Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Jul. 31, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'HCP, INC. | ' |
Entity Central Index Key | '0000765880 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Jun-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 458,820,961 |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Real estate: | ' | ' | ||
Buildings and improvements | $10,783,296 | $10,544,110 | ||
Development costs and construction in progress | 251,400 | 225,869 | ||
Land | 1,880,408 | 1,822,862 | ||
Accumulated depreciation and amortization | -2,100,223 | -1,965,592 | ||
Net real estate | 10,814,881 | 10,627,249 | ||
Net investment in direct financing leases | 7,223,878 | 7,153,399 | ||
Loans receivable, net | 375,717 | 366,001 | ||
Investments in and advances to unconsolidated joint ventures | 190,730 | 196,576 | ||
Accounts receivable, net of allowance of $3,052 and $1,529, respectively | 32,719 | 27,494 | ||
Cash and cash equivalents | 54,070 | 300,556 | ||
Restricted cash | 34,329 | 37,229 | ||
Intangible assets, net | 477,837 | 489,842 | ||
Real estate assets held for sale, net | ' | 9,819 | ||
Other assets, net | 940,008 | 867,705 | ||
Total assets | 20,144,169 | [1] | 20,075,870 | [1] |
LIABILITIES AND EQUITY | ' | ' | ||
Bank line of credit | 310,000 | ' | ||
Term loan | 234,352 | 226,858 | ||
Senior unsecured notes | 6,826,884 | 6,963,375 | ||
Mortgage debt | 1,229,773 | 1,396,485 | ||
Other debt | 73,020 | 74,909 | ||
Intangible liabilities, net | 90,426 | 98,810 | ||
Accounts payable and accrued liabilities | 339,364 | 318,427 | ||
Deferred revenue | 67,756 | 65,872 | ||
Total liabilities | 9,171,575 | [2] | 9,144,736 | [2] |
Commitments and contingencies | ' | ' | ||
Common stock, $1.00 par value: 750,000,000 shares authorized; 458,742,070 and 456,960,648 shares issued and outstanding, respectively | 458,742 | 456,961 | ||
Additional paid-in capital | 11,388,641 | 11,334,041 | ||
Cumulative dividends in excess of earnings | -1,075,583 | -1,053,215 | ||
Accumulated other comprehensive loss | -11,669 | -14,487 | ||
Total stockholders' equity | 10,760,131 | 10,723,300 | ||
Joint venture partners | 23,391 | 23,729 | ||
Non-managing member unitholders | 189,072 | 184,105 | ||
Total noncontrolling interests | 212,463 | 207,834 | ||
Total equity | 10,972,594 | 10,931,134 | ||
Total liabilities and equity | $20,144,169 | $20,075,870 | ||
[1] | The Company's consolidated total assets at June 30, 2014 and December 31, 2013 each include $1 million of other assets of certain variable interest entities ("VIEs") that can only be used to settle the liabilities of those VIEs. See Note 16 to the Condensed Consolidated Financial Statements for additional information. | |||
[2] | The Company's consolidated total liabilities at June 30, 2014 and December 31, 2013 each include $9 million of accounts payable and accrued liabilities of certain VIEs for which the VIE creditors do not have recourse to HCP, Inc. See Note 16 to the Condensed Consolidated Financial Statements for additional information. |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Other assets, net | $940,008 | $867,705 |
Accounts payable and accrued liabilities | 339,364 | 318,427 |
Accounts receivable, allowance (in dollars) | 3,052 | 1,529 |
Common stock, par value (in dollars per share) | $1 | $1 |
Common stock, shares authorized | 750,000,000 | 750,000,000 |
Common stock, shares issued | 458,742,070 | 456,960,648 |
Common stock, shares outstanding | 458,742,070 | 456,960,648 |
VIEs | ' | ' |
Other assets, net | 1,000 | 1,000 |
Accounts payable and accrued liabilities | $9,000 | $9,000 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Revenues: | ' | ' | ' | ' |
Rental and related revenues | $288,191 | $277,769 | $573,014 | $559,308 |
Tenant recoveries | 27,110 | 25,144 | 52,544 | 49,346 |
Resident fees and services | 37,939 | 36,394 | 75,992 | 72,139 |
Income from direct financing leases | 165,500 | 158,286 | 330,037 | 315,156 |
Interest income | 16,937 | 14,147 | 33,633 | 26,533 |
Investment management fee income | 444 | 499 | 893 | 942 |
Total revenues | 536,121 | 512,239 | 1,066,113 | 1,023,424 |
Costs and expenses: | ' | ' | ' | ' |
Interest expense | 106,842 | 108,452 | 213,480 | 217,562 |
Depreciation and amortization | 113,133 | 109,210 | 220,521 | 212,389 |
Operating | 78,867 | 73,887 | 154,574 | 146,573 |
General and administrative | 29,062 | 24,062 | 50,456 | 44,717 |
Total costs and expenses | 327,904 | 315,611 | 639,031 | 621,241 |
Other income, net | 709 | 3,288 | 2,639 | 15,400 |
Income before income taxes and equity income from unconsolidated joint ventures | 208,926 | 199,916 | 429,721 | 417,583 |
Income taxes | -1,339 | -1,604 | -2,785 | -2,519 |
Equity income from unconsolidated joint ventures | 14,692 | 15,585 | 29,220 | 30,386 |
Income from continuing operations | 222,279 | 213,897 | 456,156 | 445,450 |
Discontinued operations: | ' | ' | ' | ' |
Income before gain on sales of real estate, net of income taxes | ' | 1,941 | 1,736 | 4,172 |
Gain on sales of real estate, net of income taxes | ' | 887 | 28,010 | 887 |
Total discontinued operations | ' | 2,828 | 29,746 | 5,059 |
Net income | 222,279 | 216,725 | 485,902 | 450,509 |
Noncontrolling interests' share in earnings | -3,394 | -3,324 | -7,906 | -6,523 |
Net income attributable to HCP, Inc. | 218,885 | 213,401 | 477,996 | 443,986 |
Participating securities' share in earnings | -489 | -378 | -1,552 | -856 |
Net income applicable to common shares | $218,396 | $213,023 | $476,444 | $443,130 |
Basic earnings per common share: | ' | ' | ' | ' |
Continuing operations (in dollars per share) | $0.48 | $0.46 | $0.98 | $0.96 |
Discontinued operations (in dollars per share) | ' | $0.01 | $0.06 | $0.02 |
Net income applicable to common shares (in dollars per share) | $0.48 | $0.47 | $1.04 | $0.98 |
Diluted earnings per common share: | ' | ' | ' | ' |
Continuing operations (in dollars per share) | $0.48 | $0.46 | $0.98 | $0.96 |
Discontinued operations (in dollars per share) | ' | $0.01 | $0.06 | $0.01 |
Net income applicable to common shares (in dollars per share) | $0.48 | $0.47 | $1.04 | $0.97 |
Weighted average shares used to calculate earnings per common share: | ' | ' | ' | ' |
Basic (in shares) | 458,247 | 454,618 | 457,773 | 454,137 |
Diluted (in shares) | 458,588 | 455,431 | 458,134 | 455,024 |
Dividends declared per common share (in dollars per share) | $0.55 | $0.53 | $1.09 | $1.05 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ' | ' | ' | ' |
Net income | $222,279 | $216,725 | $485,902 | $450,509 |
Change in net unrealized gains (losses) on securities: | ' | ' | ' | ' |
Unrealized gains (losses) | -7 | ' | -4 | 1,355 |
Reclassification adjustment realized in net income | ' | ' | ' | -9,131 |
Change in net unrealized gains (losses) on cash flow hedges: | ' | ' | ' | ' |
Unrealized gains (losses) | 3 | 4,025 | -692 | 9,345 |
Reclassification adjustment realized in net income | 38 | 288 | 643 | 560 |
Change in Supplemental Executive Retirement Plan obligation | 54 | 55 | 108 | 111 |
Foreign currency translation adjustment | 2,813 | -125 | 2,763 | 53 |
Total other comprehensive income | 2,901 | 4,243 | 2,818 | 2,293 |
Total comprehensive income | 225,180 | 220,968 | 488,720 | 452,802 |
Total comprehensive income attributable to noncontrolling interests | -3,394 | -3,324 | -7,906 | -6,523 |
Total comprehensive income attributable to HCP, Inc. | $221,786 | $217,644 | $480,814 | $446,279 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (USD $) | Total | Total Stockholders' Equity | Common Stock | Additional Paid-In Capital | Cumulative Dividends In Excess Of Earnings | Accumulated Other Comprehensive Income (Loss) | Total Noncontrolling Interests |
In Thousands, unless otherwise specified | |||||||
Balance at Dec. 31, 2012 | $10,753,777 | $10,551,237 | $453,191 | $11,180,066 | ($1,067,367) | ($14,653) | $202,540 |
Balance (in shares) at Dec. 31, 2012 | ' | ' | 453,191 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' |
Net income | 450,509 | 443,986 | ' | ' | 443,986 | ' | 6,523 |
Other comprehensive income | 2,293 | 2,293 | ' | ' | ' | 2,293 | ' |
Issuance of common stock, net | 47,321 | 50,318 | 1,097 | 49,221 | ' | ' | -2,997 |
Issuance of common stock, net (in shares) | ' | ' | 1,097 | ' | ' | ' | ' |
Repurchase of common stock | -2,270 | -2,270 | -46 | -2,224 | ' | ' | ' |
Repurchase of common stock (in shares) | ' | ' | -46 | ' | ' | ' | ' |
Exercise of stock options | 16,809 | 16,809 | 852 | 15,957 | ' | ' | ' |
Exercise of stock options (in shares) | ' | ' | 852 | ' | ' | ' | ' |
Amortization of deferred compensation | 11,638 | 11,638 | ' | 11,638 | ' | ' | ' |
Common dividends ($1.09 and $1.05 per share for the period ended June 30, 2014 and 2013, respectively) | -477,453 | -477,453 | ' | ' | -477,453 | ' | ' |
Distributions to noncontrolling interests | -7,506 | ' | ' | ' | ' | ' | -7,506 |
Issuance of noncontrolling interests | 3,141 | ' | ' | ' | ' | ' | 3,141 |
Balance at Jun. 30, 2013 | 10,798,259 | 10,596,558 | 455,094 | 11,254,658 | -1,100,834 | -12,360 | 201,701 |
Balance (in shares) at Jun. 30, 2013 | ' | ' | 455,094 | ' | ' | ' | ' |
Balance at Dec. 31, 2013 | 10,931,134 | 10,723,300 | 456,961 | 11,334,041 | -1,053,215 | -14,487 | 207,834 |
Balance (in shares) at Dec. 31, 2013 | ' | ' | 456,961 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' |
Net income | 485,902 | 477,996 | ' | ' | 477,996 | ' | 7,906 |
Other comprehensive income | 2,818 | 2,818 | ' | ' | ' | 2,818 | ' |
Issuance of common stock, net | 53,609 | 53,682 | 1,954 | 51,728 | ' | ' | -73 |
Issuance of common stock, net (in shares) | ' | ' | 1,954 | ' | ' | ' | ' |
Repurchase of common stock | -11,086 | -11,086 | -284 | -10,802 | ' | ' | ' |
Repurchase of common stock (in shares) | ' | ' | -284 | ' | ' | ' | ' |
Exercise of stock options | 2,792 | 2,792 | 111 | 2,681 | ' | ' | ' |
Exercise of stock options (in shares) | ' | ' | 111 | ' | ' | ' | ' |
Amortization of deferred compensation | 11,006 | 11,006 | ' | 11,006 | ' | ' | ' |
Common dividends ($1.09 and $1.05 per share for the period ended June 30, 2014 and 2013, respectively) | -500,364 | -500,364 | ' | ' | -500,364 | ' | ' |
Distributions to noncontrolling interests | -7,967 | ' | ' | ' | ' | ' | -7,967 |
Issuance of noncontrolling interests | 6,434 | ' | ' | ' | ' | ' | 6,434 |
Purchase of noncontrolling interests | -1,684 | -13 | ' | -13 | ' | ' | -1,671 |
Balance at Jun. 30, 2014 | $10,972,594 | $10,760,131 | $458,742 | $11,388,641 | ($1,075,583) | ($11,669) | $212,463 |
Balance (in shares) at Jun. 30, 2014 | ' | ' | 458,742 | ' | ' | ' | ' |
CONDENSED_CONSOLIDATED_STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) (USD $) | 0 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Jul. 31, 2014 | 1-May-14 | Jan. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY | ' | ' | ' | ' | ' | ' | ' |
Common dividends, per share (in dollars per share) | $0.55 | $0.55 | $0.55 | $0.55 | $0.53 | $1.09 | $1.05 |
CONDENSED_CONSOLIDATED_STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income | $485,902 | $450,509 |
Depreciation and amortization of real estate, in-place lease and other intangibles: | ' | ' |
Continuing operations | 220,521 | 212,389 |
Discontinued operations | ' | 3,095 |
Amortization of above and below market lease intangibles, net | -343 | -6,068 |
Amortization of deferred compensation | 11,006 | 11,638 |
Amortization of deferred financing costs, net | 9,474 | 9,440 |
Straight-line rents | -26,455 | -15,955 |
Loan and direct financing lease interest accretion | -39,401 | -45,539 |
Deferred rental revenues | -515 | -965 |
Equity income from unconsolidated joint ventures | -29,220 | -30,386 |
Distributions of earnings from unconsolidated joint ventures | 2,655 | 1,624 |
Gain on sales of real estate | -28,010 | -887 |
Marketable securities and other (gains) losses, net | 58 | -10,197 |
Changes in: | ' | ' |
Accounts receivable, net | -5,225 | 462 |
Other assets | -6,136 | -12,852 |
Accounts payable and accrued liabilities | 13,394 | 5,294 |
Net cash provided by operating activities | 607,705 | 571,602 |
Cash flows from investing activities: | ' | ' |
Acquisitions of real estate | -285,429 | -60,353 |
Development of real estate | -72,334 | -67,983 |
Leasing costs and tenant and capital improvements | -27,458 | -19,938 |
Proceeds from sales of real estate, net | 36,897 | 3,777 |
Distributions in excess of earnings from unconsolidated joint ventures | 1,113 | 904 |
Purchases of marketable debt securities | ' | -16,706 |
Proceeds from the sales of marketable securities | ' | 28,030 |
Principal repayments on loans receivable | 5,547 | 19,112 |
Investments in loans receivable and other | -46,434 | -300,673 |
(Increase) decrease in restricted cash | 2,900 | -7,105 |
Net cash used in investing activities | -385,198 | -420,935 |
Cash flows from financing activities: | ' | ' |
Net borrowings under bank line of credit | 310,000 | 265,049 |
Issuance of senior unsecured notes | 350,000 | ' |
Repayments of senior unsecured notes | -487,000 | -150,000 |
Repayments of mortgage debt | -169,843 | -40,380 |
Deferred financing costs | -9,239 | ' |
Issuance of common stock and exercise of options | 56,401 | 61,860 |
Repurchase of common stock | -11,086 | ' |
Dividends paid on common stock | -500,364 | -477,453 |
Issuance of noncontrolling interests | 113 | 3,141 |
Distributions to and purchase of noncontrolling interests | -7,980 | -7,506 |
Net cash used in financing activities | -468,998 | -345,289 |
Effect of foreign exchange on cash and cash equivalents | 5 | 63 |
Net decrease in cash and cash equivalents | -246,486 | -194,559 |
Cash and cash equivalents, beginning of period | 300,556 | 247,673 |
Cash and cash equivalents, end of period | $54,070 | $53,114 |
Business
Business | 6 Months Ended |
Jun. 30, 2014 | |
Business | ' |
Business | ' |
(1) Business | |
HCP, Inc., a Standard & Poor’s (“S&P”) 500 company, together with its consolidated entities (collectively, “HCP” or the “Company”), invests primarily in real estate serving the healthcare industry in the United States (“U.S.”). The Company is a Maryland corporation and was organized to qualify as a self-administered real estate investment trust (“REIT”) in 1985. The Company is headquartered in Irvine, California, with offices in Nashville, Tennessee and San Francisco, California. The Company acquires, develops, leases, manages and disposes of healthcare real estate, and provides financing to healthcare providers. The Company’s portfolio is comprised of investments in the following five healthcare segments: (i) senior housing, (ii) post-acute/skilled nursing, (iii) life science, (iv) medical office and (v) hospital. The Company makes investments within the healthcare segments using the following five investment products: (i) properties under lease, (ii) debt investments, (iii) developments and redevelopments, (iv) investment management and (v) investments in senior housing operations utilizing the structure permitted by the Housing and Economic Recovery Act of 2008, which is commonly referred to as “RIDEA.” |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2014 | |
Summary of Significant Accounting Policies | ' |
Summary of Significant Accounting Policies | ' |
(2) Summary of Significant Accounting Policies | |
Basis of Presentation | |
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Management is required to make estimates and assumptions in the preparation of financial statements in conformity with GAAP. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from management’s estimates. | |
The condensed consolidated financial statements include the accounts of HCP, Inc., its wholly-owned subsidiaries, joint ventures and variable interest entities (“VIEs”) that it controls through voting rights or other means. Intercompany transactions and balances have been eliminated upon consolidation. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary to present fairly the Company’s financial position, results of operations and cash flows have been included. Operating results for the six months ended June 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014. The accompanying unaudited interim financial information should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2013 included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”). | |
Certain amounts in the Company’s condensed consolidated financial statements have been reclassified for prior periods to conform to the current period presentation. For periods through March 31, 2014, operating results for real estate assets sold have been reclassified from continuing to discontinued operations on the condensed consolidated statements of income (see Note 4). | |
Allowance for Doubtful Accounts | |
The Company maintains an allowance for doubtful accounts, including an allowance for straight-line rent receivables, for estimated losses resulting from tenant defaults or the inability of tenants to make contractual rent and tenant recovery payments. For straight-line rent amounts, the Company’s assessment is based on amounts estimated to be recoverable over the term of the lease. | |
The Company evaluates the liquidity and creditworthiness of its tenants, operators and borrowers on a monthly and quarterly basis. The Company’s evaluation considers industry and economic conditions, individual and portfolio property performance, credit enhancements, liquidity and other factors. The Company’s tenants, borrowers and operators furnish property, portfolio and guarantor/operator-level financial statements, among other information, on a monthly or quarterly basis; the Company utilizes this financial information to calculate the lease or debt service coverages that it uses as a primary credit quality indicator. Lease and debt service coverage information is evaluated together with other property, portfolio and operator performance information, including revenue, expense, net operating income, occupancy, rental rate, reimbursement trends, capital expenditures and EBITDA, along with liquidity. The Company evaluates, on a monthly basis or immediately upon a change in circumstances, its tenants’, operators’ and borrowers’ ability to service their obligations with the Company. | |
In connection with the Company’s quarterly loans receivable and direct financing leases (“DFLs”) (collectively, “Finance Receivables”) review process, Finance Receivables are assigned an internal rating of Performing, Watch List or Workout. Finance Receivables that are deemed Performing meet all present contractual obligations, and collection and timing of all amounts owed is reasonably assured. Watch List Finance Receivables meet all present contractual obligations; however, the timing and/or collection of all amounts owed may not be reasonably assured. Workout Finance Receivables are defined as Finance Receivables where the Company has determined, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the agreement. | |
Finance Receivables are placed on nonaccrual status when management determines that the collectibility of contractual amounts is not reasonably assured. If the ultimate collectibility of the recorded nonaccrual Finance Receivable balance is in doubt, the cost recovery method is used, and cash collected is applied to first reduce the carrying value of the Finance Receivable. Otherwise, the cash basis method is used, whereby income may be recognized to the extent cash is received. Generally, the Company returns a Finance Receivable to accrual status when all delinquent payments become current under the terms of the loan or lease agreements and collectibility of remaining loan or lease payments is no longer in doubt. | |
Allowances are established for Finance Receivables based upon an estimate of probable losses on an individual basis, if they are determined to be impaired. Finance Receivables are impaired when it is deemed probable that the Company will be unable to collect all amounts due in accordance with the contractual terms of the loan or lease. An allowance is based upon the Company’s assessment of the borrower’s or lessee’s overall financial condition, economic resources, payment record, the prospects for support from any financially responsible guarantors and, if appropriate, the net realizable value of any collateral. These estimates consider all available evidence, including the expected future cash flows discounted at the Finance Receivable’s effective interest rate, fair value of collateral, general economic conditions and trends, historical and industry loss experience, and other relevant factors, as appropriate. | |
Recent Accounting Pronouncements | |
In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”). This update changes the requirements for reporting and the definition of discontinued operations. Based on the current revisions, the disposal of a component of an entity, or a group of components of an entity, is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results when certain defined criteria are met. ASU 2014-08 is effective for fiscal years and interim periods ending after December 15, 2014 and shall be applied prospectively. Early adoption is permitted, but only for disposals (or classifications as held for sale) that have not been reported in financial statements previously issued or available for issuance. On April 1, 2014, the Company early adopted ASU 2014-08; the adoption of ASU 2014-08 did not have a material impact on the Company’s consolidated financial position or results of operations. | |
In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). This update changes the guidance for recognizing revenue. ASU 2014-09 provides guidance for revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 is effective for fiscal years and interim periods ending after December 15, 2016, including interim periods. Early adoption is not permitted. The Company is evaluating the impact of the adoption of ASU 2014-09 on January 1, 2017 to the Company’s consolidated financial position or results of operations. |
Real_Estate_Property_Investmen
Real Estate Property Investments | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Real Estate Property Investments | ' | ||||||||||||||||
Real Estate Property Investments | ' | ||||||||||||||||
(3) Real Estate Property Investments | |||||||||||||||||
On June 6, 2014, the Company acquired a portfolio of 20 care homes for $127 million (£75.8 million) subject to long-term triple-net leases. These facilities are located throughout the United Kingdom (“UK”) and are leased to Maria Mallaband Care Group. The triple-net leases have initial terms of 15 years, plus two 10-year extension options and provide for initial annual rent of $9.7 million (£5.8 million). The cross-defaulted contractual rents will increase annually based on the Retail Price Index (UK measure of inflation), subject to a floor of 2% and a ceiling of 4.5%. | |||||||||||||||||
A summary of real estate acquisitions for the six months ended June 30, 2014 follows (in thousands): | |||||||||||||||||
Consideration | Assets Acquired | ||||||||||||||||
Segment | Cash Paid | Debt and Other | Noncontrolling | Real Estate | Net | ||||||||||||
Liabilities | Interest | Intangibles | |||||||||||||||
Assumed | |||||||||||||||||
Senior housing | $ | 215,381 | -1 | $ | 1 | $ | 6,321 | -2 | $ | 204,758 | $ | 16,945 | |||||
