $500,000 if a change of control occurs on or before May 1, 2015 (the “Change of Control Fee”) and the Amended Consulting Agreement has not been earlier terminated. If a change of control occurs after May 1, 2015 , then no Change of Control Fee is payable. The Amended Consulting Agreement will terminate immediately upon a change of control and the unpaid portion of the Consulting Fee, any accrued and unpaid Success Fee and Change of Control Fee (if applicable) will be paid to Mr. Brogdon upon the closing of the change of control. On May 6, 2014 , the Company paid a one-time payment of $100,000 in respect to the Consulting Fee, with the remainder of the Consulting Fee payable in monthly payments of $15,000 , commencing June 1, 2014 , until paid in full. The Amended Consulting Agreement also provided that, notwithstanding the foregoing, if the Riverchase Village facility (which is owned by an entity which is owned and controlled by Mr. Brogdon and that is our VIE) was sold prior to September 1, 2014 , then the amount of the unpaid Consulting Fee would be reduced by (and offset against) the aggregate principal balance owed by Mr. Brogdon to the Company under the promissory note executed by Mr. Brogdon in favor of the Company, with any remaining balance of the Consulting Fee owed to Mr. Brogdon to be paid in cash at closing. However, because the sale of the Riverchase Village facility was not completed prior to September 1, 2014 , the balance of the Consulting Fee owed to Mr. Brogdon by the Company in the amount of $255,000 was offset against the remaining amount owed by Mr. Brogdon to the Company under the promissory note, thereby reducing the principal amount of the promissory note to $268,663 (see Note 14 - Variable Interest Entity ). No success fee was paid to Mr. Brogdon pursuant to the Consulting Agreement in the years ended December 31, 2015 or December 31, 2014 . The agreement was terminated on March 21, 2016 effective November 20, 2015. In December 2012 , the Company entered into agreements to indemnify Mr. Brogdon with respect to certain personal guarantees Mr. Brogdon previously made with respect to loans on the Hembree Facility and the lease on the Red Rose facility. The Company has agreed to reimburse Mr. Brogdon for any costs, losses, damages, claims and expenses under the guarantees so long they are not due to Mr. Brogdon's gross negligence, fraud, intentional misrepresentation, willful misconduct, bad faith or criminal act. Settlement and Indemnification Agreement On March 26, 2015, the Company and certain entities controlled by Christopher Brogdon entered into a Settlement and Indemnification Agreement with respect to: (i) certain claims made by the Brogdon entities in connection with management and administrative services provided by the Company to the Brogdon entities under various management agreements; and (ii) certain pending, or threatened, legal proceedings against the Company and certain of its subsidiaries, and Mr. Brogdon and certain entities controlled by him, including the litigation filed in the District Court of Oklahoma County, State of Oklahoma and described in Note 15 - Commitments and Contingencies (collectively, and including any unasserted claims arising from the management agreements, the “Adcare Indemnified Claims”). Pursuant to the Settlement and Indemnification Agreement, the Company agreed to contribute up to $0.6 million towards the settlement of the litigation, and Mr. Brogdon and the Brogdon entities agree to release the Company from any and all claims arising in connection with the management agreements and to indemnify the Company with respect to the AdCare Indemnified Claims. Cantone In March 2012 , the Company issued an unsecured promissory note to Cantone Asset Management LLC in the principal amount of $3.5 million . In connection with the issuance of the promissory note to Cantone Asset Management LLC, the Company also issued to Cantone Asset Management LLC a warrant to purchase 300,000 shares of common stock. In April 2012 , the Company issued an unsecured promissory note to Cantone Asset Management LLC in the principal amount of $1.5 million . In July 2012, the Company and Cantone Asset Management LLC refinanced these two promissory notes. The promissory notes were canceled and terminated in exchange for the issuance by the Company to Cantone Asset Management LLC of an 8% convertible subordinated note in a principal amount of $5.0 million . In connection with the issuance of the promissory notes to Cantone Asset Management LLC in March and April of 2012 , Cantone Research, Inc. agreed to provide the Company with certain consulting services for a monthly fee if the Company and Cantone Asset Management LLC (or an affiliated entity) did not agree to the terms of an additional financing arrangement pursuant to which it (or affiliated entity) would loan to the Company at least $4.0 million for a four -year term. In July 2012 , the consulting agreement was revised so as to provide for a certain monthly fee payable to Cantone Research, Inc. regardless of whether the Company and Cantone Asset Management LLC agreed to an additional financing arrangement. Furthermore, under the terms of the revised consulting agreement, the Company issued to Cantone Research, Inc. 50,000 shares of common stock and a warrant to purchase 100,000 shares of common stock. The Company paid to Cantone Research, Inc. $30,000 and $40,000 during 2013 and 2012 , respectively, in fees pursuant to the consulting agreement. In July 2012 and March 2011 , the Company issued and sold to certain accredited investors an aggregate of $7.5 million and $4.5 million in principal amount of subordinated convertible promissory notes, respectively. In connection with the offerings, Cantone Research, Inc. acted as the exclusive agent with respect to the private placement of the notes. The Company paid to Cantone Research, Inc. $42,500 and $60,000 to act as the placement agent pursuant to the July 2012 and March 2011 offerings, respectively. On June 30, 2015, the Company entered into prepayment agreements with Anthony Cantone and CAM, an affiliate of Mr. Cantone in connection with the Cantone Notes. In connection therewith, the Company made principal prepayments in aggregate of approximately $1.5 million with respect to the Cantone Notes. On October 5, 2015, Mr. Cantone, CRI and CAM, and certain other reporting persons filed with the SEC a Schedule 13G/A, which reported beneficial ownership of less than 5% of the common stock. Park City Capital On March 27, 2014, the Company accepted a Subscription Agreement from Park City Capital Offshore Master, Ltd. (“Park City Offshore”), an affiliate of Michael J. Fox, pursuant to which the Company issued to Park City Offshore in March 2014 $1.0 million in principal amount of the 2014 Notes. Mr. Fox is a director of Park City Offshore and a director of the Company and a beneficial owner of 5% of the outstanding common stock. The promissory note was offered to and sold to Park City Offshore on the same terms and conditions as all other buyers in the offering. On March 31, 2015, the Company accepted a Subscription Agreement from Park City Capital Offshore, for 2015 Notes with an aggregate principal amount of $1.0 million . The 2015 Note was offered to Park City Offshore on the same terms and conditions as all other investors in the offering except the 2015 Note issued to Park City Capital Offshore is not subject to any Adjustment for Dilutive Equity Issuances. Doucet Asset Management, LLC On February 4, 2015, Doucet Capital, LLC, Doucet Asset Management, LLC, Christopher L. Doucet and Suzette A. Doucet jointly filed with the SEC a Schedule 13D reporting beneficial ownership of greater than 5% of the common stock. On March 31, 2015, the Company accepted Subscription Agreements from Christopher L. Doucet and Suzette A. Doucet for 2015 Notes with an aggregate principal amount of $0.3 million . The 2015 Notes were offered to them on the same terms and conditions as all other investors in the offering. With respect to the offering of 2015 Notes, Institutional Securities Corporation served as the placement agent and Doucet Asset Management, LLC served as the selected dealer. Institutional Securities Corporation is affiliated with Doucet Asset Management, LLC and is entitled to receive a placement agent fee in the offering of approximately $0.1 million , assuming payment of all 2015 Notes subscribed for by investors identified by the placement agent. On May 5, 2015, Doucet Capital, LLC, Doucet Asset Management, LLC, Christopher L. Doucet and Suzette A. Doucet jointly filed with the SEC a Schedule 13D reporting beneficial ownership of greater than 5% of the common stock. Other than the items discussed above, there are no other material undisclosed related party transactions. For purposes of the disclosure in this Note 18 - Related Party Transactions , note that: (i) Mr. Brogdon is a former Director, holds greater than 5% of the outstanding common stock and, during 2012 , served as the Company's Chief Acquisition Officer ; and (ii) Cantone Asset Management LLC and Cantone Research, Inc. are affiliates of Anthony J. Cantone, who filed with the SEC in July 2013 a Form 4 reporting that he beneficially owned greater than 10% of the outstanding common stock. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Subsequent Events [Abstract] | ||
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The Company has evaluated all subsequent events through the date the consolidated financial statements were issued and filed with the SEC. The following is a summary of the material subsequent events. Completion of Sale of Arkansas Facilities On October 6, 2016, the Company completed the sale of the Arkansas Facilities, together with substantially all of the fixtures, equipment, furniture and other assets relating to such facilities, to the Purchaser, pursuant the Purchase Agreement, as subsequently amended. The Arkansas Facilities consist of: • River Valley Health and Rehabilitation Center, a 129 -bed skilled nursing facility located in Fort Smith, Arkansas; • Heritage Park Nursing Center, a 110 -bed skilled nursing facility located in Rogers, Arkansas; • Homestead Manor Nursing Home, a 104 -bed skilled nursing facility located in Stamps, Arkansas; • Stone County Nursing and Rehabilitation Center, a 97 -bed skilled nursing facility located in Mountain View, Arkansas; • Stone County Residential Care Center, a 32 -bed assisted living facility located in Mountain View, Arkansas; • Northridge Health Care, a 140 -bed skilled nursing facility located in North Little Rock, Arkansas; • Little Rock Health & Rehabilitation, a 154 -bed skilled nursing facility located in Little Rock, Arkansas; • Woodland Hills Health & Rehabilitation, a 140 -bed skilled nursing facility located in Little Rock, Arkansas; and • Cumberland Health & Rehabilitation Center, a 120 -bed skilled nursing facility located in Little Rock, Arkansas. Prior to the closing of the sale of the Arkansas Facilities (the “Closing”), the Skyline Lessors leased the Arkansas Facilities to the Skyline Lessee pursuant to the Skyline Lease. For further information, see Note 7 - Leases . The aggregate purchase price paid to the Company for the Arkansas Facilities was $55.0 million , which purchase price consisted of: (i) a non-refundable deposit of $1.8 million ; (ii) cash consideration of $50.3 million paid to the Skyline Lessors at the Closing; and (iii) the Skyline Note, from JS Highland Holdings LLC, an affiliate of Skyline (the “Borrower”), in favor of the Company with a principal amount of $3.0 million . The principal amount of the Skyline Note, together with all accrued and unpaid interest, is due and payable on March 31, 2022 (the “Maturity Date”). The Borrower is required to make payments of interest only commencing on October 30, 2016 and on the last day of each month thereafter until the Maturity Date. The Skyline Note provides that simple interest shall accrue on the unpaid balance of the Skyline Note at rate of ten percent ( 10% ) per annum. Such interest rate will increase by two percent ( 2% ) on each anniversary date of the Skyline Note beginning in year three if such note is still outstanding at that time. The Skyline Note is guaranteed by Joseph Schwartz and Roselyn Schwartz (collectively, the “Guarantors”), pursuant to a Guaranty Agreement, dated September 30, 2016 (the “Guaranty”), executed by the Guarantors in favor of the Company. In connection with the Closing, the Company entered into a Subordination and Standstill Agreement, dated September 26, 2016 (the “Subordination Agreement”), with the PrivateBank, as agent for the lenders specified therein (collectively, the “Lenders”). Pursuant to the Subordination Agreement, the Company agreed to subordinate its claims and rights to receive payment under the Skyline Note or any document which may evidence or secure the indebtedness evidenced by such note, other than the Guaranty (collectively, the “Subordinated Debt”), to the claims and rights of the Lenders to receive payment under certain revolving loans, with an initial aggregate principal amount of $6.0 million , and certain term loans, with an aggregate principal amount of $45.6 million (collectively, the “Loans”), each extended by certain of the Lenders to affiliates of Skyline (collectively, the “Skyline Borrowers”). Pursuant to the Subordination Agreement, the Company may not accept payment of the Subordinated Debt, or take any action to collect such payment, if: (i) the Company has received notice from the Lenders that the Skyline Borrowers have failed to meet a specified financial covenant with respect to the Loans; or (ii) a default has occurred or is continuing with respect to the Loans. Pursuant to the Guaranty, the Guarantors have agreed to pay the outstanding principal amount of the Skyline Note, together with all accrued and unpaid interest: (x) on the date on which the Borrower or an affiliate thereof repays or refinances any of the Loans; (y) on the date on which the Borrower or its affiliates sells any of the Arkansas Facilities which the Borrower or its affiliates purchased with proceeds from the Loans; or (z) upon written notice from the Company to the Guarantors any time on or after the two year anniversary of the Skyline Note. New Share Repurchase Programs On November 10, 2016, the Board approved new share repurchase programs (the “New Repurchase Programs”), pursuant to which the Company is authorized to repurchase up to 1.0 million shares of the common stock and 100,000 shares of the Series A Preferred Stock during a twelve-month period. The New Repurchase Programs succeed the Repurchase Program announced on November 12, 2015, which terminated in accordance with its terms. Share repurchases under the New Repurchase Programs may be made from time to time through open market transactions, block trades or privately negotiated transactions and are subject to market conditions, as well as corporate, regulatory and other considerations. The New Repurchase Programs may be suspended or discontinued at any time, and the Company has no obligation to repurchase any amount of the common stock or the Series A Preferred Stock under such programs. Lender Commitment to Refinance Debt, Extend Maturities and Repayment of Debt On March 24, 2016 , the Company obtained a lender commitment to extend the maturity date of the credit facility entered into on January 30, 2015 between certain-wholly owned subsidiaries of the Company and the PrivateBank (the “Sumter Credit Facility” from September 2016 to June 2017, subject to definitive documentation and certain closing conditions, which commitment expires on November 30, 2016. On June 13, 2016, the Company received a firm commitment to refinance the Sumter Credit Facility subject to definitive documentation and certain closing conditions. The Company expects to close on such financing arrangement with HUD in the fourth quarter of 2016. On October 6, 2016, in conjunction with the sale of the Arkansas Facilities, the Company repaid $2.4 million of debt associated with the College Park Facility. Amendment to Promissory Note As previously indicated, the Company is the holder of a promissory note issued by Mr. Brogdon in favor of the Company, as subsequently amended, which promissory note had an outstanding principal balance of $0.3 million as of September 30, 2016. On November 10, 2016, the Company and Mr. Brogdon agreed to further amend such promissory note to extend its maturity date to December 31, 2017. As a condition to such amendment, Winter Haven Homes, Inc. (“Winter Haven”), an entity owned and controlled by Mr. Brogdon, has agreed to waive payment of certain charges otherwise due and owing from the Company to Winter Haven from January 1, 2016 to July 31, 2016. | SUBSEQUENT EVENTS The Company has evaluated all subsequent events through the date the consolidated financial statements were issued and filed with the SEC. The following is a summary of the material subsequent events. Termination of Arkansas Leases As previously reported, the Company subleased through its subsidiaries (the “Aria Sublessors”) nine facilities located in Arkansas (the “Arkansas Facilities”) to affiliates (the “Aria Sublessees”) of Aria Health Group, LLC (“Aria”) pursuant to separate sublease agreements (the “Aria Subleases”). Eight of the Aria Subleases commenced on May 1, 2015, and the remaining Aria Sublease commenced on November 1, 2015. Effective February 3, 2016, each Aria Sublessor terminated the applicable Aria Sublease due to the applicable Aria Sublessee’s failure to pay rent pursuant to the terms of such sublease. The Aria Subleases were structured as triple net leases wherein the respective Aria Sublessee was responsible for the day-to-day operation, ongoing maintenance, taxes and insurance for the duration of the sublease. The term of each Aria Sublease was approximately fifteen (15) years, and the annual aggregate base and special rent payable to the Company under the Aria Subleases was approximately $5.1 million in the first year of such subleases and the base rent was subject to specified annual rent escalators. On July 17, 2015, the Company made a short-term loan to Highlands Arkansas Holdings, LLC, an affiliate of Aria (“HAH”), for working capital purposes, and, in connection therewith, HAH executed a promissory note (the “Note”) in favor of the Company. Since July 17, 2015, the Note has been amended from time to time and currently has an outstanding principal amount of $1.75 million and had a maturity date of December 31, 2015. On October 6, 2015, HAH and the Company entered into a security agreement, whereby HAH granted the Company a security interest in all accounts arising from the business of HAH and the Aria Sublessees, and all rights to payment from patients, residents, private insurers and others arising from the business of HAH and the Aria Sublessees (including any proceeds thereof), as security for payment of the Note, as amended, and certain rent and security deposit obligations of the Aria Sublessees under Aria Subleases. The Company is currently seeking the repayment of the Note in accordance with its terms and expects full repayment. Lease of Arkansas Facilities On February 5, 2016, nine wholly-owned subsidiaries of the Company (each, a “Skyline Lessor”) entered into a Master Lease Agreement (the “Skyline Lease”) pursuant to which each Skyline Lessor will lease to Skyline Healthcare LLC (“Skyline”), or other entity to be formed by Skyline (the “Skyline Lessee”), one of the Arkansas Facilities. The term of the Skyline Lease commences on April 1, 2016, as amended, subject to, among other things: (i) the Skyline Lessee’s receipt of all licenses from the Arkansas Department of Health to operate the Arkansas Facilities; and (ii) approval of the mortgage lenders for the Arkansas Facilities with respect to the Skyline Lease. The Skyline Lease is structured as triple net lease wherein the Skyline Lessee is responsible for the day-to-day operation, ongoing maintenance, taxes and insurance for the duration of the lease. The initial lease term of the Skyline Lease is fifteen (15) years with two ( 2 ) separate renewal terms of five ( 5 ) years each. The annual rent under the Skyline Lease in the first year will be $5.4 million , and such rent shall escalate at 2.5% each year during the initial term and any subsequent renewal terms. Skyline has guaranteed the obligations of its affiliates. In connection with the Skyline Lease, the Skyline Lessors entered into an Option Agreement, dated February 5, 2016, with Joseph Schwartz, the manager of Skyline, pursuant to which Mr. Schwartz, or an entity designated by Mr. Schwartz (the “Purchaser”), has an exclusive and irrevocable option to purchase the Arkansas Facilities at a purchase price of $55.0 million , which the Purchaser may exercise in accordance with such agreement until May 1, 2016. In the event that the Purchaser exercises such option, the Purchaser and the Skyline Lessors shall enter into a purchase agreement containing usual and customary representations, warranties and closing prorations. The purchase price shall be paid by the Purchaser as $52.0 million in cash at closing with the balance of the purchase price to evidenced by a promissory note executed by the Purchaser. The closing of such purchase and sale shall take place on or before August 1, 2016 on a date designated by the Purchaser to the Skyline Lessors in writing. New Beginnings On January 22, 2016, New Beginnings Care LLC and its affiliates ("New Beginnings") filed a petition to reorganize its finances under the U.S. Federal Bankruptcy Code (the "Bankruptcy Code"). To date, New Beginnings has neither affirmed nor rejected the Master Lease entered into on November 3, 2015 with respect to the Jeffersonville, Oceanside, and Savannah Beach facilities. The Company is in discussions with New Beginnings and other potential operators about renting such facilities. In March 2016, the Centers for Medicare and Medicaid Services ("CMS") decertified the Jeffersonville facility meaning the facility can no longer accept Medicare or Medicaid patients. The operator is considering appealing the decision by CMS. Common Stock Repurchase Activity As of January 26, 2016 , the Company repurchased 150,000 shares of the Company’s common stock pursuant to the share repurchase program announced on November 12, 2015 (the “Repurchase Program”) at an average price of approximately $2.05 per share. Pursuant to the Repurchase Program, the Company is authorized to repurchase up to 500,000 shares of its outstanding common stock during a twelve-month period. Share repurchases may be made from time to time through open market transactions, block trades or privately negotiated transactions and are subject to market conditions, as well as corporate, regulatory and other considerations. The Repurchase Program may be suspended or discontinued at any time. Sale of Arkansas Building On February 12, 2016, the Company sold an unused office building located Rogers, Arkansas for $0.3 million . Refinancing Commitments On March 24, 2016, the Company received a commitment from a lender to refinance the Bentonville, Heritage Park and River Valley Credit Facility, the Little Rock Credit Facility, and the Northridge, Woodland Hills and Abington Credit Facility for a combined total of $25.4 million of debt subject to definitive documentation and certain closing conditions. On March 24, 2016, the Company obtained a lender commitment to extend the maturity date of the Georgetown and Sumter Credit Facility from September 2016 to June 2017 subject to definitive documentation and certain closing conditions. On March 29, 2016, the Company obtained a lender commitment to extend the maturity date of the Quail Creek Credit facility from September 2016 to September 2018 subject to definitive documentation and certain closing conditions. Review of Strategic Alternatives On March 29, 2016, the Company announced that given that the transition to a healthcare property holding and leasing company is complete, the Board of Directors has begun to explore strategic alternatives for the Company. |
SUMMARY OF SIGNIFICANT ACCOUN27
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Article 8 of Regulations S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results of operations for the periods presented have been included. Operating results for the three and nine months ended September 30, 2016 and 2015 , are not necessarily indicative of the results that may be expected for the fiscal year. The balance sheet at December 31, 2015 , has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. | The accompanying consolidated financial statements are prepared in conformity with U.S. generally accepted accounting principles ("GAAP") in accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC"). |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported results of operations during the reporting period. Examples of significant estimates include allowance for doubtful accounts, deferred tax valuation allowance, fair value of employee and nonemployee stock based awards, valuation of goodwill and other long-lived assets, and cash flow projections. Actual results could differ materially from those estimates. | The preparation of consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported results of operations during the reporting period. Examples of significant estimates include allowance for doubtful accounts, contractual allowances for Medicaid, Medicare, and managed care reimbursements, deferred tax valuation allowance, fair value of derivative instruments, fair value of employee and nonemployee stock based awards, fair value estimation methods used to determine the assigned fair value of assets and liabilities acquired in acquisitions, valuation of goodwill and other long-lived assets, and cash flow projections. Actual results could differ materially from those estimates. |
Principles of Consolidation | The consolidated financial statements include the Company's majority owned and controlled subsidiaries. All intercompany transactions and balances have been eliminated through consolidation. For subsidiaries that are not wholly owned by the Company, the portions not controlled by the Company are presented as non-controlling interests in the consolidated financial statements. Arrangements with other business enterprises are evaluated, and those in which AdCare is determined to have controlling financial interest are consolidated. Guidance is provided by FASB ASC Topic 810-10, Consolidation—Overall, which includes consolidation of business enterprises to which the usual condition of consolidation (ownership of a majority voting interest) does not apply. This guidance includes controlling financial interests that may be achieved through arrangements that do not involve voting interests. In absences of clear control through voting interests, a company's exposure (variable interest) to the economic risks and potential rewards from the variable interest entity's assets and activities are the best evidence of control. If an enterprise holds the power to direct and right to receive benefits of an entity, it would be considered the primary beneficiary. The primary beneficiary is required to consolidate the assets, liabilities and results of operations of the variable interest entity in its financial statements. The Company has evaluated and concluded that as of December 31, 2015 , they have no relationship with a variable interest entity ("VIE") in which they are the primary beneficiary required to consolidate the entity. | |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain items previously reported in the consolidated financial statement captions have been reclassified to conform to the current financial statement presentation with no effect on the Company’s consolidated financial position or results of operations. These reclassifications did not affect total assets, total liabilities or stockholders’deficit. Reclassifications were made to the Consolidated Statements of Operations and Consolidated Statements of Cash Flows for the three and nine months ended September 30, 2015 , to reflect the same facilities in discontinued operations for both periods presented. Certain reclassifications have been made to the 2014 financial information to conform to the 2015 presentation with no effect on the Company's consolidated financial position or results of operations. These reclassifications did not affect total assets, total liabilities, or stockholders' equity. Reclassifications were made to the Balance Sheet as of December 31, 2014 and the consolidated statements of operations and consolidated statements of cash flows for the year ended December 31, 2014 to reflect the same facilities in discontinued operations for both periods presented. | |
Cash and Cash Equivalents | The Company considers all unrestricted short-term investments with original maturities less than three months, which are readily convertible into cash, to be cash equivalents. Certain cash, cash equivalents and investment amounts are restricted for specific purposes such as mortgage escrow requirements, reserves for capital expenditures on United States Housing and Urban Development ("HUD") insured facilities and collateral for other debt obligations. | |
Revenue Recognition | Revenue Recognition and Allowances Rental Revenues. The Company’s triple-net leases provide for periodic and determinable increases in rent. The Company recognizes rental revenues under these leases on a straight-line basis over the applicable lease term when collectibility is reasonably assured. Recognizing rental income on a straight-line basis generally results in recognized revenues during the first half of a lease term exceeding the cash amounts contractually due from our tenants, creating a straight-line rent receivable that is included in other assets on our consolidated balance sheets. Rent revenues for the Arkansas Facilities previously leased by the Company (see Note 16 - Subsequent Events ) and two facilities in Georgia are recorded on a cash basis. Management Fee Revenues and Other Revenues. The Company recognizes management fee revenues as services are provided. Further, the Company recognizes interest income from lease inducement receivables as other revenues. Allowances. The Company assesses the collectibility of our rent receivables, including straight-line rent receivables. The Company bases its assessment of the collectibility of rent receivables on several factors including payment history, the financial strength of the tenant and any guarantors, the value of the underlying collateral, and current economic conditions. If the Company’s evaluation of these factors indicates it is probable that the Company will be unable to receive the rent payments, then the Company provides an allowance against the recognized rent receivable asset for the portion that we estimate may not be recovered. If the Company changes its assumptions or estimates regarding the collectibility of future rent payments required by a lease, then the Company may adjust its reserve to increase or reduce the rental revenue recognized in the period the Company makes such change in its assumptions or estimates. As of September 30, 2016 and December 31, 2015 , the Company allowed for approximately $10.3 million and $12.5 million , respectively, of gross patient care related receivables arising from our legacy operations. Allowance for patient care receivables are estimated based on an aged bucket method as well as additional analyses of remaining balances incorporating different payor types. Any changes in patient care receivable allowances are recognized as a component of discontinued operations. All patient care receivables exceeding 365 days are fully allowed at September 30, 2016 and December 31, 2015 . | Triple-Net Leased Properties. The Company's triple-net leases provide for periodic and determinable increases in rent. The Company recognizes rental revenues under these leases on a straight-line basis over the applicable lease term when collectibility is reasonably assured. Recognizing rental income on a straight-line basis generally results in recognized revenues during the first half of a lease term exceeding the cash amounts contractually due from our tenants, creating a straight-line rent receivable that is included in other assets on our consolidated balance sheets. Management Fee Revenue and Other. The Company recognizes management fee revenues as services are provided. Further, the Company recognizes interest income from lease inducements receivables and loans made to tenants. Allowances. The Company assesses the collectibility of our rent receivables, including straight-line rent receivables. The Company bases its assessment of the collectibility of rent receivables on several factors, including, payment history, the financial strength of the tenant and any guarantors, the value of the underlying collateral, and current economic conditions. If the Company's evaluation of these factors indicates it is probable that the Company will be unable to receive the rent payments, the Company provides a reserve against the recognized straight-line rent receivable asset for the portion that we estimate may not be recovered. If the Company changes its assumptions or estimates regarding the collectibility of future rent payments required by a lease, the Company may adjust its reserve to increase or reduce the rental revenue recognized in the period the Company makes such change in its assumptions or estimates. At December 31, 2015, the Company allowed for approximately $12.5 million on approximately $20.9 million of gross patient care related receivables primarily from our operations before completion of our Transition. Allowance for patient care receivables are estimated based on an aged bucket method incorporating different payor types. All patient care receivables exceeding 365 days are fully allowed at December 31, 2015. The increase in the reserves for patient care is primarily included in discontinued operations. |
