Real Estate Investments | 2. Real Estate Investments Assisted living communities, independent living communities, memory care communities and combinations thereof are included in the assisted living property classification (collectively “ALF”). Any reference to the number of properties or facilities, number of units, number of beds, number of operators and yield on investments in real estate are unaudited and outside the scope of our independent registered public accounting firm’s review of our consolidated financial statements in accordance with the standards of the Public Company Accounting Oversight Board. Owned Properties. Our owned properties are leased pursuant to non-cancelable operating leases generally with an initial term of 10 to 15 years . Each lease is a triple net lease which requires the lessee to pay all taxes, insurance, maintenance and repairs, capital and non-capital expenditures and other costs necessary in the operations of the facilities. Many of the leases contain renewal options. The leases provide for fixed minimum base rent during the initial and renewal periods. The majority of our leases contain provisions for specified annual increases over the rents of the prior year that are generally computed in one of four ways depending on specific provisions of each lease: (i) a specified percentage increase over the prior year’s rent, generally between 2.0% and 2.5% ; (ii) a calculation based on the Consumer Price Index; (iii) as a percentage of facility net patient revenues in excess of base amounts; or (iv) specific dollar increases. Our leases that contain fixed annual rental escalations and/or have annual rental escalations are contingent upon changes in the Consumer Price Index. Certain leases have annual rental escalations that are contingent upon changes in the gross operating revenues of the property. This revenue is not recognized until the appropriate contingencies have been resolved. The following table summarizes our investments in owned properties at September 30, 2021 (dollar amounts in thousands) Average Percentage Number Number of Investment Gross of of SNF ALF per Type of Property Investment Investment Properties (1) Beds Units Bed/Unit Assisted Living $ 843,015 59.9 % 102 — 5,798 $ 145.40 Skilled Nursing 552,723 39.3 % 50 6,154 212 $ 86.82 Other (2) 11,360 0.8 % 1 118 — — Total $ 1,407,098 100.0 % 153 6,272 6,010 (1) We own properties in 26 states that are leased to 31 different operators. (2) Includes three parcels of land held-for-use, and one behavioral health care hospital. Senior Care Centers, LLC and affiliates and subsidiaries (“Senior Care”) filed for Chapter 11 bankruptcy in December 2018. During 2019, while in bankruptcy, Senior Care assumed LTC’s master lease and, in March 2020, Senior Care emerged from bankruptcy. Concurrent with their emergence from bankruptcy, in accordance with the order confirming Senior Care’s plan of reorganization, Abri Health Services, LLC (“Abri Health”) was formed as the parent company of reorganized Senior Care and became co-tenant and co-obligor with reorganized Senior Care under our master lease. In March 2021, Senior Care and Abri Health (collectively, “Lessee”) failed to pay rent and additional obligations owed under the master lease. Accordingly, we sent a notice of default and applied proceeds from letters of credit to certain obligations owed under the master lease. Furthermore, we sent the Lessee a notice of termination of the master lease to be effective April 17, 2021. On April 16, 2021, the Lessee filed for Chapter 11 bankruptcy. In August 2021, the United States Bankruptcy Court approved a settlement agreement between the Lessee and LTC. The settlement provides for, among other things, a one-time payment of $3,250,000 from LTC to the affiliates of the Lessee which we expensed as transaction costs during the three months ended September 30, 2021 and subsequently paid in October 2021. Future minimum base rents receivable under the remaining non-cancelable terms of operating leases excluding the effects of straight-line rent receivable, amortization of lease incentives and renewal options are as follows (in thousands): Cash Rent (1) 4Q 2021 $ 27,175 2022 119,023 2023 104,210 2024 105,332 2025 87,144 Thereafter 329,267 (1) Represents contractual cash rent, except for certain master leases which are based on estimated cash payments and the Senior Care and Abri Health master lease. See Footnote 12 for further discussion about this lease. We monitor the collectability of our receivable balances, including deferred rent receivable balances, on an ongoing basis. We write-off uncollectible operator receivable balances, including straight line rent receivable and lease incentives balances, as a reduction to rental income in the period such balances are no longer probable of being collected. Therefore, recognition of rental income is limited to the lesser of the amount of cash collected or rental income reflected on a “straight-line” basis for those customer receivable balances deemed uncollectible. As of September 30, 2021, we have 20 operators that are being accounted for on a “cash-basis” representing approximately 51% of our rental income for the three