Life science | 43,500 | 250 | — | 41,281 | 2,469 | ||||||||||||
Medical office | 26,548 | 272 | — | 22,820 | 4,000 | ||||||||||||
$ | 285,429 | $ | 523 | $ | 6,321 | $ | 268,859 | $ | 23,414 | ||||||||
(1) Includes £75.8 million translated into U.S. dollars. | |||||||||||||||||
(2) Includes $5 million of non-managing member limited liability company units. | |||||||||||||||||
During the six months ended June 30, 2013, the Company acquired four senior housing communities from a joint venture between Emeritus Corporation (“Emeritus”) and Blackstone Real Estate Partners VI for $38 million, acquired a senior housing facility for $18 million, exercised its purchase option for a senior housing facility it previously leased for $16 million and acquired 38 acres of land in the post-acute/skilled nursing segment for $408,000. | |||||||||||||||||
During the six months ended June 30, 2014 and 2013, the Company funded an aggregate of $101 million and $76 million, respectively, for construction, tenant and other capital improvement projects, primarily in its senior housing, life science and medical office segments. |
Dispositions_of_Real_Estate_an
Dispositions of Real Estate and Discontinued Operations | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
Dispositions of Real Estate and Discontinued Operations | ' | ||||||||||
Dispositions of Real Estate and Discontinued Operations | ' | ||||||||||
(4) Dispositions of Real Estate and Discontinued Operations | |||||||||||
During the six months ended June 30, 2014, the Company sold two post-acute/skilled nursing facilities for $22 million, a hospital for $17 million and a medical office building (“MOB”) for $145,000. During the six months ended June 30, 2013, the Company sold a senior housing facility for $4 million. | |||||||||||
There were no assets classified as held for sale at June 30, 2014. At December 31, 2013, one hospital and two post-acute/skilled nursing facilities were classified as held for sale, with a carrying value of $10 million. | |||||||||||
The following table summarizes operating income from discontinued operations and gain on sales of real estate included in discontinued operations (dollars in thousands): | |||||||||||
Three Months | Six Months Ended June 30, | ||||||||||
Ended June 30, | |||||||||||
2013 | 2014 | 2013 | |||||||||
Rental and related revenues | $ | 4,824 | $ | 1,810 | $ | 9,908 | |||||
Depreciation and amortization expenses | 1,557 | — | 3,095 | ||||||||
Operating expenses | 927 | 54 | 1,846 | ||||||||
Other expenses, net | 399 | 20 | 795 | ||||||||
Income before gain on sales of real estate, net of income taxes | $ | 1,941 | $ | 1,736 | $ | 4,172 | |||||
Gain on sales of real estate, net of income taxes | $ | 887 | $ | 28,010 | $ | 887 | |||||
Number of properties included in discontinued operations | 16 | 2 | 16 | ||||||||
Net_Investment_in_Direct_Finan
Net Investment in Direct Financing Leases | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Net Investment in Direct Financing Leases | ' | |||||||||||||||
Net Investment in Direct Financing Leases | ' | |||||||||||||||
(5) Net Investment in Direct Financing Leases | ||||||||||||||||
The components of net investment in DFLs consisted of the following (dollars in thousands): | ||||||||||||||||
June 30, | December 31, | |||||||||||||||
2014 | 2013 | |||||||||||||||
Minimum lease payments receivable | $ | 24,517,865 | $ | 24,808,386 | ||||||||||||
Estimated residual values | 4,134,405 | 4,134,405 | ||||||||||||||
Less unearned income | (21,428,392 | ) | (21,789,392 | ) | ||||||||||||
Net investment in direct financing leases | $ | 7,223,878 | $ | 7,153,399 | ||||||||||||
Properties subject to direct financing leases | 364 | 364 | ||||||||||||||
The minimum lease payments receivable are primarily attributable to HCR ManorCare, Inc. (“HCR ManorCare”) ($23.3 billion and $23.5 billion at June 30, 2014 and December 31, 2013, respectively). The triple-net master lease with HCR ManorCare provides for annual rent of $524 million beginning April 1, 2014 (prior to April 1, 2014, annual rent was $506 million). The rent increases by 3.5% per year over the next two years and by 3% for the remaining portion of the initial lease term. The properties are grouped into four pools, and HCR ManorCare has a one-time extension option for each pool with rent increased for the first year of the extension option to the greater of fair market rent or a 3% increase over the rent for the prior year. Including the extension options, which the Company determined to be bargain renewal options, the four leased pools had total initial available terms ranging from 23 to 35 years. | ||||||||||||||||
The following table summarizes the Company’s internal ratings for net investment in DFLs at June 30, 2014 (in thousands): | ||||||||||||||||
Carrying | Percentage of | Internal Ratings | ||||||||||||||
DFL | ||||||||||||||||
Investment Type | Amount | Portfolio | Performing DFLs | Watch List DFLs | Workout DFLs | |||||||||||
Senior housing | $ | 1,488,704 | 20 | $ | 1,116,401 | $ | 372,303 | $ | — | |||||||
Post-acute/skilled nursing | 5,611,283 | 78 | 5,611,283 | — | — | |||||||||||
Hospital | 123,891 | 2 | 123,891 | — | — | |||||||||||
$ | 7,223,878 | 100 | $ | 6,851,575 | $ | 372,303 | $ | — | ||||||||
During the quarter ended September 30, 2013, the Company placed a 14-property senior housing DFL (the “DFL Portfolio”) on non-accrual status. Based on the Company’s determination that the timing of the collection of all rental payments was no longer reasonably assured, rental revenue for the DFL Portfolio is recognized on a cash basis. Furthermore, the Company determined that the DFL Portfolio was not impaired at September 30, 2013, based on its belief that: (i) it was not probable that it will not collect all of the rental payments under the terms of the lease; and (ii) the fair value of the underlying collateral exceeded the DFL Portfolio’s $376 million carrying amount. The fair value of the DFL Portfolio was estimated based on a discounted cash flow model, which inputs are considered to be a Level 3 measurement within the fair value hierarchy. Inputs to this valuation model include real estate capitalization rates, industry growth rates and operating margins, some of which influence the Company’s expectation of future cash flows from the DFL Portfolio and, accordingly, the fair value of its investment. During the three months ended June 30, 2014 and 2013, the Company recognized DFL income of $5 million and $7 million, respectively, and received cash payments of $6 million in each period, respectively, from the DFL Portfolio. During the six months ended June 30, 2014 and 2013, the Company recognized DFL income of $10 million and $14 million, respectively, and received cash payments of $12 million in each period from the DFL Portfolio. The carrying value of the DFL Portfolio was $372 million and $374 million at June 30, 2014 and December 31, 2013, respectively. At June 30, 2014, the Company believes the fair value of the collateral supporting this loan is in excess of its carrying value. |
Loans_Receivable
Loans Receivable | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Loans Receivable | ' | |||||||||||||||||||
Loans Receivable | ' | |||||||||||||||||||
(6) Loans Receivable | ||||||||||||||||||||
The following table summarizes the Company’s loans receivable (in thousands): | ||||||||||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||||||||||
Real Estate | Other | Total | Real Estate | Other | Total | |||||||||||||||
Secured | Secured | Secured | Secured | |||||||||||||||||
Mezzanine | $ | — | $ | 233,854 | $ | 233,854 | $ | — | $ | 234,455 | $ | 234,455 | ||||||||
Other(1) | 157,819 | — | 157,819 | 147,669 | — | 147,669 | ||||||||||||||
Unamortized discounts, fees and costs | — | (2,546 | ) | (2,546 | ) | — | (2,713 | ) | (2,713 | ) | ||||||||||
Allowance for loan losses | — | (13,410 | ) | (13,410 | ) | — | (13,410 | ) | (13,410 | ) | ||||||||||
$ | 157,819 | $ | 217,898 | $ | 375,717 | $ | 147,669 | $ | 218,332 | $ | 366,001 | |||||||||
(1) Includes $128 million and $117 million at June 30, 2014 and December 31, 2013, respectively, of construction loans outstanding related to senior housing development projects. At June 30, 2014, the Company had $19.5 million remaining under its commitments to fund development projects. | ||||||||||||||||||||
The following table summarizes the Company’s internal ratings for loans receivable at June 30, 2014 (in thousands): | ||||||||||||||||||||
Carrying | Percentage of | Internal Ratings | ||||||||||||||||||
Loan | ||||||||||||||||||||
Investment Type | Amount | Portfolio | Performing Loans | Watch List Loans | Workout Loans | |||||||||||||||
Real estate secured | $ | 157,819 | 42 | $ | 157,819 | $ | — | $ | — | |||||||||||
Other secured | 217,898 | 58 | 200,428 | — | 17,470 | |||||||||||||||
$ | 375,717 | 100 | $ | 358,247 | $ | — | $ | 17,470 | ||||||||||||
Other Secured Loans | ||||||||||||||||||||
Barchester Loan. On May 2, 2013, the Company acquired £121 million ($188 million) of subordinated debt at a discount for £109 million ($170 million). The loan was secured by an interest in 160 facilities leased and operated by Barchester Healthcare (“Barchester”). On August 23, 2013, the Company acquired an additional investment in this loan of £9 million ($14 million) at a discount for £5 million ($8 million). This loan accrued interest on its face value at a floating rate of LIBOR plus a weighted-average margin of 3.14%. This loan investment was financed by a GBP denominated draw on the Company’s revolving line of credit facility that is discussed in Note 10. On September 6, 2013, the Company received £129 million ($202 million) from the par payoff of its Barchester debt investments. As a result, the Company recognized interest income of $24 million primarily representing the debt investment’s unamortized discounts. A portion of the proceeds from the Barchester repayment were used to repay the total outstanding amount of the Company’s GBP denominated draw on its revolving line of credit facility. | ||||||||||||||||||||
Tandem Health Care Loan. On July 31, 2012, the Company closed a mezzanine loan facility to lend up to $205 million to Tandem Health Care (“Tandem”), as part of the recapitalization of a post-acute/skilled nursing portfolio. The Company funded $100 million (the “First Tranche”) at closing and funded an additional $102 million (the “Second Tranche”) in June 2013. At June 30, 2014, the loans were subordinate to $442 million of senior mortgage debt. The loans bear interest at fixed rates of 12% and 14% per annum for the First and Second Tranches, respectively. This loan facility has a total term of up to 63 months from the First Tranche closing, is prepayable at the borrower’s option and is secured by real estate partnership interests. The loans are subject to prepayment premiums if repaid on or before the third anniversary from the First Tranche closing date. | ||||||||||||||||||||
Delphis Operations, L.P. Loan. The Company holds a secured term loan made to Delphis Operations, L.P. (“Delphis” or the “Borrower”) that is collateralized by assets of the Borrower. The Borrower’s collateral is comprised primarily of a partnership interest in an operating surgical facility that leases a property owned by the Company. This loan is on cost recovery status. The carrying value of the loan, net of an allowance for loan losses of $13 million, was $17.5 million and $18.1 million at June 30, 2014 and December 31, 2013, respectively. During the three and six months ended June 30, 2014, the Company received cash payments from the Borrower of $0.6 million. At June 30, 2014, the Company believes the fair value of the collateral supporting this loan is in excess of its carrying value. | ||||||||||||||||||||
A reconciliation of the Company’s allowance related to the Company’s senior secured loan to Delphis follows (in thousands): | ||||||||||||||||||||
Amount | ||||||||||||||||||||
Balance at January 1, 2014 | $ | 13,410 | ||||||||||||||||||
Additions | — | |||||||||||||||||||
Balance at June 30, 2014 | $ | 13,410 | ||||||||||||||||||
Investments_in_and_Advances_to
Investments in and Advances to Unconsolidated Joint Ventures | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Investments in and Advances to Unconsolidated Joint Ventures | ' | |||||||||||||
Investments in and Advances to Unconsolidated Joint Ventures | ' | |||||||||||||
(7) Investments in and Advances to Unconsolidated Joint Ventures | ||||||||||||||
The Company owns interests in the following entities that are accounted for under the equity method at June 30, 2014 (dollars in thousands): | ||||||||||||||
Entity(1) | Segment | Investment(2) | Ownership% | |||||||||||
HCR ManorCare | post-acute/skilled nursing | $ | 80,777 | 9.4 | ||||||||||
HCP Ventures III, LLC | medical office | 6,944 | 30 | |||||||||||
HCP Ventures IV, LLC | medical office and hospital | 28,369 | 20 | |||||||||||
HCP Life Science(3) | life science | 68,329 | 50-63 | |||||||||||
Suburban Properties, LLC | medical office | 5,952 | 67 | |||||||||||
Advances to unconsolidated joint ventures, net | 359 | |||||||||||||
$ | 190,730 | |||||||||||||
Edgewood Assisted Living Center, LLC | senior housing | $ | (384 | ) | ||||||||||
Seminole Shores Living Center, LLC | senior housing | (580 | ) | |||||||||||
$ | (964 | ) | ||||||||||||
(1) These entities are not consolidated because the Company does not control, through voting rights or other means, the joint ventures. | ||||||||||||||
(2) Represents the carrying value of the Company’s investment in the unconsolidated joint ventures. Negative balances are recorded in accounts payable and accrued liabilities on the Company’s Condensed Consolidated Balance Sheets. Includes a 72% interest in a senior housing partnership that has a zero investment balance. | ||||||||||||||
(3) Includes three unconsolidated joint ventures between the Company and an institutional capital partner for which the Company is the managing member. HCP Life Science includes the following partnerships (and the Company’s ownership percentage): (i) Torrey Pines Science Center, LP (50%); (ii) Britannia Biotech Gateway, LP (55%); and (iii) LASDK, LP (63%). | ||||||||||||||
Summarized combined financial information for the Company’s unconsolidated joint ventures follows (in thousands): | ||||||||||||||
June 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||
Real estate, net | $ | 3,627,622 | $ | 3,662,450 | ||||||||||
Goodwill and other assets, net | 5,326,719 | 5,384,553 | ||||||||||||
Total assets | $ | 8,954,341 | $ | 9,047,003 | ||||||||||
Capital lease obligations and mortgage debt | $ | 6,700,301 | $ | 6,768,815 | ||||||||||
Accounts payable | 1,033,229 | 1,045,260 | ||||||||||||
Other partners’ capital | 1,089,086 | 1,098,228 | ||||||||||||
HCP’s capital(1) | 131,725 | 134,700 | ||||||||||||
Total liabilities and partners’ capital | $ | 8,954,341 | $ | 9,047,003 | ||||||||||
(1) The combined basis difference of the Company’s investments in these joint ventures of $58 million, as of June 30, 2014, is primarily attributable to goodwill, real estate, capital lease obligations, deferred tax assets and lease-related net intangibles. | ||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Total revenues | $ | 1,064,655 | $ | 1,051,012 | $ | 2,137,843 | $ | 2,135,263 | ||||||
Loss from discontinued operations | (4,200 | ) | (3,000 | ) | (5,600 | ) | (5,700 | ) | ||||||
Net (loss) income | (11,834 | ) | 10,122 | (3,973 | ) | 20,494 | ||||||||
HCP’s share of earnings(1) | 14,692 | 15,585 | 29,220 | 30,386 | ||||||||||
Fees earned by HCP | 444 | 499 | 893 | 942 | ||||||||||
Distributions received by HCP | 566 | 1,157 | 3,768 | 2,528 | ||||||||||
(1) The Company’s joint venture interest in HCR ManorCare is accounted for using the equity method and results in an ongoing elimination of DFL income proportional to HCP’s ownership in HCR ManorCare. The elimination of the respective proportional lease expense at the HCR ManorCare level in substance results in $16 million and $15 million of DFL income that is recharacterized to the Company’s share of earnings from HCR ManorCare (equity income from unconsolidated joint ventures) for the three months ended June 30, 2014 and 2013, respectively. For both the six months ended June 30, 2014 and 2013, $31 million of DFL income was recharacterized to the Company’s share of earnings from HCR ManorCare. |
Intangibles
Intangibles | 6 Months Ended |
Jun. 30, 2014 | |
Intangibles | ' |
Intangibles | ' |
(8) Intangibles | |
At June 30, 2014 and December 31, 2013, intangible lease assets, comprised of lease-up intangibles, above market tenant lease intangibles and below market ground lease intangibles, were $796 million and $781 million, respectively. At June 30, 2014 and December 31, 2013, the accumulated amortization of intangible assets was $318 million and $291 million, respectively. | |
At both June 30, 2014 and December 31, 2013, intangible lease liabilities, comprised of below market lease intangibles and above market ground lease intangibles were $207 million. At June 30, 2014 and December 31, 2013, the accumulated amortization of intangible liabilities was $117 million and $108 million, respectively. |
Other_Assets
Other Assets | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Other Assets. | ' | |||||||
Other Assets | ' | |||||||
(9) Other Assets | ||||||||
The Company’s other assets consisted of the following (in thousands): | ||||||||
June 30, | December 31, | |||||||
2014 | 2013 | |||||||
Straight-line rent assets, net of allowance of $34,274 and $34,230 respectively | $ | 392,766 | $ | 368,919 | ||||
Marketable debt securities, net | 251,888 | 244,089 | ||||||
Leasing costs, net | 104,984 | 104,601 | ||||||
Deferred financing costs, net | 45,782 | 42,106 | ||||||
Goodwill | 50,346 | 50,346 | ||||||
Other(1) | 94,242 | 57,644 | ||||||
Total other assets | $ | 940,008 | $ | 867,705 | ||||
(1) Includes a $5.4 million allowance for losses related to accrued interest receivable on the Delphis loan, which accrued interest is included in other assets. At both June 30, 2014 and December 31, 2013, the carrying value of interest accrued related to the Delphis loan was zero. Also includes a loan receivable for $12 million and $10 million at June 30, 2014 and December 31, 2013, respectively, from HCP Ventures IV, LLC, an unconsolidated joint venture (see Note 7 for additional information). The loan bears interest at a fixed rate of 12% per annum and matures in May 2015. | ||||||||
During the six months ended June 30, 2013, the Company realized gains from the sale of marketable equity securities of $11 million that were included in other income, net. | ||||||||
Four Seasons Health Care Senior Unsecured Notes | ||||||||
On June 28, 2012, the Company purchased senior unsecured notes with an aggregate par value of £138.5 million at a discount for £136.8 million (par value of $237 million). The notes were issued by Elli Investments Limited, a subsidiary of Terra Firma, a European private equity firm, as part of its financing for the acquisition of Four Seasons Health Care (“Four Seasons”), an elderly and specialist care provider in the UK. The notes mature in June 2020 and are non-callable through June 2016. The notes bear interest on their par value at a fixed rate of 12.25% per annum, with an original issue discount resulting in a yield to maturity of 12.5%. This investment was financed by a GBP denominated unsecured term loan that is discussed in Note 10. These senior unsecured notes are accounted for as marketable debt securities and classified as held-to-maturity. |
Debt
Debt | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Debt | ' | ||||||||||||||||
Debt | ' | ||||||||||||||||
(10) Debt | |||||||||||||||||
Bank Line of Credit and Term Loan | |||||||||||||||||
On March 31, 2014, the Company amended its unsecured revolving line of credit facility (the “Facility”) with a syndicate of banks, which was scheduled to mature in March 2016, increasing the borrowing capacity by $500 million to $2.0 billion. The amended Facility matures on March 31, 2018, with a one-year committed extension option. Borrowings under the Facility accrue interest at LIBOR plus a margin that depends upon the Company’s debt ratings. The Company pays a facility fee on the entire revolving commitment that depends on its debt ratings. Based on the Company’s debt ratings at June 30, 2014, the margin on the Facility was 0.925%, and the facility fee was 0.15%. The Facility also includes a feature that will allow the Company to increase the borrowing capacity by an aggregate amount of up to $500 million, subject to securing additional commitments from existing lenders or new lending institutions. At June 30, 2014, the Company had $310 million outstanding under the Facility with a weighted average effective interest rate of 1.42%. | |||||||||||||||||
On July 30, 2012, the Company entered into a credit agreement with a syndicate of banks for a £137 million ($234 million at June 30, 2014) four-year unsecured term loan (the “Term Loan”). Based on the Company’s debt ratings at June 30, 2014, the Term Loan accrues interest at a rate of GBP LIBOR plus 1.20%. Concurrent with the closing of the Term Loan, the Company entered into a four-year interest rate swap contract that fixes the interest rate of the Term Loan at 1.81%, subject to adjustments based on the Company’s debt ratings. The Term Loan contains a one-year committed extension option. | |||||||||||||||||
The Facility and Term Loan contain certain financial restrictions and other customary requirements, including cross-default provisions to other indebtedness. Among other things, these covenants, using terms defined in the agreements, (i) limit the ratio of Consolidated Total Indebtedness to Consolidated Total Asset Value to 60%, (ii) limit the ratio of Secured Debt to Consolidated Total Asset Value to 30%, (iii) limit the ratio of Unsecured Debt to Consolidated Unencumbered Asset Value to 60% and (iv) require a minimum Fixed Charge Coverage ratio of 1.5 times. The Facility and Term Loan also require a Minimum Consolidated Tangible Net Worth of $9.5 billion at June 30, 2014. At June 30, 2014, the Company was in compliance with each of these restrictions and requirements of the Facility and Term Loan. | |||||||||||||||||
Senior Unsecured Notes | |||||||||||||||||
At June 30, 2014, the Company had senior unsecured notes outstanding with an aggregate principal balance of $6.9 billion. At June 30, 2014, interest rates on the notes ranged from 2.79% to 6.99% with a weighted average effective interest rate of 5.06% and a weighted average maturity of six years. The senior unsecured notes contain certain covenants including limitations on debt, maintenance of unencumbered assets, cross-acceleration provisions and other customary terms. The Company believes it was in compliance with these covenants at June 30, 2014. | |||||||||||||||||
On February 12, 2014, the Company issued $350 million of 4.20% senior unsecured notes due 2024. The notes were priced at 99.537% of the principal amount with an effective yield-to-maturity of 4.257%; net proceeds from this offering were $346 million. | |||||||||||||||||
On February 1, 2014, the Company repaid $400 million of maturing senior unsecured notes, which accrued interest at a rate of 2.7%. The senior unsecured notes were repaid with a portion of the proceeds from the Company’s November 2013 bond offering. | |||||||||||||||||