Concentrations of Credit Risk and Market Concentration Risk | Financial instruments which potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, restricted investments, accounts receivable and straight-line rent receivable. Cash and cash equivalents, restricted cash and restricted investments are held with various financial institutions. From time to time, these balances exceed the federally insured limits. These balances are maintained with high quality financial institutions which management believes limits the risk. Accounts receivable are recorded at net realizable value. The Company performs ongoing evaluations of its tenants and significant third-party payors with which they contract, and generally does not require collateral. The Company maintains an allowance for doubtful accounts which management believes is sufficient to cover potential losses. Delinquent accounts receivable are charged against the allowance for doubtful accounts once likelihood of collection has been determined. Accounts receivable are considered to be past due and placed on delinquent status based upon contractual terms, how frequently payments are received, and on an individual account basis. | |
Property and Equipment | Property and equipment are stated at cost. Expenditures for major improvements are capitalized. Depreciation commences when the assets are placed in service. Maintenance and repairs which do not improve or extend the life of the respective assets are charged to expense as incurred. Upon disposal of assets, the cost and related accumulated depreciation are removed from the accounts and any gain or loss is recorded. Depreciation is recorded on a straight-line basis over the estimated useful lives of the respective assets. Property and equipment also includes bed license intangibles for states other than Ohio (where the building and bed license are deemed complimentary assets) and are amortized over the life of the building. The Company reviews property and equipment for potential impairment whenever events or changes in circumstances indicate that the carrying amounts of assets may not be recoverable. | |
Leases and Leasehold Improvements | The Company leases certain facilities and equipment for use in its day-to-day operations. At the inception of each lease, the Company performs an evaluation to determine whether the lease should be classified as an operating lease or capital lease. As of December 31, 2015 , all of the Company's leased facilities are accounted for as operating leases. For operating leases that contain scheduled rent increases, the Company records rent expense on a straight-line basis over the term of the lease. The lease term is also used to provide the basis for establishing depreciable lives for leasehold improvements. | |
Intangible Assets and Goodwill | Intangible assets consist of finite lived and indefinite lived intangibles. The Company's finite lived intangibles include lease rights and certain certificate of need ("CON") and bed licenses that are not separable from the associated buildings. Finite lived intangibles are amortized over their estimated useful lives. For the Company's lease related intangibles, the estimated useful life is based on the terms of the underlying facility leases averaging approximately ten years. For the Company's CON/bed licenses that are not separable from the buildings, the estimated useful life is based on the building life when acquired with an average estimated useful life of approximately 32 years. The Company evaluates the recoverability of the finite lived intangibles whenever an impairment indicator is present. The Company's indefinite lived intangibles consist primarily of values assigned to CON/bed licenses that are separable from the buildings. The Company does not amortize goodwill or indefinite lived intangibles. On an annual basis, the Company evaluates the recoverability of the indefinite lived intangibles and goodwill by performing an impairment test. The Company performs its annual test for impairment during the fourth quarter of each year. For the year ended December 31, 2015, the test results indicated no impairment necessary. | |
Deferred Financing Costs | The Company records deferred financing costs associated with debt obligations as an asset. Costs are amortized over the term of the related debt using the straight-line method and are reflected as interest expense. The straight-line method yields results substantially similar to those that would be produced under the effective interest rate method. | |
Income Taxes and Uncertain Tax Positions | Deferred tax assets or liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that included the enactment date. Deferred tax assets are also recognized for the future tax benefits from net operating loss and other carry forwards. Valuation allowances are recorded for deferred tax assets when the recoverability of such assets is not deemed more likely than not. Judgment is required in evaluating uncertain tax positions. The Company determines whether it is more likely than not that a tax position will be sustained upon examination. If a tax position meets the more-likely-than-not recognition threshold it is measured to determine the amount of benefit to recognize in the financial statements. The Company classifies unrecognized tax benefits that are not expected to result in payment or receipt of cash within one year as non-current liabilities in the consolidated balance sheets. The Company is subject to income taxes in the U.S. and numerous state and local jurisdictions. In general, the Company's tax returns filed for the 1998 through 2015 tax years are still subject to potential examination by taxing authorities. In early 2014, the Internal Revenue Service ("IRS") initiated an examination of the Company's income tax return for the 2011 income tax year. On May 7, 2014, the IRS completed and closed the examination and no changes were required to the Company's 2011 income tax return. In October 2014, the Georgia Department of Revenue ("GDOR") initiated an examination of the Company's Georgia income tax returns and net worth returns for the 2010, 2011, 2012, and 2013 tax years. To date, the GDOR has not proposed any adjustments. The Company is not currently under examination by any other major income tax jurisdiction. | |
Stock Based Compensation | The Company follows the provisions of ASC topic 718 “ Compensation - Stock Compensation ”, which requires the use of the fair-value based method to determine compensation for all arrangements under which employees, non-employees, and others receive shares of stock or equity instruments (options, warrants or restricted shares). All awards are amortized on a straight-line basis over their vesting terms. | |
Fair Value Measurements and Financial Instruments | Fair Value Measurements and Financial Instruments Accounting guidance establishes a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The categorization of a measurement within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows: Level 1— Quoted market prices in active markets for identical assets or liabilities Level 2— Other observable market-based inputs or unobservable inputs that are corroborated by market data Level 3— Significant unobservable inputs The respective carrying value of certain financial instruments of the Company approximates their fair value. These instruments include cash and cash equivalents, restricted cash and investments, accounts receivable, notes receivable, and accounts payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short-term in nature and their carrying amounts approximate fair values, they are receivable or payable on demand, or the interest rates earned and/or paid approximate current market rates. | Accounting guidance establishes a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The categorization of a measurement within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows: Level 1— Quoted market prices in active markets for identical assets or liabilities Level 2— Other observable market-based inputs or unobservable inputs that are corroborated by market data Level 3— Significant unobservable inputs The respective carrying value of certain financial instruments of the Company approximates their fair value. These instruments include cash and cash equivalents, restricted cash and investments, accounts receivable, notes receivable, and accounts payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short-term in nature and their carrying amounts approximate fair values, they are receivable or payable on demand, or the interest rates earned and/or paid approximate current market rates. |
Self-Insurance | The Company was self-insured for employee medical claims (in all states except for Oklahoma, where the Company participates in the Oklahoma state subsidy program) and had a large deductible workers' compensation plan (in all states except for Ohio, where workers' compensation is covered under a premium-only policy provided by the Ohio Bureau of Workers' Compensation). Additionally, the Company maintains insurance programs, including general and professional liability, property, casualty, directors' and officers' liability, crime, automobile, employment practices liability and earthquake and flood. In 2015, the insurance program changed with the needs of the company and the transition of operations. The Workers Compensation transitioned from a high deductible to a guaranteed cost program in February 2015. Professional liability insurance was provided to facilities operations up until the date of transfer when new operators insurance substituted for new claims. Claims which were associated with prior operations of the company but not reported as of the transition date were self-insured. The Company's prior facility operations subject it to certain liability risks which may result in malpractice claims being asserted against the Company if its services are alleged to have resulted in patient injury or other adverse effects. The Company is self-insured with respect to such claims (see Note 8 - Accrued Expenses ). The company maintains a running self-insurance reserve accrual based on outstanding claims obtained from quarterly loss runs provided by the carrier. As of December 31, 2015 , claims incurred but not reported or unsettled claims for the legacy self-insured employee medical plan and the large deductible workers' compensation plan are recognized as a liability in the consolidated financial statements. | |
Recently Issued Accounting Pronouncements | Recent Accounting Pronouncements Except for rules and interpretive releases of the SEC under authority of federal securities laws, the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company. The Company has reviewed the FASB accounting pronouncements and Accounting Standards Update ("ASU") interpretations that have effectiveness dates during the periods reported and in future periods. In May 2014, the FASB issued ASU 2014-09 guidance which requires revenue to be recognized in an amount that reflects the consideration expected to be received in exchange for those goods and services. The new standard requires the disclosure of sufficient quantitative and qualitative information for financial statement users to understand the nature, amount, timing and uncertainty of revenue and associated cash flows arising from contracts with customers. The new guidance does not affect the recognition of revenue from leases. In August 2015, the FASB delayed the effective date of the new revenue standard by one year. Identifying performance obligations and licensing (ASU 2016-10) and narrow scope improvements (ASU 2016-12) were issued in April and May 2016 respectively. This new revenue standard is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. Early application is permitted under the original effective date of fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. The Company is currently evaluating the impact on the Company’s financial position and results of operations and related disclosures. In August 2014, the FASB issued ASU 2014-15, which provides guidance regarding an entity’s ability to continue as a going concern, which requires management to assess a company’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. Before this new standard, there was minimal guidance in GAAP specific to going concern. Under the new standard, disclosures are required when conditions give rise to substantial doubt about a company’s ability to continue as a going concern within one year from the financial statement issuance date. The guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period, with early adoption permitted. The Company has concluded that changes in its accounting required by this new guidance will not materially impact the Company’s financial position or results of operations and related disclosures. In February 2015, the FASB issued ASU 2015-02, which changes the way reporting enterprises evaluate whether (i) they should consolidate limited partnerships and similar entities, (ii) fees paid to a decision maker or service provider are variable interests in a variable interest entity (“VIE”), and (iii) variable interests in a VIE held by related parties of the reporting enterprise require the reporting enterprise to consolidate the VIE. It also eliminates the VIE consolidation model based on majority exposure to variability that applied to certain investment companies and similar entities. This consolidation guidance is effective for public business entities for annual and interim periods beginning after December 15, 2015. The adoption of this guidance did not have a material impact on the Company’s consolidated financial condition, results of operations or cash flows. In April 2015, the FASB issued ASU 2015-03 , which requires debt issuance costs to be presented as a direct reduction from the carrying amount of the debt liability, consistent with the presentation of debt discounts. The amortization of debt issuance costs will be reported as interest expense. The new standard is to be applied on a retrospective basis and reported as a change in an accounting principle. In August 2015, the FASB released clarifying guidance for debt issuance costs related to line-of-credit arrangements, which permits debt issuance costs to be presented as an asset, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. Debt issuance costs associated with a line of credit can be amortized ratably over the term of the line-of-credit arrangement. This standard is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. Early adoption is permitted for financial statements that have not been previously issued. The Company adopted this standard in the first quarter of 2016 and has retroactively applied it to the December 31, 2015 balance sheet presentation. This change represents a change in accounting principle. The amount of deferred financing costs reclassified against long-term debt was $2.5 million and $2.7 million for March 31, 2016 and December 31, 2015, respectively. The adoption did not materially impact the Company’s results of operations and related disclosures. In September 2015, the FASB issued ASU 2015-16 , which requires that an acquirer in a business combination recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. Under this guidance the acquirer recognizes, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. New disclosures are required to present separately on the face of the income statement or disclose in the notes the portion of the amount recognized in current-period earnings by line item that would have been recognized in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. This guidance is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. At adoption, the new guidance is to be applied prospectively to adjustments to provisional amounts that occur after the effective date with earlier application permitted for financial statements that have not been issued. The adoption of this guidance did not have a material impact on the Company’s consolidated financial condition, results of operations or cash flows. In January 2016, the FASB issued ASU 2016-01, which provides revised accounting guidance related to the accounting for and reporting of financial instruments. This guidance significantly revises an entity’s accounting related to (i) the classification and measurement of investments in equity securities and (ii) the presentation of certain fair value changes for financial liabilities measured at fair value. It also amends certain disclosure requirements associated with the fair value of financial instruments. The ASU is effective for annual periods and interim periods within those annual periods beginning after December 15, 2017; earlier adoption is permitted. The adoption of this guidance is not expected to have a material impact on the Company’s consolidated financial condition, results of operations or cash flows. In February 2016, the FASB issued ASU 2016-02, as a comprehensive new leases standard that amends various aspects of existing guidance for leases and requires additional disclosures about leasing arrangements. It will require companies to recognize lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance, ASC 840, Leases . ASU 2016-02 creates a new Topic, ASC 842, Leases . This new Topic retains a distinction between finance leases and operating leases. The classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous leases guidance. The ASU is effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years; earlier adoption is permitted. In the financial statements in which the ASU is first applied, leases shall be measured and recognized at the beginning of the earliest comparative period presented with an adjustment to equity. The Company is currently evaluating the impact of the adoption of this guidance on its consolidated financial condition, results of operations and cash flows. In March 2016, the FASB issued ASU 2016-09, with the intention to simplify aspects of the accounting for share-based payment transactions, including income tax impacts, classification on the statement of cash flows, and forfeitures. The ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2016. The various amendments within the standard require different approaches to adoption, on a retrospective, modified retrospective or prospective basis. Early adoption is permitted. The Company is currently evaluating the potential impact of this standard as well as the as available transition methods. In June 2016, the FASB issued ASU 2016-13 , which provides for an impairment model that is based on expected losses rather than incurred losses. Under ASU 2016-13, an entity recognizes as an allowance its estimate of expected credit losses. ASU 2016-13 is effective for the Company beginning January 1, 2020, and we do not expect its adoption will have a significant effect on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-1 5, guidance which clarifies the treatment of several cash flow categories. In addition, the guidance clarifies that when cash receipts and cash payments have aspects of more than one class of cash flows and cannot be separated, classification will depend on the predominant source or use. This update is effective for annual periods beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted, including adoption in an interim period. The Company is currently evaluating the impact of the adoption of this guidance on its cash flows. | Except for rules and interpretive releases of the Securities and Exchange Commission ("SEC") under authority of federal securities laws, FASB ASC is the sole source of authoritative GAAP literature applicable to the Company. The Company has reviewed the FASB accounting pronouncements and Accounting Standards Update ("ASU") interpretations that have effectiveness dates during the periods reported and in future periods. In April 2014, the FASB issued ASU 2014-08 , which amends the definition of a discontinued operation to include only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. This ASU should be applied prospectively and is effective for the Company for the 2015 annual and interim reporting periods. Early adoption is permitted for disposals that have not been reported in financial statements previously issued. The Company adopted this ASU January 1, 2015. In May 2014, the FASB issued ASU 2014-09 guidance which requires revenue to be recognized in an amount that reflects the consideration expected to be received in exchange for those goods and services. The new standard requires the disclosure of sufficient quantitative and qualitative information for financial statement users to understand the nature, amount, timing and uncertainty of revenue and associated cash flows arising from contracts with customers. The new guidance does not affect the recognition of revenue from leases. In August 2015, the FASB delayed the effective date of the new revenue standard by one year. As a result, this new revenue standard is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. Early application is permitted under the original effective date of fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. The Company is currently evaluating the impact on the Company's financial position and results of operations and related disclosures. In August 2014, the FASB issued ASU 2014-15 , which provides guidance regarding an entity’s ability to continue as a going concern, which requires management to assess a company’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. Before this new standard, there was minimal guidance in GAAP specific to going concern. Under the new standard, disclosures are required when conditions give rise to substantial doubt about a company’s ability to continue as a going concern within one year from the financial statement issuance date. The guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period, with early adoption permitted. The Company has not yet determined the impact, if any, that the adoption of this new standard will have on its consolidated financial statements. In April 2015, the FASB issued ASU 2015-03 , which requires debt issuance costs to be presented as a direct reduction from the carrying amount of the debt liability, consistent with the presentation of debt discounts. The amortization of debt issuance costs will be reported as interest expense. The new standard is to be applied on a retrospective basis and reported as a change in an accounting principle. In August 2015, the FASB released clarifying guidance for debt issuance costs related to line-of-credit arrangements, which permits debt issuance costs to be presented as an asset, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. Debt issuance costs associated with a line of credit can be amortized ratably over the term of the line-of-credit arrangement. This standard is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. Early adoption is permitted for financial statements that have not been previously issued. The Company has concluded that changes in its accounting required by this new guidance will not materially impact the Company's financial position or results of operations and related disclosures.. In September 2015, the FASB issued ASU 2015-16 , which requires that an acquirer in a business combination recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. Under this guidance the acquirer recognizes, in the same period's financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. New disclosures are required to present separately on the face of the income statement or disclose in the notes the portion of the amount recognized in current-period earnings by line item that would have been recognized in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. This guidance is effective for annual reporting periods beginning after December 15, 2015, including interim periods within that reporting period. At adoption, the new guidance is to be applied prospectively to adjustments to provisional amounts that occur after the effective date with earlier application permitted for financial statements that have not been issued. The Company is currently evaluating changes in its accounting required by this new standard and the impact to the Company's financial position and related disclosures. In November 2015, the FASB issued ASU 2015 - 17 under the simplification and productivity initiative for presentation of deferred income tax liabilities and assets. This guidance simplifies the presentation of deferred income taxes such that deferred tax liabilities and assets are to be classified as noncurrent in a classified balance sheet. The update does not amend the current requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount. This guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is permitted as of the beginning of an interim or annual reporting period and may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company has elected to early adopt, prospectively, the new guidance as of the balance sheet date. At December 31, 2015, the adoption resulted in a reclassification from current to noncurrent deferred tax assets of $6.2 million before consideration of the related valuation allowance. with the net amount presented as noncurrent deferred tax liability. The Company did not have any reclasses of the deferred tax liability amounts.Prior periods are not retrospectively adjusted under the prospective adoption. In January 2016, the FASB issued ASU 2016-01 which provides revised accounting guidance related to the accounting for and reporting of financial instruments. This guidance significantly revises an entity’s accounting related to (i) the classification and measurement of investments in equity securities and (ii) the presentation of certain fair value changes for financial liabilities measured at fair value. It also amends certain disclosure requirements associated with the fair value of financial instruments. The ASU is effective for annual periods and interim periods within those annual periods beginning after December 15, 2017; earlier adoption is permitted. The adoption of this guidance is not expected to have a material impact on the Company's consolidated financial condition, results of operations or cash flows. In February 2016, the FASB issued ASU 2016-02 as a comprehensive new leases standard that amends various aspects of existing guidance for leases and requires additional disclosures about leasing arrangements. It will require companies to recognize lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance, ASC 840, Leases . ASU 2016-02 creates a new Topic, ASC 842, Leases . This new Topic retains a distinction between finance leases and operating leases. The classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the previous leases guidance. The ASU is effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years; earlier adoption is permitted. In the financial statements in which the ASU is first applied, leases shall be measured and recognized at the beginning of the earliest comparative period presented with an adjustment to equity. The Company is currently evaluating the impact of the adoption of this guidance on its consolidated financial condition, results of operations and cash flows. |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | ||
Schedule of Earnings Per Share, Basic and Diluted | The following tables provide a reconciliation of net loss for continuing and discontinued operations and the number of shares of common stock used in the computation of both basic and diluted earnings per share: Three Months Ended Nine Months Ended (Amounts in 000’s, except per share data) 2016 2015 2016 2015 Numerator: Income (loss) from continuing operations $ 222 $ (2,038 ) $ (2,407 ) $ (13,379 ) Preferred stock dividends (1,879 ) (1,499 ) (5,457 ) (3,582 ) Basic and diluted loss from continuing operations (1,657 ) (3,537 ) (7,864 ) (16,961 ) Loss from discontinued operations, net of tax (2,210 ) (3,057 ) (6,513 ) (2,328 ) Net loss attributable to noncontrolling interests — 284 — 784 Basic and diluted loss from discontinued operations (2,210 ) (2,773 ) (6,513 ) (1,544 ) Basic and diluted loss from continuing operations attributable to AdCare Health Systems, Inc common stockholders $ (3,867 ) $ (6,310 ) $ (14,377 ) $ (18,505 ) Denominator: Basic - weighted average shares 19,917 19,838 19,909 19,617 Diluted - adjusted weighted average shares (a) 19,917 19,838 19,909 19,617 Basic and diluted loss per share: Loss from continuing operations attributable to AdCare $ (0.08 ) $ (0.18 ) $ (0.39 ) $ (0.86 ) Loss income from discontinuing operations (0.11 ) (0.14 ) (0.33 ) (0.08 ) Loss attributable to to AdCare Health Systems, Inc. common stockholders $ (0.19 ) $ (0.32 ) $ (0.72 ) $ (0.94 ) (a) Securities outstanding that were excluded from the computation, prior to the use of the treasury stock method, because they would have been anti-dilutive are as follows: September 30, (Share amounts in 000’s) 2016 2015 Stock options 355 744 Warrants - employee 1,559 1,559 Warrants - non employee 437 567 Convertible notes 2,165 2,165 Total anti-dilutive securities 4,516 5,035 | The following table provides a reconciliation of net loss for continuing and discontinued operations and the number of shares used in the computation of both basic and diluted earnings per share: Year Ended December 31, 2015 2014 (Amounts in 000's, except per share data) Loss Shares Per (Loss) Income Shares Per Continuing Operations: Loss from continuing operations $ (17,811 ) $ (38,188 ) Preferred stock dividends (5,208 ) (2,584 ) Basic loss from continuing operations $ (23,019 ) 19,680 $ (1.17 ) $ (40,772 ) 17,930 $ (2.27 ) Diluted loss from continuing operations $ (23,019 ) 19,680 $ (1.17 ) $ (40,772 ) 17,930 $ (2.27 ) Discontinued Operations: Income (loss) from discontinued operations $ (4,892 ) $ 23,783 Net (income) loss attributable to noncontrolling interests (815 ) 806 Basic (loss) income from discontinued operations attributable to the Company $ (5,707 ) 19,680 $ (0.29 ) $ 24,589 17,930 $ 1.37 Diluted (loss) income from discontinued operations attributable to the Company $ (5,707 ) 19,680 $ (0.29 ) $ 24,589 17,930 $ 1.37 Net Loss Attributable to AdCare: Basic loss $ (28,726 ) 19,680 $ (1.46 ) $ (16,183 ) 17,930 $ (0.90 ) Diluted loss $ (28,726 ) 19,680 $ (1.46 ) $ (16,183 ) 17,930 $ (0.90 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Securities outstanding that were excluded from the computation, prior to the use of the treasury stock method, because they would have been anti-dilutive are as follows: September 30, (Share amounts in 000’s) 2016 2015 Stock options 355 744 Warrants - employee 1,559 1,559 Warrants - non employee 437 567 Convertible notes 2,165 2,165 Total anti-dilutive securities 4,516 5,035 | Securities outstanding that were excluded from the computation, prior to the use of the treasury stock method, because they would have been anti-dilutive are as follows: December 31, (Amounts in 000’s) 2015 2014 Stock options 267 934 Common stock warrants - employee 1,887 1,689 Common stock warrants - nonemployee 164 1,028 Shares issuable upon conversion of convertible debt 2,165 3,334 Total shares 4,483 6,985 |