months ended September 30, 2021. We wrote-off straight-line rent receivable and lease incentives balances of $758,000 and $23,214,000 for the nine months ended September 30, 2021 and 2020, respectively. We continue to take into account the current financial condition of our operators, including consideration of the impact of COVID-19, in our estimation of our uncollectible accounts and deferred rents receivable at September 30, 2021. We are closely monitoring the collectability of such rents and will adjust future estimations as appropriate as further information becomes known. The following table summarizes components of our rental income for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended Nine Months Ended September 30, September 30, Rental Income 2021 2020 2021 2020 Base cash rental income $ 25,934 (1) $ 32,006 $ 80,967 (1) $ 98,357 Variable cash rental income 3,588 (2) 3,356 (2) 10,655 (2) 11,793 (2) Straight-line rent (44) (3) 228 619 (3) 1,701 Adjustment for collectability of rental income and lease incentives — (5,472) (4) (758) (4) (23,214) (4) Amortization of lease incentives (158) (108) (386) (317) Total $ 29,320 $ 30,010 $ 91,097 $ 88,320 (1) Decreased primarily due to non-payment of lease obligations from Senior Lifestyle Corporation (“Senior Lifestyle”), unpaid lease obligations from Senior Care and Abri Health, abated and deferred rent and reduced rent from a property sale. This decrease was partially offset by increased rent from re-leasing 18 properties previously leased to Senior Lifestyle, completion of development projects and contractual rent increases. (2) The variable rental income for the three and nine months ended September 30, 2021, includes reimbursement of real estate taxes by our lessees of $3,588 and $10,655 , respectively. The variable rental income for the three and nine months ended September 30, 2020 includes contingent rental income of $4 and $108 , respectively and reimbursement of real estate taxes by our lessees of $3,352 and $11,685 , respectively. (3) Decreased due to more leases accounted for on a cash basis. (4) Represents straight-line rent receivable and lease incentives write-offs. Some of our lease agreements provide purchase options allowing the lessees to purchase the properties they currently lease from us. The following table summarizes information about purchase options included in our lease agreements (dollar amounts in thousands): Type Number of of Gross Carrying Option State Property Properties Investments Value Window California ALF/MC 2 $ 38,895 $ 34,895 2024-2029 California ALF 2 31,682 17,166 2021-TBD (1) Colorado ALF 1 6,764 5,378 2022-2026 Florida MC 1 15,201 13,069 2028-2029 Kentucky and Ohio MC 2 30,421 26,798 2028-2029 Nebraska ALF 3 7,633 3,248 TBD (2) Texas MC 2 25,265 23,250 2021-2027 South Carolina ALF/MC 1 11,680 9,777 2028-2029 Total $ 167,541 $ 133,581 (1) The option window ending date will be either 24 months or 48 months after the option window commences, based on certain contingencies. (2) Subject to the properties achieving certain coverage ratios. On March 11, 2020, the World Health Organization declared the outbreak of COVID-19 as a pandemic, and on March 13, 2020, the United States declared a national emergency with regard to COVID-19. At September 30, 2021, in conjunction with the continued levels of uncertainty related to the adverse effects of COVID-19, we assessed the probability of collecting substantially all of our lease payments through maturity and concluded that we did not have sufficient information available to evaluate the impact of COVID-19 on the collectibility of our lease payments. The extent to which COVID-19 could impact our operators and the collectibility of our future lease payments will depend on the future developments including the financial impact significance, government support and subsidies and the duration of the pandemic. In recognition of the pandemic impact affecting our operators, we have agreed to rent abatements totaling $2,639,000 and rent deferrals, net of repayments, for certain operators totaling $3,371,000 during the nine months ended September 30, 2021. The $6,010,000 in rent abatements and deferrals, net of repayments, during the nine months ended September 30, 2021, represented approximately 5.0% of our contractual rent for the nine months ended September 30, 2021. Additionally, we reduced 2021 rent and interest escalations by 50% to support eligible operators during the continuing COVID-19 crisis. The rent and interest escalation reductions were given in the form of a rent and interest credit in recognition of operators’ increased costs due to COVID-19. We have elected to recognize the rent credits given to the eligible operators where we accrue rent on a straight-line basis over the remaining life of those respective leases. During the nine months ended September 30, 2021, we recognized a decrease of $496,000 of GAAP revenue and $1,337,000 of cash revenue. Acquisitions and Developments: The following table summarizes our acquisitions for the nine months ended September 30, 2021 and 2020 (dollar amounts in thousands): Total Number Number Purchase Transaction Acquisition of of Year Type of Property Price