On December 16, 2013, the Company repaid $400 million of maturing senior unsecured notes, which accrued interest at a rate of 5.65%. The senior unsecured notes were repaid with a portion of the proceeds from the Company’s November 2013 bond offering. | |||||||||||||||||
On November 12, 2013, the Company issued $800 million of 4.25% senior unsecured notes due 2023. The notes were priced at 99.540% of the principal amount with an effective yield to maturity of 4.307%; net proceeds from this offering were $789 million. | |||||||||||||||||
On February 28, 2013, the Company repaid $150 million of maturing senior unsecured notes, which accrued interest at a rate of 5.625%. | |||||||||||||||||
Mortgage Debt | |||||||||||||||||
At June 30, 2014, the Company had $1.2 billion in aggregate principal amount of mortgage debt outstanding secured by 94 healthcare facilities (including redevelopment properties) with a carrying value of $1.5 billion. At June 30, 2014, interest rates on the mortgage debt ranged from 0.44% to 8.69% with a weighted average effective interest rate of 6.20% and a weighted average maturity of three years. | |||||||||||||||||
Mortgage debt generally requires monthly principal and interest payments, is collateralized by real estate assets and is generally non-recourse. Mortgage debt typically restricts transfer of the encumbered assets, prohibits additional liens, restricts prepayment, requires payment of real estate taxes, requires maintenance of the assets in good condition, requires maintenance of insurance on the assets and includes conditions to obtain lender consent to enter into or terminate material leases. Some of the mortgage debt is also cross-collateralized by multiple assets and may require tenants or operators to maintain compliance with the applicable leases or operating agreements of such real estate assets. | |||||||||||||||||
Debt Maturities | |||||||||||||||||
The following table summarizes the Company’s stated debt maturities and scheduled principal repayments at June 30, 2014 (in thousands): | |||||||||||||||||
Year | Bank Line of | Term Loan(1) | Senior | Mortgage | Total(2) | ||||||||||||
Credit | Unsecured | Debt | |||||||||||||||
Notes | |||||||||||||||||
2014 (Six months) | $ | — | $ | — | $ | — | $ | 11,573 | $ | 11,573 | |||||||
2015 | — | — | 400,000 | 308,421 | 708,421 | ||||||||||||
2016 | — | 234,352 | 900,000 | 291,736 | 1,426,088 | ||||||||||||
2017 | — | — | 750,000 | 550,477 | 1,300,477 | ||||||||||||
2018 | 310,000 | — | 600,000 | 6,583 | 916,583 | ||||||||||||
Thereafter | — | — | 4,200,000 | 65,242 | 4,265,242 | ||||||||||||
310,000 | 234,352 | 6,850,000 | 1,234,032 | 8,628,384 | |||||||||||||
Discounts, net | — | — | (23,116 | ) | (4,259 | ) | (27,375 | ) | |||||||||
$ | 310,000 | $ | 234,352 | $ | 6,826,884 | $ | 1,229,773 | $ | 8,601,009 | ||||||||
(1) Represents £137 million translated into U.S. dollars. | |||||||||||||||||
(2) Excludes $73 million of other debt that represents Life Care Bonds that have no scheduled maturities that are discussed below. | |||||||||||||||||
Other Debt | |||||||||||||||||
At June 30, 2014, the Company had $73 million of non-interest bearing life care bonds at two of its continuing care retirement communities and non-interest bearing occupancy fee deposits at two of its senior housing facilities, all of which were payable to certain residents of the facilities (collectively, “Life Care Bonds”). The Life Care Bonds are generally refundable to the residents upon the termination of the contract or upon the successful resale of the unit. |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Commitments and Contingencies. | ' | |||||||||||||
Commitments and Contingencies | ' | |||||||||||||
(11) Commitments and Contingencies | ||||||||||||||
Legal Proceedings | ||||||||||||||
From time to time, the Company is a party to legal proceedings, lawsuits and other claims that arise in the ordinary course of the Company’s business. The Company is not aware of any legal proceedings or claims that it believes may have, individually or taken together, a material adverse effect on the Company’s business, prospects, financial condition, results of operations or cash flows. The Company’s policy is to expense legal costs as they are incurred. | ||||||||||||||
Concentration of Credit Risk | ||||||||||||||
Concentrations of credit risks arise when one or more operators, tenants or obligors related to the Company’s investments are engaged in similar business activities, or activities in the same geographic region, or have similar economic features that would cause their ability to meet contractual obligations, including those to the Company, to be similarly affected by changes in economic conditions. The Company regularly monitors various segments of its portfolio to assess potential concentrations of risks. The Company does not have significant foreign operations. | ||||||||||||||
The following table provides information regarding the Company’s concentrations with respect to certain operators and tenants; the information provided is presented for the gross assets and revenues that are associated with certain operators and tenants as percentages of the respective segment’s and total Company’s assets and revenues: | ||||||||||||||
The following table lists the Company’s senior housing concentrations: | ||||||||||||||
Percentage of | Percentage of | Percentage of | ||||||||||||
Senior Housing Gross Assets | Senior Housing Revenues | Senior Housing Revenues | ||||||||||||
June 30, | December 31, | Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
Operators | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||
HCR ManorCare | 11 | % | 11 | % | 10 | % | 10 | % | 10 | % | 10 | % | ||
Brookdale Senior Living (“Brookdale”)(1) | 46 | 48 | 46 | 46 | 46 | 46 | ||||||||
Sunrise Senior Living (“Sunrise”)(2) | 17 | 17 | 11 | 13 | 11 | 13 | ||||||||
The following table lists the Company’s post-acute/skilled nursing concentrations: | ||||||||||||||
Percentage of Post-Acute/ | Percentage of Post-Acute/ | Percentage of Post-Acute/ | ||||||||||||
Skilled Nursing Gross Assets | Skilled Nursing Revenues | Skilled Nursing Revenues | ||||||||||||
June 30, | December 31, | Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
Operators | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||
HCR ManorCare | 89 | % | 89 | % | 86 | % | 87 | % | 86 | % | 88 | % | ||
The following table lists the total Company concentrations: | ||||||||||||||
Percentage of | Percentage of | Percentage of | ||||||||||||
Total Company Assets | Total Company Revenues | Total Company Revenues | ||||||||||||
June 30, | December 31, | Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
Operators | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||
HCR ManorCare | 32 | % | 32 | % | 28 | % | 29 | % | 28 | % | 28 | % | ||
Brookdale(1) | 19 | 19 | 17 | 17 | 17 | 17 | ||||||||
Sunrise(2) | 7 | 7 | 4 | 5 | 4 | 5 | ||||||||
(1) On July 31, 2014, Brookdale completed its acquisition of Emeritus Corporation ("Emeritus"). These percentages of segment revenues, total revenues, segment assets and total assets for all periods presented are prepared on a pro forma basis to reflect the combined concentration for Brookdale and Emeritus, as if the merger had occurred as of the beginning of the periods presented. Additionally, on April 23, 2014, the Company agreed to amend or terminate its Emeritus (pre-merger) leases and enter into two RIDEA joint ventures with Brookdale (see Note 20 for additional information regarding these potential transactions).Percentages do not include senior housing facilities that Brookdale manages (is not a tenant) on behalf of the Company, under a RIDEA structure. | ||||||||||||||
(2) Certain of the Company’s properties are leased to tenants who have entered into management contracts with Sunrise to operate the respective property on their behalf. The Company’s concentration of gross assets includes properties directly leased to Sunrise and properties that are managed by Sunrise on behalf of third party tenants. | ||||||||||||||
HCR ManorCare’s summarized condensed consolidated financial information follows (in millions): | ||||||||||||||
June 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||
Real estate and other property, net | $ | 2,970.70 | $ | 2,993.20 | ||||||||||
Cash and cash equivalents | 150.7 | 141.8 | ||||||||||||
Goodwill, intangible and other assets, net | 5,099.90 | 5,174.90 | ||||||||||||
Total assets | $ | 8,221.30 | $ | 8,309.90 | ||||||||||
Debt and financing obligations | $ | 6,191.70 | $ | 6,258.50 | ||||||||||
Accounts payable, accrued liabilities and other | 996.4 | 1,013.40 | ||||||||||||
Total equity | 1,033.20 | 1,038.00 | ||||||||||||
Total liabilities and equity | $ | 8,221.30 | $ | 8,309.90 | ||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Revenues | $ | 1,039.10 | $ | 1,024.30 | $ | 2,086.70 | $ | 2,083.80 | ||||||
Operating, general and administrative expense | (914.5 | ) | (864.4 | ) | (1,810.3 | ) | (1,764.0 | ) | ||||||
Depreciation and amortization expense | (35.3 | ) | (35.7 | ) | (70.9 | ) | (72.4 | ) | ||||||
Interest expense | (102.2 | ) | (103.9 | ) | (204.7 | ) | (208.1 | ) | ||||||
Other income (expense), net | 1.6 | (0.5 | ) | 4.5 | 1.7 | |||||||||
(Loss) income from continuing operations before income tax benefit (expense) | (11.3 | ) | 19.8 | 5.3 | 41 | |||||||||
Income tax benefit (expense) | 4.6 | (6.7 | ) | (2.2 | ) | (13.5 | ) | |||||||
(Loss) income from continuing operations | (6.7 | ) | 13.1 | 3.1 | 27.5 | |||||||||
Loss from discontinued operations, net of taxes | (4.2 | ) | (3.0 | ) | (5.6 | ) | (5.7 | ) | ||||||
Net (loss) income | $ | (10.9 | ) | $ | 10.1 | $ | (2.5 | ) | $ | 21.8 | ||||
Brookdale is subject to the registration and reporting requirements of the SEC and is required to file with the SEC annual reports containing audited financial information and quarterly reports containing unaudited financial information. The information related to Brookdale contained or referred to in this Quarterly Report on Form 10-Q has been derived from SEC filings made by Brookdale, as the case may be, or other publicly available information, or was provided to the Company by Brookdale, and the Company has not verified this information through an independent investigation or otherwise. The Company has no reason to believe that this information is inaccurate in any material respect, but the Company cannot assure the reader of its accuracy. The Company is providing this data for informational purposes only, and encourages the reader to obtain Brookdale’s publicly available filings, which can be found at the SEC’s website at www.sec.gov. | ||||||||||||||
To mitigate the credit risk of leasing properties to certain senior housing and post-acute/skilled nursing operators, leases with operators are often combined into portfolios that contain cross-default terms, so that if a tenant of any of the properties in a portfolio defaults on its obligations under its lease, the Company may pursue its remedies under the lease with respect to any of the properties in the portfolio. Certain portfolios also contain terms whereby the net operating profits of the properties are combined for the purpose of securing the funding of rental payments due under each lease. | ||||||||||||||
Credit Enhancement Guarantee | ||||||||||||||
Certain of the Company’s senior housing facilities serve as collateral for $108 million of debt (maturing May 1, 2025) that is owed by a previous owner of the facilities. This indebtedness is guaranteed by the previous owner who has an investment grade credit rating. These senior housing facilities, which are classified as DFLs, had a carrying value of $372 million as of June 30, 2014. |
Equity
Equity | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Equity | ' | ||||||||
Equity | ' | ||||||||
(12) Equity | |||||||||
Common Stock | |||||||||
The following table lists the common stock cash dividends declared by the Company in 2014: | |||||||||
Declaration Date | Record Date | Amount | Dividend | ||||||
Per Share | Payable Date | ||||||||
January 30 | February 10 | $ | 0.545 | February 25 | |||||
May 1 | May 12 | 0.545 | May 27 | ||||||
July 31 | August 11 | 0.545 | August 26 | ||||||
The following is a summary of the Company’s common stock issuances (shares in thousands): | |||||||||
Six Months Ended June 30, | |||||||||
2014 | 2013 | ||||||||
Dividend Reinvestment and Stock Purchase Plan | 1,386 | 925 | |||||||
Conversion of DownREIT units(1) | 2 | 85 | |||||||
Exercise of stock options | 111 | 852 | |||||||
Vesting of restricted stock units | 567 | 103 | |||||||
(1) Non-managing member LLC units. | |||||||||
Accumulated Other Comprehensive Loss | |||||||||
The following is a summary of the Company’s accumulated other comprehensive loss (in thousands): | |||||||||
June 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Unrealized losses on available for sale securities | $ | (4 | ) | $ | — | ||||
Unrealized losses on cash flow hedges, net | (10,846 | ) | (10,797 | ) | |||||
Supplemental Executive Retirement Plan minimum liability | (2,802 | ) | (2,910 | ) | |||||
Cumulative foreign currency translation adjustment | 1,983 | (780 | ) | ||||||
Total accumulated other comprehensive loss | $ | (11,669 | ) | $ | (14,487 | ) | |||
Noncontrolling Interests | |||||||||
At June 30, 2014, non-managing members held an aggregate of 4 million units in five limited liability companies (“DownREITs”), for which the Company is the managing member. At June 30, 2014, the carrying and fair values of these DownREIT units were $189 million and $253 million, respectively. |
Segment_Disclosures
Segment Disclosures | 6 Months Ended | ||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||
Segment Disclosures | ' | ||||||||||||||||||||||
Segment Disclosures | ' | ||||||||||||||||||||||
(13) Segment Disclosures | |||||||||||||||||||||||
The Company evaluates its business and makes resource allocations based on its five business segments: (i) senior housing, (ii) post-acute/skilled nursing, (iii) life science, (iv) medical office and (v) hospital. Under the senior housing, post-acute/skilled nursing, life science and hospital segments, the Company primarily invests, through the acquisition and development of real estate, in single operator or tenant properties and debt issued by operators in these sectors. Under the medical office segment, the Company invests through the acquisition and development of MOBs, which generally require a greater level of property management. The accounting policies of the segments are the same as those described in Note 2 to the Consolidated Financial Statements herein and in the Company’s 2013 Annual Report on Form 10-K filed with the SEC. There were no intersegment sales or transfers during the six months ended June 30, 2014 and 2013. The Company evaluates performance based upon net operating income from continuing operations (“NOI”), adjusted (cash) NOI and interest income of the investments in each segment. | |||||||||||||||||||||||
Non-segment assets consist primarily of corporate assets including cash and cash equivalents, restricted cash, accounts receivable, net, marketable equity securities, deferred financing costs and, if any, real estate held-for-sale. Interest expense, depreciation and amortization and non-property specific revenues and expenses are not allocated to individual segments in determining the Company’s performance measure. See Note 11 for other information regarding concentrations of credit risk. | |||||||||||||||||||||||
Summary information for the reportable segments follows (in thousands): | |||||||||||||||||||||||
For the three months ended June 30, 2014: | |||||||||||||||||||||||
Segments | Rental | Resident Fees | Interest | Investment | Total | NOI(2) | Adjusted | ||||||||||||||||
Revenues(1) | and Services | Income | Management | Revenues | (Cash) NOI(2) | ||||||||||||||||||
Fee Income | |||||||||||||||||||||||
Senior housing | $ | 151,904 | $ | 37,939 | $ | 3,430 | $ | — | $ | 193,273 | $ | 165,020 | $ | 153,476 | |||||||||
Post-acute/skilled | 138,548 | — | 13,507 | — | 152,055 | 138,015 | 122,105 | ||||||||||||||||
Life science | 77,541 | — | — | 1 | 77,542 | 62,092 | 59,339 | ||||||||||||||||
Medical office | 91,541 | — | — | 443 | 91,984 | 54,376 | 53,770 | ||||||||||||||||
Hospital | 21,267 | — | — | — | 21,267 | 20,370 | 20,475 | ||||||||||||||||
Total | $ | 480,801 | $ | 37,939 | $ | 16,937 | $ | 444 | $ | 536,121 | $ | 439,873 | $ | 409,165 | |||||||||
For the three months ended June 30, 2013: | |||||||||||||||||||||||
Segments | Rental | Resident Fees | Interest | Investment | Total | NOI(2) | Adjusted | ||||||||||||||||
Revenues(1) | and Services | Income | Management | Revenues | (Cash) NOI(2) | ||||||||||||||||||
Fee Income | |||||||||||||||||||||||
Senior housing | $ | 150,261 | $ | 36,394 | $ | 2,806 | $ | — | $ | 189,461 | $ | 163,319 | $ | 148,005 | |||||||||
Post-acute/skilled | 135,255 | — | 11,029 | — | 146,284 | 134,623 | 117,822 | ||||||||||||||||
Life science | 75,227 | — | — | 1 | 75,228 | 61,388 | 58,265 | ||||||||||||||||
Medical office | 89,996 | — | — | 498 | 90,494 | 54,883 | 53,770 | ||||||||||||||||
Hospital | 10,460 | — | 312 | — | 10,772 | 9,493 | 21,304 | ||||||||||||||||
Total | $ | 461,199 | $ | 36,394 | $ | 14,147 | $ | 499 | $ | 512,239 | $ | 423,706 | $ | 399,166 | |||||||||
For the six months ended June 30, 2014: | |||||||||||||||||||||||
Segments | Rental | Resident Fees | Interest | Investment | Total | NOI(2) | Adjusted | ||||||||||||||||
Revenues(1) | and Services | Income | Management | Revenues | (Cash) NOI(2) | ||||||||||||||||||
Fee Income | |||||||||||||||||||||||
Senior housing | $ | 301,989 | $ | 75,992 | $ | 6,714 | $ | — | $ | 384,695 | $ | 328,610 | $ | 303,851 | |||||||||
Post-acute/skilled | 276,328 | — | 26,919 | — | 303,247 | 275,263 | 240,204 | ||||||||||||||||
Life science | 153,663 | — | — | 2 | 153,665 | 124,053 | 118,168 | ||||||||||||||||
Medical office | 180,803 | — | — | 891 | 181,694 | 108,122 | 106,799 | ||||||||||||||||
Hospital | 42,812 | — | — | — | 42,812 | 40,965 | 41,136 | ||||||||||||||||
Total | $ | 955,595 | $ | 75,992 | $ | 33,633 | $ | 893 | $ | 1,066,113 | $ | 877,013 | $ | 810,158 | |||||||||
For the six months ended June 30, 2013: | |||||||||||||||||||||||
Segments | Rental | Resident Fees | Interest | Investment | Total | NOI(2) | Adjusted | ||||||||||||||||
Revenues(1) | and Services | Income | Management | Revenues | (Cash) NOI(2) | ||||||||||||||||||
Fee Income | |||||||||||||||||||||||
Senior housing | $ | 299,157 | $ | 72,139 | $ | 5,207 | $ | — | $ | 376,503 | $ | 324,438 | $ | 290,726 | |||||||||
Post-acute/ skilled | 269,091 | — | 21,014 | — | 290,105 | 267,830 | 231,669 | ||||||||||||||||
Life science | 148,557 | — | — | 2 | 148,559 | 121,335 | 114,605 | ||||||||||||||||
Medical office | 176,827 | — | — | 940 | 177,767 | 107,450 | 105,010 | ||||||||||||||||
Hospital | 30,178 | — | 312 | — | 30,490 | 28,323 | 39,780 | ||||||||||||||||
Total | $ | 923,810 | $ | 72,139 | $ | 26,533 | $ | 942 | $ | 1,023,424 | $ | 849,376 | $ | 781,790 | |||||||||
(1) Represents rental and related revenues, tenant recoveries and income from DFLs. | |||||||||||||||||||||||
(2) NOI is a non-GAAP supplemental financial measure used to evaluate the operating performance of real estate. The Company defines NOI as rental and related revenues, including tenant recoveries, resident fees and services, and income from DFLs, less property level operating expenses. NOI excludes interest income, investment management fee income, interest expense, depreciation and amortization, general and administrative expenses, litigation settlement, impairments, impairment recoveries, other income, net, income taxes, equity income from and impairments of investments in unconsolidated joint ventures, and discontinued operations. The Company believes NOI provides relevant and useful information because it reflects only income and operating expense items that are incurred at the property level and presents them on an unleveraged basis. Adjusted NOI is calculated as NOI after eliminating the effects of straight-line rents, DFL accretion, amortization of above and below market lease intangibles, and lease termination fees. Adjusted NOI is sometimes referred to as “cash NOI.” The Company uses NOI and adjusted NOI to make decisions about resource allocations and to assess and compare property level performance. The Company believes that net income is the most directly comparable GAAP measure to NOI. NOI should not be viewed as an alternative measure of operating performance to net income as defined by GAAP because it does not reflect the aforementioned excluded items. Further, the Company’s definition of NOI may not be comparable to the definition used by other REITs or real estate companies, as those companies may use different methodologies for calculating NOI. | |||||||||||||||||||||||
The following is a reconciliation of reported net income to NOI and adjusted NOI (in thousands): | |||||||||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||
Net income | $ | 222,279 | $ | 216,725 | $ | 485,902 | $ | 450,509 | |||||||||||||||
Interest income | (16,937 | ) | (14,147 | ) | (33,633 | ) | (26,533 | ) | |||||||||||||||
Investment management fee income | (444 | ) | (499 | ) | (893 | ) | (942 | ) | |||||||||||||||
Interest expense | 106,842 | 108,452 | 213,480 | 217,562 | |||||||||||||||||||
Depreciation and amortization | 113,133 | 109,210 | 220,521 | 212,389 | |||||||||||||||||||
General and administrative | 29,062 | 24,062 | 50,456 | 44,717 | |||||||||||||||||||
Other income, net | (709 | ) | (3,288 | ) | (2,639 | ) | (15,400 | ) | |||||||||||||||
Income taxes | 1,339 | 1,604 | 2,785 | 2,519 | |||||||||||||||||||
Equity income from unconsolidated joint ventures | (14,692 | ) | (15,585 | ) | (29,220 | ) | (30,386 | ) | |||||||||||||||
Total discontinued operations | — | (2,828 | ) | (29,746 | ) | (5,059 | ) | ||||||||||||||||
NOI | 439,873 | 423,706 | 877,013 | 849,376 | |||||||||||||||||||
Straight-line rents | (12,487 | ) | 2,838 | (26,455 | ) | (15,955 | ) | ||||||||||||||||
DFL accretion | (17,813 | ) | (21,394 | ) | (39,235 | ) | (45,564 | ) | |||||||||||||||
Amortization of above and below market lease intangibles, net | (175 | ) | (5,990 | ) | (343 | ) | (6,068 | ) | |||||||||||||||
Lease termination fees | (233 | ) | (15 | ) | (811 | ) | (15 | ) | |||||||||||||||
NOI adjustments related to discontinued operations | — | 21 | (11 | ) | 16 | ||||||||||||||||||
Adjusted (Cash) NOI | $ | 409,165 | $ | 399,166 | $ | 810,158 | $ | 781,790 | |||||||||||||||
The Company’s total assets by segment were (in thousands): | |||||||||||||||||||||||
June 30, | December 31, | ||||||||||||||||||||||
Segments | 2014 | 2013 | |||||||||||||||||||||
Senior housing | $ | 8,046,417 | $ | 7,803,085 | |||||||||||||||||||
Post-acute/skilled nursing | 6,335,887 | 6,266,938 | |||||||||||||||||||||
Life science | 4,078,119 | 3,986,187 | |||||||||||||||||||||
Medical office | 2,702,584 | 2,686,069 | |||||||||||||||||||||
Hospital | 639,945 | 639,357 | |||||||||||||||||||||
Gross segment assets | 21,802,952 | 21,381,636 | |||||||||||||||||||||
Accumulated depreciation and amortization | (2,417,853 | ) | (2,254,591 | ) | |||||||||||||||||||