RESTRICTED CASH AND INVESTMEN29
RESTRICTED CASH AND INVESTMENTS (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Restricted Cash and Investments [Abstract] | ||
Schedule of restricted cash, escrow deposits and investments | The following table sets forth the Company’s various restricted cash, escrow deposits and related financial instruments excluding $3.6 million classified as assets held for sale: (Amounts in 000’s) September 30, 2016 December 31, 2015 Cash collateral and certificates of deposit $ 245 $ 7,687 Replacement reserves 836 950 Escrow deposits 715 532 Total current portion 1,796 9,169 Restricted investments for other debt obligations 2,279 2,264 HUD and other replacement reserves 1,403 1,294 Total noncurrent portion 3,682 3,558 Total restricted cash $ 5,478 $ 12,727 | The following presents the Company's various restricted cash, escrow deposits and investments: December 31, Amounts in (000's) 2015 2014 Collateral cash and certificates of deposit $ 7,687 $ 2,302 Current replacement reserves 950 646 Escrow deposits 532 338 Other restricted cash — 35 Total current portion 9,169 3,321 Restricted investments for other debt obligations 2,264 3,446 HUD replacement reserves 1,174 1,074 Reserves for capital improvements 120 936 Total noncurrent portion 3,558 5,456 Total restricted cash and investments $ 12,727 $ 8,777 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | ||
Schedule of property and equipment | The following table sets forth the Company’s property and equipment excluding $44.1 million and $1.2 million classified as assets held for sale at September 30, 2016 and December 31, 2015, respectively : (Amounts in 000’s) Estimated Useful Lives (Years) September 30, 2016 December 31, 2015 Buildings and improvements 5-40 $ 83,481 $ 128,912 Equipment 2-10 9,194 13,470 Land — 3,988 7,128 Computer related 2-10 2,894 2,999 Construction in process — 627 390 100,184 152,899 Less: accumulated depreciation and amortization (20,864 ) (26,223 ) Property and equipment, net $ 79,320 $ 126,676 | Property and Equipment consist of the following: December 31, (Amounts in 000's) Estimated Useful Lives (Years) 2015 2014 Buildings and improvements 5 - 40 $ 128,912 $ 128,136 Equipment 2 - 10 13,470 13,294 Land — 7,128 7,127 Computer related 2 - 10 2,999 2,908 Construction in process — 390 52 152,899 151,517 Less: accumulated depreciation and amortization 26,223 20,524 Property and equipment, net $ 126,676 $ 130,993 |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Schedule of intangible assets | Intangible assets consist of the following: (Amounts in 000’s) CON (included in property and equipment) Bed Licenses - Separable Lease Rights Total Balances, December 31, 2015 Gross $ 35,690 $ 2,471 $ 6,881 $ 45,042 Accumulated amortization (4,760 ) — (3,461 ) (8,221 ) Net carrying amount $ 30,930 $ 2,471 $ 3,420 $ 36,821 Transfers -Assets of disposal group held for sale Gross (12,879 ) — — (12,879 ) Accumulated amortization 2,123 — — 2,123 Amortization expense (676 ) — (500 ) (1,176 ) Balances, September 30, 2016 Gross 22,811 2,471 6,881 32,163 Accumulated amortization (3,313 ) — (3,961 ) (7,274 ) Net carrying amount $ 19,498 $ 2,471 $ 2,920 $ 24,889 | Intangible assets consist of the following: (Amounts in 000's) Bed Licenses Bed Licenses— Lease Total Balances, December 31, 2013 Gross $ 37,220 $ 2,471 $ 8,824 $ 48,515 Accumulated amortization (2,482 ) — (3,935 ) (6,417 ) Net carrying amount $ 34,738 $ 2,471 $ 4,889 $ 42,098 Dispositions Gross — — (1,418 ) (1,418 ) Accumulated amortization — — 1,418 1,418 Amortization expense (1,173 ) — (802 ) (1,975 ) Reclass to held for sale Gross (1,530 ) — — (1,530 ) Accumulated amortization 68 — — 68 Balances, December 31, 2014 Gross 35,690 2,471 7,406 45,567 Accumulated amortization (3,587 ) — (3,319 ) (6,906 ) Net carrying amount 32,103 2,471 4,087 38,661 Dispositions Gross — — (525 ) (525 ) Accumulated amortization — — 525 525 Amortization expense (1,173 ) — (667 ) (1,840 ) Balances, December 31, 2015 Gross $ 35,690 $ 2,471 $ 6,881 $ 45,042 Accumulated amortization (4,760 ) — (3,461 ) (8,221 ) Net carrying amount $ 30,930 $ 2,471 $ 3,420 $ 36,821 |
Schedule of estimated amortization expense for all definite lived intangibles | Expected amortization expense for all definite-lived intangibles for each of the years ended December 31 , is as follows: (Amounts in 000’s) Bed Licenses Lease Rights 2016 (a) $ 171 $ 166 2017 683 667 2018 683 667 2019 683 667 2020 683 482 Thereafter 16,595 271 Total expected amortization expense $ 19,498 $ 2,920 (a) Estimated amortization expense for the year ending December 31, 2016 , includes only amortization to be recorded after September 30, 2016 . | Estimated amortization expense for all finite-lived intangibles for each of the future years ending December 31 is as follows: Amounts in (000's) Bed Licenses Lease Rights 2016 $ 1,173 $ 667 2017 1,173 667 2018 1,173 667 2019 1,173 667 2020 1,173 482 Thereafter 25,065 270 Total $ 30,930 $ 3,420 |
Summary of the changes in the carrying amount of goodwill | The following table summarizes the carrying amount of goodwill: (Amounts in 000’s) September 30, 2016 December 31, 2015 Goodwill $ 5,023 $ 5,023 Transfers - Assets of disposal group held for sale (2,078 ) — Accumulated impairment losses (840 ) (840 ) Net carrying amount $ 2,105 $ 4,183 | The following table summarizes the changes in the carrying amount of goodwill for the years ended December 31, 2015 and 2014 . (Amounts in 000's) Balances, December 31, 2013 Goodwill $ 5,023 Accumulated impairment losses (799 ) Total $ 4,224 Balances, December 31, 2014 Goodwill $ 5,023 Accumulated impairment losses (799 ) Total $ 4,224 Impairment loss (41 ) Net change during year (41 ) Balances, December 31, 2015 Goodwill $ 5,023 Accumulated impairment losses (840 ) Total $ 4,183 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Leases [Abstract] | ||
Schedule of future minimum lease payments | Future minimum lease payments for each of the next five years ending December 31, are as follows: (Amounts in 2016 (a) $ 2,048 2017 8,149 2018 8,313 2019 8,492 2020 8,671 Thereafter 55,260 Total $ 90,933 (a) Estimated minimum lease payments for the year ending December 31, 2016 include only payments to be recorded after September 30, 2016 . | Future minimum lease payments for each of the next five years ending December 31 are as follows: (Amounts in 2016 $ 8,083 2017 8,181 2018 8,346 2019 8,526 2020 8,697 Thereafter 55,320 Total $ 97,153 |
Schedule of Future Minimum Payment Receivable for Operating Lease | Future minimum lease receivables from the Company’s facilities leased and subleased to third party operators for each of the next five years ending December 31, are as follows: (Amounts in (b) (c) 2016 (a) $ 5,082 2017 20,564 2018 21,825 2019 22,298 2020 22,329 Thereafter 152,652 Total $ 244,750 (a) Estimated minimum lease receivables for the year ending December 31, 2016 , include only payments to be received after September 30, 2016 . (b) Excludes estimated minimum lease receivables for the nine Arkansas Facilities sold to the Purchaser on October 6, 2016. (c) Assumes recertification of the Oceanside and Jeffersonville Facilities on April 1, 2017. | Future minimum lease receivables for each of the next five years ending December 31 are as follows: (Amounts in 2016 $ 26,052 2017 26,845 2018 27,474 2019 28,082 2020 27,634 Thereafter 204,913 Total $ 341,000 The following is a summary of the Company's specific leases to third-parties and which comprise the future minimum lease receivable of the Company. The terms of each lease are structured in a similar manner as "triple-net" leases. Each lease contains specific rent escalation amounts ranging from 2.0% to 3.5% annually. Further, each lease has one or more renewal options. For those facilities where the Company subleases, the renewal option in the sublease agreement is dependent on the Company renewal of its lease agreement. Generally, the the sublease agreements are cross-defaulted where applicable for subleases of multiple facilities by the same lessee. Initial Lease Term Commencement Expiration Initial Facility Name Operator Affiliation Date Date Annual Rent (Thousands) Owned Cumberland H&R Aria Health Group LLC 5/1/2015 4/30/2030 $ 540 Heritage Park Aria Health Group LLC 5/1/2015 4/30/2030 240 Homestead Manor Aria Health Group LLC 5/1/2015 4/30/2030 120 Little Rock H&R Aria Health Group LLC 5/1/2015 4/30/2030 1,602 Northridge Health Aria Health Group LLC 5/1/2015 4/30/2030 420 River Valley Health Aria Health Group LLC 11/1/2015 4/30/2030 480 Stone County ALF Aria Health Group LLC 5/1/2015 4/30/2030 60 Stone County Nursing Aria Health Group LLC 5/1/2015 4/30/2030 838 Woodland Hills Aria Health Group LLC 5/1/2015 4/30/2030 480 Eaglewood ALF Beacon Health Management 8/1/2015 7/31/2025 720 Eaglewood Care Center Beacon Health Management 8/1/2015 7/31/2025 720 H&C of Greenfield Beacon Health Management 8/1/2015 7/31/2025 360 Southland Healthcare Beacon Health Management 11/1/2014 10/31/2024 900 The Pavilion Care Center Beacon Health Management 8/1/2015 7/31/2025 360 Attalla Health Care C.R. Management 12/1/2014 8/31/2030 1,080 Autumn Breeze C.R. Management 9/30/2015 9/30/2025 840 College Park C.R. Management 4/1/2015 3/31/2020 600 Coosa Valley Health Care C.R. Management 12/1/2014 8/31/2030 900 Glenvue H&R C.R. Management 7/1/2015 6/30/2025 1,140 NW Nursing Center Southwest LTC 12/31/2015 11/30/2025 300 Quail Creek Southwest LTC 12/31/2015 11/30/2025 660 Georgetown Health Symmetry Healthcare 4/1/2015 3/31/2030 288 Mountain Trace Rehab Symmetry Healthcare 6/1/2015 5/31/2030 648 Sumter Valley Nursing Symmetry Healthcare 4/1/2015 3/31/2030 770 Subtotal Owned Facilities (24) $ 15,066 Leased Covington Care Beacon Health Management 8/1/2015 4/30/2025 $ 780 Lumber City Beacon Health Management 11/1/2014 8/31/2027 840 LaGrange C.R. Management 4/1/2015 8/31/2027 960 Thomasville N&R C.R. Management 7/1/2014 8/31/2027 324 Jeffersonville (a) New Beginnings Care 11/1/2015 7/31/2020 648 Oceanside (a) New Beginnings Care 11/1/2015 7/31/2020 421 Savannah Beach (a) New Beginnings Care 11/1/2015 7/31/2020 247 Bonterra Wellington Health Services 9/1/2015 8/31/2025 1,020 Parkview Manor/Legacy Wellington Health Services 9/1/2015 8/31/2025 1,020 Powder Springs Wellington Health Services 4/1/2015 8/31/2027 2,100 Tara Wellington Health Services 4/1/2015 8/31/2027 1,800 Subtotal Leased Facilities (11) $ 10,160 Total (35) $ 25,226 (a) On November 3, 2015, the Company entered into a single master sublease agreement (the "Master Sublease Agreement") with the affiliates of New Beginnings Care, LLC to sublease the Jeffersonville, Savannah Beach and Oceanside facilities, commencing on November 1, 2015. The Master Sublease Agreement replaced the previously executed sublease agreements entered into November 30, 2012 and June 30, 2013 to sublease the Jeffersonville, Savannah Beach and Oceanside facilities, which were terminated on October 15, 2015. The annual rent due under the Master Sublease Agreement in the first year is approximately $1.3 million in the aggregate, which is reflected in the table above. All facilities are skilled nursing facilities except for Stone County and Eaglewood which are assisted living facilities and Spring Meade Residence which is an independent living facility. All facilities have renewal provisions of one term of five years except facilities (Mountain Trace, Quail Creek, NW Nursing, Sumter Valley, and Georgetown) which have two renewal terms with each being five years. The leases also contain standard rent escalations that range from 2% to 3.5% annually. As indicated above, the Company subleased through its subsidiaries (the "Aria Sublessors") nine facilities located in Arkansas (the "Aria Sublessees") to affiliates of Aria Health Group, LLC ("Aria") pursuant to separate sublease agreements (the "Aria Subleases"). Eight of the Aria Subleases commenced on May 1, 2015 and the remaining sublease commenced on November 1, 2015. Effective February 3, 2016, each Aria Sublease was terminated due to the failure to pay rent pursuant to the terms of such sublease. Subsequently, on February 5, 2016, the Company entered into a Master Lease Agreement, as amended, with Skyline Healthcare LLC ("Skyline") to lease the facilities commencing April 1, 2016 (see Note 19 - Subsequent Events ). On January 22, 2016, New Beginnings Care LLC and its affiliates ("New Beginnings") filed a petition to reorganize their finances under the U.S. Federal Bankruptcy Code (the "Bankruptcy Code"). To date, New Beginnings has neither affirmed nor rejected the Master Sublease Agreement entered into on November 3, 2015 with respect to the Jeffersonville, Oceanside, and Savannah Beach facilities. The Company is in discussions with New Beginnings and other potential operators about leasing such facilities. |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Payables and Accruals [Abstract] | ||
Schedule of accrued expenses | Accrued expenses and other consist of the following: (Amounts in 000’s) September 30, 2016 December 31, 2015 Accrued employee benefits and payroll related $ 622 $ 1,332 Real estate and other taxes 1,113 411 Self-insured reserve 1,530 221 Accrued interest 438 484 Other accrued expenses 575 677 Total accrued expenses 4,278 3,125 Earnest deposit 1,750 — Prepaid sublease rent 61 — Total accrued expenses and other $ 6,089 $ 3,125 | ccrued expenses consist of the following: December 31, Amounts in (000's) 2015 2014 Accrued payroll related $ 684 $ 6,915 Accrued employee benefits 648 3,405 Real estate and other taxes 411 1,335 Self-insured reserve 221 — Other accrued expenses 1,161 3,998 Total $ 3,125 $ 15,653 |
Common and Preferred Stock Comm
Common and Preferred Stock Common and Preferred Stock (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Schedule of preferred stock | The following table summarizes the shares of the Series A Preferred Stock issued by the Company and net proceeds received from issuance of the Series A Preferred Stock for the periods shown below: Shares Issued and Outstanding Net Proceeds Received (in 000's) Dividends Paid (in 000’s) Balance, December 31, 2015 2,426,930 $ 54,714 $ — Activity for the three months ended : March 31, 2016 186,905 3,677 1,777 June 30, 2016 43,204 870 1,801 September 30, 2016 106,796 2,243 1,879 Total 336,905 6,790 5,457 Balance, September 30, 2016 2,763,835 $ 61,504 $ — |
NOTES PAYABLE AND OTHER DEBT (T
NOTES PAYABLE AND OTHER DEBT (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Debt Disclosure [Abstract] | ||
Schedule of notes payable and other debt | Notes payable and other debt consists of the following (a) : (Amounts in 000’s) September 30, 2016 December 31, 2015 Senior debt—guaranteed by HUD $ 28,767 $ 25,469 Senior debt—guaranteed by USDA 25,929 26,463 Senior debt—guaranteed by SBA 3,427 3,548 Senior debt—bonds, net of discount 6,950 7,025 Senior debt—other mortgage indebtedness 41,862 51,128 Other debt 1,624 2,638 Convertible debt 9,200 9,200 Deferred financing costs (2,256 ) (2,712 ) Total debt $ 115,503 $ 122,759 Current debt 19,164 50,960 Debt included in liabilities of disposal group held for sale (b) 32,036 958 Notes payable and other debt, net of current portion $ 64,303 $ 70,841 (a) HUD, U.S. Department of Agriculture (“USDA”), U.S. Small Business Administration (“SBA”). (b) Includes $0.2 million and no deferred financing costs at September 30, 2016 and December 31, 2015, respectively. The following is a detailed listing of the debt facilities that comprise each of the above categories: (Amounts in 000’s) Facility Lender Maturity Interest Rate (a) September 30, 2016 December 31, 2015 Senior debt - guaranteed by HUD The Pavilion Care Center Red Mortgage 12/01/2027 Fixed 4.16% $ 1,459 $ 1,534 Hearth and Care of Greenfield Red Mortgage 08/01/2038 Fixed 4.20% 2,206 2,251 Woodland Manor Midland State Bank 10/01/2044 Fixed 3.75% 5,475 5,556 Glenvue Midland State Bank 10/01/2044 Fixed 3.75% 8,501 8,628 Autumn Breeze KeyBank 01/01/2045 Fixed 3.65% 7,390 7,500 Georgetown Midland State Bank 01/10/2046 Fixed 2.98% 3,736 — Total $ 28,767 $ 25,469 Senior debt - guaranteed by USDA Attalla Metro City 09/30/2035 Prime + 1.50% 5.50% $ 7,244 $ 7,400 Coosa Metro City 09/30/2035 Prime + 1.50% 5.50% 6,531 6,671 Mountain Trace Community B&T 01/24/2036 Prime + 1.75% 5.75% 4,414 4,507 Southland Bank of Atlanta 07/27/2036 Prime + 1.50% 6.00% 4,491 4,576 Homestead (b) Square 1 10/14/2036 Prime + 1.00% 5.75% 3,249 3,309 Total $ 25,929 $ 26,463 Senior debt - guaranteed by SBA College Park CDC 10/01/2031 Fixed 2.81% $ 1,633 $ 1,697 Stone County (b) CDC 07/01/2032 Fixed 2.42% 1,081 1,123 Southland Bank of Atlanta 07/27/2036 Prime + 2.25% 5.75% 713 728 Total $ 3,427 $ 3,548 (a) Represents cash interest rates as of September 30, 2016 as adjusted for applicable interest rate floor limitations, if applicable. The rates exclude amortization of deferred financing costs which range from 0.08% to 1.92% per annum. (b) Debt included in liabilities of disposal group held for sale. On October 6, 2016, the Company completed the sale of the Arkansas Facilities (see Note 16 - Subsequent Events). (Amounts in 000’s) Facility Lender Maturity Interest Rate (a) September 30, 2016 December 31, 2015 Senior debt - bonds, net of discount Eaglewood Bonds Series A City of Springfield, Ohio 05/01/2042 Fixed 7.65% $ 6,452 $ 6,449 Eaglewood Bonds Series B City of Springfield, Ohio 05/01/2021 Fixed 8.50% 498 576 Total $ 6,950 $ 7,025 (a) Represents cash interest rates as of September 30, 2016 as adjusted for applicable interest rate floor limitations, if applicable. The rates exclude amortization of deferred financing costs which range from 0.08% to 1.92% per annum. (Amounts in 000’s) September 30, December 31, Facility Lender Maturity Interest Rate (a) 2016 2015 Senior debt - other mortgage indebtedness Sumter Valley (c) PrivateBank 09/01/2016 LIBOR + 4.25% 4.71% $ 5,866 $ 5,123 Georgetown (g) PrivateBank 09/01/2016 LIBOR + 4.25% 4.71% — 4,026 Northridge (b) PrivateBank (d) 09/01/2016 LIBOR + 4.25% 5.50% 3,627 4,230 Woodland Hills (b) PrivateBank (d) 09/01/2016 LIBOR + 4.25% 5.50% 3,050 3,557 Abington/Cumberland (b) PrivateBank (d) 09/01/2016 LIBOR + 4.25% 5.50% 3,455 4,029 Heritage Park (b) PrivateBank (d) 09/01/2016 LIBOR + 3.50% 6.00% 2,853 3,370 River Valley (b) PrivateBank (d) 09/01/2016 LIBOR + 3.50% 6.00% 3,472 3,989 Little Rock/West Markham (b), (f) PrivateBank (d) 12/31/2016 LIBOR + 4.00% 6.00% 9,788 11,399 Quail Creek (e) Congressional Bank 09/30/2017 LIBOR + 4.75% 5.75% 4,462 5,000 Northwest First Commercial 12/31/2017 Prime 5.00% 1,227 1,285 Stone County (b) Metro City 06/08/2022 Prime + 2.25% 6.25% 1,669 1,697 College Park (f) Bank of Las Vegas 05/01/2031 Prime + 2.00% 6.25% 2,393 2,465 Hembree Rd. Building Fidelity Bank 12/01/2017 Fixed 5.50% — 958 Total $ 41,862 $ 51,128 (a) Represents cash interest rates as of September 30, 2016 as adjusted for applicable interest rate floor limitations, if applicable. The rates exclude amortization of deferred financing costs which range from 0.08% to 1.92% per annum. (b) Debt included in liabilities of disposal group held for sale. On October 6, 2016, the Company completed the sale of the Arkansas Facilities (see Note 16 - Subsequent Events). (c) On March 24, 2016 , the Company obtained a lender commitment to extend the maturity date of the Sumter Credit Facility from September 2016 to June 2017, subject to definitive documentation and certain closing conditions, which commitment expires on November 30, 2016. On June 13, 2016, the Company received a commitment to refinance the Sumter Credit Facility, subject to definitive documentation and certain closing conditions. The Company expects to close on such financing arrangement with HUD in the fourth quarter of 2016. (d) On March 24, 2016, the Company obtained the release of approximately $3.9 million of restricted cash funds and applied the amounts as additional principal payments related to certain of the above debt facilities with the PrivateBank. (e) On September 19, 2016, the Company obtained an option to extend the maturity date of the Quail Creek Credit Facility from September 2017 to September 2018, which management intends to exercise. (f) On October 6, 2016, the related debt was repaid as part of the sale of the Arkansas Facilities (see Note 16 - Subsequent Events ). (g) On September 29, 2016, the Company closed a HUD-guaranteed financing in the amount of $3.7 million , which refinanced approximately $3.1 million in debt previously owed to the PrivateBank with respect to the Georgetown Facility. (Amounts in 000’s) Lender Maturity Interest Rate September 30, 2016 December 31, 2015 Other debt First Insurance Funding 02/28/2017 Fixed 3.99% $ 80 $ 14 Key Bank 10/17/2017 Fixed 0.00% 680 680 Reliant Rehabilitation 11/15/2016 Fixed 7.00% 193 944 Pharmacy Care of Arkansas 02/08/2018 Fixed 2.00% 671 1,000 Total $ 1,624 $ 2,638 (Amounts in 000’s) Facility Maturity Interest Rate (a) September 30, 2016 December 31, 2015 Convertible debt Issued July 2012 10/31/2017 Fixed 10.00% $ 1,500 $ 1,500 Issued March 2015 04/30/2017 Fixed 10.00% 7,700 7,700 Total $ 9,200 $ 9,200 (a) Represents cash interest rates as of September 30, 2016 . The rates exclude amortization of deferred financing costs which range from 0.08% to 1.92% per annum. | Notes payable and other debt consists of the following: December 31, Amounts in (000's) 2015 2014 Revolving credit facilities and lines of credit $ — $ 6,832 Senior debt—guaranteed by HUD (a) 25,469 26,022 Senior debt—guaranteed by USDA (a) 26,463 27,128 Senior debt—guaranteed by SBA (a) 3,548 3,703 Senior debt—bonds, net of discount (b) 7,025 12,967 Senior debt—other mortgage indebtedness (c) (d) 51,128 60,277 Other debt 2,638 430 Convertible debt 9,200 14,000 Total 125,471 151,359 Less current portion 50,960 22,012 Less: portion included in liabilities of variable interest entity held for sale (b) — 5,956 Less: portion included in liabilities of disposal group held for sale (c) 958 5,197 Less: portion included in liabilities of disposal group held for use (d) — 4,035 Notes payable and other debt, net of current portion $ 73,553 $ 114,159 (a) United States Department of Housing and Urban Development ("HUD"), United States Department of Agriculture ("USDA"), Small Business Administration ("SBA") (b) The senior debt - bonds, net of discount included $6.0 million at December 31, 2014 related to revenue bonds issued by the Medical Clinical Board of the City of Hoover in the State of Alabama to the Company's consolidated VIE,Riverchase Village ADK, LLC ("Riverchase"). On November 20, 2015, the Riverchase facility financed with such bonds was sold to a third-party unrelated to the Company. (c) At December 31, 2014 , the senior debt - other mortgage indebtedness included $5.0 million related to the outstanding loan entered into in conjunction with the acquisition of Companions, a skilled nursing facility located in Tulsa, Oklahoma, as well as a related $0.2 million outstanding line of credit balance. On October 30, 2015 , the Company completed the sale of Companions. At December 31, 2015 , the senior debt - other mortgage indebtedness includes $1.0 million related to the outstanding loan on one of the two office buildings located in Roswell, Georgia. (d) At December 31, 2014 , the senior debt - other mortgage indebtedness included $4.0 million related to the outstanding loans entered into in conjunction with the acquisition of a skilled nursing facility located in Bentonville, Arkansas and one of the two office buildings located in Roswell, Georgia. During the twelve months ended December 31, 2015 , the Bentonville, Arkansas facility was sold and the outstanding loan on the office building in Roswell, Georgia was reclassified to liabilities held for sale. |
Schedule of Credit-Related Instruments, Out of Compliance | The Company’s credit-related instruments were all in compliance as of September 30, 2016 . | The table below indicates which of the Company's credit-related instruments are out of compliance as of December 31, 2015 : Credit Facility Balance at Consolidated or Financial Covenant Measurement Min/Max Financial Future Community Bank - Mountain Trace Nursing ADK, LLC - USDA $ 4,507 Subsidiary Minimum Debt Service Coverage Ratio Quarterly 1.0 0.50 * 1.00 PrivateBank - Mortgage Note - Valley River Nursing, LLC; Park Heritage Nursing, LLC; Benton Nursing, LLC $ 7,359 Operator Minimum EBITDAR (000s) Quarterly $ 265 $ 36 * $ 265 Guarantor Minimum Debt Service Coverage Ratio Annual 1.0 0.4 * 1.0 Private Bank - Mortgage Note - Little Rock HC&R Nursing, LLC $ 11,399 Operator Minimum EBITDAR (000s) Quarterly $ 450 $ 23 * $ 450 Guarantor Minimum Debt Service Coverage Ratio Annual 1.0 0.4 * 1.0 Guarantor Maximum Annual Leverage Ratio Annual 11 222 * 11 PrivateBank - Mortgage Note - Georgetown HC&R Property Holdings, LLC; Sumter Valley HC&R Property Holdings, LLC $ 9,149 Operator Minimum Debt Service Coverage Ratio Quarterly 1.8 1.1 * 1.8 Guarantor Minimum Debt Service Coverage Ratio Annual 1.0 0.4 * 1.0 Guarantor Maximum Annual Leverage Ratio Annual 11 222 * 11 PrivateBank - Mortgage Note - APH&R Property Holdings, LLC; Northridge HC&R Property Holdings, LLC; Woodland Hills HC Property Holdings, LLC $ 11,816 Operator Minimum EBITDAR Quarterly $ 495 $ (601 ) * $ 495 Guarantor Minimum Debt Service Coverage Ratio Annual 1.0 0.4 * 1.0 Guarantor Maximum Annual Leverage Ratio Annual 11.0 222 * 11.0 Congressional Bank - Mortgage Note - QC Property Holdings, LLC $ 5,000 Subsidiary Minimum Fixed Charge Coverage Ratio Quarterly 1.1 (0.5 ) * 1.1 Subsidiary Minimum Debt Service Coverage Ratio Annual 1.5 (1.1 ) * 1.5 * Waiver or amendment for violation of covenant obtained for the next twelve months. |
Summary of the scheduled maturities | The schedule below summarizes the scheduled maturities for the twelve months ended September 30 of the respective year (not adjusted for commitments to refinance or extend the maturities of debt as noted above). For the twelve months ended September 30, (Amounts in 000’s) 2017 $ 51,408 2018 8,779 2019 1,708 2020 1,796 2021 1,883 Thereafter 52,380 Subtotal $ 117,954 Less: unamortized discounts (195 ) Less: deferred financing costs (2,256 ) Total notes and other debt $ 115,503 | The schedule below summarizes the scheduled maturities as of December 31, 2015 for each of the next five years and thereafter. The 2016 maturities include $1.0 million related to the outstanding loan on one of the two office buildings located in Roswell, Georgia classified as liabilities of disposal group held for sale. Amounts in (000's) 2016 $ 51,918 2017 12,580 2018 1,800 2019 1,848 2020 1,945 Thereafter 55,585 Subtotal 125,676 Less: unamortized discounts (205 ) Total notes and other debt $ 125,471 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Summary of activity of disposal groups | The following table summarizes the disposition of operations by facility for the years ended December 31, 2015 and 2014 : Facility Name State Relationship to Property Type of Disposition Date of Disposition 2014 Thomasville GA Leased Sublease 7/1/2014 Red Rose MO Leased Termination of Lease 9/30/2014 Southland GA Owned Lease 11/1/2014 Lumber City GA Leased Sublease 11/1/2014 Coosa Valley AL Owned Lease 12/1/2014 Attalla AL Owned Lease 12/1/2014 2015 College Park GA Owned Lease 4/1/2015 LaGrange GA Leased Sublease 4/1/2015 Sumter Valley SC Owned Lease 4/1/2015 Georgetown SC Owned Lease 4/1/2015 Powder Springs GA Leased Sublease 4/1/2015 Tara GA Leased Sublease 4/1/2015 Heritage Park AR Owned Lease 5/1/2015 Homestead Manor AR Owned Lease 5/1/2015 Stone County SNF AR Owned Lease 5/1/2015 Stone County ALF AR Owned Lease 5/1/2015 Northridge AR Owned Lease 5/1/2015 West Markham AR Owned Lease 5/1/2015 Woodland Hills AR Owned Lease 5/1/2015 Cumberland AR Owned Lease 5/1/2015 Mountain Trace NC Owned Lease 6/1/2015 Glenvue GA Owned Lease 7/1/2015 Bentonville Manor AR Owned Sale 7/1/2015 Hearth & Care of Greenfield OH Owned Lease 8/1/2015 The Pavilion Care Center OH Owned Lease 8/1/2015 Eaglewood ALF OH Owned Lease 8/1/2015 Eaglewood Care Center OH Owned Lease 8/1/2015 Covington Care Center OH Leased Sublease 8/1/2015 Bonterra GA Leased Sublease 9/1/2015 Parkview GA Leased Sublease 9/1/2015 Autumn Breeze GA Owned Lease 9/30/2015 Companions Specialized Care OK Owned Sale 10/30/2015 River Valley AR Owned Lease 11/1/2015 Quail Creek OK Owned Lease 12/31/2015 Northwest OK Owned Lease 12/31/2015 | |
Schedule of Income statement, assets and liabilities of the disposal groups held for sale | The following table summarizes certain activity of discontinued operations for the three and nine months ended September 30, 2016 and 2015 : Three Months Ended September 30, Nine Months Ended September 30, (Amounts in 000’s) 2016 2015 2016 2015 Total revenues $ — $ 12,447 $ — $ 84,357 Cost of services 2,247 14,949 6,030 83,572 Net loss (2,210 ) (3,057 ) (6,513 ) (2,328 ) Interest expense, net 11 266 36 882 Assets and liabilities of the disposal group held for sale at September 30, 2016 and December 31, 2015 , are as follows: Actual Actual Comparative (a) (Amounts in 000’s) September 30, 2016 December 31, 2015 December 31, 2015 Restricted cash $ 3,624 $ — $ 5,887 Buildings and improvements, net 38,583 1,249 40,407 Land, net 2,813 — 2,814 Equipment and other, net 2,686 — 2,866 Goodwill 2,078 — 2,078 Other assets 40 — 35 Assets of disposal group held for sale $ 49,824 $ 1,249 $ 54,087 Notes payable $ 32,036 $ 958 $ 37,187 Liabilities of disposal group held for sale $ 32,036 $ 958 $ 37,187 (a) Balance as of December 31, 2015 for the assets and liabilities of the disposal group held for sale at September 30, 2016, inclusive of the Arkansas and Roswell office buildings sold as detailed below and included in the actual balance at December 31, 2015. | The following table summarizes the activity of discontinued operations for the years ended December 31, 2015 and 2014 : Year Ending December 31, (Amounts in 000’s) 2015 2014 Total revenues $ 87,920 $ 222,104 Cost of services $ 89,783 $ 188,952 Net (loss) income $ (4,892 ) $ 23,783 Interest expense, net $ (1,510 ) $ (1,152 ) Income tax benefit (expense) $ (251 ) $ 253 Gain on disposal of assets $ 1,251 $ — Disposition of Assets Companions. On April 29, 2015, a wholly-owned subsidiary of the Company entered into an asset purchase agreement with Gracewood Manor, LLC, an Oklahoma limited liability company, to sell Companions for a sale price of $3.5 million . On October 30, 2015, the Company completed the sale of Companions for $3.5 million less customary closing and certain real property apportionments. The Company received $0.4 million net cash from the sale and proceeds were used for working capital purposes. The Company recorded a gain of $0.1 million on the sale. Bentonville. On May 15, 2015, a wholly-owned subsidiary of the Company entered into an asset purchase agreement with Bozeman Development, LLC, a Texas limited liability company, to sell Bentonville. The transaction closed on July 1, 2015 and the net sales proceeds of $3.4 million were remitted to Bentonville Property Holdings, LLC. The Company recorded a gain of $0.3 million on the sale. Riverchase. On June 11, 2015, Riverchase entered into an asset purchase agreement, as subsequently amended with Omega Communities, LLC ("Omega") to sell the Riverchase Village facility, a 105 -bed assisted living facility located in Hoover, Alabama. The transaction closed on November 20, 2015 for a purchase price of $6.9 million . The Company recorded a gain of $0.8 million on the sale, net of intercompany receivables (see Note 18 - Related Party Transactions ). Assets and Liabilities Held for Sale Assets and liabilities of the disposal groups held for sale at December 31, 2015 and 2014 are as follows: December 31, Amounts in (000's) 2015 2014 Property and equipment, net $ 1,249 $ 3,777 Other assets — 2,036 Assets of disposal group held for sale $ 1,249 $ 5,813 Notes payable $ 987 $ 5,197 Liabilities of disposal group held for sale $ 987 $ 5,197 The following table summarizes the activity of discontinued operations for the years ended December 31, 2015 and 2014 : Year Ending December 31, (Amounts in 000’s) 2015 2014 Total revenues $ 87,920 $ 222,104 Cost of services $ 89,783 $ 188,952 Net (loss) income $ (4,892 ) $ 23,783 Interest expense, net $ (1,510 ) $ (1,152 ) Income tax benefit (expense) $ (251 ) $ 253 Gain on disposal of assets $ 1,251 $ — |