Costs Costs Properties Beds/Units 2021 n/a $ — $ — $ — — — 2020 Skilled Nursing (1) $ 13,500 $ 81 $ 13,581 1 140 (1) We acquired a SNF located in Texas. During he following in development and improvement projects (in thousands) : Nine Months Ended September 30, 2021 2020 Type of Property Developments Improvements Developments Improvements Assisted Living Communities $ — $ 4,560 $ 4,491 $ 3,941 Skilled Nursing Centers — 279 8,893 14 Total $ — $ 4,839 $ 13,384 $ 3,955 Completed Developments. (dollar amounts in thousands): Number Type Number of of of Total Year Type of Project Properties Property Beds/Units State Investment 2020 Development 1 ALF/MC 78 Oregon $ 18,447 Development 1 SNF 90 Missouri 13,272 Total 2 168 $ 31,719 Properties Sold. (dollar amounts in thousands): Type Number Number of of of Sales Carrying Net Year State Properties Properties Beds/Units Price Value Gain (loss) (1) 2021 n/a n/a — — $ — $ — $ 292 (2) (3) Florida ALF 1 — 2,000 2,626 (858) Nebraska ALF 1 40 900 1,079 (198) Washington SNF 1 123 7,700 4,528 2,562 Wisconsin ALF 3 263 35,000 28,295 5,594 Total 2021 6 426 $ 45,600 $ 36,528 $ 7,392 2020 n/a n/a — — $ — $ — $ 108 (2) (3) Arizona SNF 1 194 12,550 2,229 10,292 Colorado SNF 3 275 15,000 4,271 10,364 Iowa SNF 7 544 14,500 4,886 9,029 (3) Kansas SNF 3 250 9,750 7,438 1,993 Texas SNF 7 1,148 23,000 10,260 12,287 Total 2020 21 2,411 $ 74,800 $ 29,084 $ 44,073 ( (1) Calculation of net gain (loss) includes cost of sales. (2) We recognized additional gain due to the reassessment adjustment of the holdbacks related to properties sold during 2019 and 2020, under the expected value model per ASC Topic 606, Contracts with Customers (“ASC 606”). (3) One of the transactions includes a holdback of $838 which is held in an interest-bearing account with an escrow holder on behalf of the buyer for potential specific losses. During 2020, we received $150 of the holdback. The remaining holdback expires in March 2022. Using the expected value model per ASC 606, we estimated and recorded the holdback value of $471 at closing. Mortgage Loans. (dollar amounts in thousands) Type Percentage Number of Investment Gross of of SNF per Interest Rate (1) Maturity State Investment Property Investment Loans (2) Properties (3) Beds Bed/Unit 7.5% 2022 MO $ 1,780 OTH (4) 0.7 % 1 — (4) — $ n/a 10.1% 2043 MI 185,859 SNF 71.1 % 1 15 1,875 $ 99.12 9.3% 2045 MI 39,148 SNF 15.0 % 1 4 501 $ 78.14 9.6% 2045 MI 19,750 SNF 7.5 % 1 2 205 $ 96.34 9.6% 2045 MI 14,900 SNF 5.7 % 1 1 146 $ 102.05 Total $ 261,437 100.0 % 5 (5) 22 (5) 2,727 $ 95.87 (1) The majority of the mortgage loans provide for 2.25% annual increases in the interest rate after a certain time period. (2) Some loans contain certain guarantees, provide for certain facility fees and the majority of the mortgage loans have a 30-year term. (3) The properties securing these mortgage loans are operated by the same operator except for (4) below. (4) Represents a mortgage loan secured by a parcel of land for the future development of a 91 -bed post-acute SNF. (5) Subsequent to September 30, 2021, we funded a $27,047 mortgage loan secured by a 189 -bed SNF in Louisiana with a regional operator new to us. The mortgage loan has a three -year term, with one 12-month extension option and a yield of 7.5% . Additionally, we funded a $12,530 mortgage loan secured by a 68 -unit ALF and MC community in Florida operated by a regional operator new to us. The mortgage loan term is approximately 4 years at a 7.75% yield and includes an additional $4,177 loan commitment for the construction of a memory care addition to the property to be funded at a later date subject to satisfaction of various conditions. The following table summarizes our mortgage loan activity for the nine months ended September 30, 2021 and 2020 (in thousands): Nine Months Ended September 30, 2021 2020 Originations and funding under mortgage loans receivable $ 2,223 (1) $ 4,176 Scheduled principal payments received (625) (565) Mortgage loan premium amortization (4) (3) Provision for loan loss reserve (16) (36) Net increase in mortgage loans receivable $ 1,578 $ 3,572 (1) We originated a $1,780 mortgage loan secured by a parcel of land for the future development of a 91 -bed post-acute SNF in Missouri and withheld a reserve of $142 . The mortgage loan term is one year at a yield of 7.5% . We apply , Measurement of Credit Losses on Financial Instruments . As of September 30, 2021, the accrued interest receivable of $37,476,000 was not included in the measurement of expected credit losses on the mortgage loan receivable and notes receivable (see Note 4). We elected not to measure an allowance for expected credit losses on the related accrued interest receivable using the expected credit loss standard. Rather, we have elected to write-off accrued interest receivable by reversing interest income and/or recognizing credit loss expense as incurred. We review the collectability of the accrued interest receivable quarterly as part of our review of the mortgage loan or notes receivables including the performance of the underlying collateral. For the nine months ended September 30, 2021 and 2020, the Company did not write-off any accrued interest receivable. |