Net segment assets | 19,385,099 | 19,127,045 | |||||||||||||||||||||
Assets held-for-sale, net | — | 9,819 | |||||||||||||||||||||
Other non-segment assets | 759,070 | 939,006 | |||||||||||||||||||||
Total assets | $ | 20,144,169 | $ | 20,075,870 | |||||||||||||||||||
At both June 30, 2014 and December 31, 2013, goodwill of $50 million was allocated to segment assets as follows: (i) senior housing—$31 million, (ii) post-acute/skilled nursing—$3 million, (iii) medical office—$11 million, and (iv) hospital—$5 million. |
Earnings_Per_Common_Share
Earnings Per Common Share | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Earnings Per Common Share | ' | |||||||||||||
Earnings Per Common Share | ' | |||||||||||||
(14) Earnings Per Common Share | ||||||||||||||
The following table illustrates the computation of basic and diluted earnings per share (in thousands, except per share amounts): | ||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Numerator | ||||||||||||||
Income from continuing operations | $ | 222,279 | $ | 213,897 | $ | 456,156 | $ | 445,450 | ||||||
Noncontrolling interests’ share in continuing operations | (3,394 | ) | (3,245 | ) | (6,729 | ) | (6,379 | ) | ||||||
Income from continuing operations applicable to HCP, Inc. | 218,885 | 210,652 | 449,427 | 439,071 | ||||||||||
Participating securities’ share in continuing operations | (489 | ) | (378 | ) | (1,552 | ) | (856 | ) | ||||||
Income from continuing operations applicable to common shares | 218,396 | 210,274 | 447,875 | 438,215 | ||||||||||
Discontinued operations | — | 2,828 | 29,746 | 5,059 | ||||||||||
Noncontrolling interests’ share in discontinued operations | — | (79 | ) | (1,177 | ) | (144 | ) | |||||||
Net income applicable to common shares | $ | 218,396 | $ | 213,023 | $ | 476,444 | $ | 443,130 | ||||||
Denominator | ||||||||||||||
Basic weighted average common shares | 458,247 | 454,618 | 457,773 | 454,137 | ||||||||||
Dilutive potential common shares | 341 | 813 | 361 | 887 | ||||||||||
Diluted weighted average common shares | 458,588 | 455,431 | 458,134 | 455,024 | ||||||||||
Basic earnings per common share | ||||||||||||||
Income from continuing operations | $ | 0.48 | $ | 0.46 | $ | 0.98 | $ | 0.96 | ||||||
Discontinued operations | — | 0.01 | 0.06 | 0.02 | ||||||||||
Net income applicable to common shares | $ | 0.48 | $ | 0.47 | $ | 1.04 | $ | 0.98 | ||||||
Diluted earnings per common share | ||||||||||||||
Income from continuing operations | $ | 0.48 | $ | 0.46 | $ | 0.98 | $ | 0.96 | ||||||
Discontinued operations | — | 0.01 | 0.06 | 0.01 | ||||||||||
Net income applicable to common shares | $ | 0.48 | $ | 0.47 | $ | 1.04 | $ | 0.97 | ||||||
Restricted stock and certain of the Company’s performance restricted stock units are considered participating securities, because dividend payments are not forfeited even if the underlying award does not vest, which require the use of the two-class method when computing basic and diluted earnings per share. Options to purchase approximately 1.4 million and 0.5 million shares of common stock that had an exercise price (including deferred compensation expense) in excess of the average closing market price of the Company’s common stock during the six months ended June 30, 2014 and 2013, respectively, were not included in the Company’s earnings per share calculations because they are anti-dilutive. Restricted stock and performance restricted stock units representing 0.8 million and 0.4 million shares of common stock during the six months ended June 30, 2014 and 2013, respectively, were not included because they are anti-dilutive. Additionally, 6.1 million shares issuable upon conversion of 4.0 million DownREIT units during the six months ended June 30, 2014 were not included because they are anti-dilutive. During the six months ended June 30, 2013, 6.0 million shares issuable upon conversion of 3.9 million DownREIT units were not included because they are anti-dilutive. |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Supplemental Cash Flow Information | ' | |||||||
Supplemental Cash Flow Information | ' | |||||||
(15) Supplemental Cash Flow Information | ||||||||
The following table provides supplemental cash flow information (in thousands): | ||||||||
Six Months Ended June 30, | ||||||||
2014 | 2013 | |||||||
Supplemental cash flow information: | ||||||||
Interest paid, net of capitalized interest | $ | 204,590 | $ | 205,207 | ||||
Income taxes paid | 3,380 | 1,995 | ||||||
Capitalized interest | 5,983 | 8,036 | ||||||
Six Months Ended June 30, | ||||||||
2014 | 2013 | |||||||
Supplemental schedule of non-cash investing activities: | ||||||||
Accrued construction costs | 25,069 | 17,585 | ||||||
Noncontrolling interest disposed in connection with real estate sales | 1,671 | — | ||||||
Supplemental schedule of non-cash financing activities: | ||||||||
Vesting of restricted stock units | 567 | 103 | ||||||
Cancellation of restricted stock | (1 | ) | (16 | ) | ||||
Conversion of non-managing member units into common stock | 73 | 2,912 | ||||||
Noncontrolling interest issued in connection with real estate acquisition | 6,321 | — | ||||||
Mortgages and other liabilities assumed with real estate acquisitions | 523 | 12,728 | ||||||
Unrealized gains (losses) on available-for-sale securities and derivatives designated as cash flow hedges, net | (696 | ) | 10,700 | |||||
Variable_Interest_Entities
Variable Interest Entities | 6 Months Ended | |||||||||
Jun. 30, 2014 | ||||||||||
Variable Interest Entities | ' | |||||||||
Variable Interest Entities | ' | |||||||||
(16) Variable Interest Entities | ||||||||||
Unconsolidated Variable Interest Entities | ||||||||||
At June 30, 2014, the Company leased 48 properties to a total of seven VIE tenants and has additional investments in a loan and marketable debt securities to VIE borrowers. The Company has determined that it is not the primary beneficiary of these VIEs. | ||||||||||
The Company leased 48 properties to a total of seven tenants that have been identified as VIEs (“VIE tenants”). These VIE tenants are thinly capitalized entities that rely on the cash flows generated from the senior housing facilities to pay operating expenses, including the rent obligations under their leases. The Company has no formal involvement in these VIE tenants beyond its investment. The Company does not consolidate the VIE tenants because it does not have the ability to control the activities that most significantly impact the VIE’s economics. | ||||||||||
The Company holds an interest-only, senior secured term loan made to a borrower (Delphis Operations, L.P.) that has been identified as a VIE (see Note 6 for additional information on the Delphis loan). The Company does not consolidate the VIE because it does not have the ability to control the activities that most significantly impact the VIE’s economic performance. The loan is collateralized by all of the assets of the borrower (comprised primarily of interests in partnerships that operate surgical facilities, of which one partnership is a tenant of the Company). | ||||||||||
The Company holds commercial mortgage-backed securities (“CMBS”) issued by Federal Home Loan Mortgage Corporation (“Freddie MAC”) through a special purpose entity that has been identified as a VIE. The Company does not consolidate the VIE because it does not have the ability to control the activities that most significantly impact the VIE’s economic performance. The CMBS issued by the VIE are backed by mortgages on senior housing facilities. | ||||||||||
The carrying value and classification of the related assets, liabilities and maximum exposure to loss as a result of the Company’s involvement with these VIEs are presented below at June 30, 2014 (in thousands): | ||||||||||
VIE Type | Maximum Loss | Asset/Liability Type | Carrying | |||||||
Exposure(1) | Amount | |||||||||
VIE tenants—operating leases | $ | 227,429 | Lease intangibles, net and straight-line rent receivables | $ | 13,605 | |||||
VIE tenants—DFLs | 1,060,944 | Net investment in DFLs | 600,984 | |||||||
Loan—senior secured | 17,470 | Loans receivable, net | 17,470 | |||||||
CMBS | 17,338 | Marketable debt securities | 17,338 | |||||||
(1) The Company’s maximum loss exposure related to the VIE tenants represents the future minimum lease payments over the remaining term of the respective leases, which may be mitigated by re-leasing the properties to new tenants. The Company’s maximum loss exposure related to its loans and marketable debt securities to the VIE borrowers represents its current aggregate carrying amount. | ||||||||||
As of June 30, 2014, the Company has not provided, and is not required to provide, financial support through a liquidity arrangement or otherwise, to its unconsolidated VIEs, including circumstances in which it could be exposed to further losses (e.g., cash shortfalls). See Notes 5 and 6 for additional descriptions of the nature, purpose and activities of the Company’s unconsolidated VIEs and interests therein. | ||||||||||
Consolidated Variable Interest Entities | ||||||||||
In September 2013, the Company made loans to two entities that entered into a tax credit structure (“Tax Credit Subsidiaries”). The Company consolidates the Tax Credit Subsidiaries because they are VIEs and the Company is the primary beneficiary of these VIEs. The assets and liabilities of the Tax Credit Subsidiaries substantially consist of notes receivable, prepaid expenses, notes payable and accounts payable and accrued liabilities generated from their operating activities. Assets generated by the operating activities of the Tax Credit Subsidiaries may only be used to settle their contractual obligations. |
Fair_Value_Measurements
Fair Value Measurements | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Fair Value Measurements | ' | |||||||||||||
Fair Value Measurements | ' | |||||||||||||
(17) Fair Value Measurements | ||||||||||||||
The following table illustrates the Company’s financial assets and liabilities measured at fair value on a recurring basis in the condensed consolidated balance sheets. Recognized gains and losses are recorded in other income, net on the Company’s condensed consolidated statements of income. During the six months ended June 30, 2014, there were no transfers of financial assets or liabilities within the fair value hierarchy. | ||||||||||||||
The financial assets and liabilities carried at fair value on a recurring basis at June 30, 2014 follow (in thousands): | ||||||||||||||
Financial Instrument | Fair Value | Level 1 | Level 2 | Level 3 | ||||||||||
Marketable equity securities | $ | 27 | $ | 27 | $ | — | $ | — | ||||||
Interest-rate swap assets(1) | 2,576 | — | 2,576 | — | ||||||||||
Interest-rate swap liabilities(1) | (8,327 | ) | — | (8,327 | ) | — | ||||||||
Currency swap liabilities(1) | (3,756 | ) | — | (3,756 | ) | — | ||||||||
Warrants(1) | 182 | — | — | 182 | ||||||||||
$ | (9,298 | ) | $ | 27 | $ | (9,507 | ) | $ | 182 | |||||
(1) Interest rate and currency swaps as well as common stock warrant fair values are determined based on observable and unobservable market assumptions utilizing standardized derivative pricing models. |
Disclosures_About_Fair_Value_o
Disclosures About Fair Value of Financial Instruments | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Disclosures About Fair Value of Financial Instruments | ' | |||||||||||||
Disclosures About Fair Value of Financial Instruments | ' | |||||||||||||
(18) Disclosures About Fair Value of Financial Instruments | ||||||||||||||
The carrying values of cash and cash equivalents, restricted cash, accounts receivable, and accounts payable and accrued liabilities are reasonable estimates of fair value because of the short-term maturities of these instruments. The fair values of loans receivable, CMBS, bank line of credit, term loan, mortgage debt and other debt are based on rates currently prevailing for similar instruments with similar maturities. The fair values of interest-rate and currency swap contracts as well as common stock warrants are determined based on observable and unobservable market assumptions using standardized pricing models. The fair values of senior unsecured notes and marketable equity and debt securities, excluding CMBS, are determined utilizing market quotes. | ||||||||||||||
The table below summarizes the carrying values and fair values of the Company’s financial instruments (in thousands): | ||||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||||
Carrying | Fair Value | Carrying | Fair Value | |||||||||||
Value | Value | |||||||||||||
Loans receivable, net(2) | $ | 375,717 | $ | 387,621 | $ | 366,001 | $ | 373,441 | ||||||
Marketable debt securities(1) | 251,888 | 293,188 | 244,089 | 280,850 | ||||||||||
Marketable equity securities(1) | 27 | 27 | — | — | ||||||||||
Warrants(3) | 182 | 182 | 114 | 114 | ||||||||||
Term loan(2) | 234,352 | 234,352 | 226,858 | 226,858 | ||||||||||
Senior unsecured notes(1) | 6,826,884 | 7,441,232 | 6,963,375 | 7,405,817 | ||||||||||
Mortgage debt(2) | 1,229,773 | 1,273,673 | 1,396,485 | 1,421,214 | ||||||||||
Other debt(2) | 73,020 | 73,020 | 74,909 | 74,909 | ||||||||||
Interest-rate swap assets(2) | 2,576 | 2,576 | 2,325 | 2,325 | ||||||||||
Interest-rate swap liabilities(2) | (8,327 | ) | (8,327 | ) | 8,384 | 8,384 | ||||||||
Currency swap liabilities(2) | (3,756 | ) | (3,756 | ) | 2,756 | 2,756 | ||||||||
(1) Level 1: Fair value calculated based on quoted prices in active markets. | ||||||||||||||
(2) Level 2: Fair value based on quoted prices for similar or identical instruments in active or inactive markets, respectively, or calculated utilizing standardized pricing models in which significant inputs or value drivers are observable in active markets. | ||||||||||||||
(3) Level 3: Fair value determined based on significant unobservable market inputs using standardized derivative pricing models. |
Derivative_Financial_Instrumen
Derivative Financial Instruments | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Derivative Financial Instruments | ' | ||||||||||||||||
Derivative Financial Instruments | ' | ||||||||||||||||
(19) Derivative Financial Instruments | |||||||||||||||||
The following table summarizes the Company’s outstanding interest-rate and foreign currency swap contracts as of June 30, 2014 (dollars and GBP in thousands): | |||||||||||||||||
Date Entered | Maturity Date | Hedge | Fixed | Floating/Exchange | Notional/ | Fair Value(1) | |||||||||||
Designation | Rate/Buy | Rate Index | Sell Amount | ||||||||||||||
Amount | |||||||||||||||||
July 2005(2) | July 2020 | Cash Flow | 3.82 | % | BMA Swap Index | $ | 45,600 | $ | (6,057 | ) | |||||||
November 2008(3) | October 2016 | Cash Flow | 5.95 | % | 1 Month LIBOR+1.50% | $ | 26,000 | $ | (2,270 | ) | |||||||
July 2012(3) | June 2016 | Cash Flow | 1.81 | % | 1 Month GBP LIBOR+1.20% | £ | 137,000 | $ | 2,576 | ||||||||
July 2012(4) | June 2016 | Cash Flow | $ | 45,500 | Buy USD/Sell GBP | £ | 29,000 | $ | (3,756 | ) | |||||||
(1) Derivative assets are recorded in other assets, net and derivative liabilities are recorded in accounts payable and accrued liabilities on the condensed consolidated balance sheets. | |||||||||||||||||
(2) Represents three interest-rate swap contracts, which hedge fluctuations in interest payments on variable-rate secured debt due to overall changes in hedged cash flows. | |||||||||||||||||
(3) Hedges fluctuations in interest payments on variable-rate unsecured debt due to fluctuations in the underlying benchmark interest rate. | |||||||||||||||||
(4) Currency swap contract (buy USD/sell GBP) hedges the foreign currency exchange risk related to a portion of the Company’s forecasted interest receipts on GBP denominated senior unsecured notes. Represents a currency swap to sell £7.2 million at a rate of 1.5695 on various dates through June 2016. | |||||||||||||||||
The Company uses derivative instruments to mitigate the effects of interest rate and foreign currency fluctuations on specific forecasted transactions as well as recognized financial obligations or assets. Utilizing derivative instruments allows the Company to manage the risk of fluctuations in interest and foreign currency rates related to the potential impact these changes could have on future earnings and forecasted cash flows. The Company does not use derivative instruments for speculative or trading purposes. | |||||||||||||||||
The primary risks associated with derivative instruments are market and credit risk. Market risk is defined as the potential for loss in value of a derivative instrument due to adverse changes in market prices. Credit risk is the risk that one of the parties to a derivative contract fails to perform or meet their financial obligation. The Company does not obtain collateral associated with its derivative contracts, but monitors the credit standing of its counterparties on a regular basis. Should a counterparty fail to perform, the Company would incur a financial loss to the extent that the associated derivative contract was in an asset position. At June 30, 2014, the Company does not anticipate non-performance by the counterparties to its outstanding derivative contracts. | |||||||||||||||||
At June 30, 2014, the Company expects that the hedged forecasted transactions for each of the outstanding qualifying cash flow hedging relationships remain probable of occurring, and as a result, no gains or losses recorded to accumulated other comprehensive loss are expected to be reclassified to earnings. During the six months ended June 30, 2014, there was no ineffective portion related to outstanding hedges. | |||||||||||||||||
To illustrate the effect of movements in the interest rate and foreign currency markets, the Company performed a market sensitivity analysis on its outstanding hedging instruments. The Company applied various basis point spreads to the underlying interest rate curves and foreign currency exchange rates of the derivative portfolio in order to determine the instruments’ change in fair value. The following table summarizes the results of the analysis performed (dollars in thousands): | |||||||||||||||||
Effects of Change in Interest and Foreign Currency Rates | |||||||||||||||||
Date Entered | Maturity Date | +50 Basis | -50 Basis | +100 Basis | -100 Basis | ||||||||||||
Points | Points | Points | Points | ||||||||||||||
July 2005 | July 2020 | $ | 1,247 | $ | (1,334 | ) | $ | 2,537 | $ | (2,624 | ) | ||||||
November 2008 | October 2016 | 301 | (285 | ) | 594 | (578 | ) | ||||||||||
July 2012 (interest-rate swap) | June 2016 | 2,281 | (2,267 | ) | 4,556 | (4,541 | ) | ||||||||||
July 2012 (foreign currency swap) | June 2016 | (578 | ) | (82 | ) | (825 | ) | 166 | |||||||||
Subsequent_Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2014 | |
Subsequent Events | ' |
Subsequent Events | ' |
(20) Subsequent Events | |
Brookdale Lease Amendments and Terminations and the Formation of Two RIDEA Joint Ventures (“Brookdale Transaction”) | |
On July 31, 2014, Brookdale completed its acquisition of Emeritus and became the Company’s largest senior housing relationship. In April 2014, the Company and Brookdale agreed to close a multiple-element transaction that, upon its closing, will: | |
· amend existing lease agreements on 153 HCP-owned senior housing communities, including the removal of embedded purchase options relating to 30 properties, in exchange for future rent reductions; | |
· terminate existing lease agreements on 49 HCP-owned senior housing properties, including the removal of embedded purchase options relating to 19 properties. Subsequent to the termination, the Company will contribute these 49 properties to a newly formed consolidated RIDEA partnership; Brookdale will be a 20% equity partner and will manage the facilities on the Company’s behalf; and | |
· create a new $1.2 billion unconsolidated joint venture that will own 14 campuses of continuing care retirement communities in a RIDEA structure (the “CCRC JV”). HCP will own a 49% equity interest; Brookdale will own a 51% equity interest and will manage these communities on behalf of the CCRC JV. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2014 | |
Summary of Significant Accounting Policies | ' |
Basis of Presentation | ' |
Basis of Presentation | |
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Management is required to make estimates and assumptions in the preparation of financial statements in conformity with GAAP. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from management’s estimates. | |
The condensed consolidated financial statements include the accounts of HCP, Inc., its wholly-owned subsidiaries, joint ventures and variable interest entities (“VIEs”) that it controls through voting rights or other means. Intercompany transactions and balances have been eliminated upon consolidation. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary to present fairly the Company’s financial position, results of operations and cash flows have been included. Operating results for the six months ended June 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014. The accompanying unaudited interim financial information should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2013 included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”). | |
Certain amounts in the Company’s condensed consolidated financial statements have been reclassified for prior periods to conform to the current period presentation. For periods through March 31, 2014, operating results for real estate assets sold have been reclassified from continuing to discontinued operations on the condensed consolidated statements of income (see Note 4). | |
Allowance for Doubtful Accounts | ' |
Allowance for Doubtful Accounts | |
The Company maintains an allowance for doubtful accounts, including an allowance for straight-line rent receivables, for estimated losses resulting from tenant defaults or the inability of tenants to make contractual rent and tenant recovery payments. For straight-line rent amounts, the Company’s assessment is based on amounts estimated to be recoverable over the term of the lease. | |
The Company evaluates the liquidity and creditworthiness of its tenants, operators and borrowers on a monthly and quarterly basis. The Company’s evaluation considers industry and economic conditions, individual and portfolio property performance, credit enhancements, liquidity and other factors. The Company’s tenants, borrowers and operators furnish property, portfolio and guarantor/operator-level financial statements, among other information, on a monthly or quarterly basis; the Company utilizes this financial information to calculate the lease or debt service coverages that it uses as a primary credit quality indicator. Lease and debt service coverage information is evaluated together with other property, portfolio and operator performance information, including revenue, expense, net operating income, occupancy, rental rate, reimbursement trends, capital expenditures and EBITDA, along with liquidity. The Company evaluates, on a monthly basis or immediately upon a change in circumstances, its tenants’, operators’ and borrowers’ ability to service their obligations with the Company. | |