PREFERRED STOCK AND DIVIDENDS P
PREFERRED STOCK AND DIVIDENDS PREFERRED STOCK AND DIVIDENDS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Preferred Stock | The following table summarizes the shares of preferred stock issued by the Company and net proceeds received from issuance for the years ended December 31, 2015 and 2014 : Shares Issued & Outstanding Net Proceeds from Issuance (in 000's) Balances, December 31, 2013 950,000 $ 20,392 Balances, December 31, 2014 950,000 $ 20,392 Issuance of Preferred Stock: April 13, 2015 offering (1) 575,000 $ 13,481 June 2, 2015 offering (2) 588,235 14,105 At-The-Market offering (3) 313,695 6,736 Balances, December 31, 2015 2,426,930 $ 54,714 (1) On April 13, 2015 , the Company issued and sold 575,000 shares of Series A Preferred Stock in a “best efforts” registered public offering for a public offering price of $25.75 per share. In connection therewith, the Company received net proceeds of approximately $13.5 million , after payment of underwriting commissions and discounts and all other offering expenses incurred by the Company. (2) On June 2, 2015 , the Company issued and sold 588,235 shares of Series A Preferred Stock in a “best efforts” registered public offering for a public offering price of $25.50 per share. In connection therewith, the Company received net proceeds of approximately $14.1 million , after payment of underwriting commissions and discounts and all other offering expenses incurred by the Company. (3) On July 21, 2015 , the Company entered into separate At Market Issuance Sales Agreements (together, the “Sales Agreements”) with each of MLV & Co. LLC (“MLV”) and JMP Securities LLC (each, an “Agent” and together, the “Agents”), pursuant to which the Company may offer and sell, from time to time, up to 800,000 shares of Series A Preferred Stock under its At-The-Market offering ("ATM") through the Agents. The Company will instruct each Agent as to the number of shares to be sold by it. Additionally, the Company may instruct the Agents not to sell the shares if the sales cannot be effected at or above the price designated by the Company in its instructions to the Agents. For the year ended December 31, 2015 , the Company sold 313,695 shares of Series A Preferred Stock under its ATM at an average sale price of $22.11 per share. In connection therewith, the Company received net proceeds of approximately $6.7 million , after payment of sales commissions and discounts and all other expenses incurred by the Company. |
Dividends Declared | The following table summarizes the common stock and preferred stock dividends paid by the Company for the years ended December 31, 2015 and 2014 : Date of Payment Dividends Paid (in 000's) Dividends Per Share Common Stock Dividends: 4/30/2015 $ 990 $ 0.050 7/31/2015 1,093 0.055 10/31/2015 1,193 0.060 For the year ended December 31, 2015 $ 3,276 $ 0.165 Preferred Stock Dividends: 3/31/2014 $ 646 $ 0.68 6/30/2014 646 0.68 9/30/2014 646 0.68 12/31/2014 646 0.68 For the year ended December 31, 2014 $ 2,584 $ 2.72 3/31/2015 $ 646 $ 0.68 6/30/2015 1,437 0.68 9/30/2015 1,498 0.68 12/31/2015 1,627 0.68 For the year ended December 31, 2015 $ 5,208 $ 2.72 |
STOCK BASED COMPENSATION (Table
STOCK BASED COMPENSATION (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Summary of employee and nonemployee stock based compensation | For the three and nine months ended September 30, 2016 and 2015 , the Company recognized stock-based compensation expense as follows: Three Months Ended September 30, Nine Months Ended September 30, (Amounts in 000’s) 2016 2015 2016 2015 Employee compensation: Restricted stock $ — $ 110 $ 112 $ 301 Stock options 62 11 213 56 Warrants 118 54 494 139 Total employee stock-based compensation expense $ 180 $ 175 $ 819 $ 496 Non-employee compensation: Board restricted stock (23 ) 57 $ 34 $ 144 Board stock options 13 13 37 37 Total non-employee stock-based compensation expense $ (10 ) $ 70 $ 71 $ 181 Total stock-based compensation expense $ 170 $ 245 $ 890 $ 677 | The following table summarizes employee and nonemployee stock based compensation for the years ended December 31, 2015 and 2014 : Year Ending December 31, Amounts in (000's) 2015 2014 Employee compensation: Stock options $ 42 $ 305 Warrants 196 149 Restricted stock 431 139 Total employee stock-based compensation expense $ 669 $ 593 Non-employee compensation: Stock options $ 49 $ 236 Warrants — 11 Restricted stock 224 315 Total non-employee stock-based compensation expense $ 273 $ 562 Total stock-based compensation expense $ 942 $ 1,155 |
Summary of the Company's stock option activity | The following table summarizes the Company’s common stock option activity for the nine months ended September 30, 2016 : Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in 000's) Outstanding, December 31, 2015 266,514 $ 3.96 Granted 141,507 $ 2.07 Forfeited (8,334 ) $ 4.06 Expired (44,905 ) $ 3.86 Outstanding, September 30, 2016 354,782 $ 3.21 5.8 $ — Vested at September 30, 2016 285,628 $ 3.05 5.2 $ — | The following summarizes the Company's employee and non-employee stock option activity for the years ended December 31, 2015 and 2014 : Number of Weighted Weighted Average Aggregate (a) Outstanding at December 31, 2013 1,804 $ 4.54 Granted 159 $ 4.01 Exercised (251 ) $ 3.83 Forfeited (581 ) $ 4.17 Expired (196 ) $ 4.35 Outstanding at December 31, 2014 935 $ 4.91 7.3 $ 61 Vested at December 31, 2014 647 $ 5.28 6.7 $ 48 Vested or Expected to Vest at December 31, 2014 (b) 893 $ 4.94 7.3 $ 61 Outstanding at December 31, 2014 935 $ 4.91 Granted — $ — Exercised (13 ) $ 2.35 Forfeited (535 ) $ 5.63 Expired (120 ) $ 4.10 Outstanding at December 31, 2015 267 $ 3.96 6.9 $ 2 Vested at December 31, 2015 184 $ 3.96 6.1 $ 2 Vested or Expected to Vest at December 31, 2015 (b) 264 $ 3.96 6.9 $ 2 (a) Represents the aggregate gain on exercise for vested in-the-money options as of December 31, 2015. (b) Includes forfeiture adjusted unvested shares. |
Summary of the Company's restricted stock activity | The following table summarizes the Company’s restricted stock activity for the nine months ended September 30, 2016 : Number of Shares Weighted Avg. Grant Date Fair Value Unvested at December 31, 2015 294,021 $ 4.19 Granted 196,251 $ 2.14 Vested (94,808 ) $ 3.01 Forfeited (11,688 ) $ 2.49 Unvested at September 30, 2016 383,776 $ 3.49 | The following summarizes the Company's restricted stock activity for the year ended December 31, 2015 and 2014 : Number Weighted Average Unvested at December 31, 2013 314 $ 3.31 Granted 221 $ 4.30 Vested (11 ) $ 4.34 Forfeited (20 ) $ 4.34 Unvested at December 31, 2014 504 $ 3.68 Granted 204 $ 4.05 Vested (393 ) $ 3.51 Forfeited (21 ) $ 3.20 Unvested at December 31, 2015 294 $ 4.19 |
Schedule of exercise price range | The following table summarizes the common stock options outstanding and exercisable as of September 30, 2016 : Stock Options Outstanding Options Exercisable Exercise Price Number of Shares Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Vested at September 30, 2016 Weighted Average Exercise Price $1.31 - $3.99 289,337 5.5 $ 3.01 220,183 $ 2.73 $4.00 - $4.30 65,445 7.0 $ 4.12 65,445 $ 4.12 Total 354,782 5.8 $ 3.21 285,628 $ 3.05 The following table summarizes the common stock warrants outstanding and exercisable as of September 30, 2016 : Warrants Outstanding Warrants Exercisable Exercise Price Number of Shares Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Vested at September 30, 2016 Weighted Average Exercise Price $0 - $1.99 327,664 1.1 $ 1.56 327,664 $ 1.56 $2.00 - $2.99 335,354 1.8 $ 2.58 335,354 $ 2.58 $3.00 - $3.99 500,355 3.1 $ 3.59 500,355 $ 3.59 $4.00 - $4.99 809,644 6.9 $ 4.39 426,311 $ 4.41 $5.00 - $5.90 23,333 6.6 $ 5.90 23,333 $ 5.90 Total 1,996,350 4.1 $ 3.44 1,613,017 $ 3.22 | The following summary information reflects stock options outstanding, vested and related details as of December 31, 2015 : Stock Options Outstanding Stock Options Exercisable Exercise Price Number Outstanding (000's) Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Vested and Exercisable (000's) Weighted Average Exercise Price $1.30 2 0.4 $ 1.30 2 $ 1.30 $1.31 - $3.99 174 6.5 $ 3.91 105 $ 3.92 $4.00 - $4.30 91 7.8 $ 4.10 77 $ 4.09 Total 267 6.9 $ 3.96 184 $ 3.96 |
Schedule of common stock warrant activity | The following table summarizes the Company’s common stock warrant activity for the nine months ended September 30, 2016 : Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in 000's) Outstanding, December 31, 2015 2,051,475 $ 3.46 Expired (55,125 ) $ 4.08 Outstanding, September 30, 2016 1,996,350 $ 3.44 4.1 $ 170 Vested at September 30, 2016 1,613,017 $ 3.22 3.2 $ 170 | |
Outstanding options & warrants by individual price | ||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The assumptions used in calculating the fair value of employee common stock options and warrants granted during the nine months ended September 30, 2016 and September 30, 2015 , using the Black-Scholes-Merton option-pricing model, are set forth in the following table: Nine Months Ended September 30, 2016 * 2015 Dividend yield — % 4.76 % Expected volatility 41 % 39 % Risk-free interest rate 1.43 % 1.09 % Expected term in years 5.0 years 3.9 years * No outstanding issuances during the current period. | |
Warrant | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Schedule of exercise price range | The following summary information reflects warrants outstanding, vested and related details as of December 31, 2015 : Warrants Outstanding Warrants Exercisable Exercise Price Number Outstanding (000's) Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Vested and Exercisable (000's) Weighted Average Exercise Price $1.04 - $1.99 328 1.9 $ 1.56 328 $ 1.56 $2.00 - $2.99 335 2.5 $ 2.58 335 $ 2.58 $3.00 - $3.99 500 3.8 $ 3.59 500 $ 3.59 $4.00 - $4.99 865 7.2 $ 4.37 390 $ 4.40 $5.00 - $5.90 23 7.4 $ 5.90 23 $ 5.90 Total 2,051 4.8 $ 3.46 1,576 $ 3.19 | |
Employee | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Schedule of assumptions used in calculating fair value of warrants using the Black Sholes Merton option-pricing model | The assumptions used in calculating the fair value of employee stock options and warrants granted for the years ended December 31, 2015 and 2014 , using the Black-Scholes-Merton option-pricing model, are set forth in the following table: Year Ending December 31, 2015 2014 Dividend Yield 4.8 % — % Expected Volatility 38.6 % 40.9% - 51.0% Risk-Free Interest Rate 1.1 % 0.9% - 1.7% Expected Term (in years) 3.9 5.2 years | |
Employee | Warrant | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Schedule of common stock warrant activity | The following summarizes the Company's employee and non-employee common stock warrant activity for the years ended December 31, 2015 and 2014 : Number of Warrants (000's) Weighted Average Exercise Price Weighted Aggregate Intrinsic Value (000's) (a) Outstanding at December 31, 2013 3,865 $ 3.48 Granted 573 $ 4.31 Exercised (1,275 ) $ 3.55 Forfeited (82 ) $ 5.33 Expired (365 ) $ 4.29 Outstanding at December 31, 2014 2,716 $ 3.45 3.9 $ 1,820 Vested at December 31, 2014 2,192 $ 3.25 3.0 $ 1,820 Vested or Expected to Vest at December 31, 2014 (b) 2,670 $ 3.25 3.8 $ 1,820 Outstanding at December 31, 2014 2,716 $ 3.45 Granted 275 $ 4.25 Exercised (519 ) $ 3.43 Forfeited (225 ) $ 4.04 Expired (196 ) $ 3.91 Outstanding at December 31, 2015 2,051 $ 3.46 4.7 $ 305 Vested at December 31, 2015 1,576 $ 3.19 3.5 $ 305 Vested or Expected to Vest at December 31, 2015 (b) 1,998 $ 3.43 4.7 $ 305 (a) Represents the aggregate gain on exercise for vested in-the-money warrants as of December 31, 2015. (b) Includes forfeiture adjusted unvested shares. | |
Nonemployee | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Schedule of assumptions used in calculating fair value of warrants using the Black Sholes Merton option-pricing model | 2014 Dividend Yield — % Expected Volatility 38.9% - 39.7% Risk-Free Interest Rate 0.7% - 1.1% Expected Term (in years) 2 - 10 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of provision for income taxes attributable to continuing operations | The provision for income taxes attributable to continuing operations for the years ended December 31, 2015 and 2014 are presented below: Year Ended December 31, (Amounts in 000's) 2015 2014 Current Tax Expense: Federal $ 8 $ 33 State — — $ 8 $ 33 Deferred Tax Expense: Federal $ 102 $ 98 State — — $ 102 $ 98 Total income tax expense $ 110 $ 131 |
Schedule of income tax expense applicable to continuing and discontinued operations | The income tax expense applicable to continuing and discontinued operations is presented below: Year Ended December 31, (Amounts in 000's) 2015 2014 Income tax expense on continuing operations $ 110 $ 131 Income tax (benefit) expense on discontinued operations 251 (253 ) Total income tax (benefit) expense $ 361 $ (122 ) |
Schedule of tax effect of significant temporary differences representing deferred tax assets and liabilities | At December 31, 2015 and 2014 , the tax effect of significant temporary differences representing deferred tax assets and liabilities are as follows: Year Ended December 31, (Amounts in 000's) 2015 2014 Net deferred tax asset (liability): Allowance for doubtful accounts $ 5,839 $ 2,513 Accrued expenses 1,047 807 Net operating loss carry forwards 21,521 14,172 Property, equipment & intangibles (4,526 ) (2,363 ) Stock based compensation 125 725 Convertible debt adjustments 206 785 Total deferred tax assets 24,212 16,639 Valuation allowance (24,601 ) (16,675 ) Net deferred tax liability $ (389 ) $ (36 ) |
Schedule of differences between income taxes computed at the federal statutory rate and the provision for income taxes | The items accounting for the differences between income taxes computed at the federal statutory rate and the provision for income taxes are as follows: Year Ended December 31, 2015 2014 Federal income tax at statutory rate 34.0 % 34.0 % State and local taxes 2.4 % 6.9 % Consolidated VIE LLC 1.0 % (1.5 )% Nondeductible expenses (7.3 )% (9.7 )% Other (2.6 )% (0.2 )% Change in valuation allowance (28.8 )% (28.8 )% Effective tax rate (1.3 )% 0.7 % |
SUMMARY OF SIGNIFICANT ACCOUN40
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Thousands | 5 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2014USD ($)agreementfacility | Sep. 30, 2016USD ($)agreementfacility | Dec. 31, 2015USD ($)facility | Oct. 06, 2016facility | Mar. 31, 2016USD ($) | |
Acquisition Policy | |||||
Number of facilities | 38 | 38 | |||
Number of management agreements | agreement | 1 | 1 | |||
Number of skilled nursing facilities | 2 | ||||
Number of assisted living facilities | 1 | ||||
Number of sublease agreements executed, owned by company | 22 | 22 | |||
Number of sublease agreements executed, leased by company | 11 | 11 | |||
Allowance for uncollectible accounts management fees receivables | $ | $ 12,500 | ||||
Deferred tax asset | $ | $ 569 | 0 | |||
Number of skilled nursing facilities, managed | 2 | ||||
Number of independent living facility, managed om behalf of third party | 1 | ||||
Allowance for uncollectible accounts patient care receivables | $ | $ 10,300 | 12,500 | |||
Number of skilled nursing facilities, managed on behalf of third party | 2 | ||||
Number of independent living facilities | 1 | ||||
Accounts receivable, net of allowance of $12,487 and $6,708 | $ | $ 24,294 | $ 3,327 | 8,805 | ||
New Accounting Pronouncement, Early Adoption, Effect | |||||
Acquisition Policy | |||||
Deferred tax asset | $ | (62,000) | ||||
Deferred tax assets, net, noncurrent | $ | $ 62,000 | ||||
Lease-Related Intangible Asset | |||||
Acquisition Policy | |||||
Estimated useful life | 10 years | ||||
Intangible Assets-bed licenses | |||||
Acquisition Policy | |||||
Estimated useful life | 32 years | ||||
Patient Care Receivables | |||||
Acquisition Policy | |||||
Accounts receivable, gross, current | $ | $ 20,900 | ||||
Accounts receivable, net of allowance of $12,487 and $6,708 | $ | $ 1,600 | $ 8,000 | |||
Third Party Operators | |||||
Acquisition Policy | |||||
Number of sublease agreements executed, owned by company | 24 | 24 | |||
Number of sublease agreements executed, leased by company | 11 | ||||
Number owned assisted living facilities leased | 2 | 2 | |||
Federal | |||||
Acquisition Policy | |||||
Net operating loss carry forwards | $ | $ 58,300 | ||||
GEORGIA | |||||
Acquisition Policy | |||||
Number of facilities | 2 | ||||
Arkansas | |||||
Acquisition Policy | |||||
Deferred Finance Costs, Net | $ | $ 3,000 | ||||
Arkansas | Subsequent Event | |||||
Acquisition Policy | |||||
Number of facilities sold | 9 | ||||
Accounting Standard Update 2015-03 [Member] | Long-term Debt [Member] | |||||
Acquisition Policy | |||||
Deferred Finance Costs, Net | $ | $ (2,700) | $ (2,500) |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||
Loss from continuing operations | $ 222 | $ (2,038) | $ (2,407) | $ (13,379) | $ (17,811) | $ (38,188) |
Preferred stock dividends | 1,879 | 1,499 | 5,457 | 3,582 | 5,208 | 2,584 |
Income (loss) from discontinued operations | (6,513) | (2,328) | (4,892) | 23,783 | ||
Net (income) loss attributable to noncontrolling interests | 0 | (284) | 0 | (784) | (815) | 806 |
Net loss attributable to AdCare Health Systems, Inc. common stockholders | $ (3,867) | $ (6,310) | $ (14,377) | $ (18,505) | $ (28,726) | $ (16,183) |
Weighted average number of shares outstanding, basic (in shares) | 19,917 | 19,838 | 19,909 | 19,617 | 19,680 | 17,930 |
Weighted average number of shares outstanding, diluted (in shares) | 19,917 | 19,838 | 19,909 | 19,617 | 19,680 | 17,930 |
Basic loss from continuing operations (in dollars per share) | $ (0.08) | $ (0.18) | $ (0.39) | $ (0.86) | $ (1.17) | $ (2.27) |
Basic (loss) income from discontinued operations attributable to the Company (in dollars per share) | (0.11) | (0.14) | (0.33) | (0.08) | (0.29) | 1.37 |
Basic loss (in dollars per shares) | (0.19) | (0.32) | (0.72) | (0.94) | (1.46) | (0.90) |
Diluted net income (loss) (in dollars per share) | $ (1.46) | $ (0.90) | ||||
Income (Loss) from Continuing Operations, Per Basic and Diluted Share | $ (0.08) | $ (0.18) | $ (0.39) | $ (0.86) | ||
Continuing Operations | ||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||
Loss from continuing operations | $ (17,811) | $ (38,188) | ||||
Preferred stock dividends | 5,208 | 2,584 | ||||
Net loss attributable to AdCare Health Systems, Inc. common stockholders | $ (1,657) | $ (3,537) | $ (7,864) | $ (16,961) | (23,019) | (40,772) |
Net Loss Attributable to AdCare Health Systems, Inc. common stockholders, diluted | $ (23,019) | $ (40,772) | ||||
Weighted average number of shares outstanding, diluted (in shares) | 19,680 | 17,930 | ||||
Basic loss from continuing operations (in dollars per share) | $ (1.17) | $ (2.27) | ||||
Diluted loss from continuing operations (in dollars per share) | $ (1.17) | $ (2.27) | ||||
Discontinued Operations | ||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||
Income (loss) from discontinued operations | $ (4,892) | $ 23,783 | ||||
Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ (2,210) | $ (2,773) | $ (6,513) | $ (1,544) | ||
Net (income) loss attributable to noncontrolling interests | (815) | |||||
Net loss attributable to AdCare Health Systems, Inc. common stockholders | (5,707) | 24,589 | ||||
Net Loss Attributable to AdCare Health Systems, Inc. common stockholders, diluted | $ (5,707) | $ 24,589 | ||||
Weighted average number of shares outstanding, basic (in shares) | 19,680 | 17,930 | ||||
Weighted average number of shares outstanding, diluted (in shares) | 19,680 | 17,930 | ||||
Basic (loss) income from discontinued operations attributable to the Company (in dollars per share) | $ (0.29) | $ 1.37 | ||||
Diluted (loss) income from discontinued operations attributable to the Company (in dollars per share) | $ (0.29) | $ 1.37 |
EARNINGS PER SHARE Antidilutive
EARNINGS PER SHARE Antidilutive Securities (Details) - shares shares in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 4,516 | 5,035 | 4,483 | 6,985 |
Stock Options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 355 | 744 | 267 | 934 |
Employee Warrant | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 1,559 | 1,559 | 1,887 | 1,689 |
Non Employee Warrant | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 437 | 567 | 164 | 1,028 |
Convertible Debt Securities | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 2,165 | 2,165 | 2,165 | 3,334 |
LIQUIDITY AND PROFITABILITY (De
LIQUIDITY AND PROFITABILITY (Details) | Sep. 29, 2016USD ($) | Jun. 18, 2016USD ($) | Feb. 12, 2016USD ($)building | Jul. 29, 2015USD ($) | Sep. 30, 2016USD ($)shares | Jun. 30, 2016USD ($)shares | Mar. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)$ / sharesshares | Sep. 30, 2016USD ($)shares | Sep. 30, 2015USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($)building$ / shares | Dec. 31, 2014USD ($) | Mar. 29, 2016USD ($) | Mar. 24, 2016USD ($) | Jul. 30, 2015USD ($)$ / shares | Jul. 21, 2015$ / sharesshares | Jun. 30, 2015USD ($) | Dec. 31, 2013USD ($) | Nov. 07, 2012$ / shares | Jul. 31, 2012USD ($) | Jul. 02, 2012$ / shares |
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Cash and cash equivalents | $ 1,457,000 | $ 2,720,000 | $ 1,457,000 | $ 4,275,000 | $ 2,720,000 | $ 10,735,000 | $ 19,374,000 | |||||||||||||||||
Restricted cash and investments | $ 5,478,000 | 12,727,000 | 5,478,000 | $ 12,727,000 | 8,777,000 | |||||||||||||||||||
Number of listing agreements | building | 3 | |||||||||||||||||||||||
Annual rent, per agreement | $ 25,226,000 | |||||||||||||||||||||||
Proceeds from Issuance of Other Long-term Debt | $ 3,700,000 | |||||||||||||||||||||||
Income taxes | 3,000 | 20,000 | 8,000 | 33,000 | ||||||||||||||||||||
Amortization of deferred financing costs | $ 614,000 | 949,000 | 1,149,000 | 2,122,000 | ||||||||||||||||||||
Fixed interest rate (as a percent) | 8.00% | |||||||||||||||||||||||
Number of shares issued | shares | 106,796 | 43,204 | 186,905 | 336,905 | ||||||||||||||||||||
Proceeds from preferred stock issuances | $ 6,790,000 | $ 29,727,000 | 34,323,000 | 0 | ||||||||||||||||||||
Principal amount of the debt instrument | $ 6,400,000 | |||||||||||||||||||||||
Total indebtedness | $ 115,503,000 | 122,759,000 | 115,503,000 | 122,759,000 | 151,359,000 | |||||||||||||||||||
Current portion of debt, including debt of held for sale | 51,900,000 | 51,900,000 | ||||||||||||||||||||||
Notes payable | 958,000 | 958,000 | 5,197,000 | |||||||||||||||||||||
Debt, current | 19,164,000 | 50,960,000 | 19,164,000 | 50,960,000 | $ 22,012,000 | |||||||||||||||||||
Debt instruments, maturities maturing in one and two fiscal years | 60,200,000 | 64,500,000 | 60,200,000 | 64,500,000 | ||||||||||||||||||||
Expected disbursements | $ (700,000) | |||||||||||||||||||||||
Debt repayment during the next 12 months | 51,918,000 | 51,918,000 | ||||||||||||||||||||||
Operating Lease, Rent Revenue, Property Under Rectification | $ 1 | $ 1 | ||||||||||||||||||||||
Operating Lease, Rent Revenue, Period for Discounted Rent | 5 months | 5 months | ||||||||||||||||||||||
Operating Lease, Rent Revenue, Period for Dollar One Rent, Monthly | 3 months | |||||||||||||||||||||||
Operating Lease, Rent Revenue, Period for Dollar One Rent | 3 months | 3 months | ||||||||||||||||||||||
Operating Lease, Rent Revenue, Discount, Percentage | 50.00% | 50.00% | ||||||||||||||||||||||
Short-term Debt | 51,200,000 | $ 51,200,000 | ||||||||||||||||||||||
Convertible Debt | 7,700,000 | 7,700,000 | ||||||||||||||||||||||
Deferred Finance Costs, Gross | 200,000 | 200,000 | ||||||||||||||||||||||
Forecast | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Repayments of Short-term Debt | $ 900,000 | |||||||||||||||||||||||
Repayments of Other Debt | 700,000 | |||||||||||||||||||||||
Amortization of deferred financing costs | $ 1,400,000 | |||||||||||||||||||||||
Expected disbursements | $ (43,500,000) | $ (46,400,000) | ||||||||||||||||||||||
Debt repayments of principal in next 12 months, amortization | $ 3,100,000 | |||||||||||||||||||||||
Anticipated proceeds from debt refinancing | 38,500,000 | $ 8,300,000 | ||||||||||||||||||||||
Forecast | Restricted Cash | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Debt repayment during the next 12 months | 5,500,000 | |||||||||||||||||||||||
Senior Debt, Bond and Mortgage Indebtedness | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Notes payable | 958,000 | 958,000 | ||||||||||||||||||||||
Disposal Group Including Discontinued Operation, Debt Payable, Current | 32,000,000 | 32,000,000 | ||||||||||||||||||||||
Revolver Debt, Bonds and Mortgage Indebtedness | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Long-term Debt | 11,500,000 | 11,500,000 | ||||||||||||||||||||||
Debt, current | $ 9,200,000 | 9,200,000 | $ 9,200,000 | 9,200,000 | ||||||||||||||||||||
Debt instruments, maturities maturing in one and two fiscal years | $ 51,100,000 | $ 51,100,000 | ||||||||||||||||||||||
Convertible debt issued in 2012 | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Fixed interest rate (as a percent) | 10.00% | 8.00% | ||||||||||||||||||||||
Periodic payment of principal | $ 4,800,000 | |||||||||||||||||||||||
Principal amount of the debt instrument | $ 1,500,000 | |||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 3.97 | $ 3.97 | $ 4.25 | $ 3.97 | ||||||||||||||||||||
Total indebtedness | $ 7,500,000 | |||||||||||||||||||||||
Short Term Vendor Notes | Forecast | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Debt repayments of principal in next 12 months, amortization | 1,400,000 | |||||||||||||||||||||||
Other Debt Instruments | Forecast | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Debt repayment during the next 12 months | $ 700,000 | |||||||||||||||||||||||
Redeemable Preferred Stock | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Preferred stock, agreement to sell shares (up to) | shares | 800,000 | |||||||||||||||||||||||
Fixed interest rate (as a percent) | 10.875% | |||||||||||||||||||||||
Liquidation preference per share (in dollars per share) | $ / shares | $ 25 | |||||||||||||||||||||||
Series A Preferred Stock | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Preferred stock, agreement to sell shares (up to) | shares | 800,000 | |||||||||||||||||||||||
Liquidation preference per share (in dollars per share) | $ / shares | $ 25 | |||||||||||||||||||||||
Number of shares issued | shares | 106,796 | 313,695 | 650,600 | |||||||||||||||||||||
Proceeds from preferred stock issuances | $ 2,200,000 | $ 6,700,000 | $ 13,500,000 | $ 6,700,000 | ||||||||||||||||||||
Subsequent Event | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Number of listing agreements | building | 2 | |||||||||||||||||||||||
Proceeds from sale of real estate | $ 300,000 | |||||||||||||||||||||||
Commitment for refinance, amount | $ 25,400,000 | |||||||||||||||||||||||
Debt Instrument, Commitment to Increase the Current Maturities, Amount | $ 5,000,000 | $ 9,100,000 | ||||||||||||||||||||||
Discontinued Operations, Held-for-sale or Disposed of by Sale | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Deferred Finance Costs, Net | 200,000 | $ 0 | 200,000 | $ 0 | ||||||||||||||||||||
Discontinued Operations, Held-for-sale or Disposed of by Sale | Senior Debt, Bond and Mortgage Indebtedness | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Disposal Group Including Discontinued Operation, Debt Payable, Current | 32,200,000 | 32,200,000 | ||||||||||||||||||||||
Arkansas | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Long-term Debt | 28,400,000 | 28,400,000 | ||||||||||||||||||||||
Income taxes | 400,000 | |||||||||||||||||||||||
Deferred Finance Costs, Net | $ 3,000,000 | 3,000,000 | ||||||||||||||||||||||
Gain (Loss) on Sale of Properties, Anticipated | 23,000,000 | |||||||||||||||||||||||
Oceanside (a) | ||||||||||||||||||||||||
Management's plan for increasing liquidity and profitability | ||||||||||||||||||||||||
Annual rent, per agreement | $ 400,000 |
RESTRICTED CASH AND INVESTMEN44
RESTRICTED CASH AND INVESTMENTS (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Restricted Cash and Investments [Abstract] | |||
Collateral cash and certificates of deposit | $ 245 | $ 7,687 | $ 2,302 |
Current replacement reserves | 836 | 950 | 646 |
Escrow deposits | 715 | 532 | 338 |
Other restricted cash | 0 | 35 | |
Total current portion | 1,796 | 9,169 | 3,321 |
Restricted Cash and Investments, Noncurrent [Abstract] | |||
Restricted investments for other debt obligations | 2,279 | 2,264 | 3,446 |
HUD replacement reserves | 1,174 | 1,074 | |
Reserves for capital improvements | 120 | 936 | |
HUD and other replacement reserves | 1,403 | 1,294 | |
Total noncurrent portion | 3,682 | 3,558 | 5,456 |
Total restricted cash and investments | $ 5,478 | $ 12,727 | $ 8,777 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)buildingbed | Dec. 31, 2014USD ($)building | |
PROPERTY AND EQUIPMENT | ||||
Property and equipment, gross | $ 100,184 | $ 152,899 | $ 151,517 | |
Less: accumulated depreciation and amortization expense | 20,864 | 26,223 | 20,524 | |
Property and equipment, net | 79,320 | 126,676 | 130,993 | |
Total depreciation and amortization | 7,300 | 7,400 | ||
Total depreciation expense and amortization expense pertaining to discontinued operations | 100 | $ 100 | 100 | $ 2,100 |
Number of office buildings | building | 2 | |||
Oklahoma | ||||
PROPERTY AND EQUIPMENT | ||||
Asset impairment charges | $ 1,800 | |||
Capacity of skilled nursing facility (in numbers of bed) | bed | 102 | |||
Roswell, Georgia | ||||
PROPERTY AND EQUIPMENT | ||||
Asset impairment charges | $ 500 | |||
Number of office buildings | building | 2 | |||
Wynne, Arkansas | ||||
PROPERTY AND EQUIPMENT | ||||
Asset impairment charges | $ 100 | |||
Buildings and improvements | ||||
PROPERTY AND EQUIPMENT | ||||
Property and equipment, gross | $ 83,481 | $ 128,912 | $ 128,136 | |
Buildings and improvements | Minimum | ||||
PROPERTY AND EQUIPMENT | ||||
Useful lives | 5 years | 5 years | ||
Buildings and improvements | Maximum | ||||
PROPERTY AND EQUIPMENT | ||||
Useful lives | 40 years | 40 years | ||
Equipment | ||||
PROPERTY AND EQUIPMENT | ||||
Property and equipment, gross | $ 9,194 | $ 13,470 | 13,294 | |
Equipment | Minimum | ||||
PROPERTY AND EQUIPMENT | ||||
Useful lives | 2 years | 2 years | ||
Equipment | Maximum | ||||
PROPERTY AND EQUIPMENT | ||||
Useful lives | 10 years | 10 years | ||
Land | ||||
PROPERTY AND EQUIPMENT | ||||
Property and equipment, gross | $ 3,988 | $ 7,128 | 7,127 | |
Computer related | ||||
PROPERTY AND EQUIPMENT | ||||
Property and equipment, gross | $ 2,894 | $ 2,999 | 2,908 | |
Computer related | Minimum | ||||
PROPERTY AND EQUIPMENT | ||||
Useful lives | 2 years | 2 years | ||
Computer related | Maximum | ||||
PROPERTY AND EQUIPMENT | ||||
Useful lives | 10 years | 10 years | ||
Construction in process | ||||
PROPERTY AND EQUIPMENT | ||||
Property and equipment, gross | $ 627 | $ 390 | $ 52 |
INTANGIBLE ASSETS AND GOODWIL46
INTANGIBLE ASSETS AND GOODWILL (Intangibles) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Balance at the start of the period | |||||||
Finite and indefinite lived intangible assets, gross | $ 32,163 | $ 32,163 | $ 45,042 | $ 45,567 | $ 48,515 | ||
Finite and indefinite lived intangible assets, accumulated amortization | 7,274 | 7,274 | 8,221 | 6,906 | 6,417 | ||
Intangible assets, net carrying amount | 24,889 | 24,889 | 36,821 | 38,661 | 42,098 | ||
Intangible assets | |||||||
Assets disposed, gross | (525) | (1,418) | |||||
Assets disposed, accumulated amortization | 525 | 1,418 | |||||
Amortization expense | (1,176) | (1,840) | (1,975) | ||||
Reclassification adjustment of assets to held-for-sale, gross | (1,530) | ||||||
Reclassification adjustment of assets to held-for-sale, accumulated amortization | 68 | ||||||
Estimated amortization expense | |||||||
Total | 2,920 | 2,920 | 3,420 | 4,087 | |||
Bed Licenses Separable | |||||||
Balance at the start of the period | |||||||
Finite and indefinite lived intangible assets, gross | 2,471 | 2,471 | 2,471 | 2,471 | 2,471 | ||
Finite and indefinite lived intangible assets, accumulated amortization | 0 | 0 | 0 | 0 | 0 | ||
Intangible assets, net carrying amount | 2,471 | 2,471 | 2,471 | 2,471 | 2,471 | ||