In connection with the Company’s quarterly loans receivable and direct financing leases (“DFLs”) (collectively, “Finance Receivables”) review process, Finance Receivables are assigned an internal rating of Performing, Watch List or Workout. Finance Receivables that are deemed Performing meet all present contractual obligations, and collection and timing of all amounts owed is reasonably assured. Watch List Finance Receivables meet all present contractual obligations; however, the timing and/or collection of all amounts owed may not be reasonably assured. Workout Finance Receivables are defined as Finance Receivables where the Company has determined, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the agreement. | |
Finance Receivables are placed on nonaccrual status when management determines that the collectibility of contractual amounts is not reasonably assured. If the ultimate collectibility of the recorded nonaccrual Finance Receivable balance is in doubt, the cost recovery method is used, and cash collected is applied to first reduce the carrying value of the Finance Receivable. Otherwise, the cash basis method is used, whereby income may be recognized to the extent cash is received. Generally, the Company returns a Finance Receivable to accrual status when all delinquent payments become current under the terms of the loan or lease agreements and collectibility of remaining loan or lease payments is no longer in doubt. | |
Allowances are established for Finance Receivables based upon an estimate of probable losses on an individual basis, if they are determined to be impaired. Finance Receivables are impaired when it is deemed probable that the Company will be unable to collect all amounts due in accordance with the contractual terms of the loan or lease. An allowance is based upon the Company’s assessment of the borrower’s or lessee’s overall financial condition, economic resources, payment record, the prospects for support from any financially responsible guarantors and, if appropriate, the net realizable value of any collateral. These estimates consider all available evidence, including the expected future cash flows discounted at the Finance Receivable’s effective interest rate, fair value of collateral, general economic conditions and trends, historical and industry loss experience, and other relevant factors, as appropriate. | |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”). This update changes the requirements for reporting and the definition of discontinued operations. Based on the current revisions, the disposal of a component of an entity, or a group of components of an entity, is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results when certain defined criteria are met. ASU 2014-08 is effective for fiscal years and interim periods ending after December 15, 2014 and shall be applied prospectively. Early adoption is permitted, but only for disposals (or classifications as held for sale) that have not been reported in financial statements previously issued or available for issuance. On April 1, 2014, the Company early adopted ASU 2014-08; the adoption of ASU 2014-08 did not have a material impact on the Company’s consolidated financial position or results of operations. | |
In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). This update changes the guidance for recognizing revenue. ASU 2014-09 provides guidance for revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 is effective for fiscal years and interim periods ending after December 15, 2016, including interim periods. Early adoption is not permitted. The Company is evaluating the impact of the adoption of ASU 2014-09 on January 1, 2017 to the Company’s consolidated financial position or results of operations. |
Real_Estate_Property_Investmen1
Real Estate Property Investments (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Real Estate Property Investments | ' | ||||||||||||||||
Schedule of real estate acquisitions | ' | ||||||||||||||||
A summary of real estate acquisitions for the six months ended June 30, 2014 follows (in thousands): | |||||||||||||||||
Consideration | Assets Acquired | ||||||||||||||||
Segment | Cash Paid | Debt and Other | Noncontrolling | Real Estate | Net | ||||||||||||
Liabilities | Interest | Intangibles | |||||||||||||||
Assumed | |||||||||||||||||
Senior housing | $ | 215,381 | -1 | $ | 1 | $ | 6,321 | -2 | $ | 204,758 | $ | 16,945 | |||||
Life science | 43,500 | 250 | — | 41,281 | 2,469 | ||||||||||||
Medical office | 26,548 | 272 | — | 22,820 | 4,000 | ||||||||||||
$ | 285,429 | $ | 523 | $ | 6,321 | $ | 268,859 | $ | 23,414 | ||||||||
(1) Includes £75.8 million translated into U.S. dollars. | |||||||||||||||||
(2) Includes $5 million of non-managing member limited liability company units. |
Dispositions_of_Real_Estate_an1
Dispositions of Real Estate and Discontinued Operations (Tables) | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
Dispositions of Real Estate and Discontinued Operations | ' | ||||||||||
Summary of operating income from discontinued operations and gain on sales of real estate included in discontinued operations | ' | ||||||||||
The following table summarizes operating income from discontinued operations and gain on sales of real estate included in discontinued operations (dollars in thousands): | |||||||||||
Three Months | Six Months Ended June 30, | ||||||||||
Ended June 30, | |||||||||||
2013 | 2014 | 2013 | |||||||||
Rental and related revenues | $ | 4,824 | $ | 1,810 | $ | 9,908 | |||||
Depreciation and amortization expenses | 1,557 | — | 3,095 | ||||||||
Operating expenses | 927 | 54 | 1,846 | ||||||||
Other expenses, net | 399 | 20 | 795 | ||||||||
Income before gain on sales of real estate, net of income taxes | $ | 1,941 | $ | 1,736 | $ | 4,172 | |||||
Gain on sales of real estate, net of income taxes | $ | 887 | $ | 28,010 | $ | 887 | |||||
Number of properties included in discontinued operations | 16 | 2 | 16 | ||||||||
Net_Investment_in_Direct_Finan1
Net Investment in Direct Financing Leases (Tables) (Direct Financing Leases) | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Direct Financing Leases | ' | |||||||||||||||
Loans Receivable | ' | |||||||||||||||
Schedule of components of net investment in DFLs | ' | |||||||||||||||
The components of net investment in DFLs consisted of the following (dollars in thousands): | ||||||||||||||||
June 30, | December 31, | |||||||||||||||
2014 | 2013 | |||||||||||||||
Minimum lease payments receivable | $ | 24,517,865 | $ | 24,808,386 | ||||||||||||
Estimated residual values | 4,134,405 | 4,134,405 | ||||||||||||||
Less unearned income | (21,428,392 | ) | (21,789,392 | ) | ||||||||||||
Net investment in direct financing leases | $ | 7,223,878 | $ | 7,153,399 | ||||||||||||
Properties subject to direct financing leases | 364 | 364 | ||||||||||||||
Summary of the Company's internal ratings for net investment in DFLs | ' | |||||||||||||||
The following table summarizes the Company’s internal ratings for net investment in DFLs at June 30, 2014 (in thousands): | ||||||||||||||||
Carrying | Percentage of | Internal Ratings | ||||||||||||||
DFL | ||||||||||||||||
Investment Type | Amount | Portfolio | Performing DFLs | Watch List DFLs | Workout DFLs | |||||||||||
Senior housing | $ | 1,488,704 | 20 | $ | 1,116,401 | $ | 372,303 | $ | — | |||||||
Post-acute/skilled nursing | 5,611,283 | 78 | 5,611,283 | — | — | |||||||||||
Hospital | 123,891 | 2 | 123,891 | — | — | |||||||||||
$ | 7,223,878 | 100 | $ | 6,851,575 | $ | 372,303 | $ | — | ||||||||
Loans_Receivable_Tables
Loans Receivable (Tables) (Loans receivable) | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Loans receivable | ' | |||||||||||||||||||
Loans Receivable | ' | |||||||||||||||||||
Schedule of loans receivable | ' | |||||||||||||||||||
The following table summarizes the Company’s loans receivable (in thousands): | ||||||||||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||||||||||
Real Estate | Other | Total | Real Estate | Other | Total | |||||||||||||||
Secured | Secured | Secured | Secured | |||||||||||||||||
Mezzanine | $ | — | $ | 233,854 | $ | 233,854 | $ | — | $ | 234,455 | $ | 234,455 | ||||||||
Other(1) | 157,819 | — | 157,819 | 147,669 | — | 147,669 | ||||||||||||||
Unamortized discounts, fees and costs | — | (2,546 | ) | (2,546 | ) | — | (2,713 | ) | (2,713 | ) | ||||||||||
Allowance for loan losses | — | (13,410 | ) | (13,410 | ) | — | (13,410 | ) | (13,410 | ) | ||||||||||
$ | 157,819 | $ | 217,898 | $ | 375,717 | $ | 147,669 | $ | 218,332 | $ | 366,001 | |||||||||
(1) Includes $128 million and $117 million at June 30, 2014 and December 31, 2013, respectively, of construction loans outstanding related to senior housing development projects. At June 30, 2014, the Company had $19.5 million remaining under its commitments to fund development projects. | ||||||||||||||||||||
Summary of the Company's internal ratings for loans receivable | ' | |||||||||||||||||||
The following table summarizes the Company’s internal ratings for loans receivable at June 30, 2014 (in thousands): | ||||||||||||||||||||
Carrying | Percentage of | Internal Ratings | ||||||||||||||||||
Loan | ||||||||||||||||||||
Investment Type | Amount | Portfolio | Performing Loans | Watch List Loans | Workout Loans | |||||||||||||||
Real estate secured | $ | 157,819 | 42 | $ | 157,819 | $ | — | $ | — | |||||||||||
Other secured | 217,898 | 58 | 200,428 | — | 17,470 | |||||||||||||||
$ | 375,717 | 100 | $ | 358,247 | $ | — | $ | 17,470 | ||||||||||||
Schedule of reconciliation of the allowance | ' | |||||||||||||||||||
A reconciliation of the Company’s allowance related to the Company’s senior secured loan to Delphis follows (in thousands): | ||||||||||||||||||||
Amount | ||||||||||||||||||||
Balance at January 1, 2014 | $ | 13,410 | ||||||||||||||||||
Additions | — | |||||||||||||||||||
Balance at June 30, 2014 | $ | 13,410 | ||||||||||||||||||
Investments_in_and_Advances_to1
Investments in and Advances to Unconsolidated Joint Ventures (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Investments in and Advances to Unconsolidated Joint Ventures | ' | |||||||||||||
Company owned interests in entities, accounted under equity method | ' | |||||||||||||
The Company owns interests in the following entities that are accounted for under the equity method at June 30, 2014 (dollars in thousands): | ||||||||||||||
Entity(1) | Segment | Investment(2) | Ownership% | |||||||||||
HCR ManorCare | post-acute/skilled nursing | $ | 80,777 | 9.4 | ||||||||||
HCP Ventures III, LLC | medical office | 6,944 | 30 | |||||||||||
HCP Ventures IV, LLC | medical office and hospital | 28,369 | 20 | |||||||||||
HCP Life Science(3) | life science | 68,329 | 50-63 | |||||||||||
Suburban Properties, LLC | medical office | 5,952 | 67 | |||||||||||
Advances to unconsolidated joint ventures, net | 359 | |||||||||||||
$ | 190,730 | |||||||||||||
Edgewood Assisted Living Center, LLC | senior housing | $ | (384 | ) | ||||||||||
Seminole Shores Living Center, LLC | senior housing | (580 | ) | |||||||||||
$ | (964 | ) | ||||||||||||
(1) These entities are not consolidated because the Company does not control, through voting rights or other means, the joint ventures. | ||||||||||||||
(2) Represents the carrying value of the Company’s investment in the unconsolidated joint ventures. Negative balances are recorded in accounts payable and accrued liabilities on the Company’s Condensed Consolidated Balance Sheets. Includes a 72% interest in a senior housing partnership that has a zero investment balance. | ||||||||||||||
(3) Includes three unconsolidated joint ventures between the Company and an institutional capital partner for which the Company is the managing member. HCP Life Science includes the following partnerships (and the Company’s ownership percentage): (i) Torrey Pines Science Center, LP (50%); (ii) Britannia Biotech Gateway, LP (55%); and (iii) LASDK, LP (63%). | ||||||||||||||
Summarized combined financial information for unconsolidated joint ventures | ' | |||||||||||||
Summarized combined financial information for the Company’s unconsolidated joint ventures follows (in thousands): | ||||||||||||||
June 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||
Real estate, net | $ | 3,627,622 | $ | 3,662,450 | ||||||||||
Goodwill and other assets, net | 5,326,719 | 5,384,553 | ||||||||||||
Total assets | $ | 8,954,341 | $ | 9,047,003 | ||||||||||
Capital lease obligations and mortgage debt | $ | 6,700,301 | $ | 6,768,815 | ||||||||||
Accounts payable | 1,033,229 | 1,045,260 | ||||||||||||
Other partners’ capital | 1,089,086 | 1,098,228 | ||||||||||||
HCP’s capital(1) | 131,725 | 134,700 | ||||||||||||
Total liabilities and partners’ capital | $ | 8,954,341 | $ | 9,047,003 | ||||||||||
(1) The combined basis difference of the Company’s investments in these joint ventures of $58 million, as of June 30, 2014, is primarily attributable to goodwill, real estate, capital lease obligations, deferred tax assets and lease-related net intangibles. | ||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Total revenues | $ | 1,064,655 | $ | 1,051,012 | $ | 2,137,843 | $ | 2,135,263 | ||||||
Loss from discontinued operations | (4,200 | ) | (3,000 | ) | (5,600 | ) | (5,700 | ) | ||||||
Net (loss) income | (11,834 | ) | 10,122 | (3,973 | ) | 20,494 | ||||||||
HCP’s share of earnings(1) | 14,692 | 15,585 | 29,220 | 30,386 | ||||||||||
Fees earned by HCP | 444 | 499 | 893 | 942 | ||||||||||
Distributions received by HCP | 566 | 1,157 | 3,768 | 2,528 | ||||||||||
(1) The Company’s joint venture interest in HCR ManorCare is accounted for using the equity method and results in an ongoing elimination of DFL income proportional to HCP’s ownership in HCR ManorCare. The elimination of the respective proportional lease expense at the HCR ManorCare level in substance results in $16 million and $15 million of DFL income that is recharacterized to the Company’s share of earnings from HCR ManorCare (equity income from unconsolidated joint ventures) for the three months ended June 30, 2014 and 2013, respectively. For both the six months ended June 30, 2014 and 2013, $31 million of DFL income was recharacterized to the Company’s share of earnings from HCR ManorCare. |
Other_Assets_Tables
Other Assets (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Other Assets. | ' | |||||||
Schedule of other assets | ' | |||||||
The Company’s other assets consisted of the following (in thousands): | ||||||||
June 30, | December 31, | |||||||
2014 | 2013 | |||||||
Straight-line rent assets, net of allowance of $34,274 and $34,230 respectively | $ | 392,766 | $ | 368,919 | ||||
Marketable debt securities, net | 251,888 | 244,089 | ||||||
Leasing costs, net | 104,984 | 104,601 | ||||||
Deferred financing costs, net | 45,782 | 42,106 | ||||||
Goodwill | 50,346 | 50,346 | ||||||
Other(1) | 94,242 | 57,644 | ||||||
Total other assets | $ | 940,008 | $ | 867,705 | ||||
(1) Includes a $5.4 million allowance for losses related to accrued interest receivable on the Delphis loan, which accrued interest is included in other assets. At both June 30, 2014 and December 31, 2013, the carrying value of interest accrued related to the Delphis loan was zero. Also includes a loan receivable for $12 million and $10 million at June 30, 2014 and December 31, 2013, respectively, from HCP Ventures IV, LLC, an unconsolidated joint venture (see Note 7 for additional information). The loan bears interest at a fixed rate of 12% per annum and matures in May 2015. |
Debt_Tables
Debt (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Debt | ' | ||||||||||||||||
Summary of stated debt maturities and scheduled principal repayments | ' | ||||||||||||||||
The following table summarizes the Company’s stated debt maturities and scheduled principal repayments at June 30, 2014 (in thousands): | |||||||||||||||||
Year | Bank Line of | Term Loan(1) | Senior | Mortgage | Total(2) | ||||||||||||
Credit | Unsecured | Debt | |||||||||||||||
Notes | |||||||||||||||||
2014 (Six months) | $ | — | $ | — | $ | — | $ | 11,573 | $ | 11,573 | |||||||
2015 | — | — | 400,000 | 308,421 | 708,421 | ||||||||||||
2016 | — | 234,352 | 900,000 | 291,736 | 1,426,088 | ||||||||||||
2017 | — | — | 750,000 | 550,477 | 1,300,477 | ||||||||||||
2018 | 310,000 | — | 600,000 | 6,583 | 916,583 | ||||||||||||
Thereafter | — | — | 4,200,000 | 65,242 | 4,265,242 | ||||||||||||
310,000 | 234,352 | 6,850,000 | 1,234,032 | 8,628,384 | |||||||||||||
Discounts, net | — | — | (23,116 | ) | (4,259 | ) | (27,375 | ) | |||||||||
$ | 310,000 | $ | 234,352 | $ | 6,826,884 | $ | 1,229,773 | $ | 8,601,009 | ||||||||
(1) Represents £137 million translated into U.S. dollars. | |||||||||||||||||
(2) Excludes $73 million of other debt that represents Life Care Bonds that have no scheduled maturities that are discussed below. |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Concentration of Credit Risk | ' | |||||||||||||
Summary of HCR ManorCare's condensed consolidated financial information | ' | |||||||||||||
HCR ManorCare’s summarized condensed consolidated financial information follows (in millions): | ||||||||||||||
June 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||
Real estate and other property, net | $ | 2,970.70 | $ | 2,993.20 | ||||||||||
Cash and cash equivalents | 150.7 | 141.8 | ||||||||||||
Goodwill, intangible and other assets, net | 5,099.90 | 5,174.90 | ||||||||||||
Total assets | $ | 8,221.30 | $ | 8,309.90 | ||||||||||
Debt and financing obligations | $ | 6,191.70 | $ | 6,258.50 | ||||||||||
Accounts payable, accrued liabilities and other | 996.4 | 1,013.40 | ||||||||||||
Total equity | 1,033.20 | 1,038.00 | ||||||||||||
Total liabilities and equity | $ | 8,221.30 | $ | 8,309.90 | ||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Revenues | $ | 1,039.10 | $ | 1,024.30 | $ | 2,086.70 | $ | 2,083.80 | ||||||
Operating, general and administrative expense | (914.5 | ) | (864.4 | ) | (1,810.3 | ) | (1,764.0 | ) | ||||||
Depreciation and amortization expense | (35.3 | ) | (35.7 | ) | (70.9 | ) | (72.4 | ) | ||||||
Interest expense | (102.2 | ) | (103.9 | ) | (204.7 | ) | (208.1 | ) | ||||||
Other income (expense), net | 1.6 | (0.5 | ) | 4.5 | 1.7 | |||||||||
(Loss) income from continuing operations before income tax benefit (expense) | (11.3 | ) | 19.8 | 5.3 | 41 | |||||||||
Income tax benefit (expense) | 4.6 | (6.7 | ) | (2.2 | ) | (13.5 | ) | |||||||
(Loss) income from continuing operations | (6.7 | ) | 13.1 | 3.1 | 27.5 | |||||||||
Loss from discontinued operations, net of taxes | (4.2 | ) | (3.0 | ) | (5.6 | ) | (5.7 | ) | ||||||
Net (loss) income | $ | (10.9 | ) | $ | 10.1 | $ | (2.5 | ) | $ | 21.8 | ||||
Operators | ' | |||||||||||||
Concentration of Credit Risk | ' | |||||||||||||
Schedule of concentration of credit risk | ' | |||||||||||||
Percentage of | Percentage of | Percentage of | ||||||||||||
Total Company Assets | Total Company Revenues | Total Company Revenues | ||||||||||||
June 30, | December 31, | Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
Operators | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||
HCR ManorCare | 32 | % | 32 | % | 28 | % | 29 | % | 28 | % | 28 | % | ||
Brookdale(1) | 19 | 19 | 17 | 17 | 17 | 17 | ||||||||
Sunrise(2) | 7 | 7 | 4 | 5 | 4 | 5 | ||||||||
(1) On July 31, 2014, Brookdale completed its acquisition of Emeritus Corporation ("Emeritus"). These percentages of segment revenues, total revenues, segment assets and total assets for all periods presented are prepared on a pro forma basis to reflect the combined concentration for Brookdale and Emeritus, as if the merger had occurred as of the beginning of the periods presented. Additionally, on April 23, 2014, the Company agreed to amend or terminate its Emeritus (pre-merger) leases and enter into two RIDEA joint ventures with Brookdale (see Note 20 for additional information regarding these potential transactions).Percentages do not include senior housing facilities that Brookdale manages (is not a tenant) on behalf of the Company, under a RIDEA structure. | ||||||||||||||
(2) Certain of the Company’s properties are leased to tenants who have entered into management contracts with Sunrise to operate the respective property on their behalf. The Company’s concentration of gross assets includes properties directly leased to Sunrise and properties that are managed by Sunrise on behalf of third party tenants. | ||||||||||||||
Senior housing | Operators | ' | |||||||||||||
Concentration of Credit Risk | ' | |||||||||||||
Schedule of concentration of credit risk | ' | |||||||||||||
Percentage of | Percentage of | Percentage of | ||||||||||||
Senior Housing Gross Assets | Senior Housing Revenues | Senior Housing Revenues | ||||||||||||
June 30, | December 31, | Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
Operators | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||
HCR ManorCare | 11 | % | 11 | % | 10 | % | 10 | % | 10 | % | 10 | % | ||
Brookdale Senior Living (“Brookdale”)(1) | 46 | 48 | 46 | 46 | 46 | 46 | ||||||||
Sunrise Senior Living (“Sunrise”)(2) | 17 | 17 | 11 | 13 | 11 | 13 | ||||||||
Post-acute/skilled | Operators | ' | |||||||||||||
Concentration of Credit Risk | ' | |||||||||||||
Schedule of concentration of credit risk | ' | |||||||||||||
Percentage of Post-Acute/ | Percentage of Post-Acute/ | Percentage of Post-Acute/ | ||||||||||||
Skilled Nursing Gross Assets | Skilled Nursing Revenues | Skilled Nursing Revenues | ||||||||||||
June 30, | December 31, | Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
Operators | 2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||
HCR ManorCare | 89 | % | 89 | % | 86 | % | 87 | % | 86 | % | 88 | % | ||
Equity_Tables
Equity (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Equity | ' | ||||||||
Schedule of common stock, cash dividends | ' | ||||||||
Declaration Date | Record Date | Amount | Dividend | ||||||
Per Share | Payable Date | ||||||||
January 30 | February 10 | $ | 0.545 | February 25 | |||||
May 1 | May 12 | 0.545 | May 27 | ||||||
July 31 | August 11 | 0.545 | August 26 | ||||||
Schedule of company's issuances of common stock | ' | ||||||||
The following is a summary of the Company’s common stock issuances (shares in thousands): | |||||||||
Six Months Ended June 30, | |||||||||
2014 | 2013 | ||||||||
Dividend Reinvestment and Stock Purchase Plan | 1,386 | 925 | |||||||
Conversion of DownREIT units(1) | 2 | 85 | |||||||
Exercise of stock options | 111 | 852 | |||||||
Vesting of restricted stock units | 567 | 103 | |||||||
(1) Non-managing member LLC units. | |||||||||
Schedule of accumulated other comprehensive loss | ' | ||||||||
The following is a summary of the Company’s accumulated other comprehensive loss (in thousands): | |||||||||
June 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Unrealized losses on available for sale securities | $ | (4 | ) | $ | — | ||||
Unrealized losses on cash flow hedges, net | (10,846 | ) | (10,797 | ) | |||||
Supplemental Executive Retirement Plan minimum liability | (2,802 | ) | (2,910 | ) | |||||
Cumulative foreign currency translation adjustment | 1,983 | (780 | ) | ||||||
Total accumulated other comprehensive loss | $ | (11,669 | ) | $ | (14,487 | ) | |||
Segment_Disclosures_Tables
Segment Disclosures (Tables) | 6 Months Ended | ||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||
Segment Disclosures | ' | ||||||||||||||||||||||
Information of revenue of reportable segment | ' | ||||||||||||||||||||||
Summary information for the reportable segments follows (in thousands): | |||||||||||||||||||||||
For the three months ended June 30, 2014: | |||||||||||||||||||||||
Segments | Rental | Resident Fees | Interest | Investment | Total | NOI(2) | Adjusted | ||||||||||||||||
Revenues(1) | and Services | Income | Management | Revenues | (Cash) NOI(2) | ||||||||||||||||||
Fee Income | |||||||||||||||||||||||
Senior housing | $ | 151,904 | $ | 37,939 | $ | 3,430 | $ | — | $ | 193,273 | $ | 165,020 | $ | 153,476 | |||||||||
Post-acute/skilled | 138,548 | — | 13,507 | — | 152,055 | 138,015 | 122,105 | ||||||||||||||||
Life science | 77,541 | — | — | 1 | 77,542 | 62,092 | 59,339 | ||||||||||||||||
Medical office | 91,541 | — | — | 443 | 91,984 | 54,376 | 53,770 | ||||||||||||||||
Hospital | 21,267 | — | — | — | 21,267 | 20,370 | 20,475 | ||||||||||||||||
Total | $ | 480,801 | $ | 37,939 | $ | 16,937 | $ | 444 | $ | 536,121 | $ | 439,873 | $ | 409,165 | |||||||||
For the three months ended June 30, 2013: | |||||||||||||||||||||||
Segments | Rental | Resident Fees | Interest | Investment | Total | NOI(2) | Adjusted | ||||||||||||||||
Revenues(1) | and Services | Income | Management | Revenues | (Cash) NOI(2) | ||||||||||||||||||
Fee Income | |||||||||||||||||||||||
Senior housing | $ | 150,261 | $ | 36,394 | $ | 2,806 | $ | — | $ | 189,461 | $ | 163,319 | $ | 148,005 | |||||||||
Post-acute/skilled | 135,255 | — | 11,029 | — | 146,284 | 134,623 | 117,822 | ||||||||||||||||
Life science | 75,227 | — | — | 1 | 75,228 | 61,388 | 58,265 | ||||||||||||||||
Medical office | 89,996 | — | — | 498 | 90,494 | 54,883 | 53,770 | ||||||||||||||||
Hospital | 10,460 | — | 312 | — | 10,772 | 9,493 | 21,304 | ||||||||||||||||
Total | $ | 461,199 | $ | 36,394 | $ | 14,147 | $ | 499 | $ | 512,239 | $ | 423,706 | $ | 399,166 | |||||||||
For the six months ended June 30, 2014: | |||||||||||||||||||||||
Segments | Rental | Resident Fees | Interest | Investment | Total | NOI(2) | Adjusted | ||||||||||||||||
Revenues(1) | and Services | Income | Management | Revenues | (Cash) NOI(2) | ||||||||||||||||||
Fee Income | |||||||||||||||||||||||
Senior housing | $ | 301,989 | $ | 75,992 | $ | 6,714 | $ | — | $ | 384,695 | $ | 328,610 | $ | 303,851 | |||||||||
Post-acute/skilled | 276,328 | — | 26,919 | — | 303,247 | 275,263 | 240,204 | ||||||||||||||||
Life science | 153,663 | — | — | 2 | 153,665 | 124,053 | 118,168 | ||||||||||||||||
Medical office | 180,803 | — | — | 891 | 181,694 | 108,122 | 106,799 | ||||||||||||||||
Hospital | 42,812 | — | — | — | 42,812 | 40,965 | 41,136 | ||||||||||||||||
Total | $ | 955,595 | $ | 75,992 | $ | 33,633 | $ | 893 | $ | 1,066,113 | $ | 877,013 | $ | 810,158 | |||||||||
For the six months ended June 30, 2013: | |||||||||||||||||||||||
Segments | Rental | Resident Fees | Interest | Investment | Total | NOI(2) | Adjusted | ||||||||||||||||
Revenues(1) | and Services | Income | Management | Revenues | (Cash) NOI(2) | ||||||||||||||||||
Fee Income | |||||||||||||||||||||||
Senior housing | $ | 299,157 | $ | 72,139 | $ | 5,207 | $ | — | $ | 376,503 | $ | 324,438 | $ | 290,726 | |||||||||
Post-acute/ skilled | 269,091 | — | 21,014 | — | 290,105 | 267,830 | 231,669 | ||||||||||||||||
Life science | 148,557 | — | — | 2 | 148,559 | 121,335 | 114,605 | ||||||||||||||||
Medical office | 176,827 | — | — | 940 | 177,767 | 107,450 | 105,010 | ||||||||||||||||
Hospital | 30,178 | — | 312 | — | 30,490 | 28,323 | 39,780 | ||||||||||||||||
Total | $ | 923,810 | $ | 72,139 | $ | 26,533 | $ | 942 | $ | 1,023,424 | $ | 849,376 | $ | 781,790 | |||||||||
(1) Represents rental and related revenues, tenant recoveries and income from DFLs. | |||||||||||||||||||||||
(2) NOI is a non-GAAP supplemental financial measure used to evaluate the operating performance of real estate. The Company defines NOI as rental and related revenues, including tenant recoveries, resident fees and services, and income from DFLs, less property level operating expenses. NOI excludes interest income, investment management fee income, interest expense, depreciation and amortization, general and administrative expenses, litigation settlement, impairments, impairment recoveries, other income, net, income taxes, equity income from and impairments of investments in unconsolidated joint ventures, and discontinued operations. The Company believes NOI provides relevant and useful information because it reflects only income and operating expense items that are incurred at the property level and presents them on an unleveraged basis. Adjusted NOI is calculated as NOI after eliminating the effects of straight-line rents, DFL accretion, amortization of above and below market lease intangibles, and lease termination fees. Adjusted NOI is sometimes referred to as “cash NOI.” The Company uses NOI and adjusted NOI to make decisions about resource allocations and to assess and compare property level performance. The Company believes that net income is the most directly comparable GAAP measure to NOI. NOI should not be viewed as an alternative measure of operating performance to net income as defined by GAAP because it does not reflect the aforementioned excluded items. Further, the Company’s definition of NOI may not be comparable to the definition used by other REITs or real estate companies, as those companies may use different methodologies for calculating NOI. | |||||||||||||||||||||||
Reconciliation of reported net income to NOI and adjusted NOI | ' | ||||||||||||||||||||||
The following is a reconciliation of reported net income to NOI and adjusted NOI (in thousands): | |||||||||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||
Net income | $ | 222,279 | $ | 216,725 | $ | 485,902 | $ | 450,509 | |||||||||||||||
Interest income | (16,937 | ) | (14,147 | ) | (33,633 | ) | (26,533 | ) | |||||||||||||||
Investment management fee income | (444 | ) | (499 | ) | (893 | ) | (942 | ) | |||||||||||||||
Interest expense | 106,842 | 108,452 | 213,480 | 217,562 | |||||||||||||||||||
Depreciation and amortization | 113,133 | 109,210 | 220,521 | 212,389 | |||||||||||||||||||
General and administrative | 29,062 | 24,062 | 50,456 | 44,717 | |||||||||||||||||||
Other income, net | (709 | ) | (3,288 | ) | (2,639 | ) | (15,400 | ) | |||||||||||||||
Income taxes | 1,339 | 1,604 | 2,785 | 2,519 | |||||||||||||||||||
Equity income from unconsolidated joint ventures | (14,692 | ) | (15,585 | ) | (29,220 | ) | (30,386 | ) | |||||||||||||||
Total discontinued operations | — | (2,828 | ) | (29,746 | ) | (5,059 | ) | ||||||||||||||||
NOI | 439,873 | 423,706 | 877,013 | 849,376 | |||||||||||||||||||
Straight-line rents | (12,487 | ) | 2,838 | (26,455 | ) | (15,955 | ) | ||||||||||||||||
DFL accretion | (17,813 | ) | (21,394 | ) | (39,235 | ) | (45,564 | ) | |||||||||||||||
Amortization of above and below market lease intangibles, net | (175 | ) | (5,990 | ) | (343 | ) | (6,068 | ) | |||||||||||||||
Lease termination fees | (233 | ) | (15 | ) | (811 | ) | (15 | ) | |||||||||||||||
NOI adjustments related to discontinued operations | — | 21 | (11 | ) | 16 | ||||||||||||||||||
Adjusted (Cash) NOI | $ | 409,165 | $ | 399,166 | $ | 810,158 | $ | 781,790 | |||||||||||||||
Reconciliation of company's assets to total assets | ' | ||||||||||||||||||||||
The Company’s total assets by segment were (in thousands): | |||||||||||||||||||||||
June 30, | December 31, | ||||||||||||||||||||||
Segments | 2014 | 2013 | |||||||||||||||||||||
Senior housing | $ | 8,046,417 | $ | 7,803,085 | |||||||||||||||||||
Post-acute/skilled nursing | 6,335,887 | 6,266,938 | |||||||||||||||||||||
Life science | 4,078,119 | 3,986,187 | |||||||||||||||||||||
Medical office | 2,702,584 | 2,686,069 | |||||||||||||||||||||
Hospital | 639,945 | 639,357 | |||||||||||||||||||||
Gross segment assets | 21,802,952 | 21,381,636 | |||||||||||||||||||||
Accumulated depreciation and amortization | (2,417,853 | ) | (2,254,591 | ) | |||||||||||||||||||
Net segment assets | 19,385,099 | 19,127,045 | |||||||||||||||||||||
Assets held-for-sale, net | — | 9,819 | |||||||||||||||||||||
Other non-segment assets | 759,070 | 939,006 | |||||||||||||||||||||
Total assets | $ | 20,144,169 | $ | 20,075,870 | |||||||||||||||||||
Earnings_Per_Common_Share_Tabl
Earnings Per Common Share (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Earnings Per Common Share | ' | |||||||||||||
Computation of basic and diluted earnings per share | ' | |||||||||||||
The following table illustrates the computation of basic and diluted earnings per share (in thousands, except per share amounts): | ||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Numerator | ||||||||||||||
Income from continuing operations | $ | 222,279 | $ | 213,897 | $ | 456,156 | $ | 445,450 | ||||||
Noncontrolling interests’ share in continuing operations | (3,394 | ) | (3,245 | ) | (6,729 | ) | (6,379 | ) | ||||||
Income from continuing operations applicable to HCP, Inc. | 218,885 | 210,652 | 449,427 | 439,071 | ||||||||||
Participating securities’ share in continuing operations | (489 | ) | (378 | ) | (1,552 | ) | (856 | ) | ||||||
Income from continuing operations applicable to common shares | 218,396 | 210,274 | 447,875 | 438,215 | ||||||||||
Discontinued operations | — | 2,828 | 29,746 | 5,059 | ||||||||||
Noncontrolling interests’ share in discontinued operations | — | (79 | ) | (1,177 | ) | (144 | ) | |||||||
Net income applicable to common shares | $ | 218,396 | $ | 213,023 | $ | 476,444 | $ | 443,130 | ||||||
Denominator | ||||||||||||||
Basic weighted average common shares | 458,247 | 454,618 | 457,773 | 454,137 | ||||||||||
Dilutive potential common shares | 341 | 813 | 361 | 887 | ||||||||||
Diluted weighted average common shares | 458,588 | 455,431 | 458,134 | 455,024 | ||||||||||
Basic earnings per common share | ||||||||||||||
Income from continuing operations | $ | 0.48 | $ | 0.46 | $ | 0.98 | $ | 0.96 | ||||||
Discontinued operations | — | 0.01 | 0.06 | 0.02 | ||||||||||
Net income applicable to common shares | $ | 0.48 | $ | 0.47 | $ | 1.04 | $ | 0.98 | ||||||
Diluted earnings per common share | ||||||||||||||
Income from continuing operations | $ | 0.48 | $ | 0.46 | $ | 0.98 | $ | 0.96 | ||||||
Discontinued operations | — | 0.01 | 0.06 | 0.01 | ||||||||||
Net income applicable to common shares | $ | 0.48 | $ | 0.47 | $ | 1.04 | $ | 0.97 | ||||||
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Supplemental Cash Flow Information | ' | |||||||
Supplemental Cash Flow Information | ' | |||||||
The following table provides supplemental cash flow information (in thousands): | ||||||||
Six Months Ended June 30, | ||||||||
2014 | 2013 | |||||||
Supplemental cash flow information: | ||||||||
Interest paid, net of capitalized interest | $ | 204,590 | $ | 205,207 | ||||
Income taxes paid | 3,380 | 1,995 | ||||||
Capitalized interest | 5,983 | 8,036 | ||||||
Six Months Ended June 30, | ||||||||
2014 | 2013 | |||||||
Supplemental schedule of non-cash investing activities: | ||||||||
Accrued construction costs | 25,069 | 17,585 | ||||||
Noncontrolling interest disposed in connection with real estate sales | 1,671 | — | ||||||
Supplemental schedule of non-cash financing activities: | ||||||||
Vesting of restricted stock units | 567 | 103 | ||||||
Cancellation of restricted stock | (1 | ) | (16 | ) | ||||
Conversion of non-managing member units into common stock | 73 | 2,912 | ||||||
Noncontrolling interest issued in connection with real estate acquisition | 6,321 | — | ||||||
Mortgages and other liabilities assumed with real estate acquisitions | 523 | 12,728 | ||||||
Unrealized gains (losses) on available-for-sale securities and derivatives designated as cash flow hedges, net | (696 | ) | 10,700 | |||||
Variable_Interest_Entities_Tab
Variable Interest Entities (Tables) | 6 Months Ended | |||||||||
Jun. 30, 2014 | ||||||||||
Variable Interest Entities | ' | |||||||||
Variable Interest Entities | ' | |||||||||
The carrying value and classification of the related assets, liabilities and maximum exposure to loss as a result of the Company’s involvement with these VIEs are presented below at June 30, 2014 (in thousands): | ||||||||||
VIE Type | Maximum Loss | Asset/Liability Type | Carrying | |||||||
Exposure(1) | Amount | |||||||||
VIE tenants—operating leases | $ | 227,429 | Lease intangibles, net and straight-line rent receivables | $ | 13,605 | |||||
VIE tenants—DFLs | 1,060,944 | Net investment in DFLs | 600,984 | |||||||
Loan—senior secured | 17,470 | Loans receivable, net | 17,470 | |||||||
CMBS | 17,338 | Marketable debt securities | 17,338 | |||||||
(1) The Company’s maximum loss exposure related to the VIE tenants represents the future minimum lease payments over the remaining term of the respective leases, which may be mitigated by re-leasing the properties to new tenants. The Company’s maximum loss exposure related to its loans and marketable debt securities to the VIE borrowers represents its current aggregate carrying amount. |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Fair Value Measurements | ' | |||||||||||||
Fair value measurements of financial assets and liabilities | ' | |||||||||||||
The financial assets and liabilities carried at fair value on a recurring basis at June 30, 2014 follow (in thousands): | ||||||||||||||
Financial Instrument | Fair Value | Level 1 | Level 2 | Level 3 | ||||||||||
Marketable equity securities | $ | 27 | $ | 27 | $ | — | $ | — | ||||||
Interest-rate swap assets(1) | 2,576 | — | 2,576 | — | ||||||||||
Interest-rate swap liabilities(1) | (8,327 | ) | — | (8,327 | ) | — | ||||||||
Currency swap liabilities(1) | (3,756 | ) | — | (3,756 | ) | — | ||||||||
Warrants(1) | 182 | — | — | 182 | ||||||||||
$ | (9,298 | ) | $ | 27 | $ | (9,507 | ) | $ | 182 | |||||
(1) Interest rate and currency swaps as well as common stock warrant fair values are determined based on observable and unobservable market assumptions utilizing standardized derivative pricing models. |
Disclosures_About_Fair_Value_o1
Disclosures About Fair Value of Financial Instruments (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Disclosures About Fair Value of Financial Instruments | ' | |||||||||||||
Summary of the carrying values and fair values of financial instruments | ' | |||||||||||||
The table below summarizes the carrying values and fair values of the Company’s financial instruments (in thousands): | ||||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||||
Carrying | Fair Value | Carrying | Fair Value | |||||||||||
Value | Value | |||||||||||||
Loans receivable, net(2) | $ | 375,717 | $ | 387,621 | $ | 366,001 | $ | 373,441 | ||||||
Marketable debt securities(1) | 251,888 | 293,188 | 244,089 | 280,850 | ||||||||||
Marketable equity securities(1) | 27 | 27 | — | — | ||||||||||
Warrants(3) | 182 | 182 | 114 | 114 | ||||||||||
Term loan(2) | 234,352 | 234,352 | 226,858 | 226,858 | ||||||||||
Senior unsecured notes(1) | 6,826,884 | 7,441,232 | 6,963,375 | 7,405,817 | ||||||||||
Mortgage debt(2) | 1,229,773 | 1,273,673 | 1,396,485 | 1,421,214 | ||||||||||
Other debt(2) | 73,020 | 73,020 | 74,909 | 74,909 | ||||||||||
Interest-rate swap assets(2) | 2,576 | 2,576 | 2,325 | 2,325 | ||||||||||
Interest-rate swap liabilities(2) | (8,327 | ) | (8,327 | ) | 8,384 | 8,384 | ||||||||
Currency swap liabilities(2) | (3,756 | ) | (3,756 | ) | 2,756 | 2,756 | ||||||||
(1) Level 1: Fair value calculated based on quoted prices in active markets. | ||||||||||||||
(2) Level 2: Fair value based on quoted prices for similar or identical instruments in active or inactive markets, respectively, or calculated utilizing standardized pricing models in which significant inputs or value drivers are observable in active markets. | ||||||||||||||
(3) Level 3: Fair value determined based on significant unobservable market inputs using standardized derivative pricing models. |
Derivative_Financial_Instrumen1
Derivative Financial Instruments (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Derivative Financial Instruments | ' | ||||||||||||||||
Schedule of derivative instruments | ' | ||||||||||||||||
The following table summarizes the Company’s outstanding interest-rate and foreign currency swap contracts as of June 30, 2014 (dollars and GBP in thousands): | |||||||||||||||||
Date Entered | Maturity Date | Hedge | Fixed | Floating/Exchange | Notional/ | Fair Value(1) | |||||||||||
Designation | Rate/Buy | Rate Index | Sell Amount | ||||||||||||||
Amount | |||||||||||||||||
July 2005(2) | July 2020 | Cash Flow | 3.82 | % | BMA Swap Index | $ | 45,600 | $ | (6,057 | ) | |||||||
November 2008(3) | October 2016 | Cash Flow | 5.95 | % | 1 Month LIBOR+1.50% | $ | 26,000 | $ | (2,270 | ) | |||||||
July 2012(3) | June 2016 | Cash Flow | 1.81 | % | 1 Month GBP LIBOR+1.20% | £ | 137,000 | $ | 2,576 | ||||||||
July 2012(4) | June 2016 | Cash Flow | $ | 45,500 | Buy USD/Sell GBP | £ | 29,000 | $ | (3,756 | ) | |||||||
(1) Derivative assets are recorded in other assets, net and derivative liabilities are recorded in accounts payable and accrued liabilities on the condensed consolidated balance sheets. | |||||||||||||||||
(2) Represents three interest-rate swap contracts, which hedge fluctuations in interest payments on variable-rate secured debt due to overall changes in hedged cash flows. | |||||||||||||||||
(3) Hedges fluctuations in interest payments on variable-rate unsecured debt due to fluctuations in the underlying benchmark interest rate. | |||||||||||||||||
(4) Currency swap contract (buy USD/sell GBP) hedges the foreign currency exchange risk related to a portion of the Company’s forecasted interest receipts on GBP denominated senior unsecured notes. Represents a currency swap to sell £7.2 million at a rate of 1.5695 on various dates through June 2016. | |||||||||||||||||
Schedule of effect of change in interest and foreign currency rate | ' | ||||||||||||||||
The following table summarizes the results of the analysis performed (dollars in thousands): | |||||||||||||||||
Effects of Change in Interest and Foreign Currency Rates | |||||||||||||||||
Date Entered | Maturity Date | +50 Basis | -50 Basis | +100 Basis | -100 Basis | ||||||||||||
Points | Points | Points | Points | ||||||||||||||
July 2005 | July 2020 | $ | 1,247 | $ | (1,334 | ) | $ | 2,537 | $ | (2,624 | ) | ||||||
November 2008 | October 2016 | 301 | (285 | ) | 594 | (578 | ) | ||||||||||
July 2012 (interest-rate swap) | June 2016 | 2,281 | (2,267 | ) | 4,556 | (4,541 | ) | ||||||||||
July 2012 (foreign currency swap) | June 2016 | (578 | ) | (82 | ) | (825 | ) | 166 | |||||||||
Business_Details
Business (Details) | 6 Months Ended |
Jun. 30, 2014 | |
item | |
Business | ' |
Number of reportable segments | 5 |
Number of products in reportable segment | 5 |
Real_Estate_Property_Investmen2
Real Estate Property Investments (Details) | 6 Months Ended | 0 Months Ended | 6 Months Ended | ||||||||
Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 06, 2014 | Jun. 06, 2014 | Jun. 30, 2013 | |
USD ($) | Senior housing | Senior housing | Life science | Medical office | Post-acute/skilled | Senior housing, life science and medical office | Senior housing, life science and medical office | UK portfolio | UK portfolio | Blackstone JV | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Senior housing | Senior housing | Senior housing | ||
acre | USD ($) | GBP (£) | USD ($) | ||||||||
item | item | ||||||||||
Acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of facilities acquired | ' | ' | ' | ' | ' | ' | ' | ' | 20 | 20 | 4 |
Acquisition of facility | ' | ' | $18,000,000 | ' | ' | $408,000 | ' | ' | $127,000,000 | £ 75,800,000 | $38,000,000 |
Initial term of lease | ' | ' | ' | ' | ' | ' | ' | ' | '15 years | '15 years | ' |
Number of extension options | ' | ' | ' | ' | ' | ' | ' | ' | 2 | 2 | ' |
Extended lease term | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | '10 years | ' |
Rental and related revenues | ' | ' | ' | ' | ' | ' | ' | ' | 9,700,000 | 5,800,000 | ' |
Percentage of operating leases basis spread on variable floor rate | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | 2.00% | ' |
Percentage of operating leases basis spread on variable ceiling rate | ' | ' | ' | ' | ' | ' | ' | ' | 4.50% | 4.50% | ' |
Other real estate acquisitions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consideration, Cash Paid | 285,429,000 | 215,381,000 | ' | 43,500,000 | 26,548,000 | ' | ' | ' | ' | ' | ' |
Consideration, Debt and Other Liabilities Assumed | 523,000 | 1,000 | ' | 250,000 | 272,000 | ' | ' | ' | ' | ' | ' |
Consideration, Noncontrolling Interest | 6,321,000 | 6,321,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Assets Acquired, Real Estate | 268,859,000 | 204,758,000 | ' | 41,281,000 | 22,820,000 | ' | ' | ' | ' | ' | ' |
Assets Acquired, Net Intangibles | 23,414,000 | 16,945,000 | ' | 2,469,000 | 4,000,000 | ' | ' | ' | ' | ' | ' |
Consideration to non-managing member limited liability company units | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Land acquired (in acres) | ' | ' | ' | ' | ' | 38 | ' | ' | ' | ' | ' |
Price paid upon exercise of purchase option | ' | ' | 16,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Payments to acquire productive assets | ' | ' | ' | ' | ' | ' | $101,000,000 | $76,000,000 | ' | ' | ' |
Dispositions_of_Real_Estate_an2
Dispositions of Real Estate and Discontinued Operations (Details) (USD $) | 3 Months Ended | 6 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | ||||
Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | |
item | item | item | Post-acute/skilled nursing | Post-acute/skilled nursing | Hospital | Hospital | Post-acute/skilled nursing and senior housing | Senior housing | Medical office | ||
item | item | item | |||||||||
Dispositions of Real Estate and Land | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of properties disposed | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' |
Total consideration for disposition of real estate | ' | ' | ' | ' | $22,000,000 | ' | $17,000,000 | ' | ' | $4,000,000 | $145,000 |
Number of properties held for sale | ' | 0 | ' | ' | ' | 2 | ' | 1 | ' | ' | ' |
Carrying value of properties classified as held for sale | ' | ' | ' | 9,819,000 | ' | ' | ' | ' | 10,000,000 | ' | ' |
Operating income from discontinued operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Rental and related revenues | 4,824,000 | 1,810,000 | 9,908,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation and amortization expenses | 1,557,000 | ' | 3,095,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Operating expenses | 927,000 | 54,000 | 1,846,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Other expenses, net | 399,000 | 20,000 | 795,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Income before gain on sales of real estate, net of income taxes | 1,941,000 | 1,736,000 | 4,172,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on sales of real estate, net of income taxes | $887,000 | $28,010,000 | $887,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of properties included in discontinued operations | 16 | 2 | 16 | ' | ' | ' | ' | ' | ' | ' | ' |
Net_Investment_in_Direct_Finan2
Net Investment in Direct Financing Leases (Details) (USD $) | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | ||||||||||||||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Apr. 02, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | |
item | item | item | Performing DFLs | Watch List DFLs | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Post-acute/skilled nursing | Post-acute/skilled nursing | Hospital | Hospital | HCR ManorCare | HCR ManorCare | HCR ManorCare | HCR ManorCare | HCR ManorCare | HCR ManorCare | |||
DFL Portfolio | DFL Portfolio | DFL Portfolio | DFL Portfolio | DFL Portfolio | DFL Portfolio | Performing DFLs | Watch List DFLs | Performing DFLs | Performing DFLs | item | Minimum | Maximum | ||||||||||||||
item | ||||||||||||||||||||||||||
Acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum lease payments receivable | $24,517,865,000 | ' | $24,517,865,000 | ' | $24,808,386,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $23,300,000,000 | ' | $23,500,000,000 | ' | ' |
Rent receivable from triple-net lease with HCR ManorCare | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 524,000,000 | ' | 506,000,000 | ' | ' | ' |
Rate of increase in minimum lease revenue per year over each of the next 3 years (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.50% | ' | ' | ' | ' |
Remaining specified period of the initial lease term during which the minimum lease revenue increases by a specified percentage per year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' |
Rate of increase in minimum lease revenue per year for remaining years of lease term (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' |
Number of asset pools | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' |
Rate of increase in rent receivable for first year of extension option (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' |
Total initial available term of asset pools | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '23 years | '35 years |
Estimated residual values | 4,134,405,000 | ' | 4,134,405,000 | ' | 4,134,405,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Less unearned income | -21,428,392,000 | ' | -21,428,392,000 | ' | -21,789,392,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net investment in direct financing leases | 7,223,878,000 | ' | 7,223,878,000 | ' | 7,153,399,000 | 6,851,575,000 | 372,303,000 | 1,488,704,000 | 372,000,000 | ' | 372,000,000 | ' | 374,000,000 | 376,000,000 | 1,116,401,000 | 372,303,000 | 5,611,283,000 | 5,611,283,000 | 123,891,000 | 123,891,000 | ' | ' | ' | ' | ' | ' |
Percentage of DFL Portfolio | 100.00% | ' | 100.00% | ' | ' | ' | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | 78.00% | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' |
Properties subject to direct financing leases | 364 | ' | 364 | ' | 364 | ' | ' | ' | ' | ' | ' | ' | ' | 14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
DFL income | 165,500,000 | 158,286,000 | 330,037,000 | 315,156,000 | ' | ' | ' | ' | 5,000,000 | 7,000,000 | 10,000,000 | 14,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash proceeds from DFL portfolio | ' | ' | ' | ' | ' | ' | ' | ' | $6,000,000 | $6,000,000 | $12,000,000 | $12,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loans_Receivable_Details
Loans Receivable (Details) | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jul. 31, 2012 | Jul. 31, 2012 | Jul. 31, 2012 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Sep. 06, 2013 | Sep. 06, 2013 | Aug. 23, 2013 | Aug. 23, 2013 | 2-May-13 | 2-May-13 |
USD ($) | USD ($) | Performing Loans | Workout Loans | Real Estate Secured | Real Estate Secured | Real Estate Secured | Other Secured | Other Secured | Other Secured | Other Secured | Tandem Health Care Loan | Tandem Health Care Loan | Tandem Health Care Loan - First Tranche | Tandem Health Care Loan - First Tranche | Tandem Health Care Loan - Second Tranche | Delphis | Delphis | Delphis | Barchester Loan | Barchester Loan | Barchester Loan | Barchester Loan | Barchester Loan | Barchester Loan | |
USD ($) | USD ($) | USD ($) | USD ($) | Performing Loans | USD ($) | USD ($) | Performing Loans | Workout Loans | USD ($) | Maximum | USD ($) | Maximum | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | GBP (£) | USD ($) | GBP (£) | USD ($) | GBP (£) | |||
USD ($) | USD ($) | USD ($) | USD ($) | item | |||||||||||||||||||||
Loans Receivable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Mezzanine | $233,854,000 | $234,455,000 | ' | ' | ' | ' | ' | $233,854,000 | $234,455,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan receivable, other | 157,819,000 | 147,669,000 | ' | ' | 157,819,000 | 147,669,000 | ' | ' | ' | ' | ' | ' | 205,000,000 | 100,000,000 | ' | 102,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized discounts, fees and costs | -2,546,000 | -2,713,000 | ' | ' | ' | ' | ' | -2,546,000 | -2,713,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allowance for loan losses | -13,410,000 | -13,410,000 | ' | ' | ' | ' | ' | -13,410,000 | ' | ' | ' | ' | ' | ' | ' | ' | -13,410,000 | -13,410,000 | ' | ' | ' | ' | ' | ' | ' |
Loans receivable, net | 375,717,000 | 366,001,000 | 358,247,000 | 17,470,000 | 157,819,000 | 147,669,000 | 157,819,000 | 217,898,000 | 218,332,000 | 200,428,000 | 17,470,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Construction loans outstanding related to senior housing development projects | ' | ' | ' | ' | ' | ' | ' | 128,000,000 | 117,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining commitments to fund development projects | ' | ' | ' | ' | ' | ' | ' | 19,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of Loan Portfolio | 100.00% | ' | ' | ' | 42.00% | ' | ' | 58.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loans receivable purchased, face or par value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 188,000,000 | 121,000,000 |
Loans receivable purchased, discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,000,000 | 5,000,000 | 170,000,000 | 109,000,000 |
Number of facilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 160 | 160 |
Cost of loan receivable purchased | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14,000,000 | 9,000,000 | ' | ' |
Debt instrument, weighted-average basis spread on variable rate (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.14% | 3.14% |
Proceeds from borrower | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | 600,000 | ' | 202,000,000 | 129,000,000 | ' | ' | ' | ' |
Interest income related to loans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 24,000,000 | ' | ' | ' | ' | ' |
Loan receivable subordinated to senior mortgage debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 442,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loans receivable, net reported amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,500,000 | 17,500,000 | 18,100,000 | ' | ' | ' | ' | ' | ' |
Loan receivable, interest rate payable (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12.00% | ' | 14.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loan receivable term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '63 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reconciliation of beginning and ending allowance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at the beginning | 13,410,000 | 13,410,000 | ' | ' | ' | ' | ' | 13,410,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,410,000 | ' | ' | ' | ' | ' | ' | ' |
Balance at the end | $13,410,000 | $13,410,000 | ' | ' | ' | ' | ' | $13,410,000 | ' | ' | ' | ' | ' | ' | ' | ' | $13,410,000 | $13,410,000 | ' | ' | ' | ' | ' | ' | ' |
Investments_in_and_Advances_to2
Investments in and Advances to Unconsolidated Joint Ventures (Details) (USD $) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investments in and advances to unconsolidated joint ventures | $190,730,000 | ' | $190,730,000 | ' | $196,576,000 |
Investment reported in liabilities | -964,000 | ' | -964,000 | ' | ' |
Summarized combined financial information for unconsolidated joint ventures: | ' | ' | ' | ' | ' |
Real estate, net | 3,627,622,000 | ' | 3,627,622,000 | ' | 3,662,450,000 |
Goodwill and other assets, net | 5,326,719,000 | ' | 5,326,719,000 | ' | 5,384,553,000 |
Total assets | 8,954,341,000 | ' | 8,954,341,000 | ' | 9,047,003,000 |
Capital lease obligations and mortgage debt | 6,700,301,000 | ' | 6,700,301,000 | ' | 6,768,815,000 |
Accounts payable | 1,033,229,000 | ' | 1,033,229,000 | ' | 1,045,260,000 |
Other partners' capital | 1,089,086,000 | ' | 1,089,086,000 | ' | 1,098,228,000 |
HCP's capital | 131,725,000 | ' | 131,725,000 | ' | 134,700,000 |
Total liabilities and partners' capital | 8,954,341,000 | ' | 8,954,341,000 | ' | 9,047,003,000 |
Combined basis difference | 58,000,000 | ' | 58,000,000 | ' | ' |
Total revenues | 1,064,655,000 | 1,051,012,000 | 2,137,843,000 | 2,135,263,000 | ' |
Loss from discontinued operations | -4,200,000 | -3,000,000 | -5,600,000 | -5,700,000 | ' |
Net (loss) income | -11,834,000 | 10,122,000 | -3,973,000 | 20,494,000 | ' |
HCP's share of earnings | 14,692,000 | 15,585,000 | 29,220,000 | 30,386,000 | ' |
Fees earned by HCP | 444,000 | 499,000 | 893,000 | 942,000 | ' |
Distributions received by HCP | 566,000 | 1,157,000 | 3,768,000 | 2,528,000 | ' |
HCR ManorCare | Post-acute/skilled | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investments in and advances to unconsolidated joint ventures | 80,777,000 | ' | 80,777,000 | ' | ' |
Investment ownership percentage | 9.40% | ' | 9.40% | ' | ' |
Recharacterized DFL income to equity income | 16,000,000 | 15,000,000 | 31,000,000 | 31,000,000 | ' |
HCP Ventures III, LLC | Medical office | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investments in and advances to unconsolidated joint ventures | 6,944,000 | ' | 6,944,000 | ' | ' |
Investment ownership percentage | 30.00% | ' | 30.00% | ' | ' |
HCP Ventures IV, LLC | Hospital and medical office segments | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investments in and advances to unconsolidated joint ventures | 28,369,000 | ' | 28,369,000 | ' | ' |
Investment ownership percentage | 20.00% | ' | 20.00% | ' | ' |
HCP Life Science | Life science | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investments in and advances to unconsolidated joint ventures | 68,329,000 | ' | 68,329,000 | ' | ' |
Number of unconsolidated joint ventures | ' | ' | 3 | ' | ' |
HCP Life Science | Life science | Minimum | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investment ownership percentage | 50.00% | ' | 50.00% | ' | ' |
HCP Life Science | Life science | Maximum | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investment ownership percentage | 63.00% | ' | 63.00% | ' | ' |
Torrey Pines Science Center, LP | Life science | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investment ownership percentage | 50.00% | ' | 50.00% | ' | ' |
Britannia Biotech Gateway, LP | Life science | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investment ownership percentage | 55.00% | ' | 55.00% | ' | ' |
LASDK, LP | Life science | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investment ownership percentage | 63.00% | ' | 63.00% | ' | ' |
Suburban Properties, LLC | Medical office | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investments in and advances to unconsolidated joint ventures | 5,952,000 | ' | 5,952,000 | ' | ' |
Investment ownership percentage | 67.00% | ' | 67.00% | ' | ' |
Advances to unconsolidated joint ventures, net | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investments in and advances to unconsolidated joint ventures | 359,000 | ' | 359,000 | ' | ' |
Edgewood Assisted Living Center, LLC | Senior housing | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investment reported in liabilities | -384,000 | ' | -384,000 | ' | ' |
Seminole Shores Living Center, LLC | Senior housing | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investment reported in liabilities | -580,000 | ' | -580,000 | ' | ' |
Senior housing partnership | Senior housing | ' | ' | ' | ' | ' |
Company owned interests in entities, accounted under equity method: | ' | ' | ' | ' | ' |
Investments in and advances to unconsolidated joint ventures | $0 | ' | $0 | ' | ' |
Investment ownership percentage | 72.00% | ' | 72.00% | ' | ' |
Intangibles_Details
Intangibles (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Intangibles | ' | ' |
Intangible assets, gross | $796 | $781 |
Intangible assets, accumulated amortization | 318 | 291 |
Intangible liabilities, gross | 207 | 207 |
Intangible liabilities, accumulated amortization | $117 | $108 |
Other_Assets_Details
Other Assets (Details) | 6 Months Ended | 0 Months Ended | |||||||
Jun. 30, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 28, 2012 | Jun. 28, 2012 | Jun. 30, 2014 | Dec. 31, 2013 | |
USD ($) | USD ($) | USD ($) | Delphis | Delphis | Four Seasons | Four Seasons | HCP Ventures IV, LLC | HCP Ventures IV, LLC | |
USD ($) | USD ($) | USD ($) | GBP (£) | USD ($) | USD ($) | ||||
Other Assets. | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Straight-line rent assets, net of allowance of $34,274 and $34,230 respectively | ' | $392,766,000 | $368,919,000 | ' | ' | ' | ' | ' | ' |
Allowance on straight-line rent assets | ' | 34,274,000 | 34,230,000 | ' | ' | ' | ' | ' | ' |
Marketable debt securities, net | ' | 251,888,000 | 244,089,000 | ' | ' | ' | ' | ' | ' |
Leasing costs, net | ' | 104,984,000 | 104,601,000 | ' | ' | ' | ' | ' | ' |
Deferred financing costs, net | ' | 45,782,000 | 42,106,000 | ' | ' | ' | ' | ' | ' |
Goodwill | ' | 50,346,000 | 50,346,000 | ' | ' | ' | ' | ' | ' |
Other | ' | 94,242,000 | 57,644,000 | ' | ' | ' | ' | ' | ' |
Total other assets | ' | 940,008,000 | 867,705,000 | ' | ' | ' | ' | ' | ' |
Other assets | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Carrying value of interest accrued related to the Delphis loan | ' | ' | ' | 0 | 0 | ' | ' | ' | ' |
Reserve related to accrued interest receivable | ' | ' | ' | 5,400,000 | 5,400,000 | ' | ' | ' | ' |
Loans receivables | ' | 375,717,000 | 366,001,000 | ' | ' | ' | ' | 12,000,000 | 10,000,000 |
Loan receivable, interest rate payable (as a percent) | ' | ' | ' | ' | ' | 12.25% | 12.25% | 12.00% | 12.00% |
Realized gains on marketable debt securities sold | 11,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Marketable debt security, par value | ' | ' | ' | ' | ' | ' | 138,500,000 | ' | ' |
Marketable debt security, par value, discounted | ' | ' | ' | ' | ' | $237,000,000 | £ 136,800,000 | ' | ' |
Yield to maturity (as a percent) | ' | ' | ' | ' | ' | 12.50% | 12.50% | ' | ' |
Debt_Details
Debt (Details) | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Jul. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2014 | Jul. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Feb. 12, 2014 | Feb. 01, 2014 | Dec. 16, 2013 | Nov. 12, 2013 | Feb. 28, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 |
USD ($) | USD ($) | Line of Credit and Term Loan | Bank Line of Credit | Bank Line of Credit | Bank Line of Credit | 2012 Term Loan | 2012 Term Loan | 2012 Term Loan | 2012 Term Loan | Senior Unsecured Notes | Senior Unsecured Notes | Senior Unsecured Notes | Senior Unsecured, 4.20% notes due 2024 | Senior unsecured notes, 2.7% | Senior unsecured notes, 5.65% | Senior Unsecured, 4.25% notes due 2023 | Senior Unsecured, 5.625% | Mortgage Debt | Mortgage Debt | Mortgage Debt | Other Debt | |
USD ($) | USD ($) | USD ($) | GBP (£) | USD ($) | GBP (£) | Interest-rate swap contracts | USD ($) | Minimum | Maximum | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Minimum | Maximum | USD ($) | ||||
item | item | |||||||||||||||||||||
Debt Instrument | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increased maximum borrowing capacity | ' | ' | ' | ' | ' | $500,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, maximum borrowing capacity | ' | ' | ' | ' | ' | 2,000,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Length of debt instrument extension period | ' | ' | ' | ' | '1 year | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, variable rate basis | ' | ' | ' | ' | 'LIBOR | ' | 'GBP LIBOR | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, basis spread on variable rate (as a percent) | ' | ' | ' | 0.93% | ' | ' | 1.20% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, facility fee (as a percent) | ' | ' | ' | 0.15% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility additional aggregate amount, maximum | ' | ' | ' | 500,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, amount outstanding | ' | ' | ' | 310,000,000 | 310,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, covenant debt to assets (as a percent) | ' | ' | 60.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, covenant secured debt to assets (as a percent) | ' | ' | 30.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, covenant unsecured debt to unencumbered assets (as a percent) | ' | ' | 60.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, covenant minimum fixed charge coverage ratio | ' | ' | 1.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, covenant net worth | ' | ' | ' | 9,500,000,000 | 9,500,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, effective interest rate (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.26% | ' | ' | 4.31% | ' | ' | ' | ' | ' |
Weighted-average interest rate (as a percent) | ' | ' | ' | 1.42% | 1.42% | ' | ' | ' | ' | ' | 5.06% | ' | ' | ' | ' | ' | ' | ' | 6.20% | ' | ' | ' |
Weighted-average maturity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 years | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' |
Issuance of senior unsecured notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 350,000,000 | ' | ' | 800,000,000 | ' | ' | ' | ' | ' |
Debt issuance price as a percentage of principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.54% | ' | ' | 99.54% | ' | ' | ' | ' | ' |
Repayment of senior unsecured notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000,000 | 400,000,000 | ' | 150,000,000 | ' | ' | ' | ' |
Net proceeds from issuance of senior unsecured notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 346,000,000 | ' | ' | 789,000,000 | ' | ' | ' | ' | ' |
Stated interest rate (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.79% | 6.99% | 4.20% | 2.70% | 5.65% | 4.25% | 5.63% | ' | 0.44% | 8.69% | ' |
2014 (Six months) | 11,573,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,573,000 | ' | ' | ' |
2015 | 708,421,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000,000 | ' | ' | ' | ' | ' | ' | ' | 308,421,000 | ' | ' | ' |
2016 | 1,426,088,000 | ' | ' | ' | ' | ' | ' | 234,352,000 | ' | ' | 900,000,000 | ' | ' | ' | ' | ' | ' | ' | 291,736,000 | ' | ' | ' |
2017 | 1,300,477,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 750,000,000 | ' | ' | ' | ' | ' | ' | ' | 550,477,000 | ' | ' | ' |
2018 | 916,583,000 | ' | ' | 310,000,000 | 310,000,000 | ' | ' | ' | ' | ' | 600,000,000 | ' | ' | ' | ' | ' | ' | ' | 6,583,000 | ' | ' | ' |
Thereafter | 4,265,242,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,200,000,000 | ' | ' | ' | ' | ' | ' | ' | 65,242,000 | ' | ' | ' |
Total debt before discount, net | 8,628,384,000 | ' | ' | 310,000,000 | 310,000,000 | ' | ' | 234,352,000 | ' | ' | 6,850,000,000 | ' | ' | ' | ' | ' | ' | ' | 1,234,032,000 | ' | ' | ' |
Discounts, net | -27,375,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -23,116,000 | ' | ' | ' | ' | ' | ' | ' | -4,259,000 | ' | ' | ' |
Debt instruments, carrying amount | 8,601,009,000 | ' | ' | 310,000,000 | 310,000,000 | ' | 137,000,000 | 234,352,000 | 137,000,000 | ' | 6,826,884,000 | ' | ' | ' | ' | ' | ' | ' | 1,229,773,000 | ' | ' | ' |
Number of healthcare facilities used to secure debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 94 | ' | ' | ' |
Debt instrument, collateral, healthcare facilities carrying value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000,000 | ' | ' | ' |
Maturity period of debt instruments | ' | ' | ' | ' | ' | ' | '4 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term of the interest rate swap agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | '4 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, fixed interest rate (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.81% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Portion of other debt and occupancy fee deposits excluded from schedule of debt maturities | $73,020,000 | $74,909,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $73,000,000 |
Number of CCRC issuing non-interest life care bonds | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 |
Non-interest bearing occupancy fee deposits | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | |||||||||||||||||||||||||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | ||||
HCR ManorCare | HCR ManorCare | HCR ManorCare | HCR ManorCare | HCR ManorCare | Brookdale Senior Living | Senior housing | Senior housing | Senior housing | Senior housing | Post-acute/skilled | Post-acute/skilled | Post-acute/skilled | Post-acute/skilled | Total Assets | Total Assets | Total Assets | Total Assets | Total Assets | Total Assets | Total Assets | Total Assets | Total Assets | Total Assets | Total Assets | Total Assets | Total Assets | Total Assets | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | Revenue | ||||||||||
item | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | Operators | |||||||||||||||||||||||
HCR ManorCare | HCR ManorCare | Brookdale Senior Living | Brookdale Senior Living | Sunrise Senior Living | Sunrise Senior Living | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Post-acute/skilled | Post-acute/skilled | HCR ManorCare | HCR ManorCare | HCR ManorCare | HCR ManorCare | Brookdale Senior Living | Brookdale Senior Living | Brookdale Senior Living | Brookdale Senior Living | Sunrise Senior Living | Sunrise Senior Living | Sunrise Senior Living | Sunrise Senior Living | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Senior housing | Post-acute/skilled | Post-acute/skilled | Post-acute/skilled | Post-acute/skilled | ||||||||||||||||||||||||
HCR ManorCare | HCR ManorCare | Brookdale Senior Living | Brookdale Senior Living | Sunrise Senior Living | Sunrise Senior Living | HCR ManorCare | HCR ManorCare | HCR ManorCare | HCR ManorCare | HCR ManorCare | HCR ManorCare | Brookdale Senior Living | Brookdale Senior Living | Brookdale Senior Living | Brookdale Senior Living | Sunrise Senior Living | Sunrise Senior Living | Sunrise Senior Living | Sunrise Senior Living | HCR ManorCare | HCR ManorCare | HCR ManorCare | HCR ManorCare | ||||||||||||||||||||||||||||||||||||||||||
Concentration of Credit Risk | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Concentration risk (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 32.00% | 32.00% | 19.00% | 19.00% | 7.00% | 7.00% | 11.00% | 11.00% | 46.00% | 48.00% | 17.00% | 17.00% | 89.00% | 89.00% | 28.00% | 29.00% | 28.00% | 28.00% | 17.00% | 17.00% | 17.00% | 17.00% | 4.00% | 5.00% | 4.00% | 5.00% | 10.00% | 10.00% | 10.00% | 10.00% | 46.00% | 46.00% | 46.00% | 46.00% | 11.00% | 13.00% | 11.00% | 13.00% | 86.00% | 87.00% | 86.00% | 88.00% | |||