Intangible assets | |||||||
Assets disposed, gross | 0 | 0 | |||||
Assets disposed, accumulated amortization | 0 | 0 | |||||
Amortization expense | 0 | 0 | 0 | ||||
Reclassification adjustment of assets to held-for-sale, gross | 0 | ||||||
Reclassification adjustment of assets to held-for-sale, accumulated amortization | 0 | ||||||
Bed License [Member] | |||||||
Estimated amortization expense | |||||||
Remainder of 2016 | 171 | 171 | |||||
2,017 | 683 | 683 | |||||
2,018 | 683 | 683 | |||||
2,019 | 683 | 683 | |||||
2,020 | 683 | 683 | |||||
Thereafter | 16,595 | 16,595 | |||||
Total | 19,498 | 19,498 | |||||
Bed Licenses (included in property and equipment) | |||||||
Balance at the start of the period | |||||||
Finite and indefinite lived intangible assets, gross | 22,811 | 22,811 | 35,690 | 35,690 | 37,220 | ||
Finite and indefinite lived intangible assets, accumulated amortization | 3,313 | 3,313 | 4,760 | 3,587 | 2,482 | ||
Intangible assets, net carrying amount | 19,498 | 19,498 | 30,930 | 32,103 | 34,738 | ||
Intangible assets | |||||||
Assets disposed, gross | 0 | 0 | |||||
Assets disposed, accumulated amortization | 0 | 0 | |||||
Amortization expense | (200) | $ (300) | (676) | $ (900) | (1,173) | (1,173) | |
Reclassification adjustment of assets to held-for-sale, gross | (1,530) | ||||||
Reclassification adjustment of assets to held-for-sale, accumulated amortization | 68 | ||||||
Estimated amortization expense | |||||||
2,016 | 1,173 | ||||||
2,017 | 1,173 | ||||||
2,018 | 1,173 | ||||||
2,019 | 1,173 | ||||||
2,020 | 1,173 | ||||||
Thereafter | 25,065 | ||||||
Total | 30,930 | ||||||
Lease Rights | |||||||
Balance at the start of the period | |||||||
Finite and indefinite lived intangible assets, gross | 6,881 | 6,881 | 6,881 | 7,406 | 8,824 | ||
Finite and indefinite lived intangible assets, accumulated amortization | 3,961 | 3,961 | 3,461 | 3,319 | 3,935 | ||
Intangible assets, net carrying amount | 2,920 | 2,920 | 3,420 | 4,087 | $ 4,889 | ||
Intangible assets | |||||||
Assets disposed, gross | (525) | (1,418) | |||||
Assets disposed, accumulated amortization | 525 | 1,418 | |||||
Amortization expense | (200) | $ (200) | (500) | $ (500) | (667) | (802) | |
Reclassification adjustment of assets to held-for-sale, gross | 0 | ||||||
Reclassification adjustment of assets to held-for-sale, accumulated amortization | $ 0 | ||||||
Estimated amortization expense | |||||||
2,016 | 667 | ||||||
Remainder of 2016 | 166 | 166 | |||||
2,017 | 667 | 667 | 667 | ||||
2,018 | 667 | 667 | 667 | ||||
2,019 | 667 | 667 | 667 | ||||
2,020 | 482 | 482 | 482 | ||||
Thereafter | 271 | 271 | 270 | ||||
Total | 2,920 | 2,920 | $ 3,420 | ||||
Discontinued Operations, Held-for-sale | |||||||
Balance at the start of the period | |||||||
Finite and indefinite lived intangible assets, accumulated amortization | 2,123 | 2,123 | |||||
Intangible assets | |||||||
Goodwill, Transfers | (12,879) | ||||||
Discontinued Operations, Held-for-sale | Bed Licenses Separable | |||||||
Balance at the start of the period | |||||||
Finite and indefinite lived intangible assets, accumulated amortization | 0 | 0 | |||||
Intangible assets | |||||||
Goodwill, Transfers | 0 | ||||||
Discontinued Operations, Held-for-sale | Bed Licenses (included in property and equipment) | |||||||
Balance at the start of the period | |||||||
Finite and indefinite lived intangible assets, accumulated amortization | 2,123 | 2,123 | |||||
Intangible assets | |||||||
Goodwill, Transfers | (12,879) | ||||||
Discontinued Operations, Held-for-sale | Lease Rights | |||||||
Balance at the start of the period | |||||||
Finite and indefinite lived intangible assets, accumulated amortization | $ 0 | 0 | |||||
Intangible assets | |||||||
Goodwill, Transfers | $ 0 |
INTANGIBLE ASSETS AND GOODWIL47
INTANGIBLE ASSETS AND GOODWILL (Change in Carrying Value) (Details) $ in Thousands | Jul. 01, 2015USD ($)bed | Dec. 31, 2015USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
Changes in the carrying amount of goodwill | |||||
Goodwill, Gross | $ 5,023 | $ 5,023 | $ 5,023 | $ 5,023 | |
Accumulated impairment losses | (840) | (840) | (799) | (799) | |
Total | 4,183 | 2,105 | $ 4,224 | $ 4,224 | |
Impairment loss | (41) | ||||
Net change during year | 41 | ||||
Discontinued Operations, Held-for-sale | |||||
Changes in the carrying amount of goodwill | |||||
Disposal group, goodwill | $ 0 | $ 2,078 | |||
Discontinued Operations, Held-for-sale or Disposed of by Sale | Bentonville, Arkansas | |||||
Goodwill [Line Items] | |||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 83 | ||||
Proceeds from sales of business | $ 3,400 | ||||
Changes in the carrying amount of goodwill | |||||
Impairment loss | $ (40) |
LEASES (Lease Information) (Det
LEASES (Lease Information) (Details) | Sep. 01, 2015USD ($)renewal_termfacility | Aug. 14, 2015USD ($) | Sep. 30, 2016USD ($)facility | Dec. 31, 2015USD ($)facility | Sep. 09, 2015 | Aug. 01, 2015USD ($) |
Operating Leased Assets [Line Items] | ||||||
Outstanding amount | $ 0 | |||||
Annual rent, per agreement | $ 25,226,000 | |||||
Operating lease, escalation percentage, initial term, percentage | 0.03 | |||||
Number of skilled nursing facilities under non-cancelable operating leases | facility | 11 | 11 | ||||
Loans and Leases Receivable, Gross | $ 1,000,000 | |||||
Future minimum lease payments | ||||||
2,016 | $ 8,083,000 | |||||
Remainder of 2016 | 2,048,000 | |||||
2,017 | 8,149,000 | 8,181,000 | ||||
2,018 | 8,313,000 | 8,346,000 | ||||
2,019 | 8,492,000 | 8,526,000 | ||||
2,020 | 8,671,000 | 8,697,000 | ||||
Thereafter | 55,260,000 | 55,320,000 | ||||
Total | 90,933,000 | 97,153,000 | ||||
Operating Leases, Future Minimum Payments Receivable [Abstract] | ||||||
2,016 | 26,052,000 | |||||
Remainder of 2016 | 5,082,000 | |||||
2,017 | 20,564,000 | 26,845,000 | ||||
2,018 | 21,825,000 | 27,474,000 | ||||
2,019 | 22,298,000 | 28,082,000 | ||||
2,020 | 22,329,000 | 27,634,000 | ||||
Thereafter | 152,652,000 | 204,913,000 | ||||
Total | 244,750,000 | $ 341,000,000 | ||||
Lease Ending 2020 | ||||||
Operating Leased Assets [Line Items] | ||||||
Number of skilled nursing facilities under non-cancelable operating leases | facility | 8 | |||||
Prime Lease Second Amendment | ||||||
Operating Leased Assets [Line Items] | ||||||
Operating lease, escalation percentage, initial term, percentage | 0.02 | |||||
Operating lease, increase in contract term | 7 years | |||||
Lessor fees | $ 575,000 | |||||
Period of prepaid rent | 1 month | |||||
Prepaid rent on termination of lease | $ 398,000 | |||||
Security deposit | $ 500,000 | |||||
Quarterly payment, threshold for payment, in days | 10 days | |||||
Quarterly payment | $ 26,000 | |||||
Operating lease, escalation percentage, renewal term, percentage | 0.025 | |||||
Future minimum lease payments | ||||||
2,016 | $ 5,300,000 | |||||
Lease Ending 2022 | ||||||
Operating Leased Assets [Line Items] | ||||||
Number of skilled nursing facilities under non-cancelable operating leases | facility | 2 | |||||
Bonterra/Parkview Lease Agreement | ||||||
Operating Leased Assets [Line Items] | ||||||
Renewal term | 3 years | |||||
Number of facilities subleased | facility | 2 | |||||
Operating lease renewal terms | renewal_term | 2 | |||||
Operating lease, renewal term | 12 years | |||||
Operating lease, escalation percentage, renewal term, percentage | 0.375 | |||||
Future minimum lease payments | ||||||
2,016 | $ 1,900,000 | |||||
Covington Lease Amendment | ||||||
Operating Leased Assets [Line Items] | ||||||
Operating lease, escalation percentage, renewal term, percentage | 1.02 | |||||
Future minimum lease payments | ||||||
2,016 | $ 600,000 | |||||
Minimum | ||||||
Operating Leased Assets [Line Items] | ||||||
Operating lease, escalation percentage, initial term, percentage | 0.02 | |||||
Maximum | ||||||
Operating Leased Assets [Line Items] | ||||||
Operating lease, escalation percentage, initial term, percentage | 0.035 | |||||
Jefferson Facility [Member] | ||||||
Operating Leased Assets [Line Items] | ||||||
Annual rent, per agreement | 600,000 | |||||
Savannah Beach (a) | ||||||
Operating Leased Assets [Line Items] | ||||||
Annual rent, per agreement | 300,000 | |||||
Variable Interest Entity, Not Primary Beneficiary [Member] | Peach Health Care [Member] | ||||||
Operating Leased Assets [Line Items] | ||||||
Outstanding amount | $ 400,000 |
LEASES (Leased and Subleased Fa
LEASES (Leased and Subleased Facilities to Third Party Operators) (Details) | Jun. 18, 2016USD ($) | Sep. 01, 2015 | Sep. 30, 2016USD ($)facility | Dec. 31, 2015USD ($)renewal_termfacility | Sep. 09, 2015 |
Operating Leased Assets [Line Items] | |||||
Operating lease, escalation percentage, initial term, percentage | 0.03 | ||||
Number of sublease agreements executed | facility | 35 | 35 | |||
Number of sublease agreements executed, owned by company | facility | 22 | 22 | |||
Number of sublease agreements executed, leased by company | facility | 11 | 11 | |||
Annual rent, per agreement | $ 25,226,000 | ||||
Operating Lease, Rent Revenue, Discount, Percentage | 50.00% | 50.00% | |||
Operating Lease, Rent Revenue, Property Under Rectification | $ 1 | $ 1 | |||
Operating Lease, Rent Revenue, Period for Discounted Rent | 5 months | 5 months | |||
Lona Receivable, Fixed interest Rate | 13.50% | ||||
Operating Lease, Rent Revenue, Period for Dollar One Rent | 3 months | 3 months | |||
Minimum | |||||
Operating Leased Assets [Line Items] | |||||
Operating lease, escalation percentage, initial term, percentage | 0.02 | ||||
Maximum | |||||
Operating Leased Assets [Line Items] | |||||
Operating lease, escalation percentage, initial term, percentage | 0.035 | ||||
Prime Lease Second Amendment | |||||
Operating Leased Assets [Line Items] | |||||
Operating lease, escalation percentage, initial term, percentage | 0.02 | ||||
Owned Facilities | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 15,066,000 | ||||
Cumberland H&R | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 540,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Heritage Park | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 240,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Homestead Manor | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 120,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Little Rock H&R | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 1,602,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Northridge Health | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 420,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
River Valley Health | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 480,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Stone County ALF | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 60,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Stone County Nursing | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 838,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Woodland Hills | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 480,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Eaglewood ALF | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 720,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Eaglewood Care Center | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 720,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
H&C of Greenfield | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 360,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Southland Healthcare | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 900,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
The Pavilion Care Center | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 360,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Attalla Health Care | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 1,080,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Autumn Breeze | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 840,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
College Park | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 600,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Coosa Valley Health Care | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 900,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
Glenvue H&R | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 1,140,000 | ||||
Operating lease, renewals | renewal_term | 1 | ||||
Operating lease, renewal term | 5 years | ||||
NW Nursing Center | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 300,000 | ||||
Operating lease, renewals | renewal_term | 2 | ||||
Operating lease, renewal term | 5 years | ||||
Quail Creek | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 660,000 | ||||
Operating lease, renewals | renewal_term | 2 | ||||
Operating lease, renewal term | 5 years | ||||
Georgetown Health | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 288,000 | ||||
Operating lease, renewals | renewal_term | 2 | ||||
Operating lease, renewal term | 5 years | ||||
Mountain Trace Rehab | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 648,000 | ||||
Operating lease, renewals | renewal_term | 2 | ||||
Operating lease, renewal term | 5 years | ||||
Sumter Valley Nursing | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 770,000 | ||||
Operating lease, renewals | renewal_term | 2 | ||||
Operating lease, renewal term | 5 years | ||||
Leased Facilities | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 10,160,000 | ||||
Covington Care | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 780,000 | ||||
Operating lease, renewals | renewal_term | 1,000 | ||||
Operating lease, renewal term | 5 years | ||||
Lumber City | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 840,000 | ||||
Operating lease, renewals | renewal_term | 1,000 | ||||
Operating lease, renewal term | 5 years | ||||
LaGrange | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 960,000 | ||||
Operating lease, renewals | renewal_term | 1,000 | ||||
Operating lease, renewal term | 5 years | ||||
Thomasville N&R | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 324,000 | ||||
Operating lease, renewals | renewal_term | 1,000 | ||||
Operating lease, renewal term | 5 years | ||||
Jeffersonville (a) | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 648,000 | ||||
Operating lease, renewals | renewal_term | 1,000 | ||||
Operating lease, renewal term | 5 years | ||||
Oceanside (a) | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 421,000 | ||||
Operating lease, renewals | renewal_term | 1,000 | ||||
Operating lease, renewal term | 5 years | ||||
Savannah Beach (a) | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 247,000 | ||||
Operating lease, renewals | renewal_term | 1,000 | ||||
Operating lease, renewal term | 5 years | ||||
Bonterra | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 1,020,000 | ||||
Operating lease, renewals | renewal_term | 1,000 | ||||
Operating lease, renewal term | 5 years | ||||
Parkview Manor/Legacy | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 1,020,000 | ||||
Operating lease, renewals | renewal_term | 1,000 | ||||
Operating lease, renewal term | 5 years | ||||
Powder Springs | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 2,100,000 | ||||
Operating lease, renewals | renewal_term | 1,000 | ||||
Operating lease, renewal term | 5 years | ||||
Tara | |||||
Operating Leased Assets [Line Items] | |||||
Annual rent, per agreement | $ 1,800,000 | ||||
Operating lease, renewals | renewal_term | 1,000 | ||||
Operating lease, renewal term | 5 years | ||||
Bonterra/Parkview Lease Agreement | |||||
Operating Leased Assets [Line Items] | |||||
Operating lease, renewal term | 12 years | ||||
Third Party Operators | |||||
Operating Leased Assets [Line Items] | |||||
Number of sublease agreements executed, owned by company | facility | 24 | 24 | |||
Number of sublease agreements executed, leased by company | facility | 11 |
Notes Payable and Other Debt (D
Notes Payable and Other Debt (Details of Long-term Debt) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2016 | Dec. 31, 2015 | Jul. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | Jul. 31, 2012 | Jul. 02, 2012 | |
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 8.00% | ||||||
Total debt | $ 115,503 | $ 122,759 | $ 151,359 | ||||
Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 6.00% | ||||||
Total debt | 41,862 | $ 51,128 | |||||
Senior debt—other mortgage indebtedness | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 3.50% | ||||||
Senior debt—guaranteed by HUD | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 25,469 | 26,022 | |||||
Convertible Subordinated Promissory Notes Issued in July 2012 | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 10.00% | 8.00% | |||||
Total debt | $ 7,500 | ||||||
Senior debt—guaranteed by SBA | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 3,548 | 3,703 | |||||
Senior debt—guaranteed by USDA | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 26,463 | 27,128 | |||||
Senior debt—bonds, net of discount | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 7,025 | $ 12,967 | |||||
Bonds | Senior debt—bonds, net of discount | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 6,950 | 7,025 | |||||
Convertible debt | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 9,200 | 9,200 | |||||
Convertible debt | Convertible Subordinated Promissory Notes Issued in July 2012 | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 10.00% | ||||||
Total debt | $ 1,500 | 1,500 | |||||
Convertible debt | Convertible Debt Issued in 2015 | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 10.00% | ||||||
Total debt | $ 7,700 | 7,700 | |||||
Senior Debt Obligations | Senior debt—guaranteed by HUD | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 28,767 | 25,469 | |||||
Senior Debt Obligations | Senior debt—guaranteed by SBA | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 3,427 | 3,548 | |||||
Senior Debt Obligations | Senior debt—guaranteed by USDA | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | 25,929 | 26,463 | |||||
Other debt | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 1,624 | 2,638 | |||||
KeyBank | Other debt | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 0.00% | ||||||
Total debt | $ 680 | 680 | |||||
First Insurance Funding | Other debt | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 3.99% | ||||||
Total debt | $ 80 | 14 | |||||
Reliant Rehabilitation | Other debt | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 7.00% | ||||||
Total debt | $ 193 | 944 | |||||
Pharmacy Care of Arkansas | Other debt | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 2.00% | ||||||
Total debt | $ 671 | 1,000 | |||||
The Pavilion Care Center | Red Mortgage | Senior Debt Obligations | Senior debt—guaranteed by HUD | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 4.16% | ||||||
Total debt | $ 1,459 | 1,534 | |||||
Hearth and Care of Greenfield | Red Mortgage | Senior Debt Obligations | Senior debt—guaranteed by HUD | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 4.20% | ||||||
Total debt | $ 2,206 | 2,251 | |||||
Woodland Manor | Midland State Bank | Senior Debt Obligations | Senior debt—guaranteed by HUD | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 3.75% | ||||||
Total debt | $ 5,475 | 5,556 | |||||
Glenvue | Midland State Bank | Senior Debt Obligations | Senior debt—guaranteed by HUD | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 3.75% | ||||||
Total debt | $ 8,501 | 8,628 | |||||
Autumn Breeze | KeyBank | Senior Debt Obligations | Senior debt—guaranteed by HUD | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 3.65% | ||||||
Total debt | $ 7,390 | 7,500 | |||||
Georgetown | Midland State Bank | Senior Debt Obligations | Senior debt—guaranteed by HUD | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 2.98% | ||||||
Total debt | $ 3,736 | 0 | |||||
Attalla | Metro City | Senior Debt Obligations | Senior debt—guaranteed by USDA | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 5.50% | ||||||
Total debt | $ 7,244 | 7,400 | |||||
Attalla | Metro City | Senior Debt Obligations | Senior debt—guaranteed by USDA | Prime Rate | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 1.50% | ||||||
Coosa | Metro City | Senior Debt Obligations | Senior debt—guaranteed by USDA | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 5.50% | ||||||
Total debt | $ 6,531 | 6,671 | |||||
Coosa | Metro City | Senior Debt Obligations | Senior debt—guaranteed by USDA | Prime Rate | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 1.50% | ||||||
Mountain Trace | Community B&T | Senior Debt Obligations | Senior debt—guaranteed by USDA | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 5.75% | ||||||
Total debt | $ 4,414 | 4,507 | |||||
Mountain Trace | Community B&T | Senior Debt Obligations | Senior debt—guaranteed by USDA | Prime Rate | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 1.75% | ||||||
Southland | Bank of Atlanta | Senior Debt Obligations | Senior debt—guaranteed by SBA | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 5.75% | ||||||
Total debt | $ 713 | 728 | |||||
Southland | Bank of Atlanta | Senior Debt Obligations | Senior debt—guaranteed by SBA | Prime Rate | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 2.25% | ||||||
Southland | Bank of Atlanta | Senior Debt Obligations | Senior debt—guaranteed by USDA | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 6.00% | ||||||
Total debt | $ 4,491 | 4,576 | |||||
Southland | Bank of Atlanta | Senior Debt Obligations | Senior debt—guaranteed by USDA | Prime Rate | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 1.50% | ||||||
Homestead | Square 1 | Senior Debt Obligations | Senior debt—guaranteed by USDA | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 5.75% | ||||||
Total debt | $ 3,249 | 3,309 | |||||
Homestead | Square 1 | Senior Debt Obligations | Senior debt—guaranteed by USDA | Prime Rate | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 1.00% | ||||||
College Park | CDC | Senior Debt Obligations | Senior debt—guaranteed by SBA | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 2.81% | ||||||
Total debt | $ 1,633 | 1,697 | |||||
College Park | Bank of Las Vegas | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 6.25% | ||||||
College Park | Bank of Las Vegas | Prime Rate | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 2.00% | ||||||
College Park | Bank of Las Vegas | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 2,393 | 2,465 | |||||
Stone County | Metro City | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 6.25% | ||||||
Stone County | Metro City | Prime Rate | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 2.25% | ||||||
Stone County | Metro City | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 1,669 | 1,697 | |||||
Stone County | CDC | Senior Debt Obligations | Senior debt—guaranteed by SBA | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 2.42% | ||||||
Total debt | $ 1,081 | 1,123 | |||||
Eaglewood Care Center | City of Springfield, Ohio | Bonds | Bonds Series A | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 7.65% | ||||||
Total debt | $ 6,452 | 6,449 | |||||
Eaglewood Care Center | City of Springfield, Ohio | Bonds | Bond Series B | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 8.50% | ||||||
Total debt | $ 498 | 576 | |||||
Sumter Valley | Private Bank | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 4.71% | ||||||
Sumter Valley | Private Bank | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 4.25% | ||||||
Sumter Valley | Private Bank | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 5,866 | 5,123 | |||||
Georgetown Healthcare and Rehab | Private Bank | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 4.71% | ||||||
Georgetown Healthcare and Rehab | Private Bank | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 4.25% | ||||||
Georgetown Healthcare and Rehab | Private Bank | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 0 | 4,026 | |||||
Northridge Health | Private Bank | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 5.50% | ||||||
Northridge Health | Private Bank | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 4.25% | ||||||
Northridge Health | Private Bank | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 3,627 | 4,230 | |||||
Woodland Hills | Private Bank | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 5.50% | ||||||
Woodland Hills | Private Bank | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 4.25% | ||||||
Woodland Hills | Private Bank | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 3,050 | 3,557 | |||||
Abington/Cumberland | Private Bank | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 5.50% | ||||||
Abington/Cumberland | Private Bank | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 4.25% | ||||||
Abington/Cumberland | Private Bank | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 3,455 | 4,029 | |||||
Heritage Park | Private Bank | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 6.00% | ||||||
Heritage Park | Private Bank | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 3.50% | ||||||
Heritage Park | Private Bank | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 2,853 | 3,370 | |||||
River Valley Health | Private Bank | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 6.00% | ||||||
River Valley Health | Private Bank | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 3.50% | ||||||
River Valley Health | Private Bank | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 3,472 | 3,989 | |||||
Little Rock/West Markham | Private Bank | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 6.00% | ||||||
Little Rock/West Markham | Private Bank | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 4.00% | ||||||
Little Rock/West Markham | Private Bank | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 9,788 | 11,399 | |||||
Quail Creek Nursing Home | Congressional Bank | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 5.75% | ||||||
Quail Creek Nursing Home | Congressional Bank | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Variable interest rate (percent) | 4.75% | ||||||
Quail Creek Nursing Home | Congressional Bank | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 4,462 | 5,000 | |||||
Northwest | First Commercial | |||||||
Debt Instrument [Line Items] | |||||||
Effective Interest rate (as a percent) | 5.00% | ||||||
Northwest | First Commercial | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 1,227 | 1,285 | |||||
Hembree Rd. Building | Fidelity Bank | |||||||
Debt Instrument [Line Items] | |||||||
Fixed interest rate (percentage) | 5.50% | ||||||
Hembree Rd. Building | Fidelity Bank | Senior debt—other mortgage indebtedness | |||||||
Debt Instrument [Line Items] | |||||||
Total debt | $ 0 | $ 958 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | |||
Accrued employee benefits and payroll related | $ 622 | $ 1,332 | |
Accrued payroll related | 684 | $ 6,915 | |
Accrued employee benefits | 648 | 3,405 | |
Real estate and other taxes | 1,113 | 411 | 1,335 |
Self-insured reserve | 1,530 | 221 | 0 |
Interest expense | 438 | 484 | |
Other accrued expenses | 575 | 677 | |
Other accrued expenses | 1,161 | 3,998 | |
Total | 4,278 | 3,125 | $ 15,653 |
Deferred Revenue, Current | 1,750 | 0 | |
Accrued Rent | $ 61 | $ 0 |
Discontinued Operations (Activi
Discontinued Operations (Activity of Discontinued Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Net loss | $ (2,210) | $ (3,057) | $ (6,513) | $ (2,328) | $ (4,892) | $ 23,783 |
Discontinued Operations | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Total revenues | 0 | 12,447 | 0 | 84,357 | ||
Cost of services | 2,247 | 14,949 | 6,030 | 83,572 | ||
Net loss | (3,057) | (6,513) | (2,328) | |||
Interest expense, net | $ 11 | $ 266 | $ 36 | $ 882 |
Discontinued Operations (Assets
Discontinued Operations (Assets and Liabilities of the Disposal Groups Held for Sale) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Restricted cash | $ 3,600 | ||
Assets of disposal group held for sale | 49,824 | $ 1,249 | $ 5,813 |
Notes payable | 958 | 5,197 | |
Liabilities of disposal group held for sale | 32,036 | 958 | $ 5,197 |
Discontinued Operations, Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Property and equipment, net | 44,082 | 1,249 | |
Goodwill | 2,078 | 0 | |
Comparative | Discontinued Operations, Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Restricted cash | 3,624 | 0 | |
Goodwill | 2,078 | 0 | |
Other assets | 40 | 0 | |
Assets of disposal group held for sale | 49,824 | 1,249 | |
Notes payable | 32,036 | 958 | |
Liabilities of disposal group held for sale | 32,036 | 958 | |
Comparative | Equipment and other, net | Discontinued Operations, Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Property and equipment, net | 2,686 | 0 | |
Comparative | Land, net | Discontinued Operations, Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Property and equipment, net | 2,813 | 0 | |
Comparative | Buildings and improvements, net | Discontinued Operations, Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Property and equipment, net | $ 38,583 | 1,249 | |
Actual | Discontinued Operations, Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Restricted cash | 5,887 | ||
Goodwill | 2,078 | ||
Other assets | 35 | ||
Assets of disposal group held for sale | 54,087 | ||
Notes payable | 37,187 | ||
Liabilities of disposal group held for sale | 37,187 | ||
Actual | Equipment and other, net | Discontinued Operations, Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Property and equipment, net | 2,866 | ||
Actual | Land, net | Discontinued Operations, Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Property and equipment, net | 2,814 | ||
Actual | Buildings and improvements, net | Discontinued Operations, Held-for-sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Property and equipment, net | $ 40,407 |
NOTES PAYABLE AND OTHER DEBT Su
NOTES PAYABLE AND OTHER DEBT Summary of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jul. 31, 2012 | Mar. 31, 2011 |
Debt Instrument [Line Items] | |||||
Total indebtedness | $ 115,503 | $ 122,759 | $ 151,359 | ||
Less current portion | 19,164 | 50,960 | 22,012 | ||
Notes payable | 958 | 5,197 | |||
Liabilities of variable interest entity held for sale | 0 | 5,956 | |||
Notes payable and other debt, net of current portion | 64,303 | 70,841 | 114,159 | ||
Debt financing costs | $ 2,256 | 2,712 | |||
Revolving credit facilities and lines of credit | |||||
Debt Instrument [Line Items] | |||||
Total indebtedness | 0 | 6,832 | |||
Senior debt - guaranteed by HUD | |||||
Debt Instrument [Line Items] | |||||
Total indebtedness | 25,469 | 26,022 | |||
Senior debt - guaranteed by USDA | |||||
Debt Instrument [Line Items] | |||||
Total indebtedness | 26,463 | 27,128 | |||
Senior debt - guaranteed by SBA | |||||
Debt Instrument [Line Items] | |||||
Total indebtedness | 3,548 | 3,703 | |||
Senior debt Bonds, net of discount | |||||
Debt Instrument [Line Items] | |||||
Total indebtedness | 7,025 | 12,967 | |||
Senior Debt - Other Mortgage Indebtedness | |||||
Debt Instrument [Line Items] | |||||
Total indebtedness | 51,128 | 60,277 | |||
Less: portion included in liabilities of disposal group held for use | 0 | 4,035 | |||
Other debt | |||||
Debt Instrument [Line Items] | |||||
Total indebtedness | 2,638 | 430 | |||
Convertible debt issued in 2011 | |||||
Debt Instrument [Line Items] | |||||
Total indebtedness | $ 4,500 | ||||
Convertible debt issued in 2012 | |||||
Debt Instrument [Line Items] | |||||
Total indebtedness | $ 7,500 | ||||
Convertible debt issued in 2014 | |||||
Debt Instrument [Line Items] | |||||
Total indebtedness | 9,200 | $ 14,000 | |||
Senior Debt, Bond and Mortgage Indebtedness | |||||
Debt Instrument [Line Items] | |||||
Notes payable | $ 958 |
NOTES PAYABLE AND OTHER DEBT (F
NOTES PAYABLE AND OTHER DEBT (Footnotes to the Table) (Details) | Sep. 24, 2014USD ($) | Dec. 31, 2014USD ($)building | Sep. 30, 2016USD ($) | Dec. 31, 2015USD ($)building |
Debt Instrument [Line Items] | ||||
Liabilities of variable interest entity held for sale | $ 5,956,000 | $ 0 | ||
Proceeds from issuance of debt | $ 500,000 | |||
Outstanding amount | 0 | |||
Notes payable | $ 5,197,000 | 958,000 | ||
Number of office buildings | building | 2 | |||
Senior Debt - Other Mortgage Indebtedness | ||||
Debt Instrument [Line Items] | ||||
Portion included in liabilities of disposal group held for use | $ 4,035,000 | 0 | ||
Senior Debt, Bond and Mortgage Indebtedness | ||||
Debt Instrument [Line Items] | ||||
Notes payable | 958,000 | |||
Contemporary Healthcare Capital Loan Agreement [Member] | Tulsa Companion Care PSA | ||||
Debt Instrument [Line Items] | ||||
Proceeds from issuance of debt | 5,000,000 | |||
Outstanding amount | $ 200,000 | |||
Discontinued Operations, Held-for-sale or Disposed of by Sale | ||||
Debt Instrument [Line Items] | ||||
Deferred Finance Costs, Net | $ 200,000 | $ 0 | ||
Companion Specialized Care Center [Member] | Discontinued Operations, Held-for-sale | Senior Debt - Other Mortgage Indebtedness | ||||
Debt Instrument [Line Items] | ||||
Number of office buildings | building | 1 | 1 | ||
Number of office buildings, classified as liabilities held for sale | building | 2 | 2 | ||
Minimum | ||||
Debt Instrument [Line Items] | ||||
Amortization of Deferred Financing Costs, Percentage | 0.08% | |||
Maximum | ||||
Debt Instrument [Line Items] | ||||
Amortization of Deferred Financing Costs, Percentage | 1.92% |
NOTES PAYABLE AND OTHER DEBT Sc
NOTES PAYABLE AND OTHER DEBT Scheduled Maturities (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Scheduled Maturities | |||
2,016 | $ 51,918 | ||
Remainder of 2016 | $ 51,408 | ||
2,017 | 8,779 | 12,580 | |
2,018 | 1,708 | 1,800 | |
2,019 | 1,796 | 1,848 | |
2,020 | 1,883 | 1,945 | |
Thereafter | 52,380 | 55,585 | |
Subtotal | 117,954 | 125,676 | |
Less: unamortized discounts | (195) | (205) | |
Total notes payable and other debt | $ 115,503 | $ 122,759 | $ 151,359 |
NOTES PAYABLE AND OTHER DEBT (C
NOTES PAYABLE AND OTHER DEBT (Credit-related instruments are out of compliance) (Details) | 12 Months Ended | |||
Dec. 31, 2015USD ($)credit_instrument | Sep. 30, 2016USD ($) | Sep. 30, 2015credit_instrument | Dec. 31, 2014USD ($) | |
Line of Credit Facility [Line Items] | ||||
Number of credit facilities outstanding | credit_instrument | 38 | |||
Total indebtedness | $ 122,759,000 | $ 115,503,000 | $ 151,359,000 | |
Revolving credit facilities and lines of credit | Community Bank [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Total indebtedness | $ 4,507,000 | |||
Minimum Debt Service Ratio, required | 1 | |||
Minimum Debt Service Ratio, achieved | 0.5 | |||
Valley River Nursing LLC, Park Heritage Nursing LLC, Benton Nursing LLC | Senior Notes | Private Bank | ||||
Line of Credit Facility [Line Items] | ||||
Total indebtedness | $ 7,359,000 | |||
Minimum Debt Service Ratio, required | 1 | |||
Minimum Debt Service Ratio, achieved | 0.4 | |||
Minimum EBITDAR, required | $ 265,000 | |||
Minimum EBITDAR, achieved | 36,000 | |||
Little Rock HC&R Nursing, LLC | Senior Notes | Private Bank | ||||
Line of Credit Facility [Line Items] | ||||
Total indebtedness | $ 11,399,000 | |||
Minimum Debt Service Ratio, required | 1 | |||
Minimum Debt Service Ratio, achieved | 0.4 | |||
Minimum EBITDAR, required | $ 450,000 | |||
Minimum EBITDAR, achieved | $ 23,000 | |||
Maximum Annual Leverage Ratio, required | 11 | |||
Maximum Annual Leverage Ratio, achieved | 222 | |||
Georgetown HC&R Property Holdings, LLC,Sumter Valley HC&R Property Holdings, LLC [Member] | Senior Notes | Private Bank | ||||
Line of Credit Facility [Line Items] | ||||
Total indebtedness | $ 9,149,000 | |||
Minimum Debt Service Ratio, required | 1.8 | |||
Minimum Debt Service Ratio, achieved | 1.1 | |||
Maximum Annual Leverage Ratio, required | 11 | |||
Maximum Annual Leverage Ratio, achieved | 222 | |||
APH&R Property Holdings, LLC; Northridge HC&R Property Holdings, LLC; Woodland Hills HC Property Holdings, LLC [Member] | Senior Notes | Private Bank | ||||
Line of Credit Facility [Line Items] | ||||
Total indebtedness | $ 11,816,000 | |||
Minimum Debt Service Ratio, required | 1 | |||
Minimum Debt Service Ratio, achieved | 0.4 | |||
Minimum EBITDAR, required | $ 495,000 | |||
Minimum EBITDAR, achieved | $ (601,000) | |||
Maximum Annual Leverage Ratio, required | 11 | |||
Maximum Annual Leverage Ratio, achieved | 222 | |||
QC Property Holdings [Member] | Senior Notes | Congressional Bank [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Total indebtedness | $ 5,000,000 | |||
Minimum Debt Service Ratio, required | 1.5 | |||
Minimum Debt Service Ratio, achieved | (1.1) | |||
Fixed Charge Coverage Ratio (FCCR), required | 1.1 | |||
Fixed Charge Coverage Ratio (FCCR), achieved | (0.5) | |||
Subsidiaries | Georgetown HC&R Property Holdings, LLC,Sumter Valley HC&R Property Holdings, LLC [Member] | Senior Notes | Private Bank | ||||
Line of Credit Facility [Line Items] | ||||
Minimum Debt Service Ratio, required | 1 | |||
Minimum Debt Service Ratio, achieved | 0.4 | |||
Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Number of credit facilities outstanding | credit_instrument | 38 |
NOTES PAYABLE AND OTHER DEBT 58
NOTES PAYABLE AND OTHER DEBT (Credit Facilities) (Details) - USD ($) | Sep. 29, 2016 | Mar. 24, 2016 | Jul. 01, 2015 | Apr. 30, 2015 | Sep. 24, 2014 | May 30, 2013 | Aug. 17, 2012 | Apr. 27, 2011 | Dec. 31, 2015 | Sep. 02, 2015 | Aug. 01, 2015 | Jul. 30, 2015 | Jun. 30, 2015 | May 14, 2015 | May 01, 2015 | Apr. 01, 2015 | Mar. 31, 2015 |
Line of Credit Facility [Line Items] | |||||||||||||||||
Proceeds from issuance of debt | $ 500,000 | ||||||||||||||||
Maximum borrowing capacity | $ 5,750,000 | $ 5,750,000 | $ 3,750,000 | $ 6,000,000 | $ 8,800,000 | ||||||||||||
Repayment of debt | $ 3,900,000 | 6,500,000 | 4,500,000 | ||||||||||||||
Outstanding amount | $ 0 | ||||||||||||||||
Principal amount of the debt instrument | $ 6,400,000 | ||||||||||||||||
Private Bank | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Proceeds from issuance of debt | $ 3,100,000 | ||||||||||||||||
Contemporary Healthcare Senior Loan | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Proceeds from issuance of debt | $ 600,000 | ||||||||||||||||
Gemino Northwest Credit Facility | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Maximum borrowing capacity | $ 1,000,000 | ||||||||||||||||
Monitoring fee as a percentage of outstanding balance | 1.00% | ||||||||||||||||
Fee as percent of unused portion of debt | 0.50% | ||||||||||||||||
Repayment of debt | $ 1,000,000 | ||||||||||||||||
Gemino Bonterra Credit Facility | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Maximum borrowing capacity | $ 2,000,000 | ||||||||||||||||
Repayment of debt | $ 400,000 | ||||||||||||||||
PrivateBank Credit Facility | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Letters of credit | $ 400,000 | ||||||||||||||||
LIBOR | Gemino Northwest Credit Facility | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Spread on floating interest rate (as a percent) | 4.75% | ||||||||||||||||
Minimum | Senior debt - guaranteed by USDA | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Prepayment penalties (as a percent) | 6.00% | ||||||||||||||||
Spread on floating interest rate (as a percent) | 1.00% | ||||||||||||||||
Minimum | LIBOR | Gemino Bonterra Credit Facility | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Spread on floating interest rate (as a percent) | 4.75% | ||||||||||||||||
Maximum | Senior debt - guaranteed by USDA | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Prepayment penalties (as a percent) | 9.00% | 8.00% | |||||||||||||||
Spread on floating interest rate (as a percent) | 1.75% | ||||||||||||||||
Maximum | LIBOR | Gemino Bonterra Credit Facility | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Spread on floating interest rate (as a percent) | 5.00% | ||||||||||||||||
Promissory Note [Member] | Contemporary Healthcare Capital | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Long-term Debt | $ 200,000 | ||||||||||||||||
Senior secured revolving line of credit | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Outstanding amount | $ 3,800,000 | ||||||||||||||||
Senior secured revolving line of credit | Letter of Credit [Member] | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Letters of credit | $ 1,800,000 | ||||||||||||||||
Principal amount of the debt instrument | $ 2,000,000 | ||||||||||||||||
Senior secured revolving line of credit | Woodland Nursing and Glenvue Nursing Credit Facility [Member] | Private Bank | Revolving Credit Facility [Member] | |||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||
Maximum borrowing capacity | $ 1,500,000 |
NOTES PAYABLE AND OTHER DEBT (S
NOTES PAYABLE AND OTHER DEBT (Senior Debt Guaranteed by HUD) (Details) | Mar. 24, 2016USD ($) | Apr. 30, 2015USD ($) | Sep. 24, 2014USD ($) | Dec. 31, 2015USD ($)facility | Sep. 30, 2016USD ($) | Aug. 01, 2015USD ($) | Jun. 30, 2015 | May 01, 2015USD ($) | Apr. 01, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 17, 2014USD ($) | Nov. 01, 2014 | Oct. 01, 2014 | Apr. 30, 2012USD ($) |
Debt Instrument [Line Items] | |||||||||||||||
Maximum borrowing capacity | $ 5,750,000 | $ 5,750,000 | $ 3,750,000 | $ 6,000,000 | $ 8,800,000 | ||||||||||
Proceeds from issuance of debt | $ 500,000 | ||||||||||||||
Fixed interest rate (as a percent) | 8.00% | ||||||||||||||
Total indebtedness | $ 122,759,000 | $ 115,503,000 | $ 151,359,000 | ||||||||||||
Repayment of debt | $ 3,900,000 | $ 6,500,000 | 4,500,000 | ||||||||||||
Outstanding amount | $ 0 | ||||||||||||||
Restricted assets related to the loan | $ 400,000 | ||||||||||||||
Senior debt - guaranteed by USDA | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Number of Facilities Term Loans, with Waiver | facility | 1 | ||||||||||||||
Deferred financing costs | $ 800,000 | ||||||||||||||
Total indebtedness | 26,463,000 | $ 27,128,000 | |||||||||||||
Restricted assets related to the loan | 1,800,000 | ||||||||||||||
Subsidiaries | Secured Debt | Key Bank National Association | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum borrowing capacity | $ 7,630,500 | ||||||||||||||
Fixed interest rate (as a percent) | 3.65% | ||||||||||||||
Loan insured by small business association, percentage | 75.00% | ||||||||||||||
Outstanding amount | 7,500,000 | ||||||||||||||
Restricted assets related to the loan | 900,000 | ||||||||||||||
Subsidiaries | Glenvue H&R | Secured Debt | Housing and Healthcare Finance, LLC | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum borrowing capacity | $ 8,800,000 | ||||||||||||||
Fixed interest rate (as a percent) | 3.75% | ||||||||||||||
Outstanding amount | 8,600,000 | ||||||||||||||
Restricted assets related to the loan | 400,000 | ||||||||||||||
Subsidiaries | Eaglewood Care Center | Secured Debt | Housing and Healthcare Finance, LLC | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Maximum borrowing capacity | $ 5,700,000 | ||||||||||||||
Fixed interest rate (as a percent) | 3.75% | ||||||||||||||
Outstanding amount | 5,600,000 | ||||||||||||||
Restricted assets related to the loan | 400,000 | ||||||||||||||
Red Mortgage Capital, LLC and Secretary of Urban Housing and Development | Subsidiaries | Term Loan [Member] | Term Loan Dated November 27, 2007 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Fixed interest rate (as a percent) | 5.95% | 4.16% | |||||||||||||
Total indebtedness | 1,500,000 | ||||||||||||||
Restricted assets related to the loan | 300,000 | ||||||||||||||
Red Mortgage Capital, LLC and Secretary of Urban Housing and Development | Subsidiaries | Term Loan [Member] | Term Loan Dated July 29, 2008 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Fixed interest rate (as a percent) | 4.20% | 6.50% | |||||||||||||
Total indebtedness | 2,300,000 | ||||||||||||||
Restricted assets related to the loan | $ 300,000 |
NOTES PAYABLE AND OTHER DEBT 60
NOTES PAYABLE AND OTHER DEBT (Senior Note - Guaranteed by USDA and SBA) (Details) | Mar. 24, 2016USD ($) | Apr. 30, 2015USD ($) | Feb. 01, 2015USD ($) | Sep. 24, 2014USD ($) | Aug. 17, 2012 | Jun. 30, 2012USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2015USD ($)facility | Dec. 31, 2014USD ($) | Apr. 30, 2012USD ($) |
Debt Instrument [Line Items] | ||||||||||
Total indebtedness | $ 115,503,000 | $ 122,759,000 | $ 151,359,000 | |||||||
Restricted assets related to the loan | $ 400,000 | |||||||||
Monthly principal and interest payments | $ 14,000 | |||||||||
Maturity period | 2 years | |||||||||
Repayment of debt | $ 3,900,000 | $ 6,500,000 | $ 4,500,000 | |||||||
Senior debt - guaranteed by USDA | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of term loan facilities | facility | 5 | |||||||||
Total indebtedness | $ 26,463,000 | $ 27,128,000 | ||||||||
Restricted assets related to the loan | 1,800,000 | |||||||||
Monthly principal and interest payments | 200,000 | |||||||||
Deferred financing costs | $ 800,000 | |||||||||
Annual renewal fee for the USDA guarantee (as a percent) | 0.25% | |||||||||
Prepayment penalties, annual decline (as a percent) | 1.00% | |||||||||
Prepayment penalties, annual decline capped (as a percent) | 1.00% | |||||||||
Number of Facilities Term Loans, with Waiver | facility | 1 | |||||||||
Other Senior Debt - Guaranteed by SBA | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of term loan facilities | facility | 2 | |||||||||
Percentage of debt insured | 75.00% | |||||||||
Total indebtedness | $ 1,300,000 | $ 2,400,000 | ||||||||
Monthly principal and interest payments | 16,000 | |||||||||
Deferred financing costs | $ 200,000 | |||||||||
Prepayment penalties (as a percent) | 2.20% | |||||||||
Period over which prepayment penalties decline | 10 years | |||||||||
Minimum interest rate (as a percent) | 2.81% | |||||||||
Maximum interest rate (as a percent) | 5.50% | |||||||||
Repayment of debt | $ 2,000,000 | |||||||||
CDC loan agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Total indebtedness | $ 1,100,000 | |||||||||
Maturity period | 20 years | |||||||||
Period over which prepayment penalties decline | 10 years | |||||||||
Minimum interest rate (as a percent) | 2.42% | |||||||||
Minimum | Senior debt - guaranteed by USDA | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Percentage of debt insured | 70.00% | |||||||||
Spread on floating interest rate (as a percent) | 1.00% | |||||||||
Variable interest rate floor (as a percent) | 5.50% | |||||||||
Prepayment penalties (as a percent) | 6.00% | |||||||||
Maximum | Senior debt - guaranteed by USDA | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Percentage of debt insured | 80.00% | |||||||||
Spread on floating interest rate (as a percent) | 1.75% | |||||||||
Variable interest rate floor (as a percent) | 6.00% | |||||||||
Prepayment penalties (as a percent) | 9.00% | 8.00% |
NOTES PAYABLE AND OTHER DEBT 61
NOTES PAYABLE AND OTHER DEBT (Senior Debt - Bonds) (Details) - USD ($) | Sep. 24, 2014 | Jul. 31, 2012 | Apr. 30, 2012 | Dec. 31, 2015 | Sep. 30, 2016 | Nov. 20, 2015 | Jun. 30, 2015 | Mar. 03, 2014 |
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of debt | $ 500,000 | |||||||
Fixed interest rate (as a percent) | 8.00% | |||||||
Unamortized discounts | $ (205,000) | $ (195,000) | ||||||
Restricted assets related to the loan | $ 400,000 | |||||||
Principal amount of the debt instrument | $ 6,400,000 | |||||||
Riverchase | Series 2010 A Bonds | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal amount of the debt instrument | 5,845,000 | |||||||
Periodic interest payments | 41,000 | |||||||
Riverchase | Series 2010 B Bonds | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal amount of the debt instrument | $ 520,000 | |||||||
Riverchase | Series 2010 Bonds | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage of principal amount at which debt may be required to be repurchased after May 31, 2015 | 100.00% | |||||||
Effective interest rate (as a percent) | 7.90% | |||||||
Eaglewood ALF | Series 2012A Bonds | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of debt | 6,600,000 | |||||||
Fixed interest rate (as a percent) | 7.65% | |||||||
Debt instrument, outstanding amount | $ 6,600,000 | |||||||
Eaglewood ALF | Series 2012B Bonds | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of debt | 600,000 | |||||||
Fixed interest rate (as a percent) | 8.50% | |||||||
Debt instrument, outstanding amount | $ 600,000 | |||||||
Eaglewood ALF | Series 2012 Bonds | ||||||||
Debt Instrument [Line Items] | ||||||||
Deferred financing costs | 600,000 | |||||||
Unamortized discounts | $ (300,000) | $ (200,000) | ||||||
Quail Creek | Bond indenture | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of debt | $ 2,800,000 | |||||||
Fixed interest rate (as a percent) | 10.25% | |||||||
Fair value of indebtedness | 3,200,000 | |||||||
Unamortized premiums | $ 400,000 | |||||||
Defeased bonds escrow | $ 3,100,000 | |||||||
Minimum | Riverchase | Series 2010 Bonds | ||||||||
Debt Instrument [Line Items] | ||||||||
Annual redemption amount | $ 75,000 | |||||||
Percentage of principal amount at which notes may be required to be repurchased by majority of debt holders | 101.00% | |||||||
Maximum | Riverchase | Series 2010 Bonds | ||||||||
Debt Instrument [Line Items] | ||||||||
Annual redemption amount | $ 100,000 | |||||||
Percentage of principal amount at which notes may be required to be repurchased by majority of debt holders | 103.00% | |||||||
Discontinued Operations, Held-for-sale or Disposed of by Sale | Omega | Riverchase Village ADK LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate purchase price | $ 6,900,000 |
NOTES PAYABLE AND OTHER DEBT 62
NOTES PAYABLE AND OTHER DEBT (Senior Debt - Other Mortgage Indebtedness and Other Debt) (Details) | Oct. 06, 2016USD ($) | Sep. 29, 2016USD ($) | Mar. 24, 2016USD ($) | Feb. 09, 2016USD ($) | Jul. 01, 2015USD ($)bed | Apr. 30, 2015USD ($) | Apr. 03, 2015promissory_note | Feb. 27, 2015USD ($) | Feb. 25, 2015USD ($)subsidiarypromissory_note | Feb. 01, 2015USD ($) | Jan. 30, 2015USD ($) | Sep. 24, 2014USD ($) | Dec. 31, 2012USD ($) | Dec. 28, 2012USD ($)facility | May 31, 2015USD ($) | Mar. 28, 2014USD ($) | Dec. 31, 2013 | Dec. 31, 2012agreement | Nov. 30, 2012USD ($) | Jul. 31, 2012USD ($) | Jun. 30, 2012USD ($) | Apr. 30, 2012USD ($)facility | Jan. 31, 2012USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)subsidiary | Dec. 31, 2013 | Sep. 30, 2016USD ($) | Feb. 25, 2016USD ($) | Feb. 08, 2016USD ($) | Sep. 30, 2015USD ($) | Aug. 12, 2015USD ($) | Aug. 01, 2015USD ($) | Jul. 30, 2015USD ($) | Jun. 30, 2015USD ($) | May 01, 2015USD ($) | Apr. 01, 2015USD ($) | Mar. 31, 2015USD ($) | Mar. 03, 2014USD ($) | Feb. 01, 2014USD ($) | Sep. 27, 2013USD ($) | Aug. 31, 2012USD ($) | Dec. 31, 2011USD ($) |
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Maximum borrowing capacity | $ 5,750,000 | $ 5,750,000 | $ 3,750,000 | $ 6,000,000 | $ 8,800,000 | |||||||||||||||||||||||||||||||||||||
Restricted assets related to the loan | $ 400,000 | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 500,000 | |||||||||||||||||||||||||||||||||||||||||
Repayment of debt | $ 3,900,000 | $ 6,500,000 | 4,500,000 | |||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 8.00% | |||||||||||||||||||||||||||||||||||||||||
Monthly principal and interest payments | $ 14,000 | |||||||||||||||||||||||||||||||||||||||||
Outstanding amount | $ 0 | |||||||||||||||||||||||||||||||||||||||||
Principal amount of the debt instrument | $ 6,400,000 | |||||||||||||||||||||||||||||||||||||||||
Unamortized discount current | 174,000 | |||||||||||||||||||||||||||||||||||||||||
Unamortized premium current | $ 268,000 | |||||||||||||||||||||||||||||||||||||||||
Subordinated Convertible Notes Issued in 2011 | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 10.00% | |||||||||||||||||||||||||||||||||||||||||
Principal amount of the debt instrument | $ 4,500,000 | |||||||||||||||||||||||||||||||||||||||||
Quail Creek Credit Facility | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Maximum borrowing capacity | $ 5,000,000 | |||||||||||||||||||||||||||||||||||||||||
Effective interest rate (as a percent) | 5.75% | |||||||||||||||||||||||||||||||||||||||||
Quail Creek Credit Facility | One Month LIBOR | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 4.75% | |||||||||||||||||||||||||||||||||||||||||
CDC loan agreement | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Minimum interest rate (as a percent) | 2.42% | |||||||||||||||||||||||||||||||||||||||||
KeyBank Credit Facility | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Maximum borrowing capacity | $ 16,500,000 | |||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 4.25% | |||||||||||||||||||||||||||||||||||||||||
Number of subsidiaries | subsidiary | 2 | |||||||||||||||||||||||||||||||||||||||||
Additional maturity extension period | 6 months | |||||||||||||||||||||||||||||||||||||||||
Promissory note | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 1,000,000 | |||||||||||||||||||||||||||||||||||||||||
Senior Debt - Other Mortgage Indebtedness | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 6.00% | |||||||||||||||||||||||||||||||||||||||||
Principal amount of the debt instrument | $ 8,000,000 | |||||||||||||||||||||||||||||||||||||||||
Maximum interest rate (as a percent) | 6.25% | |||||||||||||||||||||||||||||||||||||||||
Senior Debt - Other Mortgage Indebtedness | LIBOR | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 3.50% | |||||||||||||||||||||||||||||||||||||||||
Pinnacle Healthcare Promissory Notes | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 7.00% | |||||||||||||||||||||||||||||||||||||||||
Principal amount of the debt instrument | $ 2,400,000 | |||||||||||||||||||||||||||||||||||||||||
Commercial Insurance Premium Finance Security Agreements [Member] | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 3.29% | |||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Increase (Decrease), Net | $ 1,000,000 | |||||||||||||||||||||||||||||||||||||||||
Principal amount of the debt instrument | $ 400,000 | |||||||||||||||||||||||||||||||||||||||||
First Insurance Funding | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Debt instrument, outstanding amount | $ 0 | |||||||||||||||||||||||||||||||||||||||||
Revolving credit facilities and lines of credit | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Outstanding amount | $ 3,800,000 | |||||||||||||||||||||||||||||||||||||||||
Secured Debt | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Restricted assets related to the loan | $ 2,000,000 | |||||||||||||||||||||||||||||||||||||||||
Long-term Debt | $ 3,000,000 | $ 5,000,000 | ||||||||||||||||||||||||||||||||||||||||
Quail Creek | Bond indenture | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Defeased bonds escrow | $ 3,100,000 | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 2,800,000 | |||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 10.25% | |||||||||||||||||||||||||||||||||||||||||
Contemporary Healthcare Capital Loan Agreement [Member] | Tulsa Companion Care PSA | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 5,000,000 | |||||||||||||||||||||||||||||||||||||||||
Final payment required | $ 5,000,000 | |||||||||||||||||||||||||||||||||||||||||
Deferred financing costs | $ 200,000 | |||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 8.50% | |||||||||||||||||||||||||||||||||||||||||
Outstanding amount | $ 200,000 | |||||||||||||||||||||||||||||||||||||||||
Prepayment penalty during year one (as a percent) | 5.00% | |||||||||||||||||||||||||||||||||||||||||
Prepayment penalty during year two (as a percent) | 1.00% | |||||||||||||||||||||||||||||||||||||||||
Woodland Manor | Mortgage Notes | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 4.00% | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 4,800,000 | |||||||||||||||||||||||||||||||||||||||||
Final payment required | $ 4,300,000 | |||||||||||||||||||||||||||||||||||||||||
Variable interest rate floor (as a percent) | 6.00% | |||||||||||||||||||||||||||||||||||||||||
Prepayment penalties (as a percent) | 5.00% | |||||||||||||||||||||||||||||||||||||||||
Prepayment penalties, annual decline (as a percent) | 1.00% | |||||||||||||||||||||||||||||||||||||||||
Little Rock, Northridge and Woodland Hills | Loan agreement with Private Bank | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Debt instrument, outstanding amount | $ 11,800,000 | |||||||||||||||||||||||||||||||||||||||||
Effective interest rate (as a percent) | 5.50% | |||||||||||||||||||||||||||||||||||||||||
Restricted assets related to the loan | $ 2,000,000 | |||||||||||||||||||||||||||||||||||||||||
Outstanding amount | $ 12,000,000 | |||||||||||||||||||||||||||||||||||||||||
Sumter Valley and Georgetown | Metro City Bank Loan [Member] | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Number of wholly owned subsidiaries that entered into the loan agreement | agreement | 2 | |||||||||||||||||||||||||||||||||||||||||
Stone County Nursing | Metro City Bank Loan 1 | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 1,300,000 | |||||||||||||||||||||||||||||||||||||||||
Repayment of debt | 1,300,000 | |||||||||||||||||||||||||||||||||||||||||
Stone County Nursing | CDC loan agreement | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Outstanding amount | $ 1,300,000 | |||||||||||||||||||||||||||||||||||||||||
Stone County Nursing | Metro City Bank Loan 2 | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Restricted assets related to the loan | 100,000 | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | 1,800,000 | |||||||||||||||||||||||||||||||||||||||||
Variable interest rate floor (as a percent) | 6.25% | |||||||||||||||||||||||||||||||||||||||||
Deferred financing costs | $ 100,000 | |||||||||||||||||||||||||||||||||||||||||
Prepayment penalties, annual decline (as a percent) | 1.00% | |||||||||||||||||||||||||||||||||||||||||
Prepayment penalties, annual decline capped (as a percent) | 10.00% | |||||||||||||||||||||||||||||||||||||||||
Principal amount of the debt instrument | $ 1,800,000 | |||||||||||||||||||||||||||||||||||||||||
Stone County Nursing | Metro City Bank Loan [Member] | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Debt instrument, outstanding amount | $ 1,700,000 | |||||||||||||||||||||||||||||||||||||||||
Glenvue Acquisition | Loan agreement with Private Bank | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 4.00% | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 1,800,000 | 6,600,000 | ||||||||||||||||||||||||||||||||||||||||
Final payment required | $ 6,400,000 | |||||||||||||||||||||||||||||||||||||||||
Variable interest rate floor (as a percent) | 6.00% | |||||||||||||||||||||||||||||||||||||||||
Deferred financing costs | $ 100,000 | |||||||||||||||||||||||||||||||||||||||||
Abington Acquisition | Metro City Bank Loan [Member] | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 2.25% | |||||||||||||||||||||||||||||||||||||||||
Repayment of debt | $ 3,400,000 | |||||||||||||||||||||||||||||||||||||||||
Northwest | First Commercial Bank promissory note | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Debt instrument, outstanding amount | $ 1,300,000 | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 1,500,000 | |||||||||||||||||||||||||||||||||||||||||
Variable interest rate floor (as a percent) | 5.00% | |||||||||||||||||||||||||||||||||||||||||
ADK Hembree Road Property LLC | Fidelity Bank promissory note | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Debt instrument, outstanding amount | 1,000,000 | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 1,100,000 | |||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 5.50% | |||||||||||||||||||||||||||||||||||||||||
Arkansas | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Final payment required | $ 32,200,000 | |||||||||||||||||||||||||||||||||||||||||
Monthly principal and interest payments | $ 200,000 | |||||||||||||||||||||||||||||||||||||||||
Number of skilled nursing facilities securing loan | facility | 3 | |||||||||||||||||||||||||||||||||||||||||
Long-term Debt | $ 28,400,000 | |||||||||||||||||||||||||||||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 83 | |||||||||||||||||||||||||||||||||||||||||
Proceeds from sales of business | $ 300,000 | $ 3,400,000 | ||||||||||||||||||||||||||||||||||||||||
Arkansas | Little Rock, Northridge and Woodland Hills | Loan agreement with Private Bank | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 4.00% | |||||||||||||||||||||||||||||||||||||||||
Debt instrument, outstanding amount | $ 11,400,000 | |||||||||||||||||||||||||||||||||||||||||
Effective interest rate (as a percent) | 6.00% | |||||||||||||||||||||||||||||||||||||||||
Restricted assets related to the loan | $ 2,100,000 | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 21,800,000 | |||||||||||||||||||||||||||||||||||||||||
Final payment required | $ 13,700,000 | |||||||||||||||||||||||||||||||||||||||||
Variable interest rate floor (as a percent) | 6.00% | |||||||||||||||||||||||||||||||||||||||||
Number of skilled nursing facilities acquired | facility | 3 | |||||||||||||||||||||||||||||||||||||||||
Glencoe, Alabama | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Debt instrument, outstanding amount | 5,000,000 | |||||||||||||||||||||||||||||||||||||||||
Restricted assets related to the loan | $ 100,000 | |||||||||||||||||||||||||||||||||||||||||
Metro City Bank | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Repayment of debt | $ 9,000,000 | |||||||||||||||||||||||||||||||||||||||||
Metro City Bank | Sumter Valley and Georgetown | Secured Debt | Revolving credit facilities and lines of credit | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Maximum borrowing capacity | $ 9,000,000 | $ 6,900,000 | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage Rate Range, Maximum | 5.50% | |||||||||||||||||||||||||||||||||||||||||
Deferred Finance Costs, Net | 0.2 | |||||||||||||||||||||||||||||||||||||||||
Metro City Bank | Sumter Valley and Georgetown | Secured Debt | Revolving credit facilities and lines of credit | Prime rate | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 1.50% | |||||||||||||||||||||||||||||||||||||||||
Private Bank | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 3,100,000 | |||||||||||||||||||||||||||||||||||||||||
Private Bank | Little Rock Northridge and Woodland Hills and Abington Place Health and Rehab Center | Secured Debt | Revolving credit facilities and lines of credit | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Maximum borrowing capacity | $ 12,000,000 | |||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 4.25% | |||||||||||||||||||||||||||||||||||||||||
Number of wholly owned subsidiaries that entered into the loan agreement | subsidiary | 3 | |||||||||||||||||||||||||||||||||||||||||
Private Bank | Sumter Valley and Georgetown | Secured Debt | Revolving credit facilities and lines of credit | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Maximum borrowing capacity | $ 9,300,000 | |||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 4.68% | |||||||||||||||||||||||||||||||||||||||||
Outstanding amount | $ 9,100,000 | |||||||||||||||||||||||||||||||||||||||||
Private Bank | Sumter Valley and Georgetown | Secured Debt | Revolving credit facilities and lines of credit | LIBOR | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 4.25% | |||||||||||||||||||||||||||||||||||||||||
Private Bank | Bentonville, Heritage Park, and River Valley [Member] | Loans Payable [Member] | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Management Fees, Percentage of Operator Gross Income | 5.00% | |||||||||||||||||||||||||||||||||||||||||
KeyBank | Promissory note | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Number of Promissory Notes | promissory_note | 4 | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 700,000 | |||||||||||||||||||||||||||||||||||||||||
Amended KeyBank Promissory Notes [Member] | Promissory note | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Number of Promissory Notes | promissory_note | 5 | |||||||||||||||||||||||||||||||||||||||||
Subsequent Event | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Repayment of debt | $ 2,400,000 | |||||||||||||||||||||||||||||||||||||||||
Commitment for refinance, amount | $ 25,400,000 | |||||||||||||||||||||||||||||||||||||||||
Subsequent Event | Unsecured Debt [Member] | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Debt instrument, outstanding amount | $ 900,000 | $ 1,000,000 | ||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 7.00% | 2.00% | ||||||||||||||||||||||||||||||||||||||||
Interest Rate Floor [Member] | Quail Creek Credit Facility | One Month LIBOR | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 5.75% | |||||||||||||||||||||||||||||||||||||||||