Number of RIDEA joint ventures | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Balance Sheets: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Real estate and other property, net | $10,814,881,000 | ' | $10,814,881,000 | ' | $10,627,249,000 | ' | $2,970,700,000 | ' | $2,970,700,000 | ' | $2,993,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Cash and cash equivalents | 54,070,000 | 53,114,000 | 54,070,000 | 53,114,000 | 300,556,000 | 247,673,000 | 150,700,000 | ' | 150,700,000 | ' | 141,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Goodwill, intangible and other assets, net | 940,008,000 | ' | 940,008,000 | ' | 867,705,000 | ' | 5,099,900,000 | ' | 5,099,900,000 | ' | 5,174,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Total assets | 20,144,169,000 | [1] | ' | 20,144,169,000 | [1] | ' | 20,075,870,000 | [1] | ' | 8,221,300,000 | ' | 8,221,300,000 | ' | 8,309,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt and financing obligations | ' | ' | ' | ' | ' | ' | 6,191,700,000 | ' | 6,191,700,000 | ' | 6,258,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Accounts payable, accrued liabilities and other | 339,364,000 | ' | 339,364,000 | ' | 318,427,000 | ' | 996,400,000 | ' | 996,400,000 | ' | 1,013,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Total equity | 10,972,594,000 | 10,798,259,000 | 10,972,594,000 | 10,798,259,000 | 10,931,134,000 | 10,753,777,000 | 1,033,200,000 | ' | 1,033,200,000 | ' | 1,038,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Total liabilities and equity | 20,144,169,000 | ' | 20,144,169,000 | ' | 20,075,870,000 | ' | 8,221,300,000 | ' | 8,221,300,000 | ' | 8,309,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Income Statements: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Revenues | 536,121,000 | 512,239,000 | 1,066,113,000 | 1,023,424,000 | ' | ' | 1,039,100,000 | 1,024,300,000 | 2,086,700,000 | 2,083,800,000 | ' | ' | 193,273,000 | 189,461,000 | 384,695,000 | 376,503,000 | 152,055,000 | 146,284,000 | 303,247,000 | 290,105,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Operating, general and administrative expense | ' | ' | ' | ' | ' | ' | -914,500,000 | -864,400,000 | -1,810,300,000 | -1,764,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Depreciation and amortization expense | -113,133,000 | -109,210,000 | -220,521,000 | -212,389,000 | ' | ' | -35,300,000 | -35,700,000 | -70,900,000 | -72,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Interest expense | -106,842,000 | -108,452,000 | -213,480,000 | -217,562,000 | ' | ' | -102,200,000 | -103,900,000 | -204,700,000 | -208,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Other income (expense), net | 709,000 | 3,288,000 | 2,639,000 | 15,400,000 | ' | ' | 1,600,000 | -500,000 | 4,500,000 | 1,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
(Loss) income from continuing operations before income tax benefit (expense) | ' | ' | ' | ' | ' | ' | -11,300,000 | 19,800,000 | 5,300,000 | 41,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Income tax benefit (expense) | -1,339,000 | -1,604,000 | -2,785,000 | -2,519,000 | ' | ' | 4,600,000 | -6,700,000 | -2,200,000 | -13,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Income from continuing operations | 222,279,000 | 213,897,000 | 456,156,000 | 445,450,000 | ' | ' | -6,700,000 | 13,100,000 | 3,100,000 | 27,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Loss from discontinued operations, net of taxes | ' | 2,828,000 | 29,746,000 | 5,059,000 | ' | ' | -4,200,000 | -3,000,000 | -5,600,000 | -5,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net income | 222,279,000 | 216,725,000 | 485,902,000 | 450,509,000 | ' | ' | -10,900,000 | 10,100,000 | -2,500,000 | 21,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Credit Enhancement Guarantee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Third party debt collateralized by facilities, debt amount (maturing in May 1, 2025) | 108,000,000 | ' | 108,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Third party debt collateralized by facilities, asset carrying amount (maturing in May 1, 2025) | $372,000,000 | ' | $372,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
[1] | The Company's consolidated total assets at June 30, 2014 and December 31, 2013 each include $1 million of other assets of certain variable interest entities ("VIEs") that can only be used to settle the liabilities of those VIEs. See Note 16 to the Condensed Consolidated Financial Statements for additional information. |
Equity_Details
Equity (Details) (USD $) | 0 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Share data in Thousands, except Per Share data, unless otherwise specified | Jul. 31, 2014 | 1-May-14 | Jan. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 |
Equity | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends declared per common share (in dollars per share) | $0.55 | $0.55 | $0.55 | $0.55 | $0.53 | $1.09 | $1.05 | ' |
Noncontrolling interests | ' | ' | ' | ' | ' | ' | ' | ' |
DownREIT unit, carrying value | ' | ' | ' | $189,072,000 | ' | $189,072,000 | ' | $184,105,000 |
Accumulated Other Comprehensive Loss | ' | ' | ' | ' | ' | ' | ' | ' |
Unrealized losses on available for sale securities | ' | ' | ' | -4,000 | ' | -4,000 | ' | ' |
Unrealized losses on cash flow hedges, net | ' | ' | ' | -10,846,000 | ' | -10,846,000 | ' | -10,797,000 |
Supplemental Executive Retirement Plan minimum liability | ' | ' | ' | -2,802,000 | ' | -2,802,000 | ' | -2,910,000 |
Cumulative foreign currency translation adjustment | ' | ' | ' | 1,983,000 | ' | 1,983,000 | ' | -780,000 |
Total accumulated other comprehensive loss | ' | ' | ' | -11,669,000 | ' | -11,669,000 | ' | -14,487,000 |
Common Stock | ' | ' | ' | ' | ' | ' | ' | ' |
Company's common stock issuances | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend Reinvestment and Stock Purchase Plan (in shares) | ' | ' | ' | ' | ' | 1,386 | 925 | ' |
Conversion of DownREIT units (in shares) | ' | ' | ' | ' | ' | 2 | 85 | ' |
Exercise of stock options (in shares) | ' | ' | ' | ' | ' | 111 | 852 | ' |
Vesting of restricted stock units (in shares) | ' | ' | ' | ' | ' | 567 | 103 | ' |
Total Noncontrolling Interests | ' | ' | ' | ' | ' | ' | ' | ' |
Noncontrolling interests | ' | ' | ' | ' | ' | ' | ' | ' |
Non-managing members DownREIT units outstanding | ' | ' | ' | 4,000,000 | ' | 4,000,000 | ' | ' |
Number of DownREIT LLCs | ' | ' | ' | 5 | ' | 5 | ' | ' |
DownREIT unit, carrying value | ' | ' | ' | 189,000,000 | ' | 189,000,000 | ' | ' |
DownREIT unit, fair value | ' | ' | ' | $253,000,000 | ' | $253,000,000 | ' | ' |
Segment_Disclosures_Details
Segment Disclosures (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
item | ||||
Segment reporting information, revenues | ' | ' | ' | ' |
Number of reportable segments | ' | ' | 5 | ' |
Rental Revenues | $480,801 | $461,199 | $955,595 | $923,810 |
Resident Fees and Services | 37,939 | 36,394 | 75,992 | 72,139 |
Interest Income | 16,937 | 14,147 | 33,633 | 26,533 |
Investment Management Fee Income | 444 | 499 | 893 | 942 |
Total revenues | 536,121 | 512,239 | 1,066,113 | 1,023,424 |
NOI | 439,873 | 423,706 | 877,013 | 849,376 |
Adjusted (Cash) NOI | 409,165 | 399,166 | 810,158 | 781,790 |
Senior housing | ' | ' | ' | ' |
Segment reporting information, revenues | ' | ' | ' | ' |
Rental Revenues | 151,904 | 150,261 | 301,989 | 299,157 |
Resident Fees and Services | 37,939 | 36,394 | 75,992 | 72,139 |
Interest Income | 3,430 | 2,806 | 6,714 | 5,207 |
Total revenues | 193,273 | 189,461 | 384,695 | 376,503 |
NOI | 165,020 | 163,319 | 328,610 | 324,438 |
Adjusted (Cash) NOI | 153,476 | 148,005 | 303,851 | 290,726 |
Post-acute/skilled | ' | ' | ' | ' |
Segment reporting information, revenues | ' | ' | ' | ' |
Rental Revenues | 138,548 | 135,255 | 276,328 | 269,091 |
Interest Income | 13,507 | 11,029 | 26,919 | 21,014 |
Total revenues | 152,055 | 146,284 | 303,247 | 290,105 |
NOI | 138,015 | 134,623 | 275,263 | 267,830 |
Adjusted (Cash) NOI | 122,105 | 117,822 | 240,204 | 231,669 |
Life science | ' | ' | ' | ' |
Segment reporting information, revenues | ' | ' | ' | ' |
Rental Revenues | 77,541 | 75,227 | 153,663 | 148,557 |
Investment Management Fee Income | 1 | 1 | 2 | 2 |
Total revenues | 77,542 | 75,228 | 153,665 | 148,559 |
NOI | 62,092 | 61,388 | 124,053 | 121,335 |
Adjusted (Cash) NOI | 59,339 | 58,265 | 118,168 | 114,605 |
Medical office | ' | ' | ' | ' |
Segment reporting information, revenues | ' | ' | ' | ' |
Rental Revenues | 91,541 | 89,996 | 180,803 | 176,827 |
Investment Management Fee Income | 443 | 498 | 891 | 940 |
Total revenues | 91,984 | 90,494 | 181,694 | 177,767 |
NOI | 54,376 | 54,883 | 108,122 | 107,450 |
Adjusted (Cash) NOI | 53,770 | 53,770 | 106,799 | 105,010 |
Hospital | ' | ' | ' | ' |
Segment reporting information, revenues | ' | ' | ' | ' |
Rental Revenues | 21,267 | 10,460 | 42,812 | 30,178 |
Interest Income | ' | 312 | ' | 312 |
Total revenues | 21,267 | 10,772 | 42,812 | 30,490 |
NOI | 20,370 | 9,493 | 40,965 | 28,323 |
Adjusted (Cash) NOI | $20,475 | $21,304 | $41,136 | $39,780 |
Segment_Disclosures_Details_2
Segment Disclosures (Details 2) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Reconciliation of reported net income to NOI and adjusted NOI | ' | ' | ' | ' |
Net income | $222,279 | $216,725 | $485,902 | $450,509 |
Interest income | -16,937 | -14,147 | -33,633 | -26,533 |
Investment management fee income | -444 | -499 | -893 | -942 |
Interest expense | 106,842 | 108,452 | 213,480 | 217,562 |
Depreciation and amortization | 113,133 | 109,210 | 220,521 | 212,389 |
General and administrative | 29,062 | 24,062 | 50,456 | 44,717 |
Other income, net | -709 | -3,288 | -2,639 | -15,400 |
Income taxes | 1,339 | 1,604 | 2,785 | 2,519 |
Equity income from unconsolidated joint ventures | -14,692 | -15,585 | -29,220 | -30,386 |
Total discontinued operations | ' | -2,828 | -29,746 | -5,059 |
NOI | 439,873 | 423,706 | 877,013 | 849,376 |
Straight-line rents | -12,487 | 2,838 | -26,455 | -15,955 |
DFL accretion | -17,813 | -21,394 | -39,235 | -45,564 |
Amortization of above and below market lease intangibles, net | -175 | -5,990 | -343 | -6,068 |
Lease termination fees | -233 | -15 | -811 | -15 |
NOI adjustments related to discontinued operations | ' | 21 | -11 | 16 |
Adjusted (Cash) NOI | $409,165 | $399,166 | $810,158 | $781,790 |
Segment_Disclosures_Details_3
Segment Disclosures (Details 3) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Segment Disclosure | ' | ' | ||
Assets held for sale, net | ' | $9,819 | ||
Total assets | 20,144,169 | [1] | 20,075,870 | [1] |
Goodwill | 50,346 | 50,346 | ||
Operating segment | ' | ' | ||
Segment Disclosure | ' | ' | ||
Gross assets | 21,802,952 | 21,381,636 | ||
Accumulated depreciation and amortization | -2,417,853 | -2,254,591 | ||
Total assets | 19,385,099 | 19,127,045 | ||
Operating segment | Senior housing | ' | ' | ||
Segment Disclosure | ' | ' | ||
Gross assets | 8,046,417 | 7,803,085 | ||
Goodwill | 31,000 | 31,000 | ||
Operating segment | Post-acute/skilled nursing | ' | ' | ||
Segment Disclosure | ' | ' | ||
Gross assets | 6,335,887 | 6,266,938 | ||
Goodwill | 3,000 | 3,000 | ||
Operating segment | Life science | ' | ' | ||
Segment Disclosure | ' | ' | ||
Gross assets | 4,078,119 | 3,986,187 | ||
Operating segment | Medical office | ' | ' | ||
Segment Disclosure | ' | ' | ||
Gross assets | 2,702,584 | 2,686,069 | ||
Goodwill | 11,000 | 11,000 | ||
Operating segment | Hospital | ' | ' | ||
Segment Disclosure | ' | ' | ||
Gross assets | 639,945 | 639,357 | ||
Goodwill | 5,000 | 5,000 | ||
Other non-segment | ' | ' | ||
Segment Disclosure | ' | ' | ||
Total assets | $759,070 | $939,006 | ||
[1] | The Company's consolidated total assets at June 30, 2014 and December 31, 2013 each include $1 million of other assets of certain variable interest entities ("VIEs") that can only be used to settle the liabilities of those VIEs. See Note 16 to the Condensed Consolidated Financial Statements for additional information. |
Earnings_Per_Common_Share_Deta
Earnings Per Common Share (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Numerator | ' | ' | ' | ' |
Income from continuing operations | $222,279 | $213,897 | $456,156 | $445,450 |
Noncontrolling interests' share in continuing operations | -3,394 | -3,245 | -6,729 | -6,379 |
Income from continuing operations applicable to HCP, Inc. | 218,885 | 210,652 | 449,427 | 439,071 |
Participating securities' share in continuing operations | -489 | -378 | -1,552 | -856 |
Income from continuing operations applicable to common shares | 218,396 | 210,274 | 447,875 | 438,215 |
Discontinued operations | ' | 2,828 | 29,746 | 5,059 |
Noncontrolling interests' share in discontinued operations | ' | -79 | -1,177 | -144 |
Net income applicable to common shares | $218,396 | $213,023 | $476,444 | $443,130 |
Denominator | ' | ' | ' | ' |
Basic weighted average common shares | 458,247,000 | 454,618,000 | 457,773,000 | 454,137,000 |
Dilutive potential common shares | 341,000 | 813,000 | 361,000 | 887,000 |
Diluted weighted average common shares | 458,588,000 | 455,431,000 | 458,134,000 | 455,024,000 |
Basic earnings per common share | ' | ' | ' | ' |
Income from continuing operations (in dollars per share) | $0.48 | $0.46 | $0.98 | $0.96 |
Discontinued operations (in dollars per share) | ' | $0.01 | $0.06 | $0.02 |
Net income applicable to common shares (in dollars per share) | $0.48 | $0.47 | $1.04 | $0.98 |
Diluted earnings per common share | ' | ' | ' | ' |
Income from continuing operations (in dollars per share) | $0.48 | $0.46 | $0.98 | $0.96 |
Discontinued operations (in dollars per share) | ' | $0.01 | $0.06 | $0.01 |
Net income applicable to common shares (in dollars per share) | $0.48 | $0.47 | $1.04 | $0.97 |
Common stock options | ' | ' | ' | ' |
Diluted earnings per common share | ' | ' | ' | ' |
Shares of anti-dilutive securities excluded from earnings per share calculation | ' | ' | 1,400,000 | 500,000 |
Restricted Stock and Performance Restricted Stock Units | ' | ' | ' | ' |
Diluted earnings per common share | ' | ' | ' | ' |
Shares of anti-dilutive securities excluded from earnings per share calculation | ' | ' | 800,000 | 400,000 |
Down REIT | ' | ' | ' | ' |
Diluted earnings per common share | ' | ' | ' | ' |
Shares of anti-dilutive securities excluded from earnings per share calculation | ' | ' | 6,100,000 | 6,000,000 |
DownREIT LLCs, non-managing member units outstanding | ' | ' | 4,000,000 | 3,900,000 |
Supplemental_Cash_Flow_Informa2
Supplemental Cash Flow Information (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Supplemental cash flow information: | ' | ' |
Interest paid, net of capitalized interest | $204,590 | $205,207 |
Income taxes paid | 3,380 | 1,995 |
Capitalized interest | 5,983 | 8,036 |
Supplemental schedule of non-cash investing activities: | ' | ' |
Accrued construction costs | 25,069 | 17,585 |
Noncontrolling interest disposed in connection with real estate sales | 1,671 | ' |
Supplemental schedule of non-cash financing activities: | ' | ' |
Vesting of restricted stock units | 567 | 103 |
Cancellation of restricted stock | -1 | -16 |
Conversion of non-managing member units into common stock | 73 | 2,912 |
Noncontrolling interest issued in connection with real estate acquisition | 6,321 | ' |
Mortgages and other liabilities assumed with real estate acquisitions | 523 | 12,728 |
Unrealized gains (losses) on available-for-sale securities and derivatives designated as cash flow hedges, net | ($696) | $10,700 |
Variable_Interest_Entities_Det
Variable Interest Entities (Details) (USD $) | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2013 |
In Thousands, unless otherwise specified | Unconsolidated Variable Interest Entities | VIE tenants-operating leases | VIE tenants-DFLs | Loan-senior secured | Loan-senior secured | CMBS | Consolidated Variable Interest Entities |
item | Delphis | item | |||||
item | |||||||
Company's involvement with VIEs: | ' | ' | ' | ' | ' | ' | ' |
Number of senior housing facilities leased | 48 | ' | ' | ' | ' | ' | ' |
Number of VIE tenants | 7 | ' | ' | ' | ' | ' | ' |
Number of partnerships, which are tenants of the company | ' | ' | ' | ' | 1 | ' | ' |
Maximum Loss Exposure | ' | $227,429 | $1,060,944 | $17,470 | ' | $17,338 | ' |
Assets/liability type | ' | 'Lease intangibles, net and straight-line rent receivables | 'Net investment in DFLs | 'Loans receivable, net | ' | 'Marketable debt securities | ' |
Carrying amount | ' | $13,605 | $600,984 | $17,470 | ' | $17,338 | ' |
Number of tax credit subsidiaries | ' | ' | ' | ' | ' | ' | 2 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (Fair value on a recurring basis, USD $) | Jun. 30, 2014 |
In Thousands, unless otherwise specified | |
Fair Value | ' |
Fair value assets and liabilities measured on recurring basis: | ' |
Marketable equity securities | $27 |
Total fair value assets and liabilities measured on recurring basis | -9,298 |
Fair Value | Interest-rate swap contracts | ' |
Fair value assets and liabilities measured on recurring basis: | ' |
Derivative assets | 2,576 |
Derivative liabilities | -8,327 |
Fair Value | Currency swap contracts | ' |
Fair value assets and liabilities measured on recurring basis: | ' |
Derivative liabilities | -3,756 |
Fair Value | Warrants | ' |
Fair value assets and liabilities measured on recurring basis: | ' |
Derivative assets | 182 |
Level 1 | ' |
Fair value assets and liabilities measured on recurring basis: | ' |
Marketable equity securities | 27 |
Total fair value assets and liabilities measured on recurring basis | 27 |
Level 2 | ' |
Fair value assets and liabilities measured on recurring basis: | ' |
Total fair value assets and liabilities measured on recurring basis | -9,507 |
Level 2 | Interest-rate swap contracts | ' |
Fair value assets and liabilities measured on recurring basis: | ' |
Derivative assets | 2,576 |
Derivative liabilities | -8,327 |
Level 2 | Currency swap contracts | ' |
Fair value assets and liabilities measured on recurring basis: | ' |
Derivative liabilities | -3,756 |
Level 3 | ' |
Fair value assets and liabilities measured on recurring basis: | ' |
Total fair value assets and liabilities measured on recurring basis | 182 |
Level 3 | Warrants | ' |
Fair value assets and liabilities measured on recurring basis: | ' |
Derivative assets | $182 |
Disclosures_About_Fair_Value_o2
Disclosures About Fair Value of Financial Instruments (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Summary of financial instruments | ' | ' |
Senior unsecured notes | $6,826,884 | $6,963,375 |
Mortgage debt | 1,229,773 | 1,396,485 |
Other debt | 73,020 | 74,909 |
Carrying Value | ' | ' |
Summary of financial instruments | ' | ' |
Loans receivable, net | 375,717 | 366,001 |
Marketable debt securities | 251,888 | 244,089 |
Marketable equity securities | 27 | ' |
Term loan | 234,352 | 226,858 |
Senior unsecured notes | 6,826,884 | 6,963,375 |
Mortgage debt | 1,229,773 | 1,396,485 |
Other debt | 73,020 | 74,909 |
Carrying Value | Warrants | ' | ' |
Summary of financial instruments | ' | ' |
Derivative assets | 182 | 114 |
Carrying Value | Interest-rate swap contracts | ' | ' |
Summary of financial instruments | ' | ' |
Derivative assets | 2,576 | 2,325 |
Derivative liabilities | -8,327 | 8,384 |
Carrying Value | Currency swap contracts | ' | ' |
Summary of financial instruments | ' | ' |
Derivative liabilities | -3,756 | 2,756 |
Fair Value | Level 1 | ' | ' |
Summary of financial instruments | ' | ' |
Marketable debt securities | 293,188 | 280,850 |
Marketable equity securities | 27 | ' |
Senior unsecured notes | 7,441,232 | 7,405,817 |
Fair Value | Level 2 | ' | ' |
Summary of financial instruments | ' | ' |
Loans receivable, net | 387,621 | 373,441 |
Term loan | 234,352 | 226,858 |
Mortgage debt | 1,273,673 | 1,421,214 |
Other debt | 73,020 | 74,909 |
Fair Value | Warrants | Level 3 | ' | ' |
Summary of financial instruments | ' | ' |
Derivative assets | 182 | 114 |
Fair Value | Interest-rate swap contracts | Level 2 | ' | ' |
Summary of financial instruments | ' | ' |
Derivative assets | 2,576 | 2,325 |
Derivative liabilities | -8,327 | 8,384 |
Fair Value | Currency swap contracts | Level 2 | ' | ' |
Summary of financial instruments | ' | ' |
Derivative liabilities | ($3,756) | $2,756 |
Derivative_Financial_Instrumen2
Derivative Financial Instruments (Details) | 3 Months Ended | 6 Months Ended | 6 Months Ended | |||||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |
USD ($) | USD ($) | USD ($) | USD ($) | Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges | Cash flow hedge | Interest rate swap, entered in July 2005, maturity in July 2020 | Interest rate swap, entered in November 2008, maturity in October 2016 | Interest rate swap, entered in July 2012, maturity in June 2016 | Interest rate swap, entered in July 2012, maturity in June 2016 | Currency swap, entered in July 2012, maturity in June 2016 | Currency swap, entered in July 2012, maturity in June 2016 | |
Reclassification out of Accumulated Other Comprehensive Income | USD ($) | Cash flow hedge | Cash flow hedge | Cash flow hedge | Cash flow hedge | Cash flow hedge | Cash flow hedge | |||||
USD ($) | USD ($) | USD ($) | USD ($) | GBP (£) | USD ($) | GBP (£) | ||||||
item | ||||||||||||
Derivative | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fixed Rate/Buy Amount (as a percent) | ' | ' | ' | ' | ' | ' | 3.82% | 5.95% | 1.81% | ' | ' | ' |
Floating/Exchange Rate Index | ' | ' | ' | ' | ' | ' | 'BMA Swap Index | '1 Month LIBOR | '1 Month GBP LIBOR | ' | ' | ' |
Floating/Exchange Rate Index, percentage | ' | ' | ' | ' | ' | ' | ' | 1.50% | 1.20% | ' | ' | ' |
Buy (sell) amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $45,500,000 | £ (7,200,000) |
Notional amount | ' | ' | ' | ' | ' | ' | 45,600,000 | 26,000,000 | ' | 137,000,000 | ' | 29,000,000 |
Fair value of hedge, liabilities | ' | ' | ' | ' | ' | ' | -6,057,000 | -2,270,000 | 2,576,000 | ' | ' | ' |
Fair value of hedge, liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -3,756,000 | ' |
Number of interest-rate swap contracts | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' |
Exchange rate USD/GBP | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.5695 | ' |
Gains or losses recorded to accumulated other comprehensive loss reclassified to earnings | 222,279,000 | 216,725,000 | 485,902,000 | 450,509,000 | 0 | ' | ' | ' | ' | ' | ' | ' |
Gain (loss) on cash flow hedge, ineffective portion | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' |
Effects of Change in Interest Rates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
+50 Basis Points | ' | ' | ' | ' | ' | ' | 1,247,000 | 301,000 | 2,281,000 | ' | -578,000 | ' |
-50 Basis Points | ' | ' | ' | ' | ' | ' | -1,334,000 | -285,000 | -2,267,000 | ' | -82,000 | ' |
+100 Basis Points | ' | ' | ' | ' | ' | ' | 2,537,000 | 594,000 | 4,556,000 | ' | -825,000 | ' |
-100 Basis Points | ' | ' | ' | ' | ' | ' | ($2,624,000) | ($578,000) | ($4,541,000) | ' | $166,000 | ' |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | Apr. 30, 2014 |
In Billions, unless otherwise specified | item |
Emeritus | ' |
Subsequent Events | ' |
Number of senior housing communities amended | 153 |
Number of properties with purchase options that will be cancelled on amendment | 30 |
Number of senior housing communities terminated | 49 |
Number of properties with purchase options that will be cancelled on termination | 19 |
Brookdale | RIDEA JV | ' |
Subsequent Events | ' |
Number of properties | 49 |
Ownership percentage (as a percent) | 20.00% |
CCRC JV | ' |
Subsequent Events | ' |
Ownership percentage (as a percent) | 49.00% |
Number of retirement communities | 14 |
Investment in strategic joint venture | 1.2 |
CCRC JV | Brookdale | ' |
Subsequent Events | ' |
Ownership percentage (as a percent) | 51.00% |