Interest Rate Floor [Member] | Senior Debt - Other Mortgage Indebtedness | LIBOR | ||||||||||||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||||||||||||
Spread on floating interest rate (as a percent) | 6.00% |
NOTES PAYABLE AND OTHER DEBT 63
NOTES PAYABLE AND OTHER DEBT (Converted Debt) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Aug. 31, 2014 | |
Debt Instrument [Line Items] | |||
Amount of convertible notes converted into shares | $ 0 | $ 6,930,000 | |
Convertible debt issued in 2010 | |||
Debt Instrument [Line Items] | |||
Conversion price (in dollars per share) | $ 3.73 | ||
Amount of convertible notes converted into shares | $ 6,942,328 |
NOTES PAYABLE AND OTHER DEBT 64
NOTES PAYABLE AND OTHER DEBT (Convertible Debt) (Details) | Mar. 24, 2016USD ($) | Jul. 30, 2015USD ($)day$ / shares | Apr. 30, 2015USD ($) | Sep. 24, 2014USD ($) | Jul. 02, 2012USD ($)$ / shares | Oct. 26, 2010USD ($) | Mar. 28, 2014USD ($)$ / shares | Apr. 30, 2012USD ($) | Mar. 31, 2012USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Mar. 31, 2015USD ($)day$ / sharesshares | Sep. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Jun. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($) | Aug. 01, 2015USD ($) | Jul. 31, 2015USD ($) | Jul. 29, 2015$ / shares | May 05, 2015 | May 01, 2015USD ($) | Apr. 01, 2015USD ($) | Aug. 31, 2014$ / shares | Aug. 21, 2014 | Oct. 26, 2013 | Oct. 22, 2012 | Jul. 31, 2012USD ($) | Dec. 31, 2011USD ($) | Oct. 14, 2011 |
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 500,000 | |||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 8.00% | |||||||||||||||||||||||||||||||
Conversion of debt to equity | $ 0 | $ 6,930,000 | ||||||||||||||||||||||||||||||
Loss on extinguishment of debt | $ 0 | $ 0 | $ 0 | $ (680,000) | (680,000) | (1,803,000) | ||||||||||||||||||||||||||
Proceeds from convertible debt | $ 0 | 2,049,000 | 2,049,000 | $ 6,055,000 | ||||||||||||||||||||||||||||
Maximum borrowing capacity | $ 5,750,000 | $ 8,800,000 | $ 5,750,000 | $ 3,750,000 | $ 6,000,000 | |||||||||||||||||||||||||||
Repayment of debt | $ 3,900,000 | 6,500,000 | $ 4,500,000 | |||||||||||||||||||||||||||||
Convertible debt surrendered and cancelled | $ 400,000 | |||||||||||||||||||||||||||||||
Convertible debt repaid | $ 6,500,000 | $ 4,000,000 | ||||||||||||||||||||||||||||||
Notes Reduction, 2014 Notes Surrendered and Cancelled in Payment for 2015 Notes | $ 5,651,000 | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 6,400,000 | |||||||||||||||||||||||||||||||
Convertible debt issued in 2010 | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 11,100,000 | |||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 12.00% | 10.00% | ||||||||||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 3.73 | |||||||||||||||||||||||||||||||
Conversion of debt to equity | 6,942,328 | |||||||||||||||||||||||||||||||
Loss on extinguishment of debt | $ (1,800,000) | |||||||||||||||||||||||||||||||
Stock dividend (as a percent) | 5.00% | |||||||||||||||||||||||||||||||
Subordinated Convertible Notes Issued in 2011 | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 10.00% | |||||||||||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 4.80 | |||||||||||||||||||||||||||||||
Stock dividend (as a percent) | 5.00% | 5.00% | ||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 4,500,000 | |||||||||||||||||||||||||||||||
Subordinated convertible debt | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 1,500,000 | $ 7,500,000 | ||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 10.00% | 8.00% | ||||||||||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 4.25 | $ 3.97 | $ 3.97 | |||||||||||||||||||||||||||||
Stock dividend (as a percent) | 5.00% | |||||||||||||||||||||||||||||||
Period for conversion of debt instruments | 6 months | |||||||||||||||||||||||||||||||
Percentage of the conversion price that the weighted average price of the entity's common stock must exceed in order for the notes to be convertible | 200.00% | |||||||||||||||||||||||||||||||
Number of trading days within 30 consecutive trading days required per the conversion eligibility terms (in days) | 20 days | |||||||||||||||||||||||||||||||
Average daily trading volume of the company's no par value common stock during 20 trading days in order for the notes to be convertible (in shares) | shares | 50,000 | |||||||||||||||||||||||||||||||
Percentage of principal amount at which debt may be required to be repurchased | 100.00% | |||||||||||||||||||||||||||||||
Percentage of principal amount at which notes may be required to be repurchased by majority of debt holders | 110.00% | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,500,000 | |||||||||||||||||||||||||||||||
Convertible Subordinated Promissory Notes Issued in March 2014 | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 10.00% | |||||||||||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 4.50 | |||||||||||||||||||||||||||||||
Percentage of the conversion price that the weighted average price of the entity's common stock must exceed in order for the notes to be convertible | 105.00% | |||||||||||||||||||||||||||||||
Number of days written notice to prepay convertible debt ( period in days) | 60 days | |||||||||||||||||||||||||||||||
Promissory note | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 1,000,000 | |||||||||||||||||||||||||||||||
Park City Capital Offshore Master, Ltd | Promissory note | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Ownership percentage | 5.00% | |||||||||||||||||||||||||||||||
Anthony Cantone and Cantone Asset Management LLC | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Repayment of debt | $ 1,500,000 | |||||||||||||||||||||||||||||||
Ownership percentage | 5.00% | 5.00% | ||||||||||||||||||||||||||||||
Cantone Asset Management LLC | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 8.00% | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 5,000,000 | |||||||||||||||||||||||||||||||
Payments for Fees | 37,500 | |||||||||||||||||||||||||||||||
Annual Consulting Fees | 15,000 | |||||||||||||||||||||||||||||||
Cantone Asset Management LLC | Promissory note | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 1,500,000 | $ 3,500,000 | ||||||||||||||||||||||||||||||
Glenvue H&R | Housing and Healthcare Finance, LLC | Secured Debt | Subsidiaries | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 3.75% | |||||||||||||||||||||||||||||||
Maximum borrowing capacity | $ 8,800,000 | |||||||||||||||||||||||||||||||
Convertible Debt | Subordinated convertible debt | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 10.00% | 10.00% | ||||||||||||||||||||||||||||||
Convertible Debt | Convertible Subordinated Promissory Notes Issued in 2012 [Member] | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 8.00% | 10.00% | ||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 4,847,000 | |||||||||||||||||||||||||||||||
Convertible Debt | Convertible note issued in 2015 | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 4.25 | $ 4.25 | $ 3.97 | |||||||||||||||||||||||||||||
Debt Instrument, Convertible, Maximum Number of Shares Issued and Issuable | shares | 3,850,405 | |||||||||||||||||||||||||||||||
Percentage of the conversion price that the weighted average price of the entity's common stock must exceed in order for the notes to be convertible | 150.00% | 125.00% | ||||||||||||||||||||||||||||||
Number of days written notice to prepay convertible debt ( period in days) | 60 days | 60 days | ||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Threshold Trading Days | day | 10 | 10 | ||||||||||||||||||||||||||||||
Debt Instrument, Subscription Accepted Not Funded, Face Amount | 800,000 | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 6,000,000 | $ 1,700,000 | ||||||||||||||||||||||||||||||
Debt Instrument, Face Amount With Extended Maturity Date | $ 1,500,000 | |||||||||||||||||||||||||||||||
Debt Instrument, Redemption Price, Percentage | 115.00% | |||||||||||||||||||||||||||||||
Debt instrument, outstanding amount | $ 7,700,000 | |||||||||||||||||||||||||||||||
Convertible Debt | 2015 Convertible Subordinated Notes Subscription Agreement [Member] | ||||||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 8,500,000 |
DISCONTINUED OPERATIONS (Narrat
DISCONTINUED OPERATIONS (Narrative) (Details) | Jul. 28, 2016USD ($)building | Apr. 25, 2016USD ($) | Oct. 30, 2015USD ($) | Jul. 01, 2015USD ($) | Jun. 11, 2015USD ($)bed | May 15, 2015USD ($) | Apr. 29, 2015USD ($) | Nov. 20, 2015USD ($) |
Bentonville Purchaser | Bentonville | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds from sales of business | $ 3,400,000 | |||||||
Gain on sale of business | $ 0.3 | |||||||
Discontinued Operations, Disposed of by Sale [Member] | Gracewood Manor, LLC | Tulsa Companion Care PSA | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds from sales of business | $ 400,000 | $ 3,500,000 | ||||||
Gain on sale of business | 0.1 | |||||||
Disposal group, consideration received | $ 3,500,000 | |||||||
Discontinued Operations, Held-for-sale or Disposed of by Sale | Omega | Riverchase Village ADK LLC | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Number of units (beds) | bed | 105 | |||||||
Gain on sale of business | $ 0.8 | |||||||
Aggregate purchase price | $ 6,900,000 | |||||||
Discontinued Operations, Held-for-sale | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Number of assets held for sale | building | 1 | |||||||
Roswell, Georgia | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds from sales of business | $ 200,000 | $ 700,000 | ||||||
Gain (Loss) on Disposition of Property Plant Equipment | $ 200,000 |
DISCONTINUED OPERATIONS (Summar
DISCONTINUED OPERATIONS (Summary of activity of discontinued operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Net (loss) income | $ (2,210) | $ (3,057) | $ (6,513) | $ (2,328) | $ (4,892) | $ 23,783 |
Income tax benefit (expense) | (251) | 253 | ||||
Home health business | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Total revenues | 87,920 | 222,104 | ||||
Cost of services | 89,783 | 188,952 | ||||
Interest expense, net | (1,510) | (1,152) | ||||
Income tax benefit (expense) | (251) | 253 | ||||
Gain on disposal of assets | $ 1,251 | $ 0 |
DISCONTINUED OPERATIONS (Asse67
DISCONTINUED OPERATIONS (Assets and Liabilities Held for Sale) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Assets and liabilities of the disposal groups held for sale | |||
Assets of disposal group held for sale | $ 49,824 | $ 1,249 | $ 5,813 |
Notes payable | 958 | 5,197 | |
Liabilities of disposal group held for sale | $ 32,036 | 958 | 5,197 |
Home health business | |||
Assets and liabilities of the disposal groups held for sale | |||
Property and equipment, net | 1,249 | 3,777 | |
Other assets | 0 | 2,036 | |
Assets of disposal group held for sale | 1,249 | 5,813 | |
Notes payable | 987 | 5,197 | |
Liabilities of disposal group held for sale | $ 987 | $ 5,197 |
PREFERRED STOCK AND DIVIDENDS (
PREFERRED STOCK AND DIVIDENDS (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Oct. 31, 2015 | Sep. 30, 2015 | Jul. 31, 2015 | Jul. 21, 2015 | Jun. 30, 2015 | Jun. 02, 2015 | Apr. 30, 2015 | Apr. 13, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Nov. 07, 2012 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Preferred stock, shares outstanding | 2,763,835 | 2,426,930 | 313,695 | 588,235 | 575,000 | 950,000 | 2,763,835 | 2,426,930 | 2,763,835 | 2,426,930 | 950,000 | 950,000 | |||||||||||||
Preferred stock, shares issued | 2,764,000 | 2,426,930 | 313,695 | 588,235 | 575,000 | 950,000 | 2,764,000 | 2,426,930 | 2,764,000 | 2,426,930 | 950,000 | 950,000 | |||||||||||||
Amount of net proceeds | $ 6,790 | $ 29,727 | $ 34,323 | $ 0 | |||||||||||||||||||||
Proceeds from offerings | $ 61,504 | $ 6,736 | $ 14,105 | $ 13,481 | $ 2,243 | $ 870 | $ 3,677 | $ 6,790 | 54,714 | 20,392 | $ 20,392 | ||||||||||||||
Dividends paid, common stock | $ 1,193 | $ 1,093 | $ 990 | $ 3,276 | |||||||||||||||||||||
Dividends paid, common stock (in dollars per share) | $ 0.06 | $ 0.055 | $ 0.05 | $ 0 | $ 0 | $ 0.165 | |||||||||||||||||||
Dividends paid, preferred stock | $ 1,627 | $ 1,498 | $ 1,437 | $ 646 | $ 646 | $ 646 | $ 646 | $ 646 | $ 5,208 | $ 2,584 | |||||||||||||||
Dividends paid, preferred stock (in dollars per share) | $ 0.68 | $ 0.68 | $ 0.68 | $ 0.68 | $ 0.68 | $ 0.68 | $ 0.68 | $ 0.68 | $ 2.72 | $ 2.72 | |||||||||||||||
Dividends | $ 1,879 | $ 1,801 | $ 1,777 | $ 5,500 | |||||||||||||||||||||
Dividends Payable | $ 1,200 | $ 1,200 | |||||||||||||||||||||||
Series A Preferred Stock | |||||||||||||||||||||||||
Preferred stock, shares issued | 313,695 | 588,235 | 575,000 | 313,695 | 313,695 | ||||||||||||||||||||
Amount of net proceeds | $ 2,200 | $ 6,700 | $ 13,500 | $ 6,700 | |||||||||||||||||||||
Liquidation preference per share (in dollars per share) | $ 25 | ||||||||||||||||||||||||
Dividend rate | 10.875% | ||||||||||||||||||||||||
Shares issued, price (in dollars per share) | $ 22.11 | $ 25.50 | $ 25.75 | $ 22.11 | $ 22.11 | ||||||||||||||||||||
Preferred stock, agreement to sell shares (up to) | 800,000 | ||||||||||||||||||||||||
Dividends paid, preferred stock (in dollars per share) | $ 2.72 |
STOCK BASED COMPENSATION (Detai
STOCK BASED COMPENSATION (Details) $ / shares in Units, $ in Thousands | Jan. 27, 2016$ / sharesshares | Jan. 01, 2016$ / sharesshares | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)stock_plan$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | $ 170 | $ 245 | $ 890 | $ 677 | $ 942 | $ 1,155 | ||||
Weighted average significant assumptions used to estimate the fair value | ||||||||||
Dividend Yield (as a percent) | 0.00% | 4.76% | ||||||||
Expected Volatility (as a percent) | 41.00% | 39.00% | ||||||||
Risk-Free Interest Rate (as a percent) | 1.43% | 1.09% | ||||||||
Expected Term | 5 years | 3 years 10 months 24 days | ||||||||
Additional disclosure | ||||||||||
Number of securities remaining available for future issuance | shares | 671,469 | 671,469 | 937,558 | |||||||
Weighted average grant date fair value of options granted (in dollars per share) | $ / shares | $ 1.61 | |||||||||
Unrecognized compensation expense | $ 100 | |||||||||
Period of recognition of compensation expense | 1 year 1 month 6 days | |||||||||
Total intrinsic value of options exercised | $ 0 | $ 120 | ||||||||
Options forfeited (in shares) | shares | 20,000 | |||||||||
Total intrinsic value of common stock warrants | $ 400 | $ 1,300 | ||||||||
2011 plan | ||||||||||
Additional disclosure | ||||||||||
Number of employee stock option plans | stock_plan | 3 | |||||||||
Maximum number of shares of the company's stock that may be issued | shares | 2,152,500 | 2,152,500 | 2,152,500 | |||||||
Employee | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | $ 180 | 175 | $ 593 | $ 819 | $ 496 | $ 669 | ||||
Weighted average significant assumptions used to estimate the fair value | ||||||||||
Dividend Yield (as a percent) | 4.76% | 0.00% | ||||||||
Nonemployee | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | (10) | 70 | 71 | 181 | $ 273 | $ 562 | ||||
Warrant | ||||||||||
Additional disclosure | ||||||||||
Unrecognized compensation expense | $ 300 | $ 300 | ||||||||
Period of recognition of compensation expense | 1 year 2 months | |||||||||
Warrants granted (in dollars per share) | $ / shares | $ 4.25 | $ 4.31 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares, Pending Issuance | shares | 59,258 | 59,258 | ||||||||
Warrant | Employee | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | $ 118 | 54 | 149 | $ 494 | 139 | $ 196 | ||||
Weighted average significant assumptions used to estimate the fair value | ||||||||||
Expected Volatility (as a percent) | 38.60% | 40.90% | ||||||||
Risk-Free Interest Rate (as a percent) | 1.09% | 0.90% | ||||||||
Additional disclosure | ||||||||||
Weighted average grant date fair value of options granted (in dollars per share) | $ / shares | $ 0.85 | $ 1.58 | ||||||||
Unrecognized compensation expense | $ 800 | |||||||||
Period of recognition of compensation expense | 2 years 6 months | |||||||||
Warrant | Nonemployee | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | $ 0 | $ 11 | ||||||||
Weighted average significant assumptions used to estimate the fair value | ||||||||||
Dividend Yield (as a percent) | 0.00% | |||||||||
Warrant | Nonemployee | Minimum | ||||||||||
Weighted average significant assumptions used to estimate the fair value | ||||||||||
Expected Volatility (as a percent) | 38.90% | |||||||||
Risk-Free Interest Rate (as a percent) | 0.73% | |||||||||
Expected Term | 2 years | |||||||||
Warrant | Nonemployee | Maximum | ||||||||||
Weighted average significant assumptions used to estimate the fair value | ||||||||||
Expected Volatility (as a percent) | 39.70% | |||||||||
Risk-Free Interest Rate (as a percent) | 1.06% | |||||||||
Expected Term | 10 years | |||||||||
Stock Options | ||||||||||
Additional disclosure | ||||||||||
Unrecognized compensation expense | $ 100 | $ 100 | ||||||||
Period of recognition of compensation expense | 1 year 2 months | |||||||||
Weighted average grant date fair value | $ / shares | $ 0.78 | $ 0.78 | ||||||||
Stock Options | Chief Executive Officer [Member] | ||||||||||
Additional disclosure | ||||||||||
Shares granted (in shares) | shares | 77,186 | |||||||||
Stock Options | Chief Financial Officer [Member] | ||||||||||
Additional disclosure | ||||||||||
Shares granted (in shares) | shares | 64,321 | |||||||||
Stock Options | Employee | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | $ 62 | 11 | 305 | $ 213 | 56 | $ 42 | ||||
Stock Options | Nonemployee | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | 13 | 13 | 37 | 37 | ||||||
Stock Options and Stock Warrants | Employee | ||||||||||
Weighted average significant assumptions used to estimate the fair value | ||||||||||
Expected Term | 5 years 2 months 12 days | |||||||||
Stock Options and Stock Warrants | Employee | Minimum | ||||||||||
Weighted average significant assumptions used to estimate the fair value | ||||||||||
Expected Term | 3 years 10 months 24 days | |||||||||
Stock Options and Stock Warrants | Employee | Maximum | ||||||||||
Weighted average significant assumptions used to estimate the fair value | ||||||||||
Expected Volatility (as a percent) | 51.00% | |||||||||
Risk-Free Interest Rate (as a percent) | 1.70% | |||||||||
Restricted stock issued to Executives [Member] | Employee | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | $ 139 | $ 431 | ||||||||
Restricted stock issued to BOD [Member] | Nonemployee | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | 224 | $ 315 | ||||||||
Stock options issued to BOD [Member] | Nonemployee | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | 49 | $ 236 | ||||||||
Restricted stock | ||||||||||
Additional disclosure | ||||||||||
Unrecognized compensation expense | $ 800 | $ 800 | $ 1,000 | |||||||
Period of recognition of compensation expense | 2 years 2 months | 2 years 22 days | ||||||||
Shares granted (in shares) | shares | 196,251 | 204,000 | 221,000 | |||||||
Options forfeited (in shares) | shares | 11,688 | 21,000 | ||||||||
Shares granted (in dollars per share) | $ / shares | $ 2.49 | $ 2.14 | $ 4.05 | $ 4.30 | ||||||
Weighted average grant date fair value | $ / shares | $ 3.49 | $ 3.49 | $ 4.19 | $ 3.68 | $ 3.31 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares, Pending Forfeiture | shares | 45,075 | 45,075 | ||||||||
Restricted stock | Chief Financial Officer [Member] | ||||||||||
Additional disclosure | ||||||||||
Shares granted (in shares) | shares | 28,986 | 7,792 | ||||||||
Restricted stock | Director [Member] | ||||||||||
Additional disclosure | ||||||||||
Shares granted (in shares) | shares | 36,232 | |||||||||
Shares granted (in dollars per share) | $ / shares | $ 2.07 | |||||||||
Restricted stock | Employee | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | $ 0 | 110 | $ 112 | 301 | ||||||
Additional disclosure | ||||||||||
Shares granted (in shares) | shares | 24,155 | 26,622 | ||||||||
Restricted stock | Nonemployee | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Total Compensation Expense | $ (23) | $ 57 | $ 34 | $ 144 | ||||||
Vesting in December 2016 [Member] | ||||||||||
Additional disclosure | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 33.00% | |||||||||
Vesting in January 27, 2018 [Member] | Restricted stock | Director [Member] | ||||||||||
Additional disclosure | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Number of Shares | shares | 12,077 | 12,077 | ||||||||
Vesting in January 27, 2017 [Member] | Restricted stock | Director [Member] | ||||||||||
Additional disclosure | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Number of Shares | shares | 12,077 | 12,077 | ||||||||
Vesting in January 27, 2019 [Member] | Restricted stock | Director [Member] | ||||||||||
Additional disclosure | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Number of Shares | shares | 12,078 | 12,078 | ||||||||
Vesting in December 2017 [Member] | ||||||||||
Additional disclosure | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 33.00% | |||||||||
Vesting in December 2018 [Member] | ||||||||||
Additional disclosure | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 33.00% |
STOCK BASED COMPENSATION (Stock
STOCK BASED COMPENSATION (Stock Option Activity) (Details) - Stock Options - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Beginning balance | 266,514 | 935,000 | 1,804,000 | |
Granted | 141,507 | 0 | 159,000 | |
Exercised | (13,000) | (251,000) | ||
Forfeited | (8,334) | (535,000) | (581,000) | |
Expired | (44,905) | (120,000) | (196,000) | |
Ending balance | 354,782 | 266,514 | 935,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Beginning balance | $ 3.96 | $ 4.91 | $ 4.54 | |
Granted | 2.07 | 0 | 4.01 | |
Exercised | 2.35 | 3.83 | ||
Forfeited | 4.06 | 5.63 | 4.17 | |
Expired | 3.86 | 4.10 | 4.35 | |
Ending balance | $ 3.21 | $ 3.96 | $ 4.91 | |
Additional disclosures | ||||
Outstanding - weighted average remaining contract life | 5 years 9 months | 6 years 10 months 24 days | 7 years 3 months 18 days | |
Outstanding aggregate intrinsic value | $ 0 | $ 2 | $ 61 | |
Shares vested as of year end (in shares) | 285,628 | 184,000 | 647,000 | |
Shares vested as of year end (in dollars per share) | $ 3.05 | $ 3.96 | $ 5.28 | |
Share vested, weighted average remaining contractual life | 5 years 2 months | 6 years 1 month 6 days | 6 years 8 months 12 days | |
Shares vested, aggregate intrinsic value | $ 0 | $ 2 | $ 48 | |
Exercisable at the end of the period (in shares) | 264,000 | 893,000 | [1] | |
Exercisable at the end of the period (in dollars per share) | $ 2.07 | $ 3.96 | $ 4.94 | [1] |
Weighted average remaining contractual term, exercisable | 6 years 10 months 24 days | 7 years 3 months 18 days | [1] | |
Exercisable at year end, aggregate intrinsic value | $ 2 | $ 61 | [1] | |
[1] | Represents the aggregate gain on exercise for vested in-the-money options as of December 31, 2015.(b) Includes forfeiture adjusted unvested shares. |
STOCK BASED COMPENSATION (Exerc
STOCK BASED COMPENSATION (Exercise price range) (Details) - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options outstanding, number | 354,782 | 267,000 |
Stock options outstanding, weighted average remaining contractual term (in years) | 5 years 9 months | 6 years 10 months 24 days |
Stock options outstanding, weighted average exercise price (usd per share) | $ 3.21 | $ 3.96 |
Options exercisable, vested and exercisable | 285,628 | 184,000 |
Options exercisable, weighted average exercise price (usd per share) | $ 3.05 | $ 3.96 |
$ 1.30 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options outstanding, number | 2,000 | |
Stock options outstanding, weighted average remaining contractual term (in years) | 4 months 24 days | |
Stock options outstanding, weighted average exercise price (usd per share) | $ 1.30 | |
Options exercisable, vested and exercisable | 2,000 | |
Options exercisable, weighted average exercise price (usd per share) | $ 1.30 | |
Exercise price, maximum | $ 1.30 | |
$1.31 - $3.99 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options outstanding, number | 289,337 | 174,000 |
Stock options outstanding, weighted average remaining contractual term (in years) | 5 years 6 months | 6 years 6 months |
Stock options outstanding, weighted average exercise price (usd per share) | $ 3.01 | $ 3.91 |
Options exercisable, vested and exercisable | 220,183 | 105,000 |
Options exercisable, weighted average exercise price (usd per share) | $ 2.73 | $ 3.92 |
Exercise price, maximum | 3.99 | 3.99 |
Exercise price, minimum | $ 1.31 | $ 1.31 |
$4.00 - $4.30 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options outstanding, number | 65,445 | 91,000 |
Stock options outstanding, weighted average remaining contractual term (in years) | 7 years | 7 years 9 months 18 days |
Stock options outstanding, weighted average exercise price (usd per share) | $ 4.12 | $ 4.10 |
Options exercisable, vested and exercisable | 65,445 | 77,000 |
Options exercisable, weighted average exercise price (usd per share) | $ 4.12 | $ 4.09 |
Exercise price, maximum | 4.30 | 4.30 |
Exercise price, minimum | $ 4 | $ 4 |
STOCK BASED COMPENSATION (Warra
STOCK BASED COMPENSATION (Warrants Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Outstanding at the beginning of the period (in shares) | 2,051,000 | ||||
Expired (in shares) | (55,125) | (365,000) | |||
Outstanding at the end of the period (in shares) | 2,051,000 | ||||
Warrants | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Outstanding at the beginning of the period (in shares) | 2,051,475 | 2,716,000 | 3,865,000 | ||
Granted (in shares) | 275,000 | 573,000 | |||
Exercised (in shares) | (519,000) | (1,275,000) | |||
Forfeited (in shares) | (225,000) | (82,000) | |||
Expired (in shares) | (196,000) | ||||
Outstanding at the end of the period (in shares) | 1,996,350 | 2,051,475 | 2,716,000 | 3,865,000 | |
Outstanding at the beginning of the period (in dollars per share) | $ 3.46 | $ 3.45 | $ 3.48 | ||
Granted (in dollars per share) | 4.25 | 4.31 | |||
Exercised (in dollars per share) | 3.43 | $ 3.55 | |||
Expired (in dollars per share) | 4.08 | 3.91 | 4.29 | ||
Forfeited (in dollars per share) | 4.04 | 5.33 | |||
Outstanding at the end of the period (in dollars per share) | $ 3.44 | $ 3.46 | $ 3.45 | $ 3.48 | |
Weighted average remaining contractual term (in years) | 4 years 1 month | 4 years 8 months 12 days | 3 years 10 months 24 days | ||
Aggregate intrinsic value (in dollars) | $ 170 | $ 305 | $ 1,820 | ||
Vested (shares) | 1,613,017 | 1,576,000 | 2,192,000 | ||
Vested (in dollars per share) | $ 3.22 | $ 3.19 | $ 3.25 | ||
Weighted average remaining contract life, vested (in years) | 3 years 2 months | 3 years 6 months | 3 years | ||
Aggregate intrinsic value, vested (in dollars) | $ 170 | $ 305 | $ 1,820 | ||
Exercisable at the end of the period (in shares) | 1,998,000 | 2,670,000 | [1] | ||
Weighted Average Exercise Price | $ 3.43 | $ 3.25 | [1] | ||
Weighted average remaining contractual term, exercisable ( in years) | 4 years 8 months 12 days | 3 years 9 months 18 days | [1] | ||
Exercisable at the end of the period (in dollars) | $ 305 | $ 1,820 | [1] | ||
[1] | Represents the aggregate gain on exercise for vested in-the-money options as of December 31, 2015.(b) Includes forfeiture adjusted unvested shares. |
STOCK BASED COMPENSATION (Restr
STOCK BASED COMPENSATION (Restricted Stock Activity) (Details) - $ / shares | Jan. 01, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Number of Shares (000's) | |||||
Forfeited (in shares) | (20,000) | ||||
Restricted stock | |||||
Number of Shares (000's) | |||||
Unvested at the beginning of the period (in shares) | 294,021 | 294,021 | 504,000 | 314,000 | |
Granted (in shares) | 196,251 | 204,000 | 221,000 | ||
Vested (in shares) | (94,808) | (393,000) | (11,000) | ||
Forfeited (in shares) | (11,688) | (21,000) | |||
Unvested at the end of the period (in shares) | 383,776 | 294,021 | 504,000 | 314,000 | |
Weighted Average Grant Date Fair Value | |||||
Unvested at the beginning of the period (in dollars per share) | $ 4.19 | $ 4.19 | $ 3.68 | $ 3.31 | |
Granted (in dollars per share) | $ 2.49 | 2.14 | 4.05 | 4.30 | |
Vested (in dollars per share) | 3.01 | 3.51 | 4.34 | ||
Forfeited (in dollars per share) | 2.49 | 3.20 | $ 4.34 | ||
Unvested at the ending of the period (in dollars per share) | $ 3.49 | $ 4.19 | $ 3.68 | $ 3.31 |
STOCK BASED COMPENSATION (Optio
STOCK BASED COMPENSATION (Options and Warrants Outstanding by Exercise Price) (Details) - $ / shares | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 2,051,000 | ||||
Weighted Average Remaining Contractual Term (in years) | 4 years 9 months 18 days | ||||
Vested and Exercisable (000's) | 1,576,000 | ||||
Warrant | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 1,996,350 | 2,051,475 | 2,716,000 | 3,865,000 | |
Weighted Average Exercise Price | $ 3.44 | $ 3.46 | $ 3.45 | $ 3.48 | |
Weighted Average Exercise Price | 3.43 | $ 3.25 | [1] | ||
Warrant | Employee | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 1,996,350 | ||||
Weighted Average Remaining Contractual Term (in years) | 4 years 1 month | ||||
Weighted Average Exercise Price | $ 3.44 | 3.46 | |||
Vested and Exercisable (000's) | 1,613,017 | ||||
Weighted Average Exercise Price | $ 3.22 | $ 3.19 | |||
$1.04 - $1.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 327,664 | ||||
Weighted Average Remaining Contractual Term (in years) | 1 year 10 months 24 days | ||||
Vested and Exercisable (000's) | 327,664 | ||||
$1.04 - $1.99 | Warrant | Employee | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 327,664 | ||||
Weighted Average Remaining Contractual Term (in years) | 1 year 1 month | ||||
Weighted Average Exercise Price | $ 1.56 | $ 1.56 | |||
Vested and Exercisable (000's) | 327,664 | ||||
Weighted Average Exercise Price | $ 1.56 | $ 1.56 | |||
$2.00 - $2.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 335,354 | ||||
Weighted Average Remaining Contractual Term (in years) | 2 years 6 months | ||||
Vested and Exercisable (000's) | 335,354 | ||||
$2.00 - $2.99 | Warrant | Employee | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 335,354 | ||||
Weighted Average Remaining Contractual Term (in years) | 1 year 9 months | ||||
Weighted Average Exercise Price | $ 2.58 | $ 2.58 | |||
Vested and Exercisable (000's) | 335,354 | ||||
Weighted Average Exercise Price | $ 2.58 | $ 2.58 | |||
$3.00 - $3.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 500,355 | ||||
Weighted Average Remaining Contractual Term (in years) | 3 years 9 months 18 days | ||||
Vested and Exercisable (000's) | 500,355 | ||||
$3.00 - $3.99 | Warrant | Employee | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 500,355 | ||||
Weighted Average Remaining Contractual Term (in years) | 3 years 1 month | ||||
Weighted Average Exercise Price | $ 3.59 | $ 3.59 | |||
Vested and Exercisable (000's) | 500,355 | ||||
Weighted Average Exercise Price | $ 3.59 | $ 3.59 | |||
$4.00 - $4.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 864,769 | ||||
Weighted Average Remaining Contractual Term (in years) | 7 years 2 months 12 days | ||||
Vested and Exercisable (000's) | 389,769 | ||||
$4.00 - $4.99 | Warrant | Employee | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 809,644 | ||||
Weighted Average Remaining Contractual Term (in years) | 6 years 11 months | ||||
Weighted Average Exercise Price | $ 4.39 | $ 4.37 | |||
Vested and Exercisable (000's) | 426,311 | ||||
Weighted Average Exercise Price | $ 4.41 | $ 4.40 | |||
$5.00 - $5.90 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 23,333 | ||||
Weighted Average Remaining Contractual Term (in years) | 7 years 4 months 24 days | ||||
Vested and Exercisable (000's) | 23,333 | ||||
$5.00 - $5.90 | Warrant | Employee | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 23,333 | ||||
Weighted Average Remaining Contractual Term (in years) | 6 years 7 months | ||||
Weighted Average Exercise Price | $ 5.90 | $ 5.90 | |||
Vested and Exercisable (000's) | 23,333 | ||||
Weighted Average Exercise Price | $ 5.90 | 5.90 | |||
Minimum | $1.04 - $1.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted Average Exercise Price | 0 | 1.04 | |||
Minimum | $2.00 - $2.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted Average Exercise Price | 2 | 2 | |||
Minimum | $3.00 - $3.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted Average Exercise Price | 3 | 3 | |||
Minimum | $4.00 - $4.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted Average Exercise Price | 4 | 4 | |||
Minimum | $5.00 - $5.90 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted Average Exercise Price | 5 | 5 | |||
Maximum | $1.04 - $1.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted Average Exercise Price | 1.99 | 1.99 | |||
Maximum | $2.00 - $2.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted Average Exercise Price | 2.99 | 2.99 | |||
Maximum | $3.00 - $3.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted Average Exercise Price | 3.99 | 3.99 | |||
Maximum | $4.00 - $4.99 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted Average Exercise Price | 4.99 | 4.99 | |||
Maximum | $5.00 - $5.90 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted Average Exercise Price | $ 5.90 | $ 5.99 | |||
[1] | Represents the aggregate gain on exercise for vested in-the-money options as of December 31, 2015.(b) Includes forfeiture adjusted unvested shares. |
VARIABLE INTEREST ENTITIES (Det
VARIABLE INTEREST ENTITIES (Details) $ in Thousands | Sep. 30, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jun. 22, 2013facility |
Variable interest entities | ||||
Accounts receivable | $ 3,327 | $ 8,805 | $ 24,294 | |
Other assets | 3,855 | 1,996 | 590 | |
Accounts payable | 4,041 | 8,741 | 16,434 | |
Accrued expenses | 4,278 | 3,125 | 15,653 | |
Liabilities of variable interest entity held for sale | $ 32,036 | 958 | 5,197 | |
Noncontrolling interest | $ 0 | $ (2,440) | ||
Riverchase Village ADK LLC | Riverchase Village Facility | ||||
Variable interest entities | ||||
Capacity of assisted living facility (in numbers of bed) | facility | 105 |
VARIABLE INTEREST ENTITIES (Nar
VARIABLE INTEREST ENTITIES (Narrative) (Details) | Aug. 01, 2016facility | Aug. 01, 2015USD ($) | Apr. 30, 2015USD ($)sublease | Oct. 10, 2014USD ($) | May 15, 2014USD ($) | Jun. 22, 2013facility | Sep. 30, 2016USD ($)facility | Dec. 31, 2015USD ($)facility | Oct. 06, 2016 | Nov. 01, 2015USD ($) | Sep. 30, 2015USD ($) | Jul. 17, 2015USD ($) | Jun. 30, 2015 | Jun. 11, 2015USD ($) | Mar. 03, 2014USD ($)$ / shares | Jul. 26, 2012$ / shares |
Variable Interest Entity [Line Items] | ||||||||||||||||
Property Plant and Equipment, Agreement to Sell, Value | $ 6,850,000 | $ 6,750,000 | ||||||||||||||
Fixed interest rate (as a percent) | 8.00% | |||||||||||||||
Number of facilities | facility | 38 | 38 | ||||||||||||||
Variable Interest Entity, Not Primary Beneficiary [Member] | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Notes payable | $ 95,000 | |||||||||||||||
Loss | $ 1,600,000 | |||||||||||||||
Number of facilities | facility | 4 | |||||||||||||||
Riverchase Village Facility | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Real estate tax expense | $ 92,323 | |||||||||||||||
Christopher Brogdon, the Company's Vice Chairman | Riverchase Village Facility | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Ownership percentage | 5.00% | 5.00% | ||||||||||||||
Aria Health Consulting LLC [Member] | Variable Interest Entity, Not Primary Beneficiary [Member] | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Lease Incentive, Payable | $ 2,000,000 | |||||||||||||||
Number of Sub-lease Agreement | sublease | 8 | |||||||||||||||
Operating Leases, Monthly Rent Expense | $ 29,500 | |||||||||||||||
Variable Interest Entity, Not Primary Beneficiary [Member] | Aria Health Consulting LLC [Member] | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Lease Incentive, Payable | $ 2,000,000 | |||||||||||||||
Number of Sub-lease Agreement | sublease | 8 | |||||||||||||||
Operating Leases, Monthly Rent Expense | $ 29,500 | |||||||||||||||
Riverchase Village ADK LLC | Riverchase Village Facility | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Capacity of assisted living facility (in numbers of bed) | facility | 105 | |||||||||||||||
Management Agreement Termination | Christopher Brogdon, the Company's Vice Chairman | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Notes payable | $ 615,986 | $ 523,663 | ||||||||||||||
Management Agreement Termination | Riverchase Village ADK LLC | Christopher Brogdon, the Company's Vice Chairman | Riverchase Village Facility | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Related Party Transaction, Percentage of Sales Proceeds | 500 | |||||||||||||||
Exercise price | $ / shares | $ 1 | $ 1 | ||||||||||||||
Consulting Agreement Amendment | Christopher Brogdon, the Company's Vice Chairman | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Notes payable | $ 268,663 | |||||||||||||||
Consulting fee payable | 255,000 | |||||||||||||||
Letter Agreement Second Amendment | Christopher Brogdon, the Company's Vice Chairman | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Amount of tax payment | $ 92,323 | |||||||||||||||
Consulting fee payable, as per the amended agreement | 255,000 | |||||||||||||||
Riverchase Village ADK LLC | Cantone Asset Management LLC | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Principal amount of note receivable | 177,323 | |||||||||||||||
Riverchase Village ADK LLC | Senior debt Bonds, net of discount | Cantone Asset Management LLC | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Repayments of debt | $ 85,000 | |||||||||||||||
Notes Receivable | Aria Health Consulting LLC [Member] | Variable Interest Entity, Not Primary Beneficiary [Member] | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Outstanding principal amount of note | $ 1,800,000 | $ 1,000,000 | ||||||||||||||
Note Receivable, Stated Rate of Interest | 13.50% | |||||||||||||||
Subsequent Event | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Note Receivable, Stated Rate of Interest | 10.00% | |||||||||||||||
Peach Health Care [Member] | Variable Interest Entity, Not Primary Beneficiary [Member] | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Fixed interest rate (as a percent) | 13.50% | |||||||||||||||
OHIO | Beacon Facilities [Member] | Variable Interest Entity, Not Primary Beneficiary [Member] | ||||||||||||||||
Variable Interest Entity [Line Items] | ||||||||||||||||
Notes payable | $ 600,000 | $ 600,000 | $ 600,000 | |||||||||||||
Payments for Fees | $ 600,000 | |||||||||||||||
Fixed interest rate (as a percent) | 18.00% | 18.00% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | Mar. 30, 2015USD ($) | Jun. 24, 2013facilityentity | Apr. 30, 2015USD ($)company | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Oct. 27, 2016USD ($) | Feb. 28, 2014USD ($) |
Commitments and contingencies | |||||||||||
Loss on legal settlement | $ 600,000 | $ 0 | $ 600,000 | ||||||||
Number of Insurance Carriers To Pay the Settlement Amount | company | 2 | ||||||||||
Other operating expenses | $ 241,000 | $ 309,000 | $ 1,413,000 | $ 530,000 | $ 2,394,000 | $ 2,922,000 | |||||
Ownership interest, percentage | 5.00% | ||||||||||
Number of entities controlled by related party against which complaint filed in the district court of oklahoma county | entity | 5 | ||||||||||
Number of facilities owned by related party | facility | 5 | ||||||||||
Litigation Settlement, Amount | $ 2,000,000 | ||||||||||
Ohio Attorney General Action [Member] | |||||||||||
Commitments and contingencies | |||||||||||
Loss Contingency, Estimate of Possible Loss | $ 1,000,000 | ||||||||||
Ohio Attorney General Action [Member] | Subsequent Event | |||||||||||
Commitments and contingencies | |||||||||||
Loss Contingency, Range of Possible Loss, Maximum | $ 10,000 | ||||||||||
Loss Contingency, Range of Possible Loss, Minimum | $ 5,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current Tax Expense (Benefit): | ||||||
Federal | $ 8 | $ 33 | ||||
State | 0 | 0 | ||||
Total Current Tax Expense | 8 | 33 | ||||
Deferred Tax Expense: | ||||||
State | 0 | 0 | ||||
Total deferred tax expense | 102 | 98 | ||||
Income tax expense on continuing operations | $ 3 | $ 0 | $ 3 | $ 20 | 110 | 131 |
Income tax expense applicable to continuing and discontinued operations | ||||||
Income tax expense on continuing operations | 3 | $ 0 | 3 | $ 20 | 110 | 131 |
Income tax expense (benefit) on discontinued operations | 251 | (253) | ||||
Total income tax expense | 361 | (122) | ||||
Net current deferred tax asset: | ||||||
Allowance for doubtful accounts | 5,839 | 2,513 | ||||
Accrued expenses | 1,047 | 807 | ||||
Net long-term deferred tax asset (liability): | ||||||
Net operating loss carry forwards | 21,521 | 14,172 | ||||
Property, equipment & intangibles | (4,526) | (2,363) | ||||
Stock based compensation | 125 | 725 | ||||
Convertible debt adjustments | 206 | 785 | ||||
Total deferred tax assets | 24,212 | 16,639 | ||||
Valuation allowance | (24,601) | (16,675) | ||||
Net deferred tax liability | (389) | (389) | $ (389) | $ (36) | ||
Differences between income taxes computed at the federal statutory rate and the provision for income taxes | ||||||
Federal income tax at statutory rate (as a percent) | 34.00% | 34.00% | ||||
State and local taxes (as a percent) | 2.40% | 6.90% | ||||
Consolidated VIE LLCs (as a percentage) | 1.00% | (1.50%) | ||||
Nondeductible expenses (as a percent) | (7.30%) | (9.70%) | ||||
Other (as a percent) | (2.60%) | (0.20%) | ||||
Change in valuation allowance (as a percent) | (28.80%) | (28.80%) | ||||
Effective tax rate (as a percent) | (1.30%) | 0.70% | ||||
Operating Loss Carryforwards [Line Items] | ||||||
Deferred Federal tax expense | $ 102 | $ 98 | ||||
Deferred tax liability | $ (389) | $ (389) | (389) | $ (36) | ||
Federal | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Net operating loss carry forwards | 58,300 | |||||
State | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Net operating loss carry forwards | $ 43,700 |
BENEFIT PLANS (Details)
BENEFIT PLANS (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ||
Age of employees to be eligible to participate in the defined contribution plan | 21 years | |
Eligible service period to participate in the defined contribution plan | 1 year | |
Maximum employee contribution, Percentage | 20.00% | |
Matching contribution by the company (as a percent) | 50.00% | |
Maximum percentage of employee's salary | 2.00% | |
Total matching contributions | $ 40 | $ 100 |
RELATED PARTY TRANSACTIONS Rela
RELATED PARTY TRANSACTIONS Related Party Disclosure (Details) | Mar. 24, 2016USD ($) | Apr. 30, 2015USD ($) | Sep. 24, 2014USD ($) | May 06, 2014USD ($) | Jul. 26, 2013 | Jun. 24, 2013 | Jun. 22, 2013facility | Jul. 02, 2012USD ($)promissory_noteshares | Aug. 02, 2011USD ($) | Jun. 22, 2010USD ($) | Apr. 09, 2010USD ($)bed | Apr. 30, 2015USD ($) | Apr. 30, 2012USD ($) | Mar. 31, 2012USD ($)shares | Mar. 31, 2011USD ($) | Apr. 30, 2012USD ($) | Sep. 30, 2016USD ($)shares | Jun. 30, 2016shares | Mar. 31, 2016shares | Jun. 30, 2015USD ($) | Sep. 30, 2016USD ($)shares | Dec. 31, 2015USD ($)building | Dec. 31, 2014USD ($)buildingbed | Dec. 31, 2013USD ($) | Sep. 30, 2015bed | Aug. 01, 2015USD ($) | Jul. 30, 2015USD ($) | May 05, 2015 | May 01, 2015USD ($) | Apr. 01, 2015USD ($) | Mar. 31, 2015USD ($) | Feb. 04, 2015 | Aug. 21, 2014 | May 15, 2014USD ($) | Mar. 28, 2014 | Mar. 27, 2014USD ($) | Mar. 03, 2014USD ($)$ / shares | Jul. 31, 2012USD ($)shares | Jul. 26, 2012$ / shares | Dec. 31, 2011USD ($) | Oct. 31, 2011bed |
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 500,000 | ||||||||||||||||||||||||||||||||||||||||
Ownership interest, percentage | 5.00% | ||||||||||||||||||||||||||||||||||||||||
Number of office buildings | building | 2 | ||||||||||||||||||||||||||||||||||||||||
Maximum borrowing capacity | $ 5,750,000 | $ 5,750,000 | $ 5,750,000 | $ 3,750,000 | $ 6,000,000 | $ 8,800,000 | |||||||||||||||||||||||||||||||||||
Gain (Loss) Related to Litigation Settlement | $ 600,000 | $ 0 | $ 600,000 | ||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 8.00% | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 6,400,000 | ||||||||||||||||||||||||||||||||||||||||
Maturity period | 2 years | ||||||||||||||||||||||||||||||||||||||||
Number of shares issued | shares | 106,796 | 43,204 | 186,905 | 336,905 | |||||||||||||||||||||||||||||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 42,500 | $ 60,000 | $ 40,000 | ||||||||||||||||||||||||||||||||||||||
Repayments of Debt | $ 3,900,000 | $ 6,500,000 | $ 4,500,000 | ||||||||||||||||||||||||||||||||||||||
Total indebtedness | $ 115,503,000 | $ 115,503,000 | 122,759,000 | 151,359,000 | |||||||||||||||||||||||||||||||||||||
Rose Missouri Nursing LLC | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 90 | ||||||||||||||||||||||||||||||||||||||||
Christopher Brogdon, the Company's Vice Chairman | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Guarantee fee expenses | $ 25,000 | ||||||||||||||||||||||||||||||||||||||||
Christopher Brogdon, the Company's Vice Chairman | Consulting Agreement Amendment | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Consulting Agreement, aggregate consulting fee | $ 400,000 | ||||||||||||||||||||||||||||||||||||||||
Consulting Agreement, success fee, per completed acquisition | 25,000 | ||||||||||||||||||||||||||||||||||||||||
Consulting Agreement, change in control fee | 500,000 | ||||||||||||||||||||||||||||||||||||||||
Consulting fee payable | 255,000 | ||||||||||||||||||||||||||||||||||||||||
Notes payable | 268,663 | ||||||||||||||||||||||||||||||||||||||||
Gain (Loss) Related to Litigation Settlement | $ 600,000 | ||||||||||||||||||||||||||||||||||||||||
Christopher Brogdon, the Company's Vice Chairman | Consulting Agreement | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Consulting Agreement, maximum annual success fee | 160,000 | ||||||||||||||||||||||||||||||||||||||||
Consulting Agreement, consulting fee, upfront payment | 100,000 | ||||||||||||||||||||||||||||||||||||||||
Related Party Transaction, Consulting Agreement, Consulting Fee, Monthly Payment | 15,000 | ||||||||||||||||||||||||||||||||||||||||
Christopher Brogdon, the Company's Vice Chairman | Management Agreement Termination | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Notes payable | $ 615,986 | $ 523,663 | |||||||||||||||||||||||||||||||||||||||
Christopher Brogdon | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Ownership interest, percentage | 5.00% | ||||||||||||||||||||||||||||||||||||||||
Cantone Asset Management LLC | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Number of securities called by warrants | shares | 300,000 | ||||||||||||||||||||||||||||||||||||||||
Number of Promissory Notes Refinanced | promissory_note | 2 | ||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 8.00% | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 5,000,000 | ||||||||||||||||||||||||||||||||||||||||
Cantone Research Inc | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Number of securities called by warrants | shares | 100,000 | ||||||||||||||||||||||||||||||||||||||||
Related Party Transaction, Amount to be Loaned by Related Party | $ 4,000,000 | ||||||||||||||||||||||||||||||||||||||||
Maturity period | 4 years | ||||||||||||||||||||||||||||||||||||||||
Number of shares issued | shares | 50,000 | ||||||||||||||||||||||||||||||||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 30,000 | ||||||||||||||||||||||||||||||||||||||||
Anthony Cantone and Cantone Asset Management LLC | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Ownership percentage | 5.00% | 5.00% | |||||||||||||||||||||||||||||||||||||||
Repayments of Debt | $ 1,500,000 | ||||||||||||||||||||||||||||||||||||||||
Doucet Capital LLC, Doucet Asset Management LLC, Christopher L. Doucet and Suzette A. Doucet [Member] | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Ownership percentage | 5.00% | 5.00% | |||||||||||||||||||||||||||||||||||||||
Cantaone Asset Management LLC and Cantone Research Inc. [Member] | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Ownership percentage | 10.00% | ||||||||||||||||||||||||||||||||||||||||
Riverchase | Wholly Owned Subsidiary | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Percentage of monthly gross revenues of facility | 5.00% | ||||||||||||||||||||||||||||||||||||||||
Purchase Agreement | Oklahoma Owners | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Expenses incurred on behalf of related party | $ 56,894 | ||||||||||||||||||||||||||||||||||||||||
Purchase Agreement | Riverchase | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Capacity of assisted living facility (in numbers of bed) | bed | 105 | ||||||||||||||||||||||||||||||||||||||||
Recognized assets acquired and liabilities assumed | $ 5,000,000 | ||||||||||||||||||||||||||||||||||||||||
Purchase Agreement | Riverchase | Christopher Brogdon, the Company's Vice Chairman | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Percentage of membership interests assigned to related party | 100.00% | ||||||||||||||||||||||||||||||||||||||||
Purchase Agreement | Riverchase | Hearth and Home of Ohio Inc | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Purchase option exercise price | $ 100,000 | ||||||||||||||||||||||||||||||||||||||||
Consulting Agreement | Christopher Brogdon, the Company's Vice Chairman | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Success fees | 20,000 | ||||||||||||||||||||||||||||||||||||||||
Minimum aggregate consideration for determining success fees | $ 2,500,000 | ||||||||||||||||||||||||||||||||||||||||
Number of months of maximum total compensation severance pay would equal | 18 months | ||||||||||||||||||||||||||||||||||||||||
Convertible debt issued in 2012 | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 1,500,000 | $ 7,500,000 | |||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 8.00% | 10.00% | |||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,500,000 | ||||||||||||||||||||||||||||||||||||||||
Total indebtedness | $ 7,500,000 | ||||||||||||||||||||||||||||||||||||||||
Convertible debt issued in 2011 | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 10.00% | ||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 4,500,000 | ||||||||||||||||||||||||||||||||||||||||
Total indebtedness | $ 4,500,000 | ||||||||||||||||||||||||||||||||||||||||
Convertible debt issued in 2014 | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Fixed interest rate (as a percent) | 10.00% | ||||||||||||||||||||||||||||||||||||||||
Total indebtedness | $ 9,200,000 | $ 14,000,000 | |||||||||||||||||||||||||||||||||||||||
Promissory note | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 1,000,000 | ||||||||||||||||||||||||||||||||||||||||
Promissory note | Cantone Asset Management LLC | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 1,500,000 | $ 3,500,000 | |||||||||||||||||||||||||||||||||||||||
Promissory note | Park City Capital Offshore Master, Ltd | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Ownership percentage | 5.00% | ||||||||||||||||||||||||||||||||||||||||
AdCare Oklahoma Management LLC | Purchase Agreement | Oklahoma Owners | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Management agreement period | 5 years | ||||||||||||||||||||||||||||||||||||||||
Percentage of monthly gross revenues of facility | 5.00% | ||||||||||||||||||||||||||||||||||||||||
Riverchase Village ADK LLC | Wholly Owned Subsidiary | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Ownership percentage | 33.00% | ||||||||||||||||||||||||||||||||||||||||
Management agreement period | 5 years | ||||||||||||||||||||||||||||||||||||||||
Riverchase Village ADK LLC | First Mortgage Healthcare Facility Revenue Bonds Series 2010 A | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | 5,900,000 | ||||||||||||||||||||||||||||||||||||||||
Riverchase Village ADK LLC | First Mortgage Revenue Bonds Series B | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 500,000 | ||||||||||||||||||||||||||||||||||||||||
Variable Interest Entity, Not Primary Beneficiary [Member] | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Maximum borrowing capacity | 1,000,000 | 1,000,000 | |||||||||||||||||||||||||||||||||||||||
Notes payable | $ 95,000 | ||||||||||||||||||||||||||||||||||||||||
Riverchase | Riverchase Village ADK LLC | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Term of contract | 5 years | ||||||||||||||||||||||||||||||||||||||||
Term of automatic renewal of contract after initial term | 1 year | ||||||||||||||||||||||||||||||||||||||||
Fees as percentage of monthly gross revenue | 5.00% | ||||||||||||||||||||||||||||||||||||||||
Riverchase | Christopher Brogdon, the Company's Vice Chairman | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Ownership percentage | 5.00% | 5.00% | |||||||||||||||||||||||||||||||||||||||
Riverchase | Riverchase Village ADK LLC | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Capacity of assisted living facility (in numbers of bed) | facility | 105 | ||||||||||||||||||||||||||||||||||||||||
Riverchase | Riverchase Village ADK LLC | Christopher Brogdon, the Company's Vice Chairman | Management Agreement Termination | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Exercise price | $ / shares | $ 1 | $ 1 | |||||||||||||||||||||||||||||||||||||||
Winter Haven Subleases | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Sublease, monthly payment | $ 5,000 | ||||||||||||||||||||||||||||||||||||||||
Gemino Credit Agreement | Oklahoma Owners | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Maximum borrowing capacity | 1,000,000 | ||||||||||||||||||||||||||||||||||||||||
Minimum | Christopher Brogdon, the Company's Vice Chairman | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Period of extension in agreement | 1 year | ||||||||||||||||||||||||||||||||||||||||
Success fee for transactions in which aggregate consideration less than specified | $ 0 | ||||||||||||||||||||||||||||||||||||||||
Percentage Beneficially Owned by Officer with Relationship to Seller | 10.00% | ||||||||||||||||||||||||||||||||||||||||
Consulting Agreement Period Year One | Consulting Agreement | Christopher Brogdon, the Company's Vice Chairman | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Monthly professional fees | $ 10,000 | ||||||||||||||||||||||||||||||||||||||||
Consulting Agreement Period Year One | Maximum | Consulting Agreement | Christopher Brogdon, the Company's Vice Chairman | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Success fees, annual basis | 80,000 | ||||||||||||||||||||||||||||||||||||||||
Consulting Agreement Period Year Two | Consulting Agreement | Christopher Brogdon, the Company's Vice Chairman | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Monthly professional fees | 15,000 | ||||||||||||||||||||||||||||||||||||||||
Consulting Agreement Period Year Two | Maximum | Consulting Agreement | Christopher Brogdon, the Company's Vice Chairman | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Success fees, annual basis | 120,000 | ||||||||||||||||||||||||||||||||||||||||
Consulting Agreement Period Year Three | Consulting Agreement | Christopher Brogdon, the Company's Vice Chairman | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Monthly professional fees | 20,000 | ||||||||||||||||||||||||||||||||||||||||
Consulting Agreement Period Year Three | Maximum | Consulting Agreement | Christopher Brogdon, the Company's Vice Chairman | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Success fees, annual basis | $ 160,000 | ||||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | Convertible debt issued in 2014 | Park City Capital Offshore Master, Ltd | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,000,000 | ||||||||||||||||||||||||||||||||||||||||
Ownership percentage | 5.00% | ||||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | Convertible note issued in 2015 | Park City Capital Offshore Master, Ltd | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | 1,000,000 | ||||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | Convertible note issued in 2015 | Christopher L. Doucet and Suzette A. Doucet [Member] | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | 300,000 | ||||||||||||||||||||||||||||||||||||||||
Convertible Notes Payable | Convertible note issued in 2015 | Doucet Asset Management LLC [Member] | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Related Party Disclosure, Placement Fees To be Paid Upon Subscription of Notes, As per the Agreement | $ 100,000 | ||||||||||||||||||||||||||||||||||||||||
Roswell, Georgia | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Number of office buildings | building | 2 | ||||||||||||||||||||||||||||||||||||||||
Roswell, Georgia | Christopher Brogdon | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Debt outstanding, guaranteed by related party | 17,900,000 | 17,900,000 | |||||||||||||||||||||||||||||||||||||||
Number of Office Buildings, Guaranteed by Related Party | building | 1 | ||||||||||||||||||||||||||||||||||||||||
Long-term Debt | $ 17,500,000 | ||||||||||||||||||||||||||||||||||||||||
Roswell, Georgia | Senior Loans [Member] | Christopher Brogdon | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Debt outstanding, guaranteed by related party | $ 2,400,000 | $ 2,400,000 | |||||||||||||||||||||||||||||||||||||||
College Park, Georgia | Christopher Brogdon | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 95 | 95 | |||||||||||||||||||||||||||||||||||||||
Attalla, Alabama | Christopher Brogdon | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 182 | 182 | |||||||||||||||||||||||||||||||||||||||
Glencoe, Alabama | Christopher Brogdon | |||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 122 | 122 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Oct. 06, 2016USD ($)bed | Aug. 01, 2016USD ($) | May 10, 2016USD ($) | Feb. 12, 2016USD ($) | Feb. 05, 2016USD ($)renewal_termsubsidiaryfacility | Jan. 26, 2016$ / sharesshares | May 01, 2015facility | Sep. 30, 2016USD ($)facility$ / sharesshares | Dec. 31, 2015USD ($)facility | Nov. 10, 2016shares | Mar. 24, 2016USD ($) | Sep. 30, 2015USD ($) | Jul. 17, 2015USD ($) | Jul. 01, 2015bed | Jun. 11, 2015USD ($) |
Subsequent Event [Line Items] | |||||||||||||||
Number of skilled nursing facilities subleased | facility | 11 | 11 | |||||||||||||
Number of subsidiaries entered into lease agreement | subsidiary | 9 | ||||||||||||||
Annual rent, per agreement | $ 25,226,000 | ||||||||||||||
Operating lease, escalation percentage, initial term, percentage | 0.03 | ||||||||||||||
Property Plant and Equipment, Agreement to Sell, Value | $ 6,850,000 | $ 6,750,000 | |||||||||||||
Stock repurchased | shares | 150,000 | ||||||||||||||
Stock repurchased, average cost per share | $ / shares | $ 2.05 | ||||||||||||||
Number of shares authorized to be repurchased | shares | 500,000 | ||||||||||||||
Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Note receivable, increase in stated interest rate (in percentage) | 2.00% | ||||||||||||||
Stock repurchased | shares | 150,000 | ||||||||||||||
Stock repurchased, average cost per share | $ / shares | $ 2.05 | ||||||||||||||
Number of shares authorized to be repurchased | shares | 500,000 | ||||||||||||||
Commitment for refinance, amount | $ 25,400,000 | ||||||||||||||
Notes Receivable | HAH | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Outstanding principal amount of note | $ 1,000,000 | ||||||||||||||
Arkansas | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 83 | ||||||||||||||
Property Plant and Equipment, Agreement to Sell, Value | $ 55,000,000 | ||||||||||||||
Aria Subleases | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Operating lease, renewal term (in years) | 15 years | ||||||||||||||
Operating lease, renewal term | 15 years | ||||||||||||||
Annual rent, per agreement | $ 4,200,000 | ||||||||||||||
Aria Subleases | Arkansas | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Number of skilled nursing facilities subleased | facility | 8 | 9 | |||||||||||||
Skyline Lease | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Proceeds from Sale of Property, Plant, and Equipment | $ 51,000,000 | ||||||||||||||
Initial lease term (in years) | 15 years | ||||||||||||||
Annual rent, per agreement | $ 5,400,000 | ||||||||||||||
Number of renewal terms | renewal_term | 2 | ||||||||||||||
Renewal term (in years) | 5 years | ||||||||||||||
Operating lease, escalation percentage, initial term, percentage | 0.025 | ||||||||||||||
Property Plant and Equipment, Agreement to Sell, Value | $ 55,000,000 | ||||||||||||||
Payments for Deposits with Other Institutions | $ 1,000,000 | 1,000,000 | |||||||||||||
Skyline Lease | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Number of subsidiaries entered into lease agreement | subsidiary | 9 | ||||||||||||||
Initial lease term (in years) | 15 years | ||||||||||||||
Annual rent, per agreement | $ 5,400,000 | ||||||||||||||
Number of renewal terms | renewal_term | 2 | ||||||||||||||
Renewal term (in years) | 5 years | ||||||||||||||
Operating lease, escalation percentage, initial term, percentage | 0.025 | ||||||||||||||
Property Plant and Equipment, Agreement to Sell, Value | $ 55,000,000 | ||||||||||||||
Property Plant and Equipment, Agreed Upon Selling Price | $ 52,000,000 | ||||||||||||||
Payments for Deposits with Other Institutions | $ 1,800,000 | ||||||||||||||
Skyline Lease | Notes Receivable | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Financing Receivable, Net | $ 3,000,000 | ||||||||||||||
Skyline Lease | Arkansas | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Number of skilled nursing facilities subleased | facility | 1 | ||||||||||||||
Office Building [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
proceed from sale of office building | $ 300,000 | ||||||||||||||
Purchaser of Arkansas Facilities [Member] | Subordinated Debt [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Debt instrument, outstanding amount | 45,600,000 | ||||||||||||||
Debt instrument, principal amount | 6,000,000 | ||||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Arkansas Facilities [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Proceeds from Sale of Property, Plant, and Equipment | 50,300,000 | ||||||||||||||
Disposal group, consideration received | 55,000,000 | ||||||||||||||
Payments for Deposits with Other Institutions | 1,800,000 | ||||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Arkansas Facilities [Member] | Notes Receivable | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Financing Receivable, Net | $ 3,000,000 | ||||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Arkansas Facilities [Member] | Rogers, Arkansas [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 110 | ||||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Arkansas Facilities [Member] | Stamps, Arkansas [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 104 | ||||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Arkansas Facilities [Member] | Mountain View, Arkansas [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 97 | ||||||||||||||
Capacity of assisted living facility (in numbers of bed) | bed | 32 | ||||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Arkansas Facilities [Member] | North Little Rock, Arkansas [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 140 | ||||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Arkansas Facilities [Member] | Fort Smith, Arkansas [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 129 | ||||||||||||||
Christopher Brogdon | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Principal amount of note receivable | $ 300,000 | ||||||||||||||
Little Rock Health & Rehabilitation [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Arkansas Facilities [Member] | Little Rock, Arkansas [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 154 | ||||||||||||||
Cumberland H&R | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Arkansas Facilities [Member] | Little Rock, Arkansas [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 120 | ||||||||||||||
Woodland Hills Health & Rehabilitation [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Arkansas Facilities [Member] | Little Rock, Arkansas [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Capacity of skilled nursing facility (in numbers of bed) | bed | 140 | ||||||||||||||
New repurchase Program 2016 [Member] | Preferred Stock [Member] | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Number of shares authorized to be repurchased | shares | 100,000 | ||||||||||||||
New repurchase Program 2016 [Member] | Shares | Subsequent Event | |||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||
Number of shares authorized to be repurchased | shares | 1,000,000 |